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HomeMy WebLinkAboutCAG2022-397 - Original - TriVan Truck Body, LLC - Construct and Install Two Water Truck Service Bodies - 10/13/2022Nancy Yoshitake for Sean Girvan Public Works 10/05/2022 10/12/2022 10/04/2022 41005550.66400.7420 N/A TriVan Truck Body, LLC Contract Other Water Truck Service Bodies Construct and install two water truck service bodies. 439,358.45 Other 10/5/22 CAG2022-397 10/13/22 DATE: October 4, 2022 TO: Kent City Council SUBJECT: Agreement with TriVan Truck Body to Construct Two Water Truck Bodies - Authorize MOTION: I move to authorize the Mayor to sign a contract with TriVan Truck Body, in the amount of $439,358.45 for the construction of two Water Truck Bodies, subject to final terms and conditions acceptable to the City Attorney and Public Works Director. SUMMARY: Water Service trucks provide a vital and essential function to maintain, install, and repair the drinking water infrastructure of the City. In accordance with Fleet Services practices, existing trucks 5515 and 5535 were scheduled for replacement in 2021 and new Kenworth T380 chassis were ordered and scheduled for production in November 2022. Due to the expected cost of the truck bodies, Fleet Services advertised a Request for Proposals in August 2022 to solicit bids from vendors. Our single response was from TriVan Truck Body in Ferndale, Washington and meets our desired specification and timeframe for prod attached. Total estimated cost for the construction and installation of the two truck bodies on BUDGET IMPACT: $439,358.45 budgeted from the Water Service Utility Fund. SUPPORTS STRATEGIC PLAN GOAL: Evolving Infrastructure - Connecting people and places through strategic investments in physical and technological infrastructure. Sustainable Services - Providing quality services through responsible financial management, economic growth, and partnerships. ATTACHMENTS: 1. 4B1 Goods & Services Agreement (PDF) 2. 4B2 TriVan RFQ Response & Estimate (PDF) 09/19/22 Public Works Committee MOTION PASSES RESULT: MOTION PASSES [UNANIMOUS] Next: 10/4/2022 7:00 PM MOVER: Satwinder Kaur, Councilmember SECONDER: Brenda Fincher, Committee Chair AYES: Brenda Fincher, Satwinder Kaur ABSENT: Marli Larimer GOODS & SERVICES AGREEMENT - 1 (Over $20,000, including WSST) GOODS & SERVICES AGREEMENT between the City of Kent and TriVan Truck Body, LLC THIS AGREEMENT is made by and between the City of Kent, a Washington municipal corporation (hereinafter the "City"), and TriVan Truck Body, LLC organized under the laws of the State of Washington, located and doing business at 1385 W. Smith Road, Ferndale, WA 98248, Phone: (360) 380-0773, Contact: Ryan VanDriel (hereinafter the "Vendor"). AGREEMENT I. DESCRIPTION OF WORK. The Vendor shall provide the following goods and materials and/or perform the following services for the City: The Vendor shall construct and install two water truck service bodies. For a description and Vendor's estimate, see Exhibit A which is attached and incorporated by this reference. The Vendor acknowledges and understands that it is not the City’s exclusive provider of these goods, materials, or services and that the City maintains its unqualified right to obtain these goods, materials, and services through other sources. II. TIME OF COMPLETION. Upon the effective date of this Agreement, the Vendor shall complete the work and provide all goods, materials, and services by September 1, 2023. III. COMPENSATION. The City shall pay the Vendor an amount not to exceed Four Hundred Thirty Nine Thousand, Three Hundred Fifty Eight Dollars and Forty Five Cents ($439,358.45), including applicable Washington State Sales Tax, for the goods, materials, and services contemplated in this Agreement. The City shall pay the Vendor the following amounts according to the following schedule: Vendor shall be paid after constructing and installing the items listed in Exhibit A. GOODS & SERVICES AGREEMENT - 2 (Over $20,000, including WSST) Card Payment Program. The Vendor may elect to participate in automated credit card payments provided for by the City and its financial institution. This Program is provided as an alternative to payment by check and is available for the convenience of the Vendor. If the Vendor voluntarily participates in this Program, the Vendor will be solely responsible for any fees imposed by financial institutions or credit card companies. The Vendor shall not charge those fees back to the City. If the City objects to all or any portion of an invoice, it shall notify the Vendor and reserves the option to only pay that portion of the invoice not in dispute. In that event, the parties will immediately make every effort to settle the disputed portion. A. Defective or Unauthorized Work. The City reserves its right to withhold payment from the Vendor for any defective or unauthorized goods, materials or services. If the Vendor is unable, for any reason, to complete any part of this Agreement, the City may obtain the goods, materials or services from other sources, and the Vendor shall be liable to the City for any additional costs incurred by the City. "Additional costs" shall mean all reasonable costs, including legal costs and attorney fees, incurred by the City beyond the maximum Agreement price specified above. The City further reserves its right to deduct these additional costs incurred to complete this Agreement with other sources, from any and all amounts due or to become due the Vendor. B. Final Payment: Waiver of Claims. VENDOR’S ACCEPTANCE OF FINAL PAYMENT SHALL CONSTITUTE A WAIVER OF CLAIMS, EXCEPT THOSE PREVIOUSLY AND PROPERLY MADE AND IDENTIFIED BY VENDOR AS UNSETTLED AT THE TIME REQUEST FOR FINAL PAYMENT IS MADE. IV.INDEPENDENT CONTRACTOR. The parties intend that an Independent Contractor- Employer Relationship will be created by this Agreement. By their execution of this Agreement, and in accordance with Ch. 51.08 RCW, the parties make the following representations: A. The Vendor has the ability to control and direct the performance and details of its work, the City being interested only in the results obtained under this Agreement. B. The Vendor maintains and pays for its own place of business from which the Vendor’s services under this Agreement will be performed. C. The Vendor has an established and independent business that is eligible for a business deduction for federal income tax purposes that existed before the City retained the Vendor’s services, or the Vendor is engaged in an independently established trade, occupation, profession, or business of the same nature as that involved under this Agreement. D. The Vendor is responsible for filing as they become due all necessary tax documents with appropriate federal and state agencies, including the Internal Revenue Service and the state Department of Revenue. E. The Vendor has registered its business and established an account with the state Department of Revenue and other state agencies as may be required by the Vendor’s business, and has obtained a Unified Business Identifier (UBI) number from the State of Washington. F. The Vendor maintains a set of books dedicated to the expenses and earnings of its business. V. TERMINATION. Either party may terminate this Agreement, with or without cause, upon providing the other party thirty (30) days written notice at its address set forth on the signature block of this Agreement. GOODS & SERVICES AGREEMENT - 3 (Over $20,000, including WSST) VI. CHANGES. The City may issue a written amendment for any change in the goods, materials or services to be provided during the performance of this Agreement. If the Vendor determines, for any reason, that an amendment is necessary, the Vendor must submit a written amendment request to the person listed in the notice provision section of this Agreement, Section XV(D), within fourteen (14) calendar days of the date the Vendor knew or should have known of the facts and events giving rise to the requested change. If the City determines that the change increases or decreases the Vendor's costs or time for performance, the City will make an equitable adjustment. The City will attempt, in good faith, to reach agreement with the Vendor on all equitable adjustments. However, if the parties are unable to agree, the City will determine the equitable adjustment as it deems appropriate. The Vendor shall proceed with the amended work upon receiving either a written amendment from the City or an oral order from the City before actually receiving the written amendment. If the Vendor fails to require an amendment within the time allowed, the Vendor waives its right to make any claim or submit subsequent amendment requests for that portion of the contract work. If the Vendor disagrees with the equitable adjustment, the Vendor must complete the amended work; however, the Vendor may elect to protest the adjustment as provided in subsections A through E of Section VIII, Claims, below. The Vendor accepts all requirements of an amendment by: (1) endorsing it, (2) writing a separate acceptance, or (3) not protesting in the way this section provides. An amendment that is accepted by the Vendor as provided in this section shall constitute full payment and final settlement of all claims for contract time and for direct, indirect and consequential costs, including costs of delays related to any work, either covered or affected by the change. VII. FORCE MAJEURE. Neither party shall be liable to the other for breach due to delay or failure in performance resulting from acts of God, acts of war or of the public