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23-244.00JUBEngineersOnCallTrafficEngineeringServices Contract No. 23-244 AGREEMENT FOR PROFESSIONAL SERVICES J-U-B Engineers,Inc. Traffic Engineering On-Call Contract THIS AGREEMENT is made by and between the City of Spokane Valley,a code City of the State of Washington, hereinafter "City" and J-U-B Engineers Inc., 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 shall 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 December 31, 2024, unless the time for performance is extended in writing by Agreement for Professional Services(with professional liability coverage) Page 1 of 8 Contract No.23-244 the Parties. 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 $82,000 as full compensation for everything done under this Agreement, as set forth in Exhibit B. 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: Marci Patterson,City Clerk Name: J-U-B Engineers Inc Phone: (509) 720-5000 Phone: (208) 762-8787 Address: 10210 East Sprague Avenue Address: 7825 Meadowlark Way Spokane Valley,WA 99206 Coeur d' Alene, ID 83815 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 states that its designs, construction documents, and services shall conform to all federal,state, and local statutes and regulations. 7. Certification Regarding 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; Agreement for Professional Services(with professional liability coverage) Page 2 of 8 Contract No.23-244 3. Are not presently indicted for or otherwise criminally or civilly charged by a 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 as stated 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 Agreement for Professional Services(with professional liability coverage) Page 3 of 8 Contract No. 23-244 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 as broad as ISO CG 20 26. 3. Workers' compensation coverage as required by the industrial insurance laws of the State of Washington. 4. Professional liability insurance appropriate to Consultant's profession. B. Minimum Amounts of Insurance. Consultant shall maintain the following insurance limits: 1. Automobile liability insurance with a minimum combined single limit for bodily injury and property damage of$1,000,000 per accident. 2. Commercial general liability insurance shall be written with limits no less than $2,000,000 each occurrence, and$2,000,000 general aggregate. 3. Professional liability insurance shall be written with limits no less than $2,000,000 per claim and$2,000,000 policy aggregate limit. 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. Agreement for Professional Services(with professional liability coverage) Page 4 of 8 Contract No. 23-244 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 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 shall 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 the 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. Agreement for Professional Services(with professional liability coverage) Page 5 of 8 Contract No.23-244 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, 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. Business Registration. Consultant shall register with the City as a business prior to commencement of work under this Agreement if it has not already done so. 22. 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 Consultants'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. Agreement for Professional Services(with professional liability coverage) Page 6 of 8 Contract No. 23-244 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 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); Agreement for Professional Services(with professional liability coverage) Page 7 of 8 Contract No. 23-244 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; 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.). 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. Scope of Services B. Fee proposal C. Insurance Certificates The Parties have executed this Agreement this Z Y TWday of --4-{-Y , 20 "Z Y. CITY OF SPOKANE VALLEY Consultant: 914"44e— John Hohman, City Manager By: Angela Comstock,TSG Region Lead Its: Authorized Representative APPROVED AS TO FORM: Offic the City ttorney Agreement for Professional Services(with professional liability coverage) Page 8 of 8 EXHIBIT - A City of Spokane Valley On-Call Traffic Engineering Services 2024 Scope of Work The Scope of Work for this On-Call Traffic Engineering Services contract is to perform services at the request of the City of Spokane Valley staff to support them in their efforts to evaluate the transportation system for potential safety and traffic operations improvements. This effort may include the collection of various types of traffic counts including vehicle classification and speed data, collision data and the organization and reporting of data in tables and maps using Geographic Information Systems and may also include summary memos. Some of this work may include the supervision or coordination with a subcontractor for data collection,without additional mark-up, and may also require coordination with others contracted by the city to report and consolidate traffic data for other city purposes. Work may also include providing support to respond to request from the Washington State Department of Transportation or the Spokane Regional Transportation Council regarding the data and implications with the Highway Performance Monitoring System or the Freight and Goods Transportation System. Specific work items will be determined in coordination with city staff to determine priorities within the available budget. Exhibit B J-U-B ENGINEERS, Inc. E 2023 Rate Table CONFIDENTIAL Billing Hourly Billing Hourly Labor Category Labor Category Code Rate Code Rate 100 Administrative Support $52 274 Construction Manager-Senior $209 102 Administrative Assistant $59 276 Construction Manager-Discipline Lead $228 103 Administrative Assistant-Lead $71 300 Planning Technician $107 104 Administrative Assistant-Senior $83 302 Planner $149 110 Project Accountant $89 304 Planner- Lead $166 112 Project Accountant- Lead $105 306 Planner-Senior $204 114 Project Accountant-Senior $117 308 Planner-Discipline Lead $220 120 Communication Specialist- 1 $83 310 Environmental Scientist-Assistant $98 121 Communication Specialist-2 $92 312 Environmental Scientist $141 122 Communication Specialist-3 $100 314 Environmental Specialist- Lead $167 124 Communication Specialist-Lead $113 316 Environmental Specialist-Senior $206 126 Communication Specialist-Senior $119 318 Environmental Specialist-Discipline Lead $217 128 Communication Specialist-Discipline Lead $130 320 TLG Assistant $98 200 Survey Technician $92 322 TLG Practitioner $140 202 Survey Technician-Lead $123 324 TLG Practitioner- Lead $162 204 Survey Technician-Senior $147 326 TLG Practitioner-Senior $201 210 Assistant Surveyor $117 328 TLG Discipline Lead $225 212 Assistant Surveyor-Lead $134 329 TLG Discipline Lead Senior $248 214 Professional Land Surveyor $162 330 GIS Technician $100 216 PLS- Lead $180 332 GIS Analyst $122 218 PLS-Senior $207 334 GIS Dev.Analyst $122 220 PLS- Discipline Lead $220 336 GIS Analyst-Senior $178 228 Assistant Designer $87 338 GIS Dev.Analyst-Senior $178 230 CAD Technician- Drafter $107 340 GIS Discipline Lead $204 232 CAD Technician-Designer $131 350 Landscape Designer $105 234 CAD Designer- Lead $149 352 Landscape Architect $139 236 CAD Designer-Senior $160 354 Landscape Architect- Lead $157 240 Project Designer $137 356 Landscape Architect-Senior $184 242 Project Designer-Lead $158 358 Landscape Architect- Discipline Lead $200 244 Project Engineer I $176 400 Assistant Project Manager $184 245 Project Engineer II $190 402 Project Manager $205 246 Project Engineer-Lead $201 404 Program Manager $229 248 Project.Engineer-Senior $228 406 Program Manager- Lead $240 250 Project Engineer-Discipline Lead $240 408 Program Manager-Senior $250 252 Project Engineer-Discipline Lead-Senior $251 410 Principal(Alternative Category,AM/Officer) $270 260 Construction Observer $128 1) Rates subject to change on a yearly basis. 262 Construction Observer-Lead ' $145 2)GPS,mileage,per diem,and other direct costs will be 264 Construction Observer-Senior $165 specified in Project Scopes of Work and budgets. No 270 Construction Management Assistant $139 direct costs will be charged without Client approval. 272 Construction Manager $189 3)A 10 percent markup will be applied to Subconsultant fees. Exhibit C ��1 J-U-ENG-01 ANGUYEN ACCPRCV DATE(MWDDNYYY) `,.,---- CERTIFICATE OF LIABILITY INSURANCE 1/15/2024 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 Annie Nguyen The Hartwell Corporation (A/CN o,Ext):(208)459-1678 (A/C,PO Box 400 A/C,No): Caldwell,ID 83606 E-MAILDSS:Annie@thehartwellcorp.com INSURER(S)AFFORDING COVERAGE NAIC# INSURER A:Travelers Indemnity Company 25658 INSURED INSURER B:Travelers Property Casualty Company of America 25674 J-U-B Engineers,Inc. INSURER c:XL Specialty Insurance Co. 37885 2760 W Excursion Ln,Ste 400 INSURER D:BCS Insurance Company Meridian,ID 83642 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 ADDL SUBR POLICY EFF POLICY EXP LIMITS LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER (MMIDD/YYYY) (MM/DD/YYYY) A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 CLAIMS-MADE X OCCUR X X 6802R22997A 8/1/2023 8/1/2024 DAMAGES( RENTED 1,000,000 PREMISES(Ea occurrence) $ MED EXP(Any one person) $ 10,000 PERSONAL&ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 POLICY X PRCO- X LOC PRODUCTS-COMP/OP AGG $ 2,000,000 T OTHER: $ B AUTOMOBILE LIABILITY JEaaccident)COMBINED SINGLE LIMIT $ 1�000�000 X ANY AUTO X X BA8P008954 8/1/2023 8/1/2024 BODILY INJURY(Per person) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY(Per accident) $ HIRED NON-OWNED PROPERTY DAMAGE AUTOS ONLY AUTOS ONLY (Per accident) $ $ B X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 9,000,000 EXCESS LIAB CLAIMS-MADE CUP1C547849 8/1/2023 8/1/2024 AGGREGATE $ 9,000,000 DED X RETENTION$ 10,000 $ B WORKERS COMPENSATION X PER OTH- AND EMPLOYERS'LIABILITY STATUTE ER Y/N X UB8K158532 8/1/2023 8/1/2024 ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ 1,000,000 ('FFICER/MEMBER EXCLUDED? N N/A` E.L.DISEASE-EA EMPLOYEE $ 1,000,000 Mandatory in NH) If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ C Professional Liabili DPR 5009012 4/2/2023 4/2/2024 Each Claim/Aggregate 5,000,000 D Cyber Liability RPS-P-1139321M 4/16/2023 4/16/2024 Each Claim/Aggregate 3,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space Is required) On-Call Traffic Engineering Services Contract#23-244 City of Spokane Valley is additional insured for General Liability as provided by forms CGD361&CG2037.Primary&noncontributory for General Liability provided by policy form CGT100 Section IV.4.d.Additional Insured,Primary&noncontributory for Auto Liability as provided by policy form CAT474. Waiver of subrogation for General Liability provided by policy form CGD379 Section M,Auto Liability Waiver of Subrogation provided by form CAT353.Workers Compensation Waiver of Subrogation provided by form WC000313. CERTIFICATE HOLDER CANCELLATION 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 Ave. Spokane Valley,WA 99206 AUTHORIZED REPRESENTATIVE 1 9.,.....,./-K-40-a- ACORD 25(2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD POLICY NUMBER:680-2R22997A COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Names of Additional Insured Person(s)or Organization(s): Any person or organization that you agree in a written contract to include as an additional insured on this Coverage Part,provided that such written contract was signed by you before,and is in effect when, the"bodily injury"or"property damage"occurs or the"personal injury"or"advertising injury"offense is committed. Location of Covered Operations: Any project to which a written contract with the Additional Insured Person(s)or Organization(s)in the Schedule applies. (Information required to complete this Schedule,if not shown above,will be shown in the Declarations.) A. Section II—Who Is An Insured is amended to in- This insurance does not apply to"bodily injury"or dude as an additional insured the person(s) or "property damage" occurring, or "personal injury" organization(s) shown in the Schedule, but only or "advertising injury" arising out of an offense with respect to liability for"bodily injury","property committed,after: damage", "personal injury" or"advertising injury" 1. All work, including materials, parts or equip- caused,in whole or in part,by: ment furnished in connection with such work, 1. Your acts or omissions;or on the project (other than service, mainte- 2. The acts or omissions of those acting on your nance or repairs) to be performed by or on behalf; behalf of the additional insured(s)at the loca- tion of the covered operations has been corn- in the performance of your ongoing operations for pleted;or the additional insured(s) at the location(s)desig- nated above. 2. That portion of "your work" out of which the injury or damage arises has been put to its in- B. With respect to the insurance afforded to these tended use by any person or organization additional insureds, the following additional exdu- other than another contractor or subcontrac- sions apply: tor engaged in performing operations for a principal as a part of the same project. CG D3 61 03 05 Copyright 2005 The St.Paul Travelers Companies,Inc.All rights reserved. CG T8 01 08 24ncludes copyrighted material of Insurance Services Office,Inc.with its permission. DATE OF ISSUE: 07/06/2023 Page 1 of 1 POLICY NUMBER:680-2R22997A COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s)Or Organization(s): Any person or organization that you agree in a written contract to include as an additional insured on this Coverage Part for"bodily injury"or"property damage"included in the products-completed operations hazard,provided that such contract was signed by you before,and is in effect when,the"bodily injury or"property damage"occurs. Location And Description Of Completed Operations Any project to which a written contract with the Additional Insured Person(s)or Organization(s)in the Schedule applies. Information required to complete this Schedule,if not shown above,will be shown in the Declarations. Section II —Who Is An Insured is amended to in- location designated and described in the schedule of dude as an additional insured the person(s) or or- this endorsement performed for that additional in- ganization(s) shown in the Schedule, but only with sured and included in the"products-completed opera- respect to liability for"bodily injury"or"property dam- tions hazard". age"caused,in whole or in part, by"your work"at the CG 20 37 07 04 CG T8 02 08 23 ©ISO Properties, Inc.,2004 DATE OF ISSUE: 07/06/2023 Page 1 of 1 COMMERCIAL GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY.PLEASE READ IT CAREFULLY. b. Such subsidiary is not an insured under Unless you are in the business or occupation similar other insurance. of providing professional health care XTEND ENDORSEMENT FOR ARCHITECTS, ENGINEERS No such subsidiary is an insured for "bodily services,Paragraphs(1)(a),(b),(c)and(d) injury" or "property damage"that occurred, or above do not apply to"bodily injury"arising AND SURVEYORS "personal and advertising injury"caused by an out of providing or failing to provide first aid offense committed: or"Good Samaritan services"by