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HomeMy WebLinkAboutCAG2022-122 - Original - GeoEngineers, Inc. - Mullen Slough Bridge - 04/05/2022Nancy Yoshitake for Melissa Dahl Public Works 04/05/2022 04/08/2022 N/A 11115530.7488 N/A GeoEngineers, Inc.Contract Other Mullen Slough Bridge Observe site conditions and provide preliminary soil parameters in support of a structural evaluation. Other 12/31/2022 $4,481 Original CAG2022-122 4/6/22 CONSULTANT SERVICES AGREEMENT - 1 ($20,000 or Less) CONSULTANT SERVICES AGREEMENT between the City of Kent and GeoEngineers, Inc. THIS AGREEMENT is made between the City of Kent, a Washington municipal corporation (hereinafter the "City"), and GeoEngineers, Inc. organized under the laws of the State of Washington, located and doing business at 1101 S. Fawcett Avenue, Suite 200, Tacoma, WA 98402, Phone: (253) 383- 4940, Contact: Lyle Stone (hereinafter the "Consultant"). I. DESCRIPTION OF WORK. The Consultant shall perform the following services for the City in accordance with the following described plans and/or specifications: The Consultant shall observe site conditions at the Mullen Slough Bridge on Frager Road and provide preliminary soil parameters in support of a structural evaluation. For a description, see the Consultant's Scope of Work which is attached as Exhibit A and incorporated by this reference. The Consultant further represents that the services furnished under this Agreement will be performed in accordance with generally accepted professional practices within the Puget Sound region in effect at the time those services are performed. II. TIME OF COMPLETION. The parties agree that work will begin on the tasks described in Section I above immediately upon the effective date of this Agreement. The Consultant shall complete the work described in Section I by December 31, 2022. III. COMPENSATION. A. The City shall pay the Consultant, based on time and materials, an amount not to exceed Four Thousand, Four Hundred Eighty One Dollars ($4,481), for the services described in this Agreement. This is the maximum amount to be paid under this Agreement for the work described in Section I above, and shall not be exceeded without the prior written authorization of the City in the form of a negotiated and executed amendment to this agreement. The Consultant agrees that the hourly or flat rate charged by it for its services contracted for herein shall remain locked at the negotiated rate(s) for a period of one (1) year from the effective date of this Agreement. The Consultant's billing rates shall be as delineated in Exhibit B. B. The Consultant shall submit monthly payment invoices to the City for work performed, and a final bill upon completion of all services described in this Agreement. The City shall provide payment within forty-five (45) days of receipt of an invoice. If the City objects to all or any portion of an invoice, it shall notify the Consultant and reserves the option to only pay that portion of the invoice not in dispute. In that event, the parties will immediately make every effort to settle the disputed portion. C. Card Payment Program. The Consultant 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 Consultant. If CONSULTANT SERVICES AGREEMENT - 2 ($20,000 or Less) the Consultant voluntarily participates in this Program, the Consultant will be solely responsible for any fees imposed by financial institutions or credit card companies. The Consultant shall not charge those fees back to the City. 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 Consultant has the ability to control and direct the performance and details of its work, the City being interested only in the results obtained under this Agreement. B. The Consultant maintains and pays for its own place of business from which the Consultant’s services under this Agreement will be performed. C. The Consultant has an established and independent business that is eligible for a business deduction for federal income tax purposes that existed before the City retained the Consultant’s services, or the Consultant is engaged in an independently established trade, occupation, profession, or business of the same nature as that involved under this Agreement. D. The Consultant is responsible for filing as they become due all necessary tax documents with appropriate federal and state agencies, including the Internal Revenue Service and the state Department of Revenue. E. The Consultant has registered its business and established an account with the state Department of Revenue and other state agencies as may be required by the Consultant’s business, and has obtained a Unified Business Identifier (UBI) number from the State of Washington. F. The Consultant maintains a set of books dedicated to the expenses and earnings of its business. V. TERMINATION. Either party may terminate this Agreement, with or without cause, upon providing the other party thirty (30) days written notice at its address set forth on the signature block of this Agreement. After termination, the City may take possession of all records and data within the Consultant’s possession pertaining to this project, which may be used by the City without restriction. If the City’s use of the Consultant’s records or data is not related to this project, it shall be without liability or legal exposure to the Consultant. VI. 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. 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. CONSULTANT SERVICES AGREEMENT - 3 ($20,000 or Less) Notwithstanding other provisions of this section, the Consultant 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 Consultant due to a force majeure event. 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 Consultant 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 Consultant to fulfill its obligations under this Agreement. Except as expressly contemplated by this section, all other costs will be borne by the Consultant. VII. DISCRIMINATION. In the hiring of employees for the performance of work under this Agreement or any subcontract, the Consultant, its subcontractors, or any person acting on behalf of the Consultant or subcontractor shall not, by reason of race, religion, color, sex, age, sexual orientation, national origin, or the presence of any sensory, mental, or physical disability, discriminate against any person who is qualified and available to perform the work to which the employment relates. The Consultant shall execute the attached City of Kent Equal Employment Opportunity Policy Declaration, Comply with City Administrative Policy 1.2, and upon completion of the contract work, file the attached Compliance Statement. VIII. INDEMNIFICATION. The Consultant shall defend, indemnify and hold the City, its officers, officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with the Consultant's performance of this Agreement, except for that portion of the injuries and damages caused by the City's negligence. The City's inspection or acceptance of any of the Consultant's work when completed shall not be grounds to avoid any of these covenants of indemnification. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Consultant and the City, its officers, officials, employees, agents and volunteers, the Consultant's duty to defend, indemnify, and hold the City harmless, and the Consultant’s liability accruing from that obligation shall be only to the extent of the Consultant's negligence. IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE CONSULTANT'S WAIVER OF IMMUNITY UNDER INDUSTRIAL 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 Consultant 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 Consultant’s part, then the Consultant shall pay all the City’s costs for defense, including all reasonable expert witness fees and reasonable attorneys’ fees, plus the City’s legal costs and fees incurred because there was a wrongful refusal on the Consultant’s part. The provisions of this section shall survive the expiration or termination of this Agreement. IX. INSURANCE. The Consultant shall procure and maintain for the duration of the Agreement, insurance of the types and in the amounts described in Exhibit C attached and incorporated by this reference. CONSULTANT SERVICES AGREEMENT - 4 ($20,000 or Less) X. EXCHANGE OF INFORMATION. The City will provide its best efforts to provide reasonable accuracy of any information supplied by it to the Consultant for the purpose of completion of the work under this Agreement. XI. OWNERSHIP AND USE OF RECORDS AND DOCUMENTS. Original documents, drawings, designs, reports, or any other records developed or created under this Agreement shall belong to and become the property of the City. All records submitted by the City to the Consultant will be safeguarded by the Consultant. The Consultant shall make such data, documents, and files available to the City upon the City’s request. The Consultant acknowledges that the City is a public agency subject to the Public Records Act codified in Chapter 42.56 of the Revised Code of Washington. As such, the Consultant agrees to cooperate fully with the City in satisfying the City’s duties and obligations under the Public Records Act. The City’s use or reuse of any of the documents, data, and files created by the Consultant for this project by anyone other than the Consultant on any other project shall be without liability or legal exposure to the Consultant. XII. CITY'S RIGHT OF INSPECTION. Even though the Consultant is an independent contractor with the authority to control and direct the performance and details of the work authorized under this Agreement, the work must meet the approval of the City and shall be subject to the City's general right of inspection to secure satisfactory completion. XIII. WORK PERFORMED AT CONSULTANT'S RISK. The Consultant shall take all necessary precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the performance of the contract work and shall utilize all protection necessary for that purpose. All work shall be done at the Consultant's own risk, and the Consultant shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. XIV. 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 VIII 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. CONSULTANT SERVICES AGREEMENT - 5 ($20,000 or Less) 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 Consultant. G. Entire Agreement. The written provisions and terms of this Agreement, together with any Exhibits attached hereto, shall supersede all prior verbal statements of any officer or other representative of the City, and such statements shall not be effective or be construed as entering into or forming a part of or altering in any manner this Agreement. All of the above documents are hereby made a part of this Agreement. However, should any language in any of the Exhibits to this Agreement conflict with any language contained in this Agreement, the terms of this Agreement shall prevail. H. Compliance with Laws. The Consultant agrees to comply with all federal, state, and municipal laws, rules, and regulations that are now effective or in the future become applicable to the Consultant's business, equipment, and personnel engaged in operations covered by this Agreement or accruing out of the performance of those operations. I. Public Records Act. The Consultant acknowledges that the City is a public agency subject to the Public Records Act codified in Chapter 42.56 of the Revised Code of Washington and documents, notes, emails, and other records prepared or gathered by the Consultant in its performance of this Agreement may be subject to public review and disclosure, even if those records are not produced to or possessed by the City of Kent. As such, the Consultant agrees to cooperate fully with the City in satisfying the City’s duties and obligations under the Public Records Act. J. City Business License Required. Prior to commencing the tasks described in Section I, Contractor agrees to provide proof of a current city of Kent business license pursuant to Chapter 5.01 of the Kent City Code. K. Counterparts and Signatures by Fax or Email. This Agreement may be executed in any number of counterparts, each of which shall constitute an original, and all of which will together constitute this one Agreement. Further, upon executing this Agreement, either party may deliver the signature page to the other by fax or email and that signature shall have the same force and effect as if the Agreement bearing the original signature was received in person. IN WITNESS, the parties below execute this Agreement, which shall become effective on the last date entered below. All acts consistent with the authority of this Agreement and prior to its effective date are ratified and affirmed, and the terms of the Agreement shall be deemed to have applied. CONSULTANT: By: Print Name: Lyle J. Stone Its: Associate DATE: April 4, 2022 CITY OF KENT: By: Print Name: Carla Maloney, P.E. Its: gesign Engineering Manager DATE: L2W�-- NOTICES TO BE SENT TO: NOTICES TO BE SENT TO: CONSULTANT: CITY OF KENT: Lyle Stone Chad Bieren, P.E. GeoEngineers, Inc. City of Kent 1101 S. Fawcett Avenue, Suite 200 220 Fourth Avenue South Tacoma, WA 98402 Kent, WA 98032 (253) 383-4940 (telephone) (253) 856-5500 (telephone) (253) 383-4923 (facsimile) 253 856-6500 facsimile ATTEST: k�;u 6mk Kent City Clerk GeoEngineers - Mulen Slough Bridge/Dahl CONSULTANT SERVICES AGREEMENT - 6 ($20, 000 or Less) DECLARATION CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY POLICY The City of Kent is committed to conform to Federal and State laws regarding equal opportunity. As such all contractors, subcontractors and suppliers who perform work with relation to this Agreement shall comply with the regulations of the City's equal employment opportunity policies. The following questions specifically identify the requirements the City deems necessary for any contractor, subcontractor or supplier on this specific Agreement to adhere to. An affirmative response is required on all of the following questions for this Agreement to be valid and binding. If any contractor, subcontractor or supplier willfully misrepresents themselves with regard to the directives outlines, it will be considered a breach of contract and it will be at the City's sole determination regarding suspension or termination for all or part of the Agreement; The questions are as follows: 1. I have read the attached City of Kent administrative policy number 1.2. 2. During the time of this Agreement I will not discriminate in employment on the basis of sex, race, color, national origin, age, or the presence of all sensory, mental or physical disability. 3. During the time of this Agreement the prime contractor will provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 4. During the time of the Agreement I, the prime contractor, will actively consider hiring and promotion of women and minorities. 5. Before acceptance of this Agreement, an adherence statement will be signed by me, the Prime Contractor, that the Prime Contractor complied with the requirements as set forth above. By signing below, I agree to fulfill the five requirements referenced above. By: For: GeoEngineers, Inc. Title: Associate Date: April 4, 2022 EEO COMPLIANCE DOCUMENTS - 1 EEO COMPLIANCE DOCUMENTS - 2 CITY OF KENT ADMINISTRATIVE POLICY NUMBER: 1.2 EFFECTIVE DATE: January 1, 1998 SUBJECT: MINORITY AND WOMEN SUPERSEDES: April 1, 1996 CONTRACTORS APPROVED BY Jim White, Mayor POLICY: Equal employment opportunity requirements for the City of Kent will conform to federal and state laws. All contractors, subcontractors, consultants and suppliers of the City must guarantee equal employment opportunity within their organization and, if holding Agreements with the City amounting to $10,000 or more within any given year, must take the following affirmative steps: 1. Provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 2. Actively consider for promotion and advancement available minorities and women. Any contractor, subcontractor, consultant or supplier who willfully disregards the City’s nondiscrimination and equal opportunity requirements shall be considered in breach of contract and subject to suspension or termination for all or part of the Agreement. Contract Compliance Officers will be appointed by the Directors of Planning, Parks, and Public Works Departments to assume the following duties for their respective departments. 