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HomeMy WebLinkAboutCAG2021-533 - Original - JCI Jones Chemicals, Inc. - 2022 Water Treatment Chemical Supply - 12/17/2021ApprovalOriginator:Department: Date Sent:Date Required: Mayor or Designee Date of Council Approval: Grant? Yes No Type:Review/Signatures/RoutingDate Received: City Attorney: Comments: Date Routed: Mayor’s Office City Clerk’s OfficeAgreement InformationVendor Name:Category: Vendor Number:Sub-Category: Project Name: Project Details: Agreement Amount: Start Date: Local Business? Yes No* Business License Verification: If meets requirements per KCC 3.70.100, please complete “Vendor Purchase-Local Exceptions” form on Cityspace. Yes In-Process Exempt (KCC 5.01.045) Notice required prior to disclosure? Yes No Contract Number: 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 Budget Account Number: Budget? Yes No Dir Asst: Sup/Mgr: Dir/Dep: rev. 20210513 FOR CITY OF KENT OFFICIAL USE ONLY Agreement Routing Form For Approvals, Signatures and Records Management (Optional) Basis for Selection of Contractor: * Memo to Mayor must be attached Termination Date: Authorized to Sign: DATE: December 14, 2021 TO: Kent City Council SUBJECT: Water Treatment Chemical Supply for 2022 Agreement with JCI Jones Chemicals, Inc. - Authorize MOTION: I move to authorize the Mayor to sign the 2022 Water Treatment Chemical Supply Agreement with JCI Jones Chemical, Inc. for 25% Sodium Hydroxide and Gas Chlorine, in an amount not to exceed $149,780, subject to final terms and conditions acceptable to the City Attorney and Public Works Director. SUMMARY: The City advertises for water treatment supply chemicals annually. This ensures that the water utility is paying a consistent price throughout the year. The purpose of water treatment is to meet state and federal regulations. Sodium hydroxide is used in the water system as a pH adjustment for corrosion control and gas chlorine is used to disinfect the water supply and protect it from contamination. BUDGET IMPACT: There are no unbudgeted impacts as this is an annual expense planned for in the Water Utility operating budget. SUPPORTS STRATEGIC PLAN GOAL: Thriving City - Creating safe neighborhoods, healthy people, vibrant commercial districts, and inviting parks and recreation. Sustainable Services - Providing quality services through responsible financial management, economic growth, and partnerships. ATTACHMENTS: 1.JCI - 2022 Water Chemicals (PDF) 11/15/21 Public Works Committee RECOMMENDED TO COUNCIL RESULT: RECOMMENDED TO COUNCIL [UNANIMOUS] Next: 12/14/2021 7:00 PM MOVER: Marli Larimer, Councilmember SECONDER:Satwinder Kaur, Councilmember AYES: Brenda Fincher, Satwinder Kaur, Marli Larimer 8.L Packet Pg. 258 GOODS & SERVICES AGREEMENT - 1 (Over $20,000, including WSST) GOODS & SERVICES AGREEMENT between the City of Kent and JCI Jones Chemicals, Inc. THIS AGREEMENT is made by and between the City of Kent, a Washington municipal corporation (hereinafter the "City"), and JCI Jones Chemicals, Inc. organized under the laws of the State of New York, located and doing business at 1919 Marine View Drive, Tacoma, WA 98422, Phone: (253) 274-0104, Contact: Michelle Trammell (hereinafter the "Vendor"). AGREEMENT I. DESCRIPTION OF WORK. The Vendor shall provide the following goods and materials and/or perform the following services for the City: The Vendor shall supply the City of Kent Water Department with water treatment chemicals (bid items 1, 2, 3, 4, 5, 10, 11 and 13) according to the bid proposal submitted October 21, 2021, which is attached as Exhibit A and incorporated by this reference. The prices within Exhibit A are only valid until March 31, 2022. The Vendor acknowledges and understands that it is not the City’s exclusive provider of these goods, materials, or services and that the City maintains its unqualified right to obtain these goods, materials, and services through other sources. The parties acknowledge that the prices in Exhibit A are only valid until March 31, 2022. Any increase in price based upon any raw material cost increases issued by producers shall be documented by the Vendor and provided to the City. No price increase may take effect until after March 31, 2022 and until after the Vendor has provided the City with 30 days’ written notice of the price increase. II.TIME OF COMPLETION. Upon the effective date of this Agreement, the Vendor shall complete the work and provide all goods, materials, and services by December 31, 2022. III.COMPENSATION. The City shall pay the Vendor an amount not to exceed One Hundred Forty Nine Thousand, Seven Hundred Eighty Dollars ($149,780), including applicable Washington State Sales Tax, for the goods, materials, and services contemplated in this Agreement. The City shall pay the Vendor the following amounts according to the following schedule: Compensation of up to $149,780 is based on an estimate annual need. Actual need may vary as follows: Item 1: zero to 6 tons Item 2: zero to 5 tons GOODS & SERVICES AGREEMENT - 2 (Over $20,000, including WSST) Item 3: zero to 1,500 lbs. Item 4: zero to 600 lbs. Item 5: zero to 300 lbs. Item 10: zero to 96,000 gals. Item 11: zero to 12,000 gals. Item 13: zero to 8,000 gals. Therefore, actual compensation will be between $0 and $149,780 and be based on the exact quantity of chemicals ordered by the City. Actual compensation will also be based upon the price of the chemicals, as set forth in Exhibit A, and as may be adjusted pursuant to Section I. Card Payment Program. The Vendor may elect to participate in automated credit card payments provided for by the City and its financial institution. This Program is provided as an alternative to payment by check and is available for the convenience of the Vendor. If the Vendor voluntarily participates in this Program, the Vendor will be solely responsible for any fees imposed by financial institutions or credit card companies. The Vendor shall not charge those fees back to the City. If the City objects to all or any portion of an invoice, it shall notify the Vendor and reserves the option to only pay that portion of the invoice not in dispute. In that event, the parties will immediately make every effort to settle the disputed portion. A. Defective or Unauthorized Work. The City reserves its right to withhold payment from the Vendor for any defective or unauthorized goods, materials or services. If the Vendor is unable, for any reason, to complete any part of this Agreement, the City may obtain the goods, materials or services from other sources, and the Vendor shall be liable to the City for any additional costs incurred by the City. "Additional costs" shall mean all reasonable costs, including legal costs and attorney fees, incurred by the City beyond the maximum Agreement price specified above. The City further reserves its right to deduct these additional costs incurred to complete this Agreement with other sources, from any and all amounts due or to become due the Vendor. B. Final Payment: Waiver of Claims. VENDOR’S ACCEPTANCE OF FINAL PAYMENT SHALL CONSTITUTE A WAIVER OF CLAIMS, EXCEPT THOSE PREVIOUSLY AND PROPERLY MADE AND IDENTIFIED BY VENDOR AS UNSETTLED AT THE TIME REQUEST FOR FINAL PAYMENT IS MADE. 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: A. The Vendor 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 Vendor maintains and pays for its own place of business from which the Vendor’s services under this Agreement will be performed. C. The Vendor has an established and independent business that is eligible for a business deduction for federal income tax purposes that existed before the City retained the Vendor’s services, or the Vendor is engaged in an independently established trade, occupation, profession, or business of the same nature as that involved under this Agreement. D. The Vendor 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. GOODS & SERVICES AGREEMENT - 3 (Over $20,000, including WSST) E. The Vendor has registered its business and established an account with the state Department of Revenue and other state agencies as may be required by the Vendor’s business, and has obtained a Unified Business Identifier (UBI) number from the State of Washington. F. The Vendor 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. VI.CHANGES. The City may issue a written amendment for any change in the goods, materials or services to be provided during the performance of this Agreement. If the Vendor determines, for any reason, that an amendment is necessary, the Vendor must submit a written amendment request to the person listed in the notice provision section of this Agreement, Section XV(D), within fourteen (14) calendar days of the date the Vendor knew or should have known of the facts and events giving rise to the requested change. If the City determines that the change increases or decreases the Vendor's costs or time for performance, the City will make an equitable adjustment. The City will attempt, in good faith, to reach agreement with the Vendor on all equitable adjustments. However, if the parties are unable to agree, the City will determine the equitable adjustment as it deems appropriate. The Vendor shall proceed with the amended work upon receiving either a written amendment from the City or an oral order from the City before actually receiving the written amendment. If the Vendor fails to require an amendment within the time allowed, the Vendor waives its right to make any claim or submit subsequent amendment requests for that portion of the contract work. If the Vendor disagrees with the equitable adjustment, the Vendor must complete the amended work; however, the Vendor may elect to protest the adjustment as provided in subsections A through E of Section VIII, Claims, below. The Vendor accepts all requirements of an amendment by: (1) endorsing it, (2) writing a separate acceptance, or (3) not protesting in the way this section provides. An amendment that is accepted by the Vendor as provided in this section shall constitute full payment and final settlement of all claims for contract time and for direct, indirect and consequential costs, including costs of delays related to any work, either covered or affected by the change. VII.FORCE MAJEURE. Neither party shall be liable to the other for breach due to delay or failure in performance resulting from acts of God, acts of war or of the public enemy, riots, pandemic, fire, flood, or other natural disaster or acts of government (“force majeure event”). Performance that is prevented or delayed due to a force majeure event shall not result in liability to the delayed party. Both parties represent to the other that at the time of signing this Agreement, they are able to perform as required and their performance will not be prevented, hindered, or delayed by the current COVID-19 pandemic, any existing state or national declarations of emergency, or any current social distancing restrictions or personal protective equipment requirements that may be required under federal, state, or local law in response to the current pandemic. The parties agree that Vendor’s inability to obtain chlorine due to a nationwide chlorine shortage will qualify as a force majeure event. If any future performance is prevented or delayed by a force majeure event, the party whose performance is prevented or delayed shall promptly notify the other party of the existence and nature of the force majeure event causing the prevention or delay in performance. Any excuse from liability shall be effective only to the extent and duration of the force majeure event causing the prevention or delay in performance and, provided, that the party prevented or delayed has not caused such event to occur and continues to use diligent, good faith efforts to avoid the effects of such event and to perform the obligation. Notwithstanding other provisions of this section, the Vendor shall not be entitled to, and the City shall not be liable for, the payment of any part of the contract price during a force majeure event, or any costs, losses, expenses, damages, or delay costs incurred by the Vendor due to a force majeure event. GOODS & SERVICES AGREEMENT - 4 (Over $20,000, including WSST) Performance that is more costly due to a force majeure event is not included within the scope of this Force Majeure provision. If a force majeure event occurs, the City may direct the Vendor to restart any work or performance that may have ceased, to change the work, or to take other action to secure the work or the project site during the force majeure event. The cost to restart, change, or secure the work or project site arising from a direction by the City under this clause will be dealt with as a change order, except to the extent that the loss or damage has been caused or exacerbated by the failure of the Vendor to fulfill its obligations under this Agreement. Except as expressly contemplated by this section, all other costs will be borne by the Vendor. VIII.CLAIMS. If the Vendor disagrees with anything required by an amendment, another written order, or an oral order from the City, including any direction, instruction, interpretation, or determination by the City, the Vendor may file a claim as provided in this section. The Vendor shall give written notice to the City of all claims within fourteen (14) calendar days of the occurrence of the events giving rise to the claims, or within fourteen (14) calendar days of the date the Vendor knew or should have known of the facts or events giving rise to the claim, whichever occurs first . Any claim for damages, additional payment for any reason, or extension of time, whether under this Agreement or otherwise, shall be conclusively deemed to have been waived by the Vendor unless a timely written claim is made in strict accordance with the applicable provisions of this Agreement. At a minimum, a Vendor's written claim shall include the information set forth in subsections A, items 1 through 5 below. FAILURE TO PROVIDE A COMPLETE, WRITTEN NOTIFICATION OF CLAIM WITHIN THE TIME ALLOWED SHALL BE AN ABSOLUTE WAIVER OF ANY CLAIMS ARISING IN ANY WAY FROM THE FACTS OR EVENTS SURROUNDING THAT CLAIM OR CAUSED BY THAT DELAY. A. Notice of Claim. Provide a signed written notice of claim that provides the following information: 1.The date of the Vendor's claim; 2.The nature and circumstances that caused the claim; 3.The provisions in this Agreement that support the claim; 4.The estimated dollar cost, if any, of the claimed work and how that estimate was determined; and 5.An analysis of the progress schedule showing the schedule change or disruption if the Vendor is asserting a schedule change or disruption. B. Records. The Vendor shall keep complete records of extra costs and time incurred as a result of the asserted events giving rise to the claim. The City shall have access to any of the Vendor's records needed for evaluating the protest. The City will evaluate all claims, provided the procedures in this section are followed. If the City determines that a claim is valid, the City will adjust payment for work or time by an equitable adjustment. No adjustment will be made for an invalid protest. C. Vendor's Duty to Complete Protested Work. In spite of any claim, the Vendor shall proceed promptly to provide the goods, materials and services required by the City under this Agreement. D. Failure to Protest Constitutes Waiver. By not protesting as this section provides, the Vendor also waives any additional entitlement and accepts from the City any written or oral order (including directions, instructions, interpretations, and determination). E. Failure to Follow Procedures Constitutes Waiver. By failing to follow the procedures of this section, the Vendor completely waives any claims for protested work and accepts from the GOODS & SERVICES AGREEMENT - 5 (Over $20,000, including WSST) City any written or oral order (including directions, instructions, interpretations, and determination). IX.LIMITATION OF ACTIONS. VENDOR MUST, IN ANY EVENT, FILE ANY LAWSUIT ARISING FROM OR CONNECTED WITH THIS AGREEMENT WITHIN 120 CALENDAR DAYS FROM THE DATE THE CONTRACT WORK IS COMPLETE OR VENDOR’S ABILITY TO FILE THAT SUIT SHALL BE FOREVER BARRED. THIS SECTION FURTHER LIMITS ANY APPLICABLE STATUTORY LIMITATIONS PERIOD. X. WARRANTY. The Vendor warrants that it will faithfully and satisfactorily perform all work provided under this Agreement in accordance with the provisions of this Agreement. In addition to any other warranty provided for at law or herein, this Agreement is additionally subject to all warranty provisions established under the Uniform Commercial Code, Title 62A, Revised Code of Washington. The Vendor warrants goods are merchantable, are fit for the particular purpose for which they were obtained, and will perform in accordance with their specifications and the Vendor’s representations to City. The Vendor shall promptly correct all defects in workmanship and materials: (1) when the Vendor knows or should have known of the defect, or (2) upon the Vendor’s receipt of notification from the City of the existence or discovery of the defect. In the event any part of the goods are repaired, only original replacement parts shall be used—rebuilt or used parts will not be acceptable. When defects are corrected, the warranty for that portion of the work shall extend for an additional year beyond the original warranty period applicable to the overall work. The Vendor shall begin to correct any defects within seven (7) calendar days of its receipt of notice from the City of the defect. If the Vendor does not accomplish the corrections within a reasonable time as determined by the City, the City may complete the corrections and the Vendor shall pay all costs incurred by the City in order to accomplish the correction. XI.DISCRIMINATION. In the hiring of employees for the performance of work under this Agreement or any sub-contract, the Vendor, its sub-contractors, or any person acting on behalf of the Vendor or sub-contractor shall not, by reason of race, religion, color, sex, age, sexual orientation, national origin, or the presence of any sensory, mental, or physical disability, discriminate against any person who is qualified and available to perform the work to which the employment relates. The Vendor 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. XII.INDEMNIFICATION. The Vendor shall defend, indemnify and hold the City, its officers, officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with the Vendor'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 the Vendor's work when completed shall not be grounds to avoid any of these covenants of indemnification. IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE VENDOR'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. In the event the Vendor refuses tender of defense in any suit or any claim, if that tender was made pursuant to this indemnification clause, and if that refusal is subsequently determined by a court having jurisdiction (or other agreed tribunal) to have been a wrongful refusal on the Vendor’s part, then the Vendor shall pay all the City’s costs for defense, including all reasonable expert witness fees and reasonable attorneys’ fees, plus the City’s legal costs and fees incurred because there was a wrongful refusal on the Vendor’s part. The provisions of this section shall survive the expiration or termination of this Agreement. GOODS & SERVICES AGREEMENT - 6 (Over $20,000, including WSST) XIII.INSURANCE. The Vendor 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. XIV.WORK PERFORMED AT VENDOR'S RISK. The Vendor shall take all necessary precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the performance of the contract work and shall utilize all protection necessary for that purpose. All work shall be done at the Vendor's own risk, and the Vendor 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. XV.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 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 XII of this Agreement. D. Written Notice. All communications regarding this Agreement shall be sent to the parties at the addresses listed on the signature page of the Agreement, unless notified to the contrary. Any written notice hereunder shall become effective three (3) business days after the date of mailing by registered or certified mail, and shall be deemed sufficiently given if sent to the addressee at the address stated in this Agreement or such other address as may be hereafter specified in writing. E. Assignment. Any assignment of this Agreement by either party without the written consent of the non-assigning party shall be void. If the non-assigning party gives its consent to any assignment, the terms of this Agreement shall continue in full force and effect and no further assignment shall be made without additional written consent. F. Modification. No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by a duly authorized representative of the City and the Vendor. 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 Vendor agrees to comply with all federal, state, and municipal laws, rules, and regulations that are now effective or in the future become applicable to the Vendor's business, equipment, and personnel engaged in operations covered by this Agreement or accruing out of the performance of those operations. 12/17/2021 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:y1-, w e -,ry- v ue, I V VV1lg/11 l For: Tel- C,IrynCo ts To c . Title: Date: DI ?,c ry) ber (bl )-OZl EEO COMPLIANCE DOCUMENTS - 1 of 3 EEO COMPLIANCE DOCUMENTS - 2 of 3 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 of 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: _________________________________________ EXHIBIT A WATER TREATMENT CHEMICAL SUPPLY FOR 2022 PROPOSALFORM The undersigned hereby perform the service as following fees: Bidder's Name: proposes to provide all equipment, labor, materials and supplies to specified in this contract (see Special Provisions 1.1 & 1.6) for the rk nc . Item Estimated Description Bid Unit Total Annual Unit Prices 1 6 Chlorine Gas in One -Ton Containers 1 $ jar-i') `j, $ of �j�°O TONS* FOB Clark Springs TON CONT. Total *Estimated annual need is 6 tons. Actual need may vary. Jl1 1ntsUM((a'Sic Company Submitting Proposal Authorized Signature -IcbuW 910000t Note: Contractor must submit a firm proposal for the contract term(s). WATER TREATMENT CHEMICAL SUPPLY FOR 2022 PROPOSALFORM The undersigned hereby proposes to provide all equipment, labor, materials and supplies to perform the service as specified in this contract (see Special Provisions 1.1 & 1.6) for the following fees: Bidder's Name: Item Estimated Description Bid Unit Total Annual Unit Prices Usage 2 5 Chlorine Gas in One -Ton Containers 1 $I15iVo $ 5oo00 TONS* FOB Kent Springs TON CONT. Tota I *Estimated annual need is 5 tons. Actual need may vary. ACT. Tbfy s UmCAS tnC_. Company Submitting Proposal f /1/UIiT 1[ L �1�d.wthVl a.� Aidthorized Signature Note: Contractor must submit a firm proposal for the contract term(s). WATER TREATMENT CHEMICAL SUPPLY FOR 2022 PROPOSALFORM The undersigned hereby perform the service as following fees: Bidder's Name: proposes to provide all equipment, labor, materials and supplies to specified in this contract (see Special Provisions 1.1 & 1.6) for the WE Item Estimated Description Bid Unit Total Annual Unit Prices 3 1,500 Chlorine Gas in 150 Lb. Containers 150 $cj��' $ 5=t r- LBS* FOB East Hill Well LB CYL. FJ x Alas IICVC,a*wVr&vu' Tota I *Estimated annual need is 1,500 lbs. Actual need may vary. etwY11cAk In c Company Submitting Proposal C A 0 `1kM Authorized Signature Note: Contractor must submit a firm proposal for the contract term(s). WATER TREATMENT CHEMICAL SUPPLY FOR 2022 PROPOSALFORM The undersigned hereby proposes to provide all equipment, labor, materials and supplies to perform the service as specified in this contract (see Special Provisions 1.1 & 1.6) for the following fees: Bidder's Name: �CI Item Estimated Description Bid Unit Total Annual Unit Prices 4 600 Chlorine Gas in 150 Lb. Containers LBS* FOB Armstrong Springs Well #1 11 Total 150 $Gjt)L�� $�� LB CYL. $ *Estimated annual need is 600 lbs. Actual need may vary. JOAeS Q YYIi CLCI s,ZY1c- Company Submitting Proposal Authorized Signature Note: Contractor must submit a firm proposal for the contract term(s). WATER TREATMENT CHEMICAL SUPPLY FOR 2022 PROPOSALFORM The undersigned hereby proposes to provide all equipment, labor, materials and supplies to perform the service as specified in this contract (see Special Provisions 1.1 & 1.6) for the following fees: Bidder's Name: WE Item Estimated Description Bid Unit Total Annual Unit Prices 5 300Chlorine Gas in 150 Lb. Containers 150 $ao $ 1J1Y�h°O LBS* FOB Seven Oaks Well LB CYL. I ll��ll�it\J1 Plus sWz/ft1t uW-r keoM Total *Estimated annual need is 300 lbs. Actual need may vary. Company Submitting Proposal { Ch t' tl",,I Authorized Signature Note: Contractor must submit a firm proposal for the contract term(s). WATER TREATMENT CHEMICAL SUPPLY FOR 2022 PROPOSALFORM The undersigned hereby proposes to provide all equipment, labor, materials and supplies to perform the service as specified in this contract (see Special Provisions 1.4 & 1.6) for the following fees: Bidder's Name: (� j �`�—I— �C� ,„� C (,�X_-► I '(CA, . Item Estimated Description Bid Unit Total Annual Unit Prices Usage 10 96,000 GALS* 25% Sodium Hydroxide in 4,000 Gal. Deliveries $ 1.00 BULK GAL. $ inAcslo`o FOB Pump Station #5 Total *Estimated annual need is 96,000 Gals. Actual need may vary. 'Jar � icko -:D Company Submitting Proposal Au orizeX d Signature Note: Contractor must submit a firm proposal for the contract term(s). WATER TREATMENT CHEMICAL SUPPLY FOR 2022 PROPOSALFORM The undersigned hereby proposes to provide all equipment, labor, materials and supplies to perform the service as specified in this contract (see Special Provisions 1.4 & 1.6) for the following fees: , Bidder's Name: J �--'--- wl w �-A YA TLLU0,t,�, —J-1 Iv --- Item Estimated Description Bid Unit Total Annual Unit Prices Usage 11 12,000 25% Sodium Hydroxide in $ I D9 $ GALS 4,000 Gal. Deliveries BULK GAL. FOB East Hill Well Tota I *Estimated annual need is 12,000 Gals. Actual need may vary. Company Submitting Proposal Authorized Signature I al9(Do Note: Contractor must submit a firm proposal for the contract term(s). WATER TREATMENT CHEMICAL SUPPLY FOR 2022 PROPOSALFORM The undersigned hereby proposes to provide all equipment, labor, materials and supplies to perform the service as specified in this contract (see Special Provisions 1.4 & 1.6) for the following fees: Bidder's Name: Item Estimated Description Bid Unit Total Annual Unit Prices Usage 13 OS* Hydroxide in I GALDeliveries 4,000 Gal. Deive ies `��� BULK GAL. FOB Guiberson Corrosion Facility 00 Total $ � �1[u *Estimated annual need is 8,000 Gals. Actual need may vary. JC L Jol�� C m� Gals, he . Company Submitting Proposal Authorized Signature Note: Contractor must submit a firm proposal for the contract term(s). BID SUMMARY Item 1 Total q, Oco , CC) Item 2 Total �,5c"C),Coc Item 3 Total ` 5, Oc% , LyO Item 4 Total It0r QcO .00 Item 5 Total I,ouD cc Item 6 Total IBC �Ip Item 7 Total NQ QJ i V Item 8 Total No 9- Item 9 Total 00 �i b Item 10 Total Sko i Lp �C)O o Item 11 Total a(qU) Item 12 Total N�VDI Item 13 Total 4gi ZM-00 JCT �� �-� Yviiculs mac . `i s l�idr�ii�ct on- ry aw * cY Our %icl Pvius a.r, "�'rrn-�1voti�� 3I 3I I�2Z ai�Ly, rUia m4*1,1 a(s ����e�, 17��rYvxFl°Ltl��vl ate '� (�C7Ylce' Will % �w�o�. yyitcai( , �inL. r i�rp.� �cev Jcy b s C d-i? � A6 feu" d l o �i y�xii �l,�� Can EXHIBIT B INSURANCE REQUIREMENTS FOR SERVICE CONTRACTS Insurance The Contractor 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 Contractor, their agents, representatives, employees or subcontractors. A. Minimum Scope of Insurance Contractor 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 Commercial General Liability insurance shall be endorsed to provide the Aggregate Per Project Endorsement ISO form CG 25 03 11 85. The City shall be named as an insured under the Contractor’s Commercial General Liability insurance policy with respect to the work performed for the City using ISO additional insured endorsement CG 20 10 11 85 or a substitute endorsement providing equivalent coverage. 3. Workers’ Compensation coverage as required by the Industrial Insurance laws of the State of Washington. B. Minimum Amounts of Insurance Contractor 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 aggregate and a $2,000,000 products-completed operations aggregate limit. EXHIBIT B (continued) C. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Automobile Liability and Commercial General Liability insurance: 1. The Contractor’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 Contractor’s insurance and shall not contribute with it. 2. The Contractor’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 contractor 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 Contractor’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 Contractor 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 Contractor 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 Contractor. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES 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). 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. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD 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. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY 11/15/2021 Arthur J.Gallagher Risk Management Services,Inc. 2850 Golf Road Rolling Meadows IL 60008 Beth Lubertozzi 630-694-5058 630-285-3922 Beth_lubertozzi@ajg.com Ironshore Specialty Insurance Co 25445 JCIJONE-06 Liberty Insurance Corporation 42404JCIJonesChemicals,Inc.. 1765 Ringling Boulevard Sarasota FL 34236 893205303 A X 1,000,000 X 500,000 25,000 1,000,000 2,000,000 X 003878403 11/15/2021 11/15/2022 2,000,000 B 2,000,000 X X X AS5-Z91-473667-021 11/15/2021 11/15/2022 A X X 25,000,00000387850311/15/2021 11/15/2022 25,000,000 A Pollution Legal Liability 003878403 11/15/2021 11/15/2022 Aggregate Limit Each Loss Limit $2,000,000 $1,000,000 Auto Deductible: Comprehensive Extra Heavy.Medium:$10,000 Trailer:$5,000 Light Truck:$1,000 Collision Extra Heavy.Medium:$10,000 See Attached... City of Kent 220 4th Ave S. Kent WA 98032 USA ACORD 101 (2008/01) The ACORD name and logo are registered marks of ACORD © 2008 ACORD CORPORATION. All rights reserved. THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER:FORM TITLE: ADDITIONAL REMARKS ADDITIONAL REMARKS SCHEDULE Page of AGENCY CUSTOMER ID: LOC #: AGENCY CARRIER NAIC CODE POLICY NUMBER NAMED INSURED EFFECTIVE DATE: JCIJONE-06 1 1 Arthur J.Gallagher Risk Management Services,Inc.JCI Jones Chemicals,Inc.. 1765 Ringling Boulevard Sarasota FL 34236 25 CERTIFICATE OF LIABILITY INSURANCE Trailer:$5,000 Light Truck:$1,000 City of Kent is an Additional Insured as respects General Liability and Auto policies,pursuant to and subject to the policy's terms,definitions,conditions and exclusions.Coverage is primary and non-contributory and a waiver of subrogation applies per the attached.Waiver of Subrogation applies to certificate holder, as respects General Liability and Auto policies,pursuant to and subject to the policy's terms,definitions,conditions and exclusions.The insurance provided in the General Liability and Auto policies is primary and any other insurance shall be excess only,and not contributing. EPIC Coverage Map General Bodily Injury and Property Damage Liability (GL)Defined Insuring Agreement - Coverage Part I; Coverage A Hostile Fire and Building Equipment Liability Defined Insuring Agreement - Coverage Part I; Coverage B Products Pollution and Exposure Liability Defined Insuring Agreement - Coverage Part I; Coverage C Time-Element Pollution Bodily Injury and Property Damage Liability Defined Insuring Agreement - Coverage Part I; Coverage D Non-Owned Site Pollution Bodily Injury and Property Damage Liability Defined Insuring Agreement - Coverage Part I; Coverage E Pollution Liability During Transportation Defined Insuring Agreement - Coverage Part I; Coverage F Contractors Pollution Liability Coverage Defined Insuring Agreement - Coverage Part I; Coverage G Site Pollution Incident Legal Liability Coverage Defined Insuring Agreement - Coverage Part III Professional Liability Coverage (environmental consultants only)Defined Insuring Agreement - Coverage Part IV Emergency Response Expense (No Legal Liability Required) Defined Insuring Agreement: Pollution Incident during Transportation, Contractors Pollution and Site Pollution Incident Legal Liability (no Legal Liability required) INSURING AGREEMENTS IronshoreEnvironmental® Occurrence Coverage Trigger Coverage Parts I & II Claims Made Coverage Trigger Coverage Parts III & IV Pay on Behalf Included Right and Duty to Defend Included Defense Costs in addition to the Limit of Insurance Yes except for Coverage Parts III & IV Defense Costs Outside of the Deductible Yes except for Coverage Parts III & IV Audit Provision None POLICY FEATURES Broad Form Named Insured Included in Section II - Who is an Insured Blanket Additional Insured - including completed operations (when required by written contract)Included in Section II - Who is an Insured Blanket Additional Insured – Primary & Non-Contributory (when required by written contract) Section IV – Conditions; Condition #17. Other Insurance - a. Primary Insurance Additional Insureds: Lessors of Equipment & Premises (when required by written contract)Included in Section II - Who is an Insured Additional Insureds: Vendors (when required by written contract)Included in Section II - Who is an Insured Newly Acquired or Formed Organizations (except partnerships, JV's and LLC's) – 180 days Included in Section II - Who is an Insured POLICY ENHANCEMENTS ® About Ironshore Ironshore provides broker-sourced specialty property and casualty insurance coverages for varying risks on a global basis through its multiple international platforms. The Ironshore group of companies is rated A (Excellent) by A.M. Best with a Financial Size Category of Class XIV. Ironshore’s Pembroke Syndicate 4000 operates within Lloyd’s where the market rating is A (Excellent) by A.M. Best and A+ (Strong) from both Standard & Poor’s and Fitch. For more information, please visit: www.ironshore.com The information contained herein is for general informational purposes only and does not constitute an offer to sell or a solicitation of an offer to buy any product or service. Any description set forth herein does not include all policy terms, conditions and exclusions. Bound insurance policies, rather than summaries thereof, govern. Not all insurance coverages or products are available in all states or regions and policy terms may vary based on individual state or region requirements. Some policies may be placed with a surplus lines insurer. Surplus lines insurers generally do not participate in state guaranty funds and coverage may only be obtained through duly licensed surplus lines brokers. 