any of your retired partners. members, directors or a. Before you maintained an ownership interest "employees",other than a doctor.My such This endorsement modifies insurance provided under the following: of more than 50%in such subsidiary;or retired partners, members, directors or COMMERCIAL GENERAL LIABILITY COVERAGE PART b. After the date,if any,during the policy period "employees" providing or failing to provide that you no longer maintain an ownership first aid or"Good Samaritan services"during GENERAL DESCRIPTION OF COVERAGE—This endorsement broadens coverage.However,coverage for interest of more than 50%in such subsidiary. their work hours for you will be deemed to be any injury, damage or medical expenses described in any of the provisions of this endorsement may be acting within the scope of their employment excluded or limited by another endorsement to this Coverage Part,and these coverage broadening provisions For purposes of Paragraph 1.of Section II—Who by you or performing duties related to the Is An Insured, each such subsidiary will be conduct of your business. do not apply to the extent that coverage is excluded or limited by such an endorsement.The following listing is a deemed to be designated in the Declarations as: general coverage description only. Read all the provisions of this endorsement and the rest of your policy (2) "Personal injury": carefully to determine rights,duties,and what is and is not covered. a. A limited liability company; b. An organization other than a partnership, (a) To you, or your current or retired venture or limited liabilitycompany;or partners members (if you are a A. Non-Owned Watercraft—75 Feet Long Or Less H. Blanket Additional Insured — Governmental joint P Y partnership or joint venture), to your B. Who Is An Insured—Unnamed Subsidiaries Entities—Permits Or Authorizations Relating To c. A trust: current or retired members(if you are a Premises as indicated in its name or the documents that limited liability company), to your other C. Who Is An Insured—Retired Partners,Members, l govern its structure. current or retired directors or I. Blanket Additional Insured — Govemmental And Employees "employees"while in the course of his or Entities—Permits Or Authorizations Relating To C. WHO IS AN INSURED—RETIRED PARTNERS, her employment or performing duties D. Who Is An Insured—Employees And Volunteer Operations MEMBERS,DIRECTORS AND EMPLOYEES related to the conduct of your business, Workers—Bodily Injury To Co-Employees, Co- to your other "volunteer workers" Volunteer Workers And Retired Partners, J. Incidental Medical Malpractice The following is added to Paragraph 2. of or Members,Directors And Employees K. Medical Payments—Increased Limit SECTION II—WHO IS AN INSURED: while performing duties related to the Anyperson who isyour retired partner,member, conduct of your business; E. Who Is An Insured—Newly Acquired Or Formed L. Amendment Of Excess Insurance Condition — Limited Liability Companies Professional Liability director or"employee"that is performing services (b)To the spouse.child,parent.brother or for you under your direct supervision,but only for sister of that current or retired partner, F. Blanket Additional Insured—Controlling Interest M. Blanket Waiver Of Subrogation—When Required acts within the scope of their employment by you member, director, "employee" or G. Blanket Additional Insured — Mortgagees, By Written Contract Or Agreement or while performing duties related to the conduct "volunteer worker'as a consequence of Assignees,Successors Or Receivers N. Contractual Liability—Railroads of your business. However, no such retired Paragraph(2)(a)above: partner, member, director or "employee" is an (c) For which there is any obligation to PROVISIONS uses or is responsible for the use of a insured for: share damages with or repay someone watercraft that you do not own that is: 1) In'u else who must pay damages because of A. NON-OWNED WATERCRAFT — 75 FEET ( "Bodily injury": ' the injury described in Paragraph(2)(a) LONG OR LESS (1) 75 feet long or less:and (a)To you, to your current partners or or(b)above;or 1. The following replaces Paragraph (2) of (2) Not being used to carry any person members (if you are a partnership or Exclusion g.,Aircraft,Auto Or Watercraft, or property for a charge: joint venture),to your current members (d)Arising out of his or her providing or in Paragraph 2. of SECTION I — — (if you are a limited liability company)or failing to provide professional health care 9 P B. WHO IS AN INSUREDUNNAMED to your current directors; services. COVERAGES—COVERAGE A—BODILY SUBSIDIARIES INJURY AND PROPERTY DAMAGE The followingis added to SECTION II—WHO IS (b)To the spouse,child,parent,brother or (3) "Property damage"to property: LIABILITY: sister of that current partner,member or (a) Owned,occupied or used by;or AN INSURED: director as a consequence of Paragraph (2) A watercraft you do not own that is: Any of your subsidiaries,other than a partnership (1)(a)above; (b) Rented to,in the care,custody or control (a) 75 feet long or less;and or joint venture,that is not shown as a Named of, or over which physical control is (b) Not being used to carry any person Insured in the Declarations is a Named Insured (c) For which there is any obligation to being exercised for any purpose by; share damages with or repay someone or property for a charge: if: else who must pay damages because of you,any of your retired partners,members 2. The following replaces Paragraph 2.e. of a. You are the sole owner of. or maintain an the injury described in Paragraph(1)(a) or directors, your current or retired SECTION II—WHO IS AN INSURED: ownership interest of more than 50%in,such or(b)above;or "employees" or "volunteer workers", any e. Any person or organization that, with subsidiary on the first day of the policy (d)Arisingout of his or her providingor current partner or member (if you are a period;and partnership or joint venture),or any current your express or implied consent,either failing to provide professional health care member (if you are a limited liability services. company)or current director. CG D3 79 02 19 ®2017 The Travelers Indemnity Company.All rights reserved. Page 1 of 6 Page 2 of 6 ®2017 The Travelers Indemnity Company.All rights reserved. CG D3 79 02 19 Includes copyrighted material of Insurance Services Office,Inc.with Its permission. Includes copyrighted material of insurance Services Office,Inc.with its permission. COMMERCIAL GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY D. WHO IS AN INSURED — EMPLOYEES AND organization will be deemed to be subsequent to the signing of that contract or openings, sidewalk vaults, elevators, street VOLUNTEER WORKERS — BODILY INJURY designated in the Declarations as: agreement;and banners or decorations. TO CO-EMPLOYEES, CO-VOLUNTEER a. A limited liability company; b. Arises out of the ownership,maintenance or I. BLANKET ADDITIONAL INSURED — WORKERS AND RETIRED PARTNERS, use of the premises for which that GOVERNMENTAL ENTITIES — PERMITS MEMBERS,DIRECTORS AND EMPLOYEES b. An organization other than a partnership, mortgagee,assignee,successor or receiver OR AUTHORIZATIONS RELATING TO joint venture or limited liability company; is required under that contract or agreement The following is added to Paragraph 2.a.(1)of or q 9 OPERATIONS SECTION II—WHO IS AN INSURED: to be included as an additional insured on The following is added to SECTION II—WHO IS c. A trust; this Coverage Part. AN INSURED: Paragraphs , (b) and (c) above do not as indicated in its name or the documents The insurance provided to such mortgagee, apply to"bodily injury"to a current or retired co- Any governmental entity that has issued a permit "employee" while in the course of the co- that govern its structure. assignee,successor or receiver is subject to the or authorization with respect to operations following provisions: byyou or on your behalf and that you "employee's"employment by you or performing F. BLANKET ADDITIONAL INSURED — performed duties related to the conduct of your business,or CONTROLLING INTEREST a. The limits of insurance provided to such are required by any ordinance,law,building code to "bodily injury" to your other "volunteer mortgagee,assignee,successor or receiver or written contract or agreement to include as an 1. The following is added to SECTION II — workers" or retired partners, members or will be the minimum limits that you agreed to additional insured on this Coverage Part is an WHO IS AN INSURED: directors while performing duties related to the provide in the written contract or agreement, insured, but only with respect to liability for conduct of your business. Any person or organization that has financial or the limits shown in the Declarations, "bodily injury", "property damage" or"personal control of you is an insured with respect to whichever are less. and advertising injury" arising out of such E. WHO IS AN INSURED—NEWLY ACQUIRED liability for"bodily injury","property damage" operations. OR FORMED LIMITED LIABILITY COMPANIES or "personal and advertising injury" that b. The insurance provided to such person or The following replaces Paragraph 3. of arises out of: organization does not apply to: The Thet insuran does nceaprovidOed to such governmental SECTION II—WHO IS AN INSURED: a. Such financial control;or (1) Any"bodily injury"or"property damage" y apply 3. Any organization you newly acquire or form, b. Such person's or organization's that occurs, or any "personal and a. Any "bodily injury", "property damage" or other than a partnership or joint venture,and ownership, maintenance or use of advertising injury"caused by an offense "personal and advertising injury"arising out of which you are the sole owner or in which premises leased to or occupied by you. that is committed,after such contract or of operations performed for the you maintain an ownership interest of more agreement is no longer in effect;or governmental entity;or than 50%,will qualify as a Named Insured if The insurance provided to such person or q fy ural (2) Any"bodily injury","property damage"or b. Any "bodily injury" or "property damage" organization does not applyn oro destrumolition there is no other similar insurance available "personal and advertising injury"arising included in the "products-completed to that organization.However: alterations, new construction demolition operations performed by or on behalf of such out of any structural alterations, new operations hazard". a. Coverage under this provision is person or organization. construction or demolition operations J. INCIDENTAL MEDICAL MALPRACTICE afforded only: performed by or on behalf of such 2. The following is added to Paragraph 4. of mortgagee, assignee, successor or 1. The following replaces Paragraph b.of the (1) Until the 180th day after you acquire SECTIO N II—WHO IS AN INSURED: receiver. definition of "occurrence" in the or form the organization or the end of — DEFINITIONS Section: the policy period, whichever is This paragraph does not apply to any H. BLANKET ADDITIONAL INSURED earlier, if ou do not re port such premises owner,manager or lessor that has GOVERNMENTAL ENTITIES — PERMITS OR b. An act or omission committed in Y P financial control of you. AUTHORIZATIONS RELATING TO PREMISES providing or failing to provide"incidental organization in writing to us within 180 days after you acquire or form it; G. BLANKET ADDITIONAL INSURED — The followingis added to SECTION II—WHO IS medical services", first aid or "Good Or MORTGAGEES, ASSIGNEES, SUCCESSORS Samaritan services"to a person,unless AN INSURED: you are in the business or occupation of (2) Until the end of the policy period, OR RECEIVERS Any governmental entity that has issued a permit providing professional health care when that date is later than 180 days The following is added to SECTION II—WHO IS or authorization with respect to premises owned services. after you acquire or form such AN INSURED: or occupied by,or rented or loaned to,you and 2. The following replaces the last paragraph of organization, if you report such Anyperson or organization that is a mortgagee, that you are required by any ordinance, law, g organization in writing to us within assignee, successor or receiver and that you building code or written contract or agreement to Paragraph 2.a.(1)of SECTION II—WHO ISAN INSURED: 180 days after you acquire or form it; have agreed in a written contract or agreement include as an additional insured on this b. Coverage A does not apply to "bodily to include as an additional insured on this Coverage Part is an insured, but only with Unless you are in the business or occupation injury" or "property damage" that Coverage Part is an insured, but only with respect to liability for "bodily injury", "property of providing professional health care occurred before you acquired or formed respect to its liability as mortgagee, assignee, damage" or "personal and advertising injury" services,Paragraphs(1)(a),(b),(c)and(d) successor or receiver for"bodilyinjury", arisingout of the existence, ownership, use, above do not apply to"bodily injury"arising the organization;and 1 isi g injury" damage" or "personal and advertising injury" maintenance, repair, construction, erection or out of providing or failing to provide: c. Coverage B does not apply to"personal that: removal of any of the following for which that (a) "Incidental medical services" by any of and advertising injury"arising out of an governmental entity has issued such permit or offense committed before you acquired a. Is "bodily injury"or"property damage"that authorization: advertising signs, awnings, your "employees" who is a nurse, occurs,or is"personal and advertising u in nurse assistant, emergency medical or formed the organization. p ry canopies, cellar entrances, coal holes,caused by an offense that is committed, driveways, manholes hoist away technician, paramedic, athletic trainer, , marquees, For the purposes of Paragraph 1.of Sectionaudiologist, dietician, nutritionist, II — Who Is An Insured, each such CG D3 79 02 19 02017 The Travelers Indemnity Company.All rights reserved. Page 3 of 6 Page 4 of 6 0 2017 The Travelers Indemnity Company.All rights reserved. CG D3 79 02 19 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Includes copyrighted material of Insurance Services Office,Inc.with its permission. COMMERCIAL GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY occupational therapist or occupational that is available to any of your"employees" N. CONTRACTUAL LIABILITY—RAILROADS therapy assistant, physical therapist or for"bodily injury"that arises out of providing 1. The following replaces Paragraph c. of the speech-language pathologist;or or failing to provide "incidental medical definition of "insured contract" in the (b) First aid or"Good Samaritan services" services" to any person to the extent not DEFINITIONS Section: by any of your"employees"or"volunteer subject to Paragraph 2.a.(1)of Section II— c. Any easement or license agreement: workers", other than an employed or Who Is An Insured. volunteer doctor.Any such"employees" K. MEDICAL PAYMENTS—INCREASED LIMIT 2. Paragraph f.