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22-184.00 Eller: On Call Road Graders for Snow Removal Contract No.22-184 AGREEMENT FOR SERVICES Eller Corporation On Call Road Graders for Snow Removal 2022-2023 Snow Season THIS AGREEMENT is made by and between the City of Spokane Valley,a code City of the State of Washington, hereinafter"City" and Eller Corporation., hereinafter"Consultant,"jointly referred to as "Parties." IN CONSIDERATION of the terms and conditions contained herein,the Parties agree as follows: 1. Work to Be Performed. Consultant shall provide all labor, services, and material to satisfactorily complete the Scope of Services,attached as Exhibit A. A.Administration. The City Manager or designee shall administer and be the primary contact for Consultant. Prior to commencement of work, Consultant shall contact the City Manager or designee to review the Scope of Services,schedule,and date of completion. Upon notice from the City Manager or designee, Consultant shall commence work, perform the requested tasks in the Scope of Services,stop work,and promptly cure any failure in performance under this Agreement. B. Representations. City has relied upon the qualifications of Consultant in entering into this Agreement. By execution of this Agreement, Consultant represents it possesses the ability, skill, and resources necessary to perform the work and is familiar with all current laws, rules, and regulations which reasonably relate to the Scope of Services. No substitutions of agreed-upon personnel shall be made without the prior written consent of City. Consultant represents that the compensation as stated in paragraph 3 is adequate and sufficient for the timely provision of all professional services required to complete the Scope of Services under this Agreement. Consultant shall be responsible for the technical accuracy of its services and documents resulting therefrom,and City shall not be responsible for discovering deficiencies therein. Consultant shall correct such deficiencies without additional compensation except to the extent such action is directly attributable to deficiencies in City-furnished information. C.Standard of Care. Consultant shall exercise the degree of skill and diligence normally employed by professional consultants engaged in the same profession, and performing the same or similar services at the time such services are performed. D. Modifications. City may modify this Agreement and order changes in the work whenever necessary or advisable. Consultant will accept modifications when ordered in writing by the City Manager or designee, so long as the additional work is within the scope of Consultant's area of practice. Compensation for such modifications or changes shall be as mutually agreed between the Parties. Consultant shall make such revisions in the work as are necessary to correct errors or omissions appearing therein when required to do so by City without additional compensation. 2.Term of Contract. This Agreement shall be in full force and effect upon execution and shall remain in effect until completion of all contractual requirements have been met as determined by City. Consultant shall complete its work by April 30,2023, unless the time for performance is extended in writing by the Parties. Eller Corporation. Page 1 of 8 Contract No.22-184 Either Party may terminate this Agreement for material breach after providing the other Party with at least 10 days'prior notice and an opportunity to cure the breach. City may,in addition,terminate this Agreement for any reason by 10 days' written notice to Consultant. In the event of termination without breach, City shall pay Consultant for all work previously authorized and satisfactorily performed prior to the termination date. 3. Compensation. City agrees to pay Consultant an agreed upon hourly rate up to a maximum amount of $50.000 as full compensation for everything done under this Agreement, as set forth in Exhibit A. Consultant shall not perform any extra, further, or additional services for which it will request additional compensation from City without a prior written agreement for such services and payment therefore. 4. Payment. Consultant shall be paid monthly upon presentation of an invoice to City. Applications for payment shall be sent to the City Finance Department at the below-stated address. City reserves the right to withhold payment under this Agreement for that portion of the work(if any)which is determined in the reasonable judgment of the City Manager or designee to be noncompliant with the Scope of Services,City standards,City Code,and federal or state standards. 5.Notice. Notices other than applications for payment shall be given in writing as follows: TO THE CITY: TO THE CONSULTANT: Name: Christine Bainbridge,City Clerk Name: Eller Corporation Phone: (509)720-5000 Phone: 509-226-0333 Address: 10210 East Sprague Avenue Address: 8102 N. Starr Rd. Newman Lake,WA 99025 6.Applicable Laws and Standards. The Parties, in the performance of this Agreement,agree to comply with all applicable federal, state, and local laws and regulations. Consultant warrants that its designs, construction documents,and services shall conform to all federal,state,and local statutes and regulations. 7. Certification Rezardina Debarment, Suspension, and Other Responsibility Matters — Primary Covered Transactions. A. By executing this Agreement, the Consultant certifies to the best of its knowledge and belief that it and its principals: 1. Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any federal department or agency; 2. Have not within a three-year period preceding this proposal been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (federal, state, or local) transaction or contract under a public transaction; violation of federal or state antitrust statutes or commission of embezzlement,theft, forgery, bribery, falsification or destruction of records,making false statements,or receiving stolen property; 3. Are not presently indicted for or otherwise criminally or civilly charged by a Eller Corporation. Page 2 of 8 Contract No.22-184 governmental entity (federal, state, or local) with commission of any of the offenses enumerated in paragraph(A)(2)of this certification;and 4. Have not within a three-year period preceding this application/proposal had one or more public transactions(federal,state,or local)terminated for cause or default. B. Where the prospective primary participant is unable to certify to any of the statements in this certification,such prospective participant shall attach an explanation to this Agreement. 8. Relationship of the Parties. It is understood and agreed that Consultant shall be an independent contractor and not the agent or employee of City,that City is interested in only the results to be achieved, and that the right to control the particular manner,method,and means in which the services are performed is solely within the discretion of Consultant. Any and all employees who provide services to City under this Agreement shall be deemed employees solely of Consultant. The Consultant shall be solely responsible for the conduct and actions of all its employees under this Agreement and any liability that may attach thereto. 9. Ownership of Documents. All drawings, plans, specifications, and other related documents prepared by Consultant under this Agreement are and shall be the property of City,and may be subject to disclosure pursuant to chapter 42.56 RCW or other applicable public record laws. The written, graphic, mapped, photographic, or visual documents prepared by Consultant under this Agreement shall, unless otherwise provided, be deemed the property of City. City shall be permitted to retain these documents, including reproducible camera-ready originals of reports,reproduction quality mylars of maps,and copies in the form of computer files, for the City's use. City shall have unrestricted authority to publish, disclose, distribute, and otherwise use,in whole or in part,any reports,data,drawings,images,or other material prepared under this Agreement, provided that Consultant shall have no liability for the use of Consultant's work product outside of the scope of its intended purpose. 10.Records. The City or State Auditor or any of their representatives shall have full access to and the right to examine during normal business hours all of Consultant's records with respect to all matters covered in this Agreement. Such representatives shall be permitted to audit, examine, make excerpts or transcripts from such records, and to make audits of all contracts, invoices,materials,payrolls, and record of matters covered by this Agreement for a period of three years from the date final payment is made hereunder. 11.Insurance. 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 Consultant,its agents,representatives,employees,or subcontractors. A. Minimum Scope of Insurance. Consultant's required insurance shall be of the types and coverages described below: 1. Automobile liability insurance covering all owned, non-owned, hired, and leased vehicles. Coverage shall be at least as broad as Insurance Services Office(ISO)form CA 00 01. 2.Commercial general liability insurance shall be at least as broad as ISO occurrence form CG 00 01 and shall cover liability arising from premises,operations,stop-gap independent contractors and personal injury, and advertising injury. City shall be named as an additional insured under Consultant's commercial general liability insurance policy with respect to the work performed for the City using an additional insured endorsement at least Eller Corporation. Page 3 of 8 Contract No.22-184 as broad as ISO CG 20 26. 3. Workers' compensation coverage as required by the industrial insurance laws of the State of Washington. 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 $2,000,000 each occurrence,and$2,000,000 general aggregate. C.Other Insurance Provisions. The Consultant's policies are to contain,or be endorsed to contain, the following provisions for automobile liability and commercial general liability insurance: 1. Consultant's insurance coverage shall be primary insurance with respect to the City. Any insurance, self-insurance, or self-insured pool coverage maintained by City shall be in excess of Consultant's insurance and shall not contribute with it. 2.Consultant shall provide City and all additional insured for this work with written notice of any policy cancellation within two business days of their receipt of such notice. 3. If Consultant maintains higher insurance limits than the minimums shown above, City shall be insured for the full available limits of commercial general and excess or umbrella liability maintained by Consultant, irrespective of whether such limits maintained by Consultant are greater than those required by this Agreement or whether any certificate of insurance furnished to the City evidences limits of liability lower than those maintained by Consultant. 4.Failure on the part of Consultant to maintain the insurance as required shall constitute a material breach of the Agreement, upon which the City may, after giving at least five business days' notice to Consultant to correct the breach, immediately terminate the Agreement, or at its sole discretion,procure or renew such insurance and pay any and all premiums in connection therewith, with any sums so expended to be repaid to City on demand, or at the sole discretion of the City, offset against funds due Consultant from the City. 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. Evidence of Coverage. As evidence of the insurance coverages required by this Agreement, 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 Agreement before commencement of the work. 12. Indemnification and Hold Harmless. Consultant shall, at its sole expense, defend, indemnify, and hold harmless City and its officers,agents,and employees,from any and all claims,actions,suits,liability, loss, costs, attorney's fees, costs of litigation, expenses, injuries, and damages of any nature whatsoever relating to or arising out of the wrongful or negligent acts, errors,or omissions in the services provided by Eller Corporation. Page 4 of 8 Contract No.22-184 Consultant, Consultant's agents, subcontractors, subconsultants, and employees to the fullest extent permitted by law,subject only to the limitations provided below. However, 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, and volunteers, the Consultant's liability, including the duty and cost to defend, hereunder 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 purpose of this indemnification. This waiver has been mutually negotiated by the parties. The provisions of this section shall survive the expiration or termination of this Agreement. 