1. Ensuring that contractors, subcontractors, consultants, and suppliers subject to these regulations are familiar with the regulations and the City’s equal employment opportunity policy. 2. Monitoring to assure adherence to federal, state and local laws, policies and guidelines. EEO COMPLIANCE DOCUMENTS - 3 CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY COMPLIANCE STATEMENT This form shall be filled out AFTER COMPLETION of this project by the Contractor awarded the Agreement. I, the undersigned, a duly represented agent of Company, hereby acknowledge and declare that the before-mentioned company was the prime contractor for the Agreement known as that was entered into on the (date) between the firm I represent and the City of Kent. I declare that I complied fully with all of the requirements and obligations as outlined in the City of Kent Administrative Policy 1.2 and the Declaration City of Kent Equal Employment Opportunity Policy that was part of the before-mentioned Agreement. By: ___________________________________________ For: __________________________________________ Title: _________________________________________ Date: _________________________________________ EXHIBIT A SCOPE OF SERVICES GEOENGINEERS, INC. FRAGER ROAD/MULLEN SLOUGH BRIDGE KENT, WASHINGTON FILE NO. 0410-201-00 SCOPE OF SERVICES The purpose of our services is to observe site conditions at the Mullen Slough Bridge on Frager Road and provide preliminary soil parameters in support of a structural evaluation. We understand that unauthorized grading below the bridge has placed fill and debris against the timber piles. There is concern that this increased lateral loading and other damage to the piles is reducing the overall strength of the bridge. Task 400 - Mullen Slough Bridge Evaluation 1. Perform a reconnaissance at the site. This was performed on Friday, March 25th to coincide with the project structural engineer's reconnaissance. 2. Provide design lateral soil pressures for pile evaluation. We will estimate lateral pressures applied to the piles from unauthorized grading and debris that was placed on the riverbank slope. 3. Review analysis prepared by the project structural engineer. 4. Discuss results with the project team. We will provide preliminary results in the form of electronic mail communications or meetings. No formal deliverables are proposed at this point of the project. Our scope and budget does not include design support for replacement bridge design or extensive bridge modifications. We will provide a scope and budget for these services upon request. DC:US:Ieh Attachment: Exhibit B-1. Fee Estimate Disclaimer: Any electronic form, facsimile or hard copy of the original document (email, text, table, and/or figure), if provided, and any attachments are only a copy of the original document. The original document is stored by GeoEngineers, Inc. and will serve as the official document of record. Gi d m LO m C° m � N O "a _ ul c�-I m F W Y N cc H i y G R C c-I rl v1 > O O y M W = R rl O LO 00 N M C) _ 2 w " J R C � �r� O m N y N O W cm cm _ m Q 0 0 LL _o N i � = O c N � a 3— (n N p O U U a U) y N O + N U D F F U) J O Q 1O G.7 ei 0 O C Z N LL w W Z 0 z LU D U 0 N N O N O Cl) U R ems+ R E U d LL m m t x W EXHIBIT C INSURANCE REQUIREMENTS FORCONSULTANT SERVICES AGREEMENTS Insurance The Consultant shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Consultant, their agents, representatives, employees or subcontractors. A. Minimum Scope of Insurance Consultant shall obtain insurance of the types described below: 1. Automobile Liability insurance covering all owned, non-owned, hired and leased vehicles. Coverage shall be written on Insurance Services Office (ISO) form CA 00 01 or a substitute form providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. 2. Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent contractors, products-completed operations, personal injury and advertising injury, and liability assumed under an insured contract. The 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 Consultant’s Commercial General Liability insurance policy with respect to the work performed for the City using ISO additional insured endorsement CG 20 10 11 85 or a substitute endorsement providing equivalent coverage. 3. Workers’ Compensation coverage as required by the Industrial Insurance laws of the State of Washington. 4. Professional Liability insurance appropriate to the Consultant’s profession. B. Minimum Amounts of Insurance Consultant shall maintain the following insurance limits: 1. Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $1,000,000 per accident. 2. Commercial General Liability insurance shall be written with limits no less than $3,000,000 each occurrence, $3,000,000 general aggregate. EXHIBIT C (Continued) 3. Professional Liability insurance shall be written with limits no less than $3,000,000 per claim and $3,000,000 policy aggregate limit. C. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Automobile Liability and Commercial General Liability insurance: 1. The Consultant’s insurance coverage shall be primary insurance as respect the City. Any Insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Consultant’s insurance and shall not contribute with it. 2. The Consultant’s insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. 3. The City of Kent shall be named as an additional insured on all policies (except Professional Liability) as respects work performed by or on behalf of the Consultant and a copy of the endorsement naming the City as additional insured shall be attached to the Certificate of Insurance. The City reserves the right to receive a certified copy of all required insurance policies. The Consultant’s Commercial General Liability insurance shall also contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer’s liability. D. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than A:VII. E. Verification of Coverage Consultant shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the Consultant before commencement of the work. F. Subcontractors Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the same insurance requirements as stated herein for the Consultant. Client#: 326119 GEOENINC2 ACORDTM CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) 1 6/23/2021 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer any rights to the certificate holder in lieu of such endorsement(s). PRODUCER USI Insurance Services NW CL 601 Union Street, Suite 1000 Seattle, WA 98101 CONTACT NAME: please See Below: PHONE 206 441-6300 FAX A/C No Ext : A/C No): 610-362-8530 a DRESS, Seattle.PLCertRequest@usi.com INSURER(S) AFFORDING COVERAGE NAIC # INSURER A: Hartford Fire Insurance Company 19682 INSURED INSURER B: Hartford Casualty Insurance Company 29424 GeoEngineers, Inc. INSURER c :Hartford - WC Multiple Issuing Cos 00914 17425 NE Union Hill Road, Suite 250 Redmond, WA 98052 INSURERD: INSURER E INSURER F : COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LT R LTR TYPE OF INSURANCE ADDL INSR SUBR WVD POLICY NUMBER POLICY EFF MM/DD/YYYY POLICY EXP MM/DD/YYYY LIMITS A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE � OCCUR X X 52UUNOL5662 6/30/2021 06/30/2022 EACHOCCURRENCE $1 000000 PREMISES Ea occur ence 000,000 MED EXP (Any one person) $10,000 PERSONAL & ADV INJURY $1 ,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: POLICY [ X1 JECOT LOC OTHER: GENERAL AGGREGATE $2,000,000 PRODUCTS - COMP/OP AGG $ 2,000,000 $ B AUTOMOBILE LIABILITY ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS HIRED NON -OWNED AUTOS ONLY X AUTOS ONLY X X 52UENOL5663 6/30/2021 06/30/202(CEO, MINED aocid.n SINGLE LIMIT 1,000,000 X BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ X PROPERTY DAMAGE Per accident $ B X UMBRELLA LIAB EXCESS LIAB X OCCUR CLAIMS -MADE X X 52XHUOL5664 (Follow Form) 6/30/2021 06/30/2022 EACH OCCURRENCE s2,000,000 AGGREGATE s2,000,000 DED I X RETENTION $1 O 000 $ `+ IONILIT YERS'LIABILITY AND EMPLOYERS' LIABILITY AND EMPLOYERS' ANY PROPRIETOR/PARTNER/EXECUTIVE Y / N OFFICER/MEMBER EXCLUDED? � (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below N / A X 52WEOL6H8D Includes: StopGap/MEL/USL&H 6/30/2021 06/30/202 X IPER STATUTE EORH E.L. EACH ACCIDENT $1 OOO 000 E.L. DISEASE - EA EMPLOYEE $1 000 000 E.L. DISEASE - POLICY LIMIT $19000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) "Please Note: The limits shown above may not represent the full limits of coverage carried by the Named Insured, but are shown as evidence that coverage is carried with the limits at least as high as is required by contract." RE: GeoEngineers Project No. 0410-201-00; Project Name: Linda Heights Pump Station Replacement. (See Attached Descriptions) 191 a.f II idL"!L\IIRS i A7J A.J aG mil.\\PJ a A Will P,► City of Kent 220 4th Avenue South Kent, WA 98032-0000 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) 1 of 2 #S32441328/M32439117 • � T ��w....n © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD MYPZP DESCRIPTIONS (Continued from Page 1) City of Kent is Additional Insured and coverage is primary and non-contributory as respects General and Auto Liability if required by written contract per attached endorsements. SAGITTA 25.3 (2016/03) 2 of 2 #S32441328/M32439117 POLICY NUMBER,. 52 UUN OL566 COMMERCIAL GENERAL LjAWLITY GG 20 10 $0 ps THIS ENDORSEPAENT C HANG ES THE POLICY- PLEASE REiAD FT CAREFULLY - ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION ThI5 ericaroernenI modifies Ir45uranCL% proulded untiet the Iollpwang C:WMERCIAI OFNERAL I.IAEILiTY CQVERA5E PART SCHEDUI.# Name or Person or 0r4pnlzatlffn: As required by written Contf-act (li no entry appears abma- Inlgtrrkatbn requlrea ro complin& ms endorrememt will be hewn In the DadaraMont, as applicable in tlFt5 andarae- memi.) A- $Atllon I —Who Is An Insured is ame nded le include as an Injpj the perran or organlraliDn shgwn in the Schedule. 4uT only vw1h respecl to liateiirly arlsing oui of your ongning Upm- lions perlprrped for thgt Inwroo B. Willi raspaO to To impurance affordimG to 11ho5q adpltiDnal IniwFo*s. the following oxclushon is added- 2. Exaluslons 7 hts Insurance Wes not apply to 'bodlty Infury+ ar 'proP• &AV #emag�a' occurring alien. (t) All warts, Including rneterrals. parts or equipment iurra5ried to donne€tion with guttl wpAL, pn 1he pr4Nae1 tplher lfian 5erylce, mdlnl4njnr_e or o- parrsl to #e Pairtof mod by or on lrehail of the ac1- drtlan01 lrl%W4d(B) al t1,a spto al the Covefeo qa- erarlons has been eomplwad- or [2� Thai partrml al ')our worry' oul nl watch the injury of damage anseg Mks twen put is Its rnlanded use by any person or argamzatron other than an- oiltvr contra=r at 5ubcantrarior engaged In pot. 10rrrllrsg opvrA1?Dn9 tot a principal iks a pact of lbo Sam" pioJe€t CG 20 10 10 01 Gopyfugni- Irlsuraxoe Servlcel Ofrlce- Inc.. 2DK Pape 1 al 1 POLICY., 52UUNOL5662 AI.FNr,.WQS, 1,Or)gCps,CD It COMMERCIAL GENERAL LIABILITY COVERAGE FORM Various provisions in this policy restrint coverage. Read the enure policy carefully to determine rights, duties and what is and is not covered_ Throughout Ihir, policy the words "you" ,and "your - refer to the Named Insured shown in the Declarations, and any othef person or organization qualifying as a Named Insured under this policy. The words "we", "us" and "our" refer to the stock insurance company member of The Hartford providing this insurance. The worn 'insured' rneans any person or organization qualifying as such under Section tl - Who Is An Insured. Other words and phrases that appear in quotation marks have special meaning. Refer to Section Y - Definilions SECTION I - COVERAGES COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY 1. Irksufing Agreement a. We will pay those sums that the insured becomes legally obligaled to pay as damages because of "bodily injury" or 'properly damage" to which this Insurance applies, We well have the right and duty to defend the insured against any "suit' seeking those dsrnages_ However, we will have no duty to defend the insured against any 'sult' seeking damages for "bodrly injury" or "property damage" to which this insurance does not apply We may, at our discretion. investigate any "occurrence' and setlle any claim or "suit" that may result, But; (1) The amount we will pay for damages is limited as described in Section Ill - Limits Of Insurance: and (2) Our nght acid duty to defend ends when " have used up the applicable lima# of insurance in the payment of judgments of settlements tinder Coverages A or B or medical expenses under Coverage C. No other obligation or liabiilty to pay sums or perform acts or services is covered unless explicitly provided for under Supplerrieritary Payments - Coverages A and 11. b. Thus Insurance applies to "bodily injury" and "property damage' only if: (1) The "bodily injury' or 'property damage" is caused by an "occurrence' that takes Place in the "coverage temtory'; (2) The "bodily injury" or "property damage" occurs [luring the policy period: and (3) Prior to the policy period_ no Insured listed under Pafagraph 1. of Section II - Who Is An Instired and no "ernployee' atjthinri,?ed by you to give oi+ receive notice of an 'occurrence' or claim. knew that the "bodily injury" or "property damage" had occurred, in whole or in part. if such a listed insured or authorized 'employee" know, prior to ttre policy period. that the "bodily injury" or "property damage" occurred, then any continuation, change or resumption of such "bodily injury' or 'properly damage" during or afler the policy penod will be deemed to have been known pf for to the policy period c. 