(1)of the definition of"insured or"volunteer workers"providing or failing contract" in the DEFINITIONS Section is to provide first aid or"Good Samaritan The following replaces Paragraph 7. of deleted. services"during their work hours for you SECTION III—LIMITS OF INSURANCE: will be deemed to be acting within the 7. Subject to Paragraph 5.above,the Medical scope of their employment by you or Expense Limit is the most we will pay under performing duties related to the conduct Coverage C for all medical expenses of your business. because of"bodily injury"sustained by any 3. The following replaces the last sentence of one person,and will be the higher of: Paragraph 5.of SECTION III—LIMITS OF a. $10,000;or INSURANCE: For the purposes of determining the b. The amount shown in the Declarations of applicable Each Occurrence Limit,all related this Coverage Part for Medical Expense acts or omissions committed in providing or Limit. failing to provide "incidental medical L AMENDMENT OF EXCESS INSURANCE services", first aid or "Good Samaritan CONDITION—PROFESSIONAL LIABILITY services"to any one person will be deemed to be one"occurrence". The following is added to Paragraph 4.b., Excess Insurance, of SECTION IV — 4. The following exclusion is added to COMMERCIAL GENERAL LIABILITY Paragraph 2.,Exclusions,of SECTION I— CONDITIONS: COVERAGES—COVERAGE A—BODILY INJURY AND PROPERTY DAMAGE This insurance is excess over any of the other LIABILITY: insurance, whether primary, excess, contingent or on any other basis, that is Professional Sale Of Pharmaceuticals Liability or similar coverage, to the extent the "Bodily injury"or"property damage"arising loss is not subject to the professional services out of the violation of a penal statute or exclusion of Coverage A or Coverage B. ordinance relating to the sale of pharmaceuticals committed by, or with the M. BLANKET WAIVER OF SUBROGATION — knowledge or consent of the insured. WHEN REQUIRED BY WRITTEN CONTRACT 5. The following is added to the DEFINITIONS OR AGREEMENT Section: The following is added to Paragraph 8.,Transfer "Incidental medical services"means: Of Rights Of Recovery Against Others To Us, of SECTION IV — COMMERCIAL GENERAL a. Medical, surgical, dental, laboratory, x- LIABILITY CONDITIONS: ray or nursing service or treatment. If the insured has agreed in a written contract or advice or instruction, or the related agreement to waive that insured's right of furnishing of food or beverages;or recovery against any person or organization,we b. The furnishing or dispensing of drugs or waive our right of recovery against such person medical, dental, or surgical supplies or or organization,but only for payments we make appliances. because of: 6. The following is added to Paragraph 4.b., a. "Bodily injury" or "property damage" that Excess Insurance, of SECTION IV — occurs;or COMMERCIAL GENERAL LIABILITY CONDITIONS: b. "Personal and advertising injury"caused by This insurance is excess over any valid and an offense that is committed; collectible other insurance,whether primary, subsequent to the signing of that contract or excess, contingent or on any other basis, agreement. CG D3 79 02 19 a 2017 The Travelers Indemnity Company.All rights reserved. Page 5 of 6 Page 6 of 6 a 2017 The Travelers Indemnity Company.All rights reserved. CG D3 79 02 19 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Includes copyrighted material of Insurance Services Office,Inc.with its permission. COMMERCIAL GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY COVERAGE FORM TABLE OF CONTENTS Various provisions in this policy restrict coverage.Read (1) The"bodily injury"or"property damage"is COMMERCIAL GENERAL LIABILITY COVERAGE FORM the entire policy carefully to determine rights,duties and caused by an"occurrence"that takes place CG T1 00 02 19 what is and is not covered. in the"coverage territory"; Throughout this policy the words"you"and"your"refer (2) The "bodily injury" or "property damage" to the Named Insured shown in the Declarations,and occurs during the policy period;and SECTION I—COVERAGES Beginning on Page any other person or organization qualifying as a Named Insured under this policy. The words "we", "us" and (3) Prior to the policy period,no insured listed "our"refer to the company providing this insurance. under Paragraph 1.of Section II—Who Is Coverage A— The word"insured"means any person or organization An Insured and no"employee" authorized qualifying as such under Section II — Who Is An by you to give or receive notice of an Bodily Injury and Property Insuring Agreement 1 "occurrence"or claim knew that the"bodily Insured.Damage Liability injury"or"property damage"had occurred, Exclusions 2 Other words and phrases that appear in quotation in whole or in part.If such a listed insured Coverage B— marks have special meaning. Refer to Section V — or authorized"employee"knew,prior to the od, Personal and Advertising Insuring Agreement 6 Definitions. plicy injury" or roperty ndamage" occu the rred, then any Injury Liability SECTION I—COVERAGES continuation,change or resumption of such Exclusions 6 COVERAGE A—BODILY INJURY AND PROPERTY "bodily injury"or"property damage"during Coverage C— DAMAGE LIABILITY or after have been eknoiwn icy p to the eriod will pe deemedperiod. priorpolicy Medical Payments Insuring Agreement 9 1. Insuring Agreement c. "Bodily injury" or "property damage" which Exclusions 9 occurs during the policyperiod Supplementary Payments 10 a. Weewill pay those sumsedthat asth insured g r p od and was not,e PP rY Y becomes legally obligated to pay as damages prior to the policy period, known to have SECTION II—WHO IS AN INSURED 11 because of"bodily injury"or"property damage" occurred by any insured listed under Paragraph to which this insurance applies. We will have 1. of Section II—Who Is An Insured or any SECTION III—LIMITS OF INSURANCE 13 the right and duty to defend the insured against "employee"authorized by you to give or receive SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS 13 any "suit" seeking those damages. However, notice of an"occurrence"or claim,includes any we will have no duty to defend the insured continuation, change or resumption of that Bankruptcy 13 against any"suit"seeking damages for"bodily "bodily injury" or "property damage" after the Duties In The Event Of Occurrence,Offense,Claim Or Suit 13 injury" or "property damage" to which this end of the policy period. Legal Action Against Us 14 insurance does not apply. We may, at our Other Insurance 15 discretion, investigate any "occurrence" and d. "Bodily injury" or "property damage" will be Premium Audit 16 settle any claim or"suit"that may result.But: deemed to have been known to have occurred Representations 16 at the earliest time when any insured listed Separation Of Insureds 16 (1) The amount we will pay for damages is under Paragraph 1.of Section II—Who Is An Transfer Of Rights Of Recovery Against Others To Us 16 limited as described in Section III—Limits Insured or any"employee"authorized by you to When We Do Not Renew 16 Of Insurance;and give or receive notice of an "occurrence" or SECTION V—DEFINITIONS 16 (2) Our right and duty to defend end when we claim: have used up the applicable limit of (1) Reports all, or any part, of the "bodily insurance in the payment of judgments or injury"or"property damage"to us or any settlements under Coverages A or B or other insurer: medical expenses under Coverage C. No other obligation or liability to pay sums or (2) Receives a written or verbal demand or perform acts or services is covered unless claim for damages because of the "bodily explicitly provided for under Supplementary injury"or"property damage":or Payments. (3) Becomes aware by any other means that b. This insurance applies to "bodily injury" and "bodily injury" or "property damage" has "property damage"only if: occurred or has begun to occur. CG TO 34 02 19 CG T1 00 02 19 C 2017 The Travelers Indemnity Company.All rights reserved. Page 1 of 21 Includes copyrighted material of Insurance Services Office,Inc.with its permission. COMMERCIAL GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY e. Damages because of "bodily injury" include (3) Any statute,ordinance or regulation relating is used to heat, cool or dehumidify to perform the normal electrical, damages claimed by any person or organization to the sale, gift, distribution or use of the building, or produced by or hydraulic or mechanical functions for care, loss of services or death resulting at alcoholic beverages. originating from equipment that is necessary for the operation of any time from the"bodily injury". This exclusion applies only if you are in the used to heat water for personal "mobile equipment" or its parts, if 2. Exclusions business of manufacturing, distributing, selling, use by the building's occupants or such fuels, lubricants or other their guests; operating fluids escape from a This insurance does not apply to: serving or furnishing alcoholic beverages. For vehicle part designed to hold,store the purposes of this exclusion, permitting a (II) "Bodily injury" or "property or receive them. This exception a. Expected Or Intended Injury person to bring alcoholic beverages on your damage" for which you may be does not apply if the"bodily injury" premises, for consumption on your premises, held liable, if you are a contractor or"property damage"arises out of "Bodily injury"or"property damage"expected or whether or not a fee is charged or a license is and the owner or lessee of such intended from the standpoint of the insured. g the intentional discharge,dispersal This exclusion does not apply to"bodily injury" required for such activity, is not by itself premises, site or location has been or release of the fuels, lubricants or"property damage"resulting from the use of considered the business of selling, serving or added to your policy as an or other operating fluids,or if such reasonable force toprotectpersons orproperty. furnishing alcoholic beverages. additional insured with respect to fuels,lubricants or other operating your ongoing operations performed fluids are brought on or to the b. Contractual Liability d. Workers'Compensation And Similar Laws for that additional insured at that premises, site or location with the "Bodily injury" or"property damage"for which Any obligation of the insured under a workers' premises, site or location and such intent that they be discharged, the insured is obligated to pay damages by compensation, disability benefits or premises, site or location is not dispersed or released as part of reason of the assumption of liability in a unemployment compensation law or any similar and never was owned or occupied the operations being performed by contract or agreement This exclusion does not law' by, or rented or loaned to, any such insured, contractor or g insured, other than that additional subcontractor; apply to liability for damages: e. Employer's Liability insured;or (1) That the insured would have in the absence "Bodily injury"to: of the contract or agreement;or (iii)"Bodily injury" or "property (II) "Bodily injury" or "property (1) An"employee"of the insured arising out of damage" arising out of heat, damage" sustained within a (2) Assumed in a contract or agreement that is and in the course of: smoke or fumes from a "hostile building and caused by the release an "insured contract", provided that the fire"; of gases, fumes or vapors from (a) Employment by the insured;or "bodily injury"or"property damage"occurs materials brought into that building subsequent to the execution of the contract (b) Performing duties related to the (b) At or from any premises, site or or agreement Solelyfor the conduct of the insured's business;or location which is or was at any timeli in connection with operations being g purposes of used by or for any insured or others for performed by you or on your behalf ey assumedaltoin ' "insuredndct", (2) The spouse, child, parent, brother or sister the handling, storage, disposal, by a contractor or subcontractor;or reasonable attorneys' fees and necessary of that "employee" as a consequence of litigation expenses incurred by or for a party Paragraph(1) processing or treatment of waste; above. other than an insured will be deemed to be (c) If such "pollutants" are or were at any (iii)"eodily njury" or "property This exclusion applies whether the insured may damage" arising out of heat, damages because of "bodily injury" or time transported, handled, stored, smoke or fumes from a "hostile be liable an employer or in any other capacity "property damage",provided that: treated, disposed of, or processed as fire";or and to anyy obligation to share damages with or waste by or for: (a) Liability to such party for, or for the repay someone else who must pay damages cost of, that party's defense has also because of the injury. (i) Any insured;or (e) At or from any premises, site or been assumed in the same "insured This exclusion does not apply to liability (II) Any person or organization for location on which any insured or any contract";and contractors or subcontractors working assumed by the insured under an "insured whom you may be legally (b) Such attorneys' fees and litigation contract". responsible; directlyf or indirectly on any any d'e YP behalf are or were at time expenses are for defense of that party f. Pollution (d) At or from any premises, site or performing operations to test for, against a civil or alternative dispute resolution proceeding in which (1) "Bodily injury"or"property damage"arising location on which any insured or any monitor, clean up, remove, contain, damages to which this insurance out of the actual, alleged or threatened contractors or subcontractors working treat, detoxify or neutralize, or in any applies are alleged. discharge, dispersal, seepage, migration, directly or indirectly on any insured's way respond to,or assess the effects release or escape of"pollutants": behalf are performing operations if the of,"pollutants". c. Liquor Liability "pollutants" are brought on or to the "Bodily injury" or"property damage"for which (a) At or from any premises, site or premises, site or location in connection (2) Any loss, cost or expense arising out of any insured may be held liable by reason of: location which is or was at any time with such operations by such insured, any: owned or occupied by, or rented or contractor or subcontractor. However, (1) Causing or contributing to the intoxication loaned to, any insured. However, this this subparagraph does not apply to: (a) Request,demand,order or statutory or of any person; subparagraph does not apply to: regulatory requirement that any insured (I) "Bodily injury" or "property or others test for, monitor, clean up, (2) The furnishing of alcoholic beverages to a (I) "Bodily injury" if sustained within a damage" arising out of the escape remove, contain, treat, detoxify or person under the legal drinking age or building and caused by smoke, of fuels, lubricants or other neutralize,or in any way respond to,or under the influence of alcohol;or fumes, vapor or soot produced by operating fluids which are needed assess the effects of,"pollutants";or or originating from equipment that Page 2 of 21 m 2017 The Travelers Indemnity Company.All rights reserved. CG T1 00 02 19 CG T1 00 02 19 C 2017 The Travelers Indemnity Company.All rights reserved. Page 3 of 21 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Includes copyrighted material of Insurance Services Office,Inc.with its permission. COMMERCIAL GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY (b) Claim or suit by or on behalf of any (b) The operation of any of the machinery (5) That particular part of real property on accidental physical injury to "your product" or governmental authority or any other or equipment listed in Paragraph f.