13.Waiver. No officer,employee,agent,or other individual acting on behalf of either Party has the power, right,or authority to waive any of the conditions or provisions of this Agreement. A waiver in one instance shall not be held to be a waiver of any other subsequent breach or nonperformance. All remedies afforded in this Agreement or by law shall be taken and construed as cumulative and in addition to every other remedy provided herein or by law. Failure of either Party to enforce at any time any of the provisions of this Agreement or to require at any time performance by the other Party of any provision hereof shall in no way be construed to be a waiver of such provisions nor shall it affect the validity of this Agreement or any part thereof. 14. Assignment and Delegation. Neither Party may assign, transfer, or delegate any or all of the responsibilities of this Agreement or the benefits received hereunder without prior written consent of the other Party. 15. Subcontracts. Except as otherwise provided herein, Consultant shall not enter into subcontracts for any of the work contemplated under this Agreement without obtaining prior written approval of City. 16. Confidentiality. Consultant may,from time-to-time, receive information which is deemed by City to be confidential. Consultant shall not disclose such information without the prior express written consent of City or upon order of a court of competent jurisdiction. 17. Jurisdiction and Venue. This Agreement is entered into in Spokane County, Washington. Disputes between City and Consultant shall be resolved in the Superior Court of the State of Washington in Spokane County. Notwithstanding the foregoing, Consultant agrees that it may, at City's request, be joined as a party in any arbitration proceeding between City and any third party that includes a claim or claims that arise out of, or that are related to Consultant's services under this Agreement. Consultant further agrees that an arbitrator's decision therein shall be final and binding on Consultant and that judgment may be entered upon it in any court having jurisdiction thereof. 18. Cost and Attorney's Fees. The prevailing party in any litigation or arbitration arising out of this Agreement shall be entitled to its attorney's fees and costs of such litigation(including expert witness fees). 19. Entire Agreement. This written Agreement constitutes the entire and complete agreement between the Parties and supersedes any prior oral or written agreements. This Agreement may not be changed, modified,or altered except in writing signed by the Parties hereto. 20.Anti-kickback. No officer or employee of City,having the power or duty to perform an official act or action related to this Agreement shall have or acquire any interest in this Agreement, or have solicited, Eller Corporation. Page 5 of 8 Contract No.22-184 accepted,or granted a present or future gift,favor,service,or other thing of value from any person with an interest in this Agreement. 21. Assurance of Compliance with Applicable Federal Law. During the performance of this Agreement, the Consultant,for itself,its assignees,and successors in interest agrees as follows: A. Compliance with Regulations. Consultant shall comply with the federal laws set forth in subsection G, below ("Pertinent Non-Discrimination Authorities") relative to non-discrimination in federally-assisted programs as adopted or amended from time-to-time, which are herein incorporated by reference and made a part of this Agreement. B. Non-discrimination. Consultant,with regard to the work performed by it during this Agreement, shall not discriminate on the grounds of race,color,or national origin in the selection and retention of subcontractors, including procurements of materials and leases of equipment. Consultant shall not participate directly or indirectly in the discrimination prohibited by the Acts and the Regulations, including employment practices when the contract covers any activity, project, or program set forth in Appendix B of 49 CFR Part 21. C. Solicitations for Subcontracts, Including Procurements of Materials and Equipment. In all • solicitations, either by competitive bidding, or negotiation made by Consultant for work to be performed under a subcontract, including procurements of materials,or leases of equipment,each potential subcontractor or supplier shall be notified by Consultant of Consultant's obligations under this Agreement and the Acts and the Regulations relative to non-discrimination on the grounds of race,color,or national origin. D. Information and Reports. Consultant shall provide all information and reports required by the Acts,the regulations, and directives issued pursuant thereto, and shall permit access to its books, records,accounts,other sources of information,and its facilities as may be determined by the City or the WSDOT to be pertinent to ascertain compliance with such Acts,regulations,and instructions. Where any information required of Consultant is in the exclusive possession of another who fails or refuses to furnish the information, Consultant shall so certify to the City or the WSDOT, as appropriate,and shall set forth what efforts it has made to obtain the information. E. Sanctions for Noncompliance. In the event of a Consultant's noncompliance with the non- discrimination provisions of this Agreement,the City will impose such contract sanctions as it or the WSDOT may determine to be appropriate,including,but not limited to: 1. Withholding payments to Consultant under the Agreement until Consultant complies; and/or 2. Cancelling,terminating,or suspending the Agreement,in whole or in part. F. Incorporation of Provisions. Consultant shall include the provisions of paragraphs of these Contract Clauses in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Acts, regulations and directives issued pursuant thereto. Consultant shall take action with respect to any subcontract or procurement as the City or the WSDOT may direct as a means of enforcing such provisions, including sanctions for noncompliance. Provided,that if Consultant becomes involved in, or is threatened with litigation by a subcontractor or supplier because of such direction,Consultant may request that the City enter Eller Corporation. Page 6 of 8 Contract No.22-184 into any litigation to protect the interests of the City. In addition,Consultant may request the United States to enter into the litigation to protect the interests of the United States. G. Pertinent Non-Discrimination Authorities: During the performance of this Agreement, the Consultant agrees to comply with the following non-discrimination statutes and authorities; including but not limited to: Title VI of the Civil Rights Act of 1964(42 U.S.C. §2000d et seq.,78 stat.252),(prohibits discrimination on the basis of race,color,national origin);and 49 CFR Part 21;and 49 Part 26; The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. §4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects); Federal-Aid Highway Act of 1973,(23 U.S.C. §324 et seq.),(prohibits discrimination on the basis of sex); Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. §794 et seq.), as amended, (prohibits discrimination on the basis of disability);and 49 CFR Part 27; The Age Discrimination Act of 1975, as amended, (42 U.S.C. §6101 et seq.), (prohibits discrimination on the basis of age); Airport and Airway Improvement Act of 1982, (49 U.S.C. §471, Section 47123), as amended,(prohibits discrimination based on race,creed, color,national origin,or sex); The Civil Rights Restoration Act of 1987,(PL 100-209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964,The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973,by expanding the definition of the terms"programs or activities"to include all of the programs or activities of the Federal- aid recipients, sub-recipients and contractors, whether such programs or activities are Federally funded or not); Titles II and III of the Americans with Disabilities Act, which prohibit discrimination on the basis of disability in the operation of public entities, public and private transportation systems,places of public accommodation,and certain testing entities(42 U.S.C. §§12131- 12189)as implemented by Department of Transportation regulations at 49 C.F.R.parts 37 and 38; The Federal Aviation Administration's Non-discrimination statute (49 U.S.C. §47123) (prohibits discrimination on the basis of race,color,national origin,and sex); Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations, which ensures Non-discrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations; Eller Corporation. Page 7 of 8 Contract No.22-184 Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of Limited English proficiency(LEP). To ensure compliance with Title VI,you must take reasonable steps to ensure that LEP persons have meaningful access to your programs(70 Fed.Reg. at 74087 to 74100); and Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities(20 U.S.C. §1681 et seq.). 22. Business Redstration. Prior to commencement of work under this Agreement, Consultant shall register with the City as a business if it has not already done so. 23. Severability. If any section,sentence,clause,or phrase of this Agreement should be held to be invalid for any reason by a court of competent jurisdiction,such invalidity shall not affect the validity of any other section,sentence,clause, or phrase of this Agreement. 24.Exhibits. Exhibits attached and incorporated into this Agreement are: A. Equipment and Pricing B. Scope of Services C.Insurance Certificates The Parties have executed this Agreement this Z8'day of a rc/l+c ,202.2. CITY OF SPOKANE VALLEY Consultant: Jo Hohman,City Manager By: KA7.hir,J A 1), /`30�d f esiu4 Its: Authorized Representative APPROVED AS TO FORM: / • -;" 11-0/./0 Offic /f the CitJAtforney Eller Corporation. Page 8 of 8 ATTACHMENT "A" EQUIPMENT AND PRICING 2022-2023 SNOW SEASON ON-CALL ROAD GRADERS FOR SNOW REMOVAL Name: d //&r CorrJUYJJ/io i '.----( __ Signature: (C)---C4 -.- ---- Date: 10, 6. . 2. ROAD GRADER EQUIPMENT DESCRIPTION MODEL QUANTITY RATE PER HOUR (all equipment rates to include operator labor) YEAR AVAILABLE 00 `l 7av ,To iitiz E GrAdQ-e) ao\\ f An 00 1 tt()cc 0-3- - i , Par-r- G re; deJ A I4 Q a 1 . \.S'0 --- ANY OTHER CHARGES (if not included in above rates, such as travel time) 1`rL)b i (t z A 41-0 a OOC) 00 efi 9 ATTACHMENT B -SCOPE OF SERVICES SCOPE OF SERVICES The scope of Services will include, but is not limited to, the following: 1. The Contractor shall have a motor road grader 140G or equivalent with no larger than a 14' moldboard and be able to supply themselves tire chains and replacements. 2. The Contractor shall provide grader operators for 12-hour shifts. Generally, a full city residential plow takes 48 hours to complete. 3. Road Graders must be able to work on city streets with lights and a flashing hazard (work light). Road Graders shall be able to work continuously until the snow emergency event ends and released by the City. DESCRIPTION OF WORK REQUIRED Work required includes activities described in the Scope of Services and may include, but not be limited to, the following description list: 1. The City will instruct Contractor/Operator on which routes/areas are to be plowed. 2. The Contractor shall perform work in compliance with requirements of all applicable codes and standards of governing authorities having jurisdiction, including provision for adequate protection to persons and property by means of insurance, bonding, traffic, etc. RESPONSE TIME EXPECTATIONS 1. The Contractor shall provide a 24 hour a day contact number, name, and be able to report with 12-hour advance notice. 2. Contractor shall call back within 30 minutes after initial call is made from the City requesting their services. After 30 minutes, the next Contractor on the list will be contacted. 3. The Contractor shall have grader fully fueled and ready to work. ELLECOR-01 SSIMPSONI ACORN' CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 12/2112021 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Stacia Simpson NAME: Hub International Northwest LLC PHONEFAX PO Box 3144 (ac,No,Ext):(509)319-2912 (A/C,No): Spokane,WA 99220 E-MAILADDRESS:Stacia.Simpson@hubinternational.com INSURER(S)AFFORDING COVERAGE _ NAIC INSURER A:Cincinnati Insurance Company 10677 INSURED INSURER B: Eller Corporation INSURER C: PO Box 117 INSURER D: Newman Lake,WA 99025 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 CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF POLICY EXP LIMITS LTR INSD WVD IMMIDDIYYYY) (MMIDDIYYYY) A COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 CLAIMS-MADE X OCCUREPP0563496 12/31/2021 12/31/2022 DAMAGETORENTED 500,000 X x PREMISES()=e occurrence) $ MED EXP(Any one person) $ 10,000 PERSONAL 8 ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 POLICY X LOC PRODUCTS-COMP/OPAGG $ 2,000,000 OTHER: WA STOP GAP $ 1,000,000 A AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT 1,000,000 (Ea accident X ANY AUTO X X EPP0563496 12/31/2021 12/31/2022 BODILY INJURY(Per person) $ OWNED SCHEDULED AUTOSRREE�� ONLY AUTOS SSWN D BODILYO INJURYD (Per accident) $ X AUTOS ONLY x AUTOS O Y ((Perr a dent)AMAGE $ A X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 2,000,000 EXCESS LIAB CLAIMS-MADE X x EPP0563496 12/31/2021 12/31/2022 AGGREGATE $ 2,000,000 DED RETENTION$ $ WORKERS COMPENSATION PER OTH- AND EMPLOYERS'LIABILITY Y/N STATUTE ER ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ NIA Waging EXCLUDED? E.L.DISEASE-EA EMPLOYEE,$ If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached If more space Is required) CONTRACT#20-188: 2020-2021 SNOW SEASO ON-CALL ROAD GRADERS FOR SNOW REMOVAL PRIMARY/NONCONTRIBUTORY ADDITIONAL INSURED STATUS AND WAIVER OF SUBROGATION AS IT RELATES TO GENERAL LIABILITY IS GIVEN TO THE CITY OF SPOKANE VALLEY,ITS OFFICERS,AGENTS AND EMPLOYEES PER ENDORSEMENTS ATTACHED. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE CITY OF SPOKANE VALLEY THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 10210 E SPRAGUE AVENUE SPOKANE VALLEY,WA 99206 AUTHORIZED REPRESENTATIVE 6)1(oakt - ACORD 25(2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD 10/17/22, 12:33 PM ELLER CORPORATION STAFF OF WASHINGTON Department of Labor& Industries Certificate of Workers' Compensation Coverage October 1 7, 2022 WA UBI No. 600 184 764 L&I Account ID 642,062-00 Legal Business Name ELLER CORPORATION Doing Business As ELLER CORP Workers' Comp Premium Status: Account is current. Estimated Workers Reported Quarter 2 of Year 2022"51 to 75 Workers" (See Description Below) Account Representative Employer Services Help Line, (360) 902-4817 Licensed Contractor? Yes License No. ELLERC*242C3 License Expiration 10/01/2024 What does "Estimated Workers Reported" mean? Estimated workers reported represents the number of full time position requiring at least 480 hours of work per calendar quarter. A single 480 hour position may be filled by one person, or several part time workers. Industrial Insurance Information Employers report and pay premiums each quarter based on hours of employee work already performed, and are liable for premiums found later to be due. Industrial insurance accounts have no policy periods, cancellation dates, limitations of coverage or waiver of subrogation (See RCW 51 .1 2.050 and 51 .1 6.1 90). https://secure.lni.wa.gov/verify/Details/IiabilityCertificate.aspx?UBI=600184764&LIC=ELLERC'242C3&VIO=&SAW=false&ACCT=64206200 1/1 COMMERCIAL UMBRELLA LIABILITY COVERAGE FORM Various provisions In this Coverage Part restrict that the "personal and advertising this insurance. Read the entire Coverage Part injury" offense had been committed carefully to determine rights, duties and what is or had begun to be committed, in and is not covered. whole or in part. Throughout this Coverage Part the words "you" 3. "Bodily injury" or "property damage" and "your" refer to the Named Insured shown in which: the Declarations, and any other person or organi a. Occurs during the "coverage term'; zation qualifying as a Named Insured under this Coverage Part. The words "we", "us" and "our" and refer to the Company providing this insurance. b. Was not, prior to the "coverage The word "insured" means any person or organi- known by you, per Paragraph zation qualifying as such under SECTION II-WHO 5.below,to have occurred; IS AN INSURED. includes any continuation, change or re- Other words and phrases that appear in quotation sumption of that "bodily injury" or "prop- marks have special meaning. Refer to SECTION erty damage"after the end of the "cover- V-DEFINITIONS. age term" in which it first became known by you. SECTION I-COVERAGE 4. "Personal and advertising injury" caused A. Insuring Agreement by an offense which: 1. We will pay on behalf of the insured the a. Was committed during the "coverage "ultimate net loss" which the insured is term"; and legally obligated to pay as damages for "bodily injury", "personal and advertising b. Was not, prior to the "coverage injury"or "property damage" to which this term", known by you, per Paragraph insurance applies: 5.below,to have been committed; a. Which is in excess of the "underlying includes any continuation, change or re- insurance";or sumption of that "personal and advertis- ing injury" offense after the end of the b. Which is either excluded or not in- "coverage term" in which it first became sured by"underlying insurance". known by you. 2. This Insurance applies to "bodily Injury", 5. You will be deemed to know that "bodily "personal and advertising injury" or injury" or "property damage" has oc- "property damage"only if: curred, or that a "personal and advertis- ing injury" offense has been committed at a. The "bodily injury", "personal and the earliest time when any "authorized advertising injury" or "property dam- representative": age" Is caused by an "occurrence" that takes place In the "coverage ter- a. Reports all,or any part,of the "bodily ritory"; and injury", "personal and advertising In- jury" or "property damage" to us or b. The "bodily injury" or "property dam- any other insurer; age" occurs during the policy period shown In the Declarations;or b. Receives a written or verbal demand or claim for damages because of the c. The "personal and advertising injury" "bodily Injury", "personal and adver- results from an "occurrence" that tising Injury"or"property damage"; takes place during the policy period shown in the Declarations; and c. First observes, or reasonably should have first observed, the "bodily in- d. Prior to the "coverage term" in which jury" or "property damage", or the "bodily injury" or "property damage" offense that caused the "personal occurs, or a "personal and advertis- and advertising injury"; Ing injury" offense is committed, you did not know, per Paragraph 5. be- d. Becomes aware, or reasonably low, that the "bodily injury" or "prop- should have become aware, by any erty damage" had occurred or had means, other than as described in c. begun to occur,in whole or in part,or above, that "bodily injury" or "prop- Includes copyrighted material of ISO US 101 UM 12 04 Properties, Inc.,with Its permission. Page 3 of 22 (2) In excess of the "underlying limit" d. The limits of "underlying insurance" shall applicable to the "occurrence" only be deemed applicable, regardless of any after the insurers who provide the defense which the insurer who provides applicable "underlying insurance" the "underlying insurance" may assert have paid or become obligated to because of the insured's failure to comply pay the amount of the "underlying with any Condition of the policy or the in- limit"applicable to the"occurrence". ability of the insurer to pay by reason of Our payment will be made following final bankruptcy or insolvency. determination of the amount of the in- 9. Other Insurance sured's obligation to pay either by final Judgment against the insured or by writ- This insurance is excess over, and shall not ten agreement with the Insured, the contribute with any other insurance, whether claimant,the underlying insurers and us. primary, excess, contingent or on any other basis. This condition will not apply to insur- 7. Liberalization ance specifically written as excess over this Coverage Part. If,within 60 days prior to the beginning of this Coverage Part or during the policy period, we 10. Premium make any changes to any forms or endorse- ments of this Coverage Part for which there is The premium for this Coverage Part shall be currently no separate premium charge, and as stated in the Declarations. The advance that change provides more coverage than this and anniversary premiums are not subject to Coverage Part, the change will automatically adjustment, except as stated in the Declara- apply to this Coverage Part at the latter of: tions, or as stated in an endorsement issued by us to form a part of this Coverage Part. a. The date we implemented the change in your state;or You shall maintain records of such information as Is necessary for premium computation, and b. The date this Coverage Part became ef- shall, if requested by us, send copies of such fective; and records to us at the end of the "coverage Will be considered as included until the end of term" and at such times during the policy pe- riod as we may direct. the current policy period. We will make no additional premium charge for this additional 11. Representations coverage during the Interim. a. By acceptance of this Coverage Part, you 8. Maintenance of Underlying Insurance agree that the statements In the Declara- tions are your agreements and repre- a. While this Coverage Part Is In effect, the sentations, that this Coverage Part is is- insured shall maintain in force the "un- sued in reliance upon the truth of such derlying Insurance"listed In the Schedule representations and that this Coverage of Underlying Insurance as collectible in- Part embodies all agreements existing surance. The terms, conditions and en- between you and us or any of our agents dorsements of"underlying insurance"will relating to this insurance. not materially change and renewals or replacements of "underlying insurance" b. However, to the extent that the following will not be more restrictive in coverage. applies in the "underlying insurance" listed specifically in the Schedule of Un- b. Limits of "underlying Insurance" will not derlying Insurance, it will also apply to be reduced, except for any reduction or this Coverage Part: exhaustion In the aggregate limits of In- surance due to payment of claims which Based on our reliance upon your repre- are in accordance with SECTION I - sentations as to existing hazards, If un- COVERAGE, A. Insuring Agreement, intentionally you should fail to disclose all Paragraph 2.of this Coverage Part, such hazards at the inception date of this c. In the event you fall or neglect to maintain Coverage Part, we will not reject"underlying insurance" as required, this cover- age under thisCoverage Part based so Coverage Part will apply as though such solely on such failure. "underlying insurance" was in force and 12. Separation of Insureds collectible at the time a claim is presented to us which Is in accordance with SEC- Except with respect to the Limits of Insurance, TION I - COVERAGE, A. Insuring and any rights or duties specifically assigned Agreement, Paragraph 2. of this Cover- In this Coverage Part to the first Named In- age Part. sured,this insurance applies: Includes copyrighted material of ISO US 101 UM 12 04 Properties, Inc.,with its permission. Page 14 of 22 a. As if each Named Insured were the only SECTION V-DEFINITIONS Named Insured;and 1. "Advertisement" means a notice that is broad- b. Separately to each insured against whom cast or published to the general public or spe- claim is made or"suit" Is brought. cific market segments about your goods, 13. Transfer of Rights of Recovery Against products or services for the purpose of at- trading customers or supporters. "Adver- tisement' Includes a publicity article. For the a. If the insured has rights to recover all or purposes of this definition: part of any payment we have made un- a. Notices that are published include mate- der this Coverage Part, those rights are rlal placed on the Internet or on similar transferred to us. The insured must do electronic means of communication; and nothing after loss to impair them. At our request, the insured will bring "suit" or b. Regarding web-sites, only that part of a transfer those rights to us and help us web-site that is about your goods, prod- enforce them. ucts or services for the purposes of con- b. at- Any recoveries shall be applied as fol tracting customers or supporters is sidered an "advertisement". lows: 2. "Authorized representative"means: (1) First, we will reimburse anyone, in- cluding the insured, the amounts a. If you are; actually paid by them that were in excess of our payments; (1) An Individual, you and your spouse are"authorized representatives". (2) Next, we will be reimbursed to the extent of our actual payment;and (2) A partnership or Joint venture, your members, your partners, and their (3) Lastly, any amounts left after meet- spouses are "authorized representa- Ing the obligations outlined in(1)and tives". (2) above will be distributed to any- one else known to us at the time a (3) A limited liability company, your recovery is made and who is legally members and your managers are entitled to such recovery. "authorized representatives". Expenses Incurred in the recovery shall (4) An organization other than a part- be apportioned among all interests In the nership, joint venture or limited liabil ratio of their respective recoveries as fi- ity company, your "executive offi- nally settled. If there Is no recovery as a cers" and directors are "authorized result of our attempts,we shall bear all of representatives". Provided you are the recovery expenses. not a publicly traded organization, your stockholders are also "author- c. If prior to an "occurrence" to which this ized representatives". Coverage Part would apply, you and the issuer of your applicable "underlying in- (5) A trust, your trustees are "authorized surance" listed specifically In the Sched- representatives". II� ule of Underlying Insurance waive any b. Your "employees" assigned to manage right of recovery against a person or or- your insurance program, or assigned to ganization for Injury or damage, we will give or receive notice of an "occurrence", also waive any rights we may have claim or "suit" are also "authorized repre- against such person or organization. sentatives". 