10/14 When considering a long-term insurance partner for your business, please call 1-877-IRON411, visit www.ironshore.com or email: info@ironshore.com Employees & Volunteers as Insureds Included in Section II - Who is an Insured Leased Workers as Employees and Insureds Included in the Definition of Employee Misdelivery of Liquid during Transportation Included in Coverage F - Pollution Liability During Transportation Blanket Non-Owned Disposal Sites Coverage Coverage Part I - Coverage E Host Liquor Liability Exception to Liquor Liability Exclusion - Coverage Part I; Coverage A Exclusions Incidental Medical Malpractice Included in Section II - Who is an Insured Non-owned Watercraft (Under 75 ft.)No limitation on the length of non owned watercraft in the exception to Exclusion a. Aircraft, Auto or Watercraft Contractual Liability in connection with work done near a Railroad Definition of Insured Contract - no limitations regarding work near a railroad Knowledge of Occurrence (Who is deemed to know of prior occurrences) Knowledge is limited to Responsible Executive as defined in the policy (including the named insured, managers of insured sites, managers of environmental, health and safety and other authorized employees) Notice of Occurrence Section IV - Condition 8. Duties in the Event of Occurrence - Named insured must notify as soon as practicable Blanket Waiver of Subrogation (when required by written contract) Section IV – Condition 22. Transfer of Rights of Recovery Against Others To Us Unintentional Errors & Omissions Section IV – Condition 19. Representations - No policy restrictions as respects failure to disclose Coverage Territory - General Liability US, Puerto Rico, Canada and the Gulf of Mexico. Worldwide Coverage for Products (including Products Pollution). Suit can be brought anywhere. Coverage Territory - Pollution Worldwide Coverage for Transportation, Contractors Pollution and Non-owned sites. Insured sites are per the address of the site Gulf of Mexico Extension Included in the Definition of Coverage Territory Fellow Employee Exclusion The exception to Who is an Insured for BI to a Co-Employee found in the ISO GL Coverage form does not exist in the EPIC Coverage Form Lead No Exclusion as respects Products Pollution and Contractors Pollution Silica No Silica Exclusion Professional Liability Exclusion No Exclusion in Coverage Part I New York - Third Party Action Exclusion No Third Party Action Over Exclusion Per Location and Per Project Aggregate Section III – Limits of Insurance and Deductible Bodily Injury to include mental anguish, shock or emotional distress Included in the Definition of Bodily Injury Natural Resource Damage Included in the Definition of Property Damage Restoration Costs Included in the Definition of Clean-Up Costs Mold Matter Included in the Definition of Pollutants 90 Days Notice of Cancellation (10 days for non-payment of premium) or Non-Renewal Section IV - Conditions: Condition 3. Cancellation; Condition 24. When We Do Not Renew IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 1 of 44 IRONSHORE SPECIALTY INSURANCE COMPANY Mailing Address: 75 Federal Street 5th Floor Boston, MA 02110 Toll Free: (877) IRON411 Insured Name: JCI Jones Chemicals, Inc. Policy Number: IEPICCEPBU001 ENVIRONMENTAL PROTECTION INSURANCE COVERAGE PACKAGE (EPIC PAC) TABLE OF CONTENTS SECTIONI– COVERAGES......................................................................................................................PAGE COVERAGEPARTI:COMMERCIALGENERAL LIABILITYANDPOLLUTIONLIABILITY..............................……. 2 COVERAGE PARTI–Coverage SpecificInsuring Agreements andExclusions........................................... 2 CoverageA: GeneralBodilyInjuryand PropertyDamageLiability............................................………….. 2 CoverageB: HostileFireandBuildingEquipmentLiability........................................................…………… 4 CoverageC:ProductsPollutionandExposureLiability........................................................................... 5 CoverageD: Time-ElementPollutionBodilyInjuryand Property DamageLiability.............................. 5 CoverageE: Non-OwnedSitePollutionBodilyInjuryandPropertyDamageLiability........................... 6 CoverageF: PollutionLiabilityduringTransportation............................................................................ 7 CoverageG:ContractorsPollutionLiability............................................................................................ 8 COVERAGEPARTI–CommonInsuring Agreement.................................................................................. 9 COVERAGEPARTI– SupplementaryPayments........................................................................................ 10 COVERAGEPARTI–CommonExclusions................................................................................................... 11 COVERAGEPARTII:MISCELLANEOUSCOVERAGES……….............................................................................. 14 CoverageA: Personaland AdvertisingInjury Liability…………….............................................................. 14 CoverageB: EmployeeBenefitsAdministrationLiability……………......................................................... 16 CoverageC:MedicalPayments……………….............................................................................................. 17 COVERAGEPARTII– SupplementaryPayments…………….......................................................................... 18 COVERAGEPARTIII: SITEPOLLUTIONINCIDENT LEGAL LIABILITY.........................................................…….. 18 CoverageA: BodilyInjuryandPropertyDamageLiability....................................................................... 18 CoverageB: FirstandThirdPartyOn-SiteClean-UpCosts...................................................................... 19 CoverageC:Off-SiteClean-UpCosts........................................................................................................ 20 COVERAGEPARTIII–CommonExclusions................................................................................................. 21 COVERAGEPARTIV–PROFESSIONAL LIABILITY...........................................................................................23 SECTIONII– WHOIS ANINSURED.........................................................................................................………… 26 SECTIONIII–LIMITSOFINSURANCE ANDDEDUCTIBLE.................................................................................. 28 SECTIONIV –CONDITIONS……….….................................................................................................................. 30 SECTIONV– DEFINITIONS………....................................................................................................................... 36 IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 2 of 44 ENVIRONMENTAL PROTECTION INSURANCE COVERAGE PACKAGE (EPIC PAC) COVERAGE FORM Various provisions in this policy restrict coverage. Please read the entire policy carefully to determine rights, duties and what is and is not covered. COVERAGE PART III – SITE POLLUTION INCIDENT LEGAL LIABILITY and COVERAGE PART IV – PROFESSIONAL LIABILITY of this policy provide claims-made coverage. 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 SECTIONII–WHOISANINSURED. Defined terms, other than headings, appear in bold face type. Refer to SECTION V - DEFINITIONS. SECTION I – COVERAGES COVERAGE PART I: COMMERCIAL GENERAL LIABILITY AND POLLUTION LIABILITY COVERAGE PART I – Coverage Specific Insuring Agreements and Exclusions Coverage A: General Bodily Injury and Property Damage Liability 1. Insuring Agreement We will pay those sums that the insured becomes legally obligated to pay as damages because of bodily injury or property damage to which this insurance applies but only if: a.The bodily injury or property damage iscaused by an occurrence that takes place in the coverage territory;and b.The bodily injury or property damage takes place during the policy period. 2. Exclusions In addition to exclusions found in COVERAGE PART I – Common Exclusions,this insurancedoes not apply to: a. Aircraft, Auto or Watercraft Bodily injury or property damage arising out of the ownership, maintenance, use or entrustment to others of any aircraft,auto or watercraft owned or operated by or rented or loaned to any insured. Use 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, employment, 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 entrustment to others of any aircraft,auto or watercraft 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 not being used to carry persons or property for a charge; (3)An aircraft hired or chartered by or loaned to an insured with a paid crew; (4)Parking an auto on, or on the ways next to, premises you own or rent, provided the auto is not owned by or rentedor loanedto youor theinsured; IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 3 of 44 (5)Liability assumed under any insured contract for the ownership, maintenance or use of aircraft or watercraft; or (6) Bodily injury or property damage arising out of the operation of machinery or equipment 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 where it is licensed or principally garaged or the operation of any of the machinery or equipment listed in Paragraph f. (2)or f. (3)ofthe definition of mobile equipment. b. Asbestos and Lead (1) Bodily injury arising out of the presence, ingestion, inhalation or absorption of, or exposure to, asbestos or lead in any form; or (2) Property damage arising out of the presence of, or exposure to, asbestos or lead in any form. c. 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. However, this exclusiondoes toapplytoliability for damagesbecause of bodily injury. 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. d. Employment - Related Practices Bodily injury to: (1)A person arising out of any refusal to employ that person, termination of that person’s employment or 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 the person as a consequence of bodily injury to that person at whom any of the employment-related practices described in Paragraphs (1)above is directed. This exclusion applies whether the insured may be liable as an employer or in any other capacity and to any obligation to share damages with or repay someone else who must pay damages because of the injury. e. Liquor Liability Bodily injury or property damage for which any insured may be held liable by reason of causing or contributing to the intoxication of any person, the furnishing of alcoholic beverages to a person under the legal drinking age or under the influence of alcohol, or any statute, ordinance or regulation relating to the sale, gift, distribution or use of alcoholic beverages. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured or providing or failing to provide transportation with respect to any person that may be under the influence of alcohol if the occurrence which caused the bodily injury or property damage, involved that which is described in the Paragraph above. However, this exclusion applies only if you are in the business of manufacturing, distributing, selling, serving or furnishing alcoholic beverages. For the purposes of this exclusion, permitting a person to bring alcoholic beverages on your premises, for consumption on your premises, whether or not a fee is charged or a license is required for such activity, is not by itself considered the business of selling, serving or furnishing alcoholic beverages. f. Mobile Equipment Bodily injury or property damage arising out of the transportation of mobile equipment by an auto owned or operated by or rented or loaned to any insured or the use of mobile equipment in, or while in practice for, or while being prepared for, any prearranged racing, speed, demolition or stunting activity. g. Personal And Advertising Injury IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 4 of 44 Bodily injury arising out of personal and advertising injury. h. Pollution (1) Bodily injury or property damage caused by a pollution incident. (2)Anyloss, costor expensearisingout of any: (a)Request, demand, order or statutory or regulatory requirement that any insured or others incur clean-up costs;or (b) Claim or suit by or on behalf of a governmental authority for damages because of clean-up costs. i. Recording And Distribution Of Material Or Information In Violation Of Law Bodily injury or property damage arising directly 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; (2)The CAN-SPAM Act of 2003, including any amendment of or addition to such law; (3)The Fair Credit Reporting Act (FCRA), and any amendment of or addition to such law, including the Fair and Accurate Credit Transactions Act (FACTA); or (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. Coverage B: Hostile Fire and Building Equipment Liability 1. Insuring Agreement We will pay those sums that the insured becomes legally obligated to pay as damages to which this insurance applies because of: a. Bodily injury 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; and b. Bodily injury or property damage arising out of heat, smoke or fumes from a hostile fire But only if: (1)The bodily injury or property damage iscaused by an occurrence that takes place in the coverage territory;and (2)The bodily injury or property damage takes place during the policy period. 2. Exclusions In addition to exclusions found in COVERAGE PART I – Common Exclusions,this insurance does not apply to: a. Aircraft, Auto or Watercraft Bodily injury or property damage arising out of the ownership, maintenance, use or entrustment to others of any aircraft,auto or watercraft owned or operated by or rented or loaned to any insured. Use includes operation and transportation. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, 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 entrustment to others of any aircraft,auto or watercraft that is owned or operated by or rented or loaned to any insured. b. Asbestos and Lead (1) Bodily injury arising out of the presence, ingestion, inhalation or absorption of, or exposure to, asbestos or lead in any form; or IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 5 of 44 (2) Property damage arising out of the presence of, or exposure to, asbestos or lead in any form. Coverage C: Products Pollution and Exposure Liability 1. Insuring Agreement We will pay those sums that the insured becomes legally obligated to pay as damages to which this insurance applies because of: a. Bodily injury,property damage or environmental damage arising out of a pollution incident caused by your product,and included in the products-completed operations hazard;or b. Bodily injury or property damage arising out of the ingestion, inhalation or absorption of, contact with, or exposure to, any fumes, dust, particles, vapors, liquids or other substances that are or originate from your product,andincludedintheproducts-completed operations hazard. But only if: (1)The bodily injury, property damage or environmental damage is caused by an occurrence that takes place in the coverage territory;and (2)The bodily injury, property damage or environmental damage takes place during the policy period. 2. Exclusions In addition to exclusions found in COVERAGE PART I – Common Exclusions,this insurance does not apply to: a. Asbestos (1) Bodily injury arising out of the presence, ingestion, inhalation or absorption of, or exposure to, asbestos in any form; or (2) Property damage arising out of the presence of, or exposure to, asbestos in any form. (3) Environmental damage arising from asbestos or asbestos containing materials in, on, or applied to any building or other structure. This exclusion does not apply to clean-up costs for the remediation of soil, surface water or groundwater. b. Product Disposal Bodily injury,property damage or environmental damage arising outof the disposal of your product. c. Products as Waste Environmental damage arising out of your product which is waste. d. Transportation Bodily injury,property damage or environmental damage arising during transportation. Coverage D: Time-Element Pollution Bodily Injury and Property Damage Liability 1. Insuring Agreement We will pay those sums that the insured becomes legally obligated to pay as damages because of bodily injury or property damage to which this insurance applies arising out of a time-element pollution incident on, at, under or migrating from any location which is owned or occupied by you and which is not specifically scheduled as an insured site but onlyif: a.The bodily injury or property damage iscaused by an occurrence that takes place in the coverage territory; b.The bodily injury or property damage takes place during the policy period; c.The insured discovers the pollution incident within ten (10) days of commencement of the pollution incident;and d.The pollution incident is reported to us in writing within thirty (30) days of commencement of the pollution incident. 2. Exclusions IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 6 of 44 In addition to exclusions found in COVERAGE PART I – Common Exclusions,this insurance does not apply to: a. Criminal Fines, Penalties and Assessments Any criminal fines, criminal penalties or criminal assessments. b. Noncompliance Bodily injury or property damage that results from or are associated with a responsible executives intentional disregard of, or deliberate, knowing, willful or dishonest non-compliance with any environmental law, including but not limited to the failure to comply with any regulation applicable to air emissions or effluent discharges, or any other statute, regulation, ordinance, order, administrative complaint, notice of violation, notice letter, or instruction by or on behalf of any governmental agency or representative or other federal, state, local or other applicablelegal requirement. However this exclusion shall not apply to noncompliance based upon: (1)Good faith reliance upon written advice of qualified counsel received in advance of such noncompliance; or (2)Reasonable efforts to mitigate a pollution incident that necessitates immediate action provided that such pollution incident isreported tous in writing within fourteen(14) daysof itscommencement. c. Transportation Bodily injury or property damage arising during transportation. Coverage E: Non-Owned Site Pollution Bodily Injury and Property Damage Liability 1. Insuring Agreement We will pay those sums that the insured becomes legally obligated to pay as damages because of bodily injury or property damage to which this insurance applies arising out of a pollution incident on, at, under or migrating from any non-owned site but onlyif: a.The bodily injury or property damage iscaused by an occurrence that takes place in the coverage territory;and b.The bodily injury or property damage takes place during the policy period. 2. Exclusions In addition to exclusions found in COVERAGE PART I – Common Exclusions,this insurance does not apply to: a. Criminal Fines, Penalties and Assessments Any criminal fines, criminal penalties or criminal assessments. b. Noncompliance Bodily injury,property damage or environmental damage that results from or is associated with a responsible executives intentional disregard of, or deliberate, knowing, willful or dishonest noncompliance with any environmental law, including but not limited to the failure to comply with any regulation applicable to air emissions or effluent discharges, or any other statute, regulation, ordinance, order, administrative complaint, notice of violation, notice letter, or instruction by or on behalf of any governmental agency or representative or other federal, state, local or other applicable legal requirement. However this exclusion shall not apply to noncompliance based upon: (1)Good faith reliance upon written advice of qualified counsel received in advance of such non-compliance; or (2)Reasonable efforts to mitigate a pollution incident that necessitates immediate action provided that such pollution incident isreported tous in writing within fourteen(14) daysof itscommencement. c. Prior Pollutants or Pollution Incident Bodily injury or property damage arising out of pollutants or a pollution incident known to a responsible executive prior to the effective date of the policy period. This exclusion does not apply if: IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 7 of 44 (1)The pollutants or pollution incident giving rise to the bodily injury or property damage is specifically referenced, or identified on a Prior Pollutants or Pollution Incident Exclusion Amendment Endorsement attached to this policy; or (2)We have been notified in writing of such pollution incident giving rise to bodily injury or property damage during the policy period of a policy previously issued by us. d. Transportation Bodily injury or property damage arising during transportation. Coverage F: Pollution Liability during Transportation 1. Insuring Agreement a.We will pay those sums that the insured becomes legally obligated to pay as damages to which this insurance applies because of: (1) Bodily injury,property damage or environmental damage arising out of a pollution incident during transportation;or (2) Bodily injury, property damage or environmental damage arising out of misdelivery during transportation; But only if: (a)The bodily injury,property damage or environmental damage is caused by an occurrence that takes place in the coverage territory;and (b)The bodily injury,property damage or environmental damage takes place during the policy period. b.We will pay emergency response expense incurred by or on behalf of any insured in response to an imminent and substantial threat to human health or the environment arising out of a pollution incident during transportation or misdelivery during transportation but only if: (1)The pollution incident or misdelivery first commenced during the policy period; (2)The pollution incident or misdelivery takes place in the coverage territory; (3)The emergency response expenses are incurred within seven (7) days of commencement of the pollution incident or misdelivery;and (4)The pollution incident or misdelivery and related emergency response expenses are reported to us in writing within fourteen (14) days of commencement of the pollution incident or misdelivery. 2. Exclusions In addition to exclusions found in COVERAGE PART I – Common Exclusions,this insurance does not apply to: a. Criminal Fines, Penalties and Assessments Any criminal fines, criminal penalties or criminal assessments. b. Damage to Conveyance Property damage to any conveyance utilized during transportation. This exclusion does not apply to claims made by third-party carriers for such property damage arising from the insured’s negligence. c. Insured Site Transportation Environmental damage or emergency response expense arising out of a pollution incident during transportation within the boundaries of an insured site. d. Noncompliance Bodily injury,property damage or environmental damage that results from or is associated with a responsible executives intentional disregard of, or deliberate, knowing, willful or dishonest noncompliance with any environmental law, including but not limited to the failure to comply with any regulation applicable to air emissions or effluent discharges, or any other statute, regulation, ordinance, order, administrative complaint, IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 8 of 44 notice of violation, notice letter, or instruction by or on behalf of any governmental agency or representative or other federal, state, local or other applicable legal requirement.. However this exclusion shall not apply to noncompliance based upon: (1)Good faith reliance upon written advice of qualified counsel received in advance of such noncompliance; or (2)Reasonable efforts to mitigate a pollution incident that necessitates immediate action provided that such pollution incident isreported tous in writing within fourteen(14) daysof itscommencement. e. Prior Pollutants or Pollution Incidents Bodily injury, property damage or environmental damage arising out of pollutants or a pollution incident known to a responsible executive prior to the effective date of the policy period. This exclusion does not apply if: (1)The pollutants or pollution incident giving rise to the bodily injury,property damage or environmental damage is specifically referenced, or identified on a Prior Pollutants or Pollution Incident Exclusion Amendment Endorsement attached to this policy; or (2)We have been notified in writing of such pollution incident giving rise to bodily injury,property damage or environmental damage during the policy period of a policy previously issued by us. Coverage G: Contractors Pollution Liability 1. Insuring Agreement a.We will pay those sums that the insured becomes legally obligated to pay as damages because of bodily injury, property damage or environmental damage to which this insurance applies arising out of a pollution incident caused by your work but only if: (1)The bodily injury, property damage or environmental damage is caused by an occurrence that takes place in the coverage territory;and (2)The bodily injury, property damage or environmental damage takes place during the policy period. b.We will pay emergency response expense incurred by or on behalf of any insured in response to an imminent and substantial threat to human health or the environment arising out of a pollution incident caused by your work but only if: (1)The pollution incident first commenced during the policy period; (2)The pollution incident takes place in the coverage territory; (3)The emergency response expenses are incurred within seven (7) days of commencement of the pollution incident;and (4)The pollution incident and related emergency response expenses arereportedtouswithinfourteen(14)days of commencement of the pollution incident. 2. Exclusions In addition to exclusions found in COVERAGE PART I – Common Exclusions,this insurance does not apply to: a. Criminal Fines, Penalties and Assessments Any criminal fines, criminal penalties or criminal assessments. b. Disposal Site Bodily injury,property damage or environmental damage arising out of a pollution incident on, at, under or migrating from any transfer, storage, disposal, landfill, treatment or consolidation location beyond the boundary of a job site where your work is performed. c. Noncompliance IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 9 of 44 Bodily injury,property damage or environmental damage that results from or are associated with a responsible executives intentional disregard of, or deliberate, knowing, willful or dishonest noncompliance with any environmental law, including but not limited to the failure to comply with any regulation applicable to air emissions or effluent discharges, or any other statute, regulation, ordinance, order, administrative complaint, notice of violation, notice letter, or instruction by or on behalf of any governmental agency or representative or other federal, state, local or other applicable legal requirement. However this exclusion shall not apply to noncompliance based upon: (1)Good faith reliance upon written advice of qualified counsel received in advance of such noncompliance; or (2)Reasonable efforts to mitigate a pollution incident that necessitates immediate action provided that such pollution incident isreported tous in writing within fourteen(14) daysof itscommencement. d. Prior Pollutants or Pollution Incidents Bodily injury, property damage or environmental damage arising out of pollutants or a pollution incident resulting from your work, known to a responsible executive prior to the effective date of the policy period. This exclusion does not apply if: (1)The pollutants or pollution incident giving rise to the bodily injury,property damage or environmental damage is specifically referenced, or identified on a Prior Pollutants or Pollution Incident Amendment Endorsement attached to this policy; (2)We have been notified in writing of such pollution incident giving rise to bodily injury,property damage or environmental damage during the policy period of a policy previously issued by us. e. Transportation Bodily injury,property damage or environmental damage arising during transportation. COVERAGE PART I – Common Insuring Agreement The following insuring agreements apply to Coverages A through G inclusive: 1.We will have the right and duty to defend the insured against any suit seeking damages for bodily injury,property damage or environmental damage to which any of Coverages A through G applies. However, we will have no duty to defend the insured against any suit seeking damages to which any of those coverages do not apply. We may, at our discretion, investigate any occurrence and settle any claim or suit that may result. But: a.The amount we will pay for damages is limited as described in SECTION III - LIMITS OF INSURANCE AND DEDUCTIBLE; b.Our right and duty to defend ends when we have used up the applicable limits of insurance in the payment of judgments, settlements,clean-up costs or emergency response expense under the applicable coverage found in Coverage Part I;and c.No other obligation or liability to pay sums or perform acts or services is covered unless explicitly provided for under COVERAGE PART I – Supplementary Payments. 2. Bodily injury, property damage or environmental damage will be deemed to have been known to have occurred at the earliest time when any responsible executive: a.Reports all, or any part, of the bodily injury, property damage or environmental damage to us or any other insurer; b.Receives a written or verbal demand or claim for damages because of the bodily injury, property damage or environmental damage;or c.Becomes aware by any other means that bodily injury, property damage or environmental damage has occurred or has begun to occur. 3.The following applies to progressive or indivisible bodily injury,property damage or environmental damage,including any continuation, change or resumption of such bodily injury,property damage or environmental damage,which IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 10 of 44 takes place over a period of days, weeks, months or longer caused by continuous or repeated exposure to the same, related or continuous:(i) pollution incident;or(ii)general harmful conditions or substances: a.Such bodily injury,property damage or environmental damage shall be deemed to have taken place only on the date of first exposure to such pollution incident or general harmful conditions or substances; or b.Such bodily injury,property damage or environmental damage shall be deemed to have taken place during the policy period of the first policy issued by us to you providing coverage substantially the same as that provided by COVERAGE PART I of this policy for bodily injury,property damage or environmental damage that takes place during the policy period but only if: (1)The date of first exposure cannot be determined or is before the effective date of the first policy issued by us to you providing coverage substantially the same as that provided by COVERAGE PART I of this policy for bodily injury,property damage or environmental damage that takes place during the policy period;and (2)Such bodily injury,property damage or environmental damage continues, in fact, to take place during this policy period. 4.If the same, related or continuous pollution incident or general harmful conditions or substances results in bodily injury,property damage or environmental damage that takes place during the policy periods of different policies issued by us to you providing coverage substantially the same as that provided by COVERAGE PART I of this policy for bodily injury,property damage or environmental damage that takes place during the policy period: a.All such bodily injury,property damage and environmental damage shall be deemed to have taken place only during the first policy period of such policies in which any of the bodily injury,property damage or environmental damage took place; and b.All damages arising from all such bodily injury, property damage or environmental damage shall be deemed to have arisen from one occurrence and shall be subject to the Each Occurrence Limit applicable to the policy for such first policyperiod. 5.Damages because of bodily injury include damages claimed by any person or organization for care, loss of services or death resulting at any time from the bodily injury. COVERAGE PART I – Supplementary Payments 1.We will pay, with respect to any claim we investigate or settle, or any suit against an insured we defend under COVERAGE PART I: a.All expenses we incur. b.Up to $1,000 for cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which bodily injury in COVERAGE PART I 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 insured at our request to assist us in the investigation or defense of the claim or suit, including actual loss of earnings up to $500 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 interest based on that period of time after the offer. g.All interest on the full amount of any judgment that accrues after entry of the judgment and before we have paid, offeredtopay, or depositedincourt thepart of the judgment that is within theapplicablelimit ofinsurance. These payments will not reduce the limits of insurance. 