enemy, riots, pandemic, fire, flood, or other natural disaster or acts of government (“force majeure event”). Performance that is prevented or delayed due to a force majeure event shall not result in liability to the delayed party. Both parties represent to the other that at the time of signing this Agreement, they are able to perform as required and their performance will not be prevented, hindered, or delayed by the current COVID-19 pandemic, any existing state or national declarations of emergency, or any current social distancing restrictions or personal protective equipment requirements that may be required under federal, state, or local law in response to the current pandemic. If any future performance is prevented or delayed by a force majeure event, the party whose performance is prevented or delayed shall promptly notify the other party of the existence and nature of the force majeure event causing the prevention or delay in performance. Any excuse from liability shall be effective only to the extent and duration of the force majeure event causing the prevention or delay in performance and, provided, that the party prevented or delayed has not caused such event to occur and continues to use diligent, good faith efforts to avoid the effects of such event and to perform the obligation. Notwithstanding other provisions of this section, the Vendor shall not be entitled to, and the City shall not be liable for, the payment of any part of the contract price during a force majeure event, or any costs, losses, expenses, damages, or delay costs incurred by the Vendor due to a force majeure event. Performance that is more costly due to a force majeure event is not included within the scope of this Force Majeure provision. If a force majeure event occurs, the City may direct the Vendor to restart any work or performance that may have ceased, to change the work, or to take other action to secure the work or the project site during the force majeure event. The cost to restart, change, or secure the work or project site arising from a direction by the City under this clause will be dealt with as a change order, except to the extent that the loss or damage has been caused or exacerbated by the failure of the Vendor to fulfill its obligations under this Agreement. Except as expressly contemplated by this section, all other costs will be borne by the Vendor. VIII. CLAIMS. If the Vendor disagrees with anything required by an amendment, another written order, or an oral order from the City, including any direction, instruction, interpretation, or determination by the City, the Vendor may file a claim as provided in this section. The Vendor shall give written notice to the City of all claims within fourteen (14) calendar days of the occurrence of the events GOODS & SERVICES AGREEMENT - 4 (Over $20,000, including WSST) giving rise to the claims, or within fourteen (14) calendar days of the date the Vendor knew or should have known of the facts or events giving rise to the claim, whichever occurs first . Any claim for damages, additional payment for any reason, or extension of time, whether under this Agreement or otherwise, shall be conclusively deemed to have been waived by the Vendor unless a timely written claim is made in strict accordance with the applicable provisions of this Agreement. At a minimum, a Vendor's written claim shall include the information set forth in subsections A, items 1 through 5 below. FAILURE TO PROVIDE A COMPLETE, WRITTEN NOTIFICATION OF CLAIM WITHIN THE TIME ALLOWED SHALL BE AN ABSOLUTE WAIVER OF ANY CLAIMS ARISING IN ANY WAY FROM THE FACTS OR EVENTS SURROUNDING THAT CLAIM OR CAUSED BY THAT DELAY. A. Notice of Claim. Provide a signed written notice of claim that provides the following information: 1.The date of the Vendor's claim; 2. The nature and circumstances that caused the claim; 3. The provisions in this Agreement that support the claim; 4. The estimated dollar cost, if any, of the claimed work and how that estimate was determined; and 5. An analysis of the progress schedule showing the schedule change or disruption if the Vendor is asserting a schedule change or disruption. B. Records. The Vendor shall keep complete records of extra costs and time incurred as a result of the asserted events giving rise to the claim. The City shall have access to any of the Vendor's records needed for evaluating the protest. The City will evaluate all claims, provided the procedures in this section are followed. If the City determines that a claim is valid, the City will adjust payment for work or time by an equitable adjustment. No adjustment will be made for an invalid protest. C. Vendor's Duty to Complete Protested Work. In spite of any claim, the Vendor shall proceed promptly to provide the goods, materials and services required by the City under this Agreement. D. Failure to Protest Constitutes Waiver. By not protesting as this section provides, the Vendor also waives any additional entitlement and accepts from the City any written or oral order (including directions, instructions, interpretations, and determination). E. Failure to Follow Procedures Constitutes Waiver. By failing to follow the procedures of this section, the Vendor completely waives any claims for protested work and accepts from the City any written or oral order (including directions, instructions, interpretations, and determination). IX. LIMITATION OF ACTIONS. VENDOR MUST, IN ANY EVENT, FILE ANY LAWSUIT ARISING FROM OR CONNECTED WITH THIS AGREEMENT WITHIN 120 CALENDAR DAYS FROM THE DATE THE CONTRACT WORK IS COMPLETE OR VENDOR’S ABILITY TO FILE THAT SUIT SHALL BE FOREVER BARRED. THIS SECTION FURTHER LIMITS ANY APPLICABLE STATUTORY LIMITATIONS PERIOD. X. WARRANTY. The Vendor warrants that it will faithfully and satisfactorily perform all work provided under this Agreement in accordance with the provisions of this Agreement. In addition to any other warranty provided for at law or herein, this Agreement is additionally subject to all warranty provisions established under the Uniform Commercial Code, Title 62A, Revised Code of Washington. The Vendor warrants goods are merchantable, are fit for the particular purpose for which they were obtained, and will perform in accordance with their specifications and the Vendor’s representations to City. The Vendor shall promptly correct all defects in workmanship and materials: (1) when the Vendor knows or GOODS & SERVICES AGREEMENT - 5 (Over $20,000, including WSST) should have known of the defect, or (2) upon the Vendor’s receipt of notification from the City of the existence or discovery of the defect. In the event any part of the goods are repaired, only original replacement parts shall be used—rebuilt or used parts will not be acceptable. When defects are corrected, the warranty for that portion of the work shall extend for an additional year beyond the original warranty period applicable to the overall work. The Vendor shall begin to correct any defects within seven (7) calendar days of its receipt of notice from the City of the defect. If the Vendor does not accomplish the corrections within a reasonable time as determined by the City, the City may complete the corrections and the Vendor shall pay all costs incurred by the City in order to accomplish the correction. XI. DISCRIMINATION. In the hiring of employees for the performance of work under this Agreement or any sub-contract, the Vendor, its sub-contractors, or any person acting on behalf of the Vendor or sub-contractor shall not, by reason of race, religion, color, sex, age, sexual orientation, national origin, or the presence of any sensory, mental, or physical disability, discriminate against any person who is qualified and available to perform the work to which the employment relates. The Vendor shall execute the attached City of Kent Equal Employment Opportunity Policy Declaration, Comply with City Administrative Policy 1.2, and upon completion of the contract work, file the attached Compliance Statement. XII. INDEMNIFICATION. The Vendor shall defend, indemnify and hold the City, its officers, officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with the Vendor's performance of this Agreement, except for that portion of the injuries and damages caused by the City's negligence. The City's inspection or acceptance of any of the Vendor's work when completed shall not be grounds to avoid any of these covenants of indemnification. IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE VENDOR'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. In the event the Vendor refuses tender of defense in any suit or any claim, if that tender was made pursuant to this indemnification clause, and if that refusal is subsequently determined by a court having jurisdiction (or other agreed tribunal) to have been a wrongful refusal on the Vendor’s part, then the Vendor shall pay all the City’s costs for defense, including all reasonable expert witness fees and reasonable attorneys’ fees, plus the City’s legal costs and fees incurred because there was a wrongful refusal on the Vendor’s part. The provisions of this section shall survive the expiration or termination of this Agreement. XIII. INSURANCE. The Vendor shall procure and maintain for the duration of the Agreement, insurance of the types and in the amounts described in Exhibit B attached and incorporated by this reference. XIV. WORK PERFORMED AT VENDOR'S RISK. The Vendor shall take all necessary precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the performance of the contract work and shall utilize all protection necessary for that purpose. All work