14. When We Do Not Renew 3. "Auto"means: If we decide not to renew this Coverage Part, a. Any land motor vehicle, trailer or semi- we will mall or deliver to the first Named In- trailer designed for travel on public roads; sured shown In the Declarations written notice or of the nonrenewal not less than 30 days be- fore the expiration date. b. Any other land vehicle that is subject to a compulsory or financial responsibility law If notice is mailed, proof of mailing will be suf- or other motor vehicle insurance law ficient proof of notice. where it is licensed or principally ga- raged. "Auto"does not include"mobile equipment". Includes copyrighted material of ISO US 101 UM 12 04 Properties, Inc.,with Its permission. Page 15 of 22 gate Limit of Insurance, Paragraph 2.b., your behalf at the same location for or the Construction Project General Ag- the same persons or organizations, gregate Limit of Insurance, Paragraph no matter how often or under how 2.c.applies. many different contracts, will be ( b. A separate Location General Aggregate • deemed to be a single construction Limit of Insurance,equal to the amount of project. • the General Aggregate Limit shown in the 3. The Products-Completed Operations Aggre- Declarations, shall apply to each location gate Limit is the most we will pay under COV- owned by, or rented or leased to you and ERAGE A. BODILY INJURY AND PROP- is the most we will pay for the sum of: ERTY DAMAGE LIABILITY for damages be- (1} Damages under COVERAGE A. be- cause of "bodily injury" and "property dam- BODILY INJURY AND PROPERTY age" included in the "products completed op DAMAGE LIABILITY, except dam- stations hazard". ages because of "bodily injury" or 4. Subject to 2.a. above, the Personal and Ad- "property damage" included in the vertising Injury Limit is the most we will pay "products-completed operations under COVERAGE B. PERSONAL AND AD- hazard";and VERTISING INJURY LIABILITY for the sum of • (2) Medical expenses under COVER- all damages because of all"personal and ad- AGE C.MEDICAL PAYMENTS, vertlsing Injury" sustained by any one person or organization. which can be attributed to operations at 5. Subject to 2. or 3. above, whichever applies, only a single location owned by,or rented the Each Occurrence Limit is the most we will or leased to you. pay for the sum of: c. A separate Construction Project General a. Damages under COVERAGE A. BODILY Aggregate Limit of Insurance, equal to INJURY AND PROPERTY DAMAGE LI- the amount of the General Aggregate ABILITY;and Limit shown in the Declarations, shall ap- ply to each construction project and is the b. Medical expenses under COVERAGE C. most we will pay for the sum of: MEDICAL PAYMENTS; (1) Damages under COVERAGE A. because of all "bodily Injury" and "property BODILY INJURY AND PROPERTY damage"arising out of any one"occurrence". DAMAGE LIABILITY, except dam- 6. Subject to 5.above,the Damage to Premises ` ages because of "bodily injury" or 1g "property damage" included In the Rented to You Limit is the most we will pay "products-completed operations under COVERAGE A. BODILY INJURY AND hazard";and PROPERTY DAMAGE LIABILITY for dam- ages because of "property damage" to any (2) Medical expenses 'under COVER- one premises, while rented to you, or in the AGE C.MEDICAL PAYMENTS; case of damage by fire or explosion, while which can be attributed only to ongoing rented to you or temporarily occupied by you operations and only at a single construc- with permission of the owner, tion project. 7. Subject to 5. above, the Medical Expense Limit is the most we will pay under COVER- d. Only for the purpose of determining which AGE C. MEDICAL PAYMENTS for all medical General Aggregate Limit of Insurance, . expenses because of"bodily injury" sustained 2.a.,2.b.,or 2.c.,applies: by any one person. (1) Location means premises involving The Limits of Insurance of this Coverage Part ap- the same or connecting lots, or ply separately to each "coverage term". premises,whose connection is inter- rupted only by a street, roadway, SECTION IV - COMMERCIAL GENERAL LI- . waterway or right-of-way of a rail- ABILITY CONDITIONS road. 1. Bankruptcy ' (2) Construction project means a loca- tion Bankruptcy or insolvencyof the insured or of heyou do not improvements,owp, rent r leasea the insu d's estate will ot relieve us of our where ongoing al- terations, installation, demolition or obligations under this Coverage Part. maintenance work is performed by 2. Duties in the Event of Occurrence,Offense, you or on your behalf. All connected Claim or Suit ongoing improvements, alterations, ( , installation, demolition or mainte- a. You must see to It that we are notified as nance work.performed by you or on soon as practicable of an "occurrence" or Includes copyrighted material of Insurance GA 101 12 04 Services Office, Inc.,with its permission. 'Page 13 of 22 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AUTOMATIC NON-CONTRIBUTORY COVERAGE ENDORSEMENT - WHERE.REQUIRED BY WRITTEN CONTRACT This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA LIABILITY COVERAGE PART SCHEDULE LIMITS OF INSURANCE: $ 2 ,000,000 Each Occurrence Limit $ 2 ,000,000 Aggregate Limit COMMERCIAL UMBRELLA LIABILITY COVERAGE FORM, US 101 and US 101 UM. is amended as follows: A. SECTION III - LIMITS OF INSURANCE is It is agreed that this condition does not amended to add the following: apply to the "non-contributory additional 7. For the purposes of this endorsement on insured's"own insurance program. ly, the Limits of Insurance stated in the This exception to the Other Insurance Schedule of this endorsement and de- Condition shall only apply if the applicable scribed below will apply on a "non- "underlying insurance"applies on a "non- contributory basis" within the parameters contributory basis" for such "non- set forth in SECTION III-LIMITS OF IN- contributory additional insured" and only SURANCE of the Coverage Part to which to the extent of the specific limits of insur- this endorsement is attached: ance required in a written contract or agreement on a "non-contributory basis" We will not pay more on behalf of a"non- that is in excess of the "underlying insur- contributory additional insured" than the ance". lesser of: a. The Limits of Insurance stated in the 2. The following condition is added: Schedule of this endorsement;or 15. As a precedent to the receipt of in- surance coverage hereunder, the b. The limits of insurance required in a "non-contributory additional insured" written contract on a "non- must give written notice of such claim contributory basis" for such "non- or "suit", including a demand for de- contributory additional insured", but fense and indemnity,to any other in- only to the extent the required limits surer who had coverage for the claim of insurance are in excess of the or "suit" under its policies. Such no- ' "underlying insurance"; or tice must demand the full coverage c. The Limits of Insurance available of available and the "non-contributory ter the payment of"ultimate net loss" additional insured" shall not waive or on any insured's behalf from any limit such other available coverage. claim or"suit". This condition does not apply to the This provision is included within and does "non-contributory additional insured's" not act to increase the Limits of Insurance own insurance program. stated in the Declarations. C. SECTION IV - DEFINITIONS is amended to B. SECTION IV- CONDITIONS is amended as add the following: follows: 30. "Non-contributory additional insured" 1. Condition 9. Other Insurance is amended means any person or organization: to add the following: a. Qualifying as an additional insured under SECTION II -WHO IS AN IN- SURED, Paragraph 3, of the Cover- Includes copyrighted material of ISO US 4096 11 16 Properties, Inc., with its permission. Page 1 of 2 age Part to which this endorsement is (2) The written contract or agree- attached:and ment requires a specific limit of insurance on a "non-contributory b. Being granted additional insured sta- basis" that is in excess of "un- tus on a "non-contributory basis" in derlying insurance". the "underlying insurance" as re- quired in a written contract between 31. "Non-contributory basis" means that the an additional insured and a Named limits of insurance of the Coverage Part to Insured provided: which this endorsement is attached apply to insured loss on behalf of the "non- (1) The written contract or agree- contributory additional insured" prior to ment is executed before the"oc- limits of insurance from other insurance in currence" resulting in "bodily in- which the "non-contributory additional in- jury", "personal and advertising sured"is a named insured. injury" or "property damage" for which coverage is being sought under this endorsement;and Includes copyrighted material of ISO US 4096 11 16 Properties, Inc., with its permission. Page 2 of 2 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CONTRACTORS' COMMERCIAL GENERAL LIABILITY BROADENED ENDORSEMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. Endorsement-Table of Contents: Coverage: Begins on Page: 1. Employee Benefit Liability Coverage 2 2. Unintentional Failure to Disdose Hazards 7 3. Damage to Premises Rented to You 8 4. Supplementary Payments 9 5. Medical Payments 9 6. Voluntary Property Damage (Coverage a.) and Care, Custody or Control Liability Coverage (Coverage b.) 9 7. 180 Day Coverage for Newly Formed or Acquired Organizations 10 8. Waiver of Subrogation 10 9. Automatic Additional Insured-Specified Relationships: 10 • Managers or Lessors of Premises; • Lessor of Leased Equipment; • Vendors; • State or Political Subdivisions-Permits Relating to Premises; • State or Political Subdivisions-Permits; and • Contractors' Operations 10. Broadened Contractual Liability-Work Within 50'of Railroad Property 14 11. Property Damage to Borrowed Equipment 14 12. Employees as Insureds-Specified Health Care Services: 14 • Nurses; • Emergency Medical Technicians; and • Paramedics 13. Broadened Notice of Occurrence 14 B. Limits of Insurance: The Commercial General Liability Limits of Insurance apply to the insurance provided by this endorse- ment, except as provided below: 1. Employee Benefit Liability Coverage Each Employee Limit: $ 1,000,000 Aggregate Limit: $ 3,000,000 Deductible: $ 1,000 3. Damage to Premises Rented to You The lesser of: a. The Each Occurrence Limit shown in the Declarations;or b. $500,000 unless otherwise stated $ 4. Supplementary Payments a. Bail bonds: $ 1,000 b. Loss of earnings: $ 350 5. Medical Payments Medical Expense Limit: $ 10,000 Includes copyrighted material of Insurance GA 233 02 07 Services Office, Inc.,with its permission. Page 1 of 15 6. Voluntary Property Damage(Coverage a.) and Care, Custody or Control Liability Coverage (Coverage b.) Limits of Insurance (Each Occurrence) Coverage a.$1,000 Coverage b.$5,000 unless otherwise stated $ Deductibles(Each Occurrence) Coverage a.$250 Coverage b.$250 unless otherwise stated $ COVERAGE PREMIUM BASIS RATE ADVANCE PREMIUM a Area (For Limits in Excess of (For Limits in Excess of b Payroll $5,000) $5,000) c Gross Sales d Units (e Other b. Care, Custody $ or Control TOTAL ANNUAL PREMIUM $ 11. Property Damage to Borrowed Equipment Each Occurrence Limit: $ 10,000 Deductible: $ 250 C. Coverages: have used up the appli- cable limit of insurance 1. Employee Benefit Liability Coverage in the payment of a. The following is added to SECTION I judgments or settle- -COVERAGES: Employee Benefit ments. Liability Coverage. No other obligation or liabil- (1) Insuring Agreement ity to pay sums or perform acts or services is covered (a) We will pay those sums that unless explicitly provided for the insured becomes legally under Supplementary Pay- obligated to pay as dam- ments. ages caused by any act, er- ror or omission of the in- (b) This insurance applies to sured, or of any other per- damages only if the act, er- son for whose acts the in- sured is legally liable, to gently committed in the which this insurance ap "administration" of your plies. We will have the right "employee benefit pro and duty to defend the in- gram"; and sured against any "suit" 1) Occurs during the pol- seeking those damages. icy period;or However, we will have no duty to defend against any 2) Occurred prior to the "suit" seeking damages to effective date of this which this insurance does endorsement provided: not apply. We may, at our discretion, investigate any a) You did not have report of an act, error or knowledge of a omission and settle any claim or "suit" on claim or "suit" that may re- or before the ef- sult. But: fective date of this endorsement. 