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: IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 11 of 44 a.The suit against the indemnitee seeks damages for which the insured has assumed the liability of the indemnitee inacontractoragreementthatisaninsured contract; b.This insurance applies to such liability assumed by the insured; c.The obligation to defend, or the cost of the defense of, that indemnitee, has also been assumed by the insured in the same insured contract; d.The allegations in the suit and the information we know about the occurrence aresuchthatnoconflictappearsto exist between the interests of the insured and the interests of the indemnitee; e.The indemnitee and the insured ask us to conduct and control the defense of the indemnitee 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 coordinating 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 (b)Conduct and control the defense of the indemnitee in such suit. So long as the above conditions are met, attorneys' fees incurred by us in the defense of that indemnitee, necessary litigation expenses incurred by us and necessary litigation expenses incurred by the indemnitee at our request will be paid as COVERAGE PART I – Supplementary Payments. Notwithstanding the provisions of COVERAGE PART I – Common Exclusions,Exclusion a. Contractual Liability,Paragraph (2), such payments will not be deemed to be damages for bodily injury, property damage and environmental 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 litigation expenses as COVERAGE PART I – Supplementary Payments ends when we have used up the applicable limit of insurance in the payment of judgments or settlements; or the conditions set forth above, or the terms of the agreement described in Paragraph f.above, are no longer met. COVERAGE PART I – Common Exclusions: The insurance provided in COVERAGE PART I does not apply to: a. Contractual Liability Bodily injury, property damage or environmental damage for which the insured is obligated to pay damages by reason of the assumption of liability in a contract 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,providedthebodily injury, property damage or environmental damage occurs subsequent to the execution of the contract or agreement. Solely for the purposes of liability assumed in an insured contract, reasonable attorneys’ fees and necessary litigation expenses incurred by or for a party other than an insured are deemed to be damages because of bodily injury, property damage or environmental 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 attorneys’ fees and litigation expenses are for defense of that party against a civil or alternative dispute resolution proceeding in which damages to which this insurance applies are alleged. IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 12 of 44 b. Damage to Impaired Property or Property Not Physically Injured Property damage or environmental damage to impaired property or property that has not been physically injured, arising out of: (1)A defect, deficiency, inadequacy or dangerous 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 accidental physical injury to your product or your work after it has been put to its intended use. c. Damage to Property Property damage or environmental damage to: (1)Property you own or occupy including any costs or expenses incurred by you, or any other person, organization or entity, for repair, replacement, enhancement, restoration 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 or environmental 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; or (5)That particular part of real property on which you or any contractors or subcontractors working directly or indirectly on your behalf are performing operations, if the property damage or environmental damage arises out of those operations; or (6)That particular part of any property that must be restored, repaired or replaced because your work was incorrectly performed on it. Paragraphs (1),(3)and (4)of this exclusion do not apply to property damage (other than damage by fire, lightning or explosion) to premises, including the contents of such premises, rented to you for a period of 30 or fewer consecutive days. A separate limit of insurance applies to Damage To Premises Rented To You as described in SECTION III - LIMITS OF INSURANCE AND DEDUCTIBLE. 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 exclusion do not apply to liability assumed under a sidetrack agreement. Paragraph (6)of this exclusion does not apply to property damage or environmental damage included in the products- completed operations hazard. d. Damage to Your Product Property damage to your product arisingout of itor anypart of it. e. Damage to Your Work Property damage or environmental 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 subcontractor or for liability assumed under a sidetrack agreement. f. Employer's Liability Bodily injury to: (1)An employee of the insured, arising out of and in the course of employment by the insured or 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. IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 13 of 44 This exclusion applies whether the insured may be liable as an employer or in any other capacity and to any obligation to share damages with or repay someone else who must pay damages because of the injury. This exclusiondoesnot applyto liability assumedby theinsured under an insured contract. g. Expected or Intended Injury or Damage Bodily injury,property damage or environmental damage expected or intended from the standpoint of the insured. This exclusion does not apply to bodily injury or property damage resulting from the use of reasonable force to protect persons or property. h. Known Injury or Damage Bodily injury,property damage or environmental damage that occurred in whole or in part prior to the policy period and was known prior to the policy period by a responsible executive. Any continuation, change or resumption of such bodily injury,property damage or environmental damage will be deemed to have been known by a responsible executive prior to the policy period. This exclusion does not apply to any continuation, change or resumption of environmental damage caused by your work performed after the effective date of the policy period. i. Naturally Present Pollutants Property damage or environmental damage arising out of pollutants at levels naturally present where the environmental damage or property damage occurs. However, this exclusion does not apply: (1)To clean-up costs required by environmental laws governing the liability or responsibilities of an insured to respond to a pollution incident;or (2)If such damageis a result of an unexpected or unintended pollution incident arising from your work. j. Nuclear Material Bodily injury,property damage or environmental damage based upon or arising out of the radioactive, toxic or explosive properties of nuclear material andwithrespecttowhichtheinsuredis: (1)Required to maintain financial protection pursuant to the Atomic Energy Act of 1954; (2)Entitledtoindemnityfromthe UnitedStates of Americaor any agencythereof; or (3)An insured under a nuclear energy liability policy issued by Nuclear Energy Liability Insurance Association, Mutual Atomic Energy Liability Underwriters, Nuclear Insurance Association of Canada or any of their successors, or would be an insured under any such policy but for its termination upon exhaustion of limits. k. Recall of Products, Work or Impaired property Damages claimed for any loss, cost or expense incurred by you or others for the loss of use, withdrawal, recall, inspection, repair, replacement, adjustment, removal or disposal of,your product,your work or 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. l. War Bodily injury, property damage or environmental damage,however caused, arising, directly orindirectly, 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 government, sovereign or other authority using military personnel or other agents; or (3)Insurrection, rebellion, revolution, usurped power, or action taken by governmental authority in hindering or defending against any of these. m. Workers Compensation and Similar Laws IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 14 of 44 Any obligation of the insured under workers’ compensation, disability benefits or unemployment compensation law or any similar law. COVERAGE PART I – Coverage A., Paragraph 2.,Exclusionsa., f.and g.and COVERAGE PART I – Common Exclusions, Exclusion b.,throughf.inclusive and k.through m.inclusive do not apply to damage by fire, lightning or explosion to premises while rented to or temporarily 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 AND DEDUCTIBLE, Paragraph 5.. COVERAGE PART II: MISCELLANEOUS COVERAGES Coverage A: Personal and Advertising Injury Liability 1. Insuring Agreement a.We will pay those sums that the insured becomes 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 personal and advertising injury to which this insurance does not apply. We may, at our discretion, 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 DEDUCTIBLE; (2)Our right and duty to defend ends when we have used up the applicable limit of insurance in the payment of judgments or settlements under this Coverage A;and (3)No other obligation or liability to pay sums or perform acts or services is covered unless explicitly provided for under COVERAGE PART II - Supplementary Payments. b.This insurance applies to personal and advertising injury caused by an offense arising out of your business but only iftheoffensewascommittedinthecoverage territory during the policy period. c.If the same, related or continuous offense is committed during the policy periods of different policies issued by us to you providing coverage substantially the same as that provided by COVERAGE PART II – Coverage A: Personal and Advertising Injury Liability for offenses committed during the policy period, all such offenses shall be deemed to have taken place only during the first policy period of such policies in which any of the offenses were committed. 2. Exclusions This insurance does not apply to: a. Breach of Contract Personal and advertising injury arising out of a breach of contract, except an implied contract to use another’s advertising idea in your advertisement. b. Criminal Acts Personal and advertising injury arising out of a criminal act committed by or at the direction of the insured. c. Contractual Liability Personal and advertising injury for which the insured has assumed liability in a contract or agreement. This exclusion does not apply to liability for damages that the insured would have in the absence of the contract or agreement. d. Distribution Of Material In Violation Of Statutes Bodily injury or property damage arising directly or indirectly out of any action or omission that violates or is alleged to violate the Telephone Consumer Protection Act (TCPA), including any amendment of or addition to such law, the CAN-SPAM Act of 2003, including any amendment of or addition to such law or any statute, ordinance or regulation, other than the TCPA or CAN-SPAM Act of 2003 that prohibits or limits the sending, transmitting, communication or distribution of material or information. e. Electronic Chatrooms or Bulletin Boards IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 15 of 44 Personal and advertising injury arising out of an electronic chatroom or bulletin board the insured hosts, owns, or overwhichtheinsuredexercisescontrol. f. Infringement of Copyright, Patent, Trademark or Trade Secret Personal and advertising injury arising out of the infringement of copyright, patent, trademark, trade secret or other intellectual property rights. Under this exclusion, such other intellectual property rights do not include the use of another’s advertising idea in your advertisement. However, this exclusion does not apply to infringement, in your advertisement, of copyright, trade dress or slogan. g. Insureds in Media and Internet Type Businesses Personal and advertising injury committed by an insured whose business is advertising, broadcasting, publishing or telecasting, designing or determining content of websites for others or an Internet search, access, content or service provider. However, this exclusion does not apply to Paragraphs 32 a.,b.and c.of personal and advertising injury under SECTION V – DEFINITIONS. For the purpose 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 advertising, broadcasting, publishing or telecasting. h. Knowing Violation of Rights of Another Personal and advertising injury caused by or at the direction of the insured with the knowledge that the act would violate the rights of another and would inflict personal and advertising injury. i. Material Published Prior to Policy Period Personal and advertising injury arising out of oral or written publication, in any manner, of material whose first publication took place before the beginning of the policy period. j. Material Published with Knowledge of Falsity Personal and advertising injury arising out of oral or written publication, in any manner, of material, if done by or at the direction of the insured with knowledge of its falsity. k. Pollution (1) Personal and advertising injury arising out of a pollution incident. (2)Anyloss, costor expensearising out of any: (a)Request, demand, order or statutory or regulatory requirement that any insured or others incur clean-up costs; or (b) Claim or suit by or on behalf of a governmental authority for damages because of clean-up costs. l. Quality of 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 performance made in your advertisement. m. 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 mislead another’s potential customers. n. 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 government, sovereign or other authority using military personnel or other agents; or IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 16 of 44 (3)Insurrection, rebellion, revolution, usurped power, or action taken by governmental authority in hindering or defending against any of these. o. 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 advertisement. Coverage B: Employee Benefits Administration Liability 1. Insuring Agreement a.We will pay those sums that the insured becomes legally obligated to pay as damages because of a negligent act, error or omission of the insured, or of any other person for whose acts the insured is legally liable, in the administration of your employee benefits program 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 report of an act, error or omission 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; (2)Our right and duty to defend ends when we have used up the applicable limit of insurance in the payment of judgments or settlements under this Coverage B;and (3)No other obligation or liability to pay sums or perform acts or services is covered unless explicitly provided for under COVERAGE PART II - Supplementary Payments. b.This insurance applies to damages only if the negligent act, error or omission takes place in the coverage territory. 2. Exclusions This insurance does not apply to: a. Available Benefits Any claim for benefits to the extent that such benefits are available, with reasonable effort and cooperation of the insured, from the applicable funds accrued or other collectible insurance. b. Employment-Related Practices Damages arising out of wrongful termination of employment, discrimination, or other employment-related practices. c. ERISA Damages for which any insured is liable because of liability imposed on a fiduciary by the Employee Retirement Income Security Act of 1974, as now or hereafter amended, or by any similar federal, state or local laws. d. Dishonest, Fraudulent, Criminal Or Malicious Act Damages arising out of any intentional, dishonest, fraudulent, criminal or malicious act, error or omission, committed by anyinsured, including thewillful or reckless violation of any statute. e. Failure To Perform A Contract Damages arising out of failure of performance of contract by any insurer. f. Insufficiency Of Funds Damages arising out of an insufficiency of funds to meet any obligations under any plan included in the employee benefit program. g. Inadequacy Of Performance Of Investment/Advice Given With Respect To Participation Any claim based upon failure of any investment to perform, errors in providing information on past performance of investment vehicles or advice given to any person with respect to that person's decision to participate or not to participate in any plan included in the employee benefit program. IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 17 of 44 h. PriorAct,ErrororOmission Any claim arising from any act, error or omission known, prior to the effective date of the policy period,toa responsible executive if such responsible executive knew or could have reasonably foreseen that such an act, error or omission could give rise to a claim under this policy. i. Taxes, Fines Or Penalties Taxes, fines or penalties, including those imposed under the Internal Revenue Code or any similar state or local law. j. Workers' Compensation And Similar Laws Any claim arising out of your failure to comply with the mandatory provisions of any workers' compensation, unemployment compensationinsurance, social security or disability benefits law or any similar law. 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 youown or rent; or (3)Because of your operations; provided that: (1)The accident takes place in the coverage territory and during the policy period; (2)The expenses are incurred and reported to us within one year of the date of the accident; and (3)The injured person submits to examination, 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 applicable limit of insurance. We will pay reasonable expenses for: (1)Firstaidatthetimeofanaccident; (2)Necessary medical, surgical, x-ray and dental services, including prosthetic devices; and (3)Necessary ambulance, hospital, professional nursing and funeral service. 2. Exclusions We will not pay expenses for bodily injury: a. Any Insured To any insured, except volunteer workers. b. AthleticsActivities To a person injured while practicing, instructing or participating in any physical exercises or games, sports, or athletics contests. c. COVERAGE PART I Exclusions Excluded under Coverage A of COVERAGE PART I and COVERAGE PART I - Common Exclusions d. Hired Person To a person hired to do work for or on behalf of any insured or a tenant of any insured. e. Injury on Normally Occupied Premises To a person injured on that part of premises you own or rent that the person normally occupies. IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 18 of 44 f. Products-completed operations hazard Included within the products-completed operations hazard. g. 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 workers compensation or disability benefits law or a similar law. COVERAGE PART II – Supplementary Payments: We will pay, with respect to any claim we investigate or settle, or any suit against an insured we defend under COVERAGE PART II – Coverage A and B: 1.All expenses we incur. 2.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. 3.All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or suit, including actual loss of earnings up to $500 a day because of time off from work. 4.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. 5.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 interest based on that period of time after the offer. 6.All interest on the full amount of any judgment that accrues after entry of the judgment and before we have paid, offeredtopay, or depositedincourt thepart of the judgment that is within theapplicablelimit ofinsurance. These payments will not reduce the limits of insurance. COVERAGE PART III: SITE POLLUTION INCIDENT LEGAL LIABILITY Coverage A – Bodily Injury and Property Damage Liability 1. Insuring Agreement a.We will pay those sums that the insured becomes legally obligated to pay as damages because of bodily injury or property damage to which this insurance applies arising out of a pollution incident on, at, under or migrating from an insured site. We will have the right and the duty to defend the insured against any suit seeking damages for bodily injury or property damage to which this coverage part applies. However, we will have no duty to defend the insured against any suit seeking damages to which this coverage part does not apply. We may, at our discretion, investigate any pollution incident 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 DEDUCTIBLE;and (2)Our right and duty to defend ends when we have used up the applicable limit of insurance under COVERAGE PART III in the payment of judgments, settlements,clean-up costs, emergency response expense and legal andclaims expense payments. b.This insurance applies to bodilyinjury and property damage only if: (1)The bodily injury or property damage is caused by a pollution incident that commenced on or after the retroactive date applicable to the insured site and before the end of the policy period;and (2)A claim for damages because of the bodily injury or property damage is first made against any insured and reported to us in writing during the policy period or any extended reporting period we provide under SECTION IV – CONDITIONS, Condition 11. Extended Reporting Period. A claim received by the insured during the policy period and reported to us within 30 days after the end of the policy period will be considered to have been reported within the policy period. c.If a claim is first made against an insured and reported to us during the policy period, additional claims arising from the same, related or continuous pollution incident that are made against an insured and reported to us IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 19 of 44 during the policy period or during the policy period of a subsequent policy issued by us to you providing coverage substantially the same as that provided by COVERAGE PART III for claims first made against the insured and reported to us during the policy period,thenallsuchclaims shall be: (1)Deemed to be one claim; (2)Deemed to have been first made and reported during this policy period on the date the first of such claims was first made and reported; and (3)Subject to the Each Incident Limit applicable to COVERAGE PART III stated in the Declarations. Coverage under this policy for such claims shall not apply, however, unless at the time such subsequent claims are first made and reported, you have maintained with us coverage substantially the same as this coverage on a continuous, uninterrupted basis since the first such claim was made against an insured. Coverage B – First and Third Party On-Site Clean-Up Costs 1. Insuring Agreement a.We will pay for clean-up costs on, at or under an insured site or non-owned site that the insured becomes legally obligated to pay because of environmental damage to which this insurance applies but only if: (1)The environmental damage iscaused by a pollution incident on, at or under: (a)An insured site provided the pollution incident commenced on or after the Retroactive Date applicable to the insured site and before the end of the policy period;or (b)A non-owned site in the coverage territory provided that the pollution incident commenced before the end of the policy period;and (2)The insured: (a)First discovers the pollution incident during the policy period.Discoveryofa pollution incident happens when a responsible executive (i)first becomes aware of the pollution incident,(ii)reports the pollution incident to us in writing during the policy period,and(iii)promptly reports the pollution incident to the appropriate governmental authority as required by environmental law;or (b)Becomes legallyliable to pay clean-up costs as a result of a claim,theclaim for which is first made against any insured and reported to us in writing during the policy period or any extended reporting period we provide under SECTION IV – CONDITIONS, Condition 11. Extended Reporting Period.Aclaim received by the insured during the policy period andreportedtouswithin30daysaftertheendofthepolicy period will be considered to have been reported during the policy period. b.We will pay emergency response expense incurred by or on behalf of any insured in response to an imminent and substantial threat to human health or the environment arising out of a pollution incident on, at or under an insured site but only if: (1)The pollution incident first commenced during the policy period; (2)The emergency response expenses are incurred within seven (7) days of commencement of the pollution incident;and (3)The pollution incident and related emergency response expenses are reported to us in writing within fourteen (14) days of commencement of the pollution incident. c.We have the right and the duty to investigate, settle, contest or appeal any obligation asserted against an insured to pay clean-up costs.But: (1)the amount we will pay for such clean-up costs and emergency response expense is limited as described in SECTION III – LIMITS OF INSURANCE AND DEDUCTIBLE;and (2)Our right and duty to investigate, settle, contest or appeal ends when we have used up the applicable limit of insurance in the payment of judgments, settlements,clean-up costs,emergency response expense and legal andclaims expense payments. IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 20 of 44 d.If a claim is first made against an insured and reported to us during the policy period, additional claims arising from the same, related or continuous pollution incident that are made against an insured and reported to us during the policy period or during the policy period of a subsequent policy issued by us to you providing coverage substantially the same as that provided by COVERAGE PART III for claims first made against the insured and reported to us during the policy period,thenallsuchclaims shall be: (1)Deemed to be one claim; (2)Deemed to have been first made and reported during this policy period on the date the first of such claims was first made and reported; and (3)Subject to the Each Incident Limit applicable to COVERAGE PART III stated in the Declarations. Coverage under this policy for such claims shall not apply, however, unless at the time such subsequent claims are first made and reported, you have maintained with us coverage substantially the same as this coverage on a continuous, uninterrupted basis since the first such claim was made against an insured and reported to us. 2. Exclusions In addition to exclusions found in COVERAGE PART III – Common Exclusions,the following exclusions apply: a. Asbestos and Lead Environmental damage arising from asbestos, asbestos containing materials or lead-based paint in, on, or applied to any building or other structure. This exclusion does not apply to clean-up costs for the remediation of soil, surface water or groundwater. b. Off-Site Clean-Up Costs and Emergency Response Expense Clean-up costs and emergency response expense other than those on, at or under a non-owned site or an insured site. Coverage C – Off-Site Clean-Up Costs 1. Insuring Agreement a.We will pay for off-site clean-up costs beyond the boundary of an insured site or a non-owned site that the insured becomes legally obligated to pay because of environmental damage to which this insurance applies but only if: (1)The environmental damage iscaused by a pollution incident migratingfrom: (a)An insured site provided the pollution incident commenced on or after the Retroactive Date applicable to the insured site and the pollution incident commenced before the end of the policy period;or (b)A non-owned site in the coverage territory provided the pollution incident commenced prior to the end of the policy period;and (2)As respects clean-up costs,aclaim for clean-up costs is first made against any insured and reported to us in writing during the policy period or any extended reporting period we provide under SECTION IV – CONDITIONS,Condition 11. Extended Reporting Period. A claim received by the insured during the policy period andreportedtouswithin30daysaftertheendofthe policy period will be considered to have been reported within the policy period. b.We will pay emergency response expense incurred by or on behalf of any insured in response to an imminent and substantial threat to human health or the environment arising out of a pollution incident beyond the boundary of an insured site but onlyif: (1)The pollution incident first commenced during the policy period; (2)The emergency response expenses are incurred within seven (7) days of commencement of the pollution incident;and (3)The pollution incident and related emergency response expenses are reported to us in writing within fourteen (14) days of commencement of the pollution incident. IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 21 of 44 c.We have the right and the duty to investigate, settle, contest or appeal any obligation asserted against an insured to pay clean-up costs.But: (1)The amount we will pay for such clean-up costs and emergency response expense is limited as described in SECTION III – LIMITS OF INSURANCE AND DEDUCTIBLE;and (2)Our right and duty to investigate, settle, contest or appeal ends when we have used up the applicable limit of insurance in the payment of judgments, settlements,clean-up costs,emergency response expense and legal andclaims expense payments. d.If a claim is first made against an insured and reported to us during the policy period, additional claims arising from the same, related or continuous pollution incident that are made against an insured and reported to us during the policy period or during the policy period of a subsequent policy issued by us to you providing coverage substantially the same as that provided by COVERAGE PART II for claims first made against the insured and reported to us during the policy period,thenallsuchclaims shall be: (1)Deemed to be one claim; (2)Deemed to have been first made and reported during this policy period on the date the first of such claims was first made and reported; and (3)Subject to the Each Incident Limit applicable to COVERAGE PART III stated in the Declarations. Coverage under this policy for such claims shall not apply, however, unless at the time such subsequent claims are first made and reported, you have maintained with us coverage substantially the same as this coverage on a continuous, uninterrupted basis since the first such claim was made against an insured and reported to us. 2. Exclusions In addition to exclusions found in COVERAGE PART III – Common Exclusions,the following exclusions apply: a. On-Site Clean-Up Costs Clean-up costs on at or under a non-owned site or an insured site. COVERAGE PART III - Common Exclusions The insurance provided in COVERAGE PART III does not apply to: a. Contractual Liability Bodily injury,property damage or environmental damage for which the insured is obligated to pay damages by reason of the assumption of liability in a contract 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,providedthebodily injury, property damage or environmental damage occurs subsequent to the execution of the contract or agreement. Solely for the purposes of liability assumed in an insured contract, reasonable attorneys’ fees and necessary litigation expenses incurred by or for a party other than an insured are deemed to be damages because of bodily injury, property damage or environmental 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 attorneys’ fees and litigation expenses are for defense of that party against a civil or alternative dispute resolution proceeding in which damages to which this insurance applies are alleged. b. Criminal Fines, Penalties and Assessments Any criminal fines, criminal penalties or criminal assessment. c. Employer's Liability Bodily injury to: (1)An employee of the insured arising out of and in the course of: IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 22 of 44 (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 damages with or repay someone else who must pay damages because of the injury. d. Expected or Intended Injury or Damage Bodily injury,property damage or environmental damage expected or intended from the standpoint of the insured. e. Material Change in Use Clean-up costs resulting from a material change in use or operation at any insured site from the use or operations at such insured site at the effective date of the policy period f. Naturally Present Pollutants Property damage or environmental damage arising out of pollutants at levels naturally present where the property damage or environmental damage occurs. However, this exclusion does not apply to clean-up costs required by environmental laws governing the liability or responsibility of an insured to respond to a pollution incident. g. Noncompliance Bodily injury,property damage or environmental damage that results from or are associated with a responsible executives intentional disregard of, or deliberate, knowing, willful or dishonest noncompliance with any environmental law, including but not limited to the failure to comply with any regulation applicable to air emissions or effluent discharges, or any other statute, regulation, ordinance, order, administrative complaint, notice of violation, notice letter, or instruction by or on behalf of any governmental agency or representative or other federal, state, local or other applicable legal requirement. However this exclusion shall not apply to noncompliance based upon: (1)Good faith reliance upon written advice of qualified counsel received in advance of such noncompliance; or (2)Reasonable efforts to mitigate a pollution incident that necessitates immediate action provided that such pollution incident isreported tous in writing within fourteen(14) daysof itscommencement. g. Nuclear Material Any bodily injury,property damage or environmental damage based upon or arising out of the radioactive, toxic or explosive properties of nuclear material andwithrespecttowhichtheinsuredis: (1)Required to maintain financial protection pursuant to the Atomic Energy Act of 1954; (2)Entitledtoindemnityfromthe UnitedStates of Americaor any agencythereof; or (3)An insured under a nuclear energy liability policy issued by Nuclear Energy Liability Insurance Association, Mutual Atomic Energy Liability