'Bodily Injury' or 'property damage" mil be deemed to have been known to have occurred at the earliest time when any insured listed under Paragraph 1. of Seclion iI - Who Is An Insured or any "employee" authorized i)y you to grve or receive notice of an "occurrence' or claim: (1) Deports all, or any part, of the "bodily irifury' or "property damage" to us or any ot"r Insurer. () Receives a written or verbal demand or claim for damages because of the "bodily Injury' or "properly damage"; or (3) Becomes aware by any other means that `bodily injury' ❑f "property damage" has occurred or has begun to occur. d. Damages because of "bodily injury" include damages claimed by any person ar organization for care, loss of services or death resulting at any time from the "bodily injury e. Incidental Medical Malpractice And Good Samaritan Coverage "Bodily injury" arising out of The rendering of or failure to render the foflowing health care sen+ices by any "employee' or "volunteer worker" shall be deemed to be caused by an 'occurrence' for; HC 00 01 09 16 Page 1 of 21 C' 2016 The Hartford {Indudes copyrrghted material of Insurance Services Office. Inc. with its permission I (1) Professional health care services such as: (a) Medical, surgjcaf, dental. laboratory, x- ray or nurSing servireS or treatment, advice or mstrvction, Or the related furnishing of flood or beverages; (b) Any health or therapeutic service, treatment, advice or instructiw: or (c) The furnishing or dispensing of drugs or medical- dental- or surgical supplies or appliances, or (2) First aid services. which incfude: (a) Cardiopulmonary resuscitalion, whether performed manually or with a deFbrillator; or (b) Services performed as a Good Samaritan. For the purpose of determining the Irrnit5 of insurance. any act or omission together with ail related acts or omissions in the furnishing of these services to any one person will be considered one 'occurrence'. However, this Incidental Medical Malpractice And Gaud Samaritan Coverage provisiart applies only if you are not engaged in the business or occupation of providing any of the services described h) this provision 2, Exclusions This insurance does not apply to: a. Expected Or Intended Injury "Bodily injury" or property damage" expected or intended from the standpoint of the insured- Thr9 exi�lurion does not apply to 'bodily injury' or "property damage" res0irig from the use of reasonable farce to protect persons or property, b, Contractual Liability "Bodily injury" or "property damage" for which the insured is obligated to pay damages by reason, of the assumption of liability In a contract of agreement- This exclusion does not apply to liability for damages; (1) That the insured would have in the absence of the contract or agreement: or (2) Assumed in a contract or agreement that is an `insured contract"- provided the "bodily injury' or "properly damage" o-Gcurs subsaquent to the execution of the contract or agreement. Solely for the purposes of IMabilrly assumed in an 'insured contract", reasonable attorney fees and necessary litigation expenses incurred by of Far a party other than an insured are deemed to be damages because of "bodily injury' or "property darnage", provided - (a) Liability to such party for, of for the cast of. that party's defense has also been assumed in the same "insured contract", and Jb) SvO attorney fees and litigation expenses are for defense of that party against a civil or alternative dispute resolulion proceeding in which damages to which this insurance applies are afleged- c. Liquor Liability "Bodily injury" or "property damage" for which any insured may be NO liable by reason of: (1) Causing or contributing to the inloxication of any person; (2) The fumishing of alcoholic beverages to a parson under the legal drinking age or under the influence of alcohol; or (3) Any statute. ordinance or regulation relating to the sale, gift, distribution or use of alcoholic beverages.. This exclusion applies even if the claims agairist any insured allege negligence or other wrongdoing in (a) The supervision, hiring. employment, training or monit-oring of others by that insured; or (b) Providing or failing to pravide transportation with respect to any person that may be under the influence of alcohol: if the "occurrence" which mused the "bodily injury" or 'property damage", involved that which is deticribed in Paragraph (1), (2) or (3) above However. This exclusion applies only if you are in the busifwss 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 cof 5umplion 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 setrrng- serving or furnishing alcoholic beverages. d. Workers' Compensation And Similar Laws Any obligation of the insured under a workers' compensation, disability benefits or unernpJoymeni compensation law or any similar law e, Employer's Liability "Bodily injury" to: (1) An "ernployee" of the insured arising out of and in the course of_ Page 2 of 21 HG 00 01 09 16 (a) Employment by the irisured', or the hafidling, storage, disposal. (b) Performing duties related to the prucsss,ng or treatment of waste: conduct of the insufad's business: or (c) Which are or were at any time (2) The spouse, child, parent, brothef of sister transported, handled, stored, treated, of that "employee" as a consepence at disposed of, or processed as waste by Paragraph (1) above. or for - This exclusion applies: (i) Any insured; or (1) Whelher the insured may be liable a5 an (ii) Any person or organiz.alian For employer or in any other capacity: and whom you may be legally responsible. (2) To any obligation to share damages with or repay someone else who must pay (d) At or From any premises, site or darrrages because of the injury. location on which any insured or any contractors or subcontractors working TN; exclusion does not apply to llabiilly directly or indirectly on any insured's assumed by the insured under an 'insured Laeilalf are performing operations if the Contracr. "pollutants" are brought on or to the f. Pollution premises, site or location in connect;on (1) "Bodily injury" or "property damage- with such aperetion5 by such insured, arising out of the actual, alleged or contractor or subcontractor However_ threatened discharge, dispersal, seepage, this subparagraph does not apply to, migration, release or escape of (i) "Bodily injury" or "property damage" "pollutanls` arising out of the escape of fuels, (a) At or from any premises, site of lubricants or other operating fluids location which is or was at any time which are needed to perform the awned or occupied by, or rented or nofrnal electrical, hydraulic or loaned to. any Insured. However, this mechanical functions necessary For subparagraph does not apply to: the aperaborl of "rnobile equipmem" "Bodily or its parts, if such fuels, lubricants (l) injury" if sustained within a or other operating fluids escape Building and caused by smoke, From a vehicle part designed to fumes, vapor or soot produced by hold• store or receive there. This or originating from equipment that exception does not apply 0 the is used to heat, cool or dehumidify "bodily injury` or "property damage" the budding, or equipment that is ShSes out Of IhE Inletltional used to heat water for personal discharge, dispersal or release of use. by the bunting's acrupants or the Fuels, lubricants or other their guests; operaling fluids, or if such fuels, (iii) "wily injury" or "property damage' lubricants or other operating fluids for which you may be held liable. if are brought on or to the premises, you are a contractor and the owner site or location with the intent that or lessee or such premises, site o* they be discharged. dispersed or location has been added to youf reieased as part of the operations policy as an additional insured wnlh being performed by such insured, respect to your ongoing operations contractor or subc*ntractor; performed for that additional (ii) "Bodily injury" of "property damage" insured at that premises. site or sustained within a building and location and such premises, srte ar mused by the release of gases_ gases - location Ps not and never was fumes or vapors from materials owned or occupied by, or tented of brought into that building in loaned to, any inured, other than connection with operations being that additional insured; or performed by you or an your behalf (iii) 'Bodily injury" of `property damage` by a contractat or subcontractor', or arising out of heat, smoke or fumes "hostile (iii) "Bodily injury" or property damage" fr�pm � fire"; arising out of heal, srrta�e or fumes (b) At or from any premises, site or from a "hostile fire": of location which is or war, at any tirno (e) At or From any prefiti5@S, sits or used by or for any insured or others f0� location on which any Ira%tired or any Contractors or subcontractors working HG 00 0109 16 Page 3 of 21 directly or indirectly on any insured's behalf are performing operations if the operations are to test for, monitor - Clean up. remove, contain. beat. deloxi y or neutralize, or in any way respond to, or assess the effects of, "polluxanls". (2) Any loss, Cost or expense arising out of any - (a) Bequest, demand, order or statutory or regulatory requiremant that any insured or others test for, mont,or, Clean up, remove. Contain, treat, detoxify or neutralize, i3r in any way respond to- or assess the effects of, "pollutanls'; or (b) Claim or suit by or on behalf of a governmental authority for damages because of tesling for, monitoring, eieaning up, removing, containing, treating, detoxifying or neutrallzing, or in any way responding to, or assessing the effects of, "polIutanls"- However. ibis paragraph does not apply to liability for damages because of "property damage" that the insured vvould have in tho ab ance of such request- demand, order or statutory or regulatory requirement, of such claim or "suit" by or on behalf of a govemmental authonty- g. Ailrcraft, Auto Or Watercraft "Elodily injury" or "properly damage" arising oul of the ownership, maintenance, use or entrustment to others of any aircraft, `auto" or watercraft owned or operated by or rented of loaned to any insured Use includes operation and "loading or unloading". ThIs excluson appiies even if the claims against any insured allege negligence ar other wrongdoing in the supervision, Miring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "properly damage" involved ale ownership, maintenance, use or entrustment to others of any aircraft. "auto" or watercraft thal is owned or operated by or rented or leaned to any insured. This exclusion does nil apply to: (1 ) A watercraft while ashore on premises you own ofi rant. 12) A watercraft you do not own that is; (a) Less than 51 feet long: and (b) Not being used to carry persons for a charge; (3) Parking an "auto" on. or on the ways next to, premises you awn or rent, provided the "auto" is nol owned by or reniled or loaned to you or the insured; (4) Liability assumed under any "insured contract" for Itte i3wner0ip, rr linlenanCe or use of aircraft or watercraft; (5) "Bodily injury" or "properly damage" arising out of: (a) The Qperatino 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 cornpulsory or financial responsibllity law or other motor vetube insurance law where it is licensed or principally garaged: or (b) The operation of any of the machinery or equipment listed tri Paragraph f.(2) or f.(3) of the definitinn of "mobile equipment or (6) An airuafl that is not owned by any insured and is hired. chartered or loaned with a paid Qre - However, this excepllon does not apply if the insured has any other insurance for such "hadily injury" or "properly damage", whether the other insurance is primary, excess, contingent or on any other basis. h. Mobile Equipment "Bodily injury' or "properly damage" arising out of: (1) The transportallon of "mobile equipment„ by an "auto" owned or operated by or rented or loaned to any insured: or (2) The use of "mobile equipment" in. or while in practice for, of while being prepared for. any prearranged racing, speed, demolition, or stunting activity. 1. War 'Bodily injury" of "property damage". however caused, arising, directly or indirectly, out of: (1) war, including undedared or civil war; (2) Warlike action by a military farce, including action in hindering or defending against an actual or expected attack. by any government, sovereign or other authortly using military personnel or other agents: or (3) Insurre0cin, rebellion, revolubon. usurped power. or action taken by governmental authority in hindering or defending against any of these. j. Damage To Property "Property damage" to: Page 4 of 21 Hfi 00 0109 16 (1) Property you own_ rent, or occupy, including any mats or expenses incurred by you, or any other person, organizatiorf or en#ty, for repair, replacement, enhancement, reslorislion or maintenance of such property for any reason, including prevefilion of injury to a person or damage to anothers property, (2) Premises you sell, give away OF abandon, if the "property damage" arises out of any part of lhose premises_ (3) Property loaned to you; (4) Personal property in the care, custody or control of the insured: (5) That particular part of real property on which you or any contractors of subcontrautors working directly or indirectly on your bah if are performing Operations, if the "property damage" arises out of those operations: or (6) That particular part of any properly that must be restated, repaired or replaced because 'Your work" was incorrectly performed on it Paragraphs (1), (3) and (4} or this exclusion do not apply to "property damage' (other than darnage by fire) to premises, including the contents of suc�i premises, rented to you for a period of seven or fewer con�ee,.itivs days_ A separate fimit of insuran applies to Damage To Premises Dented To You as described in Section III -- Limits Of Insurance. laragraph (2) of this exclusion does not apply if the premises are "your work" and were nearer uc&upied, rented rr held fof rental by you. Paragraphs (3) and (4) of this exclusion do not apply to "property d,�rnage arising from the use of elevators. Paragraphs (3), (4), (5) and {6) of this 8ACIUs0011 do nol apply to liability assurr@d under a sidetrack agreement. Paragraphs (3) and (4) of this exclusion do not apply to "property damage" to borrow equipment while not being used to perform oWralronrs at the job site_ Paragraph (6) of this exclusion does not apply to "property damage" included in the " prod ucls-compie led oWalions hazard" k, Damage To Your Product "Property damage" to "your product" arising cul of it or any earl of it I. Darnage To Your Work "Property darnage" to "your work" arising out of it or any pert of it and included in the " prod ucts-corrrpaeted operaltons hazard" This exclusion does not apply 0 the damaged work or the work out of which the damage anses was performed on your behalf by a subc.ontnaoor m. Darnage To Impaired Property Or Property Not Physically Injured *Property damage" to "impaired property" or property that has not been physically injured, arising out of; (1) A defect, deficiency, Inadequacy or dangerous COndltion ir) "your product' or "your work": nr (2) A decay 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 lass of use of other property aris,r}g oul of sudden and accidental physical injury to "your product" or "yori;r work^ after it has been put to its intended use n. Recall Of Products. Wort Or Impaired Property Damages claimed for any loss, cost or expense incurred by you or olftiers for the loss of use, withdrawal, recall, inspection, repair, replacement, adjustment_ removal or disposal Of (1) 'Y= product"; (2) 'Your work"; or (3) "impaired property": if such product. work. v property is withdrawn or recalled from the market or from use by any person or organization because of a known or suspected dafeC#, deriOencyr inLid" uacy or dangerous condition in it. o. Personal And Advertising Injury 'Mdily {njury' arising out of "personal and advertising injury". p. Access or Disclosure Of Confidential Or Personal Information And Data -related Liability Damages arising out of. (1) Any access to or disclosure of any person's or organization's confrderilial or personal tnfafmation, including patents, trade secrets. processing methods, customer lists, finaridal information, credit card information. hearth information or any other type of nonpublic information; or (2) The loss of, loss of use of, damage to. corruption of, inability to access, or inability to manipulate ales mmc data This exclusion applies even if damages are claimed for notification coals, credit monitoring expenses, forensic expenses. HG 00 04 09 16 Page's of 21 public relations expenses orr any other loss, assess the effects of an "asbestos cast or expense incurred by you or others hazard"; or arrsing out of that which is described in of any it (G) se t al m Paragraph (1) or (2) above mag because oftesting far. damages However. unless Paragraph (1) above monitoring- Cleanir)g up, removing. applies, this exclusion does no# apply to encapsulating, containing. treatingr darnages because of "bodily Injury' detoxifying or nf�utralixing or In any As used in this exctusion. electronic data way responding to or assessing the means information, facts or programs stored effects of an "asbestos haxardo- as or on, created or used on, or Iransmttted Io s, Recording And Distribution Of Material Or or from cornputer software, including systems Information In \nolati*n Of Law and appikcations software, hard or floppy `Bodily injury` or -property damage" arising disks. CD-ROMS. tapes, drives, calls, data directly or Indlrecdy out of any action or processing devices or any other media which omission chat vlotates or is alleged to violate. are used With eleGtfoniaally controlled equipment (1) The Telephone Consumer Protec#ion Act (TCf�A), including any afnr~ndrr�enl of or q, Employment -Related Practices addition to such law-, "Bodily injury" to: (2) The CAN-SPAM Act of 2003, including (1) A person arising Caul of any "employment- any ar7nendment of or addition to such law; related practices". or (3) The Fair Credit Reporling Act (FORA}, and (2) The spouse, child. Parent, brothef