1) The amount we will pay for damages is limited You will be as described in SEC- deemed to have TION III - LIMITS OF knowledge of a INSURANCE; and claim or "suit" when any "author- 2) Our right and duty to ized representa- defend ends when we tive"; Includes copyrighted material of Insurance GA 233 02 07 Services Office, Inc.,with its permission. Page 2 of 15 i) Reports all, or formance of investment any part, of the vehicles; or act, error or 3) Advice given to any omission to us person with respect to or any other that person's decision insurer; to participate or not to ii) Receives a participate in any plan written or ver- included in the "em- bal demand or ployee benefit pro- claim for dam- gram". ages because (f) Workers' Compensation rofor r or omis the act, - and Similar Laws - sion; and Any claim arising out of your failure to comply with the b) There is no other mandatory provisions of any applicable insur- workers' compensation, un- ance. employment compensation (2) Exclusions insurance, soda) security or disability benefits law or any This insurance does not apply similar law. to: (g) ERISA (a) Bodily Injury, Property Damages for which any in Damage or Personal and sured is liable because of Advertising Injury li- ability imposed on a fiduci- "Bodily injury", "property ary by the Employee Re- damage" or "personal and tirement Income Security advertising injury". Act of 1974, as now or hereafter amended, or by (b) Dishonest, Fraudulent, any similar federal, state or Criminal or Malicious Act local laws. Damages arising out of any (h) Available Benefits intentional, dishonest, fraudulent, criminal or mali- Any claim for benefits to the cious act, error or omission, extent that such benefits are committed by any insured, available, with reasonable including the willful or reck- effort and cooperation of the less violation of any statute. insured, from the applicable funds accrued or other col- (c) Failure to Perform a Con- lectible insurance. tract (i) Taxes, Fines or Penalties Damages arising out of fail- ure of performance of con- Taxes, fines or penalties, tract by any insurer. including those imposed under the Internal Revenue (d) Insufficiency of Funds Code or any similar state or Damages arising out of an local law. insufficiency of funds to (j) Employment-Related meet any obligations under Practices any plan included in the "employee benefit pro- Any liability arising out of gram". any: (e) Inadequacy of Perform- (1) Refusal to employ; ance of Investment / Ad- on of em- to Given With Respect (2) Termination to Participation Any daim based upon: (3) Coercion, demotion, evaluation, reassign- 1) Failure of any invest- ment, discipline, defa- ment to perform; mation, harassment, humiliation, discrimina- 2) Errors in providing in- tion or other employ- formation on past per- Includes copyrighted material of Insurance Page 3 of 15 GA 233 02 07 Services Office, Inc.,with its permission. ment-related practices, (e) A trust, you are an insured. acts or omissions;or Your trustees are also in- (4) Consequential liability sureds, but only with re- as a result of(1), (2) or sped to their duties as trus- (3)above. tees. This exdusion applies (2) Each of the following is also an whether the insured may be insured: held liable as an employer (a) Each of your "employees" or in any other capadty and who is or was authorized to to any obligation to share administer your "employee damages with or repay benefit program". someone else who must pay damages because of (b) Any persons, organizations the injury. or "employees" having proper temporary authoriza- (3) Supplementary Payments tion to administer your "em- SECTION I - COVERAGES, ployee benefit program" if SUPPLEMENTARY PAY- you die, but only until your MENTS -COVERAGES A AND legal representative is ap- B also apply to this Coverage. pointed. b. Who is an Insured (c) Your legal representative if you die, but only with re- As respects Employee Benefit Liabil- ity Coverage, SECTION II -WHO IS That representative will AN INSURED is deleted in its en- have all your rights and du- tirety and replaced by the following: ties under this Coverage Part. (1) If you are designated in the Dec- larations as: (3) Any organization you newly ac- quire or forrn, other than a part- (a) An individual, you and your nership, joint venture or limited spouse are insureds, but liability company, and over only with respect to the con- which you maintain ownership or dud of a business of which majority interest, will qualify as a you are the sole owner. Named Insured if no other simi- lar(b) A partnership or joint ven- insurance applies to that or- ture, you are an insured. ganization.h However, coverage Your members, your part- under this provision: ners, and their spouses are (a) Is afforded only until the also insureds but only with 180th day after you acquire respect to the conduct of or form the organization or your business. the end of the policy period, (c) A limited liability company, whichever is earlier; and you are an insured. Your (b) Does not apply to any ad, members are also insureds, error or omission that was but only with respect to the committed before you ac- conduct of your business. quired or formed the organi- Your managers are insur- zation. eds, but only with respect to their duties as your manag c. Limits of Insurance ers. As respects Employee Benefit Liabil- (d) An organization other than a ity Coverage, SECTION III - LIMITS partnership,joint venture or OF INSURANCE is deleted in its en tirety and replaced by the following: limited liability company, you are an insured. Your (1) The Limits of Insurance shown "executive officers" and di- in Section B. Limits of Insur- rectors are insureds, but ance, 1. Employee Benefit Li- only with respect to their du- ability Coverage and the rules ties as your officers or direc below fix the most we will pay tors. Your stockholders are also insureds, but only with regardless of the number of: respect to their liability as (a) Insureds; stockholders. Includes copyrighted material of Insurance GA 233 02 07 Services Office, Inc.,with its permission. Page 4 of 15 (b) Claims made or "suits" (b) The deductible amount brought; stated in the Declarations applies to all damages sus- (c) Persons or organizations tained by any one "em- making claims or bringing ployee", induding such "em- "suits"; ployee's" dependents and (d) Acts, errors or omissions; or beneficiaries, because of all acts, errors or omissions to (e) Benefits induded in your which this insurance ap- "employee benefit pro- plies. gram". (c) The terms of this insurance, (2) The Aggregate Limit shown in including those with respect Section B. Limits of Insurance, to: 1. Employee Benefit Liability 1) Our right and duty to Coverage of this endorsement defend the insured is the most we will pay for all damages because of acts, errors against any "suits" or omissions negligently commit- seeking those dam- ted in the "administration" of ages; and your "employee benefit pro- 2) Your duties, and the gram". duties of any other in- (3) Subject to the limit described in volved insured, in the (2) above, the Each Employee event of an act, error or Limit shown in Section B. Limits omission,or daim, of Insurance, 1. Employee apply irrespective of the ap- Benefit Liability Coverage of plication of the deductible this endorsement is the most we amount. will pay for all damages sus- tained by any one "employee", (d) We may pay any part or all including damages sustained by of the deductible amount to such "employee's" dependents effect settlement of any and beneficiaries, as a result of: claim or"suit"and, upon no- tification of the action taken, (a) An act, error or omission; or you shall promptly reim- (b) A series of related acts, er- rors or omissions, regard- deductible amount as we less of the amount of time have paid. that lapses between such d. Additional Conditions ads, errors or omissions, As respects Employee Benefit Li- negligently committed in the ability Coverage, SECTION IV - "administration" of your "em- COMMERCIAL GENERAL LIABIL- ployee benefit program". ITY CONDITIONS is amended as fol- However, the amount paid under lows: this endorsement shall not ex- (1) Item 2. Duties in the Event of ceed, and will be subject to the Occurrence, Offense, Claim or limits and restrictions that apply Suit is deleted in its entirety and to the payment of benefits in any replaced by the following: plan induded in the "employee benefit program". 2. Duties in the Event of an Act, Error or (4) Deductible Amount Omission,or Claim or Suit a. You must see to it that we are noti- (a) Our obligation to pay dam- fied as soon as practicable of an act, ages on behalf of the in- error or omission which may result in sured applies only to the a daim. To the extent possible, no- amount of damages in ex- tice should include: cess of the deductible amount stated in the Decla- (1) What the act, error or omission rations as applicable to was and when it occurred;and Each Employee. The limits of insurance shall not be re- (2) The names and addresses of duced by the amount of this anyone who may suffer dam- deductible. ages as a result of the act, error or omission. Includes copyrighted material of Insurance GA 233 02 07 Services Office, Inc.,with its permission. Page 5 of 15 b. If a daim is made or"suit" is brought b. Method of Sharing against any insured, you must: If all of the other insur- (1) Immediately record the specifics ance permits contribu- of the daim or "suit" and the tion by equal shares, date received; and we will follow this method also. Under (2) Notify us as soon as practicable. this approach each in- You must see to it that we receive surer contributes equal written notice of the claim or"suit"as amounts until it has soon as practicable. paid its applicable limit of insurance or none of c. You and any other involved insured the loss remains, must: whichever comes first. (1) Immediately send us copies of If any of the other in- any demands, notices, sum- surance does not per- monses or legal papers received mit contribution by in connection with the claim or equal shares, we will "suit"; contribute by limits. Under this method, (2) Authorize us to obtain records each insurer's share is and other information; based on the ratio of its (3) Cooperate with us in the investiapplicable limit of in- - ap- gation or settlement of the claim surance to the total or defense against the "suit"; planceicable limits insur-or and of all1 insurers. (4) Assist us, upon our request, in c. No Coverage the enforcement of any right This insurance shall not against any person or organiza- cover any loss for tion which may be liable to the which the insured is en- insured because of an act, error titled to recovery under or omission to which this insur- any other insurance in ance may also apply. force previous to the ef- d. No insured will, except at that in- fet date of this C sured's own cost, voluntarily make a Covvieerr age Part. payment, assume any obligation, or e. Additional Definitions incur any expense without our con- sent. As respects Employee Benefit Li- ability Coverage, SECTION V - (2) Item 5. Other Insurance is de- DEFINITIONS is amended as fol- leted in its entirety and replaced lows: by the following: 5. Other Insurance (1) The following definitions are added: If other valid and collectible 1. "Administration" means: insurance is available to the insured for a loss we cover a. Providing information to under this Coverage Part, "employees", including our obligations are limited their dependents and as follows: beneficiaries, with re- spect to eligibility for or a. Primary Insurance scope of "employee This insurance is pri benefit programs"; mary except when C. b. Interpreting the "em- below applies. If this ployee benefit pro- insurance is primary, grams"; our obligations are not affected unless any of C. Handling records in the other insurance is connection with the also primary. Then, we "employee benefit pro- will share with all that grams"; or other insurance by the d. Effecting, continuing or method described in b. terminating any "em- below. ployee's" participation Includes copyrighted material of Insurance GA 233 02 07 Services Office, Inc.,with its permission. Page 6 of 15 in any benefit induded benefits, workers' corn- in the "employee bene- pensation and disability fit program". benefits; and However, "administration" d. Vacation plans, indud- does not include: ing buy and sell pro- grams; leave of ab- a. Handling payroll deduc- sence programs, in- tions; or eluding military, mater- b. The failure to effect or nity, family, and civil leave; tuition assis- aintain any insurance or assis- maintain limits of tion and health dub tance plans; transporta- coverage of insurance, s including but not limited subsidies. to unemployment in- (2) The following definitions are de- surance, social security leted in their entirety and re- benefits, workers' corn- placed by the following: pensation and disability benefits. 