shall be done at the Vendor's own risk, and the Vendor shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. XV. MISCELLANEOUS PROVISIONS. A. Recyclable Materials. Pursuant to Chapter 3.80 of the Kent City Code, the City requires its contractors and consultants to use recycled and recyclable products whenever practicable. A price preference may be available for any designated recycled product. GOODS & SERVICES AGREEMENT - 6 (Over $20,000, including WSST) B. Non-Waiver of Breach. The failure of the City to insist upon strict performance of any of the covenants and agreements contained in this Agreement, or to exercise any option conferred by this Agreement in one or more instances shall not be construed to be a waiver or relinquishment of those covenants, agreements or options, and the same shall be and remain in full force and effect. C. Resolution of Disputes and Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. If the parties are unable to settle any dispute, difference or claim arising from the parties’ performance of this Agreement, the exclusive means of resolving that dispute, difference or claim, shall only be by filing suit exclusively under the venue, rules and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in writing to an alternative dispute resolution process. In any claim or lawsuit for damages arising from the parties' performance of this Agreement, each party shall pay all its legal costs and attorney's fees incurred in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or award provided by law; provided, however, nothing in this paragraph shall be construed to limit the City's right to indemnification under Section XII of this Agreement. D. Written Notice. All communications regarding this Agreement shall be sent to the parties at the addresses listed on the signature page of the Agreement, unless notified to the contrary. Any written notice hereunder shall become effective three (3) business days after the date of mailing by registered or certified mail, and shall be deemed sufficiently given if sent to the addressee at the address stated in this Agreement or such other address as may be hereafter specified in writing. E. Assignment. Any assignment of this Agreement by either party without the written consent of the non-assigning party shall be void. If the non-assigning party gives its consent to any assignment, the terms of this Agreement shall continue in full force and effect and no further assignment shall be made without additional written consent. F. Modification. No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by a duly authorized representative of the City and the Vendor. G. Entire Agreement. The written provisions and terms of this Agreement, together with any Exhibits attached hereto, shall supersede all prior verbal statements of any officer or other representative of the City, and such statements shall not be effective or be construed as entering into or forming a part of or altering in any manner this Agreement. All of the above documents are hereby made a part of this Agreement. However, should any language in any of the Exhibits to this Agreement conflict with any language contained in this Agreement, the terms of this Agreement shall prevail. H. Compliance with Laws. The Vendor agrees to comply with all federal, state, and municipal laws, rules, and regulations that are now effective or in the future become applicable to the Vendor's business, equipment, and personnel engaged in operations covered by this Agreement or accruing out of the performance of those operations. I. Public Records Act. The Vendor 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 Vendor 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 Vendor 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. VENDOR: By:C Print Name: A'01V VA4102lELr Its SA L65 MAA1Ac-eyL ISe. Q6'0WAt— DATE: 10 / 0 3 /aoau NOTICES TO BE SENT TO: VENDOR: Ryan VanDriel TriVan Truck Body, LLC 1385 W. Smith Road Ferndale, WA 98248 (360) 380-0773 (telephone) (360) 312-1398 (facsimile) hiVan - heck BF01 eyGi"an GOODS & SERVICES AGREEMENT - 7 (Over $20,000, including WSST) CITY OF KENT: By:�.�e—_ -- Print Name: Dana Ralph Its Mayor DATE: 10/13/2022 NOTICES TO BE SENT TO: CITY OF KENT: Chad Bieren, P.E. City of Kent 220 Fourth Avenue South Kent, WA 98032 (253) 856-5500 (telephone) (253) 856-6500 (facsimile) APPROVED AS TO FORM: Ok& %r� Kent Law Department ATTEST: Kent ity C er 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 opportnnity 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: _RVAi_ _✓ANOrZ t of O A00a For: 11210kN T Ucv-- :DcOV Title: 5AL-0 M fv�d7 ZSIL eAa--wEn Date: Inl�/ OQM EEO COMPLIANCE DOCUMENTS - f of 3 EEO COMPLIANCE DOCUMENTS - 2 of 3 CITY OF KENT ADMINISTRATIVE POLICY NUMBER: 1.2 EFFECTIVE DATE: January 1, 1998 SUBJECT: MINORITY AND WOMEN SUPERSEDES: April 1, 1996 CONTRACTORS APPROVED BY Jim White, Mayor POLICY: Equal employment opportunity requirements for the City of Kent will conform to federal and state laws. All contractors, subcontractors, consultants and suppliers of the City must guarantee equal employment opportunity within their organization and, if holding Agreements with the City amounting to $10,000 or more within any given year, must take the following affirmative steps: 1. Provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 2.Actively consider for promotion and advancement available minorities and women. Any contractor, subcontractor, consultant or supplier who willfully disregards the City’s nondiscrimination and equal opportunity requirements shall be considered in breach of contract and subject to suspension or termination for all or part of the Agreement. Contract Compliance Officers will be appointed by the Directors of Planning, Parks, and Public Works Departments to assume the following duties for their respective departments. 1. Ensuring that contractors, subcontractors, consultants, and suppliers subject to these regulations are familiar with the regulations and the City’s equal employment opportunity policy. 2. Monitoring to assure adherence to federal, state and local laws, policies and guidelines. EEO COMPLIANCE DOCUMENTS - 3 of 3 CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY COMPLIANCE STATEMENT This form shall be filled out AFTER COMPLETION of this project by the Contractor awarded the Agreement. I, the undersigned, a duly represented agent of Company, hereby acknowledge and declare that the before-mentioned company was the prime contractor for the Agreement known as that was entered into on the (date), between the firm I represent and the City of Kent. I declare that I complied fully with all of the requirements and obligations as outlined in the City of Kent Administrative Policy 1.2 and the Declaration City of Kent Equal Employment Opportunity Policy that was part of the before-mentioned Agreement. By: ___________________________________________ For: __________________________________________ Title: _________________________________________ Date: _________________________________________ EXHIBIT A City of Kent 220 4th Avenue S. Kent, WA 98032 WALLS SKIRTING KICKOVER ROOF .040 STEPWELL (2) FLOORING OTHER DOORS TriVan Truck Body 1385 West Smith Road Femdale, WA 98248 Ph (360)380-0773 Fax (360) 312-1398 IV f www.trivan.com l 8/23/2022 ` 9647 Ship To City of Kent 5821 South 240th Street Kent, WA 98032 Due Date Rep Ac Due on • escription WALLS: Body walls constructed of TriVan's aluminum interlocking Snap Lock wall panels, with full skirting and 24" length over -cab extension. Wall skin thickness is .100" with 1" vertical integral support posts formed every 12" on center. SKIRTING: Skirted flush to bottom of cab, including rounded wheel cutouts and rubber fenderettes. Includes fuel filler as necessary on the wheel well skirt panel. KICKOVER: 24" square over -cab extension over cab, insulated and lined to match body interior. Includes 10ga steel reinforcement as necessary, and a 3" tall aluminum retention lip, full width, installed. ROOF 1-piece .040" aluminum skin roof with extruded perimeter roof edge and crowned aluminum extruded roof bows. STEPWELL SIDE DOOR: Supply & install 30x84 curbside stepwell side door c/w (2) recessed inside steps, aluminum diamondplate. Door Is insulated & skinned in aluminum to match rest of body interlor. Door handle is a Bauer BP-12 commercial grade paddle handle with integral deadbolt & handle. Cast hold back. Box -form construction. Door is to be —13" off the ground (as done on Clackamas County Sheriff). FLOORING 118" Aluminum diamondplate over 3/4" plywood subfloor with welded 10" scuffliner. Overlaid with black durabed. D-RING TIE -DOWNS: (4) heavy-duty 5,000Ib rated D-ring recessed tie -downs installed in floor of rear cargo area. NARROW SWING REAR BARN DOORS: At rear of body, including double -freezer handle on RHS door, camlock on LHS door and (4) 1208 windows (no screens required). Doors are insulated and lined to match interior. Each door includes a cast aluminum door holdback. Box form construction. Page 2 Subtotal Sales Tax (0.0%) Total City of Kent 220 4th Avenue S. Kent, WA 98032 WINDOWS INSULATION LINING LINING TriVan Truck Body 1385 West Smith Road Ferndale, WA 98248 Ph (360) 380-0773 Fax (360) 312-1398 Date Estirnab, www.trivan.com 8/23/2022 9647 City of Kent 5821 South 240th Street Kent, WA 98032 WINDOWS PACKAGE: (5) 12W x 18H fixed light tint windows: 4 in the rear doors, 1 in the side door (2) 30W x 18H light tint slider windows with bug screens: 1 on driver side, 1 on passenger side. URETHANE SPRAY INSULATION: 2" foam insulation in walls, ceiling & under floor, including side entry door. LINING: Complete interior (walls & ceiling) lined in textured Kemlite over 3/8" plywood. Inside faces of rear doors to be lined in smooth aluminum. Solid front wall. No pass -through opening into truck cab. TRIMOUT: Aluminum trim out as necessary at all wall/ceiling joints and around doors (TriVan standard). GRABHANDLE... GRAB HANDLES: Stainless steel threshold plate installed on rear. Chrome grab handle installed at side entry (passenger side) stepwell door. And grab handles installed at rear entry door (if necesary). EXTERIOR CO... EXTERIOR COMPARTMENTS: 1/8" aluminum exterior compartments with TriVan Box Construction doors.. All vertical compartment doors to have a spring -loaded door holder. Vertical compartments are to be "thru-the-floor" style, extending from bottom of skirt, up through the floor. Handles to be TriMark automotive style paddle handles with piano hinge. All locks to be keyed alike. All shelves includes perimeter lips, rubber malts. Adjustable shelves are infinitely adjustable on Unistrut. All compartments are sweep out floors. DSV1 - GENERATOR COMPARTMENT: 66"H x 36"W clear door opening. Forward DS compartment is designed to suit a CumminsQD diesel generator. Includes louver vented double -doors, and sound attenuation. Includes shelf with accommodation for (2) house batteries DSV2 - JUMPING JACK COMPARTMENT: 66"H x 34"W clear door opening. 