or sister any amendment of or addilion to such law. of (hat person as a consequence of 'Wily including the Fair and Accurate Credit injury" to that person at wham any Transaction Act (FACTA); or "employment -related practices" are (4) Any federal. slate Dr local statute, directed- ordinance of regulation, olhar than the This exclusion applies. TCPA or CAN- PAM Act of 2003 or FORA (1) Whether the injury -causing event and their amendments and additions, that described in the definition of "employment. addresses, prohitAts or limits the p0nhng, related practices" occurs before dissemination, disposal, collecting, erployment, during employment or after recording, sending. transmitting, employment of that person: communicahng or distribution of material or iriform$lion. (2) Whether the insured may be liable as an empleyer or in any other capacity; and Damage To Premises Rented To You - Exception For Damage By Fire. Lightning Or (3) To any abligataon Ip share damages with Explosion or repay someone else who mull pay darnages because of the injury. E>€clusions e. through h. and J. through rl. do not apply to damage by Fife, lightning or explosion to r' Asbestos premises while rented to you or temporarily (1) "Bodily injury' or "property damage' occupied by you with pefmrssion of the owner A arising out of the "asbestos hazard". separate limit of insurance applies to this (2) Any damages, iudgmenLs, sekklernents, coverage as described In Section IFI -- Limits OF loss, costs or expenses that: Insurance. (a) May be awarded or incurred by reason COVERAGE 8 PERSONAL AND ADVERTISING of any claim or snit aileging actual or INJURY LIABILITY threatened injury or damage of any I. insuring Agreement nature of kind to persons or property a, We will pay Ci}ase Burris that the insured which would not have occurred in becomes legally al�ligeked to pay as damages because of personal and advertising injury" hazard", to which this insurance applies. We will have (b) Anse out of any request. demand, lire right and duly to defend the insured order cr statutory or regulatory against any "suit" seeking those damages- reqWetT WI that any insured or others However, we *11 have no duly to defend The test for, monitor. clean up, remove, insured against any "suit" seeking damages encapsulate, coritaiin, treat, detoxify or for "personal and advertis+ng injury" to which neutralize or in any way respond to or this insurance does nol apply. VVe may, at our Page 6 of 21 Hid 00 01 09 16 discmdon, investigate any offense and settle any Claim or "suit" that may result But; (1) The amouril we wiH pay for damages is limited as described in Section III - Limits Of Insurance; and (2) Our right and duty to defend end when we have used up the applicable limit of Insur-anoe in the payment of judgments or settlements under Coverages A or B or medical expenses under Coverage C. No other obligation or liability to pay sums or perform acts or services is covered unless explicitly provided for under Supplementary Payments -- Coverages A and B, b. This insurance applies to 'personal and advertising injury" caused by an offense arising out of your business but only if the offense was committed in the 'coverage terrilory" during the potiry peHod 2, Exclusions This insurance does not apply to: a. Knowring Violation Of Rights Of Another "Per,onaI and adverlisiriq injury" arising out of an offense committed by. at the direction or with t4a consent or acquiescence of the insured with the expectation of Inflicting "personal and advertising injuryo- b, Material Published With Knowledge Of Falsity "Personal and advertising Injury" arising out of oral, written or electronic publication, in any manner, of material, if done by or at the direction of the insured with knowledge of its falsity, c, Material Published Prior To Policy Period "Personal and advertising injury' arming out of oral, written or elWronic pI.ablication, in any manner, of material whose first publication look place before the beginning of the polity period. d, Criminal Acts use anothefs 'advertising idea` in your "advertisement" g- Quality Or Performance Of Goods - Failure To Conform To Statements 'Personal and advertising injury" arising out of the failure of goods, products or services to conform with any statement of gtiality or performance made in your'advertis.ement"- h. Wrong DesCciption Of Prices "Personal and advertising injury" arising out of the wrong description of the price of goods, products or services. L Infringement Of Intellectual Property Rights (1) "Personal and advertising injL"" arising out of any actual or alleged Infringe -merit or violation of any intellectual property rights such as copyright, patent, Iradernark, Irade name. trade secret, trade dross- service mafk or other designation of ongin or authenticity; or (2) Any injury u damage alleged in any Gam or "suil" that also alleges an ini'nngemenl or wotation of any intellectual properly right- whetter such allegation of infringement or violation is made by you or by any other party Involved in the claim or "salt", regardless of whether this insurance would otherwise apply. H avef, this exclusion does not apply if The only allegation in the claim or "suit" involving any intellectual property right is limited to= (1) Infringement, in your "advertrsernent'. of: (a) Copyright: (b) Slogan; or (c) Title of any literary or artistic work; or (2) Copying, in your "advertisement", a persons of organizalion's "advertising idea' or style of 'advertisement'. j- Insureds In Media And Internet Type Businesses "Personal and advertising Injury" arising out of 'personal and advertising injury" committed a Criminal act committed by or al the direction by an insured whose business is, of the insured. (1) Advertising, broadcasting, publishing or e, Contractual Liability telecasting; "Personal and advertrsing injury' for which the (2) Designing or determining content of web rnsufied has assumed liability in a contract or sites for others; or agreement This exclusion does nol apply to lability for damages that the insured would (3) An Internet searr-h- access. consent or have in the absence of the contract or service provider - agreement However, this exclu=n does not apply to f, Breath Of Contract Paragraphs a., b. and c. of the da5niticFn of "personal and advertising injury' under the 'Personal and advertising injury'` arising out of a DefinitiQn5 Section breach of mnlract, except an implied contras# to HG 00 0109 16 Page 7 of 21 For the purposes of this exclusion. the placing of frames, borders or links, or advertising, for you or others anywhere on the lntemet. Is not by itself, =nsidered the business of advertising. broadcasting, publishing or telecasting k. Electronic Chatrooms Or Bulletin Boards 'Personal and adver isirtg Injury' aristng out of an electronic ctiatroom or bulletin board the insured hosts, owns, or over whicA the insured exercises control, I. Unauthorized Use Of Another's Name Or Product "Personal and advertising Injury" arastng out of the unauthorized use of another's name of produol in your e-mail address, domain name or metalags, or any other similar tactics to mislead anotherr5 potential custnmer5. m, Pollution "Personai and advertising injury" ansing out of the actual, alleged or threatened discharge, dispemal, seepage, migretlen, release of escape of "pollutants at any time. n, Pollution -Related Any loss. cost or expense arising out of any: (1) Bequest, demand, order or statutory or regulatory requirement that any insured of others lest for. monitor, clean up, remove, contain, treat, detoxify or neutralize_ or in any way respond to, or assess the effects of, "pollutants"; or (2) Claim or suil by or on behalf of a governmental authority for damages because of telling tor, ntomoring, cleaning up, removing. conlaining, treating, detoxifying or neulrelOng, or in any way responding to, or assessing the effects of, "pollutants" o. War "Personal and advertising injury', however caused, arlsing. dlrectly or indirectly, out of. (1) War, including undeclared or civil war. (2) Warlike action by a matilary force, including aetkon in hindering or defending against an actual or expected aurk, by any governrneril, sovereign or olher authority using military personnel or other agents; W, (3) Insurrection. rebellion, revolution, usurped power, ❑r action taken by governmental authority in hirt ring or defending ogainst any of these_ p, Internet Advertisements And Content Of Other's "Pemonal and advertising injury" arising out (1) An "advertisement for others on your web site; (2) Placing a link to a web site of others on your web site; (3) Conlant, including information, sounds, wxt, graphics. Or images front a web site of others displayed within a frame or border on your web site; or (4) Computer code, software or programming used to enable; (a) Your web style; or (bll The presentation or functionality of an 'advertisernent" or other content on your web site_ q. Fright Of Privacy Created By Statute "Personal ano advertising injury" arising out of the violation of a person's npt of privacy created by any state or federal act. However, this exclusion does nol apply to liability for darnages that the insured would have In the absence of such stars or Federal act, r, Violation Of Anti -Trust law "Personal and advertising injury` arising out of a violelinn or any anti-trust law, 5. securities "Personal and advertising injury" arising out of the fluctuation In price or valuie of any stmks, bonds or other secuntles_ t, Recording Arid Distribution Of Material Or lnform.ation In Violation Of Law 'Personal grid advertising injury" arising directly or indirectly out of any action or omission that viotates or is alleged to violate: (1) The Telephone Consumer Pfolection Ad (TCPA), inciu#ing any amendmeni of or add ilion to such law: (2) The CAS!- PAM Act of 2003, including any amendment of or addilion to such law; (3) The Fair Credit Reporting Act (F RA}, and any amendment of or addition to such law, Including Ilia Falr and Accurate Credit Transaction AcI (FACTA); or (4) Any federal. slate or coral statute, ordlnanm or regulation, older than Itte TCPA or CAN- PAM Act of 2003 of FCRA and their amendments and adddions, that addresses, prohibits or limits the printing, disaeminalion, disposal, collecting, recording, sending, transmitting, cornmunicsbng or distribution of material or info-rmalion. Page 8 of 21 HG 00 01 09 16 u, Employment -Related Practices "Per so rtaI and adveriismg injury" to'. (1) A person arising out of any "employment — related practices"; or (2) The spouse, child, parent, brother or sister of thal person as a consequence of "personal and adverfising injury" to that person at whom any "employment -related practices" are directed Tfris exclusion applies: (1) Whelher the injury -causing event described in the definition of `employment - related practical" occurs before employment. during employment or after arrtplayment of that person; (2) Whether the insured may be liable as an employer or in any other capacity; and (3) To any obligation to share damages with or repay someone else who must pay darneges because of the injury v, A5bestaa (1) "Personal and advertising injury" arising out of the "asbestos hazard' (2) Any damages, judgments, setWements, loss, costs or expenses that'. (a) May be awarded or incurred by reason of any clairn or suit alleging actual of threatened Injury or damage of any nature or kind to persons or properly which would not have occurred in whole or in part but for the "asbestos hazard". (b) Arise out of any request, demand, order v statutory or regulatory requimmenl that any insured or others test for, monitor, clean up, remove, encapsulate, contain. treat. detoxify or neutralize or in any way fespond to or assess the effects of an "asbestos hazard", of (c) Arise out of any dairn or suit for damages because of testing for, monitoring, cleanilng up, ramovang, encapsulating, containing, treating, detoxrfying of neutralizing or in any way responding to or assessing the effects of an "asbestos hazard". w. Access Or Disclosure Of Confidential Or Persosnai Information "Personal and advertising Injury" arising out of any access to or disclosure of any person's or organization's confidential or personal mfurmaiiori, including patents, trade secrets, processing methods, customer Lists. financial information, credit card info ffnalion, health information or any othef type of nonpublic information This exclusion applies even if damages are claimed for nolifcation costs. cxedlt monitoring expenses, forensic expenses, public: relations expenses or any other loss. cost or expense incurred by you or others arising out of any access to or disclosure of any person's or organization's confidential or personal information COVERAGE C MEDICAL PAYMENTS 1, Insuring Agreement a. We will pay medical axpenses as described below for 'bodily injury" caused by an accident: (1) On premises you own or rent, (2) On ways next to premises you own or refit; or (3) Because of your operations; provided that: (1) The accident takes place in the "coverage territory" and during the policy period; () The expenses are incurred and reported to us within three years of the date of the accident; and (3) The injured parson submits to examination, at our expense, by physicians of our choice ss often as we reasonably require . b. We will mace these payments regardless of fault. These payments will not exceed the applicable lirriit Of insurance We will pay reasonable expenses for: (1) First aid administered at the time of an acci&mt; (2) Necessary medical, surgicai, X-ray and dental services, including prosthetic devrces; and (3) Necessary arnbujance, hospital. prolessional nursing and funeral services. 2. Exclusions e will not pay expenses tot "bodily iquy, a. Any insured To any insured, except "volunteer word ers'. b. Hired Person To a person hired to do work for or on behalf of any insured or a tenant of any insured_ o. Injury On Normally Ociwpted Premises To a person injured ou that part of premises you own or rent that the person normally occupies d. Workers Cotmpensation And Similar Laws To a person_ whether or not an "employee" of HG 0O 0109 16 Page 9 of 21 any insured, d tionefiks for the "bodily irpury" are payable or musk be provided under a wofkens compensation or disabihity banefts law or a simplar taw. e, AthWics Activi# S To a person injured while practicing, instructing or participating in any physical exercises or ijames, sports, or athletic contests. If. Prod ucts-C ornpleted Operations Hazard Included within ilia "products-cornpteted operations hi3zard`. g, Coverage A Exclusions Excluded under Coverage A. SUPPLEMENTARY PAYMENTS — COV1ERArpE$ AAND 6 1. Wo will pay, with respect to any claim we investigate or settle. or any "suit" against an insured we defend; 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 wffir-h the Bodily Injury Liability Coverage applies, We do not have to furnish these bonds. c, The cost of appeal bonds or bonds to release attachments_ but only for band arnounis within the applicable limit of insurance. We do not have to furnish these bonds. d. Alt reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the riai i or "spit", including actual toss of earnings up to $500 a day because of time off from work, e, All courl costs taxed agairisl the insured in the "suit" However. such oasts do not include attorneys' fees. attorneys' expenses, witness or expert fees. of any other expenses of a party taxed to the insured If. Prejudgment interest awarded against the insured on that pert Of the judgment we pay. If wa 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. Ali interest on the toll amopnt of any judgment that accrues alter entry of the judgment and before we have paid, offered to pay, of deposited In court the part of the judgment that is within the applFcable limit of insurance These payments will not reduce titre Irrriits of insurance. 