(2) which you or any contractors or "your work"after it has been put to its intended person or organization because of or f.(3) of the definition of "mobile subcontractors working directly or indirectly use. testing for, monitoring, cleaning up, equipment";or on your behalf are performing operations,if n. Recall Of Products,Work Or Impaired removing, containing, treating, the"property damage" arises out of those Property detoxifying or neutralizing, or in any (6) An aircraft that is: operations;or way responding to, or assessing the (a) Chartered with a pilot to any insured; (6) That particular part of any property that Damages claimed for any loss,cost or expense effects of,"pollutants". (b) Not owned by any insured;and must be restored, repaired or replaced incurred by you or others for the loss of use, because "your work" was incorrectly withdrawal, recall, inspection, repair, g. Aircraft,Auto Or Watercraft (c) Not being used to carry any person or performed on replacement, adjustment, removal or disposal it. "Bodily injury"or"property damage"arising out property for a charge. of: of the ownership, maintenance, use or h. Mobile Equipment Paragraphs(1),(3)and(4)of this exclusion do (1) "Your product"; entrustment to others of any aircraft,"auto"or not apply to "premises damage". A separate watercraft owned or operated by or rented or "Bodily injury"or"property damage"arising out limit of insurance applies to"premises damage" (2) "Your work";or loaned to any insured. Use includes operation of: as described in Paragraph 6. of Section III — and"loading or unloading". (1) The transportation of "mobile equipment" Limits Of Insurance. (3) "Impaired property"; This exclusion applies even if the claims by an "auto" owned or operated by or if such product,work,or property is withdrawn Paragraph(2)of this exclusion does not apply if against any insured allege negligence or other rented or loaned to any insured;or or recalled from the market or from use by any wrongdoing in the supervision, hiring, the premises are "your work" and were never person or organization because of a known or (2) The use of"mobile equipment"in,or while occupied,rented or held for rental by you. suspected defect, deficiency, inadequacyofaor employment,training or monitoring of others by in practice for,or while being prepared for, P that insured,if the"occurrence"which caused Paragraphs (3), (4), (5) and (6) of this dangerous condition in it. any prearranged racing,speed,demolition, the"bodily injury"or"property damage"involved or stunting activity exclusion do not apply to liability assumed o. Personal And Advertising Injury the ownership, maintenance, use or under a sidetrack agreement. entrustment to others of any aircraft,"auto"or I. War "Bodily injury" arising out of "personal and watercraft that is owned or operated byor "Bodilyinjury" Paragraph(6)of this exclusion does not apply p or"property damage"arising out advertising injury". rented or loaned to any insured. of: to"property damage"included in the"products completed operations hazard". p. Electronic Data This exclusion does not apply to: (1) War,including undeclared or civil war; k. Damage To Your Product Damages arising out of the loss of,loss of use (1) A watercraft while ashore on premises you (2) Warlike action by a military force,including of,damage to,corruption of,inability to access, own or rent; action in hindering or defending against an "Property damage"to"your product"arising out or inability to manipulate"electronic data". actual or expected attack, by any of it or any part of it. (2) A watercraft you do not own that is: government, sovereign or other authority I. Damage To Your Work However, this exclusion does not apply to (a) 50 feet long or less;and using military personnel or other agents;or liability for damages because of"bodily injury". (b) Not being used to carry any person or "Property damage"to"your work"arising out of for a charge; (3) Insurrection, rebellion, revolution, usurped it or any part of it and included in the"products- propertyq. Unsolicited Communication 9 power, or action taken by governmental completed operations hazard". "Bodily injury"or"property damage"arising out (3) Parking an"auto"on,or on the ways next authority in hindering or defending against of any actual or alleged violation of any law that to,premises you own or rent,provided the any of these. This exclusion does not apply if the damaged work or the work out of which the damage restricts or prohibits the sending, transmitting "auto"is not owned by or rented or loaned j. Damage To Property arises was performed on your behalf by a or distributing of"unsolicited communication". to you or the insured; "Property damage"to: subcontractor. r. Access Or Disclosure Of Conidfenital Or (4) Liability assumed under any "insured (1) Property you own, rent, or occupy, m. Damage To Impaired Property Or Property Personal Information contract"for the ownership,maintenance or includinganycosts or expenses incurred Not Physically Injured use of aircraft or watercraft; P y y "Bodily injury"or"property damage"arising out by you,or any other person,organization or "Property damage" to "impaired property" or of any access to or disclosure of any person's (5) "Bodily injury"or"property damage"arising entity, for repair, replacement, property that has not been physically injured, or organization's confidential or personal out of: enhancement, restoration or maintenance arising out of: information. of such property for any reason, including (a) The operation of machinery or prevention of injury to a person or damage (1) A defect, deficiency, inadequacy or s. Asbestos equipment that is attached to, or part to another's property: dangerous condition in "your product" or of,a land vehicle that would qualify as "your work";or (1) "Bodily injury"or"property damage"arising "mobile equipment"under the definition (2) Premises you sell,give away or abandon,if out of the actual or alleged presence or of "mobile equipment" if such land the "property damage" arises out of any (2) A delay or failure by you or anyone acting actual, alleged or threatened dispersal of vehicle were not subject to a part of those premises; on your behalf to perform a contract or asbestos, asbestos fibers or products compulsory or financial responsibility agreement in accordance with its terms. containing asbestos, provided that the law, or other motor vehicle insurance (3) Property loaned to you; "bodily injury" or "property damage" is law, where it is licensed or principally (4) Personal roe in the care, custodyor This exclusion does not apply to the loss of use caused or contributed to by the hazardous property rtY of other property arising out of sudden and properties of asbestos. garaged;or control of the insured; Page 4 of 21 0 2017 The Travelers Indemnity Company.All rights reserved. CG T1 00 02 19 CG T1 00 02 19 ®2017 The Travelers Indemnity Company.All rights reserved. Page 5 of 21 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Includes copyrighted material of Insurance Services Office,Inc.with its permission. COMMERCIAL GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY (2) "Bodily injury" or"property damage" arising employment-related practices described in This exclusion does not apply to "personal against a civil or alternative dispute out of the actual or alleged presence or Paragraph(a),(b),or(c)above is directed. injury"caused by malicious prosecution. resolution proceeding in which actual, alleged or threatened dispersal of This exclusion applies whether the insured may b. Material Published With Knowledge Of damages to which this insurance any solid, liquid, gaseous or thermal irritant be liable as an employer or in any other capacity Falsity applies are alleged. or contaminant, including smoke, vapors, and to any obligation to share damages with or "Personal and advertising injury"arising out of f. Breach Of Contract soot, fumes, acids, alkalis, chemicals and repay someone else who must pay damages oral or written publication,including publication "Advertising injury"arising out of a breach of waste, and that are part of any claim or because of the"bodily injury". by electronic means,of material,if done by or at contract. "suit" which also alleges any"bodily injury" Exclusions c.through n.do not apply to"premises the direction of the insured with knowledge of 9 Quality Or Performance Of Goods-Failure or "property damage" described in damage". A separate limit of insurance applies to its falsity. Paragraph(1)above. To Conform To Statements "premises damage"as described in Paragraph 6.of c. Material Published Or Used Prior To Policy "Advertising injury"arising out of the failure of (3) Any loss, cost or expense arising out of Section III—Limits Of Insurance. Period goods, products or services to conform with any: COVERAGE B—PERSONAL AND ADVERTISING (1) "Personal and advertising injury"arising out any statement of quality or performance made (a) Request, demand, order or statutory or INJURY LIABILITY of oral or written publication, including in your"advertisement". regulatory requirement that any insured 1. Insuring Agreement publication by electronic means,of material h. Wrong Description Of Prices or others test for, monitor, clean up, a. We will pay those sums that the insured whose first publication took place before "Advertising injury" arising out of the wrong es remove, contain, treat, detoxify or the beginning of the policy period;or becomes legally obligated to pay as damag description of the price of goods, products or neutralize, or in any way respond to, or because of"personal and advertising injury" to (2) "Advertising injury" arising out of services stated in your"advertisement". assess the effects of, asbestos, which this insurance applies. We will have the infringement of copyright,"title"or"slogan" asbestos fibers or products containingi. Intellectual Property right and duty to defend the insured against any in your "advertisement" whose first asbestos;or "suit"seeking those damages. However,we will infringement in your "advertisement" was "Personal and advertising injury"arising out of (b) Claim or suit by or on behalf of any have no duty to defend the insured against any committed before the beginning of the any actual or alleged infringement or violation of governmental authority or any other "suit" seeking damages for "personal and policy period. any of the following rights or laws,or any other advertising injury"to which this insurance does "personal and advertising injury"alleged in any person or organization because of d. Criminal Acts claim or "suit" that also alleges any such testing for, monitoring, cleaning up, not apply. We may, at our discretion, investigate any offense and settle any claim or "Personal and advertising injury"arising out of a infringement or violation: removing, containing, treating, "suit"that may result.But: criminal act committed by or at the direction of detoxifying or neutralizing, or in any the insured. (1) Copyright; way responding to, or assessing the (1) The amount we will pay for damages is (2) Patent; effects of, asbestos, asbestos fibers or limited as described in Section III— Limits e. Contractual Liability Of Insurance;and "Personal and advertising injury"for which the (3) Trade dress; products containing asbestos. t. Employment-Related Practices (2) Our right and duty to defend end when we insured has assumed liability in a contract or (4) Trade name; "Bodily injury"to: have used up the applicable limit of agreement. This exclusion does not apply to (5) Trademark; insurance in the payment of judgments or liability for damages: (6) Trade secret;or (1) A person arising out of any: settlements under Coverages A or B or (1) That the insured would have in the absence (a) Refusal to employ that person; medical expenses under Coverage C. of the contract or agreement:or (7) Other intellectual property rights or laws. (b)Termination of that person's No other obligation or liability to pay sums or This exclusion does not apply to: employment;or perform acts or services is covered unless (2) Because of "personal injury" assumed by (c) Employment-related practice, policy, explicitly provided for under Supplementary you in a contract or agreement that is an (1) "Advertising injury"arising out of any actual "insured contract", provided that the or alleged infringement or violation of act or omission, such as coercion, Payments. "personal injury" is caused by an offense another's copyright, "title" or "slogan" in demotion, evaluation, reassignment, b. This insurance applies to "personal and committed subsequent to the execution of discipline, failure topromote or q your"advertisement";or P advertising injury"caused by an offense arising the contract or agreement. Solely for the advance, harassment, humiliation, out of your business but only if the offense was purposes of liability assumed by you in an (2) Any other"personal and advertising injury" discrimination, libel, slander, violation committed in the"coverage territory"during the "insured contract", reasonable attorneys' alleged in any claim or "suit" that also of the person's right of privacy, policy period. fees and necessary litigation expenses alleges any such infringement or violation malicious prosecution or false arrest, incurred or fora art other than an of another's copyright,"title"or"slogan"in 2. Exclusionsby party your"advertisement". detention atimprisonmentappliedrlto or insured will be deemed to be damages directed at thatperson, regardless of This insurance does not apply to: i because of"personal injury",provided that: J. Insureds In Media And Internet Type whether such practice, policy, act or a. Knowing Violation Of Rights Of Another omission occurs, is applied or is personal and advertising injury" caused by or (a) Liability to such party for, or for the Businesses committed before, during or after the at the direction of the insured with the cost of, that party's defense has also "Personal and advertising injury"caused by an time of that person's employment;or knowledge that the act would violate the rights been assumed by you in the same offense committed by an insured whose (2) The spouse, child, parent, brother or sister of another and would inflict "personal and "insured contract";and business is: of that person as a consequence of"bodily advertising injury". (b) Such attorneys' fees and litigation (1) Advertising,"broadcasting"or publishing; injury" to that person at whom any of the expenses are for defense of that party Page 6 of 21 a 2017 The Travelers Indemnity Company.Al rights reserved. CG T1 00 02 19 CG T1 00 02 19 O 2017 The Travelers Indemnity Company.All rights reserved. Page 7 of 21 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Includes copyrighted material of Insurance Services Office,Inc.with its permission. COMMERCIAL GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY (2) Designing or determining content of neutralizing,or in any way responding to,or assess the effects of, asbestos, (3) Because of your operations; websites for others;or assessing the effects of,"pollutants". asbestos fibers or products containing provided that: asbestos;or (3) An Internet search, access, content or o, War (b) Claim or suit byor on behalf of any (a) The accident takes place in the"coverage service provider. "Personal and advertising injury"arising out of: territory"and during the policy period; governHowever, this exclusion does not apply to person m ortality or any other Paragraphs a.