2nd from front DS compartment with single door, slide out drawer, bungee strap and D-rings to secure the tool. Page 3 Subtotal Sales Tax (0.0%) Total TriVan Truck Body 1385 West Smith Road Ferndale, WA 98248 Date Estimate # Ph (360) 380-0773 www.trivan.com 8/23/2022 9647 Fax (360) 312-1398 City of Kent 220 4th Avenue S. Kent, WA 98032 Due on receipt 5/6/2021 City of Kent 5821 South 240th Street Kent, WA 98032 _. - DS3H - HORIZONTAL COMPARTMENT ABOVE REAR AXLE, 32"H x 37"W with double swing out style door and (1) adj. shelf Ferndale WA DSV4 - COMPRESSOR COMPARTMENT: 66"H x 32"W per drawings, with double doors, ventilated with 3 adjustable aluminum shelves REAR POSSUM COMPARTMENT: located under body at rear (described earlier) PASSENGER SIDE COMPARTMENTS: PSV1 -TOOL CHEST COMPARTMENT, 66"H x 36"W clear door opening per drawings, with double -doors, 2 upper adjustable shelves, 1 fixed lower shelf. Located passenger side, just behind the stepwell side door. This compartment will house the American Eagle tool chest drawer unit. PSH2 -HORIZONTAL COMPARTMENT: same dimensions as driver side With (3) slide out drawers, each with 2501b capacity ball bearing slider hardware and 2"H drawer height PSV3 REAR VERTICAL COMPARTMENT: 33"W x 66"H clear door opening. No shelves. This compartment will house (1) cord reel and (1) hose reel and a customer -added (2) CO2 tanks. Subtotal Sales Tax (0.0%) Total Page 4 TrWan Truck Body 1385 West Smith Road Ferndale, WA 98248 Ph (360) 380-0773 Fax (360) 312-1398 www.trivan.com Name / Address =W AM City of Kent 220 4th Avenue S. Kent, WA 98032 City of Kent 5821 South 240th Street Kent, WA 98032 Date Estlij 8/23/2022 9647 :erndale WA I OTHER 'CHOCK POCKETS: Side of body includes a pocket (triangular shaped) 1 per side of body in wheel -well skirt area to house Kent's future chocks. OTHER AMERICAN EAGLE TOOL CHEST: Supply & install (1) American Eagle tool chest in the forward passenger side vertical compartment: — Installed on bottom of each compartment. Final model and dimensions to be finalized. — Model AE74401 (each tool chest has a standard Top Shelf, 2.5" High Riser, Three 3" Tall Drawers, Four 5" Tall Drawers and One 7" Tall Drawer. It Measures 41" High X 26" Wide X 16.75" Deep) — Installation by TriVan includes securing to compartment floor and installing a fixed shelf above. I CABINETRY A... INTERIOR CABINETRY, SHELVES, WORKBENCHES: BENCHTOP COUNTERS: Approx 6' length workbench along driver side interior, very front: 1-1/8" hardwood bench top atop protruding exterior compartments (41" tall work surface) Approx 6'4 length workbench along pass. side Interior, to rear of the side entry door, same construction as driver side. Bench includes a Wilton fixed vice installed. FORMED ALUMINUM OVERHEAD SHELVES Located above each workbench, provide an open wall -mounted aluminum upper shelf, with retention lip. Approx 15" down from ceiling x 12" deep. Unpainted. Note that the microwave will fit above on this overhead shelf on the Passenger Side, with a protective bulkhead. ADJUSTABLE SHELVING UNITS (QTY: 3) Supply & install (3) banks of Unistrut infinitely adjustable aluminum storage shelves, each laser cut with perimeter i lips. ELECTRICAL CABINET: 1/8" aluminum electrical cabinet near driver side interior, forward of the double -door closet, to house the Service Panel. Page 5 City of Kent 220 4th Avenue S. Kent, WA 98032 VISE -FIXED 12V ELECTRI., TRAILER PLUG TrNan Truck Body 1385 West Smith Road Ferndale, WA 98248 Ph (360)380-0773 Fax (360) 312-1398 www.trivan.com City of Kent 5821 South 240th Street Kent, WA 98032 8/23/2022 9647 =erndale WA VISES: WORKBENCH: Supply & install (1) Wilton 5" vise, fixed -mounted, bolted down onto interior of body on Passenger Side workbench. Supply & install (1) Ridgid SC-210 chain vise, fixed mounted, bolted down on rear bumper, extreme right -hand -side, as on Kent's current trucks. 12V ELECTRICAL: CLEARANCE LIGHTS: LED bullet clearance & marker lights 12V ELECTRICAL: SIGNAL LIGHTS: LED stop/tail/turns: 2 pairs of oblong reds Reverse Lights: 1 pair of oblong whites. Lights are installed vertically on lower body, above floor height. LED licence plate light: located below floor height, left -side. Reflectors: stick -on type as required. Conspicuity tape is installed to meet FMVSS (including across rear bumper) 12V ELECTRICAL: TRAILER PLUG: Supply & install 7 way round trailer plug, installed between hitch receiver and left trailer chain attachment eye. SWITCH CON.- 12V ELECTRICAL: LIGHT SWITCH CONSOLE, CAB: Supply & install TriVan fabricated (or purchased) 6-switch cab control panel for all exterior 12V lights. BATTERIES 12V ELECTRICAL: AUXILIARY BATTERIES: Supply & install (2) auxiliary deep cycle batteries (in generator compartment), sized appropriately to suit the Inverter (mentioned in next section), and to power all 12V body lighting functions. To recharge through truck engine running or through a battery charger (whenever genset is running or whenever truck is plugged into shore power) These batteries are installed on a pull out HD slide out tray for servicing as necessary. Page 6 Subtotal Sales Tax (0.0%) Total TriVan Truck Body 1385 West Smith Road Ferndale, WA 98248 Ph (360) 380-0773 www.trivan.com 8/23/2022 9647 Fax (360) 312-1398 City of Kent Ciry of Kent 220 4th Avenue S. 5821 South 240th Street Kent, WA 98032 Kent, WA 98032 Due on receipt 1 5/6/2021 Ferndale WA Ai MWL-07SP 112V ELECTRICAL: LED EXTERIOR SCENE/ WORK LIGHTS: Supply & install (4) Maxxima MWL-35 1500 lumen rectangular surface -mounted scene lights: 2 on upper driver wall, 2 on upper passenger side wall: These are to be switched on two separate switches on the cab switch console (labeled work lights left side, work lights right side) MWL-57SP Supply & install (2) Maxxima MWL58 3000 lumen rectangular surface -mounted work lights at rear of body, top corners, shining down at rear of body. These are to be switched on one switch on the cab console. 12V ELECTRICAL: LED REAR SCENE/WORK LIGHTS: Supply & install (2) Maxxima MWL-57SP lights at the rear of the truck, 1 on the left side, 1 on the right side. Located under the amber Maxxima flashers. Switched seperately from the MWL-35 scene lights (line item above this). BACKUP CAM... 12V ELECTRICAL: BACKUP CAMERA SYSTEM: Supply & install (1) backup camera at exterior rear of body, top, including an in -cab LCD color screen. 12V ELECTRI... 12V ELECTRICAL: CEILING LIGHTS: (8) Maxxima LED M84416 interior rectangular surface -mounted cargo lights on ceiling, evenly spaced, switched at rear door, RHS upon entry (1 of the 8 lights to be in the over -cab storage). 12V ELECTRICAL: ADDITIONAL WORKBENCH LIGHT: Plus (2) additional Maxxima strip lights (M84425) with dedicated switch at workbench. Light located on underside of overhead shelf illuminating work bench area, on both sides. SKYLIGHT 2X2 SKYLIGHTS: Supply & install (2) Lexan 24"x24" clear ceiling skylight including interior finishing trim work. OTHER 12V ELECTRICAL: AMBER FLASHERS: Supply & install (10) Whelen LINZ6 amber LED warning strobes: (4) installed on rear wall of body, as shown in drawings, (2) on driver side wall, (2) on pass. side wall, (2) on front upper wall of body. None installed in Kenworth grill. All lights to be switched on ONE single TriVan-added (not upfitter switch in cab) with bright red indicator light visible to driver, labeled FLASHERS, wired HOT. Page 7 Subtotal Sales Tax (0.0%) Total City of Kent 220 4th Avenue S. Kent, WA 98032 OTHER 12V ELECTRI... AWNING 110V ELECTRI... TrlVan Truck Body 1385 West Smith Road Ferndale, WA 98248 Ph (360) 380-0773 Fax (360) 312-1398 LDue on receipt 5/6/2021 Date Estimate # www.trivan.com 8/23/2022 1 9647 t "I Ferndale WA �� — 12V ELECTRICAL: AMBER MINI LIGHTBARS: On roof of body, supply & install (4) Federal Signal Highlighter amber mini lightbars, Model # 454101 HL-02: 1 per each corner of the roof, 4 total. All switched on the same switch, but separate from the above mentioned LINZ6 flashers. Note that the two rear mini lightbars are to be installed on elevator pedestals so they can sit taller than the rear awning and be clearly visible to cars approaching the truck from the rear. 12V ELECTRICAL: TRAFFIC DIRECTOR STICK: Supply & install (1) 36"L Maxxima LED traffic director lightbar installed with cab controls. Installed above rear doors, switched in the cab. Model M20400Y. 12V ELECTRICAL: POWER AWNINGS (QTY 2): At rear of body, supply & install a 12V power awning (approx 7' width x 4-5' extension length) at rear of body, over rear doors. On upper passenger side exterior of body, supply & install a 12V power awning (approx 10' width x 7' extension length) Both awnings feature auto -retract wind sensor features. 