Underwriters, Nuclear Insurance Association of Canada or any of their successors, or would be an insured under any such policy but for its termination upon exhaustion of limits. h. Previously Reported Claim Any claim or suit first made and reported to us during the policy period arising from the same, related or continuous pollution incident for which a claim or suit was reported under any policy of which this policy is a renewal or replacementorsucceedsintime,whetherornotsuchpriorpolicyaffordscoverageforsuchclaim or suit. i. Prior Pollutants or Pollution Incident Bodily injury,property damage or environmental damage arising out of pollutants or a pollution incident known to a responsible executive prior to the effective date of the policy period. This exclusion does not apply if: IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 23 of 44 (1)The pollutants or pollution incident giving rise to the bodily injury, property damage or environmental damage is specifically referenced, or identified on a Prior Pollutants or Pollution Incident Exclusion Amendment Endorsement attached to this policy; or (2)We have been notified in writing of such pollution incident giving rise to bodily injury,property damage or environmental damage during the policy period of a policy previously issued by us. j. Transportation Bodily injury, property damage, environmental damage or emergency response expense arising out of a pollution incident during transportation. However this exclusion does not apply as respects environmental damage or emergency response expense arising out of a pollution incident during transportation within the boundaries of an insured site. k. Underground Storage Tanks Bodily injury,property damage or environmental damage based upon or arising out of any underground storage tank which is:(i)known to a responsible executive as of the effective date of the policy period;(ii)Known to a responsible executive as of the date an insured site is added by Endorsement during the policy period;or(iii)installed during the policy period. This exclusion does not apply to any underground storage tank which has been: (1)Closed or abandoned in place in accordance with all applicable environmental laws prior to the effective date of the policy period; (2)Removed prior to the effective date of the policy period;or (3)Scheduled to this policy by Endorsement. l. Upgrades, improvements or installations Any costs, charges or expenses for upgrade, improvement of, or installation of any control to, any property or processes on, at, within or under an insured site even if such upgrade, improvement or installation is required by environmental laws. m. War Bodily injury,property damage or environmental 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 government, sovereign or other authority using military personnel or other agents; or (3)Insurrection, rebellion, revolution, usurped power, or action taken by governmental authority in hindering or defending against any of these. n. Workers' Compensation and Similar Laws Any obligation of the insured under a workers' compensation, disability benefits or unemployment compensation law or any similar law. o. Your Product Bodily injury,property damage or environmental damage baseduponorarisingoutofyour product and occurring away from a location you own or occupy or a non-owned site. However, this exclusion does not apply to bodily injury,property damage or environmental damage arising out of your product migrating from an insured site. COVERAGE PART IV – PROFESSIONAL LIABILITY IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 24 of 44 1. Insuring Agreement a.We will pay those sums that the insured becomes legally obligated to pay as damages because of a professional incident 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 professional incident 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 insurance under COVERAGE PART IV in the payment of judgments, settlements and legal and claims expense payments. b.This insurance applies only if: (1)The professional incident takes place in the coverage territory; (2)The professional incident did not occur before the Retroactive Date shown in the Declarations or after the end of the policy period; (3)A claim for damages is first made against any insured and reported to us in writing during the policy period or any extended reporting period we provide under SECTION IV – CONDITIONS,Condition 11. Extended Reporting Period. A claim received by the insured during the policy period andreportedtouswithin30daysaftertheendofthe policy period will be considered to have been reported within the policy period. c.If a claim is first made against an insured and reported to us during the policy period, additional claims arising from the same, related or continuous professional incident that are made against an insured and reported to us during the policy period or during the policy period of a subsequent policy issued by us to you providing coverage substantially the same as that provided by COVERAGE PART IV for claims firstmadeagainsttheinsuredand reported to us during the policy period, than all such claims shall be: (1)Deemed to be one claim; (2)Deemed to have been first made and reported during this policy period on the date the first of such claims was first made and reported; and (3)Subject to the Each Incident Limit applicable to COVERAGE PART IV stated in the Declarations. Coverage under this policy for such claims shall not apply, however, unless at the times such subsequent claims are first made and reported, you have maintained with us coverage substantially the same as this coverage on a continuous, uninterrupted basis since the first such claim was made against an insured. 2. Exclusions This insurance does not apply to damages,claims or suits: a. Aircraft, Auto or Watercraft Based upon or arising out of the ownership, maintenance, use or entrustment to others of any aircraft,auto or watercraft owned or operated by or rented or loaned to any insured. Use includes operation and transportation. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured. b. Bankruptcy Based upon or arising out of the bankruptcy or insolvency of an insured or of any other person, firm or organization. c. Contractual Liability Based upon or arising out of damages for which the insured has assumed liability in a contract or agreement. This exclusion does not apply to liability for damages that the insured would have in the absence of the contract or agreement. IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 25 of 44 d. Construction and Demolition Based upon or arising out of construction or demolition done by you or on your behalf. e. Damage to Your Work Based upon or arising out of damage to your work or any part of your work. f. Dishonest or Fraudulent Act Arising out of a dishonest, fraudulent, criminal or malicious act, error or omission, provided that the act, error or omission is committed by or at the direction of a responsible executive. g. Discrimination Based upon or arising out of discrimination by an insured on the basis of race, creed, national origin, disability, age, marital status, sex, or sexual orientation. h. Disputed Fees Arising from disputes over the insured’s fees or charges or claims for the return of fees or charges. i. Employer's Liability Arising from 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 damages with or repay someone else who must pay damages because of the injury. j. Failure to Maintain Arising out of the insured’s requiring, obtaining, maintaining, advising or failing to require, obtain, maintain or advise of any bond, suretyship or any form of insurance. k. Failure To Comply Which results from or is directly or indirectly attributable to failure to comply with any applicable statute, regulation, ordinance, municipal code, administrative complaint, notice of violation, notice letter, administrative order, or instruction of any governmental agency or body, provided that failure to comply is a willful or deliberate act or omission of a responsible executive. l. Fiduciary Liability Based upon or arising out of: (1)Any insured’s involvement as a partner, officer, director, stockholder, employer or employee of an entity that is not a named insured; or (2)Any insured’s involvement as a fiduciary under the Employee Retirement Income Security Act of 1974 and its amendments, or any regulation or order issued pursuant thereto, or any other employee benefit plan. m. Fines, Penalties and Assessments Based upon or arising out of any fines, penalties or assessments or punitive, exemplary or multiplied damages imposed directly against any insured. n. Insured versus Insured Brought by or on behalf of one insured against any other insured. o. Internal Expense For costs, charges or expenses incurred by the insured for materials supplied or services performed by the insured. IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 26 of 44 p. Nuclear Material Based upon or arising out of the radioactive, toxic or explosive properties of nuclear material and with respect to whichtheinsuredis: (1)Required to maintain financial protection pursuant to the Atomic Energy Act of 1954; (2)Entitledtoindemnityfromthe UnitedStates of Americaor any agencythereof; or (3)An insured under a nuclear energy liability policy issued by Nuclear Energy Liability Insurance Association, Mutual Atomic Energy Liability Underwriters, Nuclear Insurance Association of Canada or any of their successors, or would be an insured under any such policy but for its termination upon exhaustion of limits. q. Owned Facilities Arising from or in connection with any location which is or was at any time owned, operated, rented, or occupied by you or by any entity that: (1)Wholly or partly owns, operates, manages, or otherwise controls you; or (2)Is wholly or partly owned, operated, managed, or otherwise controlled by you. r. Personal and Advertising Injury Arising out of personal and advertising injury. s. Previously Reported Claim Arising from the same, related or continuous professional incident that was the subject of a claim reported under any policy of which this policy is a renewal or replacement or which it may succeed in time, whether or not such prior policyaffordscoverage for such claim. t. Prior Professional Incident Arising from any professional incident known to a responsible executive prior to the effective date of the policy period,if such responsible executive knew or could have reasonably foreseen that such professional incident could give rise to damages,claims or suits under this policy. This exclusion does not apply if we have been notified, in writing, of such professional incident giving rise to such damages,claims,orsuits during the policy period of a policy previously issued by us. u. Your Product Based upon or arising out of your product. v. Warranties Based upon or arising out of express warranties or guarantees. This exclusion shall not apply if liability would have resulted in the absence of such express warranties or guarantees. w. Workers' Compensation And Similar Laws Any obligation of the insured under a workers' compensation, disability benefits or unemployment compensation law or any similar law. SECTION II – WHO IS AN INSURED 1.If you are designated in the Declarations as: a.An individual, you and your spouse are insureds, but only with respect to the conduct of a business of which you are the sole owner. b.A partnership or joint venture, you are an insured. Your members, your partners, and their spouses are also insureds, but only with respect to the conduct of your business. c.A limited liability company, you are an insured. Your members are also insureds, but only with respect to the conduct of your business. Your managers are insureds, but only with respect to their duties as your managers. IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 27 of 44 d.An organization other than a partnership, joint venture or limited liability company, you are an insured. Your executive officers and directors are insureds, but only with respect to their duties as your officers or directors. Your stockholders are also insureds, but only with respect to their liability as stockholders. e.A trust, you are an insured. Your trustees are also insureds, but only with respect to their duties as trustees. 2.Any subsidiary, associated, affiliated, allied or limited liability company or corporation, including subsidiaries thereof, of which you have more than 50% ownership interest at the effective date of the policy period qualify as a Named Insured. 3.Any organization you newly acquire or form, other than a partnership, joint venture or limited liability company, and over which you maintain ownership or majority interest, will qualify as a Named Insured if there is no other similar insurance available to that organization. However: a.Coverage under this provision is afforded only until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier; b.Coverage under this policy does not apply to bodily injury, property damage or environmental damage that occurred before you acquired or formed the organization; c.Coverage under this policy does not apply to personal and advertising injury arising out of an offense committed before you acquired or formed the organization; and d.Coverage under this policy does not apply to damages arising out of any act, error or omission or professional incident that took place before you acquired or formed the organization. 4.Each of the following is also an insured: a.Your volunteer workers only while performing duties related to the conduct of your business, or your employees, other than either your executive officers (if you are an organization other than a partnership, joint venture or limited liability company) or your managers (if you are a limited liability company), but only for acts within the scope of their employment by you or while performing duties related to the conduct of your business. However, none of these employees or volunteer workers are insureds for: (1) Bodily injury or personal and advertising injury: (a)To you, to your partners or members (if you are a partnership or joint venture) or to your members (if you are a limited liability company); (b)For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraphs (1)(a)above; or (c)Arising out of the providing or failure to provide professional health care services except incidental health care services provided by any physician, dentist, nurse, emergency medical technician or paramedic who is employed by you to provide such services and provided you are not engaged in the business of providing such services. (2) Property damage or environmental damage to property owned, occupied or used by,rented to, in the care, custody or control of, or over which physical control is being exercised for any purpose by you, any of your employees,volunteer workers, any partner or member (if you are a partnership or joint venture), or any member (if you are a limited liability company). b.Any person (other than your employee), or any organization while acting as your real estate manager. c.Any person or organization having proper temporary custody of your property if you die, but only with respect to liability arising out of the maintenance or use of that property and until your legal representative has been appointed. d.Your legal representative if you die, but only with respect to duties as such. That representative will have all your rights and duties under this policy. e.Any person or organization you agree to include as an insured in a written contract, written agreement or permit, but only with respect to bodily injury, property damage, environmental damage or personal and advertising injury arising out of your operations,your work, equipment or premises leased or rented by you, or your products which are distributed or sold in the regular course of a vendor’s business, however: IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 28 of 44 (1)A vendor is not an insured as respects bodily injury, property damage, environmental damage or personal and advertising injury: (a)For which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement except that which the vendor would have in the absence of the contract or agreement; (b)Arising out of any express warranty unauthorized by you; (c)Arising out of any physical or chemical change in the product made intentionally by the vendor; (d)Arising out of repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from you, and then repackaged in the original container; (e)Arising out of any failure to make inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products; (f)Arising out of demonstration, installation servicing or repair operations, except such operations performed at the vendor’s location in connection with the sale of the product; or (g)Arising out of products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor. (2)A manager or lessor of premises, a lessor of leased equipment, or a mortgagee, assignee, or receiver is not an insured as respects bodily injury, property damage, environmental damage or personal and advertising injury: (a)Arising out of any occurrence that takes place after the equipment lease expires or you cease to be a tenant; or (b)Arising out of structural alterations, new construction or demolition operations performed by or on behalf of the manager or lessor of premises, or mortgagee, assignee, or receiver. f.Any person or organization that has at least a 50% controlling interest in you but only with respect to bodily injury, property damage, environmental damage or personal and advertising injury arising out of their financial control of you. SECTION III – LIMITS OF INSURANCE AND DEDUCTIBLE 1.The Limits of Insurance shown in the Declarations and the rules below fix the most we will pay regardless of the number of: a.Insureds; b. Claims made or suits brought; c.Persons or organizations making claims or bringing suits; d. Pollution incidents; e.Acts, errors or omissions; or f.Benefits included in your employee benefit program. 2.The General Aggregate Limit: a.Isthemostwewillpayforthesumof: (1)Damages and emergency response expense under COVERAGE PART I,except damages because of bodily injury, property damage or environmental damage included in the products-completed operations hazard other than damages covered under COVERAGE PART I – Coverage G: Contractors Pollution Liability; (2)Damages under COVERAGE PART II; (3)Medical expense under COVERAGE PART II; IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 29 of 44 (4)Damages,clean-up costs,emergency response expense and legal and claims expense payments under COVERAGE PART III;and (5)Damages and legal and claims expense payments under COVERAGE PART IV. b.Shall apply separately as respects all damages caused by: (1) Occurrences covered under COVERAGE PART I,Coverages A,B or D arising out of operations at a location owned or occupied by you; (2) Occurrences covered under COVERAGE PART I,Coverage A or G arising out of ongoing operations at a project where you are performing your work;or (3) Pollution incidents covered under COVERAGE PART III arising out of operations at an insured site. 3.The Products-Completed Operations Aggregate Limit is the most we will pay for damages because of bodily injury, property damage or environmental damage included in the products-completed operations hazard other than damages covered under COVERAGE PART I – Coverage G: Contractors Pollution Liability. 4.Subject to Paragraph 2.or 3.above, whichever applies, the Each Occurrence Limit – COVERAGE PART I: Coverage A, B, C inclusive is the most we will pay for the sum of: a.Damages under COVERAGE PART I – Coverage A: General Bodily Injury and Property Damage Liability; b.Damages under COVERAGE PART I – Coverage B: Hostile Fire and Building Equipment Liability;and c.Damages under COVERAGE PART I – Coverage C: Products Pollution and Exposure Liability because of all bodily injury, property damage and environmental damage arising out of any one occurrence. 5.Subject to Paragraph 4.above, the Damage To Premises Rented To You Limit is the most we will pay under COVERAGE PART I - 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. 6.Subject to Paragraph 2.above, the Each Occurrence Limit – COVERAGE PART I: Coverage D, E, F inclusive is the most we will pay for the sum of: a.Damages under COVERAGE PART I – Coverage D: Time-Element Pollution Bodily Injury and Property Damage Liability; b.Damages under COVERAGE PART I – Coverage E: Non-Owned Site Pollution Bodily Injury and Property Damage Liability;and c.Damages under COVERAGE PART I – Coverage F: Pollution Liability during Transportation because of all bodily injury, property damage and environmental damage arising out of any one occurrence. 7.Subject to Paragraph 2.above, the Each Occurrence Limit - Contractors Pollution Liability: Coverage G is the most we will pay for the sum of all damages under COVERAGE PART I – Coverage G: Contractors Pollution Liability because of bodily injury,property damage or environmental damage arising out of any one occurrence. 8.Subject to Paragraph 2.above, the Personal and Advertising Injury Limit is the most we will pay for the sum of all damages because of all personal and advertising injury sustainedby any one personor organization. 9.Subject to Paragraph 2. above, the Employee Benefits Administration Liability Limit is the most we will pay for the sum of all damages sustained by any one employee, including damages sustained by such employee’s dependents and beneficiaries. However, the amount paid shall not exceed, and will be subject to, the limits and restrictions that apply to the payment of benefits in any plan included in the employee benefit program. 10.Subject to Paragraph 2.above, the Medical Expense Limit is the most we will pay under COVERAGE PART II - Coverage C for all medical expenses because of bodily injury sustained by any one person. 11.Subject to Paragraph 2.above, the Each Incident Limit – COVERAGE PART III: Site Pollution Legal Liability is the most we will pay for the sum of: a.Damages and legal and claims expense payments under COVERAGE PART III – Coverage A: Bodily Injury and Property Damage; IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 30 of 44 b. Clean-up costs,emergency response expense and legal and claims expense payments under COVERAGE PART III – Coverage B: First and Third Party On-Site Clean-Up Costs;and c. Clean-up costs, emergency response expense and legal and claims expense payments under COVERAGE PART III –Coverage C: Off-SiteClean-Up Costs because of all bodily injury,property damage and environmental damage arising out of the same, related or continuous pollution incident. 12.Subject to Paragraph 2.above, the Each Incident Limit – COVERAGE PART IV: Professional Liability is the most we will pay under COVERAGE PART IV for damages and legal and claims expense payments arising out of the same, related or continuous professional incident. 13.The Limits of Insurance apply in excess of the Deductible amounts shown in the Declarations. The deductible amount appliesasfollows: a.As respects the Each Incident Limit:(i)to the sum of all damages,clean-up costs,emergency response expense and legal and claims expense payments because of bodily injury,property damage or environmental damage arising out of the same, related or continuous pollution incident;(ii)to the sum of all damages and legal and claims expense payments arising out of the same, related or continuous professional incident. b.As respects the Each Occurrence Limit, to the sum of all damages because of bodily injury,property damage or environmental damage as a result of one occurrence regardless of the number of persons or organizations who sustain damages because of that occurrence. We may pay any part or the entire deductible amount to effect settlement of any claim or suit or to pay clean-up costs or emergency response expense which may be covered under this policy 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. Subject to SECTION IV – Conditions,Condition16.Multiple Coverage Sections, if the same or related occurrence, pollution incident or professional incident results in coverage under more than one coverage part, only the highest deductible under all coverage parts will apply. 14.The Limits of Insurance apply to the entire policy period.Ifthepolicy period is extended after policy issuance for an additional period, the additional period will be deemed part of the last preceding period for the purposes of determining the Limits of Insurance. SECTION IV – CONDITIONS 1. Assignment This policy may not be assigned without our prior written consent. Assignment of interest under this policy shall not bind us until our consent is endorsed thereon. 2. Bankruptcy Bankruptcy or insolvency of the insured or of the insured's estate will not relieve us of our obligations. 3. Cancellation a.The first Named Insured shown in the Declarations may cancel this policy by mailing or delivering to us advance written notice of cancellation. b.We may cancel this policy by mailing or delivering to the first Named Insured written notice of cancellation at least: (1)10 days before the effective date of cancellation if we cancel for nonpayment of premium; or (2)90 days before the effective date of cancellation if we cancel for any other reason. c.We will mail or deliver our notice to the first Named Insured's last mailing address known to us. d.Notice of cancellation will state the effective date of cancellation. The policy period willendonthatdate. e.If this policy is cancelled, we will send the first Named Insured any premium refund due. If we cancel, the refund will be pro rata. If the first Named Insured cancels, the refund will be less than pro rata and will be subject to the minimum premium stated in the Declarations. The cancellation will be effective even if we have not made or offered a refund. IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 31 of 44 f.If notice is mailed, proof of mailing will be sufficient proof of notice. 4. Changes This policy contains all the agreements between you and us concerning the insurance afforded. The first Named Insured shown in the Declarations is authorized to make changes in the terms of this policy with our consent. This policy's terms can be amended or waived only by endorsement issued by us and made a part of this policy. 5. Choice of Forum In the event that the insured and we have any dispute concerning or relating to this policy, including its formation, coverage provided hereunder, or the meaning, interpretation or operation of any term, condition, definition or provision of this policy resulting in litigation, arbitration or other form of dispute resolution, the insured agrees with us that any such litigation shall take place in the appropriate federal or state courts located in New York, New York and any arbitration or other form of dispute resolution shall take place in New York, New York. 6. Choice of Law In the event that the insured and we have any dispute concerning or relating to this policy, including its formation, coverage provided hereunder, or the meaning, interpretation or operation of any term, condition, definition or provision of this policy resulting in litigation, arbitration or other form of dispute resolution, the insured agrees with us that the internal laws of the State of New York shall apply without giving effect to any conflicts or choice of law principles. The terms and conditions of this policy shall not be deemed to constitute a contract of adhesion and shall not be construed in favor of or against any party hereto by reason or authorship or otherwise. 7. Currency All reimbursement shall be made in United States currency at the rate of exchange prevailing on: a.The date of judgment if judgment is rendered; b.The date of settlement if settlement is agreed upon with our written consent; c.The date of payment of clean-up costs and emergency response expense;or d.The date legal and claims expense payments are paid. Whichever is applicable. 8. Duties In The Event Of Occurrence, Offense, Pollution Incident, Professional Incident, Act, Error or Omission, Claim OrSuit a.Without limiting the requirements of any insuring agreement in this policy, you must see to it that we are notified as soon as practicable of an occurrence,offense,pollution incident,professional incident oract,errororomission whichmay result ina claim. To the extent possible, notice should include: (1)How, when and where the occurrence,offense,pollution incident, professional incident or act, error or omission took place; (2)The names and addresses of any injured persons and witnesses; and (3)The nature and location of any injury or damage arising out of the occurrence,offense,pollution incident, professional incident or act error or omission. b.If a claim ismade 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 itthat 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 claim or suit; IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 32 of 44 (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 enforcement of any right against any person or organization which may be liable to the insured because of injury or damage to which thisinsurance may also apply. d.In the event emergency response expenses are incurred, you must provide, in writing, all available information relating to such emergency response expenses and the pollution incident giving rise thereto to us within fourteen (14) days of commencement of the pollution incident. Such information shall include all applicable information detailed in Paragraph a.above. e.In the event of a time-element pollution incident, you must provide, in writing, all available information relating to the pollution incident giving rise thereto to us within thirty (30) days of commencement of the pollution incident. Suchinformationshall includeall applicableinformation detailedin Paragraph a.above. f.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 and emergency response expense,withoutourconsent. g.When any insured becomes legally obligated to pay clean-up costs to which this insurance applies, the insured must: (1)Submit, for our approval, all proposed work plans prior to submittal to any regulatory agency. (2)Submit, for our approval, all bids and contracts for clean-up costs prior to execution or issuance. (3)Forward progress submittals regarding clean-up costs at reasonable intervals and always prior to submittal to any regulatory agency that is authorized to review and approve such submittals. We shall have the right, but not the duty, to assume direct control of such clean-up costs.Anyclean-up costs incurred by us shall be applied against the applicable Limit of Insurance and deductible. h.If we are prohibited under applicable law from investigating, defending or settling any such claim or suit,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. 9. Economic and Trade Sanctions In accordance with laws and regulation of the United States concerning economic and trade sanctions administered and enforced by The Office Of Foreign Assets Control (OFAC), this policy is void ab initio solely with respect to any term or condition of this policy that violates any laws or regulations of the United States concerning economic and trade sanctions. 10. Enforceability If any part of this policy is deemed invalid or unenforceable, it shall not affect the validity or enforceability of any other part of this policy, which shall be enforced to the full extent permitted by law. 11. Extended Reporting Period This condition applies only as respects COVERAGE PART III - SITE POLLUTION INCIDENT LEGAL LIABILITY and COVERAGE PART IV –PROFESSIONAL LIABILITY. a.This condition applies only if: (1)The policy is cancelled or non-renewed for any reason except non-payment of the premium; or (2)We renew or replace this policy with COVERAGE PART III - SITE POLLUTION LIABILITY or COVERAGE PART IV – PROFESSIONAL LIABILITY that provides claims-made coverage for bodily injury,property damage, environmental damage or professional incident and that has a Retroactive Date later than the one shown in the Declarations or for an insured site;and (3)You do not purchase coverage to replace the coverage described in Paragraph a.(2). b.Automatic Extended Reporting Period IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 33 of 44 You shall automatically have a period of ninety (90) days following the effective date of such termination of coverage in which to provide written notice to us of claims first made and reported within the automatic extended reporting period. A claim first made and reported within the automatic extended reporting period will be deemed to have been made on the last day of the policy period,providedthattheclaim is for damages,clean-up costs or emergency response expense arising from a pollution incident which commenced on or after the Retroactive Date, if applicable, and before the end of the policy period or the claim is for damages arising from a professional incident that occurred on or after the Retroactive Date and before the end of the policy period andisotherwisecoveredby this policy. No part of the automatic extended reporting period shall apply if the optional extended reporting period is purchased. c. Extended Reporting Period Option: (1)A claim first made and reported within forty eight (48) months after the end of the policy period will be deemed to have been made on the last day of the policy period, provided that the claim is for damages, clean-up costs or emergency response expense arising from a pollution incident which commenced on or after the Retroactive Date, if applicable, and before the end of the policy period or the claim is for damages arising from a professional incident that occurred on or after the Retroactive Date and before the end of the policy period and is otherwise covered by this policy. (2)The Extended Reporting Period Endorsement will not reinstate or increase the Limits of Insurance or extend the policy period. d.We will issue the Endorsement indicating the Extended Reporting Period Option has been accepted if the first NamedInsuredshownintheDeclarations: (1)Makes a written request for it which we receive within 30 days after the end of the policy period;and (2)Promptly pays the additional premium, which will not exceed 200% of the annual premium for the policy, when due. The Extended Reporting Period Endorsement will not take effect unless the additional premium is paid when due. If that premium is paid when due, the Endorsement may not be cancelled. The additional premium will be fully earned when the Endorsement takes effect. d.The Extended Reporting Period Endorsement will also amend SECTION IV – CONDITIONS, Condition 17. Other Insurance so the insurance provided will be excess over any other valid and collectible insurance available to the insured, whether primary, excess, contingent or on any other basis, whose policy period begins or continues after the Endorsement takes effect. 