(1),(2)and(3)of the definition of (1) War,including undeclared or civil war; organization because of (b) The expenses are incurred and reported to "personal injury". (2) Warlike action by a military force,inducting testing for, monitoring, cleaning up, us within one year of the date of the P 1 ry' removing, containing, treating, accident;and action in hindering or defending against an detoxifying or neutralizing, or in any the purposes of this exclusion: (c) The injured person submits to examination, actual or expected attack, by any wayresponding to, or assessingthe (1) Creating and producing correspondence government, sovereign or other authority P at our expense,by physicians of our choice written in the conduct of your business, using military personnel or other agents;or effects of, asbestos, asbestos fibers or as often as we reasonably require. bulletins, financial or annual reports, or products containing asbestos. newsletters about your goods, products or (3) Insurrection, rebellion, revolution, usurped b. We will make these payments regardless of power, or action taken by governmental s. Employment-Related Practices fault. These payments will not exceed the services will not be considered the authority in hindering or defending against "Personal injury"to: applicable limit of insurance. We will pay business of publishing;and any of these. reasonable expenses for: (2) The placing of frames, borders or links, or (1) A person arising out of any: (1) First aid administered at the time of an advertising,for you or others anywhere on p. Unsolicited Communication (a) Refusal to employ that person; accident; the Internet will not,by itself,be considered "Personal and advertising injury"arising out of (b) Termination of that person's (2) Necessary medical, surgical, X-ray and the business of advertising, "broadcasting" any actual or alleged violation of any law that or publishing. restricts or prohibits the sending, transmitting employment;or dental services, including prosthetic P devices;and or distributing of"unsolicited communication". (c) Employment-related practice, policy, k. Electronic Chatrooms Or Bulletin Boards q. Access Or Disclosure Of Conffdenital Or act or ambulance,omission, such as coercion, (3) Necessaryhospital, "Personal and advertising injury" arising out of Personal Information demotion, evaluation, reassignment, professionalnursing and funeral services. an electronic chatroom or bulletin board the discipline, failure to promote or 2. Exclusions insured hosts or owns, or over which the "Personal and advertising injury"arising out of advance, harassment, humiliation, any access to or disclosure of any person's or discrimination, libel, slander, violation We will not pay expenses for"bodily injury": insured exercises control. organization's confidential or personal of theperson's right of privacy,P cY, a. Any Insured I. Unauthorized Use Of Another's Name Or information. malicious prosecution or false arrest, To any insured,except"volunteer workers". Product r. Asbestos detention or imprisonment applied to or injury" arising out of directed at that person, regardless of b. Hired Person "Personal and advertising the unauthorized use of another's s name or (1) "Personal and advertising injury"arising out whether such practice, policy, act or To a person hired to do work for or on behalf of of the actual or alleged presence or actual, omission occurs, is applied or is any insured or a tenant of any insured. product in your e-mail address,domain name or alleged or threatened dispersal of asbestos, committed before, during or after the metatag,or any other similar tactics to mislead asbestos fibers or products containing time of that person's employment;or c. Injury On Normally Occupied Premises another's potential customers. asbestos, provided that the"personal and advertising injury"is caused or contributed (2) The spouse,child, parent,brother or sister To a person injured on that part of premises m. Pollution of that person as a consequence of you own or rent that the person normally to by the hazardous properties of asbestos. occupies. "Personal and advertising injury"arising out of "personal injury" to that person at whom the actual, alleged or threatened discharge, (2) "Personal and advertising injury"arising out any of the employment-related practices d. Workers'Compensation And Similar Laws dispersal, seepage, migration, release or of the actual or alleged presence or actual, described in Paragraph (a), (b), or (c) To a person,whether or not an"employee"of escape of"pollutants"at any time. alleged or threatened dispersal of any solid, above is directed.liquid, gaseous or thermal irritant or any insured,if benefits for the"bodily injury"are n. Pollution-Related contaminant, including smoke, vapors, This exclusion applies whether the insured may payable or must be provided under a workers' Any loss,cost or expense arising out of any: soot, fumes, acids, alkalis, chemicals and be liable as an employer or in any other capacity compensation or disability benefits law or a waste, and that are part of any claim or and to any obligation to share damages with or similar law. (1) Request, demand, order or statutory or "suit"which also alleges any"personal and repay someone else who must pay damages e. Athletics Activities regulatory requirement that any insured or advertising injury" described in Paragraph because of the"personal injury". others test for, monitor, clean up, remove, (1)above. COVERAGE C—MEDICAL PAYMENTS To a person injured while practicing,instructing contain, treat, detoxify or neutralize, or in or participating in any physical exercises or any way respond to, or assess the effects (3) Any loss, cost or expense arising out of 1. Insuring Agreement games,sports,or athletic contests. of,"pollutants";or any: f. Products-Completed Operations Hazard a. We will pay medical expenses as described (2) Claim or suit by or on behalf of any (a) Request,demand,order or statutory or below for"bodily injury"caused by an accident: Included within the "products-completed governmental authority or any other person regulatory requirement that any insured (1) On premises you own or rent; operations hazard". or organization because of testing for, or others test for, monitor, dean up, monitoring, cleaning up, removing, remove, contain, treat, detoxify or (2) On ways next to premises you own or rent; g• Coverage A Exclusions containing, treating, detoxifying or neutralize,or in any way respond to,or or Excluded under Coverage A. Page 8 of 21 co 2017 The Travelers Indemnity Company.All rights reserved. CG T1 00 02 19 CG T1 00 02 19 ®2017 The Travelers Indemnity Company.All rights reserved. Page 9 of 21 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Includes copyrighted material of Insurance Services Office,Inc.with its permission. COMMERCIAL GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY SUPPLEMENTARY PAYMENTS assumed by the insured in the same"insured a. We have used up the applicable limit of workers" while performing duties contract"; insurance in the payment of judgments, related to the conduct of your 1. We will pay, with respect to any daim we settlements or medical expenses;or business; investigate or settle,or any"suit"against an insured d. The allegations in the"suit"and the information we defend: we know about the"occurrence"or offense are b. The conditions set forth above,or the terms of (b) To the spouse,child,parent,brother or such that no conflict appears to exist between the agreement described in Paragraph f.above, sister of that co-"employee" or a. All expenses we incur. the interests of the insured and the interests of are no longer met. "volunteer worker' as a consequence b. Up to$2,500 for the cost of bail bonds required the indemnitee; SECTION II—WHO IS AN INSURED of Paragraph(1)(a)above; because of accidents or traffic law violations e. The indemnitee and the insured ask us to 1. If you are designated in the Declarations as: (c) For which there is any obligation to arising out of the use of any vehicle to which conduct and control the defense of that a. An individual, you and your spouse are share damages with or repay someone the Bodily Injury Liability Coverage applies.We indemnitee against such "suit"and agree that insureds, but only with respect to the conduct else who must pay damages because do not have to furnish these bonds. we can assign the same counsel to defend the of a business of which you are the sole owner. of the injury described in Paragraph c. The cost of bonds to release attachments, but insured and the indemnitee;and (1)(a)or(b)above;or b. A partnership or joint venture, you are an only for bond amounts within the applicable limit f. The indemnitee: insured. Your members, your partners, and (d) Arising out of his or her providing or of insurance.We do not have to furnish these their spouses are also insureds, but only with failing to provide professional health bonds. (1) Agrees in writing to: care services. respect to the conduct of your business. (a) Cooperate with us in the investigation, C. A limited liabilitycompany,you are an insured. Unless you are in the business or d. All reasonable expenses incurred by the settlement or defense of the"suit" insured at our request to assist us in the Your members are also insureds,but only with occupation of providing professional health investigation or defense of the claim or"suit", (b) Immediately send us copies of any respect to the conduct of your business. Your care services, Paragraphs (1)(a), (b), (c) induding actual loss of earnings up to$500 a demands,notices,summonses or legal managers are insureds,but only with respect to and(d)above do not apply to"bodily injury" day because of time off from work. papers received in connection with the their duties as your managers. arising out of providing or failing to provide e. All court costs taxed against the insured in the "suit"; d. An organization other than a partnership, joint anyfirst aid or"Good Samaritanyee" ors "volunteer by "suit".However,these payments do not include (c) Notify any other insurer whose venture or limited liability company,you are an any of your "employees" ed P y insured. Your"executive officers"and directors workers", other than anh employed or attorneys' fees or attorneys' expenses taxed coverage is available to the indemnitee; volunteer doctor.Any such"employees"or against the insured. and are insureds, but only with respect to their "volunteer workers" providing or failing to duties as your officers or directors. Your provide first aid or "Good Samaritan f. Prejudgment interest awarded against the (d) Cooperate with us with respect to stockholders are also insureds, but only with insured on that part of the judgment we pay. If coordinating other applicable insurance respect to their liability as stockholders. services" during their work hours for you we make an offer to pay the applicable limit of available to the indemnitee;and will be deemed to be acting within the insurance, we will not pay any prejudgment (2) Provides us with written authorization to: e. A trust,you are an insured. Your trustees are scope of their employment by you or interest based on that period of time after the also insureds, but only with respect to their performing duties related to the conduct of offer. (a) Obtain records and other information duties as trustees. your business. related to the"suit";and g. All interest on the full amount of any judgment 2. Each of the following is also an insured: (2) "Property damage"to property: that accrues after entry of the judgment and (b) Conduct and control the defense of the a. Your"volunteer workers"only while performing (a) Owned,occupied or used by; before we have paid, offered to pay, or indemnitee in such"suit". duties related to the conduct of your business, (b) Rented to, in the care, custody or deposited in court the part of the judgment that So long as the above conditions are met,attorneys' or your "employees", other than either your control of, or over which physical is within the applicable limit of insurance. fees incurred by us in the defense of that "executive officers" (if you are an organization control is being exercised for any These payments will not reduce the limits of indemnitee, necessary litigation expenses incurred other than a partnership,joint venture or limited purpose by; insurance. by us and necessary litigation expenses incurred by liability company)or your managers(if you are a the indemnitee at our request will be paid as limited liability company), but only for acts you, any of your "employees", "volunteer 2. If we defend an insured against a "suit" and an Supplementary Payments. Notwithstanding the within the scope of their employment by you or workers",any partner or member(if you are indemnitee of the insured is also named as a party provisions of Paragraph 2.b.