21. "Suit" means a civil pro- ceeding in which money 2. "Cafeteria plans" means damages because of an act, plan authorized by applica- error or omission to which ble law to allow "employ- this insurance applies are ees" to elect to pay for cer- alleged. "Suit" includes: tain benefits with pre-tax dollars. a. An arbitration proceed- ing in which such darn- 3. "Employee benefit pro- ages are daimed and grams" means a program to which the insured providing some or all of the must submit or does following benefits to "em- submit with our con- ployees", whether provided sent; through a "cafeteria plan" or otherwise: b. Any other alternative dispute resolution pro- a. Group life insurance; ceeding in which such group accident or damages are claimed health insurance; den- and to which the in- tal, vision and hearing sured submits with our plans; and flexible consent;or spending accounts; provided that no one c. An appeal of a civil pro- other than an "em- ceeding. ployee" may subscribe to such benefits and 8. "Employee" means a per- such benefits are made son actively employed, for- generally available to merly employed, on leave of those "employees" who absence or disabled, or re- satisfy the plan's eligi- tired. "Employee" includes bility requirements; a "leased worker". "Em- ployee" does not indude a b. Profit sharing plans, "temporary worker". employee savings plans, employee stock 2. Unintentional Failure to Disclose Haz- ownership plans, pen- ards sion plans and stock SECTION IV-COMMERCIAL GENERAL subscription plans, pro- LIABILITY CONDITIONS, 7. Represen- vided that no one other tations is hereby amended by the addi- than an "employee" tion of the following: may subscribe to such benefits and such Based on our dependence upon your rep- benefits are made gen- resentations as to existing hazards, if un- erally available to all intentionally you should fail to disclose all "employees" who are such hazards at the inception date of your eligible under the plan policy, we will not reject coverage under for such benefits; this Coverage Part based solely on such c. Unemployment insur failure. ance, social security Includes copyrighted material of Insurance GA 233 02 07 Services Office, Inc.,with its permission. Page 7 of 15 3. Damage to Premises Rented to You f) Nesting or infesta- or a. The last Subparagraph of Paragraph or re discharge 2. SECTION I - COVERAGES, lease of waste re COVERAGE A. - BODILY INJURY products or PROPERTY DAMAGE, 2. LI- secretions, o- ABILITY Exclusions is hereby de- sects, birds,, rer dents or other leted and replaced by the following: animals. Exdusions c.through q. do not apply (b) Loss caused directly or indi- to damage by fire, explosion, light- rectly by any of the follow- ning, smoke or soot to premises while rented to you or temporarily oc- cupied ing: by you with permission of the 1) Earthquake, volcanic owner. eruption, landslide or any other earth move- b. The insurance provided under SEC- ment; TION I -COVERAGES, COVERAGE A. BODILY INJURY AND PROP- 2) Water that backs up or ERTY DAMAGE LIABILITY applies overflows from a sewer, to "property damage" arising out of drain or sump; water damage to premises that are gro und d 3) Water under the gro both rented to and occupied by you, surface pressing onro, d r (1) As respects Water Damage Le- flowing or seeping gal Liability, as provided in through: Paragraph 3.b.above: a) The exclusions under SECTION walls, floorsn or I - COVERAGES, COVERAGE paved surfaces; A. BODILY INJURY AND PROPERTY DAMAGE LIABIL- b) Basements, ITY, 2. Exclusions, other than i. whether paved or War and the Nuclear Energy not; or Liability Exclusion, are deleted c) Doors, windows or and the following are added: other openings. This insurance does not apply (c) Loss caused by or resulting to: from water that leaks or (a) "Property damage": flows from plumbing, heat- ing, air conditioning, or fire 1) Assumed in any con- protection systems caused tract; or by or resulting from freez- 2) Loss caused by or re- ing, unless: sulting from any of the 1) You did your best to following: maintain heat in the a) Wear and tear; building or structure; or b) Rust, corrosion, 2) You drained the equipment and shut off fungus, decay, de- the water supply if the terioration, hidden heat was not main- or latent defect or tained. any quality in property that (d) Loss to or damage to: causes it to dam- age or destroy it- 1) Plumbing, heating, air self; conditioning, fire pro- tection systems, or c) Smog; other equipment or ap- pliances;d) Mechanical break or down including 2) The interior of any rupture or bursting building or structure, or caused by cen- to personal property in trifugal force; the building or structure e) Settling, cracking, caused by or resulting from rain, snow, sleet shrinking or ex- or ice, whether driven pansion;or by wind or not. Includes copyrighted material of Insurance GA 233 02 07 Services Office, Inc.,with its permission. Page 8 of 15 c. Limit of Insurance Limits of Insurance, 5. Medical Pay- ments of this endorsement. The Damage to Premises Rented to You Limit as shown in the Declara- 6. Voluntary Property Damage and Care, tions is amended as follows: Custody or Control Liability Coverage (2) Paragraph 6. of SECTION III - a. Voluntary Property Damage Cov- LIMITS OF INSURANCE is erage hereby deleted and replaced by We will pay for "property damage" to the following: property of others arising out of op- 6. Subject to 5. above, the erations incidental to the insured's Damage to Premises business when: Rented to You Limit is the most we will pay under Damage or (1) is caused by the in COVERAGE A. BODILY INJURY AND PROPERTY (2) Damage occurs while in the in- DAMAGE LIABILITY, for sured's possession. damages because of "prop- erty damage" to premises With your consent, we will make while rented to you or tern- these payments regardless of fault. porarily occupied by you with permission of the b. Care, Custody or Control Liability owner, arising out of any Coverage one "occurrence" to which SECTION I - COVERAGES, COV- this insurance applies. ERAGE A. BODILY INJURY AND (3) The amount we will pay is lim- PROPERTY DAMAGE LIABILITY, ited as described in Section B. 2. Exclusions, j. Damage to Prop- Limits of Insurance, 3. Dam- erty, Subparagraphs (3), (4) and (5) age to Premises Rented to do not apply to"property damage"to You of this endorsement. the property of others described therein. 4. Supplementary Payments With respect to the insurance provided by Under SECTION I - COVERAGE, SUP- this section of the endorsement, the fol- PLEMENTARY PAYMENTS - COVER- lowing additional provisions apply: AGES A AND B: a. The Limits of Insurance shown in the a. Paragraph 2. is replaced by the fol- Declarations are replaced by the lirn- lowing: its designated in Section B. Limits of Insurance, 6. Voluntary Property Up to the limit shown in Section B. Damage and Care, Custody or Limits of Insurance, 4.a. Bail Bonds Control Liability Coverage of this of this endorsement for cost of bail endorsement with respect to cover- bonds required because of accidents age provided by this endorsement. or traffic law violations arising out of These limits are inclusive of and not the use of any vehicle to which the in addition to the limits being re- Bodily Injury Liability Coverage ap- placed. The Limits of Insurance plies. We do not have to furnish shown in Section B. Limits of Insur- these bonds. ance, 6. Voluntary Property Dam- b. Paragraph 4. is replaced by the fol- age and Care, Custody or Control lowing: Liability Coverage of this endorse- ment fix the most we will pay in any All reasonable expenses incurred by one "occurrence" regardless of the the insured at our request to assist number of: us in the investigation or defense of the daim or "suit", including actual (1) Insureds; loss of earnings up to the limit shown (2) Claims made or "suits" brought; in Section B. Limits of Insurance, or 4.b. Loss of Earnings of this en- dorsement per day because of time (3) Persons or organizations making off from work. claims or bringing "suits". 5. Medical Payments b. Deductible Clause The Medical Expense Limit of Any One (1) Our obligation to pay damages Person as stated in the Declarations is on your behalf applies only to amended to the limit shown in Section B. the amount of damages for each "occurrence" which are in ex- Includes copyrighted material of Insurance GA 233 02 07 Services Office, Inc.,with its permission. Page 9 of 15 cess of the deductible amount (1) Any person or organization de- stated in Section B. Limits of scribed in Paragraph 9.a.(2) be- Insurance, 6. Voluntary Prop- low (hereinafter referred to as erty Damage and Care, Cus- additional insured) whom you tody or Control Liability Cov- are required to add as an addi- erage of this endorsement. The tional insured under this Cover- limits of insurance will not be re- age Part by reason of: duced by the application of such deductible amount. (a) A written contract or agree- ment; or (2) Condition 2. Duties in the Event of Occurrence, Offense, (b) An oral agreement or con- Claim or Suit, applies to each tract where a certificate of claim or"suit" irrespective of the insurance showing that per- amount. son or organization as an additional insured has been (3) We may pay any part or all of issued, the deductible amount to effect settlement of any claim or "suit" is an insured, provided: and, upon notification of the ac- (a) The written or oral contract tion taken,you shall promptly re- or agreement is: imburse us for such part of the deductible amount as has been 1) Currently in effect or paid by us. becomes effective dur- 7. 180 Day Coverage for Newly Formed or ing the policy period; and Acquired Organizations SECTION II - WHO IS AN INSURED is 2) Executed prior to an amended as follows: "occurrence" or offense to which this insurance Subparagraph a. of Paragraph 4. is would apply;and hereby deleted and replaced by the fol- (b) They are not specifically lowing: named as an additional in- a. Insurance under this provision is af- sured under any other pro- forded only until the 180th day after vision of, or endorsement you acquire or form the organization added to, this Coverage or the end of the policy period, Part. whichever is earlier; (2) Only the following persons or 8. Waiver of Subrogation organizations are additional in- sureds under this endorsement, SECTION IV-COMMERCIAL GENERAL and insurance coverage pro- LIABILITY CONDITIONS, 9. Transfer of vided to such additional insureds Rights of Recovery Against Others to is limited as provided herein: Us is hereby amended by the addition of the following: (a) The manager or lessor of a premises leased to you with We waive any right of recovery we may whom you have agreed per have because of payments we make for Paragraph 9.a.(1) above to injury or damage arising out of your ongo- provide insurance, but only ing operations or "your work" done under with respect to liability aris- a written contract requiring such waiver ing out of the ownership, with that person or organization and in- maintenance or use of that eluded in the "products-completed opera- part of a premises leased to tions hazard". However, our rights may you, subject to the following only be waived prior to the "occurrence" additional exclusions: giving rise to the injury or damage for which we make payment under this Cov- This insurance does not ap- erage Part. The insured must do nothing ply to: after a loss to impair our rights. At our 1) Any"occurrence"which request, the insured will bring "suit" or takes place after you transfer those rights to us and help us en cease to be a tenant in force those rights. that premises. 9. Automatic Additional Insured - Speci- 2) Structural alterations, fied Relationships new construction or a. The following is hereby added to demolition operations SECTION II-WHO IS AN INSURED: performed by or on be- Includes copyrighted material of Insurance GA 233 02 07 Services Office, Inc.,with its permission. Page 10 of 15 half of such additional solely for the pur- insured. pose of inspection, demonstration, (b) Any person or organization testing, or the from which you lease substitution of equipment with whom you parts under in- have agreed per Paragraph structions from the 9.a.(1) above to provide in- manufacturer, and surance. Such person(s) or then repackaged organization(s) are insureds in the original con- solely with respect to their tainer; liability arising out of the maintenance, operation or e) Any failure to use by you of equipment make such inspec- leased to you by such per- tions, adjustments, son(s) or organizations(s). tests or servicing However, this insurance as the vendor has does not apply to any "oc- agreed to make or currence" which takes place normally under- after the equipment lease takes to make in expires. the usual course of business, in (c) Any person or organization connection with (referred to below as ven- the distribution or dor) with whom you have sale of the prod- agreed per Paragraph ucts; 9.a.