12. Headings The descriptions in the headings and sub-headings of this policy are inserted solely for convenience and do not constitute any part of the terms or conditions on this policy. 13. Independent Counsel In the event the insured is entitled by law to select independent counsel to oversee our defense of a claim or suit at our expense, the attorney 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 or suits in the community where the claim or suit arose or is being defended. Additionally, we may exercise the right to require that such counsel have certain minimum qualifications with respect to their competency including experience in defending claims or suits similar to the one pending against the insured and to require such counsel have errors and omissions insurance coverage. As respects any such counsel, the insured agrees that counsel will timely respond to our request for information regarding the claims or suit. Furthermore, the insured may at any time, by the insured’s written consent, freely and fully waive these rights to select independent counsel. 14. Inspections and Surveys IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 34 of 44 a.We have the right to: (1)Make inspections and surveys at any time; (2)Give you reports on the conditions we find; and (3)Recommend changes. b.We are not obligated to make any inspections, surveys, reports or recommendations and any such actions we do undertake 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. And we do not warrant that conditions: (1)Are safe or healthful; or (2)Complywithlaws,regulations,codesorstandards. This applies not only to us, but also to any rating, advisory, rate service or similar organization which makes insurance inspections, surveys, reports or recommendations. 15. Legal Action Against Us No person or organization hasa right under this policy: 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 policy unlessall 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 policy or that are in excess of the applicable limit of insurance. An agreed settlement means a settlement and release of liability signed by us, the insured and the claimant or the claimant's legal representative. 16. Multiple Coverage Sections No claim or suit,or part thereof, for which we have accepted coverage or coverage has been held to apply under one or more Coverages in this policy shall be covered under any other Coverages in this policy. 17. Other Insurance If other valid and collectible insurance is available to the insured for a loss we cover under this policy, our obligations are limited as follows: a. Primary Insurance This insurance is primary except when Paragraph b.below applies. If this insurance is primary, our obligations are not affected unless any of the other insurance is also primary. Then, we will share with all that other insurance by the method described in Paragraph c.below. However, regardless of whether b.below applies, in the event that a written contract or agreement or permit requires this insurance to be primary for any person or organization you agreed to insure and such person or organization is an insured under this policy, we will not seek contributions fromanysuchotherinsuranceissuedtosuchpersonororganization 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)Thatis Fire, Extended Coverage, Builder'sRisk, InstallationRisk or similar coveragefor your work; (ii)That is Fire insurance for premises rented to you or temporarily occupied 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 occupied by you with permission of the owner; or IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 35 of 44 (iv)Ifthelossarisesoutofthemaintenanceoruseofaircraft,autos or watercraft to the extent not subject to Exclusion a.of COVERAGE PART I – Coverage A – General Bodily Injury And Property Damage Liability. (b)Any other primary insurance available to you covering liability for damages arising out of the premises or operations, or the products and completed operations, for which you have been added as an additional insured. (c)Any project specific primary insurance available to you covering liability for damages arising out of your work,forwhichyouareaninsured (2)When this insurance is excess, we will have no duty 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 defends, we will undertake to do so, but we will be entitled to the insured's rights against all those other insurers. (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 suchother insurance would pay for the loss in the absence of this insurance; (b)The total of all deductible and self-insured amounts under all that other insurance; and (c)The deductible and self-insured amounts under this insurance. (4)We will share the remaining loss, if any, with any other insurance that is not described 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 policy. 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 contributes equal amounts, excess of applicable deductible and self-insured amounts under all such insurance, until it has paid its applicable 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. 18. Premiums and Deductible ThefirstNamedInsuredshownintheDeclarations: a.Is responsible for the payment of all premiums; b.Will be the payee for any return premiums we pay; and c.Is responsible for the payment of all deductibles. 19. Representations By accepting this policy, you agree: a.The statements in the Declarations are accurate and complete; b.Those statements are based upon representations you made to us; and c.We have issued this policy in reliance upon your representations. 20. Separation Of Insureds Except with respect to the Limits of Insurance, any insured versus insured exclusions, and any rights or duties specifically assigned in this policy to the first Named Insured, this insurance 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 isbrought. IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 36 of 44 21. Service of Suit Subject to SECTION IV – CONDITIONS,Condition5. Choice of Forum, it is agreed that in the event of failure of us to pay any amount claimed to be due hereunder, we, at the request of the insured, will submit to the jurisdiction of a court of competent jurisdiction within the United States. Nothing in this condition constitutes or should be understood to constitute a waiver of our rights to commence an action in any court of competent jurisdiction in the United States, to remove an action to a United States District Court, or to seek a transfer of a case to another court as permitted by the laws of the United States or of any state in the United States. It is further agreed that service of process in such suit may be made upon us and that in any suit instituted against us upon this contract, we will abide by the final decision of such court or of any appellate court in the event of any appeal. Further, pursuant to any statute of any state, territory, or district of the United States which makes provision therefore, we hereby designate the Superintendent, Commissioner, Director of Insurance, or other officer specified for that purpose in the statute, or his or her successor or successors in office as its true and lawful attorney upon whom may be served any lawful process in any action, suit or proceeding instituted by or on behalf of the insured or any beneficiary hereunder arising out of this contract of insurance, and hereby designates the above named counsel as the person to whom the said officer is authorized to mail such process or a true copy thereof. 22. Transfer Of Rights Of Recovery Against Others To Us If the insured has rights to recover all or part of any payment we have made under this policy, those rights are transferred to us. At our request, the insured will bring suit or transfer those rights to us and help us enforce them. However, if the insured has waived rights of recovery against any person or organization prior to a loss, we waive any right of recovery we may have under this policy against such person or organization. 23. 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. 24. When We Do Not Renew If we decide not to renew, we will mail or deliver to the first Named Insured shown in the Declarations written notice of the nonrenewal not less than ninety (90) days before the expiration date. If notice is mailed, proof of mailing will be sufficient proof of notice. SECTION V – DEFINITIONS 1. Administration means: a.Providing information to employees, including their dependents and beneficiaries, with respect to eligibility for or the scope of employee benefit programs; b.Handling records in connection with the employee benefit program;or c.Effecting, continuing or terminating any employee's participation in any benefit included in the employee benefit program. However,administration does not include handling payroll deductions. 2. Advertisement means a notice that is broadcast or published to the general public or specific market segments about your goods, products or services 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 websites, only that part of a website that is about your goods, products or services for the purposes of attracting customers or supporters is considered an advertisement. 3. Auto means: IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 37 of 44 a.A land motor vehicle, trailer or semitrailer designed for travel on public roads, including any attached machinery or equipment; or b.Any other land vehicle that is subject to a compulsory or financial responsibility law where it is licensed or principally garaged. However,auto does not include mobile equipment. 4. Bodily injury means physical injury, sickness, disease, building-related illness, mental anguish, shock or emotional distress, sustained by any person, including death resulting therefrom.Bodily injury shall also include medical monitoring costs. 5. Claim means a demand, notice or assertion of a legal right alleging liability or responsibility on the part of the insured. 6. Clean-up costs means reasonable and necessary costs, charges and expenses, including associated legal and claims expense payments incurred with our prior written consent, incurred to investigate, remove, dispose of, abate, contain, treat, neutralize, monitor or test soil, surface water, groundwater or other contaminated media but only: a.To the extent required by environmental laws governing the liability or responsibilities of the insured to respond to a pollution incident; b.In the absence of a. above, to the extent recommended in writing by an environmental professional;or c.To the extent incurred by the government or any political subdivision within Definition 8.a.ofcoverage territory; or d.To the extent incurred by parties other than you. Clean-up costs also includes restoration costs Clean-up costs does not include costs, charges or expenses incurred by the insured for materials supplied or services performed by the insured unless such costs, charges or expenses are incurred with our prior written approval. 7. Conveyance means any auto, railcar, rolling stock, train, watercraft or aircraft.Conveyance does not include pipelines. 8. Coverage territory means: a.The United States of America (including its territories and possessions), Puerto Rico, Canada and the Gulf of Mexico; 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; c.All other parts of the world if the injury or damage arises out of: (1)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 (2) Personal and advertising injury offenses that take place through the Internet or similar electronic means of communication; provided the insured’s responsibility to pay damages is determined in a suit on the merits, in the territory describedinParagrapha. above or in a settlement we agree to; or d.All other parts of the world if the injury or damage arises out of your product,a pollution incident caused by your work,apollution incident during transportation or a pollution incident on, at, under or migrating from a non- owned site, however: (1)We assume no responsibility for furnishing certificates or evidence of insurance or bonds; and (2)We will not be liable for any fine or penalty imposed on you for failing to comply with insurance laws. 9. Emergency response expense means reasonable and necessary costs, charges and expenses including legal and claims expense payments incurred to investigate, remove, dispose of, abate, contain, treat, neutralize, monitor or test soil, surface water, groundwater or other contaminated media. 10. Employee includes a leased worker and a temporary worker.As respects Employee Benefits Administration Liability, employee also means a person actively employed, formerly employed, on leave of absence or disabled, or retired. IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 38 of 44 11. Employee benefits program means a program providing some or all of the following benefits to employees,whether provided through a plan authorized by applicable law to allow employees to elect to pay for certain benefits with pre- tax dollars or otherwise: a.Group life insurance, group accident or health insurance, dental, vision and hearing plans, and flexible spending accounts, provided that no one other than an employee may subscribe to such benefits and such benefits are made generally available to those employees who satisfy the plan's eligibility requirements; b.Profit sharing plans, employee savings plans, employee stock ownership plans, pension plans and stock subscription plans, provided that no one other than an employee may subscribe to such benefits and such benefits are made generally available to all employees who are eligible under the plan for such benefits; c.Unemployment insurance, social security benefits, workers' compensation and disability benefits; and d.Vacation plans, including buy and sell programs; leave of absence programs, including military, maternity, family, andcivil leave; tuition assistanceplans; transportation and healthclubsubsidies 12. Environmental damage means physical damage to land,conveyances, structures on land or water, the atmosphere, any watercourse or body of water including surface water or groundwater, giving rise to clean-up costs or emergency response expense. 13. Environmental laws means any federal, state, provincial, municipal or other local laws, including, but not limited to, statutes, rules, ordinances, guidance documents, regulations and all amendments thereto, including state voluntary cleanup or risk based corrective action guidance, and governmental, judicial or administrative orders and directives, that are applicable to a pollution incident. 14. Environmental professional means an individual approved and designated by us in writing who is duly certified or licensed in a recognized field of environmental science as required by a state board, a professional association, or both, who meet certain minimum qualifications and who maintain specified levels of errors and omissions insurance coverage acceptable to us. We shall consult with the insured in conjunction with the selection of the environmental professional. 15. Executive officer means a person holding any of the officer positions created by your charter, constitution, by-laws or any other similar governing document. 16. Extended reporting period means the claims reporting provision described in SECTION IV – CONDITIONS, Condition 11. Extended Reporting Period. 17. Hostile fire means one which becomes uncontrollable or breaks out from where it was intended to be. 18. Impaired property means tangible property, other than your product or your work,thatcannotbeusedorisless useful because: a.It incorporates your product or your work that is known or thought to be defective, deficient, 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 repair, replacement, adjustment or removal of your product or your work or your fulfilling the terms of the contract or agreement. 19. Insured contract means: a.A contract for a lease of premises. However, that portion of the contract for a lease of premises in excess of 30 consecutive days that indemnifies any person or organization for damage by fire, lightning or explosion 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; d.An obligation, as required by ordinance, to indemnify a municipality, except in connection with work for a municipality; e.An elevator maintenance agreement; IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 39 of 44 f.That part of any other contract or agreement pertaining to your business (including an indemnification 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,property damage or environmental damage to a third person or organization. Tort liability 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 that indemnifies an architect, engineer or surveyor for injury or damage arising out of: (1)Preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (2)Giving directions or instructions, or failing to give them, if that is the primary cause of the injury or damage. 20. Insured site means a location listed on the Insured Site Schedule Endorsement, if any, attached to this policy. 21. 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. 22. Legal and Claims Expense Payments means: a.All expenses we incur that are directly allocated to a particular claim or suit. b.All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or suit, including actual loss of earnings up to $500 a day because of time off from work. c.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. d.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 interest based on that period of time after the offer. e.All interest on the full amount of any judgment that accrues after entry of the judgment and before we have paid, offeredtopay, or depositedincourt thepart of the judgment that is within theapplicablelimit ofinsurance. f.Expenses incurred by the insured for first aid administered to others at the time of any accident, for bodily injury to which this insurance applies. 23. 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, watercraft or auto to the place where it is finally delivered; 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 attached to the aircraft, watercraft or auto. 24. Location means premises involving the same or connecting lots, or premises whose connection is interrupted only by a street, roadway, waterway or right-of-way of a railroad. 25. Misdelivery means the delivery of any liquid product into a wrong receptacle or to a wrong address or the erroneous delivery of one liquid product for another. 26. Mobile equipment means any of the following types of land vehicles, including any attached machinery 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, maintained primarily to provide mobility to permanently mounted power cranes, shovels, loaders, diggers or drills or road construction or resurfacing equipment such as graders, scrapers or rollers; IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 40 of 44 e.Vehicles not described in a.,b.,c., or d. above that are not self-propelled and are maintained primarily to provide mobility to permanently attached equipment of the following types: (1)Air compressors, pumps and generators, including spraying, welding, building cleaning, 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 a.,b.,c., or d. above maintained primarily for purposes other than the transportation of persons or cargo. However, self-propelled vehicles with the following types of permanently attached equipment are not mobile equipment but will be considered autos: (1)Equipment designed primarily for snow removal, road maintenance (but not construction or resurfacing) or street cleaning; (2)Cherry pickers and similar devices mounted on automobile or truck chassis and used to raise or lower workers; and (3)Air compressor, pumps and generators, including spraying, welding, building cleaning, geophysical exploration, lighting andwell servicingequipment. However mobile equipment does not include any land vehicles that are subject to a compulsory or financial responsibility law or other motor vehicle insurance law 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. 27. Mold matter means mold, mildew and fungi, whether or not such mold matter is living. 28. Natural resource damage means physical injury to or destruction of, as well as the assessment of such injury or destruction, including the resulting loss of value of land, fish, wildlife, biota, air, water, groundwater, drinking water supplies, and other such resources belonging to, managed by, held in trust by, appertaining to, or otherwise controlled by the United States (including the resources of the fishery conservation zone established by the Magnuson-Stevens Fishery Conservation and Management Act (16 U.S.C. 1801 et seq.)), any state, local or provincial government, any foreign government, any Native American tribe, or, if such resources are subject to a trust restriction on alienation, any member of a Native American tribe. 29. Non-owned site: a.Means any location which: (1)Was not at any time owned or occupied by any insured; and (2)Which is not specifically scheduled as an insured site. b.Does not include: (1)Any location which is not licensed by the appropriate federal, state or local authority to perform storage, disposal, processing or treatment of waste from your operations or your work in compliance with environmental law. (2)Any location or any part thereof that has been subject to a consent order or corrective action under environmental law or is listed or proposed to be listed on the Federal National Priorities list (NPL) prior to waste from your operations or your work being legally consigned for delivery or delivered for storage, disposal, processing or treatment at such location. (3)Any location of a purchaser or user of your product. 30. Nuclear material means source material, special nuclear material or byproduct material which have the meanings given them in the Atomic Energy Act of 1954 or in any law amendatory thereof. 31. Occurrence means an accident, including continuous or repeated exposure to substantially the same general harmful conditions. IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 41 of 44 32. 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 occupies, 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 organization or disparages a person's or organization's goods, products or services; e.Oral or written publication, in any manner, of material that violates a person's right of privacy; f.The use of another’s advertising idea in your advertisement; g.Infringing upon another’s copyright, trade dress or slogan in your advertisement. 33. Policy period means the period of time stated in the Declarations. However, if the policy is cancelled in accordance with SECTION IV – CONDITIONS,Condition3. Cancellation,the policy period ends on the effective date of such cancellation. 34. Pollutants means any solid, liquid, gaseous or thermal irritant, or contaminant, including smoke, soot, vapor, fumes, acids, alkalis, chemicals, hazardous substances, hazardous materials, or waste materials, including medical, infectious and pathological wastes.Pollutants includes electromagnetic fields,moldmatter and legionella pneumophila. 35. Pollution incident means: a.The discharge, dispersal, release, escape, migration, or seepage of pollutants on, in, into, or upon land, conveyances, structures on land or water, the atmosphere, any watercourse or body of water including surface water or groundwater; or b.The presence of mold matter. Pollution incident includes the illicit abandonment of pollutants at any location which is owned or occupied by you provided that such abandonment was committed by parties other than an insured and without the knowledge of a responsible executive. 36. Products - completed operations hazard: a.Includes all bodily injury,property damage or environmental damage occurring away from a location you own or occupy and arising out of your product or your work except: (1)Products that are still in your physical possession; or (2)Work that has not yet been completed or abandoned. However,your work will be deemed completed at the earliest of the following 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 contract 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,property damage or environmental damage arising out of 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 or the existence of tools, uninstalled equipment or abandoned or unused materials. IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 42 of 44 37. Professional incident means any act, error or omission in the providing or failure to provide professional services by or on behalf of the insured. 38. Professional services means those services performed for a fee by you or those acting on your behalf, including but not limited to, architect, engineer, consultant, inspector, technician and surveyor that you or those acting on your behalf are qualified to perform for others and are consistent with your corporate statements of professional qualifications . 39. Property damage means: a.Physical injury to or destruction of tangible property, including all resulting loss of use and diminished value of that property. All such loss of use and diminished value shall be deemed to occur at the time of the physical injury that caused it; b.Loss of use of tangible property that is not physically injured or destroyed. All such loss of use shall be deemed to occur at the time of the occurrence or pollution incident that caused it; or c. Natural resource damage. Property damage does not include environmental damage. For the purpose 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 computer software, including systems and applications software, hard or floppy disks, CDROMS, tapes drives, cells, data processing devices or any other media which are used with electronically controlled equipment. 40. Responsible executive means any officer, director, risk manager, partner, your manager of an insured site,your manager or supervisor responsible for environmental affairs, health and safety affairs, control or compliance or any other employee authorized by you to give or receive notice of an occurrence or claim. 41. Restoration costs means reasonable and necessary costs incurred by the insured with our prior written consent, to repair, restore or replace damaged real or personal property damaged during work performed in the course of incurring clean-up costs in order to restore the property to the condition it was in prior to being damaged during such work.Restoration costs shall not exceed the lesser of actual cash value of such real or personal property or the cost of repairing, restoring or replacing the damaged property with other property of like kind and quality. An adjustment for depreciation and physical condition shall be made in determining actual cash value. If a repair or replacement results in better than like kind or quality, we will not pay for the amount of the betterment, except to the extent such betterments of the damaged property entail the use of materials which are environmentally preferable to those materials which comprised the damaged property. Such environmentally preferable material must be certified as such by an applicable independent certifying body, where such certification is available, or, in the absence of such certification, based on our judgment in our sole discretion. 42. Suit means a civil proceeding in which damages to which this insurance applies are alleged.Suit includes an arbitration proceeding in which such damages are claimed and to which the insured must submit or does submit with our consent or any other alternative dispute resolution proceeding in which such damages are claimed and to which the insured submits with our consent. 43. Temporary worker means a person who is furnished to you to substitute for a permanent worker on leave or to meet seasonal or short-term workload conditions. 44. Time-Element pollution incident means a pollution incident demonstrable as having first commenced at an identified timeandplaceduring the policy period provided: a.Such pollution incident does not originate or arise from, or relate to an underground storage tank;and b.Such pollution incident is not (i)heat, smoke or fumes froma hostile fire or (ii)solely with respect to bodily injury, 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. 45. Transportation means the movement of goods, product, merchandise, supplies or waste in a conveyance by the insured or a third party carrier from the time of movement from the point of origin until delivery to the final destination.Transportation includes the movement of goods, products, merchandise, supplies or waste into, onto or from a conveyance. IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 43 of 44 46. Underground storage tank means any tank, including any piping and appurtenances connected to the tank, located on or under an owned or occupied location or an insured site that has at least ten (10) percent of its combined volume underground.Underground storage tank does not include: a.Septic tanks, sump pumps, or oil/water separators; b.A tank that is enclosed within a basement or cellar, if the tank is upon or above the surface of the floor; or c.Storm-water or wastewater collection systems. 47. 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. 48. Waste means all waste and includes materials to be recycled, reconditioned or reclaimed. 49. Your product: a.Means: (1)Any goods or products, other than real property, manufactured, sold, handled, distributed or disposed of by: a)You; b)Others trading under your name; or c)A person or organization whose business 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, durability, performance or use of your product;and (2)The providing of or failure to provide warnings or instructions. 50. 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, durability, performance or use of your work;and (2)The providing or failure to provide warnings or instructions. IE.COV.EPIC.001 (05/13) Includes copyrighted material of Insurance Services Offices, Inc. with its permission. Page 44 of 44 IN WITNESS WHEREOF, the Insurer has caused this Policy to be executed and attested, but this Policy will not be valid unless countersigned by a duly authorized representative of the Insurer, to the extent required by applicable law. Ironshore Specialty Insurance Company by: Secretary President POLICY NUMBER:AS5-Z91-473667-021 COMMERCIAL AUTO CA20481013 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED FOR COVERED AUTOS LIABILITY COVERAGE This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. This endorsement identifies person(s) or organization(s) who are "insureds" for Covered Autos Liability Coverage under the Who Is An Insured provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form. SCHEDULE Name Of Person(s) Or Organization(s): Where required by written contract IInformation required to complete this Schedule, if not shown above, will be shown in the Declarations. Each person or organization shown in the Schedule is an "insured" for Covered Autos Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Paragraph A.1. of Section II - Covered Autos Liability Coverage in the Business Auto and Motor Carrier Coverage Forms and Paragraph D.2. of Section I - Covered Autos Coverages of the Auto Dealers Coverage Form. CA 20 48 10 13 © Insurance Services Office, Inc., 2011 Page 1 of 1 Policy Number AS5-Z91-473667-021 Issued by LM Insurance Corporation THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AUTO ENHANCEMENT ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM I. Newly Acquired or Formed Organizations II. Employees as Insureds III. Lessor - Additional Insured and Loss Payee IV. Supplementary Payments - Increased Limits V. Fellow Employee Coverage VI. Personal Property of Others VII. Additional Transportation Expense and Cost to Recover Stolen Auto VIII. Airbag Coverage IX. Tapes, Records and Discs Coverage X. Physical Damage Deductible - Single Deductible XI. Physical Damage Deductible - Glass XII. Physical Damage Deductible - Vehicle Tracking System XIII. Duties in Event of Accident, Claim, Suit or Loss XIV. Unintentional Failure to Disclose Hazards XV. Worldwide Liability Coverage - Hired and Nonowned Autos XVI. Hired Auto Physical Damage XVII. Auto Medical Payments Coverage Increased Limits XVIII. Drive Other Car Coverage - Broadened Coverage for Designated Individuals XIX. Rental Reimbursement Coverage XX. Notice of Cancellation or Nonrenewal XXI. Loan/Lease Payoff Coverage XXII. Limited Mexico Coverage XXIII. Waiver of Subrogation NEWLY ACQUIRED OR FORMED ORGANIZATIONS Throughout this policy, the words you and your also refer to any organization you newly acquire or form, other than a partnership or joint venture, and over which you maintain ownership of more than 50 percent interest, provided: A. There is no similar insurance available to that organization; B. Unless you notify us to add coverage to your policy, the coverage under this provision is afforded only until: 1. The 90th day after you acquire or form the organization; or 2. The end of the policy period, whichever is earlier; and C. The coverage does not apply to an "accident' which occurred before you acquired or formed the organization. AC 84 07 07 13 © 2013 Liberty Mutual Insurance. All rights reserved. Page 1 of 11 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Policy Number AS5-Z91-473667-021 Issued by LM Insurance Corporation II. EMPLOYEES AS INSUREDS Paragraph A.1. Who Is An Insured of SECTION II - LIABILITY COVERAGE is amended to add: Your "employee" is an "insured" while using with your permission a covered "auto" you do not own, hire or borrow in your business or your personal affairs. III. LESSOR - ADDITIONAL INSURED AND LOSS PAYEE A. Any "leased auto" will be considered an "auto" you own and not an "auto" you hire or borrow. The coverages provided under this section apply to any "leased auto" until the expiration date of this policy or until the lessor or his or her agent takes possession of the 'leased auto" whichever occurs first. B. For any "leased auto" that is a covered "auto" under SECTION II- LIABILITYCOVERAGE, Paragraph A.1. Who Is An Insured provision is changed to include as an "insured" the lessor of the "leased auto". However, the lessor is an "insured" only for "bodily injury" or "property damage" resulting from the acts or omissions by: 1. You. 2. Any of your "employees" or agents; or 3. Any person, except the lessor or any "employee" or agent of the lessor, operating a "leased auto" with the permission of any of the above. C. Loss Payee Clause 1. We will pay, as interests may appear, you and the lessor of the "leased auto" for "loss" to the covered "leased auto". 