(2) of Section I — while performing duties related to the conduct a partnership or joint venture), or any to the"suit",we will defend that indemnitee if all of Coverages — Coverage A — Bodily Injury And of your business. However, none of these member (if you are a limited liability the following conditions are met: Property Damage Liability or Paragraph 2.e. of "employees" or "volunteer workers" are company). a. The "suit" against the indemnitee seeks Section I—Coverages—Coverage B—Personal insureds for: b. Any person (other than your "employee" or damages for which the insured has assumed And Advertising Injury Liability,such payments will (1) "Bodily injury"or"personal injury": "volunteer worker'), or any organization, while the liability of the indemnitee in a contract or not be deemed to be damages for"bodily injury", (a) To you,to your partners or members(if acting as your real estate manager. agreement that is an"insured contract"; "property damage"or"personal injury",and will not you are a partnership or joint venture), c. Any person or organization having proper reduce the limits of insurance. to your members (if you are a limited temporary custody of your property if you die, b. This insurance applies to such liability assumed Our obligation to defend an insured's indemnitee liability company), to a co-"employee" but only: by the insured; and to pay for attorneys' fees and necessary while in the course of his or her li ation to defend, or the cost of the litigation expenses as Supplementary Payments employment or performing duties (1) With respect to liability arising out of the c. The ob 9 maintenance or use of that property;and defense of, that indemnitee, has also been ends when: related to the conduct of your business, or to your other "volunteer (2) Until your legal representative has been appointed. Page 10 of 21 c 2017 The Travelers Indemnity Company.All rights reserved. CG T1 00 02 19 CG T1 00 02 19 c 2017 The Travelers Indemnity Company.All rights reserved. Page 11 of 21 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Includes copyrighted material of Insurance Services Office,Inc.with its permission. COMMERCIAL GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY d. Your legal representative if you die, but only b. Arises out of the ownership, maintenance or venture or limited liability company that is not shown as a. The amount shown for the Damage To with respect to duties as such. That use of that part of any premises leased to you. a Named Insured in the Declarations. This paragraph Premises Rented To You Limit in the representative will have all your rights and does not apply to any such partnership,joint venture or Declarations of this Coverage Part;or The insurance provided to such premises owner, limited liability company that otherwise qualifies as an duties under this Coverage Part. manager or lessor is subject to the following b. $300,000 if no amount is shown for the e. Any person or organization that, with your provisions: insured under Section II—Who Is An Insured. Damage To Premises Rented To You Limit in express or implied consent, either uses or is a. The limits of insurance provided to such SECTION III—LIMITS OF INSURANCE the Declarations of this Coverage Part. responsible for the use of a watercraft that you premises owner, manager or lessor will be the 1. The Limits of Insurance shown in the Declarations 7. Subject to Paragraph 5. above, the Medical do not own that is: minimum limits that you agreed to provide in the and the rules below fix the most we will pay Expense Limit is the most we will pay under (1) 50 feet long or less;and written contract or agreement, or the limits regardless of the number of: Coverage C for all medical expenses because of shown in the Declarations,whichever are less. a. Insureds; "bodily injury"sustained by any one person. (2) Not being used to carry any person or The Limits of Insurance of this Coverage Part apply property for a charge. b. The insurance provided to such premises b. Claims made or"suits"brought;or separately to each consecutive annual period and to any owner,manager or lessor does not apply to: 3. Any organization you newly acquire or form, other c. Persons or organizations making claims or remaining period of less than 12 months,starting with than a partnership, joint venture or limited liability (1) Any "bodily injury" or "property damage" bringing"suits". the beginning of the policy period shown in the company,and of which you are the sole owner or in that occurs, or "personal and advertising Declarations,unless the policy period is extended after which you maintain an ownership interest of more injury" caused by an offense that is 2. The General Aggregate Limit is the most we will pay issuance for an additional period of less than 12 than 50%,will qualify as a Named Insured if there is committed,after you cease to be a tenant in for the sum of: months. In that case, the additional period will be no other similar insurance available to that that premises;or a. Medical expenses under Coverage C; deemed part of the last preceding period for purposes of organization.However: (2) Structural alterations, new construction or b. Damages under Coverage A, except damages determining the Limits of Insurance. a. Coverage under this provision is afforded only demolition operations performed by or on because of"bodily injury"or"property damage" SECTION IV—COMMERCIAL GENERAL LIABILITY until the 180th day after you acquire or form the behalf of such premises owner,manager or included in the"products-completed operations CONDITIONS organization or the end of the policy period, lessor. hazard";and 1. Bankruptcy whichever is earlier; 5. Any person or organization that is an equipment c. Damages under Coverage B. Bankruptcy or insolvency of the insured or of the b. Coverage A does not apply to"bodily injury"or lessor and that you have agreed in a written contract 3. The Products-Completed Operations Aggregate insured's estate will not relieve us of our obligations "property damage" that occurred before you or agreement to include as an additional insured on under this Coverage Part. acquired or formed the organization;and this Coverage Part is an insured, but only with Limit is the most we will pay under Coverage A for respect to liability for "bodily injury", "property damages because of"bodily injury" and "property 2. Duties In The Event Of Occurrence, Offense, c. Coverage B does not apply to "personal anddamage" induded in the "products-completed Claim Or Suit damage",or"personal and advertising injury"that: operations hazard". advertising injury" arising out of an offense P committed before you acquired or formed the a. Is "bodily injury" or "property damage" that a. You must see to it that we are notified as soon 4. Subject to Paragraph 2. above,the Personal And as practicable of an"occurrence"or an offense organization. occurs, or is "personal and advertising injury" caused by an offense that is committed, Advertising Injury Limit is the most we will pay which may result in a claim. To the extent For the purposes of Paragraph 1. of Section 11— subsequent to the signing of that contract or under Coverage B for the sum of all damages possible,notice should include: Who Is An Insured, each such organization will be agreement;and because of all "personal injury" and "advertising deemed to be designated in the Declarations as: injury"sustained by any one person or organization. (1) How,when and where the"occurrence"or b. Is caused,in whole or in part, by your acts or offense took place; a. An organization, other than a partnership,joint omissions in the maintenance,operation or use 5. Subject to Paragraph 2. or 3. above, whichever (2) The names and addresses of any injured venture or limited liability company;or of equipment leased to you by such equipment applies,the Each Occurrence Limit is the most we persons and witnesses;and lessor. will pay for the sum of: b. A trust: (3) The nature and location of any injury or The insuranceprovided to such equipment lessor is a. Damages under Coverage A;and as indicated in its name or the documents that damage arising out of the"occurrence"or subject to the following provisions: b. Medical expenses under Coverage C; offense. govern its structure. because of all"bodilyand"propertydamage" a. The limits of insurance provided to such injury"ry g b. If a claim is made or"suit"is brought against 4. Any person or organization that is a premises equipment lessor will be the minimum limits that arising out of any one"occurrence". any insured,you must: owner,manager or lessor and that you have agreed you agreed to provide in the written contract or For the purposes of determining the applicable in a written contract or agreement to include as an agreement, or the limits shown in the Each Occurrence Limit, all related acts or (1) Immediately record the specifics of the additional insured on this Coverage Part is an Declarations,whichever are less. omissions committed in providing or failing to claim or"suit"and the date received;and insured,but only with respect to liability for"bodily provide first aid or "Good Samaritan services" to (2) Notifyus as soon as racticable. injury", "property damage" or "personal and b. The insurance provided to such equipment any one person will be deemed to be one p lessor does not apply to any"bodily injury" or You must see to it that we receive written notice advertising injury"that: "occurrence". "property damage" that occurs, or "personal of the claim or"suit"as soon as practicable. a. Is "bodily injury" or "property damage" that and advertising injury" caused by an offense 6. Subject to Paragraph 5. above, the Damage To occurs, or is "personal and advertising injury" that is committed, after the equipment lease Premises Rented To You Limit is the most we will c. You and any other involved insured must: caused by an offense that is committed, expires. pay under Coverage A for damages because of (1) Immediately send us copies of any subsequent to the signing of that contract or No person or organization is an insured with respect to "premises damage" to any one premises. The demands, notices, summonses or legal agreement;and the conduct of any current or past partnership, joint Damage To Premises Rented To You Limit will be: papers received in connection with the claim or"suit"; Page 12 of 21 ©2017 The Travelers Indemnity Company.All rights reserved. CG T1 00 02 19 CG T1 00 02 19 co 2017 The Travelers Indemnity Company.All rights reserved. Page 13 of 21 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Includes copyrighted material of Insurance Services Office,Inc.with its permission. COMMERCIAL GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY (2) Authorize us to obtain records and other (ill)An executive officer or director of 4. Other Insurance (II) That is insurance for "premises information; any other organization;or If valid and collectible other insurance is available to damage". (3) Cooperate with us in the investigation or (Iv)A trustee of any trust; the insured for a loss we cover under Coverages A (ill)If the loss arises out of the settlement of the claim or defense against or B of this Coverage Part, our obligations are maintenance or use of aircraft, the"suit";and that is your partner, joint venture limited as described in Paragraphs a.and b. below. "autos"or watercraft to the extent member,manager or trustee;or As used anywhere in this Coverage Part, other not subject to any exclusion in this (4) Assist us, upon our request, in the insurance means insurance, or the funding of Coverage Part that applies to (b) Any employee authorized by such aircraft,"autos"or watercraft; enforcement of any right against any partnership, joint venture, limited losses,that is provided by,through or on behalf of: person or organization which may be liable liability company, trust or other (I) Another insurance company; (iv)That is insurance available to a to the insured because of injury or damage premises owner, manager or organization to give notice of an (il)Us or anyof our affiliated insurance companies, lessor that qualifies as an insured to which this insurance may also apply. "occurrence"or offense. P except when the Non cumulation of Each under Paragraph 4. of Section II— d. No insured will, except at that insured's own (3) Notice to us of such "occurrence" or Occurrence Limit provision of Paragraph 5. of Who Is An Insured, except when cost, voluntarily make a payment, assume any offense will be deemed to be given as soon Section III — Limits Of Insurance or the Non Paragraph d.below applies;or obligation,or incur any expense, other than for as practicable if it is given in good faith as cumulation of Personal and Advertising Injury first aid,without our consent. soon aspracticable toyour workers' Limit of 4. of Section III— (v) That is insurance available to an provisionParagraphequipment lessor that qualifies as e. The following provisions apply to Paragraph a. compensation insurer. This applies only if Limits of Insurance applies because the an insured under Paragraph 5.of above, but only for purposes of the insurance you subsequently give notice to us of the Amendment — Non Cumulation Of Each Section II — Who Is An Insured, provided under this Coverage Part to you or any "occurrence" or offense as soon as Occurrence Limit Of Liability And Non except when Paragraph d. below practicable after any of the persons Cumulation Of Personal And Advertising Injury insured listed in Paragraph 1. or 2. of Section II applies. —Who Is An Insured: described in Paragraph e.(1) or(2) above Limit endorsement is included in this policy; discovers that the "occurrence" or offense (b) Any of the other insurance, whether ail)Any risk retention group;or rims excess,contingent or on any Notice to us of such "occurrence" or may result in sums to which the insurance primary, g offense must be given as soon as provided under this Coverage Part may (iv)Any self-insurance method or program, in other basis, that is available to the practicable only after the "occurrence" or apply. which case the insured will be deemed to be insured when the insured is an offense is known to you (if you are an However,if this policyincludes an endorsement the provider of other insurance. additional insured, or is any other insured that does not qualify as a individual), any of your partners or thatprovides limited coverage for"bodilyinjury" Other insurance does not include umbrella 9 members who is an individual (if you are a or"property damage"or pollution costs arising insurance, or excess insurance, that was bought named insured, under such other partnership or joint venture), any of your out of a discharge, release or escape of specifically to apply in excess of the Limits of insurance. managers who is an individual(if you are a "pollutants" which contains a requirement that Insurance shown in the Declarations of this (2) When this insurance is excess, we will limited liability company), any of your the discharge,release or escape of"pollutants" Coverage Part. have no duty under Coverages A or B to "executive officers" or directors (if you are must be reported to us within a specific number defend the insured against any"suit"if any of days after its abrupt commencement, this As used anywhere in this Coverage Part, other an organization other than a partnership, other insurer has a duty to defend the that "suit". If no other joint venture, or limited liability company), Paragraph e.does not affect that requirement. insurer means a provider of other insurance. As insuredagainst any of your trustees who is an individual (if used in Paragraph c. below, insurer means a insurer defends,we will undertake to do so, you are a trust) or any "employee" 3. Legal Action Against Us provider of insurance. but we will be entitled to the insured's rights authorized by you to give notice of an No person or organization has a right under this against all those other insurers. "occurrence"or offense. Coverage Part: a. Primary Insurance (3) When this insurance is excess over other This insurance is primary except when insurance,we will pay only our share of the (2) If you are a partnership, joint venture, a. To join us as a party or otherwise bring us into Paragraph b. below applies.If this insurance is limited liability company or trust, and none a"suit"asking for damages from an insured;or primary,our obligations are not affected unless amount of the loss,if any,that exceeds the of your partners, joint venture members, anyof the other insurance is alsoprimary. sum of: managers or trustees are individuals,notice b. To sue us on this Coverage Part unless all of Thn,we will share with all that other inuran (a) The total amount that all such other g its terms have been fully complied with. to us of such "occurrence"or offense must by the method described in Paragraph c. below, insurance would pay for the loss in the be given as soon as practicable only after A person or organization may sue us to recover on absence of this insurance;and the"occurrence"or offense is known by: an agreed settlement or on a final judgment against except when Paragraph d. below applies. an insured; but we will not be liable for damages b. Excess Insurance (b) The total of all deductible and self- (a) Any individual who is: that are not payable under the terms of this insured amounts under all that other Coverage Part or that are in excess of the (1) This insurance is excess over: insurance. (I) A partner or member of any applicable limit of insurance. An agreed settlement (4) We will share the remaining loss, if any, partnership or joint venture; (a) Any of