(1) above to provide in- surance, but only with re- f) Demonstration, in- spect to "bodily injury" or stallation, servic- "property damage" arising ing or repair op- out of"your products"which erations, except are distributed or sold in the such operations regular course of the ven- performed at the dor's business, subject to vendor's premises the following additional ex- in connection with clusions: the sale of the product; 1) The insurance afforded the vendor does not g) Products which, apply to: after distribution or sale by you, have a) "Bodily injury" or been labeled or re- "property damage" labeled or used as for which the ven- a container, part or dor is obligated to ingredient of any pay damages by other thing or sub- reason of the as- stance by or for sumption of liabil- the vendor. ity in a contract or agreement. This 2) This insurance does exclusion does not not apply to any in- apply to liability for sured person or organi- damages that the zation: vendor would have in the absence of a) From whom you the contract or have acquired agreement; such products, or any ingredient, b) Any express war- part or container, ranty unauthorized entering into, ac- by you; companying or containing such c) Any physical or products;or chemical change in the product b) When liability in- made intentionally cluded within the by the vendor; "products- Repackaging, completed opera- d) tions hazard" has unless unpacked Includes copyrighted material of Insurance GA 233 02 07 Services Office, Inc.,with its permission. Page 11 of 15 been excluded (f) Any person or organization under this Cover- with which you have agreed age Part with re- per Paragraph 9.a.(1)above sped to such to provide insurance, but products. only with respect to liability (d) Any state or political subdi- arising out of "your work" performed for that additional vision with which you have insured by you or on your agreed per Paragraph behalf. A person or organi- 9.a.(1) above to provide in- zation's status as an insured surance, subject to the fol- under this provision of this lowing additional provision: endorsement continues for This insurance applies only only the period of time re with respect to the following quired by the written con- hazards for which the state tract or agreement, but in no or political subdivision has event beyond the expiration issued a permit in connec date of this Coverage Part. tion with premises you own, If there is no written contract rent or control and to which or agreement, or if no pe this insurance applies: nod of time is required by the written contract or 1) The existence, mainte- agreement, a person or or- nance, repair,construc- ganization's status as an in- tion, erection, or re- sured under this endorse- moval of advertising ment ends when your op- signs, awnings, cano- erations for that insured are pies, cellar entrances, completed. coal holes, driveways, manholes, marquees, (3) Any insurance provided to an hoist away openings, additional insured designated sidewalk vaults, street under Paragraph 9.a.(2): banners, or decorations (a) Subparagraphs (e) and (f) and similar exposures; does not apply to "bodily in- or jury" or "property damage" 2) The construction, erec included within the "prod tion, or removal of ele- ucts-completed operations vators;or hazard"; 3) The ownership, main- (b) Subparagraphs (a), (b), (d), tenance, or use of any (e)and (f)does not apply to elevators covered by "bodily injury", "property this insurance. damage" or "personal and advertising injury" arising (e) Any state or political subdi- out of the sole negligence or vision with which you have willful misconduct of the ad- agreed per Paragraph ditional insured or their 9.a.(1) above to provide in- agents, "employees" or any surance, subject to the fol- other representative of the lowing provisions: additional insured; or 1) This insurance applies (c) Subparagraph (f) does not only with respect to op- apply to "bodily injury", erations performed by "property damage" or "per- you or on your behalf sonal and advertising injury" for which the state or arising out of: political subdivision has 1) g Defects in design fur issued a permit. nished by or on behalf 2) This insurance does of the additional in- not apply to "bodily in- sured; or jury", "property dam- age" or "personal and 2) The rendering of, or advertising injury" aris failure to render, any ing out of operations professional architec performed for the state tural, engineering or or political subdivision. surveying services, in- cluding: Includes copyrighted material of Insurance GA 233 02 07 Services Office, Inc.,with its permission. Page 12 of 15 a) The preparing, primary to other insurance approving or fail- available to the additional ing to prepare or insured except: approve maps, shop drawings, 1) As otherwise provided opinions, reports, in SECTION IV - surveys, field or- COMMERCIAL GEN- ders, change or- ders or drawings CONDITIONS, 5. and specifications; Other Insurance, b. and Excess Insurance; or b) Supervisory, in- 2) For any other valid and spection, architec collectible insurance tural or engineer available to the addi- ing activities. tional insured as an additional insured by 3) "Your work" for which a attachment of an en- consolidated (wrap-up) dorsement to another insurance program has insurance policy that is been provided by the written on an excess primecontractor-project basis. In such case, manager or owner of the coverage provided the construction project under this endorsement in which you are in- shall also be excess. volved. (2) Condition 11. Conformance to b. Only with regard to insurance pro- Specific Written Contract or vided to an additional insured desig- Agreement is hereby added: nated under Paragraph 9.a.(2) Sub- paragraphSpecific (f) above, SECTION11. Conformance to III - Confr Contract or LIMITS OF INSURANCE is amended to include: Agreement The limits applicable to the additional With respect to additional insured are those specified in the insureds described in Para- written contract or agreement or in graph 9.a.(2)(f)above only: the Declarations of this Coverage If a written contract or Part,whichever are less. If no limits agreement between you are specified in the written contract or and the additional insured agreement, or if there is no written specifies that coverage for contract or agreement, the limits ap- the additional insured: plicable to the additional insured are those specified in the Dedarations of a. Be provided by the In- this Coverage Part. The limits of in- surance Services Office surance are inclusive of and not in additional insured form addition to the limits of insurance number CG 20 10 or shown in the Declarations. CG 20 37 (where edi- c. SECTION IV -COMMERCIAL GEN- tion specified);or ERAL LIABILITY CONDITIONS is b. Include coverage for hereby amended as follows: completed operations; (1) Condition 5. Other Insurance is or amended to include: c. Include coverage for (a) Where required by a written "your work"; contract or agreement, this and where the limits or cm/- insurance is primary and / erage provided to the addi- or noncontributory as re- tional insured is more re- spects any other insurance strictive than was specifi- policy issued to the addi- cally required in that written tional insured, and such contract or agreement, the other insurance policy shall terms of Paragraphs be excess and / or noncon- 9.a.(3)(a), 9.a.(3)(b) or 9.b. tributing, whichever applies, above, or any combination with this insurance. thereof, shall be interpreted (b) Any insurance provided by as providing the limits or this endorsement shall be terms of ther writtened ob the terms of contract Includes copyrighted material of Insurance GA 233 02 07 Services Office, Inc.,with its permission. Page 13 of 15 or agreement, but only to (c) Persons or organizations the extent that such limits or making claims or bring coverage is included within "suits". the terms of the Coverage Part to which this endorse- (2) Deductible Clause ment is attached. If, how- (a) Our obligation to pay dam- ever, the written contract or ages on your behalf applies agreement specifies the In- only to the amount of dam- surance Services Office ad- ages for each "occurrence" ditional insured form num- which are in excess of the ber CG 20 10 but does not Deductible amount stated in specify which edition, or Section B. Limits of Insur- specifies an edition that ance, 11. of this endorse- does not exist, Paragraphs ment. The limits of insur- 9.a.(3)(a) and 9.a.(3)(b) of ance will not be reduced by this endorsement shall not the application of such De- apply and Paragraph 9.b. of ductible amount. this endorsement shall ap- ply. (b) Condition 2. Duties in the Event of Occurrence, Of- 10. Broadened Contractual Liability-Work fense, Claim or Suit, ap- Within 50' of Railroad Property plies to each claim or "suit" It is hereby agreed that Paragraph f.(1)of irrespective of the amount. Definition 12. "Insured contract" SSEC- all TION V-DEFINITIONS) is deleted. (c) We may pay any part of the deductible amount o to 11. Property Damage to Borrowed Equip- effect settlement of any ment claim or"suit"and, upon no- tification of the action taken, a. The following is hereby added to Ex- you shall promptly reim- clusion j. Damage to Property of burse us for such part of the Paragraph 2., Exclusions of SEC- deductible amount as has TION I -COVERAGES, COVERAGE been paid by us. A. BODILY INJURY AND PROP- ERTY DAMAGE LIABILITY: 12. Employees as Insureds - Specified Health Care Services Paragraphs (3) and (4) of this exclu- sion do not apply to tools or equip- hereby 9 ment loaned to you, provided they 2.a.(1)(d) of SECTION II - WHO IS AN are not being used to perform opera- INSURED, does not apply to your "em- tions at the time of loss. ployees" who provide professional health care services on your behalf as duly li- b. With respect to the insurance pro- censed: vided by this section of the endorse- ment, the following additional provi- a. Nurses; sions apply: b. Emergency Medical Technicians; or (1) The Limits of insurance shown in c. Paramedics, the Declarations are replaced by the limits designated in Section in the jurisdiction where an "occurrence" B. Limits of Insurance, 11. of or offense to which this insurance applies this endorsement with respect to takes place. coverage provided by this en- dorsement. These limits are in- 13. Broadened Notice of Occurrence clusive of and not in addition to Paragraph a. of Condition 2. Duties in the limits being replaced. The the Event of Occurrence, Offense, Limits of Insurance shown in Claim or Suit(SECTION IV-COMMER- Section B. Limits of Insurance, CIAL GENERAL LIABILITY CONDI- 11. of this endorsement fix the TIONS) is hereby deleted and replaced most we will pay in any one "oc by the following: currence" regardless of the number of: a. You must see to it that we are noti- (a) Insureds; fied as soon as practicable of an "oc- currence" or an offense which may (b) Claims made or "suits" result in a daim. To the extent pos- brought;or sible, notice should include: (1) How, when and where the "oc- currence"or offense took place; Includes copyrighted material of Insurance GA 233 02 07 Services Office, Inc., with its permission. Page 14 of 15 (2) The names and addresses of This requirement applies only when any injured persons and wit- the "occurrence" or offense is known nesses; and to an "authorized representative". (3) The nature and location of any injury or damage arising out of the"occurrence"or offense. Includes copyrighted material of Insurance GA 233 02 07 Services Office, Inc.,with its permission. Page 15 of 15 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CinciPlus® BUSINESS AUTO XC+® (EXPANDED COVERAGE PLUS) ENDORSEMENT This endorsement modifies insurance provided by the following: BUSINESS AUTO COVERAGE FORM With respect to the coverage provided by this endorsement,the provisions of the Coverage Form apply unless modified by this endorsement. A. Blanket Waiver of Subrogation This provision does not apply unless the valid written contract has been: SECTION IV - BUSINESS AUTO CONDI- TIONS, A. Loss Conditions, 5. Transfer of 1. Executed prior to the accident causing Rights of Recovery Against Others to Us is "bodily injury"or"property damage": and amended by the addition of the following: 2. Is still in force at the time of the"accident" We waive any right of recovery we may have causing "bodily injury" or "property dam- against any person or organization because of age". payments we make for "bodily injury" or "property damage"arising out of the operation D. Employee Hired Auto of a covered "auto" when you have assumed 1. Changes in Liability Coverage liability for such "bodily injury" or "property damage" under an "insured contract", provid- The following is added to the Section II - ed the "bodily injury"or"property damage" oc- Liability Coverage, A. Coverage, 1. curs subsequent to the execution or the "in- Who is an Insured: sured contract". An "employee" of yours is an "insured" B. Noncontributory Insurance while operating an "auto" hired or rented under a contract or agreement in that SECTION IV - BUSINESS AUTO CONDI- TIONS, B. General Conditions, 5. Other In- "employee's"hileperforming ing with your t permission, surance c.is replaced bythe following: while performing duties related to the p conduct of your business. c. Regardless of the provisions of Par- 2. Changes in General Conditions agraph a. above, this Coverage Form's Liability Coverage is primary SECTION IV - BUSINESS AUTO CON- and we will not seek contribution DITIONS, B. General Conditions, 5. from any other insurance for any ha- Other Insurance is amended by replac- bility assumed under an "insured ing Paragraph 5.b.with the following: contract" that requires liability to be assumed on a primary noncontributo- b. For Hired Auto Physical