2. The insurance covers the interest of the lessor of the "leased auto" unless the "loss" results from fraudulent acts or omissions on your part. 3. If we make any payment to the lessor of a "leased auto", we will obtain his or her rights against any other party. D. Cancellation 1. If we cancel the policy, we will mail notice to the lessor in accordance with the Cancellation Common Policy Condition. 2. If you cancel the policy, we will mail notice to the lessor. 3. Cancellation ends this agreement. E. The lessor is not liable for payment of your premiums. F. For purposes of this endorsement, the following definitions apply: "Leased auto" means an "auto" which you lease for a period of six months or longer for use in your business, including any "temporary substitute" of such 'leased auto". AC 84 07 07 13 © 2013 Liberty Mutual Insurance. All rights reserved. Page 2 of 11 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Policy Number AS5-Z91-473667-021 Issued by LM Insurance Corporation "Temporary substitute" means an "auto" that is furnished as a substitute for a covered "auto" when the covered "auto" is out of service because of its breakdown, repair, servicing, "loss" or destruction. IV. SUPPLEMENTARY PAYMENTS - INCREASED LIMITS Subparagraphs A.2.a.(2)and A.2.a.(4)of SECTION II- LIABILITYCOVERAGEare deleted and replaced bythe following: (2) Up to $3,000 for the cost of bail bonds (including bonds for related traffic law violations) required because of an "accident" we cover. We do not have to furnish these bonds. (4) All reasonable expenses incurred by the "insured" at our request, including the actual loss of earnings up to $500 a day because of time off from work. V. FELLOW EMPLOYEE COVERAGE A. Exclusion B.5. of SECTION II -LIABILITY COVERAGE does not apply. B. For the purpose of Fellow Employee Coverage only, Paragraph B.5. of BUSINESSAUTO CONDITIONS is changed as follows: This Fellow Employee Coverage is excess over any other collectible insurance. VI. PERSONAL PROPERTY OF OTHERS Exclusion 6. in SECTION II - LIABILITY COVERAGE for a covered "auto" is amended to add: This exclusion does not apply to "property damage" or "covered pollution cost or expense" involving "personal property" of your "employees" or others while such property is carried by the covered "auto". The Limit of Insurance for this coverage is $5,000 per "accident". Payment under this coverage does not increase the Limit of Insurance. For the purpose of this section of this endorsement, "personal property" is defined as any property that is not used in the individual's trade or business or held for the production or collection of income. VII. ADDITIONAL TRANSPORTATION EXPENSE AND COST TO RECOVER STOLEN AUTO A. Paragraph AA.a. of SECTION III -PHYSICAL DAMAGE COVERAGE is amended as follows: The amount we will pay is increased to $50 per day and to a maximum limit of $1,000. B. Paragraph AA.a. of SECTION III -PHYSICAL DAMAGE COVERAGE is amended to add the following: If your business is shown in the Declarations as something other than an auto dealership, we will also pay up to $1,000 for reasonable and necessary costs incurred by you to return a stolen covered "auto" from the place where it is recovered to its usual garaging location. VIII.AIRBAG COVERAGE Exclusion B.3.a. in SECTION III - PHYSICAL DAMAGE COVERAGE is amended to add: This exclusion does not apply to the accidental discharge of an airbag. AC 84 07 07 13 © 2013 Liberty Mutual Insurance. All rights reserved. Page 3 of 11 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Policy Number AS5-Z91-473667-021 Issued by LM Insurance Corporation IX. TAPES, RECORDS AND DISCS COVERAGE Exclusion BA.a. of SECTION III - PHYSICAL DAMAGE COVERAGE is deleted and replaced by the following: a. Tapes, records, discs or other similar audio, visual or data electronic devices designed for use with audio, visual or data electronic equipment except when the tapes, records, discs or other similar audio, visual or data electronic devices: (1) Are your property or that of a family member; and (2) Are in a covered "auto" at the time of 'loss". The most we will pay for "loss" is $200. No Physical Damage Coverage deductible applies to this coverage. X. PHYSICAL DAMAGE DEDUCTIBLE - SINGLE DEDUCTIBLE Paragraph D. in SECTION III - PHYSICAL DAMAGE COVERAGE is deleted and replaced by the following: D. Deductible For each covered "auto", our obligation to pay for, repair, return or replace damaged or stolen property will be reduced by the applicable deductible shown in the Declarations. Any Comprehensive Coverage deductible shown in the Declarations does not apply to "loss" caused by fire or lightning. When two or more covered "autos" sustain "loss" in the same collision, the total of all the "loss" for all the involved covered "autos" will be reduced by a single deductible, which will be the largest of all the deductibles applying to all such covered "autos". XI. PHYSICAL DAMAGE DEDUCTIBLE - GLASS Paragraph D. in SECTION III - PHYSICAL DAMAGE COVERAGE is amended to add: No deductible applies to 'loss" to glass if you elect to patch or repair it rather than replace it. XII. PHYSICAL DAMAGE DEDUCTIBLE - VEHICLE TRACKING SYSTEM Paragraph D. in SECTION III - PHYSICAL DAMAGE COVERAGE is amended to add: Any Comprehensive Coverage Deductible shown in the Declarations will be reduced by 50% for any 'loss" caused by theft if the vehicle is equipped with a vehicle tracking device such as a radio tracking device or a global positioning device and that device was the method of recovery of the vehicle. XIII.DUTIES IN EVENT OF ACCIDENT, CLAIM, SUIT OR LOSS Subparagraphs A.2.a. and A.2.b. of SECTION IV- BUSINESS AUTO CONDITIONS are changed to: a. In the event of "accident", claim, "suit' or "loss", your insurance manager or any other person you designate must notify us as soon as reasonably possible of such "accident', claim, "suit' or "loss". Such notice must include: (1) How, when and where the "accident' or 'loss" occurred; AC 84 07 07 13 © 2013 Liberty Mutual Insurance. All rights reserved. Page 4 of 11 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Policy Number AS5-Z91-473667-021 Issued by LM Insurance Corporation (2) The "insured's" name and address; and (3) To the extent possible, the names and addresses of any injured persons and witnesses. Knowledge of an "accident", claim, "suit" or "loss" by your agent, servant or "employee" shall not be considered knowledge by you unless you, your insurance manager or any other person you designate has received notice of the "accident", claim, "suit" or "loss" from your agent, servant or "employee". b. Additionally, you and any other involved "insured" must: (1) Assume no obligation, make no payment or incur no expense without our consent, except at the "insured's" own cost. (2) Immediately send us copies of any request, demand, order, notice, summons or legal paper received concerning the claim or "suit". (3) Cooperate with us in the investigation or settlement of the claim or defense against the "suit". (4) Authorize us to obtain medical records or other pertinent information. (5) Submit to examination, at our expense, by physicians of our choice, as often as we reasonably require. XIV. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS Paragraph B.2. in SECTION IV - BUSINESS AUTO CONDITIONS is amended to add the following: Any unintentional failure to disclose all exposures or hazards existing as of the effective date of the Business Auto Coverage Form or at any time during the policy period will not invalidate or adversely affect the coverage for such exposure or hazard. However, you must report the undisclosed exposure or hazard to us as soon as reasonably possible after its discovery XV. WORLDWIDE LIABILITY COVERAGE - HIRED AND NONOWNED AUTOS Condition B.7. in SECTION IV - BUSINESS AUTO CONDITIONS is amended to include the following: For "accidents" resulting from the use or operation of covered "autos" you do not own, the coverage territory means all parts of the world subject to the following provisions: a. If claim is made or "suit" is brought against an "insured" outside of the United States of America, its territories and possessions, Puerto Rico and Canada, we shall have the right, but not the dutyto investigate, negotiate, and settle or defend such claim or "suit". If we do not exercise that right, the "insured" shall have the duty to investigate, negotiate, and settle or defend the claim or "suit" and we will reimburse the "insured" for the expenses reasonably incurred in connection with the investigation, settlement or defense. Reimbursement will be paid in the currency of the United States of America at the rate of exchange prevailing on the date of reimbursement. The "insured" shall provide us with such information we shall reasonably request regarding such claim or "suit" and its investigation, negotiation, and settlement or defense. The "insured" shall not agree to any settlement of the claim or "suit" without our consent. We shall not unreasonably withhold consent. AC 84 07 07 13 © 2013 Liberty Mutual Insurance. All rights reserved. Page 5 of 11 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Policy Number AS5-Z91-473667-021 Issued by LM Insurance Corporation b. We are not licensed to write insurance outside of the United States of America, its territories or possessions, Puerto Rico and Canada. We will not furnish certificates of insurance or other evidence of insurance you may need for the purpose of complying with the laws of other countries relating to auto insurance. Failure to comply with the auto insurance laws of other countries may result in fines or penalties. This insurance does not apply to such fines or penalties. XVI. HIRED AUTO PHYSICAL DAMAGE If no deductibles are shown in the Declarations for Physical Damage Coverage for Hired or Borrowed Autos, the following will apply: A. We will pay for 'loss" under Comprehensive and Collision coverages to a covered "auto" of the private passenger type hired without an operator for use in your business: 1. The most we will pay for coverage afforded by this endorsement is the lesser of: a. The actual cost to repair or replace such covered "auto" with other property of like kind and quality; or b. The actual cash value of such covered "auto" at the time of the 'loss". 2. An adjustment for depreciation and physical condition will be made in determining actual cash value in the event of a total "loss". 3. If a repair or replacement results in better than like kind or quality, we will not pay for the amount of the betterment. B. For each covered "auto", our obligation to pay for, repair, return or replace the covered "auto" will be reduced by any deductible shown in the Declarations that applies to private passenger "autos" that you own. If no applicable deductible is shown in the Declarations, the deductible will be $250. If the Declarations show other deductibles for Physical Damage Coverages for Hired or Borrowed Autos, this Section XVI of this endorsement does not apply. C. Paragraph AA.b. of SECTION III - PHYSICAL DAMAGE COVERAGE is replaced by: b. Loss of Use Expenses For Hired Auto Physical Damage provided by this endorsement, we will pay expenses for which an "insured" becomes legally responsible to pay for loss of use of a private passenger vehicle rented or hired without a driver, under a written rental contract or agreement. We will pay for loss of use expenses caused by: (1) Other than collision only if the Declarations indicate that Comprehensive Coverage is provided for any covered "auto"; (2) Specified Causes of Loss only if the Declarations indicate that Specified Causes of Loss Coverage is provided for any covered "auto"; or (3) Collision only if the Declarations indicate that Collision Coverage is provided for any covered "auto". AC 84 07 07 13 © 2013 Liberty Mutual Insurance. All rights reserved. Page 6 of 11 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Policy Number AS5-Z91-473667-021 Issued by LM Insurance Corporation However, the most we will pay under this coverage is $30 per day, subject to a maximum of $900. XVII. AUTO MEDICAL PAYMENTS COVERAGE - INCREASED LIMITS For any covered "loss", the Limit of Insurance for Auto Medical Payments will be double the limit shown in the Declarations if the "insured" was wearing a seat belt at the time of the "accident". This is the maximum amount we will pay for all covered medical expenses, regardless of the number of covered "autos", "insureds", premiums paid, claims made, or vehicles involved in the "accident". If no limit of insurance for Auto Medical Payments is shown on the Declarations, this paragraph Section XVI I of this endorsement does not apply. XVIII. DRIVE OTHER CAR COVERAGE - BROADENED COVERAGE FOR DESIGNATED INDIVIDUALS A. This endorsement amends only those coverages indicated with an "X" in the Drive Other Car section of the Schedule to this endorsement. B. SECTION II - LIABILITY COVERAGE is amended as follows: 1. Any "auto" you don't own, hire or borrow is a covered "auto" for Liability Coverage while being used by any individual named in the Drive Other Car section of the Schedule to this endorsement or by his or her spouse while a resident of the same household except: a. Any "auto" owned by that individual or by any member of his or her household; or b. Any "auto" used by that individual or his or her spouse while working in a business of selling, servicing, repairing or parking "autos". 2. The following is added to Who Is An Insured: Any individual named in the Drive Other Car section of the Schedule to this endorsement and his or her spouse, while a resident of the same household, are "insureds" while using any covered "auto" described in Paragraph B.1. of this endorsement. C. Auto Medical Payments, Uninsured Motorist, and Underinsured Motorist Coverages are amended as follows: The following is added to Who Is An Insured: Any individual named in the Drive Other Car section of the Schedule to this endorsement and his or her "family members" are "insured" while "occupying" or while a pedestrian when struck by any "auto" you don't own except: Any "auto" owned by that individual or by any "family member". D.SECTION III - PHYSICAL DAMAGE COVERAGE is changed as follows: Any private passenger type "auto" you don't own, hire or borrow is a covered "auto" while in the care, custody or control of any individual named in the Drive Other Car section of the Schedule to this endorsement or his or her spouse while a resident of the same household except: 1. Any "auto" owned by that individual or by any member of his or her household; or AC 84 07 07 13 © 2013 Liberty Mutual Insurance. All rights reserved. Page 7 of 11 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Policy Number AS5-Z91-473667-021 Issued by LM Insurance Corporation 2. Any "auto" used by that individual or his or her spouse while working in a business of selling, servicing, repairing or parking "autos". E. For purposes of this endorsement, SECTION V -DEFINITIONS is amended to add the following: "Family member" means a person related to the individual named in the Drive Other Car section of the Schedule to this endorsement by blood, marriage or adoption who is a resident of the individual's household, including a ward or foster child. XIX. RENTAL REIMBURSEMENT COVERAGE A. For any owned covered "auto" for which Collision and Comprehensive Coverages are provided, we will pay for rental reimbursement expenses incurred by you for the rental of an "auto" because of a covered physical damage "loss" to an owned covered "auto". Such payment applies in addition to the otherwise applicable amount of physical damage coverage you have on a covered "auto". No deductibles apply to this coverage. B. We will pay only for those expenses incurred during the policy period beginning 24 hours after the "loss" and ending with the earlier of the return or repair of the covered "auto", or the exhaustion of the coverage limit. C. Our payment is limited to the lesser of the following amounts: 1. Necessary and actual expenses incurred; or 2. $30 per day with a maximum of $900 in any one period. D. This coverage does not apply: 1. While there are spare or reserve "autos" available to you for your operations; or 2. If coverage is provided by another endorsement attached to this policy. E. If a covered "loss" results from the total theft of a covered "auto" of the private passenger type, we will pay under this coverage only that amount of your rental reimbursement expenseswhich is not already provided for under Paragraph A.4. Coverage Extensionsof SECTION III — PHYSICAL DAMAGE COVERAGE of the Business Auto Coverage Form or Section VI of this endorsement. XX. NOTICE OF CANCELLATION OR NONRENEWAL A. Paragraph A.2. of the COMMON POLICY CONDITIONS is changed to: 2. We may cancel or non -renew this policy by mailing written notice of cancellation or non -renewal to the Named Insured, and to any name(s) and address(es) shown in the Cancellation and Non -renewal Schedule: a. For reasons of non-payment, the greater of: (1) 10 days; or (2) The number of days specified in any other Cancellation Condition attached to this policy; or b. For reasons other than non-payment, the greater of: AC 84 07 07 13 © 2013 Liberty Mutual Insurance. All rights reserved. Page 8 of 11 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Policy Number AS5-Z91-473667-021 Issued by LM Insurance Corporation (1) 60 days; (2) The number of days shown in the Cancellation and Non -renewal Schedule; or (3) The number of days specified in any other Cancellation Condition attached to this policy, prior to the effective date of the cancellation or non -renewal. B. All other terms of Paragraph A. of the COMMON POLICY CONDITIONS, and any amendments thereto, remain in full force and effect. XXI. LOAN/LEASE PAYOFF COVERAGE The following is added to Paragraph C. Limit of Insurance of SECTION III - PHYSICAL DAMAGE COVERAGE: In the event of a total "loss" to a covered "auto" of the private passenger type shown in the schedule or declarations for which Collision and Comprehensive Coverage apply, we will pay any unpaid amount due on the lease or loan for that covered "auto", less: 1. The amount paid under the PHYSICAL DAMAGE COVERAGE SECTION of the policy; and 2. Any: a. Overdue lease/loan payments at the time of the "loss"; b. Financial penalties imposed under a lease for excessive use, abnormal wear and tear or high mileage; c. Security deposits not returned by the lessor; d. Costs for extended warranties, Credit Life Insurance, Health, Accidentor Disability Insurance purchased with the loan or lease; and e. Carry-over balances from previous loans or leases. This coverage is limited to a maximum of $1500 for each covered "auto". XXII. LIMITED MEXICO COVERAGE WARNING AUTO ACCIDENTS IN MEXICO ARE SUBJECT TO THE LAWS OF MEXICO ONLY -NOT THE LAWS OF THE UNITED STATES OF AMERICA. THE REPUBLIC OF MEXICO CONSIDERS ANY AUTO ACCIDENT A CRIMINAL OFFENSEAS WELL AS A CIVIL MATTER. IN SOME CASES THE COVERAGE PROVIDED UNDER THIS ENDORSEMENT MAY NOT BE RECOGNIZED BY THE MEXICAN AUTHORITIES AND WE MAY NOT BE ALLOWED TO IMPLEMENTTHIS COVERAGE AT ALL IN MEXICO. YOU SHOULD CONSIDER PURCHASING AUTO COVERAGE FROM A LICENSED MEXICAN INSURANCE COMPANY BEFORE DRIVING INTO MEXICO. THIS ENDORSEMENT DOES NOT APPLY TO ACCIDENTS OR LOSSES WHICH OCCUR BEYOND 25 MILES FROM THE BOUNDARY OF THE UNITED STATES OF AMERICA. AC 84 07 07 13 © 2013 Liberty Mutual Insurance. All rights reserved. Page 9 of 11 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Policy Number AS5-Z91-473667-021 Issued by LM Insurance Corporation A. Coverage 1. Paragraph B.7. of SECTION IV - BUSINESSAUTO CONDITIONS is amended by the addition of the following: The coverage territory is extended to include Mexico but only if all of the following criteria are met: a. The "accidents" or "loss" occurs within 25 miles of the United States border; and b. While on a trip into Mexico for 10 days or less. 2. For coverage provided by this section of the endorsement, Paragraph B.5. Other Insurance in SECTION IV - BUSINESS AUTO CONDITIONS is replaced by the following: The insurance provided by this endorsement will be excess over any other collectible insurance. B. Physical Damage Coverage is amended by the addition of the following: If a 'loss" to a covered "auto" occurs in Mexico, we will pay for such "loss" in the United States. If the covered "auto" must be repaired in Mexico in order to be driven, we will not pay more than the actual cash value of such 'loss" at the nearest United States point where the repairs can be made. C. Additional Exclusions The following additional exclusions are added: This insurance does not apply: 1. If the covered "auto' is not principally garaged and principally used in the United States. 2. To any "insured" who is not a resident of the United States. XXIII. WAIVER OF SUBROGATION Paragraph A.5. in SECTION IV - BUSINESS AUTO CONDITIONS does not apply to any person or organization where the Named Insured has agreed, by written contract executed prior to the date of "accident", to waive rights of recovery against such person or organization. AC 84 07 07 13 © 2013 Liberty Mutual Insurance. All rights reserved. Page 10 of 11 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Policy Number AS5-Z91-473667-021 Issued by LM Insurance Corporation Premium Liability Included Physical Damage Included Total Premium Included V. Fellow Employee Schedule of Employees: N/A XVIII. Drive Other Car Name of Individual N/A XX. Notice of Cancellation or Nonrenewal Name and Address LIAB Schedule MP UM UIM This endorsement applies in all states except: AL, AR, AZ, CA, CO, CT, DC, DE, GA, ID, KS, KY, LA, MI, MN, MO, MT, NC, ND, NJ, NY, OK, PA, RI, SD, TX, UT, VA, VT, WA, WI, WV, WY AC 84 07 07 13 © 2013 Liberty Mutual Insurance. All rights reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. COMP COLL Number of Days Page 11 of 11 Policy Number AS5-Z91-473667-021 Issued by LM Insurance Corporation THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AUTO ENHANCEMENT ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM I. Newly Acquired or Formed Organizations II. Employees as Insureds III. Lessor - Additional Insured and Loss Payee IV. Supplementary Payments - Increased Limits V. Fellow Employee Coverage VI. Personal Property of Others VI 1. Additional Transportation Expense and Cost to Recover Stolen Auto VIII. Airbag Coverage IX. Tapes, Records and Discs Coverage X. Physical Damage Deductible - Single Deductible XI. Physical Damage Deductible - Glass XII. Physical Damage Deductible - Vehicle Tracking System XIII. Duties in Event of Accident, Claim, Suit or Loss XIV. Unintentional Failure to Disclose Hazards XV. Worldwide Liability Coverage - Hired and Nonowned Autos XVI. Hired Auto Physical Damage XVII. Auto Medical Payments Coverage Increased Limits XVIII. Drive Other Car Coverage - Broadened Coverage for Designated Individuals XIX. Rental Reimbursement Coverage XX. Notice of Cancellation or Nonrenewal XXI. Loan/Lease Payoff Coverage XXII. Limited Mexico Coverage XXIII. Waiver of Subrogation I. NEWLY ACQUIRED OR FORMED ORGANIZATIONS Throughout this policy, the words "you" and "your" also refer to any organization you newly acquire or form, other than a partnership or joint venture, and over which you maintain ownership of more than 50 percent interest, provided: A. There is no similar insurance available to that organization; B. Unless you notify us to add coverage to your policy, the coverage under this provision is afforded only until: 1. The 90th day after you acquire or form the organization; or 2. The end of the policy period, whichever is earlier; and C. The coverage does not apply to an "accident" which occurred before you acquired or formed the organization. AC 84 07 11 17 © 2017 Liberty Mutual Insurance Page 1 of 10 Includes copyrighted material of Insurance Services Office, Inc., with its permission. II. EMPLOYEES AS INSUREDS Paragraph A.1. Who Is An Insured of SECTION II - COVERED AUTOS LIABILITY COVERAGE is amended to add the following: Your "employee" is an "insured" while using with your permission a covered "auto" you do not own, hire or borrow in your business or your personal affairs. III. LESSOR - ADDITIONAL INSURED AND LOSS PAYEE A. Any "leased auto" will be considered an "auto" you own and not an "auto" you hire or borrow. The coverages provided under this section apply to any 'leased auto" until the expiration date of this policy or until the lessor or his or her agent takes possession of the 'leased auto" whichever occurs first. B. For any "leased auto" that is a covered "auto" under SECTION II - COVERED AUTOS LIABILITY COVERAGE, Paragraph A.1. Who Is An Insured provision is changed to include as an "insured" the lessor of the "leased auto". However, the lessor is an "insured" only for "bodily injury" or "property damage" resulting from the acts or omissions by: 1. You. 2. Any of your "employees" or agents; or 3. Any person, except the lessor or any "employee" or agent of the lessor, operating a 'leased auto" with the permission of any of the above. C. Loss Payee Clause 1. We will pay, as interests may appear, you and the lessor of the "leased auto" for "loss" to the covered "leased auto". 2. The insurance covers the interest of the lessor of the 'leased auto" unless the "loss" results from fraudulent acts or omissions on your part. 3. If we make any payment to the lessor of a 'leased auto", we will obtain his or her rights against any other party. D. Cancellation 1. If we cancel the policy, we will mail notice to the lessor in accordance with the Cancellation Common Policy Condition. 2. If you cancel the policy, we will mail notice to the lessor. 3. Cancellation ends this agreement. E. The lessor is not liable for payment of your premiums. F. For purposes of this endorsement, the following definitions apply: "Leased auto" means an "auto" which you lease for a period of six months or longer for use in your business, including any "temporary substitute" of such 'leased auto". "Temporary substitute" means an "auto" that is furnished as a substitute for a covered "auto" when the covered "auto" is out of service because of its breakdown, repair, servicing, "loss" or destruction. AC 84 07 11 17 © 2017 Liberty Mutual Insurance Page 2 of 10 Includes copyrighted material of Insurance Services Office, Inc., with its permission. IV. SUPPLEMENTARY PAYMENTS - INCREASED LIMITS Subparagraphs A.2.a.(2) and A.2.a.(4) of SECTION II - COVERED AUTOS LIABILITY COVERAGE are deleted and replaced by the following: (2) Up to $3,000 for cost of bail bonds (including bonds for related traffic law violations) required because of an "accident" we cover. We do not have to furnish these bonds. (4) All reasonable expenses incurred by the "insured" at our request, including actual loss of earnings up to $500 a day because of time off from work. V. FELLOW EMPLOYEE COVERAGE A. Exclusion B.5. of SECTION II - COVERED AUTOS LIABILITY COVERAGE does not apply. B. For the purpose of Fellow Employee Coverage only, Paragraph B.5. of SECTION IV - BUSINESS AUTO CONDITIONS is changed as follows: This Fellow Employee Coverage is excess over any other collectible insurance. VI. PERSONAL PROPERTY OF OTHERS Exclusion 6. in SECTION II - COVERED AUTOS LIABILITY COVERAGE for a covered "auto" is amended to add the following: This exclusion does not apply to "property damage" or "covered pollution cost or expense" involving "personal property" of your "employees" or others while such property is carried by the covered "auto". The Limit of Insurance for this coverage is $5,000 per "accident". Payment under this coverage does not increase the Limit of Insurance. For the purpose of this section of this endorsement, "personal property" is defined as any property that is not used in the individual's trade or business or held for the production or collection of income. VII. ADDITIONAL TRANSPORTATION EXPENSE AND COST TO RECOVER STOLEN AUTO A. Paragraph AA.a. of SECTION III - PHYSICAL DAMAGE COVERAGE is amended as follows: The amount we will pay is increased to $50 per day and to a maximum limit of $1,000. B. Paragraph AA.a. of SECTION III - PHYSICAL DAMAGE COVERAGE is amended to add the following: If your business is shown in the Declarations as something other than an auto dealership, we will also pay up to $1,000 for reasonable and necessary costs incurred by you to return a stolen covered "auto" from the place where it is recovered to its usual garaging location. VIII. AIRBAG COVERAGE Exclusion B.3.a. in SECTION III - PHYSICAL DAMAGE COVERAGE is amended to add the following: This exclusion does not apply to the accidental discharge of an airbag. IX. TAPES, RECORDS AND DISCS COVERAGE Exclusion B.4.a. of SECTION III - PHYSICAL DAMAGE COVERAGE is deleted and replaced by the following: a. Tapes, records, discs or other similar audio, visual or data electronic devices designed for use with audio, visual or data electronic equipment except when the tapes, records, discs or other similar audio, visual or data electronic devices: AC 84 07 11 17 © 2017 Liberty Mutual Insurance Page 3 of 10 Includes copyrighted material of Insurance Services Office, Inc., with its permission. (1) Are your property or that of a family member; and (2) Are in a covered "auto" at the time of "loss". The most we will pay for "loss" is $200. No Physical Damage Coverage deductible applies to this coverage. X. PHYSICAL DAMAGE DEDUCTIBLE - SINGLE DEDUCTIBLE Paragraph D. in SECTION III - PHYSICAL DAMAGE COVERAGE is deleted and replaced by the following: D. Deductible For each covered "auto", our obligation to pay for, repair, return or replace damaged or stolen property will be reduced by the applicable deductible shown in the Declarations. Any Comprehensive Coverage deductible shown in the Declarations does not apply to "loss" caused by fire or lightning. When two or more covered "autos" sustain "loss" in the same collision, the total of all the "loss" for all the involved covered "autos" will be reduced by a single deductible, which will be the largest of all the deductibles applying to all such covered "autos". XI. PHYSICAL DAMAGE DEDUCTIBLE — GLASS Paragraph D. in SECTION III - PHYSICAL DAMAGE COVERAGE is amended to add the following: No deductible applies to "loss" to glass if you elect to patch or repair it rather than replace it. XII. PHYSICAL DAMAGE DEDUCTIBLE -VEHICLE TRACKING SYSTEM Paragraph D. in SECTION III - PHYSICAL DAMAGE COVERAGE is amended to add: Any Comprehensive Coverage Deductible shown in the Declarations will be reduced by 50% for any "loss" caused by theft if the vehicle is equipped with a vehicle tracking device such as a radio tracking device or a global positioning device and that device was the method of recovery of the vehicle. XIII. DUTIES IN EVENT OF ACCIDENT, CLAIM, SUIT OR LOSS Subparagraphs A.2.a. and A.2.b. of SECTION IV- BUSINESS AUTO CONDITIONS are changed to: a. In the event of "accident", claim, "suit" or "loss", your insurance manager or any other person you designate must notify us as soon as reasonably possible of such "accident", claim, "suit" or "loss". Such notice must include: (1) How, when and where the "accident" or "loss" occurred; (2) The "insured's" name and address; and (3) To the extent possible, the names and addresses of any injured persons and witnesses. Knowledge of an "accident", claim, "suit" or "loss" by your agent, servant or "employee" shall not be considered knowledge by you unless you, your insurance manager or any other person you designate has received notice of the "accident", claim, "suit" or "loss" from your agent, servant or "employee". b. Additionally, you and any other involved "insured" must: (1) Assume no obligation, make no payment or incur no expense without our consent, except at the "insured's" own cost. AC 84 07 11 17 © 2017 Liberty Mutual Insurance Page 4 of 10 Includes copyrighted material of Insurance Services Office, Inc., with its permission. (2) Immediately send us copies of any request, demand, order, notice, summons or legal paper received concerning the claim or "suit". (3) Cooperate with us in the investigation or settlement of the claim or defense against the "suit". (4) Authorize us to obtain medical records or other pertinent information. (5) Submit to examination, at our expense, by physicians of our choice, as often as we reasonably require. XIV. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS Paragraph B.2. in SECTION IV - BUSINESS AUTO CONDITIONS is amended to add the following: Any unintentional failure to disclose all exposures or hazards existing as of the effective date of the Business Auto Coverage Form or at any time during the policy period will not invalidate or adversely affect the coverage for such exposure or hazard. However, you must report the undisclosed exposure or hazard to us as soon as reasonably possible after its discovery. XV. WORLDWIDE LIABILITY COVERAGE - HIRED AND NONOWNED AUTOS Condition B.7. in SECTION IV - BUSINESS AUTO CONDITIONS is amended to add the following: For "accidents" resulting from the use or operation of covered "autos" you do not own, the coverage territory means all parts of the world subject to the following provisions: a. If claim is made or "suit" is brought against an "insured" outside of the United States of America, its territories and possessions, Puerto Rico and Canada, we shall have the right, but not the duty to investigate, negotiate, and settle or defend such claim or "suit". If we do not exercise that right, the "insured" shall have the duty to investigate, negotiate, and settle or defend the claim or "suit" and we will reimburse the "insured" for the expenses reasonably incurred in connection with the investigation, settlement or defense. Reimbursement will be paid in the currency of the United States of America at the rate of exchange prevailing on the date of reimbursement. The "insured" shall provide us with such information we shall reasonably request regarding such claim or "suit" and its investigation, negotiation, and settlement or defense. The "insured" shall not agree to any settlement of the claim or "suit' without our consent. We shall not unreasonably withhold consent. b. We are not licensed to write insurance outside of the United States of America, its territories or possessions, Puerto Rico and Canada. We will not furnish certificates of insurance or other evidence of insurance you may need for the purpose of complying with the laws of other countries relating to auto insurance. Failure to comply with the auto insurance laws of other countries may result in fines or penalties. This insurance does not apply to such fines or penalties. XVI. HIRED AUTO PHYSICAL DAMAGE If no deductibles are shown in the Declarations for Physical Damage Coverage for Hired or Borrowed Autos, the following will apply: A. We will pay for 'loss" under Comprehensive and Collision coverages to a covered "auto" of the private passenger type hired without an operator for use in your business: AC 84 07 11 17 © 2017 Liberty Mutual Insurance Page 5 of 10 Includes copyrighted material of Insurance Services Office, Inc., with its permission. 1. The most we will pay for coverage afforded by this endorsement is the lesser of: a. The actual cost to repair or replace such covered "auto" with other property of like kind and quality; or b. The actual cash value of such covered "auto" at the time of the "loss". 2. An adjustment for depreciation and physical condition will be made in determining actual cash value in the event of a total "loss". 3. If a repair or replacement results in better than like kind or quality, we will not pay for the amount of the betterment. B. For each covered "auto", our obligation to pay for, repair, return or replace the covered "auto" will be reduced by any deductible shown in the Declarations that applies to private passenger "autos" that you own. If no applicable deductible is shown in the Declarations, the deductible will be $250. If the Declarations show other deductibles for Physical Damage Coverages for Hired or Borrowed Autos, this Section XVI of this endorsement does not apply. C. Paragraph AA.b. of SECTION III - PHYSICAL DAMAGE COVERAGE is replaced by the following: b. Loss of Use Expenses For Hired Auto Physical Damage provided by this endorsement, we will pay expenses for which an "insured" becomes legally responsible to pay for loss of use of a private passenger vehicle rented or hired without a driver, under a written rental contract or agreement. We will pay for loss of use expenses caused by: (1) Other than collision only if the Declarations indicate that Comprehensive Coverage is provided for any covered "auto"; (2) Specified Causes of Loss only if the Declarations indicate that Specified Causes of Loss Coverage is provided for any covered "auto"; or (3) Collision only if the Declarations indicate that Collision Coverage is provided for any covered "auto". However, the most we will pay under this coverage is $30 per day, subject to a maximum of $900 XVII. AUTO MEDICAL PAYMENTS COVERAGE - INCREASED LIMITS For any covered "loss", the Limit of Insurance for Auto Medical Payments will be double the limit shown in the Declarations if the "insured" was wearing a seat belt at the time of the "accident". This is the maximum amount we will pay for all covered medical expenses, regardless of the number of covered "autos", "insureds", premiums paid, claims made, or vehicles involved in the "accident". If no limit of insurance for Auto Medical Payments is shown on the Declarations, this paragraph Section XVII of this endorsement does not apply. XVIII. DRIVE OTHER CAR COVERAGE - BROADENED COVERAGE FOR DESIGNATED INDIVIDUALS A. This endorsement amends only those coverages indicated with an "X" in the Drive Other Car section of the Schedule to this endorsement. B. SECTION II - COVERED AUTOS LIABILITY COVERAGE is amended as follows: 1. Any "auto" you don't own, hire or borrow is a covered "auto" for Liability Coverage while being used by any individual named in the Drive Other Car section of the Schedule to this endorsement or by his or her spouse while a resident of the same household except: AC 84 07 11 17 © 2017 Liberty Mutual Insurance Page 6 of 10 Includes copyrighted material of Insurance Services Office, Inc., with its permission. a. Any "auto" owned by that individual or by any member of his or her household; or b. Any "auto" used by that individual or his or her spouse while working in a business of selling, servicing, repairing or parking "autos". 2. The following is added to Who Is An Insured: Any individual named in the Drive Other Car section of the Schedule to this endorsement and his or her spouse, while a resident of the same household, are "insureds" while using any covered "auto" described in Paragraph B.1. of this endorsement. C. Auto Medical Payments, Uninsured Motorist, and Underinsured Motorist Coverages are amended as follows: The following is added to Who Is An Insured: Any individual named in the Drive Other Car section of the Schedule to this endorsement and his or her "family members" are "insured" while "occupying" or while a pedestrian when struck by any "auto" you don't own except: Any "auto" owned by that individual or by any "family member". D. SECTION III - PHYSICAL DAMAGE COVERAGE is changed as follows: Any private passenger type "auto" you don't own, hire or borrow is a covered "auto" while in the care, custody or control of any individual named in the Drive Other Car section of the Schedule to this endorsement or his or her spouse while a resident of the same household except: 1. Any "auto" owned by that individual or by any member of his or her household; or 2. Any "auto" used by that individual or his or her spouse while working in a business of selling, servicing, repairing or parking "autos". E. For purposes of this endorsement, SECTION V - DEFINITIONS is amended to add the following: "Family member" means a person related to the individual named in the Drive Other Car section of the Schedule to this endorsement by blood, marriage or adoption who is a resident of the individual's household, including a ward or foster child. XIX. RENTAL REIMBURSEMENT COVERAGE A. For any owned covered "auto" for which Collision and Comprehensive Coverages are provided, we will pay for rental reimbursement expenses incurred by you for the rental of an "auto" because of a covered physical damage "loss" to an owned covered "auto". Such payment applies in addition to the otherwise applicable amount of physical damage coverage you have on a covered "auto". No deductibles apply to this coverage. B. We will pay only for those expenses incurred during the policy period beginning 24 hours after the "loss" and ending with the earlier of the return or repair of the covered "auto", or the exhaustion of the coverage limit. C. Our payment is limited to the lesser of the following amounts: 1. Necessary and actual expenses incurred; or 2. $30 per day with a maximum of $900 in any one period. AC 84 07 11 17 © 2017 Liberty Mutual Insurance Page 7 of 10 Includes copyrighted material of Insurance Services Office, Inc., with its permission. D. This coverage does not apply: 1. While there are spare or reserve "autos" available to you for your operations; or 2. If coverage is provided by another endorsement attached to this policy. E. If a covered 'loss" results from the total theft of a covered "auto" of the private passenger type, we will pay under this coverage only that amount of your rental reimbursement expenses which is not already provided for under Paragraph A.4. Coverage Extensions of SECTION III — PHYSICAL DAMAGE COVERAGE of the Business Auto Coverage Form or Section VI I of this endorsement. XX. NOTICE OF CANCELLATION OR NONRENEWAL A. Paragraph A.2. of the COMMON POLICY CONDITIONS is changed to: 2. We may cancel or non -renew this policy by mailing written notice of cancellation or non -renewal to the Named Insured, and to any name(s) and address(es) shown in the Cancellation and Non -renewal Schedule: a. For reasons of non-payment, the greater of: (1) 10 days; or (2) The number of days specified in any other Cancellation Condition attached to this policy; or b. For reasons other than non-payment, the greater of: (1) 60 days; (2) The number of days shown in the Cancellation and Non -renewal Schedule; or (3) The number of days specified in any other Cancellation Condition attached to this policy, prior to the effective date of the cancellation or non -renewal. B. All other terms of Paragraph A. of the COMMON POLICY CONDITIONS, and any amendments thereto, remain in full force and effect. XXI. LOAN/LEASE PAYOFF COVERAGE The following is added to Paragraph C. Limits Of Insurance of SECTION III - PHYSICAL DAMAGE COVERAGE: In the event of a total "loss" to a covered "auto" of the private passenger type shown in the schedule or declarations for which Collision and Comprehensive Coverage apply, we will pay any unpaid amount due on the lease or loan for that covered "auto", less: 1. The amount paid under the PHYSICAL DAMAGE COVERAGE SECTION of the policy; and 2. Any: a. Overdue lease/loan payments at the time of the "loss"; b. Financial penalties imposed under a lease for excessive use, abnormal wear and tear or high mileage; c. Security deposits not returned by the lessor; d. Costs for extended warranties, Credit Life Insurance, Health, Accident or Disability Insurance purchased with the loan or lease; and AC 84 07 11 17 © 2017 Liberty Mutual Insurance Page 8 of 10 Includes copyrighted material of Insurance Services Office, Inc., with its permission. e. Carry-over balances from previous loans or leases. This coverage is limited to a maximum of $1,500 for each covered "auto". XXILLIMITED MEXICO COVERAGE WARNING AUTO ACCIDENTS IN MEXICO ARE SUBJECT TO THE LAWS OF MEXICO ONLY - NOT THE LAWS OF THE UNITED STATES OF AMERICA. THE REPUBLIC OF MEXICO CONSIDERS ANY AUTO ACCIDENT A CRIMINAL OFFENSE AS WELL AS A CIVIL MATTER. IN SOME CASES THE COVERAGE PROVIDED UNDER THIS ENDORSEMENT MAY NOT BE RECOGNIZED BY THE MEXICAN AUTHORITIES AND WE MAY NOT BE ALLOWED TO IMPLEMENT THIS COVERAGE AT ALL IN MEXICO. YOU SHOULD CONSIDER PURCHASING AUTO COVERAGE FROM A LICENSED MEXICAN INSURANCE COMPANY BEFORE DRIVING INTO MEXICO. THIS ENDORSEMENT DOES NOT APPLY TO ACCIDENTS OR LOSSES WHICH OCCUR BEYOND 25 MILES FROM THE BOUNDARY OF THE UNITED STATES OF AMERICA. A. Coverage 1. Paragraph B.7. of SECTION IV - BUSINESS AUTO CONDITIONS is amended by the addition of the following: The coverage territory is extended to include Mexico but only if all of the following criteria are met: a. The "accidents" or "loss" occurs within 25 miles of the United States border; and b. While on a trip into Mexico for 10 days or less. 2. For coverage provided by this section of the endorsement, Paragraph B.5. Other Insurance in SECTION IV - BUSINESS AUTO CONDITIONS is replaced by the following: The insurance provided by this endorsement will be excess over any other collectible insurance. B. Physical Damage Coverage is amended by the addition of the following: If a 'loss" to a covered "auto" occurs in Mexico, we will pay for such 'loss" in the United States. If the covered "auto" must be repaired in Mexico in order to be driven, we will not pay more than the actual cash value of such 'loss" at the nearest United States point where the repairs can be made. C. Additional Exclusions The following additional exclusions are added: This insurance does not apply: 1. If the covered "auto" is not principally garaged and principally used in the United States. 2. To any "insured" who is not a resident of the United States. XXIII. WAIVER OF SUBROGATION Paragraph A.5. in SECTION IV - BUSINESS AUTO CONDITIONS does not apply to any person or organization where the Named Insured has agreed, by written contract executed prior to the date of "accident', to waive rights of recovery against such person or organization. AC 84 07 11 17 © 2017 Liberty Mutual Insurance Page 9 of 10 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Premium Liability Included Physical Damage Included Total Premium Included XVII. Drive Other Car Name of Individual N/A XX. Notice of Cancellation or Nonrenewal Name and Address N/A Iq/_1 1 Schedule MP UM UIM COMP COLL Number of Days AC 84 07 11 17 © 2017 Liberty Mutual Insurance Page 10 of 10 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Policy Number AS5-Z91-473667-021 Issued by LM Insurance Corporation THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NEW YORK AUTO ENHANCEMENT ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM I. Newly Acquired or Formed Organizations II. Employees as Insureds III. Lessor - Additional Insured and Loss Payee IV. Supplementary Payments - Increased Limits V. Fellow Employee Coverage VI. Personal Property of Others VI 1. Additional Transportation Expense and Cost to Recover Stolen Auto V i l 1. Airbag Coverage IX. Tapes, Records and Discs Coverage X. Physical Damage Deductible - Single Deductible XI. Physical Damage Deductible - Glass XII. Physical Damage Deductible - Vehicle Tracking System XIII. Duties in Event of Accident, Claim, Suit or Loss XIV. Unintentional Failure to Disclose Hazards XV. Worldwide Liability Coverage - Hired and Nonowned Autos XVI. Hired Auto Physical Damage XVII. Auto Medical Payments Coverage Increased Limits XVIII. Drive Other Car Coverage - Broadened Coverage for Designated Individuals XIX. Rental Reimbursement Coverage XX. Notice of Cancellation or Nonrenewal XXI. Limited Mexico Coverage XXII. Waiver of Subrogation I. NEWLY ACQUIRED OR FORMED ORGANIZATIONS Throughout this policy, the words "you" and "your" also refer to any organization you newly acquire or form, other than a partnership or joint venture, and over which you maintain ownership of more than 50 percent interest, provided: A. There is no similar insurance available to that organization; B. Unless you notify us to add coverage to your policy, the coverage under this provision is afforded only until: 1. The 90th day after you acquire or form the organization; or 2. The end of the policy period, whichever is earlier; and C. The coverage does not apply to an "accident' which occurred before you acquired or formed the organization. II. EMPLOYEES AS INSUREDS Paragraph A.1. Who Is An Insured of SECTION II - COVERED AUTOS LIABILITY COVERAGE is amended to add the following: AC 84 44 11 17 © 2017 Liberty Mutual Insurance Page 1 of 10 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Your "employee" is an "insured" while using with your permission a covered "auto" you do not own, hire or borrow in your business or your personal affairs. III. LESSOR - ADDITIONAL INSURED AND LOSS PAYEE A. Any "leased auto" will be considered an "auto" you own and not an "auto" you hire or borrow. The coverages provided under this section apply to any "leased auto" until the expiration date of this policy or until the lessor or his or her agent takes possession of the 'leased auto" whichever occurs first. B. For any "leased auto" that is a covered "auto" under SECTION II - COVERED AUTOS LIABILITY COVERAGE, subparagraph A.1., Who Is An Insured provision is changed to include as an "insured" the lessor of the "leased auto". However, the lessor is an "insured" only for "bodily injury" or "property damage" resulting from the acts or omissions by: 1. You; 2. Any of your "employees" or agents; or 3. Any person, except the lessor or any "employee" or agent of the lessor, operating a "leased auto" with the permission of any of the above. C. Loss Payee Clause 1. We will pay, as interests may appear, you and the lessor of the "leased auto" for "loss" to the covered "leased auto". 2. The insurance covers the interest of the lessor of the "leased auto" unless the 'loss" results from fraudulent acts or omissions on your part. 3. If we make any payment to the lessor of a "leased auto", we will obtain his or her rights against any other party. D. Cancellation 1. If we cancel the policy, we will mail notice to the lessor in accordance with the Cancellation Common Policy Condition. 2. If you cancel the policy, we will mail notice to the lessor. 3. Cancellation ends this agreement. E. The lessor is not liable for payment of your premiums. F. For purposes of this endorsement, the following definitions apply: "Leased auto" means an "auto" which you lease for a period of six months or longer for use in your business, including any "temporary substitute" of such "leased auto". "Temporary substitute" means an "auto" that is furnished as a substitute for a covered "auto" when the covered "auto" is out of service because of its breakdown, repair, servicing, "loss" or destruction. IV. SUPPLEMENTARY PAYMENTS - INCREASED LIMITS Subparagraphs A.2.a.(2) and A.2.a.(4) of SECTION II - COVERED AUTOS LIABILITY COVERAGE are deleted and replaced by the following: (2) Up to $3,000 for cost of bail bonds (including bonds for related traffic law violations) required because of an "accident" we cover. We do not have to furnish these bonds. AC 84 44 11 17 © 2017 Liberty Mutual Insurance Page 2 of 10 Includes copyrighted material of Insurance Services Office, Inc., with its permission. (4) All reasonable expenses incurred by the "insured" at our request, including actual loss of earnings up to $500 a day because of time off from work. V. FELLOW EMPLOYEE COVERAGE A. Exclusion B.5. of SECTION II - COVERED AUTOS LIABILITY COVERAGE does not apply. B. For the purpose of Fellow Employee Coverage only, Paragraph B.5. of SECTION IV - BUSINESS AUTO CONDITIONS is changed as follows: This Fellow Employee Coverage is excess over any other collectible insurance. VI. PERSONAL PROPERTY OF OTHERS Exclusion 6. in SECTION II - COVERED AUTOS LIABILITY COVERAGE for a covered "auto" is amended to add the following: This exclusion does not apply to "property damage" or "covered pollution cost or expense" involving "personal property" of your "employees" or others while such property is carried by the covered "auto". The Limit of Insurance for this coverage is $5,000 per "accident". Payment under this coverage does not increase the Limit of Insurance. For the purpose of this section of this endorsement, "personal property" is defined as any property that is not used in the individual's trade or business or held for the production or collection of income. VII. ADDITIONAL TRANSPORTATION EXPENSE AND COST TO RECOVER STOLEN AUTO A. Paragraph AA.a. of SECTION III - PHYSICAL DAMAGE COVERAGE is amended as follows: The amount we will pay is increased to $50 per day and to a maximum limit of $1,000. B. Paragraph AA.a. of SECTION III - PHYSICAL DAMAGE COVERAGE is amended to add the following: If your business is shown in the Declarations as something other than an auto dealership, we will also pay up to $1,000 for reasonable and necessary costs incurred by you to return a stolen covered "auto" from the place where it is recovered to its usual garaging location. VIII. AIRBAG COVERAGE Exclusion B.3.a. in SECTION III - PHYSICAL DAMAGE COVERAGE is amended to add the following: This exclusion does not apply to the accidental discharge of an airbag. IX. TAPES, RECORDS AND DISCS COVERAGE Exclusion BA.a. of SECTION III - PHYSICAL DAMAGE COVERAGE is deleted and replaced by the following: a. Tapes, records, discs or other similar audio, visual or data electronic devices designed for use with audio, visual or data electronic equipment except when the tapes, records, discs or other similar audio, visual or data electronic devices: (1) Are your property or that of a family member; and (2) Are in a covered "auto" at the time of "loss". The most we will pay for "loss" is $200. No Physical Damage Coverage deductible applies to this coverage. AC 84 44 11 17 © 2017 Liberty Mutual Insurance Page 3 of 10 Includes copyrighted material of Insurance Services Office, Inc., with its permission. X. PHYSICAL DAMAGE DEDUCTIBLE - SINGLE DEDUCTIBLE Paragraph D. in SECTION III - PHYSICAL DAMAGE COVERAGE is deleted and replaced by the following: D. Deductible For each covered "auto", our obligation to pay for, return or replace damaged or stolen property will be reduced by the applicable deductible shown in the Declarations. Any Comprehensive Coverage deductible shown in the Declarations does not apply to "loss" caused by fire or lightning. When two or more covered "autos" sustain "loss" in the same collision, the total of all the "loss" for all the involved covered "autos" will be reduced by a single deductible, which will be the largest of all the deductibles applying to all such covered "autos". XI. PHYSICAL DAMAGE DEDUCTIBLE - GLASS Paragraph D. in SECTION III - PHYSICAL DAMAGE COVERAGE is amended to add the following: No deductible applies to "loss" to glass if you elect to patch or repair it rather than replace it. XII. PHYSICAL DAMAGE DEDUCTIBLE -VEHICLE TRACKING SYSTEM Paragraph D. in SECTION III - PHYSICAL DAMAGE COVERAGE is amended to add: Any Comprehensive Coverage Deductible shown in the Declarations will be reduced by 50% for any "loss" caused by theft if the vehicle is equipped with a vehicle tracking device such as a radio tracking device or a global positioning device and that device was the method of recovery of the vehicle. For private passenger type "autos", the deductible for Comprehensive Coverage will not be less than $50. XIII. DUTIES IN EVENT OF ACCIDENT, CLAIM, SUIT OR LOSS Subparagraphs A.2.a. and A.2.b. of SECTION IV - BUSINESS AUTO CONDITIONS are changed to: a. In the event of "accident", claim, "suit" or "loss", your insurance manager or any other person you designate must notify us as soon as reasonably possible of such "accident", claim, "suit" or "loss". Such notice must include: (1) How, when and where the "accident" or "loss" occurred; (2) The "insured's" name and address; and (3) To the extent possible, the names and addresses of any injured persons and witnesses. Knowledge of an "accident", claim, "suit" or "loss" by your agent, servant or "employee" shall not be considered knowledge by you unless you, your insurance manager or any other person you designate has received notice of the "accident", claim, "suit" or "loss" from your agent, servant, or "employee". b. Additionally, you and any other involved "insured" must: (1) Assume no obligation, make no payment or incur no expense without our consent, except at the "insured's" own cost. (2) As soon as reasonably possibly, send us copies of any request, demand, order, notice, summons or legal paper received concerning the claim or "suit". (3) Cooperate with us in the investigation or settlement of the claim or defense against the "suit". (4) Authorize us to obtain medical records or other pertinent information. AC 84 44 11 17 © 2017 Liberty Mutual Insurance Page 4 of 10 Includes copyrighted material of Insurance Services Office, Inc., with its permission. (5) Submit to examination, at our expense, by physicians of our choice, as often as we reasonably require. XIV. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS Paragraph B.2. in SECTION IV - BUSINESS AUTO CONDITIONS is amended to add the following: Any unintentional failure to disclose all exposures or hazards existing as of the effective date of the Business Auto Coverage Form or at any time during the policy period will not invalidate or adversely affect the coverage for such exposure or hazard. However, you must report the undisclosed exposure or hazard to us as soon as reasonably possible after its discovery. XV. WORLDWIDE LIABILITY COVERAGE - HIRED AND NONOWNED AUTOS Condition B.7. in SECTION IV - BUSINESS AUTO CONDITIONS is amended to add the following: For "accidents" resulting from the use or operation of covered "autos" you do not own, the coverage territory means all parts of the world subject to the following provisions: a. If claim is made or "suit" is brought against an "insured" outside of the United States of America, its territories and possessions, Puerto Rico and Canada, we shall have the right, but not the duty to investigate, negotiate, and settle or defend such claim or "suit' even if the allegations of the "suit" are groundless or fraudulent. If we do not exercise that right, the "insured" shall have the duty to investigate, negotiate, and settle or defend the claim or "suit' and we will reimburse the "insured" for the expenses reasonably incurred in connection with the investigation, settlement or defense. Reimbursement will be paid in the currency of the United States of America at the rate of exchange prevailing on the date of reimbursement. The "insured" shall provide us with such information we shall reasonably request regarding such claim or "suit" and its investigation, negotiation, and settlement or defense. The "insured" shall not agree to any settlement of the claim or "suit' without our consent. We shall not unreasonably withhold consent. We are not licensed to write insurance outside of the United States of America, its territories or possessions, Puerto Rico and Canada. We will not furnish certificates of insurance or other evidence of insurance you may need for the purpose of complying with the laws of other countries relating to auto insurance. Failure to comply with the auto insurance laws of other countries may result in fines or penalties. This insurance does not apply to such fines or penalties. XVI. HIRED AUTO PHYSICAL DAMAGE If no deductibles are shown in the Declarations for Physical Damage Coverage for Hired or Borrowed Autos, the following will apply: A. We will pay for 'loss" under Comprehensive and Collision coverages to a covered "auto" of the private passenger type hired without an operator for use in your business: 1. The most we will pay for coverage afforded by this endorsement is the lesser of: a. The actual cost to repair or replace such covered "auto" with other property of like kind and quality; or b. The actual cash value of such covered "auto" at the time of the "loss". AC 84 44 11 17 © 2017 Liberty Mutual Insurance Page 5 of 10 Includes copyrighted material of Insurance Services Office, Inc., with its permission. 2. An adjustment for depreciation and physical condition will be made in determining actual cash value in the event of a total "loss". 3. If a repair or replacement results in better than like kind or quality, we will not pay for the amount of the betterment. B. For each covered "auto", our obligation to pay for, return or replace the covered "auto" will be reduced by any deductible shown in the Declarations that applies to private passenger "autos" that you own. If no applicable deductible is shown in the Declarations, the deductible will be $250. If the Declarations show other deductibles for Physical Damage Coverages for Hired or Borrowed Autos, this Section XVI of this endorsement does not apply. C. Paragraph AA.b. of SECTION III - PHYSICAL DAMAGE COVERAGE is replaced by the following: b. Loss of Use Expenses For Hired Auto Physical Damage provided by this endorsement, we will pay expenses for which an "insured" becomes legally responsible to pay for loss of use of a private passenger vehicle rented or hired without a driver, under a written rental contract or agreement. We will pay for loss of use expenses caused by: (1) Other than collision only if the Declarations indicate that Comprehensive Coverage is provided for any covered "auto"; (2) Specified Causes of Loss only if the Declarations indicate that Specified Causes of Loss Coverage is provided for any covered "auto"; or (3) Collision only if the Declarations indicate that Collision Coverage is provided for any covered "auto". However, the most we will pay under this coverage is $30 per day, subject to a maximum of $900. XVII. AUTO MEDICAL PAYMENTS COVERAGE - INCREASED LIMITS For any covered "loss", the Limit of Insurance for Auto Medical Payments will be double the limit shown in the Declarations if the "insured" was wearing a seat belt at the time of the "accident". This is the maximum amount we will pay for all covered medical expenses, regardless of the number of covered "autos", "insureds", premiums paid, claims made, or vehicles involved in the "accident". If no limit of insurance for Auto Medical Payments is shown on the Declarations, this paragraph Section XVII of this endorsement does not apply. XVIII. DRIVE OTHER CAR COVERAGE - BROADENED COVERAGE FOR DESIGNATED INDIVIDUALS A. This endorsement amends only those coverages indicated with an "X" in the Drive Other Car section of the Schedule to this endorsement. B. SECTION II - COVERED AUTOS LIABILITY COVERAGE is amended as follows: 1. Any "auto" you don't own, hire or borrow is a covered "auto" for Liability Coverage while being used by any individual named in the Drive Other Car section of the Schedule to this endorsement or by his or her spouse while a resident of the same household except: a. Any "auto" owned by that individual or by any member of his or her household; or b. Any "auto" used by that individual or his or her spouse while working in a business of selling, servicing, repairing or parking "autos". AC 84 44 11 17 © 2017 Liberty Mutual Insurance Page 6 of 10 Includes copyrighted material of Insurance Services Office, Inc., with its permission. 2. The following is added to Who Is An Insured: Any individual named in the Drive Other Car section of the Schedule to this endorsement and his or her spouse, while a resident of the same household, are "insureds" while using any covered "auto" described in Paragraph B.1. of Section XVIII of this endorsement. C. Auto Medical Payments, Uninsured Motorist, and Underinsured Motorist Coverages are amended as follows: The following is added to Who Is An Insured: Any individual named in the Drive Other Car section of the Schedule to this endorsement and his or her "family members" are "insured" while "occupying" or while a pedestrian when struck by any "auto" you don't own except: Any "auto" owned by that individual or by any "family member". D. SECTION III - PHYSICAL DAMAGE COVERAGE is changed as follows: Any private passenger type "auto" you don't own, hire or borrow is a covered "auto" while in the care, custody or control of any individual named in the Drive Other Car section of the Schedule to this endorsement or his or her spouse while a resident of the same household except: 1. Any "auto" owned by that individual or by any member of his or her household; or 2. Any "auto" used by that individual or his or her spouse while working in a business of selling, servicing, repairing or parking "autos". E. For purposes of this endorsement, SECTION V - DEFINITIONS is amended to add the following: "Family member" means a person related to the individual named in the Drive Other Car section of the Schedule to this endorsement by blood, marriage or adoption who is a resident of the individual's household, including a ward or foster child. XIX. RENTAL REIMBURSEMENT COVERAGE A. For any owned covered "auto" for which Collision and Comprehensive Coverages are provided, we will pay for rental reimbursement expenses incurred by you for the rental of an "auto" because of a covered physical damage "loss" to an owned covered "auto". Such payment applies in addition to the otherwise applicable amount of physical damage coverage you have on a covered "auto". No deductibles apply to this coverage. B. We will pay only for those expenses incurred during the policy period beginning 24 hours after the "loss" and ending with the earlier of the return or repair of the covered "auto", or the exhaustion of the coverage limit. C. Our payment is limited to the lesser of the following amounts: 1. Necessary and actual expenses incurred; or 2. $30 per day with a maximum of $900 in any one period. D. This coverage does not apply: 1. While there are spare or reserve "autos" available to you for your operations; or 2. If coverage is provided by another endorsement attached to this policy. AC 84 44 11 17 © 2017 Liberty Mutual Insurance Page 7 of 10 Includes copyrighted material of Insurance Services Office, Inc., with its permission. E. If a covered "loss" results from the total theft of a covered "auto" of the private passenger type, we will pay under this coverage only that amount of your rental reimbursement expenses which is not already provided for under Paragraph 4. Coverage Extension of SECTION III — PHYSICAL DAMAGE COVERAGE of the Business Auto Coverage Form or Section VI I of this endorsement. XX. NOTICE OF CANCELLATION OR NONRENEWAL A. Paragraph A.2. of the COMMON POLICY CONDITIONS is changed to: 2. We may cancel or non -renew this policy by mailing written notice of cancellation or non -renewal to the Named Insured, and to any name(s) and address(es) shown in the Cancellation and Non -renewal Schedule: a. For reasons of non-payment, the greater of: (1) 10 days; or (2) The number of days specified in any other Cancellation Condition attached to this policy; or b. For reasons other than non-payment, the greater of: (1) 60 days; (2) The number of days shown in the Cancellation and Non -renewal Schedule; or (3) The number of days specified in any other Cancellation Condition attached to this policy; prior to the effective date of the cancellation or non -renewal. B. All other terms of Paragraph A. of the COMMON POLICY CONDITIONS, and any amendments thereto, remain in full force and effect. XXI. LIMITED MEXICO COVERAGE WARNING AUTO ACCIDENTS IN MEXICO ARE SUBJECT TO THE LAWS OF MEXICO ONLY - NOT THE LAWS OF THE UNITED STATES OF AMERICA. THE REPUBLIC OF MEXICO CONSIDERS ANY AUTO ACCIDENT A CRIMINAL OFFENSE AS WELL AS A CIVIL MATTER. IN SOME CASES THE COVERAGE PROVIDED UNDER THIS ENDORSEMENT MAY NOT BE RECOGNIZED BY THE MEXICAN AUTHORITIES AND WE MAY NOT BE ALLOWED TO IMPLEMENT THIS COVERAGE AT ALL IN MEXICO. YOU SHOULD CONSIDER PURCHASING AUTO COVERAGE FROM A LICENSED MEXICAN INSURANCE COMPANY BEFORE DRIVING INTO MEXICO. THIS ENDORSEMENT DOES NOT APPLY TO ACCIDENTS OR LOSSES WHICH OCCUR BEYOND 25 MILES FROM THE BOUNDARY OF THE UNITED STATES OF AMERICA. A. Coverage 1. Paragraph B.7. of SECTION IV - BUSINESS AUTO CONDITIONS is amended by the addition of the following: The coverage territory is extended to include Mexico but only if all of the following criteria are met: a. The "accidents" or "loss" occurs within 25 miles of the United States border; and b. While on a trip into Mexico for 10 days or less. AC 84 44 11 17 © 2017 Liberty Mutual Insurance Page 8 of 10 Includes copyrighted material of Insurance Services Office, Inc., with its permission. 