110V ELECTRICAL: Blue Sea Combination 12V/120V service panel (or equivalent) installed in dedicated electrical cabinet, with back -lit rocker switch style breakers. Includes (6) duplex interior outlets and (4) duplex EXTERIOR GFCI outlets. 110V ELECTRICAL: SHORE POWER INLET: Includes (1) 30A male shore power inlet installed, weatherproof, on driver side exterior of body, as best recommended by TriVan design team 110V ELECTRICAL: TRANSFER SWITCH: Auto transfer switch installed in inside generator exterior compartment. This auto selects between generator power or shore power fed through the 30A inlet. 110V ELECTRICAL: BATTERY CHARGER: Battery charger system for the (2) auxiliary batteries, whenever generator Is running, whenever shore power is plugged in, or whenever engine is running. Page 8 Subtotal Sales Tax (0.0%) Total TrNan Truck Body 1385 West Smith Road Ferndale, WA 98248 Ph (360) 380-0773 Fax (360) 312-1398 City of Kent 220 4th Avenue S. Kent, WA 98032 Due on receipt 5/6/2021 f www.trivan.com j 8/23/2022 9647 rShip To _-- City of Kent 5821 South 240th Street Kent, WA 98032 SIAL 4— Ferndale WA GENERATOR 110V ELECTRICAL: CUMMINS QD GENERATOR: Supply & install (1) 7.0 kW Cummins QD diesel, installed, fixed -mounted, in driver side vented compartment. Installation includes tapping into truck fuel tank, exhaust elbow, exhaust adapter and wiring harness as necessary. Installation also includes a remote start -stop switch panel inside the body interior with hour -meter. 110V ELECTRI... 1110V ELECTRICAL: TELESCOPIC SCENE LIGHT FIXTURES: Supply & install (2) extendable LED work lights, installed on either side of rear doors of body, each with its own dedicated outlet. These are fixed to the rear of the truck body, but are telescopic (can move up and down). 110V ELECTRI... ' 110V ELECTRICAL: MICROWAVE: Supply & install (1) microwave (with dedicated outlet) on upper shelf above work bench on passenger side. Installation includes a protective crash -shield from sliding shelf contents and securement for travel safe application. ELECTRIC CO... HOSE REEL OTHER REEL: SPRING RETRACTING ELECTRIC CORD REEL: Supply & install (1) Reelcraft spring -retracting cord reel with 50' of 12/3 15A electric cord. There is a weatherproof duplex outlet at the end of the 50' cord. Reel to be hardwired to the generator through the service panel, Location of the reel TBD, but hopefully it can be shoe -horned into the rear PS vertical, up high within the compartment. (The air hose reel, next section, will hopefully nest right beside it) REEL: SPRING RETRACTING AIR HOSE REEL: Supply & install (1) Reelcraft spring -retracting air hose reel with 50' of 3/8"ID hose (capped end) Reelcraft 5650 OLP-SE or equivalent. Final location of the reel TBD, but hopefully it can be shoe -horned into the rear PS vertical compartment, up high. Both reels to dispene their hose straight out toward the exterior of the compartment. Hose reel to be plumbed to the future air compressor supplied/installed by the City of Kent. AIR COMPRESSOR: TriVan to provide sufficient room, ventilation and compartment space in the vertical rear driver side exterior compartment to accommodate a VMAC PredatAire 60 hydraulic compressor unit. City of Kent will arrange to have it installed separately by a third -party contractor Page 9 Subtotal Sales Tax (0.0%) Total Sub :.00 Sales Tax 10.1%: $40,304.45 Total: $439,358.45 EXHIBIT B INSURANCE REQUIREMENTS FORSERVICE CONTRACTS Insurance The Contractor shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Contractor, their agents, representatives, employees or subcontractors. A. Minimum Scope of Insurance Contractor shall obtain insurance of the types described below: 1. Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent contractors, products-completed operations, personal injury and advertising injury, and liability assumed under an insured contract. The City shall be named as an insured under the Contractor’s Commercial General Liability insurance policy with respect to the work performed for the City using ISO additional insured endorsement CG 20 10 11 85 or a substitute endorsement providing equivalent coverage. 2. Workers’ Compensation coverage as required by the Industrial Insurance laws of the State of Washington. B. Minimum Amounts of Insurance Contractor shall maintain the following insurance limits: 1.Commercial General Liability insurance shall be written with limits no less than $2,000,000 each occurrence, $2,000,000 general aggregate and a $2,000,000 products-completed operations 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 Contractor’s insurance coverage shall be primary insurance as respect the City. Any Insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Contractor’s insurance and shall not contribute with it. EXHIBIT B (Continued) 2. The Contractor’s insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. 3. The City of Kent shall be named as an additional insured on all policies (except Professional Liability) as respects work performed by or on behalf of the contractor and a copy of the endorsement naming the City as additional insured shall be attached to the Certificate of Insurance. The City reserves the right to receive a certified copy of all required insurance policies. The Contractor’s Commercial General Liability insurance shall also contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer’s liability. D. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than A:VII. E. Verification of Coverage Contractor shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the Contractor before commencement of the work. F. Subcontractors Contractor shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the same insurance requirements as stated herein for the Contractor. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. N / A SUBR WVD ADDL INSD AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY (Mandatory in NH) LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB COMMERCIAL GENERAL LIABILITY CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED (Includes Products -Completed Operations If Required By Contract) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PROVISIONS The following is added to SECTION II — WHO IS AN INSURED: Any person or organization that you agree in a written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only: a. With respect to liability for "bodily injury" or "property damage" that occurs, or for "personal injury" caused by an offense that is committed, subsequent to the signing of that contract or agreement and while that part of the contract or agreement is in effect; and b. If, and only to the extent that, such injury or damage is caused by acts or omissions of you or your subcontractor in the performance of "your work" to which the written contract or agreement applies. Such person or organization does not qualify as an additional insured with respect to the independent acts or omissions of such person or organization. The insurance provided to such additional insured is subject to the following provisions: a. If the Limits of Insurance of this Coverage Part shown in the Declarations exceed the minimum limits required by the written contract or agreement, the insurance provided to the additional insured will be limited to such minimum required limits. For the purposes of determining whether this limitation applies, the minimum limits required by the written contract or agreement will be considered to include the minimum limits of any Umbrella or Excess liability coverage required for the additional insured by that written contract or agreement. This provision will not increase the limits of insurance described in Section III — Limits Of Insurance. (1) Any "bodily injury", "property damage" or "personal injury" arising out of the providing, or failure to provide, any professional architectural, engineering or surveying services, including: (a) The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders or change orders, or the preparing, approving, or failing to prepare or approve, drawings and specifications; and (b) Supervisory, inspection, architectural or engineering activities. (2) Any "bodily injury" or "property damage" caused by "your work" and included in the "products -completed operations hazard" unless the written contract or agreement specifically requires you to provide such coverage for that additional insured during the policy period. c. The additional insured must comply with the following duties: (1) Give us written notice as soon as practicable of an "occurrence" or an offense which may result in a claim. To the extent possible, such notice should include: (a) How, when and where the "occurrence" or offense took place; (b) The names and addresses of any injured persons and witnesses; and (c) The nature and location of any injury or damage arising out of the "occurrence" or offense. b. The insurance provided to such additional (2) If a claim is made or "suit" is brought against insured does not apply to: the additional insured: CG D2 46 0419 © 2018 The Travelers Indemnity