2. If we defend an insured against asuit" and an indemrtitee of thse insured is also named as a party to the "suit', we vdii defend that indemridee if att of the following rondIt,ions are met; a. The `Suit' against the irwemnitee seeks damages for whFch the insured has assumed the liability of ilhe indemilitee in a contract or agreement That is an "insured contract": b. This insurarioe applies to such liability assumed by the insured, c. The obligation to defend, or the oesl of the defense oF, that indemnites, has also been assumed by the insured in the same "insured cci ilract"; d. The allegations In the "suit" and the information we know about the "occurrence" are such that no conflict appeafs to exist between the interests of the instjre❑ and the interests of the indernnites; e, The indemnitee and the insured ask us to conduct and control tie defense of that indemnitee against such "suit' and agree that we can assign the Same Counsel to defend the insured and the indemnitee; and f. The indeFrinilee: (1) Agrees in writing to; (a) Cooperate with us in the investigation, settlement or defense of the 'Suit'; ;bj lmmedialely send us copies of any demands. notices, summonses or legal papars received in conneclion with the .stilt". (c) Notify any other insurer whose coverage is aviailable to the indemnitee: and ;d) Cooperate with its with respect to coordinating other applicable insurance available to the indemnitee: and (2) Provides us with written authonzatiorr to: (a) Obtain records and other information related to the "suit". and ;b) CoriduCt and control the defense of the indemnitee In spch "suit'. So long as the above Conditions are mel. attorneys' fees incurred by us In the defense of that indemnilee, riecessary Ii119ation expenses Incurred by us end rtecessary litigation expenses incurred by the indemnitee at our request will be paid as Supplementary Payrrienl:5. Notw1thstending [tie provLsions of Paragraph 2.b,(2) of Section I — ove;rage A - Bodily Injury And Property Damage Liability, such payments unll not be deerned to be damages for "bodily injury" and "property damage" and will nol reduce the limits of insurance. Page 10 of 21 HG 00 01 09 16 Our obligation to defend an insured's indernnitee anp to pay for attorneys' flees and necessary Irtigation expenses as Supplementary Payments ends when'. a, We have used up the applrrable limit of insurance in the payment of judgments or settlements, or b. The conditions set faith above, or the terms of the agreement desc-tibed in Paragraph f, above, are no longer met. SEC T10N II — WH0 I AN INSLfl4EC) 1, If you are designated in [he 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 Itle Sala owner. b, A partnersh{p or joint venture, you are an rnsuied. Your rnambers- your partners, and their spouses are also irl;ureds, but only with respect to the conducl of your business. c, A limited liability cempany- you are arr insured. Your members are also insureds, but orily with respect to the conducl of your business. Your managers are insureds, but only with respect to ttteJr dulies as youf managers. d. An organizalion other than a partnership. joint; venture or limited liability company, you are an Insured- Your "execulive 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. 4. A trust, you am an insured- Your trustees are also insureds. bul only with respect to their duties as trustees 2, Each of the following is also an insured - a. Employees And Volunteer Workers Your "volunteer workers" only while performing duties related to the conduct of your business. or your "employees", other than either your "exec-rtive offiiceW (if you are an organization other than a partnership, joint venture or limited ligibltity company) or your managers {if you are a limited liability company), but only far acts within the scope of their employment by you err while performing duties related to the conduct of your business. However, none of These "employees" or "volunleer workers" are insureds for; (1) "Bodily injury or "personal acid advertising injury (a) To you, to your partners or members (if you are a partnership or joint venture), to your members (If you are a limited liability company), to a co -"employee" while in the course of his or her employment or performing duties related to the ronduct of your business. or to your other "volunteer workers" while performing duties reiatfW tO 1he conduct of your business, (b) To the spot, child. parent, brother or sister of Mat ca`i rtmployee" or that "volunteer worker" as a consequence of Paragraph (1)(a) above; (c) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraphs (1 �(a) or (1)(b) above; or (d) Arising out of his or her prov+ding or failing to provide professional health care services. If you are not in the busmess of providing professional tiealth care services: (a) Subparagraphs (1)(a), (1)(b) and (1)(c) above do not apply to any "employee" or "volunteer worker- providing first aid services: and (b) Subparagraph (1)(d) above does not apply to any nurse, ernefgency medical technician or paramedic ernployed by you to provide such services. (2) `Property damage" to property (a) Owned, occupied or used by. (b) Renled to, in the care, stogy or control of, or over which physical control is being exercised for any purpose by you- any of your "empJ4yees", "volunteer workers", any partner or member (if you are a partnership of joint venture]- or any member (if you are a limited liability oornpan y ). b. Real Estate Manager Any person (other than your "employee" or "volunteer worker"), or any organization whit$ acting as your real testate rr of ager Cr Temporary Custodians Of Your Property Any person or organization having proper temporary custody of your property if you die, but only (1) With respect to liability arising out of the maintenance or use of that property- artd (2) Until your legal representative has been appointed. d. Legal Representative If You Die Your legal representative if you die, but only HG 00 0109 16 Page 11 of 21 with respect to duties as such. That representative will have all your rights and duties under this Coverage Part. e, Unnamed Subsidiary Any subsidiary, and subsidiary thereof, of yours which is a legally incorporated entity of which you own a financial interest of more than 50% of the voting stock an the effective date of tt+e Coverage Part. The Insurance afforded herein for any subsidiary not named in this Coverage Part as a named insured does nil apply to injury or damage with respect to w-hWh each insured is also a named insured under another policy of would be a named insured under such policy but for its termination or the exhaustion of its limits of rnsurafice_ 3. Newly Acquired Or Formed Organization Any organization you newly acquife or form, other than a partnership, joint venture or limited Ikabiirty company, and over which you maintain financial interest of more than 50% of ttm voting stock, will qualify as a famed Insured if there is no other simriaf Insurance available to that organization However, a. Coverage under Ihls provision is afforded only until the 180th day after ya�t acquire of form the organization or the end of the policy period, whichever is earlier; b. Coverage A does not apply tip 'bodily injury" or "property darnagEY that occurred before you acquired or formed the organization; and c_ Coverage 8 does not apply to "personal and advertising injury" arming out of an offense committed before you acquired or formed the organization 4. Nortowned Watercraft With respect to watercraft you do not own that is less than 51 feet long and rs not being used to carry persons for a charge, any person Is an insured while operating such walercrall with your permission. Any other person or organization responsible for the conduct of such person is also an insured, but only with respect to liabilily arising out of the operation of the watercraft, and only if no other insurance eI any kind is availahle to that person or organization for this liability However. no person or organization is an insured with respect to; a_ "Bodily injurer' to a co -"employ' of the person operating the watefcrafl; or b, "Property Oarnage" to property awned by, rented to, in the charge of or occupied by you or the employer of any person who is an insured under this provision, S. Additlional Insureds When Required By Written Contract. Written Agreement Or Permit The following person(s) or efganizfiUon(s) are an addrunnal insured when you have agreed, in a wntten contract, written agreement or because of a permit issued by a state or political subdivision, that such parson of organization be added as an addilional insured on your policy, provided the Injury or darrrage occurs subsequent to ttxf execution of the contract or agreement_ A4 person or organization Is an additional insured under IM3 provision only for that period of Irma required by the contract or agreement. However, no such person or organizalion is an insured under Ibis provision it such person or organization is included as an insured by an endorsement issued by us and made a part of this Coverage fart. a. Vendors Any perscn(s� or organlzation(s) �re-ferred to below a6 vendor), but only with respect to 'bodily injury' or "Property damage" arising out of "your products" which are disiribuled or sold in the regular course of the vendor's busoness and only if this Coverage Part provides coverage for "bodily knlury" or 'property damage" included within the 'products -completed operations hazard', (1) The Insurance afforded ltv vendor is subject to the following additional exclusions, This msura a doe5 nvl apply to, (a) 'Bodily injury' or "property damage" for which the vendor is obllgeted to pay damages by reason of the assumption of liability in a contract or agreement. This exduslop does not apply to liability for damages that the vendor wauld have in the absence of the contract or agreement,, GIs) Any express warranty unauthorized by you. (c) Any physical or chemical change in the product made intentionally by the vendor, (d) Repackagmq, ezcepl when unpacked solely for the purpose of inspection, demonstratim testing. or the substrtutrof� of parts under instfucUons from the manufacturer, and then repackaged In the original ounteiner, (a) Any failure to make such inspections, adjustments. tests or servicing as the vendor has agreed to make or normally Page 12 of 21 HG 00 0109 16 undertakes to make in the usual course of business, in connection with the distnbutron or sale of the products; (f) Demonstration, installation, servicing or raperr operations, except such operat ons performed at the vendor's premises in connection with the sale of the product; ( } Producls which, after distritmion or sake by you, have been labeled of relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or (h) "Bodily injury" or "property damage' arising out of the sole negligence of the ,render for its awn acts or ornissions. or those of ets employees or anyone else acting on its behalf. However, this exclusion does not apply to. (i) The exceptions contained in Sub- paragraphs �dj or (9; or (ii) Such irts ections, adjustmerds, tests or servicing as tree vendor has agreed to make or normally undertakes to make in the usual cmrse of business, in connection iM the distribution or sale of the products_ (2) This insurance does not apply to any insurod person or orgarilzaWn, frCarn whim you have acquired such products, or any ingredieni, part or container, entering into, accompanypng ar containing such products. b. lessors Of Equlpmeml (1) Any pefsonisj or organization(s) from whom you lease equipment; but only wilts respect to theft' liability for 'ibsdfly injury", 'property damage' or "personal and advertising injury" caused. in whole or in part, by your maintenance, operation or use of equipment leased to you by sucfr persom(s) or orgenizaWii(s). (2) Wilh res# cl to the insurance afforded to mesa additional insureds lhis insurance does not apply to any •occurrence" wbkb takes place after the equipment lease explres c, Lessors Of Land Or Premises Any person or organization from whom you lease land or premises, but only wilts respect to liability arising out of the ownership, maintenance or use of that part of the land or pramisais leased to you. Wdh respect to the insurance afforded these additional Insureds the f0cwng additional exclusions apply: This insurance does not apply to: 1. Any 'occurrence' wtrich takes place afler you cease to lease that land: or 2. Structural alterations, new construction or demolition operations performed by or on behalf of such person of organization, d. Architects. Engineers Or Surveyors Any architect, engineer, or surveyor bul only with respect to liability for 'hoddy injury", "property darnagW or "personal and advertising injury" caused, In whole or in partr by your acts or omisskorrs or the acts or omissions of those acting on your behalf'. (1) In connection with your prafnises, or () In the performance of your ongoing operations performed by you or on your behalf With respect to the insurance afforded these additional insureds, the following additional exclusion applies: TbLs insurance does not apply to "bodily injury', "property damage" or "personal afid advertising injury' arising out of the rende irlg of or the failure to ranr any professional seNces by or for you, including-. 1, The preparing. approving, or failing to prepare or approve, maps, shop drawings, opinions, repoms, stirveys, field orders, change orders or drawings and spedfications. or . Supervisory, Inspection. arcMl turai or errglneering activities. This exclusion applies even if the claims against any Ensured silegee negligence or other wrongdoing in the supervision, hiring. employment, training or monitoring of ethers by that Insured, if the 'Occurrence" wNich caused the "bodily injury` or 'prop" damage% or the offense which caused iMe +personal and adverlising injury", involved lire fendering of or ltria failure to render any professional services by or for you, e. Permits Issued By State Or Political Subdiv.1stans Any state or political subdivision, but only with rasped to operations performed by you or on your behalf for whorh the state or political subdivision has issued a permit. With respect to the rnsurance afforded Itrese additional insureds, this insurance does not apply to: (1) 'Bodliy Injury, "property damage" or 'personal and advertising injury' arising out of operations performed for the state or municipality, or HO 00 0109 16 Page 13 of 21 (2) 'Bodily injury' or "property damage - included V0111in the "products -completed cperati% r hazard`. f, Any Other Party Any other person or orgar Lzaiion who �s not an additional insured under Paragraphs a, through e. above. but only with respect to liabillty for 'bodily jnj;ury 'property darnegeq Dr "personal and advertising injury" caused, in whale or in part, by your acts or ornissions or the acts or omkssions of those acting on youT behalf: (1) In the performance of your ongoing operations: (2) In connection unth your premises owned by or rerited to you: or (3) in connection with "your work" and included vvithin the "products -completed operations hazard', but only if (a) The writteri Wnttact or agreement requires you to provide such coverage to such additional insured, and (b) This Coverage Pad propides coverage for "bodily injury or "property damage' included within the "products - completed operations hazard" However - (1) The ,nsuranca afforded to such additional insured only apptkes to the extent permitted by sew: and (2) If coverage provided to the additional insured is required by a r.