2. For coverage provided by this Section of the endorsement, Paragraph B.5. Other Insurance in SECTION IV - BUSINESS AUTO CONDITIONS is replaced by the following: The insurance provided by this endorsement will be excess over any other collectible insurance. B. Physical Damage Coverage is amended by the addition of the following: If a 'loss" to a covered "auto" occurs in Mexico, we will pay for such "loss" in the United States. If the covered "auto" must be repaired in Mexico in order to be driven, we will not pay more than the actual value, of such "loss" at the nearest United States point where the repairs can be made. C. Additional Exclusions The following additional exclusions are added: This insurance does not apply: 1. If the covered "auto" is not principally garaged and principally used in the United States. 2. To any "insured" who is not a resident of the United States. XXII. WAIVER OF SUBROGATION Paragraph A.5 in SECTION IV - BUSINESS AUTO CONDITIONS does not apply to any person or organization where the Named Insured has agreed, by written contract executed prior to the date of "accident", to waive rights of recovery against such person or organization. AC 84 44 11 17 © 2017 Liberty Mutual Insurance Page 9 of 10 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Schedule Premium Liability Included Physical Damage Included Total Premium Included XVIII. Drive Other Car LIAB MP UM UIM COMP COLL Name of Individual N/A XX. Notice of Cancellation or Nonrenewal Name and Address Number of Days N/A AC 84 44 11 17 © 2017 Liberty Mutual Insurance Page 10 of 10 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Policy Number AS5-Z91-473667-021 Issued by LM Insurance Corporation THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. VIRGINIA AUTO ENHANCEMENT ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM I. Supplementary Payments - Increased Limits II. Personal Property of Others III. Additional Transportation Expense IV. Airbag Coverage V. Physical Damage Deductible - Single Deductible VI. Physical Damage Deductible - Glass VII. Physical Damage Deductible -Vehicle Tracking System Vill. Worldwide Liability Coverage - Hired and Nonowned Autos IX. Virginia Medical Expense Benefits - Increased Limits X. Waiver of Subrogation I. SUPPLEMENTARY PAYMENTS - INCREASED LIMITS Subparagraph A.2.a.(2) and A.2.a.(4) of SECTION II - LIABILITY COVERAGE are replaced by the following: (2) Up to $3,000 for the cost of bail bonds (including bonds for related traffic law violations) required because of an "accident" we cover. We do not have to furnish these bonds. (4) All reasonable expenses incurred by the "insured" at our request, including the actual loss of earnings up to $500 a day because of time off from work. II. PERSONAL PROPERTY OF OTHERS Exclusion 6. in SECTION II - LIABILITY COVERAGE for a covered "auto" is amended by adding the following: This exclusion does not apply to "property damage" involving "personal property" of your "employees" or others while such property is carried by the covered "auto". The Limit of Insurance for this coverage is $5,000 per "accident". Payment under this coverage does not increase the Limit of Insurance. For the purpose of this section of this endorsement, "personal property" is defined as any property that is not used in the individual's trade or business or held for the production or collection of income. III. ADDITIONAL TRANSPORTATION EXPENSE Paragraph A.4. of SECTION III - PHYSICAL DAMAGE COVERAGE is amended as follows: The amount we will pay is increased to $50 per day and to a maximum limit of $1,000. IV. AIRBAG COVERAGE Exclusion B.3.a. in SECTION III - PHYSICAL DAMAGE COVERAGE is amended by adding the following: This exclusion does not apply to the accidental discharge of an airbag. AC 84 45 09 17 © 2017 Liberty Mutual Insurance. Page 1 of 3 Includes copyrighted material of Insurance Services Office, Inc.., with its permission. V. PHYSICAL DAMAGE DEDUCTIBLE - SINGLE DEDUCTIBLE Paragraph D. in SECTION III - PHYSICAL DAMAGE COVERAGE is replaced by the following: D. Deductible For each covered "auto," our obligation to pay for, repair, return or replace damaged or stolen property will be reduced by the applicable deductible shown in the Declarations. Any Comprehensive Coverage deductible shown in the Declarations does not apply to "loss" caused by fire or lightning. When two or more covered "autos" sustain 'loss" in the same collision, the total of all the 'loss" for all the involved covered "autos" will be reduced by a single deductible, which will be the largest of all the deductibles applying to all such covered "autos". However, if you would receive a higher payment if the separate deductible applicable to each covered "auto" were applied, such higher payment will apply. VI. PHYSICAL DAMAGE DEDUCTIBLE - GLASS Paragraph D. in SECTION III - PHYSICAL DAMAGE COVERAGE is amended by adding the following: No deductible applies to 'loss" to glass if you elect to patch or repair it rather than replace it. VII. PHYSICAL DAMAGE DEDUCTIBLE -VEHICLE TRACKING SYSTEM Paragraph D. in SECTION III - PHYSICAL DAMAGE COVERAGE is amended by adding the following: Any Comprehensive Coverage Deductible shown in the Declarations will be reduced by 50% for any 'loss" caused by theft if the vehicle is equipped with a vehicle tracking device such as a radio tracking device or a global positioning device and that device was the method of recovery of the vehicle. VIII. WORLDWIDE LIABILITY COVERAGE - HIRED AND NONOWNED AUTOS Condition B.7. in SECTION IV - BUSINESS AUTO CONDITIONS is amended by adding the following: For "accidents" resulting from the use or operation of covered "autos" you do not own, the coverage territory means all parts of the world subject to the following provisions: a. If claim is made or "suit" is brought against an "insured" outside of the United States of America, its territories and possessions, Puerto Rico and Canada, we shall have the right, but not the duty to investigate, negotiate, and settle or defend such claim or "suit'. If we do not exercise that right, the "insured" shall have the duty to investigate, negotiate, and settle or defend the claim or "suit' and we will reimburse the "insured" for the expenses reasonably incurred in connection with the investigation, settlement or defense. Reimbursement will be paid in the currency of the United States of America at the rate of exchange prevailing on the date of reimbursement. The "insured" shall provide us with such information we shall reasonably request regarding such claim or "suit" and its investigation, negotiation, and settlement or defense. The "insured" shall not agree to any settlement of the claim or "suit' without our consent. We shall not unreasonably withhold consent. b. We are not licensed to write insurance outside of the United States of America, its territories or possessions, Puerto Rico and Canada. We will not furnish certificates of insurance or other evidence of insurance you may need for the purpose of complying with the laws of other countries relating to auto insurance. Failure to comply with the auto insurance laws of other countries may result in fines or penalties. This insurance does not apply to such fines or penalties. AC 84 45 09 17 © 2017 Liberty Mutual Insurance. Page 2 of 3 Includes copyrighted material of Insurance Services Office, Inc.., with its permission. IX. VIRGINIA MEDICAL EXPENSE BENEFITS - INCREASED LIMITS For any covered "loss", the Limit of Insurance for Virginia Medical Expense Benefits will be double the limit shown in the Declarations if the "insured" was wearing a seat belt at the time of the "accident'. This is the maximum amount we will pay for all covered medical expenses, regardless of the number of covered "autos", "insureds", premiums paid, claims made, or vehicles involved in the "accident'. If no limit of insurance for Virginia Medical Expense Benefits is shown on the Declarations, this paragraph Section IX of this endorsement does not apply. X. WAIVER OF SUBROGATION Paragraph A.5. in SECTION IV - BUSINESS AUTO CONDITIONS does not apply to any person or organization where the Named Insured has agreed, by written contract executed prior to the date of "accident", to waive rights of recovery against such person or organization. Schedule Premium: Liability Included Physical Damage Included Total Premium Included AC 84 45 09 17 © 2017 Liberty Mutual Insurance. Page 3 of 3 Includes copyrighted material of Insurance Services Office, Inc.., with its permission. Policy Number AS5-Z91-473667-021 Issued by LM Insurance Corporation THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WASHINGTON AUTO ENHANCEMENT ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM I. Newly Acquired or Formed Organizations II. Employees as Insureds III. Lessor - Additional Insured and Loss Payee IV. Supplementary Payments - Increased Limits V. Fellow Employee Coverage VI. Personal Property of Others VI 1. Additional Transportation Expense and Cost to Recover Stolen Auto VIII. Airbag Coverage IX. Tapes, Records and Discs Coverage X. Physical Damage Deductible - Single Deductible XI. Physical Damage Deductible - Glass XII. Physical Damage Deductible - Vehicle Tracking System XIII. Duties in Event of Accident, Claim, Suit or Loss XIV. Unintentional Failure to Disclose Hazards XV. Worldwide Liability Coverage - Hired and Nonowned Autos XVI. Hired Auto Physical Damage XVII. Auto Medical Payments Coverage Increased Limits XVIII. Drive Other Car Coverage - Broadened Coverage for Designated Individuals XIX. Rental Reimbursement Coverage XX. Notice of Cancellation or Nonrenewal XXI. Loan/Lease Payoff Coverage XXII. Limited Mexico Coverage XXIII. Waiver of Subrogation I. NEWLY ACQUIRED OR FORMED ORGANIZATIONS Throughout this policy, the words "you" and "your" also refer to any organization you newly acquire or form, other than a partnership or joint venture, and over which you maintain ownership of more than 50 percent interest, provided: A. There is no similar insurance available to that organization; B. Unless you notify us to add coverage to your policy, the coverage under this provision is afforded only until: 1. The 90th day after you acquire or form the organization; or 2. The end of the policy period, whichever is earlier; and C. The coverage does not apply to an "accident" which occurred before you acquired or formed the organization. AC 84 94 11 17 © 2017 Liberty Mutual Insurance Page 1 of 10 Includes copyrighted material of Insurance Services Office, Inc., with its permission. II. EMPLOYEES AS INSUREDS Paragraph A.1. Who Is An Insured of SECTION II - COVERED AUTOS LIABILITY COVERAGE is amended to add the following: Your "employee" is an "insured" while using with your permission a covered "auto" you do not own, hire or borrow in your business or your personal affairs. III. LESSOR - ADDITIONAL INSURED AND LOSS PAYEE A. Any "leased auto" will be considered an "auto" you own and not an "auto" you hire or borrow. The coverages provided under this section apply to any 'leased auto" until the expiration date of this policy or until the lessor or his or her agent takes possession of the 'leased auto" whichever occurs first. B. For any "leased auto" that is a covered "auto" under SECTION II - COVERED AUTOS LIABILITY COVERAGE, Paragraph A.1. Who Is An Insured provision is changed to include as an "insured" the lessor of the "leased auto". However, the lessor is an "insured" only for "bodily injury" or "property damage" resulting from the acts or omissions by: 1. You. 2. Any of your "employees" or agents; or 3. Any person, except the lessor or any "employee" or agent of the lessor, operating a 'leased auto" with the permission of any of the above. C. Loss Payee Clause 1. We will pay, as interests may appear, you and the lessor of the "leased auto" for "loss" to the covered "leased auto". 2. The insurance covers the interest of the lessor of the 'leased auto" unless the "loss" results from fraudulent acts or omissions on your part. 3. If we make any payment to the lessor of a 'leased auto", we will obtain his or her rights against any other party. D. Cancellation 1. If we cancel the policy, we will mail notice to the lessor in accordance with the Cancellation Common Policy Condition. 2. If you cancel the policy, we will mail notice to the lessor. 3. Cancellation ends this agreement. E. The lessor is not liable for payment of your premiums. F. For purposes of this endorsement, the following definitions apply: "Leased auto" means an "auto" which you lease for a period of six months or longer for use in your business, including any "temporary substitute" of such 'leased auto". "Temporary substitute" means an "auto" that is furnished as a substitute for a covered "auto" when the covered "auto" is out of service because of its breakdown, repair, servicing, "loss" or destruction. AC 84 94 11 17 © 2017 Liberty Mutual Insurance Page 2 of 10 Includes copyrighted material of Insurance Services Office, Inc., with its permission. IV. SUPPLEMENTARY PAYMENTS - INCREASED LIMITS Subparagraphs A.2.a.(2) and A.2.a.(4) of SECTION II - COVERED AUTOS LIABILITY COVERAGE are deleted and replaced by the following: (2) Up to $3,000 for cost of bail bonds (including bonds for related traffic law violations) required because of an "accident" we cover. We do not have to furnish these bonds. (4) All reasonable expenses incurred by the "insured" at our request, including actual loss of earnings up to $500 a day because of time off from work. V. FELLOW EMPLOYEE COVERAGE A. Exclusion B.5. of SECTION II - COVERED AUTOS LIABILITY COVERAGE does not apply. B. For the purpose of Fellow Employee Coverage only, Paragraph B.5. of SECTION IV - BUSINESS AUTO CONDITIONS is changed as follows: This Fellow Employee Coverage is excess over any other collectible insurance. VI. PERSONAL PROPERTY OF OTHERS Exclusion 6. in SECTION II - COVERED AUTOS LIABILITY COVERAGE for a covered "auto" is amended to add the following: This exclusion does not apply to "property damage" or "covered pollution cost or expense" involving "personal property" of your "employees" or others while such property is carried by the covered "auto". The Limit of Insurance for this coverage is $5,000 per "accident". Payment under this coverage does not increase the Limit of Insurance. For the purpose of this section of this endorsement, "personal property" is defined as any property that is not used in the individual's trade or business or held for the production or collection of income. VII. ADDITIONAL TRANSPORTATION EXPENSE AND COST TO RECOVER STOLEN AUTO A. Paragraph AA.a. of SECTION III - PHYSICAL DAMAGE COVERAGE is amended as follows: The amount we will pay is increased to $50 per day and to a maximum limit of $1,000. B. Paragraph AA.a. of SECTION III - PHYSICAL DAMAGE COVERAGE is amended to add the following: If your business is shown in the Declarations as something other than an auto dealership, we will also pay up to $1,000 for reasonable and necessary costs incurred by you to return a stolen covered "auto" from the place where it is recovered to its usual garaging location. VIII. AIRBAG COVERAGE Exclusion B.3.a. in SECTION III - PHYSICAL DAMAGE COVERAGE is amended to add the following: This exclusion does not apply to the accidental discharge of an airbag. IX. TAPES, RECORDS AND DISCS COVERAGE Exclusion B.4.a. of SECTION III - PHYSICAL DAMAGE COVERAGE is deleted and replaced by the following: a. Tapes, records, discs or other similar audio, visual or data electronic devices designed for use with audio, visual or data electronic equipment except when the tapes, records, discs or other similar audio, visual or data electronic devices: AC 84 94 11 17 © 2017 Liberty Mutual Insurance Page 3 of 10 Includes copyrighted material of Insurance Services Office, Inc., with its permission. (1) Are your property or that of a family member; and (2) Are in a covered "auto" at the time of "loss". The most we will pay for "loss" is $200. No Physical Damage Coverage deductible applies to this coverage. X. PHYSICAL DAMAGE DEDUCTIBLE - SINGLE DEDUCTIBLE Paragraph D. in SECTION III - PHYSICAL DAMAGE COVERAGE is deleted and replaced by the following: D. Deductible For each covered "auto", our obligation to pay for, repair, return or replace damaged or stolen property will be reduced by the applicable deductible shown in the Declarations. Any Comprehensive Coverage deductible shown in the Declarations does not apply to "loss" caused by fire or lightning. When two or more covered "autos" sustain "loss" in the same collision, the total of all the "loss" for all the involved covered "autos" will be reduced by a single deductible, which will be the largest of all the deductibles applying to all such covered "autos". XI. PHYSICAL DAMAGE DEDUCTIBLE — GLASS Paragraph D. in SECTION III - PHYSICAL DAMAGE COVERAGE is amended to add the following: No deductible applies to "loss" to glass if you elect to patch or repair it rather than replace it. XII. PHYSICAL DAMAGE DEDUCTIBLE -VEHICLE TRACKING SYSTEM Paragraph D. in SECTION III - PHYSICAL DAMAGE COVERAGE is amended to add: Any Comprehensive Coverage Deductible shown in the Declarations will be reduced by 50% for any "loss" caused by theft if the vehicle is equipped with a vehicle tracking device such as a radio tracking device or a global positioning device and that device was the method of recovery of the vehicle. XIII. DUTIES IN EVENT OF ACCIDENT, CLAIM, SUIT OR LOSS Subparagraphs A.2.a. and A.2.b. of SECTION IV- BUSINESS AUTO CONDITIONS are changed to: a. In the event of "accident", claim, "suit" or "loss", your insurance manager or any other person you designate must notify us as soon as reasonably possible of such "accident", claim, "suit" or "loss". Such notice must include: (1) How, when and where the "accident" or "loss" occurred; (2) The "insured's" name and address; and (3) To the extent possible, the names and addresses of any injured persons and witnesses. Knowledge of an "accident", claim, "suit" or "loss" by your agent, servant or "employee" shall not be considered knowledge by you unless you, your insurance manager or any other person you designate has received notice of the "accident", claim, "suit" or "loss" from your agent, servant or "employee". b. Additionally, you and any other involved "insured" must: (1) Assume no obligation, make no payment or incur no expense without our consent, except at the "insured's" own cost. AC 84 94 11 17 © 2017 Liberty Mutual Insurance Page 4 of 10 Includes copyrighted material of Insurance Services Office, Inc., with its permission. (2) Immediately send us copies of any request, demand, order, notice, summons or legal paper received concerning the claim or "suit". (3) Cooperate with us in the investigation or settlement of the claim or defense against the "suit". (4) Authorize us to obtain medical records or other pertinent information. (5) Submit to examination, at our expense, by physicians of our choice, as often as we reasonably require. XIV. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS Paragraph B.2. in SECTION IV - BUSINESS AUTO CONDITIONS is amended to add the following: Any unintentional failure to disclose all exposures or hazards existing as of the effective date of the Business Auto Coverage Form or at any time during the policy period will not invalidate or adversely affect the coverage for such exposure or hazard. However, you must report the undisclosed exposure or hazard to us as soon as reasonably possible after its discovery. XV. WORLDWIDE LIABILITY COVERAGE - HIRED AND NONOWNED AUTOS Condition B.7. in SECTION IV - BUSINESS AUTO CONDITIONS is amended to add the following: For "accidents" resulting from the use or operation of covered "autos" you do not own, the coverage territory means all parts of the world subject to the following provisions: a. If claim is made or "suit" is brought against an "insured" outside of the United States of America, its territories and possessions, Puerto Rico and Canada, we shall have the right, but not the duty to investigate, negotiate, and settle or defend such claim or "suit". If we do not exercise that right, the "insured" shall have the duty to investigate, negotiate, and settle or defend the claim or "suit" and we will reimburse the "insured" for the expenses reasonably incurred in connection with the investigation, settlement or defense. Reimbursement will be paid in the currency of the United States of America at the rate of exchange prevailing on the date of reimbursement. The "insured" shall provide us with such information we shall reasonably request regarding such claim or "suit" and its investigation, negotiation, and settlement or defense. The "insured" shall not agree to any settlement of the claim or "suit' without our consent. We shall not unreasonably withhold consent. b. We are not licensed to write insurance outside of the United States of America, its territories or possessions, Puerto Rico and Canada. We will not furnish certificates of insurance or other evidence of insurance you may need for the purpose of complying with the laws of other countries relating to auto insurance. Failure to comply with the auto insurance laws of other countries may result in fines or penalties. This insurance does not apply to such fines or penalties. XVI. HIRED AUTO PHYSICAL DAMAGE If no deductibles are shown in the Declarations for Physical Damage Coverage for Hired or Borrowed Autos, the following will apply: A. We will pay for 'loss" under Comprehensive and Collision coverages to a covered "auto" of the private passenger type hired without an operator for use in your business AC 84 94 11 17 © 2017 Liberty Mutual Insurance Page 5 of 10 Includes copyrighted material of Insurance Services Office, Inc., with its permission. 1. The most we will pay for coverage afforded by this endorsement is the lesser of: a. The actual cost to repair or replace such covered "auto" with other property of like kind and quality; or b. The actual cash value of such covered "auto" at the time of the "loss". 2. An adjustment for depreciation and physical condition will be made in determining actual cash value in the event of a total 'loss". 3. We may deduct for betterment for parts normally subject to repair and replacement during the useful life of the "auto". In this event, deductions shall be limited to the lesser of: a. An amount equal to the proportion that the expired life of the part to be repaired or replaced bears to the normal useful life of that part; or b. The amount which the resale value of the "auto" is increased from the repair or replacement. B. For each covered "auto", our obligation to pay for, repair, return or replace the covered "auto" will be reduced by any deductible shown in the Declarations that applies to private passenger "autos" that you own. If no applicable deductible is shown in the Declarations, the deductible will be $250. If the Declarations show other deductibles for Physical Damage Coverages for Hired or Borrowed Autos, this Section XVI of this endorsement does not apply. C. Paragraph AA.b. of SECTION III - PHYSICAL DAMAGE COVERAGE is replaced by the following: b. Loss of Use Expenses For Hired Auto Physical Damage provided by this endorsement, we will pay expenses for which an "insured" becomes legally responsible to pay for loss of use of a private passenger vehicle rented or hired without a driver, under a written rental contract or agreement. We will pay for loss of use expenses caused by: (1) Other than collision only if the Declarations indicate that Comprehensive Coverage is provided for any covered "auto"; (2) Specified Causes of Loss only if the Declarations indicate that Specified Causes of Loss Coverage is provided for any covered "auto"; or (3) Collision only if the Declarations indicate that Collision Coverage is provided for any covered "auto". However, the most we will pay under this coverage is $30 per day, subject to a maximum of $900 XVII. AUTO MEDICAL PAYMENTS COVERAGE - INCREASED LIMITS For any covered "loss", the Limit of Insurance for Auto Medical Payments will be double the limit shown in the Declarations if the "insured" was wearing a seat belt at the time of the "accident'. This is the maximum amount we will pay for all covered medical expenses, regardless of the number of covered "autos", "insureds", premiums paid, claims made, or vehicles involved in the "accident'. If no limit of insurance for Auto Medical Payments is shown on the Declarations, this paragraph Section XVII of this endorsement does not apply. XVIII. DRIVE OTHER CAR COVERAGE - BROADENED COVERAGE FOR DESIGNATED INDIVIDUALS A. This endorsement amends only those coverages indicated with an "X" in the Drive Other Car section of the Schedule to this endorsement. AC 84 94 11 17 © 2017 Liberty Mutual Insurance Page 6 of 10 Includes copyrighted material of Insurance Services Office, Inc., with its permission. B. SECTION II - COVERED AUTOS LIABILITY COVERAGE is amended as follows: 1. Any "auto" you don't own, hire or borrow is a covered "auto" for Liability Coverage while being used by any individual named in the Drive Other Car section of the Schedule to this endorsement or by his or her spouse while a resident of the same household except: a. Any "auto" owned by that individual or by any member of his or her household; or b. Any "auto" used by that individual or his or her spouse while working in a business of selling, servicing, repairing or parking "autos". 2. The following is added to Who Is An Insured: Any individual named in the Drive Other Car section of the Schedule to this endorsement and his or her spouse, while a resident of the same household, are "insureds" while using any covered "auto" described in Paragraph B.1. of this endorsement. C. Auto Medical Payments, Uninsured Motorist, and Underinsured Motorist Coverages are amended as follows: The following is added to Who Is An Insured: Any individual named in the Drive Other Car section of the Schedule to this endorsement and his or her "family members" are "insured" while "occupying" or while a pedestrian when struck by any "auto" you don't own except: Any "auto" owned by that individual or by any "family member". D. SECTION III - PHYSICAL DAMAGE COVERAGE is changed as follows: Any private passenger type "auto" you don't own, hire or borrow is a covered "auto" while in the care, custody or control of any individual named in the Drive Other Car section of the Schedule to this endorsement or his or her spouse while a resident of the same household except: 1. Any "auto" owned by that individual or by any member of his or her household; or 2. Any "auto" used by that individual or his or her spouse while working in a business of selling, servicing, repairing or parking "autos". E. For purposes of this endorsement, SECTION V - DEFINITIONS is amended to add the following: "Family member" means a person related to the individual named in the Drive Other Car section of the Schedule to this endorsement by blood, marriage or adoption who is a resident of the individual's household, including a ward or foster child. XIX. RENTAL REIMBURSEMENT COVERAGE A. For any owned covered "auto" for which Collision and Comprehensive Coverages are provided, we will pay for rental reimbursement expenses incurred by you for the rental of an "auto" because of a covered physical damage "loss" to an owned covered "auto". Such payment applies in addition to the otherwise applicable amount of physical damage coverage you have on a covered "auto". No deductibles apply to this coverage. B. We will pay only for those expenses incurred during the policy period beginning 24 hours after the "loss" and ending with the earlier of the return or repair of the covered "auto", or the exhaustion of the coverage limit. C. Our payment is limited to the lesser of the following amounts: 1. Necessary and actual expenses incurred; or AC 84 94 11 17 © 2017 Liberty Mutual Insurance Page 7 of 10 Includes copyrighted material of Insurance Services Office, Inc., with its permission. 2. $30 per day with a maximum of $900 in anyone period. D. This coverage does not apply: 1. While there are spare or reserve "autos" available to you for your operations; or 2. If coverage is provided by another endorsement attached to this policy. E. If a covered 'loss" results from the total theft of a covered "auto" of the private passenger type, we will pay under this coverage only that amount of your rental reimbursement expenses which is not already provided for under Paragraph A.4. Coverage Extensions of SECTION III — PHYSICAL DAMAGE COVERAGE of the Business Auto Coverage Form or Section VI I of this endorsement. XX. NOTICE OF CANCELLATION OR NONRENEWAL A. Paragraph A.2. of the COMMON POLICY CONDITIONS is changed to: 2. We may cancel or non -renew this policy by mailing written notice of cancellation or non -renewal to the Named Insured, and to any name(s) and address(es) shown in the Cancellation and Non -renewal Schedule: a. For reasons of non-payment, the greater of: (1) 10 days; or (2) The number of days specified in any other Cancellation Condition attached to this policy; or b. For reasons other than non-payment, the greater of: (1) 60 days; (2) The number of days shown in the Cancellation and Non -renewal Schedule; or (3) The number of days specified in any other Cancellation Condition attached to this policy, prior to the effective date of the cancellation or non -renewal. B. All other terms of Paragraph A. of the COMMON POLICY CONDITIONS, and any amendments thereto, remain in full force and effect. XXI. LOAN/LEASE PAYOFF COVERAGE The following is added to Paragraph C. Limits Of Insurance of SECTION III - PHYSICAL DAMAGE COVERAGE: In the event of a total "loss" to a covered "auto" of the private passenger type shown in the schedule or declarations for which Collision and Comprehensive Coverage apply, we will pay any unpaid amount due on the lease or loan for that covered "auto", less: 1. The amount paid under the PHYSICAL DAMAGE COVERAGE SECTION of the policy; and 2. Any: a. Overdue lease/loan payments at the time of the "loss"; b. Financial penalties imposed under a lease for excessive use, abnormal wear and tear or high mileage; c. Security deposits not returned by the lessor; AC 84 94 11 17 © 2017 Liberty Mutual Insurance Page 8 of 10 Includes copyrighted material of Insurance Services Office, Inc., with its permission. d. Costs for extended warranties, Credit Life Insurance, Health, Accident or Disability Insurance purchased with the loan or lease; and e. Carry-over balances from previous loans or leases. This coverage is limited to a maximum of $1,500 for each covered "auto". XXII.LIMITED MEXICO COVERAGE WARNING AUTO ACCIDENTS IN MEXICO ARE SUBJECT TO THE LAWS OF MEXICO ONLY - NOT THE LAWS OF THE UNITED STATES OF AMERICA. THE REPUBLIC OF MEXICO CONSIDERS ANY AUTO ACCIDENT A CRIMINAL OFFENSE AS WELL AS A CIVIL MATTER. IN SOME CASES THE COVERAGE PROVIDED UNDER THIS ENDORSEMENT MAY NOT BE RECOGNIZED BY THE MEXICAN AUTHORITIES AND WE MAY NOT BE ALLOWED TO IMPLEMENT THIS COVERAGE AT ALL IN MEXICO. YOU SHOULD CONSIDER PURCHASING AUTO COVERAGE FROM A LICENSED MEXICAN INSURANCE COMPANY BEFORE DRIVING INTO MEXICO. THIS ENDORSEMENT DOES NOT APPLY TO ACCIDENTS OR LOSSES WHICH OCCUR BEYOND 25 MILES FROM THE BOUNDARY OF THE UNITED STATES OF AMERICA. A. Coverage 1. Paragraph B.7. of SECTION IV - BUSINESS AUTO CONDITIONS is amended by the addition of the following: The coverage territory is extended to include Mexico but only if all of the following criteria are met: a. The "accidents" or "loss" occurs within 25 miles of the United States border; and b. While on a trip into Mexico for 10 days or less. 2. For coverage provided by this section of the endorsement, Paragraph B.5. Other Insurance in SECTION IV - BUSINESS AUTO CONDITIONS is replaced by the following: The insurance provided by this endorsement will be excess over any other collectible insurance. B. Physical Damage Coverage is amended by the addition of the following: If a 'loss" to a covered "auto" occurs in Mexico, we will pay for such 'loss" in the United States. If the covered "auto" must be repaired in Mexico in order to be driven, we will not pay more than the actual cash value of such 'loss" at the nearest United States point where the repairs can be made. C. Additional Exclusions The following additional exclusions are added: This insurance does not apply: 1. If the covered "auto" is not principally garaged and principally used in the United States. 2. To any "insured" who is not a resident of the United States. XXIII. WAIVER OF SUBROGATION Paragraph A.5. in SECTION IV - BUSINESS AUTO CONDITIONS does not apply to any person or organization where the Named Insured has agreed, by written contract executed prior to the date of "accident", to waive rights of recovery against such person or organization. AC 84 94 11 17 © 2017 Liberty Mutual Insurance Page 9 of 10 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Premium Liability Included Physical Damage Included Total Premium Included XVII. Drive Other Car Name of Individual N/A XX. Notice of Cancellation or Nonrenewal Name and Address N/A LIAB Schedule MP UM UIM COMP COLL Number of Days AC 84 94 11 17 © 2017 Liberty Mutual Insurance Page 10 of 10 Includes copyrighted material of Insurance Services Office, Inc., with its permission.