Company. All rights reserved. Page 1 of 2 COMMERCIAL GENERAL LIABILITY (a) Immediately record the specifics of the claim or "suit" and the date received; and (b) Notify us as soon as practicable and see to it that we receive written notice of the claim or "suit" as soon as practicable. ;3) Immediately send us copies of all legal papers received in connection with the claim or "suit", cooperate with us in the investigation or settlement of the claim or defense against the "suit", and otherwise comply with all policy conditions. (4) Tender the defense and indemnity of any claim or "suit" to any provider of other insurance which would cover such additional insured for a loss we cover. However, this condition does not affect whether the insurance provided to such additional insured is primary to other insurance available to such additional insured which covers that person or organization as a named insured as described in Paragraph 4., Other Insurance, of Section IV — Commercial General Liability Conditions. Page 2 of 2 © 2018 The Travelers Indemnity Company. All rights reserved. CG D2 46 0419 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. XTEND ENDORSEMENT FOR MANUFACTURERS AND WHOLESALERS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART GENERAL DESCRIPTION OF COVERAGE — This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to this Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general coverage description only. Read all the provisions of this endorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. Who Is An Insured —Unnamed Subsidiaries H. Blanket Additional Insured — Governmental B. Who Is An Insured — Employees And Volunteer Entities — Permits Or Authorizations Relating To Workers — Bodily Injury To Co -Employees And Operations Co -Volunteer Workers I. Blanket Additional Insured — Grantors Of Franchises C. Who Is An Insured — Newly Acquired Or Formed Limited Liability Companies J. Incidental Medical Malpractice D. Blanket Additional Insured — Broad Form Vendors K. Medical Payments — Increased Limit E. Blanket Additional Insured — Controlling Interest L. Blanket Waiver Of Subrogation F. Blanket Additional Insured — Mortgagees, M. Contractual Liability — Railroads Assignees, Successors Or Receivers G. Blanket Additional Insured — Governmental Entities — Permits Or Authorizations Relating To Premises �:t0]1Fl69Is] 0� A. WHO IS AN INSURED — UNNAMED SUBSIDIARIES The following is added to SECTION II — WHO IS AN INSURED: Any of your subsidiaries, other than a partnership or joint venture, that is not shown as a Named Insured in the Declarations is a Named Insured if: a. You are the sole owner of, or maintain an ownership interest of more than 50% in, such subsidiary on the first day of the policy period; and b. Such subsidiary is not an insured under similar other insurance. No such subsidiary is an insured for "bodily injury' or "property damage" that occurred, or "personal and advertising injury" caused by an offense committed: a. Before you maintained an ownership interest of more than 50% in such subsidiary; or b. After the date, if any, during the policy period that you no longer maintain an ownership interest of more than 50% in such subsidiary. For purposes of Paragraph 1. of Section II — Who Is An Insured, each such subsidiary will be deemed to be designated in the Declarations as: a. A limited liability company; b. An organization other than a partnership, joint venture or limited liability company; or c. A trust; as indicated in its name or the documents that govern its structure. CG D4 58 02 19 OO 2017 The Travelers Indemnity Company. All rights reserved. Page 1 of 5 Includes copyrighted material of Insurance Services Office, Inc. with its permission COMMERCIAL GENERAL LIABILITY B. WHO IS AN INSURED — EMPLOYEES AND VOLUNTEER WORKERS — BODILY INJURY TO CO -EMPLOYEES AND CO VOLUNTEER WORKERS The following is added to Paragraph 2.a.(1) of SECTION II — WHO IS AN INSURED: Paragraphs (1)(a), (b) and (c) above do not apply to "bodily injury" to a co -"employee" while in the course of the co -"employee's" employment by you or performing duties related to the conduct of your business, or to "bodily injury" to your other "volunteer workers" while performing duties related to the conduct of your business. WHO IS AN INSURED — NEWLY ACQUIRED OR FORMED LIMITED LIABILITY COMPANIES The following replaces Paragraph 3. of SECTION II — WHO IS AN INSURED: 3. Any organization you newly acquire or form, other than a partnership or joint venture, and of which you are the sole owner or in which you maintain an ownership interest of more than 50%, will qualify as a Named Insured if there is no other similar insurance available to that organization. However: a. Coverage under this provision is afforded only: (1) Until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier, if you do not report such organization in writing to us within 180 days after you acquire or form it; or (2) Until the end of the policy period, when that date is later than 180 days after you acquire or form such organization, if you report such organization in writing to us within 180 days after you acquire or form it; b. Coverage A does not apply to "bodily injury" or "property damage" that occurred before you acquired or formed the organization; and c. Coverage B does not apply to "personal and advertising injury" arising out of an offense committed before you acquired or formed the organization. For the purposes of Paragraph 1. of Section II — Who Is An Insured, each such organization will be deemed to be designated in the Declarations as: a. A limited liability company; b. An organization, other than a partnership, joint venture or limited liability company; or c. A trust; as indicated in its name or the documents that govern its structure. D. BLANKET ADDITIONAL INSURED — BROAD FORM VENDORS The following is added to SECTION II — WHO IS AN INSURED: Any person or organization that is a vendor and that you have agreed in a written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only with respect to liability for "bodily injury' or "property damage" that: a. Occurs subsequent to the signing of that contract or agreement; and b. Arises out of "your products" that are distributed or sold in the regular course of such vendor's business. The insurance provided to such vendor is subject to the following provisions: a. The limits of insurance provided to such vendor will be the minimum limits that you agreed to provide in the written contract or agreement, or the limits shown in the Declarations, whichever are less. b. The insurance provided to such vendor does not apply to: (1) Any express warranty not authorized by you or any distribution or sale for a purpose not authorized by you; (2) Any change in "your products" made by such vendor; (3) Repackaging, unless unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; (4) Any failure to make such inspections, adjustments, tests or servicing as vendors agree to perform or normally undertake to perform in the regular course of business, in connection with the distribution or sale of "your products"; Page 2 of 5 OO 2017 The Travelers Indemnity Company. All rights reserved. CG D4 58 02 19 Includes copyrighted material of Insurance Services Office, Inc. with its permission COMMERCIAL GENERAL LIABILITY (5) Demonstration, installation, servicing or repair operations, except such operations performed at such vendor's premises in connection with the sale of "your products"; or (6) "Your products" that, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or on behalf of such vendor. Coverage under this provision does not apply to: a. Any person or organization from whom you have acquired "your products", or any ingredient, part or container entering into, accompanying or containing such products; or b. Any vendor for which coverage as an additional insured specifically is scheduled by endorsement. E. BLANKET ADDITIONAL INSURED — CONTROLLING INTEREST 1. The following is added to SECTION II — WHO IS AN INSURED: Any person or organization that has financial control of you is an insured with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" that arises out of: a. Such financial control; or b. Such person's or organization's ownership, maintenance or use of premises leased to or occupied by you. The insurance provided to such person or organization does not apply to structural alterations, new construction or demolition operations performed by or on behalf of such person or organization. 