Damage ry basis. Coverage the following are deemed to be covered"autos"you own: C. Additional Insured by Contract (1) Any covered "auto" you lease, SECTION II - LIABILITY COVERAGE, A. hire, rent or borrow; and Coverage, I. Who is an Insured is amended to include as an insured any person or organi- (2) Any covered "auto" hired or zation with which you have agreed in a valid rented by your"employee" under written contract to provide insurance as is af- a contract in that individual "em- forded by this policy. ployee's" name, with your per- mission, while performing duties This provision is limited to the scope of the related to the conduct of your valid written contract. business. Includes copyrighted material of ISO AA 288 01 16 Properties, Inc.,with its permission. Page 1 of 4 However, any "auto" that is leased, a. Is effective on the date of acquisition hired, rented or borrowed with a driver or formation, and is afforded for 180 is not a covered"auto". days after such date; E. Audio, Visual and Data Electronic Equip- b. Does not apply to "bodily injury" or ment "property damage" resulting from an "accident" that occurred before you SECTION III - PHYSICAL DAMAGE COV- acquired or formed the organization; ERAGE, C. Limit of Insurance is amended by adding the following: c. Does not apply to any newly acquired or formed organization that is a joint 4. The most we will pay for all "loss" to au- venture or partnership; and dio, visual or data electronic equipment and any accessories used with this d. Does not apply to an insured under equipment as a result of any one "acci- any other automobile liability policy, dent"is the lesser of: or would be an insured under such a a. The value of the dam- policy but for the termination of such a ed actual stolencashproperty aso of thee time policy or the exhaustion of such poli- gp p Ycy's limits of insurance. of the"accident"; b. The cost of repairing or replacing the 3. Any of your "employees" while using a p g p g covered auto in your business or your damaged or stolen property with oth- personal affairs, provided you do not own, er property of like kind and quality;or hire or borrow that"auto". c. $2,500. G. Liability Coverage Extensions - Supple- Provided the equipment, at the time of the mentary Payments-Higher Limits "loss"is: SECTION II - LIABILITY COVERAGE, A. a. Permanently installed in or upon the Coverage, 2. Coverage Extensions, a. Sup- covered "auto" in a housing, opening plementary Payments is amended by: or other location that is not normally 1. Replacing the $2,000 Limit of Insurance used by the "auto" manufacturer for for bail bonds with $4,000 in (2); and the installation of such equipment; 2. Replacing the $250 Limit of Insurance for b. Removable from a permanently in- reasonable expenses with$500 in(4). stalled housing unit as described in Paragraph 2.a.above; or H. Amended Fellow Employee Exclusion c. An integral part of such equipment. SECTION II - LIABILITY COVERAGE, B.F. Who is an Insured-Amended Ex- clusions, 5. Fellow Employee is modified as follows: SECTION II - LIABILITY COVERAGE, A. Exclusion 5. Fellow Employee is deleted. Coverage, 1. Who is an Insured is amended by adding the following: I. Hired Auto-Physical Damage The following are"insureds": If hired"autos"are covered"autos"for Liability Coverage, then Comprehensive and Collision 1. Any subsidiary which is a legally incorpo- Physical Damage Coverages as provided un- rated entity of which you own a financial der SECTION III - PHYSICAL DAMAGE interest of more than 50% of the voting COVERAGE of this Coverage Part are ex- stock on the effective date of this cover- tended to "autos" you hire, subject to the fol- age form. lowing: However, the insurance afforded by this 1. The most we will pay for "loss" to any provision does not apply to any subsidiary hired "auto" is $50,000 or the actual cash that is an "insured" under any other au- value or cost to repair or replace, which- tomobile liability policy, or would be an ever is the least, minus a deductible. "insured" under such policy but for termi- nation of such policy or the exhaustion of 2. The deductible will be equal to the largest such policy's limits of insurance. deductible applicable to any owned "auto" for 2. Any organization that is newly acquired or that coverage, or$1,000, whichever is les formed by you and over which you main- tain less. majority ownership. The insurance 3. Hired Auto - Physical Damage coverage provided by this provision: is excess over any other collectible insur- ance. Includes copyrighted material of ISO AA 288 01 16 Properties, Inc., with its permission. Page 2 of 4 4. Subject to the above limit, deductible, and K. Transportation Expense-Higher Limits excess provisions we will provide cover- age equal to the broadest coverage appli- SECTION III - PHYSICAL DAMAGE COV- cable to any covered "auto" you own in- ERAGE, A. Coverage, 4. Coverage Exten- sured under this policy. sions is amended by replacing $20 per day with $50 per day, and $600 maximum with Coverage includes loss of use of that hired au- $1,500.maximum in Extension a. Transpor- to, provided it results from an "accident" for tation Expenses. which you are legally liable and as a result of which a monetary loss is sustained by the L. Airbag Coverage leasing or rental concern. The most we will SECTION III - PHYSICAL DAMAGE COV- pay for any one "accident"is$3,000. ERAGE, B. Exclusions, 3.a. is amended by If a limit for Hired Auto - Physical Damage is adding the following: shown in the Schedule, then that limit replac- However, the mechanical and electrical es, and is not added to, the $50,000 limit indi- breakdown portion of this exclusion does not cated above. apply to the accidental discharge of an airbag. J. Rental Reimbursement This coverage for airbags is excess over any other collectible insurance or warranty. SECTION III - PHYSICAL DAMAGE is amended by adding the following: M. Loan or Lease Gap Coverage 1. We will pay for rental reimbursement ex- 1. SECTION III - PHYSICAL DAMAGE penses incurred by you for the rental of COVERAGE, C. Limit of Insurance is an"auto" because of a "loss"to a covered deleted in its entirety and replaced by the "auto". Payment applies in addition to the following, but only for private passenger otherwise applicable amount of each coy- type"autos"with an original loan or lease, erage you have on a covered "auto". No and only in the event of a "total loss" to deductible applies to this coverage. such a private passenger type"auto": 2. We will pay only for those expenses in- a. The most we will pay for"loss" in any curred during the policy period beginning one"accident"is the greater of: 24 hours after the "loss" and ending, re- (1) The amount due under the terms gardless of the policy's expiration, with of the lease or loan to which the lesser of the following number of your covered private passenger days: type "auto"is subject, but will not a. The number of days reasonably re- include: quired to repair the covered "auto". If (a) Overdue lease or loan pay- "loss" is caused by theft,this number ments; of days is added to the number of days it takes to locate the covered (b) Financial penalties imposed "auto"and return it to you; or under the lease due to high b. 30 days. mileage, excessive use or y abnormal wear and tear; 3. Our payment is limited to the lesser of the (c) Security deposits not re- following amounts: funded by the lessor; a. Necessary and actual expenses in- (d) Costs for extended warran- curred; or ties, Credit Life Insurance, b. $50 per day. Health, Accident or Disabil- ity Insurance purchased 4. This coverage does not apply while there with the loan or lease; and are spare or reserve "autos" available to you for your operations. (e) Carry-over balances from previous loans or leases, or 5. We will pay under this coverage only that amount of your rental reimbursement ex- (2) Actual cash value of the stolen penses which is not already provided for or damaged property. under SECTION III - PHYSICAL DAM- b. An adjustment for depreciation and AGE COVERAGE, A. Coverage, 4. physical condition will be made in de- Coverage Extensions. termining actual cash value at the time of"loss". Includes copyrighted material of ISO AA 288 01 16 Properties, Inc., with its permission. Page 3 of 4 2. SECTION V- DEFINITIONS is amended P. Unintentional Failure to Disclose Hazards by adding the following, but only for the purposes of this Loan or Lease Gap SECTION IV - BUSINESS AUTO CONDI- Coverage: TIONS, B. General Conditions, 2. Conceal- ment, Misrepresentation or Fraud is "Total loss" means a "loss" in which the amended by adding the following: cost of repairs plus the salvage value ex- ceeds the actual cash value. However, if you unintentionally fail to disclose any hazards existing on the effective date of N. Glass Repair-Waiver of Deductible this Coverage Form, we will not deny cover- age under this Coverage Form because of SECTION III - PHYSICAL DAMAGE COV- such failure. ERAGE, D. Deductible is amended by adding the following: Q. Mental Anguish Resulting from Bodily Inju- No deductible applies to glass damage if the ry glass is repaired in a manner acceptable to us SECTION V - DEFINITIONS, C. "Bodily inju- rather than replaced. ry" is deleted in its entirety and replaced by the following: O. Duties in the Event of an Accident, Claim, Suit or Loss-Amended "Bodily injury" means bodily injury, sickness or IV - BUSINESS AUTO CONDI- disease sustained by a person, including men- SECTIONtal anguish and death sustained by the same TIONS,A. Loss Conditions, 2. Duties in the person that results from such bodily injury, Event of Accident, Claim,Suit or Loss,a.is sickness or disease. "Bodily injury" does not amended by adding the following: include mental anguish or death that does not This condition applies only when the "acci- result from bodily injury, sickness or disease. dent"or"loss"is known to: R. Coverage for Certain Operations in Con- t. You, if you are an individual; nection with Railroads 2. A partner, if you are a partnership; With respect to the use of a covered "auto" in operations for or affecting a railroad: 3. An executive officer or insurance manag- er, if you are a corporation; or 1. Section V-Definitions, H. "Insured con- tract", 1.c. is amended to read: 4. A member or manager, if you are a lim- ited liability company. c. An easement or license agreement; 2. Section V-Definitions, H. "Insured con- tract",2.a. is deleted. Includes copyrighted material of ISO AA 288 01 16 Properties, Inc.,with its permission. Page 4 of 4 ELLECOR-01SSIMPSON1 DATE (MM/DD/YYYY) CERTIFICATE OF LIABILITY INSURANCE 12/28/2022 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). CONTACT Stacia Simpson PRODUCER NAME: PHONEFAX Hub International Northwest LLC (509) 319-2912 (A/C, No, Ext):(A/C, No): PO Box 3144 E-MAIL Stacia.Simpson@hubinternational.com Spokane, WA 99220 ADDRESS: INSURER(S) AFFORDING COVERAGENAIC # Cincinnati Insurance Company10677 INSURER A : INSURED INSURER B : INSURER C : Eller Corporation PO Box 117 INSURER D : Newman Lake, WA 99025 INSURER E : INSURER F : COVERAGESCERTIFICATE 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 CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSRADDLSUBRPOLICY EFFPOLICY EXP TYPE OF INSURANCEPOLICY NUMBERLIMITS LTRINSDWVD(MM/DD/YYYY)(MM/DD/YYYY) 1,000,000 A COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE$ DAMAGE TO RENTED 500,000 CLAIMS-MADEOCCUR X EPP0563496/EBA056349612/31/202212/31/2023 $ PREMISES (Ea occurrence) XX 10,000 MED EXP (Any one person)$ 1,000,000 PERSONAL & ADV INJURY$ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE$ PRO- 2,000,000 X POLICYLOC PRODUCTS - COMP/OP AGG$ JECT WA STOP GAP1,000,000 OTHER:$ COMBINED SINGLE LIMIT 1,000,000 A AUTOMOBILE LIABILITY $ (Ea accident) X ANY AUTO EPP0563496/EBA056349612/31/202212/31/2023 BODILY INJURY (Per person)$ XX OWNEDSCHEDULED AUTOS ONLYAUTOSBODILY INJURY (Per accident)$ PROPERTY DAMAGE HIREDNON-OWNED XX (Per accident)$ AUTOS ONLYAUTOS ONLY $ 2,000,000 A XX UMBRELLA LIABOCCUR EACH OCCURRENCE$ EPP0563496/EBA056349612/31/202212/31/2023 2,000,000 EXCESS LIABCLAIMS-MADE XX AGGREGATE$ DEDRETENTION$ $ PEROTH- WORKERS COMPENSATION STATUTEER AND EMPLOYERS' LIABILITY Y / N ANY PROPRIETOR/PARTNER/EXECUTIVE E.L. EACH ACCIDENT$ N / A OFFICER/MEMBER EXCLUDED? (Mandatory in NH) E.L. DISEASE - EA EMPLOYEE$ If yes, describe under DESCRIPTION OF OPERATIONS belowE.L. DISEASE - POLICY LIMIT$ DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) CONTRACT #20-188: 2022-2023 SNOW SEASON ON-CALL ROAD GRADERS FOR SNOW REMOVAL PRIMARY/NONCONTRIBUTORY ADDITIONAL INSURED STATUS AND WAIVER OF SUBROGATION AS IT RELATES TO GENERAL LIABILITY IS GIVEN TO THE CITY OF SPOKANE VALLEY, ITS OFFICERS, AGENTS AND EMPLOYEES PER ENDORSEMENTS ATTACHED. CERTIFICATE HOLDERCANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN CITY OF SPOKANE VALLEY ACCORDANCE WITH THE POLICY PROVISIONS. 10210 E SPRAGUE AVENUE SPOKANE VALLEY, WA 99206 AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03)© 1988-2015 ACORD CORPORATION. All rights reserved. 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