-Ontract okr agreement. the insurance afforded to suO additicKial insured will not be broader thari that which you are required by the contract or agreemem to provide for such additional insured, Wilh respect to the insurance afforded to these additional insureds, this insurance does not apply to: "Bodily injury", "property damage' or "personal and advergsing Ir4ury' arising nut of the rendering of, or the failure to rarider. any professional architectural, engineering or surveying services, irG uding: (1) ThEe preparing, approving, or failing to prepare or approve, maps. shop drawings, oprnions, reports, surveys. field orders, change orders or drawings and specit cations; or (2) Supervisory. inspection, architectural or engineering activities. This exclushon applies even If the claims against any insured allege negligence or other wrongdoing in the supervision, tTNng, employment, training or monitodrig of ethers by that insured, if the "nccurrence" which caused the "bodily injury" or "property damage", or the offense which caused the 'personal and advearsing injuryr, involved tie rendering of Dr tie failure to render any professional services by or for you. The limits of Irsurance that apply to additionai insureds is described in Setlion 1:11 — Llrnits Of Insurance. Flow this insurance applies when other insurance is available to the additional insured is dasObed in the Other Insurance Condltlon in Section CV — Commefcaal General Liability Corididons. No person or organization is an insured with respect to the conduct of any current or past partnership. joint venture or limited liability company ghat ks not shown as a Married Insured in the Declarations SECTION III — LIMITS OF INSURANCE 1_ The Most We Will Pay The Limits of Insurance shown in the Declarations and the rules below fix the most we will pay regardless of the number ot. $. In5ureds; b. Claims made or "suits' brought; or a. Persons or organizations making claims or bringing 'suits". 2. Genera( Aggregate Limit, The general Aggregate Urnit ks the most we will pay for the slim of. a_ Medical expenses under Coverage C: b. Damages under Coverage A, except damages because of "bodily injury" or 'properly damage" Lnrluded in the "products - completed operations hazard". and c. Damages under Coverage S. 3, Prod uct"omp lated Operations Aggregate Limit The Products -Completed Operations Aggregate Limit is the most we vvill pay under Coverage ill for damages because of 'bodily injury" and "property damage" included In the "products - completed operations hazard'. 4. Personal And Advertising Injury Limit Subject to 2. above, the Personal and Adverilsing Injury Limit is fe most we will pay under Coverage B for the sum of all damages because of all "personal and edverusing intuq' sustained by any one person cr organization. 5. Each Octurrence Limit Subject to 2. or 3. above, whichever applies, the Each Occurfience Limit rs the most we will pay for the sum of - a. Damages under Coverage A; and Page 14 of 21 HO 00 0109 16 b, Medical expenses under Coverage C because of all "bodily injury" and "property damage" arising out of ariy one "occurrence"'. 6. Damage To Premises Rented To You Limit Subject to 5. above, the Damage To Premises Rented To You limit is the most we will pay under Coverage A for damages because of "property damage" to any one premtses. while rented to you, or in the case of damage by fife, lightning or explosion. white reeled to you of tempofarily ociupied by you with permismn of [he owner In the case of damage by fire, iightnog or explosion, the DarnGige to Premises Rented To You Lirntl applies to ail damage proximately c,nsed by the same event, whel"r suctt damage results from fire, lighlnrng or explosion or any combination of these. T, Medical Expense i_imit Subject to 5. above, the Medical Expense Limit is the most we vial pay under Coverage C For all medical expeFlses berause of "Wily injury' sustained by any one person. 8. How Lirnits Appty To Additional Insureds Ii you have agreed in a written contract or written agreement that another person or organization be added as an additional Insured on your policy, the most we will pay on behalf of such additional insured is the lesser of; a_ The limits of insurance Specified in Via writterx contract or writion agreerent; or b. The Limrts of Insurance shown in the Dedarelions. Such amount shalt be a part of and nit in adlditn to Limits of Insurance Shown in the Declarations and described io this Section, The Limits of Insurance of this Coverage Part apply separately to each consecutive annual period and to any remaining period of less than 12 months, starting with the beginning of the policy period shown in the Declarations, unless the policy per[od is extended after issuance for an additional period of less than 12 manihs_ In that case, the additional ponod wail be deemed part of the lest preceding period for purposes of determining the t_frnits of If�suranca. SECTION IV -- COMMERCIAL GENERAL LIABILITY CONDiriONS f. Bankruptcy Bankruptcy or irisolvency of the insured or of the insured's estate will not relieve us of our abligatigns under this Coverage Bart. 2_ Duties in The Event Of Occurrence, Offense, Claim Or Suit a. Notice Of Occurrence Or Offense You or any additional insured must See to ii that we are riatified as soon as practicable of an "occurrence' or an afiiense which may result in a clairn. To the extant possible, notice should include- (1) Haw, when and where the "occurrence" or offense took pfaue; (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" or offense- b. Notice Of Claim If a claim is made or "suit" is brought against any insured, you ou any additional insured must, (1) Immediately record the specifics of the claim or "suit and the date received; and () Notify us as soon as practicable. You or any additional Insured rnust sea to it that we receive written notice of the claim or "suit" as soon as practicable c, Assistance And Cooperation Of The Insured You and any other involved insured must' (1) lmmediately send us copies of any demands. notices, summonses or legal papers received In connection with the claim or "suit'; (2) Authorize us to obtain records and other information. (3) Cooperate with us in the investigation or settlement of the claim or defense against the "sur., and (4) Assist us. upon our request, in the enforcement of any right against any person or orrpriLralion whch may be liable to the insured because of injury or damage to which [his insurance may also apply d. Obligations At The Insureds Own Cost No insured will, except at that insured's awn cost, voluntarily make a payment. assume any obligation, or incur any expense. other than for rust aid, wIllhout our consent.. e, Additional Insureds Other Insurance If we cover a claim or "suit' under this Coverage Part that may also be covered by other Insurance available to an additional insured, such additional insured mist submit such claim or "suit' to the other insuref For defense and indemnity. However, thFs provismon does nol apply to the extent that you have agreed in a written HO 00 04 09 16 Page 15 of 21 conlract or written agreement that this insurance is primary and non-contnbutory with the additional insured's own insurance. f. Knowledge Of An Occurrence, Offense, Claim Or SUlt Paragraphs a. and b. apply to you or to any addllionai insirred only when such 'oecurrenW, offense. claim or 'suit' Is known to: (1) You or any additional Insured thal is an indivlduaf, (2) Any partner_ rr you or the addiLlonal insured is a partnership; (3) Any manager, If you or the additional knsured is a limited fiat dIlty company: (4) Any "executive officer" or insurance manager, if you or the additional insured is a corporation, (5) Any trustee, if you of the additional insured is a trust; or (5) Any elected or appointed official, if you or the additional msurad is a political subdryis+on or public enlily. This duty applies separately to you and any additional insured. 3. Legal Action Agalnst Us No perspr, ar organization has a right under this Coverage fart. a. To loin us as a party or otherwise bring us into a "suit' asking for damages from an insured: or b. To sue us on this Coverage Part unless ail of its terms have been fully complied wllh. A person or organization may sue us to recover on an agreed settlement or on a final judgment against an insured; but we will nil be liable for darnages thet are not payable render the terms of this Coverage Part or that are in excess of the applicable timil of insurance. An agreed WVement means a settlement and release of liability signed by us, the insured and the claimant or the claimant's legal representative_ 4_ Other insurance It other valid and ccdiecbble insurance is available to the insured for a loss we ever under overages A or B of this Courage Pert, our obligations are limited as follows_ e. Primary Insurance This m,urance is prlrnary except when b. Below applies If other insurance is also primary, we will share with ail that other insurance by the method described in c. below. b. Excess rnsorance This insurance ,s excess over any of the other insurance, whether pnmary, excessl czn[in gent or on any othof basis- (1) Your Work That rs Fire, Extended Coverage. Builder's Risk, Installation Risk or similar coverage for "your work"; (2) Premises RenW To You Thal is fire, lightning or explosion insurance for premises rented to you or temporarily occupied by you wilh permission of the owner, (3) Tenant inability That Is insurance purchased by you to cover your liabllily as a tenant for "property damage' to premises rented to you cx temporarily occupied by you with permission of the owner; (4) Aircraft Auto Or Watercraft if the loss arises out of the maintenance or use of aircraft, "autos" of watercraft to the extent nol subject to Exclusion g. of Section I — Coverage A — Bodily lnfury And Property Damage Liability; (5) property Damage To Borrowed Equipment Or Use Of Elevators If the loss arises out of "property damage" to borrowed equipment or the ose of elevators to the extent riot subloct to Exclusion J. of Section I - Coverage A - Bodiiy Injury And Property Darnage Liability; (6) When You Are Added As An Additional Insured To Other Insurance Any other insurance available to you Covering Liability for darnages arising out of the premises or operations, or products and Completed operations. for which you have been added as an additional insured by that Insurance. or (7) When You Add Others As An Additional Insured To This Insurance Any ottrer insurance available to an additional Insured - However. Itie following provisions apply to other insurance available to any person or organization who is an additional insured untaer this coverage part. (a) Primary Insurance When Required By Contract This insurance is primary if you have agreed in a written contract or written agreement that this insurance be primary. If other insurance is also Page 16 of 21 HG 00 0109 16 prlmary, we will share with all Chat other insurance by the method described In c. below, (b) Primary And Non -Contributory To Otter Insurance When Required By Contract If you have agfeed in a written contract, written agreemenl, or permit that this insurance is primary and son - contributory with the additional insurer's own insurance. this Mnsurance Is primary and we wIIJ not seek conti%ibUtion from that Other Insurance, Paragraphs (a) and (b) do not apply Io other insurance to which the additional Insured has been added as an addillonal insured When this insurance Js excess, we wall have no duty under i ovefage;s A or B to defend the insured against any "suit" if any other insurer has a dwy to deferd the insured against that 'suit' If no other insurer defends, we will uMertake to do so, W we will W SgUied to the Insured's rights against all chase other Insurers. When this rnsurarace is excess over other insurance. we will pay only our share of the amount of the loss, if any, that exceeds than Burn of; (1) The total amount That all such other insurance woijW pay for the Ions in the absence of this insurani:�e. and (2) The total of all deduclible and sell-irisurad amounts under ail that other imiuranca. We will share the remaining loss, if any, Mlh any other insurance lhat is riot described in this Excess Insurance provision and was nal Nought specificatly to apply in excess of the Limits of Insurance showy] in the DeclaraUons of this Coverage Part. c. Method Of Sharing If all of the other insurance permits contribution by agtial shares, we will rollow this melt�od also. Under this approach each insurer cont0butes equal amounts unW it has paid ils 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 insurarce to the totat applicable limits of insurance of all insurers_ 5a. Premium Audit a. We wall compute all premiums for this Coverage Part in a=rdance with our rules and rates_ b. Premium shown in this Coverage Part as advance premium is a deposit premium only. At the close of each audit period we will compute the earn" premium for that period and send notice to the first Named Insured The due date For audit and retrospective premiums is the data shown as the due date on the hill. If the sure of the advance and audit preriums paid for the policy period is greater than the eamed premium, we will return the excess to the first Named Insured. c, The first Named Insured must keep records of the Information we need for premium computation. and send us copies at such times as we may request B. Representation& a. When You Accept This Policy By accepting this policy, you agree (1) The stalements k1 the Declarations are accurate and complete. (2) Those statements are based upon representations you made to us: and (3) We have iissuad this policy in reliance upon your representations_ b. Unintentional Failure To Disclose Hazards If unintentionally you should fail to disclose all hazards relating to the conduct of your bUSLness thal exist at the inception dale of this Coverage Part, we shall riot deny coverage under this Coverage Part because of such faaiure. 7. Separation Of Insureds Except with respect to the Limits of Insurance. and any rights or duties specifically assigned in this Coverage fart la 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" is brought, 8, Transfer Of Rights Of Recovery Against Others To Us a. Transfer Of Rights Of Recovery It the insured has nghts to recover all or part of any payment, including Supplementary Payments, we have roade under [#ale Coverage Part. those rights are transferred to us. The insured must do nolhing after loss to His 00 0109 16 Page 17 of 21 impair them. At our requeK the Insured will bring "suil" or iransfer (hose rights to us and help us enforce them b, Waiver Of Rights Of Recovery (Waiver Of ubrogationr If the insured has waived any rights of reravery against any person air organizaban for all or pert of any payment. including upplemenlary Payments, we have made under this Coverage Pert, we also waive Ihet right, provided the uisured waived their rights of recovery against such person or arganrratian in a ronlracl, agreement or permit that was Executed prior to the injury or damage. 9_ When We Da Not Renew If we decide not to renew this Coverage Part_ we will mail or deiiver to the Ciro Named Insured shown in the Declarations written notice of the nonrenewal nol less than 30 days before the expiration date If notice is mailed, proof of mailing voll be sufficient proof of notice SECTION V — DEFINfTIONS 1 "Advertisement" means the widespread public dissemination of information or images thal has the purpose of inducing the sale of goads, praducls or services through- e, (1) Radio; (2) Telavision; (3) &Ilbeerd., (4) Magazine; (5) Newspaper; or b. Any other publication that is given widespread public dimbugoll. However, 'advertisement' dogs not incl4rde- a, The design, printed rnatenal, informatrori or images contained in, on or upon the packaging or labeiing of any goods or products; or b. An interactive conversation between or among persons through a computer network 2, "Advertising idea" means any idea for an "advertisan7enV 3 "Asbestos hazard" means an exposure or threat of exposure to the actual or alleged properties of asbestos and Includes tyre mere presence of asbestos in any farm_ 4. "Auto" means - a, A land motor vehicle, trailer or sarri trailer designed for travel on public roads, rrtciuding any attached machinery or equipment; or b. Any other land vehicle that is subject to a compulsory or financial responsibility law or other motor vehicle insurance law where kl Is licensed or principeliy garaged However. 