2. The following is added to Paragraph 4. of SECTION II — WHO IS AN INSURED: This paragraph does not apply to any premises owner, manager or lessor that has financial control of you. F. BLANKET ADDITIONAL INSURED — MORTGAGEES, ASSIGNEES, SUCCESSORS OR RECEIVERS The following is added to SECTION II — WHO IS AN INSURED: Any person or organization that is a mortgagee, assignee, successor or receiver and that you have agreed in a written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only with respect to its liability as mortgagee, assignee, successor or receiver for "bodily injury", "property damage" or "personal and advertising injury" that: a. Is "bodily injury' or "property damage" that occurs, or is "personal and advertising injury" caused by an offense that is committed, subsequent to the signing of that contract or agreement; and b. Arises out of the ownership, maintenance or use of the premises for which that mortgagee, assignee, successor or receiver is required under that contract or agreement to be included as an additional insured on this Coverage Part. The insurance provided to such mortgagee, assignee, successor or receiver is subject to the following provisions: a. The limits of insurance provided to such mortgagee, assignee, successor or receiver will be the minimum limits that you agreed to provide in the written contract or agreement, or the limits shown in the Declarations, whichever are less. b. The insurance provided to such person or organization does not apply to: (1) Any "bodily injury' or "property damage" that occurs, or any "personal and advertising injury' caused by an offense that is committed, after such contract or agreement is no longer in effect; or (2) Any "bodily injury", "property damage" or "personal and advertising injury" arising out of any structural alterations, new construction or demolition operations performed by or on behalf of such mortgagee, assignee, successor or receiver. G. BLANKET ADDITIONAL INSURED — GOVERNMENTAL ENTITIES — PERMITS OR AUTHORIZATIONS RELATING TO PREMISES The following is added to SECTION II — WHO IS AN INSURED: Any governmental entity that has issued a permit or authorization with respect to premises owned or occupied by, or rented or loaned to, you and that you are required by any ordinance, law, building code or written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury' arising out of the existence, ownership, use, maintenance, repair, construction, erection or removal of any of the following for which that governmental entity has CG D4 58 02 19 OO 2017 The Travelers Indemnity Company. All rights reserved. Page 3 of 5 Includes copyrighted material of Insurance Services Office, Inc. with its permission COMMERCIAL GENERAL LIABILITY issued such permit or authorization: advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoist away openings, sidewalk vaults, elevators, street banners or decorations. H BLANKET ADDITIONAL INSURED — GOVERNMENTAL ENTITIES — PERMITS OR AUTHORIZATIONS RELATING TO OPER- ATIONS The following is added to SECTION II — WHO IS AN INSURED: Any governmental entity that has issued a permit or authorization with respect to operations performed by you or on your behalf and that you are required by any ordinance, law, building code or written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" arising out of such operations. The insurance provided to such governmental entity does not apply to: a. Any "bodily injury", "property damage" or "personal and advertising injury" arising out of operations performed for the governmental entity; or b. Any "bodily injury' or "property damage" included in the "products -completed operations hazard". I. BLANKET ADDITIONAL INSURED — GRANTORS OF FRANCHISES The following is added to SECTION II — WHO IS AN INSURED: Any person or organization that grants a franchise to you is an insured, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" arising out of your operations in the franchise granted by that person or organization. If a written contract or agreement exists between you and such additional insured, the limits of insurance provided to such insured will be the minimum limits that you agreed to provide in the written contract or agreement, or the limits shown in the Declarations, whichever are less. J. INCIDENTAL MEDICAL MALPRACTICE services", first aid or "Good Samaritan services" to a person, unless you are in the business or occupation of providing professional health care services. 2. The following replaces the last paragraph of Paragraph 2.a.(1) of SECTION II — WHO IS AN INSURED: Unless you are in the business or occupation of providing professional health care services, Paragraphs (1)(a), (b), (c) and (d) above do not apply to "bodily injury" arising out of providing or failing to provide: (a) "Incidental medical services" by any of your "employees" who is a nurse, nurse assistant, emergency medical technician, paramedic, athletic trainer, audiologist, dietician, nutritionist, occupational therapist or occupational therapy assistant, physical therapist or speech - language pathologist; or (b) First aid or "Good Samaritan services" by any of your "employees" or "volunteer workers", other than an employed or volunteer doctor. Any such "employees" or "volunteer workers" providing or failing to provide first aid or "Good Samaritan services" during their work hours for you will be deemed to be acting within the scope of their employment by you or performing duties related to the conduct of your business. 3. The following replaces the last sentence of Paragraph 5. of SECTION III — LIMITS OF INSURANCE: For the purposes of determining the applicable Each Occurrence Limit, all related acts or omissions committed in providing or failing to provide "incidental medical services", first aid or "Good Samaritan services" to any one person will be deemed to be one "occurrence". 4. The following exclusion is added to Paragraph 2., Exclusions, of SECTION I — COVERAGES — COVERAGE A — BODILY INJURY AND PROPERTY DAMAGE LIABILITY: 1. The following replaces Paragraph b. of the Sale Of Pharmaceuticals definition of "occurrence" in the "Bodily injury" or "property damage" arising DEFINITIONS Section: out of the violation of a penal statute or b. An act or omission committed in providing ordinance relating to the sale of pharmaceuticals committed by, or with the or failing to provide "incidental medical knowledge or consent of, the insured. Page 4 of 5 OO 2017 The Travelers Indemnity Company. All rights reserved. CG D4 58 02 19 Includes copyrighted material of Insurance Services Office, Inc. with its permission COMMERCIAL GENERAL LIABILITY 5. The following is added to the DEFINITIONS Section: "Incidental medical services" means: a. Medical, surgical, dental, laboratory, x-ray or nursing service or treatment, advice or instruction, or the related furnishing of food or beverages; or b. The furnishing or dispensing of drugs or medical, dental, or surgical supplies or appliances. 6. The following is added to Paragraph 4.b., Excess Insurance, of SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS: This insurance is excess over any valid and collectible other insurance, whether primary, excess, contingent or on any other basis, that is available to any of your "employees" for "bodily injury" that arises out of providing or failing to provide "incidental medical services" to any person to the extent not subject to Paragraph 2.a.(1 ) of Section II - Who Is An Insured. I'm l<yi1491X-10LT_\'lIT, 140111 &23I0116104-F-140741 TAIkI The following replaces Paragraph 7. of SECTION III - LIMITS OF INSURANCE: 7. Subject to Paragraph 5. above, the Medical Expense Limit is the most we will pay under Coverage C for all medical expenses because of "bodily injury" sustained by any one person, and will be the higher of: a. $10,000; or b. The amount shown in the Declarations of this Coverage Part for Medical Expense Limit. L. BLANKET WAIVER OF SUBROGATION The following is added to Paragraph 8., Transfer Of Rights Of Recovery Against Others To Us, of SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS: If the insured has agreed in a contract or agreement to waive that insured's right of recovery against any person or organization, we waive our right of recovery against such person or organization, but only for payments we make because of: a. "Bodily injury" or "property damage" that occurs; or b. "Personal and advertising injury" caused by an offense that is committed; subsequent to the execution of the contract or agreement. M. CONTRACTUAL LIABILITY - RAILROADS 1. The following replaces Paragraph c. of the definition of "insured contract" in the DEFINITIONS Section: c. Any easement or license agreement; 2. Paragraph f.(1) of the definition of "insured contract" in the DEFINITIONS Section is deleted. CG D4 58 02 19 OO 2017 The Travelers Indemnity Company. All rights reserved. Page 5 of 5 Includes copyrighted material of Insurance Services Office, Inc. with its permission COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESS AUTO EXTENSION ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GENERAL DESCRIPTION OF COVERAGE — This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to the Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general cover- age description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this en- dorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. BROAD FORM NAMED INSURED B. BLANKET ADDITIONAL INSURED C. EMPLOYEE HIRED AUTO D. EMPLOYEES AS INSURED E. SUPPLEMENTARY PAYMENTS — INCREASED LIMITS F. HIRED AUTO — LIMITED WORLDWIDE COV- ERAGE — INDEMNITY BASIS G. WAIVER OF DEDUCTIBLE — GLASS PROVISIONS A. BROAD FORM NAMED INSURED The following is added to Paragraph A.1., Who Is An Insured, of SECTION II — COVERED AUTOS LIABILITY COVERAGE: Any organization you newly acquire or form dur- ing the policy period over which you maintain 50% or more ownership interest and that is not separately insured for Business Auto Coverage. Coverage under this provision is afforded only un- til the 180th day after you acquire or form the or- ganization or the end of the policy period, which- ever is earlier. B. BLANKET ADDITIONAL INSURED The following is added to Paragraph c. in A.1., Who Is An Insured, of SECTION II — COVERED AUTOS LIABILITY COVERAGE: Any person or organization who is required under a written contract or agreement between you and that person or organization, that is signed and executed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period, to be named as an addi- tional insured is an "insured" for Covered Autos Liability Coverage, but only for damages to which H. HIRED AUTO PHYSICAL DAMAGE — LOSS OF USE — INCREASED LIMIT I. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES — INCREASED LIMIT J. PERSONAL PROPERTY K. AIRBAGS L. NOTICE AND KNOWLEDGE OF ACCIDENT OR LOSS M. BLANKET WAIVER OF SUBROGATION N. UNINTENTIONAL ERRORS OR OMISSIONS this insurance applies and only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Section II. C. EMPLOYEE HIRED AUTO 1. The following is added to Paragraph A.1., Who Is An Insured, of SECTION II — COV- ERED AUTOS LIABILITY COVERAGE: An "employee" of yours is an "insured" while operating an "auto" hired or rented under a contract or agreement in an "employee's" name, with your permission, while performing duties related to the conduct of your busi- ness. 2. The following replaces Paragraph b. in B.5., Other Insurance, of SECTION IV — BUSI- NESS AUTO CONDITIONS: b. For Hired Auto Physical Damage Cover- age, the following are deemed to be cov- ered "autos" you own: (1) Any covered "auto" you lease, hire, rent or borrow; and (2) Any covered "auto" hired or rented by your "employee" under a contract in an "employee's" name, with your CA T3 53 0215 © 2015 The Travelers Indemnity Company. All rights reserved. Page 1 of 4 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL AUTO permission, while performing duties related to the conduct of your busi- ness. However, any "auto" that is leased, hired, rented or borrowed with a driver is not a covered "auto". 0M:111:1119 A4=6T 4ILIKIIIIIJ0=111 The following is added to Paragraph A.1., Who Is An Insured, of SECTION II — COVERED AUTOS LIABILITY COVERAGE: Any "employee" of yours is an "insured" while us- ing a covered "auto" you don't own, hire or borrow in your business or your personal affairs. E. SUPPLEMENTARY PAYMENTS — INCREASED LIMITS 1. The following replaces Paragraph A.2.a.(2), of SECTION II — COVERED AUTOS LIABIL- ITY COVERAGE: (2) Up to $3,000 for cost of bail bonds (in- cluding bonds for related traffic law viola- tions) required because of an "accident" we cover. We do not have to furnish these bonds. 2. The following replaces Paragraph A.2.a.(4), of SECTION II — COVERED AUTOS LIABIL- ITY COVERAGE: (a) With respect to any claim made or "suit" brought outside the United States of America, the territories and possessions of the United States of America, Puerto Rico and Canada: (i) You must arrange to defend the "in- sured" against, and investigate or set- tle any such claim or "suit" and keep us advised of all proceedings and ac- tions. (ii) Neither you nor any other involved "insured" will make any settlement without our consent. (iii) We may, at our discretion, participate in defending the "insured" against, or in the settlement of, any claim or "suit". (iv) We will reimburse the "insured" for sums that the "insured" legally must pay as damages because of "bodily injury" or "property damage" to which this insurance applies, that the "in- sured" pays with our consent, but only up to the limit described in Para- graph C., Limits Of Insurance, of SECTION II — COVERED AUTOS LIABILITY COVERAGE. (4) All reasonable expenses incurred by the (v) We will reimburse the "insured" for "insured" at our request, including actual the reasonable expenses incurred loss of earnings up to $500 a day be- with our consent for your investiga- cause of time off from work. tion of such claims and your defense of the "insured" against any such"suit", F. HIRED AUTO — LIMITED WORLDWIDE COV- but only up to and included ERAGE —INDEMNITY BASIS within the limit described in Para - The following replaces Subparagraph (5) in Para- graph C., Limits Of Insurance, of graph B.7., Policy Period, Coverage Territory, SECTION II — COVERED AUTOS of SECTION IV — BUSINESS AUTO CONDI- LIABILITY COVERAGE, and not in TIONS: addition to such limit. Our duty to (5) Anywhere in the world, except any country or make such payments ends when we jurisdiction while any trade sanction, em- have used up the applicable limit of bargo, or similar regulation imposed by the insurance in payments for damages, United States of America applies to and pro- settlements or defense expenses. hibits the transaction of business with or (b) This insurance is excess over any valid within such country or jurisdiction, for Cov- and collectible other insurance available ered Autos Liability Coverage for any covered to the "insured" whether primary, excess, "auto" that you lease, hire, rent or borrow contingent or on any other basis. without a driver for a period of 30 days or less (c) This insurance is not a substitute for re - and that is not an "auto" you lease, hire, rent quired or compulsory insurance in any or borrow from any of your "employees", country outside the United States, its ter - partners (if you are a partnership), members ritories and possessions, Puerto Rico and (if you are a limited liability company) or Canada. members of their households. Page 2 of 4 © 2015 The Travelers Indemnity Company. All rights reserved. CA T3 53 02 15 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL AUTO You agree to maintain all required or (2) In or on your covered "auto". compulsory insurance in any such coun- This coverage applies only in the event of a total try up to the minimum limits required by theft of your covered "auto". local law. Your failure to comply with No deductibles apply to this Personal Property compulsory insurance requirements will not invalidate the coverage afforded by coverage. this policy, but we will only be liable to the K. AIRBAGS same extent we would have been liable The following is added to Paragraph B.3., Exclu- had you complied with the compulsory in- sions, of SECTION III — PHYSICAL DAMAGE surance requirements. COVERAGE: (d) It is understood that we are not an admit- ted or authorized insurer outside the United States of America, its territories and possessions, Puerto Rico and Can- ada. We assume no responsibility for the furnishing of certificates of insurance, or for compliance in any way with the laws of other countries relating to insurance. G. WAIVER OF DEDUCTIBLE — GLASS The following is added to Paragraph D., Deducti- ble, of SECTION III — PHYSICAL DAMAGE COVERAGE: No deductible for a covered "auto" will apply to glass damage if the glass is repaired rather than replaced. H. HIRED AUTO PHYSICAL DAMAGE — LOSS OF USE — INCREASED LIMIT The following replaces the last sentence of Para- graph AA.b., Loss Of Use Expenses, of SEC- TION III — PHYSICAL DAMAGE COVERAGE: However, the most we will pay for any expenses for loss of use is $65 per day, to a maximum of $750 for any one "accident". I. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES — INCREASED LIMIT The following replaces the first sentence in Para- graph A.4.a., Transportation Expenses, of SECTION III — PHYSICAL DAMAGE COVER- AGE: We will pay up to $50 per day to a maximum of $1,500 for temporary transportation expense in- curred by you because of the total theft of a cov- ered "auto" of the private passenger type. J. PERSONAL PROPERTY Exclusion 3.a. does not apply to "loss" to one or more airbags in a covered "auto" you own that in- flate due to a cause other than a cause of "loss" set forth in Paragraphs A.1.b. and A.1.c., but only: a. If that "auto" is a covered "auto" for Compre- hensive Coverage under this policy; b. The airbags are not covered under any war- ranty; and c. The airbags were not intentionally inflated. We will pay up to a maximum of $1,000 for any one 'loss". L. NOTICE AND KNOWLEDGE OF ACCIDENT OR LOSS The following is added to Paragraph A.2.a., of SECTION IV — BUSINESS AUTO CONDITIONS: Your duty to give us or our authorized representa- tive prompt notice of the "accident" or "loss" ap- plies only when the "accident" or "loss" is known to: (a) You (if you are an individual); (b) A partner (if you are a partnership); (c) A member (if you are a limited liability com- pany); (d) An executive officer, director or insurance manager (if you are a corporation or other or- ganization); or (e) Any "employee" authorized by you to give no- tice of the "accident" or "loss". M. BLANKET WAIVER OF SUBROGATION The following replaces Paragraph A.5., Transfer Of Rights Of Recovery Against Others To Us, of SECTION IV — BUSINESS AUTO CONDI- TIONS: The following is added to Paragraph AA., Cover- 5. Transfer Of Rights Of Recovery Against age Extensions, of SECTION III — PHYSICAL Others To Us DAMAGE COVERAGE: We waive any right of recovery we may have Personal Property against any person or organization to the ex- tent required of you by a written contract We will pay up to $400 for 'loss" to wearing ap- signed and executed prior to any "accident" parel and other personal property which is: or "loss", provided that the "accident" or "loss" (1) Owned by an "insured"; and arises out of operations contemplated by CA T3 53 0215 © 2015 The Travelers Indemnity Company. All rights reserved. Page 3 of 4 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL AUTO such contract. The waiver applies only to the The unintentional omission of, or unintentional person or organization designated in such error in, any information given by you shall not contract. prejudice your rights under this insurance. How- N. UNINTENTIONAL ERRORS OR OMISSIONS ever this provision does not affect our right to col - The following is added to Paragraph B.2., Con- lect additional premium or exercise our right of cealment, Misrepresentation, Or Fraud, of cancellation or non -renewal. SECTION IV — BUSINESS AUTO CONDITIONS: Page 4 of 4 © 2015 The Travelers Indemnity Company. All rights reserved. CA T3 53 02 15 Includes copyrighted material of Insurance Services Office, Inc. with its permission.