the other insurance, whether with an other insurance that is not means a settlement and release of liability signed by Y us,the insured,and the claimant or the claimant's primary, excess, contingent or on any described in this Excess Insurance (II) A manager of any limited liability legal representative. other basis: provision and was not bought specifically to company; (I) That is Fire, Extended Coverage, apply in excess of the Limits of Insurance Builder's Risk, Installation Risk or shown in the Declarations of this Coverage similar coverage for"your work"; Part. Page 14 of 21 m 2017 The Travelers Indemnity Company.All rights reserved. CG T1 00 02 19 CG T1 00 02 19 ©2017 The Travelers Indemnity Company.All rights reserved. Page 15 of 21 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Includes copyrighted material of Insurance Services Office,Inc.with its permission. COMMERCIAL GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY c. Method Of Sharing a. The statements in the Declarations are 2. "Advertising injury": b. In, by or with any other electronic means of accurate and complete; a. Means injury caused byone or more of the communication, such as the Internet, if that If all of the other insurance permits contribution material is part of: by equal shares,we will follow this method also. b. Those statements are based upon following offenses: Under this approach each insurer contributes representations you made to us;and (1) Oral or written publication, including (1) Radio or television programming being equal amounts until it has paid its applicable c. We have issued this policy in reliance upon publication by electronic means,of material transmitted; limit of insurance or none of the loss remains, your representations. in your "advertisement" that slanders or whichever comes first. libels a erson or or anization or (2) Other entertainment, educational, The unintentional omission of,or unintentional error P 9 instructional, music or news programming If any of the other insurance does not permit in,any information provided by you which we relied disparages a person's or organization's being transmitted;or contribution by equal shares,we will contribute upon in issuing this policy will not prejudice your goods, products or services, provided that by limits. Under this method, each insurer's rights under this insurance.However,this provision the claim is made or the"suit"is brought by (3) Advertising transmitted with any of such share is based on the ratio of its applicable limit does not affect our right to collect additional a person or organization that daims to have programming. of insurance to the total applicable limits of premium or to exercise our rights of cancellation or been slandered or libeled,or that claims to have had its goods, products or services 6. "Coverage territory"means: insurance of all insurers. nonrenewal in accordance with applicable insurance d. Primary And Non-Contributory Insurance If laws or regulations. disparaged; a. The United States of America (including its Required By Written Contract 7. Separation Of Insureds (2) Oral or written publication, including territories and possessions), Puerto Rico and If you specifically agree in a written contract or Except with respect to the Limits of Insurance,and publication by electronic means,of material Canada; agreement that the insurance afforded to an any rights or duties specifically assigned in this in your"advertisement"that: b. International waters or airspace, but only if the insured under this Coverage Part must apply on Coverage Part to the first Named Insured, this (a) Appropriates a person's name, voice, injury or damage occurs in the course of travel a primary basis, or a primary and non- insurance applies: photograph or likeness;or or transportation between any places included contributory basis, this insurance is primary to a. As if each Named Insured were the only (b) Unreasonably places a person in a in Paragraph a.above;or other insurance that is available to such insured Named Insured;and false light;or c. All other parts of the world if the injury or which covers such insured as a named insured, b. Separately to each insured against whom claim damage arises out of: and we will not share with that other insurance, P y g (3) Infringement of copyright,"title"or"slogan" 9 provided that: is made or"suit"is brought. in your "advertisement", provided that the 8. Transfer Of Rights Of Recovery Against Others claim is made or the"suit"is brought by a (1) Goods or products made or sold by you in (1) The"bodily injury"or"property damage"for person or organization that claims the territory described in Paragraph a. which coverage is sought occurs;and To Us ownership of such copyright, "title" or above; (2) The "personal and advertising injury" for If the insured has rights to recover all or part of any "slogan". (2) The activities of a person whose home is in which coverage is sought is caused by an payment we have made under this Coverage Part,offense that is committed; those rights are transferred to us.The insured must b. Includes"bodily injury"caused by one or more the territory described in Paragraph a. g P do nothing after loss to impair them.At our request, of the offenses described in Paragraph a. above,but is away for a short time on your subsequent to the signing of that contract or the insured will bring"suit'or transfer those rights above. business;or agreement by you. to us and help us enforce them. 3. "Auto"means: (3) "Personal and advertising injury" offenses 5. Premium Audit 9. When We Do Not Renew that take place through the Internet or a. A land motor vehicle, trailer or semitrailer similar electronic means of communication; a. We will compute all premiums for this Coverage If we decide not to renew this Coverage Part,we will designed for travel on public roads, including Part in accordance with our rules and rates. mail or deliver to the first Named Insured shown in any attached machinery or equipment;or provided the insured's responsibility to pay the Declarations written notice of the nonrenewal damages is determined in a"suit"on the merits in b. Premium shown in this Coverage Part as not less than 30 days before the expiration date. b. Any other land vehicle that is subject to a the territory described in Paragraph a.above,or in a advance premium is a deposit premium only.At compulsory or financial responsibility law, or the close of each audit period we will compute If notice is mailed,proof of mailing will be sufficient other motor vehicle insurance law, where it is settlement we agree to. the earned premium for that period and send proof of notice. licensed or principally garaged. 7. "Electronic data" means information, facts or notice to the first Named Insured.The due date SECTION V—DEFINITIONS for audit and retros ectivepremiums is the dateHowever, "auto" does not include "mobile programs stored as or on, created or used on, or P 1. "Advertisement"means a notice that is broadcast or equipment". transmitted to or from computer software(including shown as the due date on the bill.If the sum of published to the general public or specific market systems and applications software), hard or floppy the advance and audit premiums paid for the 4. "Bodily injury"means: disks, CD-ROMs, tapes, drives, cells, data policy period is greater than the earned segments about your goods, products or services premium,we will return the excess to the first for the purpose of attracting customers or a. Physical harm, including sickness or disease, processing devices or any other media which are Named Insured. supporters.For the purposes of this definition: sustained by a person;or used with electronically controlled equipment. c. The first Named Insured must keep records of a. Notices that are published include material b. Mental anguish, injury or illness, or emotional 8. "Employee"includes a"leased worker"."Employee" the information we need for premium placed on the Internet or on similar electronic distress, resulting at any time from such does not include a"temporary worker". means of communication;and physical harm,sickness or disease. computation,and send us copies at such times 9. "Executive officer" means a person holding any of as we may request. b. Regarding websites,only that part of a website 5. "Broadcasting" means transmitting any audio or the officer positions created by your charter, that is about your goods, products or services visual material for any purpose: constitution, bylaws or any other similar governing 6. Representations for the purposes of attracting customers or By accepting this policy,you agree: supporters is considered an advertisement. a. By radio or television;or document. Page 16 of 21 O 2017 The Travelers Indemnity Company.All rights reserved. CG T1 00 02 19 CG T1 00 02 19 m 2017 The Travelers Indemnity Company.Al rights reserved. Page 17 of 21 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Includes copyrighted material of Insurance Services Office,Inc.with its permission. COMMERCIAL GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY 10."Good Samaritan services"means any emergency tracks, roadbeds, tunnel, underpass or d. Vehicles, whether self-propelled or not, b. An act or omission committed in providing or medical services for which no compensation is crossing; maintained primarily to provide mobility to failing to provide first aid or"Good Samaritan demanded or received. permanently mounted: services" to a person, unless you are in the (2) That indemnifies an architect, engineer or business or occupation of providing 11."Hostile fire" means a fire which becomes surveyor for injury or damage arising out of: (1) Power cranes, shovels,loaders,diggers or professional health care services. uncontrollable or breaks out from where it was drills;or (a) Preparing, approving, or failing to intended to be. prepare or approve, maps, shop (2) Road construction or resurfacing 18."Personal and advertising injury" means "personal 12."Impaired property" means tangible property, other drawings, opinions, reports, surveys, equipment such as graders, scrapers or injury"or"advertising injury". than "your product"or"your work",that cannot be field orders,change orders or drawings rollers; 19."Personal injury": used or is less useful because: and specifications;or e. Vehicles not described in Paragraph a., b., c. a. It incorporates "your product" or "your work" (b) Giving directions or instructions, or or d.above that are not self-propelled and are a. Means injury, other than "advertising injury", that is known or thought to be defective, failing to give them, if that is the maintained primarily to provide mobility to caused by one or more of the following deficient,inadequate or dangerous;or primary cause of the injury or damage; permanently attached equipment of the offenses: b. You have failed to fulfill the terms of a contract °f following types: (1) False arrest,detention or imprisonment; or agreement; (3) Under which the insured, if an architect, (1) Air compressors, pumps and generators, engineer or surveyor, assumes liability for including spraying, welding, building (2) Malicious prosecution: if such property can be restored to use by the an injury or damage arising out of the cleaning, geophysical exploration, lighting repair,replacement,adjustment or removal of"your insured's rendering or failure to render and well servicing equipment;or (3) The wrongful eviction from, wrongful entry product"or"your work"or your fulfilling the terms of professional services, including those listed into, or invasion of the right of private the contract or agreement. in (2) above and su erviso (2) Cherry pickers and similar devices used to occupancy of a room,dwelling or premises Paragraphsupervisory, raise or lower workers; that a person occupies, provided that the 13."Insured contract"means: inspection, architectural or engineering activities. f. Vehicles not described in Paragraph a., b., c. wrongful eviction,wrongful entry or invasion a. A contract for a lease of premises. However, or d. above maintained primarily for purposes of the right of private occupancy is that portion of the contract for a lease of 14."Leased worker"means a person leased to you by a other than the transportation of persons or committed by or on behalf of the owner, premises that indemnifies any person or labor leasing firm under an agreement between you cargo landlord or lessor of that room, dwelling or organization for "premises damage" is not an and the labor leasing firm,to perform duties related premises; "insured contract": to the conduct of your business. "Leased worker" However, self-propelled vehicles with the does not include a"temporary worker". following types of permanently attached (4) Oral or written publication, including b. A sidetrack agreement; equipment are not"mobile equipment" but will publication by electronic means,of material 15."Loading or unloading" means the handling of be considered"autos": that slanders or libels a person or c. Any easement or license agreement,except in property: organization or disparages a person's or connection with construction or demolition (1) Equipment designed primarily for: organization's goods,s products or services,o operations on or within 50 feet of a railroad; a. After it is moved from the place where it is 9 accepted for movement into or onto an aircraft, (a) Snow removal; provided that the claim is made or the"suit" d. An obligation, as required by ordinance, to watercraft or"auto': (b) Road maintenance, but not is brought by a person or organization that indemnify a municipality, except in connection construction or resurfacing;or claims to have been slandered or libeled,or with work for a municipality; b. While it is in or on an aircraft, watercraft or that daims to have had its goods,products "auto":or (c) Street cleaning; or services disparaged;or e. An elevator maintenance agreement; c. While it is being moved from an aircraft, (2) Cherry pickers and similar devices f. That part of any other contract or agreement watercraft or "auto" to the place where it is mounted on automobile or truck chassis (5) Oral or written publication, including pertaining to your business (induding an publication by electronic means,of material indemnification of a municipality in connection finally delivered; and used to raise or lower workers;and that: with work performed for a municipality) under but "loading or unloading" does not include the (3) Air compressors, pumps and generators, which you assume the tort liability of another movement of property by means of a mechanical including spraying, welding, building (a) Appropriates a person's name, voice, party to pay for "bodily injury", "property device,other than a hand truck,that is not attached cleaning, geophysical exploration, lighting photograph or likeness;or damage" or"personal injury"to a third person to the aircraft,watercraft or"auto". and well servicing equipment. (b) Unreasonably places a person in a or organization.Tort liability means a liability that 16."Mobile equipment" means any of the following However,"mobile equipment"does not include any false light would be imposed by law in the absence of any types of land vehicles, including any attached land vehicle that is subject to a compulsory or contract or agreement machinery or equipment: financial responsibility law, or other motor vehicle