'auto" does not +mclude 'mobile equipment" S. "Bodily injury" means physical: a. Injury: b. Sickness; or c. Disease sustained by a person and, if arising oul of the above. mental anguish or death at any lame. 6, "Coverage territory" rosans= a, The Untied Slates of America (Kictuding its territories and possessions), Puerto Riw and Canada, b. International waters or airspace, bul only if the injury or damage occurs in the course of travel or transportation between any places included in a. above; or c, All other parts of the world if the injury or damage arises out of; (1) Gas or products made or sold by you in the territory described in; a- above: (2) The activities of a person whose home is in the territory described in a. above, but is away for a short time on your business; or (3) "Personal and advertising Injury" offenses that take place through the Internet or similar electronic means Of cOmrrrunication provided the Insured's resporrsabrlity to pay damages is deter hied in the United States of America (including its territories and possessions), Puedo Rim ar Canada, in a "suit" on the merits according to ft substantrve law in such territory or in a settlamenl we agr to_ 7. "Employee" includes a "leased worker"_ 'Employee" does riot include a 'temporary worker" 8, "Employment -Belated Practices" means: a. Refusal to employ that person, b_ Tf-rmlrratian Of that person'S errnployrnent; or c. Emplaymeal-related practices, policies, acls Or omissions, such as coercion, demnfion, evaluagon, rea55ignrnent, disdoine, defamation. harassment, humiliation. discrimination or malicious prosecution directed at thal person. 9, "Executive officer" means a persoii holding any of the Offrcef positions created by your charter. constitutoon, by-laws or any other s{mllar governing dncurrtent_ 10,"Hostile fire" means one which becomes uncontrollable or breaks out from where it was intended to t}e. Page 18 of 21 HG 00 0109 16 11."Impaired property" means tangible property, other than 'your product" or "your work", that cannot be used or is less useful because - a. it incorpomtess 'your product" or "youf work" that is known or thought to be defective, deficient, inadequate or dangerous; or b. You have failed to fulfill she leans of a contract or agreement; if such property can be restored to use by the repair, replacement. adtustrnent or removal of "your product" or 'your work", or your fulfllliN the limos of the conhact or agreement_ 1." InsiJred contract" means: a. A contract for a tease of premises. However, that portion of the contract for a lease of premises that indemnif`ms arty parson or organization for damage by fire, Iightni.ng or explosion to premises while rented to you or temporarily occupied by you with permiss+oil of the owner is subxecl to the Damage to Premises Rented Ta You Limit described in Section 111 — Limits of Insurance= b, A sidetrack agreement, c. Any easement or license agreement, including an easement cf a+cer)se agreement in connection with construction or demolitiatti operations on or within 50 feet of a railroad; d. An obllgation, as required by ordinance. to indemnify a mumdpality, except in connection with work for a municipality: e. An elevator maintenance agreement: f. That part of any other Gonlract or agreement pertaining to your business (including an Pndarrindication of a municipality in connWion with work performed for a municipality) undef which you assume the tort liabilily of another party to pay for 'bodily injury' or 'properly damage' to a third person or organization, provided the 'bodily injury" or "properly damage' is caused, in whole or in part, by you or by those a0nq on your behalf. Tort liability means a tiabplity that would be imposed by law in the absence of any contract or agreement. Paragraph f. includes that part of any contract or agreement that indemnifies a railroad for "bodily injury" or 'property damage' arising oul of ppnstruction or demolilion operations, ilhin 50 feet of any railroad property and affecting any railroad bridge or ires0e, tracks, road -beds, tunnel, underpass or crossing. However. Paragraph 1, does not include that part of any contract or agreement; (1) That indemnifies an afizhitect, aNineer or surveyor for injury or damage arising out af: (a) Preparing, approving, or fairing to prepare or approve, reaps, shop drawings, opinpons, reports, surveys, field orders. change orders or drawings and specifiicatioriS, or (b) Giving directions or instructions, or failing to give them_ if that is the primary caLEse of the injury of damage: or (2) Ltndef which the insured, i1 an architect, engGnear or surveyor_ assumes Lability for an injury or damage arising out of the insureds refldegng at failure to rerkder professional services, including those listed in (1) above and supervisory, inspection. VChite+Ctural 4f e0gineefing aCtiAkt s, 13."Leased worker" means a person leased to you by a tabor Lasing firm under an agreement between you and the labor leasing firm, to perform duties related to the coriduct of your business, "Leased worker" does not m6ude a "temporary workar" U."Loading or unloading" means the handling of propel: a. After it is moved from the place where it is accepted for movement into or onto an aircraft, watercrafl or "auto"; b. WhHe it is in or on an aircraft, watercraft or "ai W. or C. While it is being moved from an aircraft. watercraft or "auto° to the place where it is finatly delivered; but "loading or unloading" does not include the movement of property by means of a mechanical device, other than a hand track. that is not attached to the aircraft, watercraft or'aulo" 15."Moblie equipment" means any of the following types of land vehicles, including any attached machinery or equipment: a. Bulldozers, farm machinery, forklifts and other vellrcles designed for use principally off public roads: b. Vehicles maintained for use solely on or next to premises you own or rent; e. Vehicles that travel on crawler treads: d. Vehicles, wfiether self-propelled or not, maintained primarily to provide mobility to permanently mounted: (1) Power cranes, shovels, loaders, digigem or skills: or (2) Boil construction or resurfacing equipment such as graders, scrapers or rrAlars; e. Vehicles not described in a., b,, c, or d. above that are not self-propelled and are maintained HG 0O 0109 16 Page 19 of 21 primarily to provide mobility to permanently attached equipment of the following types; (1) Air compressors. purrrps and generators, including spraying, welding, building Cteaning, gaophysi l exploration, lighting and well servicing equipment; or (2) Cherry pickers and similar devices used to raise or lower workers; f. Vehicles not descr;twyd in a.. b., c. or d. above maintained primarily for purposes other than the transportation of persons or cargo However_ self-propelled vehicles wdh the following types of permanently attached equipment are not 'Mobile equipment' but will be considered "autos'. (1) Equipment designed primarily for (a) Snow rf mo+rdl, (b) Road maintenance, but not construction of resurfacing, or (c) Streel cleaning; (2) Cherry pickers and sirrttlar devices mounted on automobile or truck chassis a rid used to r-alse or lower workers: artd (3) Air compressors, pumps and generators, including spraying, welding, building cleaning, geophysical exploration, lighting and well servicing equipment. Ho ever_ "mobile equipment' does not include any land vehicle that is 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 othef motor vehicle insurance law are considered "autos". Ifs. "Occurrence" means an accident, Including G4ntinurru5 or fepeated exposure to substantially the same general harmful conditions. 1T."Personal and advertising injury" means injury, including consequeptiat 'bodily qury", arising ❑ul of one or mofe of litre following offenses: a. false arrest, delention or imprisonment b. Mal lcious proserrution. 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 or organization occupies, committed by or on behalf of Its owner, landiord or lessor: d. Oral, written or electronic publication, in any manner, of rrtMerial that slartders or libels. a person or organization or disparages a per--,�or,'s or organization's goods, products of services; a. Oral, written or electronic publication, in any manner. of material that violates a person's right of privacy; f. Copying, in your "advertisement", a person's or organization's 'adverta5rng +dea" or style of `advert+cement"; of g. Infringement of copyright, slogan, or title of any lilefary or artistir. work, in your 'advertisement" 1B."Pollutants" mean any solid, liquid, gaseous or thermal irritant or contaminant, Including smoke. vapor, soot, fumes, acids, alkalis, chemicals and waste. Waste includes materials to be recycled, reconditioned or reclaimed, 19."Products-completed operations hazard": a. tncludes all "bodily injury- and "property damage" occurring away from premises you own or rent and arising out of "your product" or "your work" except- (1) Products that are slill in your physical possession; or () Work that has not yet been completed or abandoned However, "your work" will be deemed completed at the earliest of the fallowing tirnes; (a) When all of the work called for in ypur contract has been completed. (b) Mien all of the work to be done at the lob site has been completed if your contract calls for work at more than one lob site_ (c) When that par# of the work done at a job site has been put to its intended use by any person or organization voter than another contractor or subcontractor working on the saute project. ~Work that may need service, mainlenance. correction, repair or replacemenl, but which is otherwise complete, will he treated as completed_ b. Does not include 'bodily injury" or "property damage" arising out of. (1) The Iransportation of property, unless [he injury or damage arises oul of a condllion 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; () The existence of lools, tininstalled equipment or abandoned or unused materials: or (3) Products or operations Per which the ctassificallon, listed in t#te Dedaretlons or in a policy Schedule, states that products - Page 20 of 21 HO 00 01 09 16 completed operations are subject to the General Aggregate Limit. 20_" Property damage- means_ a. Physical injury to tangible property, including all resulting loss of use of that property. All such kiss of use shall be deemed to o=ir at the time of the physical injury thal Caused it oir h. Lass of use of tangible properly that is not physically injured. All such loss of use shall be deemed to occur at the 11me of the `occurrence" that caused it. As used in this definition, computerized or electronically stared data. Vogrars or software are not tangible property. Electronic data means information, facts or programs. a. Stored as or on; b. Created or used onor c. Transmitted to of from, Computer Software, jr Gduding syslems and applications software, hard or floppy dJsks• O` ROMS, tapes, drives. Cells, data processing devices or any other media which are used will electronically controlled equipment. 21."Sult" rneans a dv,l proceeding in which damages because of "bodily injury", "properly damage" or 'personal and advertising injury" le which fts insurance eppl�es are alleged. "Suit" includes. a. An arbitration proceeding in wh;& such damages are claimed and to which the insured must submit or does submil with our Consent. or b. Any other alternative dispute resolution proceeding in which such damages are cliairned and to Which the jn$ured submd$ with our consent. 22.'Ternporary worker' means a person who PS furnished to you to substitute for a permanent "employee" on leave or to meet seasonal ar shore -term workload conditions. 23.'Wuntear worker"' means a person who a. is not your "employes", b. Donates his or her work; c. Acts at the dIreelion of and within the scope of duties determined by you; and d, is not paid a tee. salary or other compensation by you or anyone else for their work performed for you, 24. "Your product" a. Mesas: (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) Conlainers (olher than vehicles). materials, parts or equipment furnished in connection with such goods or products, b, Includes (1) Warranties or representations made at any time wilts respect to the fitness, quality, durability, performance or use of .your product"; and (2) The providing of or failure to provide warnings or Pnstnic.bons. c. L)oes nil include vending machines or other property rented to or located for Itte use of others but "t sold. 25. "Your work": a. Me4lrf5- (1) Work or operalions performed by you or on ynuf behalf, and () Malerlals, parts or equipment furnished m connection with such work or operations. b. Includes (1) Warranties or representations made at any lime with respect to the fitness, quality, durahility. performance or use of .your work and (z) The providing of or failure to provide wemings or instructions_ HG 00 0109 16 Page 21 of 21 POLICY-' 52UENOL5663 AI.PNC.wos COMMERCIAL AUTOM08ILE HA99160312 ll:j���1►Li#].:�'��1.�I►l��l;1sL'_C#i��i�C�l'�� � �Iti�i�s��f�l�]Y[�L•1�����1 � �'� COMMERCIAL AUTOMOBILE BROAD FORM ENDORSEMENT This endorsement modifies insurance provided under the tollowing- BUSINESS AUTO COVERAGE FORM To the extent that the provisions of this endorsement provide broader benefits to the "insured" than other provisions oI the Coverage Form, the provisions of this endotsement apply. 1. BROAD FORM INSURED a Any "employee" of yours while using a A- Subsidiaries and Newly Acquired or covered "auto" you don't own. hire or Formed Organizations borrow in your business or your The Named Insured Showyn in the personal affairs. Declarations is amended to include: C. Lessors as Insureds (1 ) Any legal business entity other than a Paragraph A. 1. - WHO IS AN WSU RED - of partnership or joint venture. formed as a 5edion II - Liability Coverage is amended to subsidiary in Which you have all add; ownership int"st of more than SO"ln on e. The lessor of a covered `avlo" while the the effective dale of the Coverage Form. "auto" is teased to you under a written However, the Named Insured does not agreement If-, include any subsidrafy that is an "insured" (1) The agreement requires you to under any other automobile "insured" provide direct primary insurance for policy or would be an under such a policy but for its termination or the lessor and the exhaisstion of its Limit of Insurance. () The "auto" is leased withouI a driver. (2) Any orgarkiaation that Is acquued or Such a (eased "auto` will be considered a formed by you and over which you covered "auto" you own and not a c vered maintain majorkly ownership. However, "Oulu" you tire. the Named Insured does not include any D. Additional Insured if Required by Contract newly formed or acquired ofganlzation: (1) paragraph A, 1. -WHO I ANl1V�UF�ED (aj That is a p8r1n8r5hip or Joint - of Sevion 11 - Uabdity Coverage is venture, amended to add-, (d) That is an "insured" under any other 1. When you have agreed. in a written policy, contraot or whtlen agreement. the[ a (c) That haS exhausted ils Limil of person or orgarrtzation be added as Insurance under any other policy, or an additional insured on your (d) 180 days or more alter its business auto policy, such person or acquisition or formatkon by you, prganization is an "insured". but only unless you have given us notice of to the extent such person or the acquisition or formation. organizabon is liable for "bodily Coverages does not apply to "bod{ly injury" ar "property damage" caused injury" or "property damage" that results by the conduct of an "insured" under from an "accident" that occurred before paragraphs a- of h. of Who Is An YOU forrr,ed or acquired the organization. Insured with regard to the B. Employees as Insureds ownership. maintenance or use of a " covered aulo-" Paragfapri A. I. - WHO IS AN INSURED - of SECTION 11 - LIABILITY COVERAGE is amended to add: 2011, The Hartlord (IriGIudes copyngh(ed material Form HA 99 1603 12 of ISO Properties. lnc-. with its permission.) Page 1 of 5 The Insurance afforded to any Such additional insured applies only It 1ha "bodily Injury" or "property damage Occurs: During the poNCy period, and (2) Subsequent to the execution of such written Contract, and (3) Prior to the expira,lion of tl•re period of time that lyre wrillen contract requires such insurance be pfovided to the additional insured. (2) How Limits Apply If you have agreed in a whtlen contract or written agreement that another person or orgarilzation be added as an additional insured on your policy, ft most we will pay on behalf of such additional insured is the lesser of: (a) The limits of insurance specified in the wrillen contract or written agreement; or (b) The Lirnrts of Insurance shown in the Declarations. Such amount shall be a part of and not in addition to Limits of Insurance shown in the Declarations and described in ties Section. (3) Addi Tonal Insureds Other insurance if we cover a claim or "suit" under th+s Coverage Part that may also be covered by other insurance available to an additional insured, such additional insured crust submit such claim or "Suit" to the other insurer lot defense and indemnity. However, this provision does not apply to the extent that you have agreed in a written contract or written agreement that this insurance is primary and non- contributory with the additional insurred"s own insurance. (4) Duties in The Event Of Accident, Claim. Suit or Loss If you have agreed Fn a written contract or written 2lgreament thdl another person or organization be addik as an additional insured on your policy, the additional insured shall be requiTed to comply with the provisions in LOSS CONDITIONS 2. - DUTIES IN THE EVENT OF ACCIDENT, CLAIM . SUIT OR LOSS - OF SECTION IV - BUSINESS AUTO CONDITIONS, in the same manner as the famed Insured- E. Primary and Nan-Contribulory fl Required by Contract Only with respecl to insurance provided to an additional insured in 1.1), - Additional Insured If Required by Contract, the Following provisions apply, (3) Primary Insurance When RequinW By Contract This insurance is primary if you have agreed in a written contract or written agreemism that this Insurance be primary. If other insurance rs also primary, we will share with all that o1her insurance by The method described iri Daher Insurance 5A. (4) Primary And Pori-Doniribulary To Other Insurance When Rewired By Contract If you have agreed in a written corilracl or written agreerneni that this insurance rs Primary and non-conlributory with the additional msured's own insurance, ails insurance is primary and we will not seek contrrbution from that ocher insurance. Paragraphs (3) and (4) do not apply to other insurance to which the aoditional insured has been added as an additional insured_ 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"_ II no other insurer defends. we will undertake 10 do so, but we will be entitled to the insured's rights against all those olher insufers When this insurance rs eXOeSS over olhef insurance. we will pay only our sharp of the amount of the loss. it any, that exceeds the sum of (1} The lolal amount thal all such other Insurance would pay for the loss in the absence of this Fnsurance: and (2) The total of all deduclFble and sell -Insured amounts under aJI that other insurance. We will share ttie remaining loss, if any, by tyre method described in Other Insurance 5_d_ . AUTOS RENTED BY EMPLOYEES Any "Auto" Hired Or rented by your "employee" on your behalf and a1 youf direction will be considered an "auto" you hire. The OTHER IN URANCE Condition is amended by adding the folibwing: 2011, The Hartford (Includes copynghted matenal Form HA 99 16 03 12 of ISO Properties, inc_, with its permission.) Page 2 of 5 N an "employee's' personal Insurance ;also applies on an excess basis to a Covered "auto" hired or rented by your "employee" on your behail and at your direction. Ihls insurance will be primary to ,he "employee's" personal insuranCQ, 3_ AMENDED FELLOW EMPLOYEE EXCLUSION EXCLUSION 5 - FELLOW EMPLOYEE - of SECTION 11 - LIABILITY COVERAGE does not apply if you have workers' compensation insurance in -force covenng 0 of your "employees". Coverage iS excess over any other collectible insurance 4. HIRED AUTO PKYSICAL DAMAGE OVERAGE II Mired "autos" are covered "autos" for Liability Coverage and if Comprehensive, Rpecilled Causes of Loss, or Collision coverages are provided under this Coverage Form for any "auto" you own, then the Physical Damage Coverages provided are extended to "autos" you hire or borrow. subjeCl to The following limit. The most we will pay for "loss" to any mired "auto" is: (1) 1 GO.000; (2) The actual cash value of the damaged or stolen property at the time otIhe "less"; or (3) The cost of repairing or replacing Ilia damaged or stolen properly, whichever is smallest. minus a deductible. The deductible will be equal to i1he largest deductible applicable to any owned "auto" for that coverage. No deductible applies to "loss" a~eu;;ed by fire or lightning. Hired Auto Physical carnage coverage is excess over any other collectible insurance. Subject to the above limit, deductible and excess prov,imns. we will provide coverage equal to the broadest Coverage applicable to any covered "auto" you own, e will also cover loss of use of the hired 'auto' if It results from an "accident". you are legally liable and Cite les5OT wcurs an actual financial loss, subject to a maximurn of $1000 per "accident" This extension of coverage does not apply to any "auto" you mire or borrow from any of your "employees", partners (if you are a partnership), members {il you are a limped liabllily company), or members of Iheir househelds. 5. PHYS AL DAMAGE ADDITIONAL TEMPORARY TRANSPORTATION EXPENSE OVERAGE Paragraph A.4.a. of SECTION Ill - PHYSICAL DAMAGE COVERAGE is amended to provide a limit of S50 per day and a rnaxxirmum Ilmit of $1,000, 6, LOAWLEASE OAP COVERAGE Under SECTION III - PHYSICAL DAMAGE COVERAGE. in the event of a total "FOSS" to a covered "auld'. we will Pay Your additional legal obligation for any difference between the actual cash value of the "auto' at the lame el the "Foss" and the "Oulstanding balance" of the loan/lease, "Outstanding balance" rraewls the amount you owe on the loanfease at the lime of "lass" less any amounts representing taxes; overdue payrnenis: penalties, interest or charges resulting from overdue payments: additienal mileage charges; excess wear and tear charges; lease termination fees; security deposits, not returned by the lessor; Costs for exlended warranties, credit life Insurance, health, accident or disability insurance purchased with the loan or lease; and carry-over balances from previous loans or leases. 7. AIRBAG COVERAGE Under Paragraph B. EXCLUSIONS - of SECTION III - PHYSICAL DAMAGE COVERAGE, the following is added: The exclusion relating to mechanical breakdown does not apply to the accidental disciiarge of an airbag S. ELECTRONtC EQUIPMENT - BROADENED COVERAGE a. The exceptions to Paragraphs B-4 - EXCLUSIONS - of SECTION III - PHYSICAL DAMAGE COVERAGE are replaced by the following: Exclusions 4.C. and 4.d. do not aappty to equipment designed to be operated solely by use of the power from the "auto's" electrical system that. at the time of "loss", Is; (1) Permanently installed in or upori the covered "auto"; (2) Rernovable from a housing unit wh i,ch is permarienlly installed in of upon the covered "auto"; (31 An integral earl of the same unit housing any electronic equipment described in Paragraphs (1) and () above: or 2011, The Hartlord (Includes copyrkghted rna3tenal Form HA 99 16 0312 of ISO Properties. inc_, with its permission.) Page 3 of 5 (4) Necessary for the normal operalion of the covered "auto" or the monitoring of the covered .Iauto's" operating system, b Secticn IIJ — Version CA 00 01 03 10 of the Business Auto Coverage Form. Physical Damage Coverage, Limit of Insurance, Paratjrapl C.2 and Version CAOO 01 1001 of the Business Aulo Coverage Form, Physical Damage Coverage, Limit of Insurance, Paragraph C are each amended tD add the following: S 1.E00 is the most we will pay for "loss" in any one "accidenl" tG all electronic equipment (other than equipment designed solely [of the reproduclion of sound. and accessories used with such equipment) that repfoduces, receives or transmits audio, vlsual or data signals which, at the tlrrte of "loss", is: (1) Permanently installed In or upon the covered "auto" in a housing, opening or other location that is not normally used by the "au lW rn►enufacturer for the Installation of such equipment; (2) Removable cram a permanently installed housing unit as described in Paragraph 2.a. above or is an integral part of that equipment, or () An integral part of such equspment- c- For each covered "auto", shouId loss be limited to electronic equipment only, our obligation to pay lor, repair, return or replace darnaged or Stolen electronic equipment will be reduced by the applicable deductible shown in Me D Ia;atrons, or MG. whiot-Eover deductible is less. 9. EXTRA EXPENSE - BROADENED COVERAGE Under Paragraph A. - COVERAGE • of SECTION III - PHYSICAL DAMAGE COVERAGE, we will pay for the expense of returning a stoien ro ered "auto" to you. 10. GLASS REPAIR - WAIVER OF DEDUCTIBLE Under Paragraph f]. - DEDUC'nSLE - of SECTION III - PHYSJ AL DAMAGE COVERAGE, the following is added -- ND deductible applies to glass damage if the glass is repaired rather than replaced. 11. TWO OR MORE DEDUCTIBLES Under paragraph D- - DEDUCTIBLE - of SECTION III - PHYSICAL DAMAGE COVERAGE, the following i5 added: if anclhe� Hartford Flnanclai Services Group, Inc. company policy or coverage form that is not an automobile policy or coverage lown applies to the same "accident", the foltowing applies: (1) If the deductible under this Business Auto Coverage Form is the smaller (or smallest) deductible, fI will be waived; (2) If the deductible under IhEs Business Auto Coverage Form is not the smaller (or smallest) deductible, it will be reduced by the amount of the smaller (or smallest) deducfiblle. 12, AMENDED DUTIES IN THE EYIENT OF ACCIDENT, CLAIM, SUIT OR LOSS The requirement in LOBS CONDITIONS Zia. - DUTJES IN THE EVENT OF ACCIDENT,CLAIM. SUIT OR LOSS - at SECTION IV - BUSINESS AUTO CONDITIONS that you must notify us of an "accident" applies only wherk the 'accident" is known lo, (1) You, It you are an individual (2) A partner. if you are a parinershrp: (3) A member, it you are a limited liabklity company; or (4) An executive off rec�-r or insurance manager, if you are a corgoration- 13- UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS It you unintentionally fail to disclose any hazards existing at tiie Inceptsan date of your polcy, we will not deny coverage under this Coverage Form because of such failure, 14, HIRED AUTO - COVERAGE TERRITORY PaFagraph a of GENERAL CONDITIONS 7- ' POLICY PERIOD, COVERAGE TERRITORY ' of SECTION lV - BUSINESS AUTO CONDITIONS rs replaced by the toilowrng. e For short-term hired -autos"- the coverage territory with respect to LialoWly Coverage is anywhere in the world provided that if the „insured's' responsibility to pay damages for „bodiiy injury" or "property damage" is determined in a "soil,.' the "suit" is brought in the United States of Amer) . the territories and possessJons of the United Slales of America. Puerto Rico or Canada or in a settlement we agree to. 15. WAIVER Of SURROGATION TRANSFER OF RIGHTS OF RECOVERY AGAINST C)THERS T(D US - of SECTI(N IV - BUSiNESS AUTO CONDITIONS is arnended by adding the following: 2011, The Hartford (Includes copyrkghted Enalenal Form HA 99 16 03 12 of ISO Properties. Inc-. with its permission.) Page 4 of 5 We waive any right of recovery we may have against any person or organization with whom you have a written contract that requires Such waiver because of payments we make for damages udder this Coverage Form 16_ RESULTANT MENTAL ANGUISH COVERAGE The delmrtion of "bodily injury" rn SECTION V DEF{NITIONS is replaced by the following; "Bodily injury" rneans bodily injufy, sickness or disease sustained by any person. OdudiN mental anguish or death resulting from any of these. 17. EXTENDED CANCELLATION CONDITtGUN Paragraph ?. of the COMMON POLICY CONDITIONS - CANCELLATION - applies except as follows; 11 we Cancel for any reason other than r,or,paymenl of prernium, we will mail or d0ver to the first Named Insured written notice of cancellation at least 60 days before the effective date of Cancellation. 18. HYBRID, ELECTRIC, OR NATURAL GAS VEHICLE PAYMENT COVERAGE In the event of a Total loss to a "non -hybrid aulo for which Comprehensive_ Specified Causes of Lass, or Collision overages are provided un[ier this Coverage Form, then such Physical Damage Coverages are amended as follows a. If the auto is replaced with a 'hybrid" auto or an auto powered solely by electncity or natural gas. we will pay an additional 10%. to a maxrmurn pt $2.500, vI the "non-hybnd" autos actual cash vacua or replacemeni cost, whichever is less, b.The aulo must be replaced and a copy of a bill of sale or new lease agreement received by us litun 60 calendar clays of the chate of "loss," c. Regardless of the number of autos deemed a Iota] loss, the most we will pay under this Hybrid. Electric. or Natural Gas Vehicle Payment Coverage provision for any one "loss" is $ t 0,000. For the purposes of the oovefage provision a.A "non -hybrid" auto r5 defined as an auto that uses only an internal combustion engine to move the auto bul does not include autos powered solely by elecirlicity or natural gas. b.A "hybrid^ auto is defined as are auto with an Inlernal cornbusuop engine and fine bf n'ore alachc motors; and that uses the internal combustion engine arrd one or more electric motors to move the auto. or the internal combustion engine to charge one or mare electric motors, which move the auto. 19. VEHICLE WFIAP COVERAGE In the event of a total loss to an "auto" for which Comprehensive, Specified Causes of Loss. or Collision coverages are provided under LhIS Coverage Form. when such Physical Damage Coverages are amended to add the following; In addition to the aclual cash value of the "auto we will {gay up to 5t.000 for vinyl vehicle wraps which are dispfay2d on the covered "auto" at the time of total loss_ Regardless of the number of autos deemed a total loss. the mosl we will pay under Ihis Vehicle wrap Overage provisOn [of any one "loss" Is $5.000, For purposes of tills coverage provision, signs Of other graphics painless of magnotK atly affixed to the vehicle are not considered vehicle wraps. 2011, The Hartford (Includes copyrkghted matenal Form KA 99 16 0312 of ISO Properties. lnc_, with its permission.) Page 5 015 EXPIRATION DATE DATE POLICY NUMBER EFFECTIVE DATE EACH CLAIM ANNUAL AGGREGATE PROJECT DESCRIPTION CANCELLATION: If the described policy is cancelled by the Company before its expiration date, the Company will mail written notice to the certificate holder thirty (30) days in advance, or ten (10) days in advance for non-payment of premium. If the described policy is cancelled by the insured before its expiration date, the Company will mail written notice to the certificate holder within thirty (30) days of the notice to the Company from the insured. LIMITS OF LIABILITY TYPE OF INSURANCE This certifies that the "claims made" insurance policy (described below by policy number) written on forms in use by the Company has been issued. This certificate is not a policy or a binder of insurance and is issued as a matter of information only, and confers no rights upon the certificate holder. This certificate does not alter, amend or extend the coverage afforded by this policy. The policy of insurance listed below has 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 policy described herein is subject to all the terms, exclusions and conditions of such policy. Aggregate limits shown may have been reduced by paid claims. CERTIFICATE OF INSURANCE CERTIFICATE HOLDER NAME AND ADDRESS OF INSURED ISSUING COMPANY: TERRA INSURANCE COMPANY (A Risk Retention Group) President Terra Insurance Company (A Risk Retention Group) Two Fifer Avenue, Suite 100 Corte Madera, CA 94925