b. Includes"bodily injury"caused by one or more Paragraph f.does not indude that part of any a. Bulldozers,farm machinery, forklifts and other insurance law, where it is licensed or principally of the offenses described in Paragraph a. contract or agreement: vehicles designed for use principally off public garaged. Such land vehicles are considered above. autos". (1) That indemnifies a railroad for "bodily roads; 20."Pollutants" mean any solid, liquid, gaseous or injury"or"property damage" arising out of b. Vehicles maintained for use solely on or next to 17."Occurrence"means: thermal irritant or contaminant, including smoke, construction or demolition operations, premises you own or rent; a. An accident, including continuous or repeated vapor, soot, fumes, acids, alkalis, chemicals and within 50 feet of any railroad property and c. Vehicles that travel on crawler treads; exposure to substantially the same general waste. Waste includes materials to be recycled, affecting any railroad bridge or trestle, harmful conditions;or reconditioned or reclaimed. Page 18 of 21 O 2017 The Travelers Indemnity Company.All rights reserved. CG T1 00 02 19 CG T1 00 02 19 O 2017 The Travelers Indemnity Company.All rights reserved. Page 19 of 21 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Includes copyrighted material of Insurance Services Office,Inc.with its permission. COMMERCIAL GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY 21."Premises damage"means: contract calls for work at more than 25."Suit" means a civil proceeding in which damages (a) You; a. With respect to the first paragraph of the one job site. because of "bodily injury", "property damage" or (b) Others trading under your name;or exceptions in Exclusion J. of Section I — (c) When that part of the work done at a "personal and advertising injury" to which this Coverage A — BodilyInjuryAnd Property job site has been put to its intended insurance applies are alleged."Suit"includes: (c) A person or organization whose p rty business or assets you have acquired; Damage Liability, "property damage" to any use by any person or organization other a. An arbitration proceeding in which such and premises while rented to you for a period of than another contractor or damages are claimed and to which the insured seven or fewer consecutive days,including the subcontractor working on the same must submit or does submit with our consent; (2) Containers(other than vehicles), materials, contents of such premises;or project. or parts or equipment furnished in connection Work that may need service, maintenance, with such goods or products. b. With respect to the exception to Exclusions c. b. Any other alternative dispute resolution through n. in the last paragraph of Paragraph 2. correction,repair or replacement,but which proceeding in which such damages are claimed b. Includes: of Section I—Coverage A—Bodily Injury And is otherwise complete, will be treated as and to which the insured submits with our (1) Warranties or representations made at any Property Damage Liability,"property damage"to completed. consent. time with respect to the fitness, quality, any premises while rented to you for a period of b. Does not include "bodily injury" or "property 26."Temporary workef' means a person who is durability, performance or use of "your more than seven consecutive days, or while damage"arising out of: product";and temporarily occupied by you with permission of furnished to you to substitute for a permanent the owner,caused by: (1) The transportation of property, unless the "employee"on leave or to meet seasonal or short- (2) The providing of or failure to provide injury or damage arises out of a condition in term workload conditions. warnings or instructions. (1) Fire; or on a vehicle not owned or operated by you, and that condition was created by the 27."Title"means a name of a literary or artistic work. c. Does not include vending machines or other (2) Explosion; "loading or unloading"of that vehicle by any 28."Unsolicited communication" means any property rented to or located for the use of (3) Lightning; insured: communication, in any form, that the recipient of others but not sold. (4) Smoke resulting from fire, explosion or (2) The existence of tools, uninstalled such communication did not specifically request to 31."Your work": lightning;or equipment or abandoned or unused receive. a. Means: (5) Water. materials;or 29."Volunteer worker"means a person who is not your But "premises damage" under this Paragraph (3) Products or operations for which the "employee",and who donates his or her work and (1) Work or operations performed by you or on Your behalf;and b. does not include "property damage"to any classification, listed in the Declarations or acts at the direction of and within the scope of premises caused by: in a policy Schedule, states that products- duties determined by you, and is not paid a fee, (2) Materials, parts or equipment furnished in completed operations are subject to the salary or other compensation by you or anyone else connection with such work or operations. (1) Rupture, bursting, or operation of pressure General Aggregate Limit. for their work performed for you. relief devices; b. Includes: 23."Property damage"means: 30."Your product":(2) Rupture or bursting due to expansion or (1) Warranties or representations made at any swelling of the contents of any building or a. Physical injury to tangible property, including all a. Means: time with respect to the fitness, quality, structure caused by or resulting from water; resulting loss of use of that property. All such durability, performance or use of 'your or loss of use will be deemed to occur at the time of (1) Any goods or products, other than real work";and the physical injury that caused it;or property, manufactured, sold, handled, (3) Explosion of steam boilers, steam pipes, distributed or disposed of by: (2) The providing of or failure to provide steam engines or steam turbines. b. Loss of use of tangible property that is not warnings or instructions. 22."Products-completed operations hazard": physically injured. All such loss of use will be deemed to occur at the time of the"occurrence" a. Includes all "bodily injury" and "property that caused it. damage" occurring away from premises you For the purposes of this insurance,"electronic data" own or rent and arising out of"your product"or is not tangible property. "your work"except: (1) Products that are still in your physical 24."Slogan": possession;or a. Means a phrase that others use for the purpose (2) Work that has not yet been completed or of attracting attention in their advertising. abandoned. However, "your work"will be b. Does not include a phrase used as, or in,the deemed completed at the earliest of the name of: following times: (1) Any person or organization,other than you; (a) When all of the work called for in your or contract has been completed. (2) Any business, or any of the premises, (b) When all of the work to be done at the goods, products, services or work, of any job site has been completed if your person or organization,other than you. Page 20 of 21 co 2017 The Travelers Indemnity Company.PJI rights reserved. CG T1 00 02 19 CG T1 00 02 19 O 2017 The Travelers Indemnity Company.All rights reserved. Page 21 of 21 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Includes copyrighted material of Insurance Services Office,Inc.with its permission. Policy No. BA8P008954 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED - PRIMARY AND NON-CONTRIBUTORY WITH OTHER INSURANCE This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM PROVISIONS 2. The following is added to Paragraph B.5., Other 1. The following is added to Paragraph A.1.c., Who Insurance of SECTION IV — BUSINESS AUTO Is An Insured, of SECTION II — COVERED CONDITIONS: AUTOS LIABILITY COVERAGE: Regardless of the provisions of paragraph a. and This includes any person or organization who you paragraph d. of this part 5.Other Insurance, this are required under a written contract or insurance is primary to and non-contributory with agreement between you and that person or applicable other insurance under which an organization, that is signed by you before the additional insured person or organization is the "bodily injury" or "property damage" occurs and first named insured when the written contract or that is in effect during the policy period, to name agreement between you and that person or as an additional insured for Covered Autos organization, that is signed by you before the Liability Coverage, but only for damages to which "bodily injury" or "property damage" occurs and this insurance applies and only to the extent of that is in effect during the policy period, requires that person's or organization's liability for the this insurance to be primary and non-contributory. conduct of another"insured". CA T4 74 02 16 ©2016 The Travelers Indemnity Company.All rights reserved. Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc.with its permission. Policy No. BA8P008954 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESS AUTO EXTENSION ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GENERAL DESCRIPTION OF COVERAGE —This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to the Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general cover- age description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this en- dorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. BROAD FORM NAMED INSURED H. HIRED AUTO PHYSICAL DAMAGE — LOSS OF B. BLANKET ADDITIONAL INSURED USE—INCREASED LIMIT I. PHYSICAL DAMAGE — TRANSPORTATION C. EMPLOYEE HIRED AUTO EXPENSES—INCREASED LIMIT D. EMPLOYEES AS INSURED J. PERSONAL PROPERTY E. SUPPLEMENTARY PAYMENTS — INCREASED K. AIRBAGS LIMITS L. NOTICE AND KNOWLEDGE OF ACCIDENT OR F. HIRED AUTO — LIMITED WORLDWIDE COV- LOSS ERAGE—INDEMNITY BASIS M. BLANKET WAIVER OF SUBROGATION G. WAIVER OF DEDUCTIBLE—GLASS N. UNINTENTIONAL ERRORS OR OMISSIONS PROVISIONS A. BROAD FORM NAMED INSURED this insurance applies and only to the extent that The following is added to Paragraph A.1., Who Is person or organization qualifies as an "insured" An Insured, of SECTION II —COVERED AUTOS under the Who Is An Insured provision contained LIABILITY COVERAGE: in Section II. Any organization you newly acquire or form dur- C. EMPLOYEE HIRED AUTO ing the policy period over which you maintain 1. The following is added to Paragraph A.1., 50% or more ownership interest and that is not Who Is An Insured, of SECTION II — COV- separately insured for Business Auto Coverage. ERED AUTOS LIABILITY COVERAGE: Coverage under this provision is afforded only un- An "employee" of yours is an "insured" while til the 180th day after you acquire or form the or- operating an "auto" hired or rented under a ganization or the end of the policy period, which- contract or agreement in an "employee's" ever is earlier. name, with your permission, while performing duties related to the conduct of your busi- B. BLANKET ADDITIONAL INSURED ness. The following is added to Paragraph c. in A.1., 2. The following replaces Paragraph b. in B.5., Who Is An Insured, of SECTION II —COVERED Other Insurance, of SECTION IV — BUSI- AUTOS LIABILITY COVERAGE: NESS AUTO CONDITIONS: Any person or organization who is required under b. For Hired Auto Physical Damage Cover- a written contract or agreement between you and age, the following are deemed to be cov- that person or organization, that is signed and ered "autos"you own: executed by you before the "bodily injury" or (1) Any covered "auto" you lease, hire, "property damage" occurs and that is in effect rent or borrow; and during the policy period, to be named as an addi- (2) Any covered "auto" hired or rented by tional insured is an "insured" for Covered Autos your "employee" under a contract in Liability Coverage, but only for damages to which an "employee's" name, with your CA T3 53 02 15 ©2015 The Travelers Indemnity Company.All rights reserved. Page 1 of 4 Includes copyrighted material of Insurance Services Office,Inc.with its permission. COMMERCIAL AUTO permission, while performing duties (a) With respect to any claim made or "suit" related to the conduct of your busi- brought outside the United States of ness. America, the territories and possessions However, any "auto" that is leased, hired, of the United States of America, Puerto rented or borrowed with a driver is not a Rico and Canada: covered "auto". (i) You must arrange to defend the "in- D. EMPLOYEES AS INSURED sured" against, and investigate or set- tle any such claim or "suit" and keep The following is added to Paragraph A.1., Who Is us advised of all proceedings and ac- An Insured, of SECTION II—COVERED AUTOS tions. LIABILITY COVERAGE: (ii) Neither you nor any other involved Any "employee" of yours is an "insured" while us- "insured" will make any settlement ing a covered "auto"you don't own, hire or borrow without our consent. in your business or your personal affairs. (iii) We may, at our discretion, participate E. SUPPLEMENTARY PAYMENTS — INCREASED in defending the "insured" against, or LIMITS in the settlement of, any claim or 1. The following replaces Paragraph A.2.a.(2), "suit". of SECTION II — COVERED AUTOS LIABIL- (iv) We will reimburse the "insured" for ITY COVERAGE: sums that the "insured" legally must (2) Up to $3,000 for cost of bail bonds (in- pay as damages because of "bodily cluding bonds for related traffic law viola- injury" or "property damage" to which tions) required because of an "accident" this insurance applies, that the "in- we cover. We do not have to furnish sured" pays with our consent, but these bonds. only up to the limit described in Para- 2. The following replaces Paragraph A.2.a.(4), graph C., Limits Of Insurance, of of SECTION II —COVERED AUTOS LIABIL- SECTION II — COVERED AUTOS ITY COVERAGE: LIABILITY COVERAGE. (4) All reasonable expenses incurred by the (v) We will reimburse the "insured" for "insured" at our request, including actual the reasonable expenses incurred loss of earnings up to $500 a day be- with our consent for your investiga- cause of time off from work. tion of such claims and your defense of the "insured" against any such F. HIRED AUTO — LIMITED WORLDWIDE COV- "suit", but only up to and included ERAGE—INDEMNITY BASIS within the limit described in Para- The following replaces Subparagraph (5) in Para- graph C., Limits Of Insurance, of graph B.7., Policy Period, Coverage Territory, SECTION II — COVERED AUTOS of SECTION IV — BUSINESS AUTO CONDI- LIABILITY COVERAGE, and not in TIONS: addition to such limit. Our duty to (5) Anywhere in the world, except any country or make such payments ends when we jurisdiction while any trade sanction, em- have used up the applicable limit of bargo, or similar regulation imposed by the insurance in payments for damages, United States of America applies to and pro- settlements or defense expenses. hibits the transaction of business with or (b) This insurance is excess over any valid within such country or jurisdiction, for Coy- and collectible other insurance available ered Autos Liability Coverage for any covered to the "insured" whether primary, excess, "auto" that you lease, hire, rent or borrow contingent or on any other basis. without a driver for a period of 30 days or less (c) This insurance is not a substitute for re- and that is not an "auto" you lease, hire, rent quired or compulsory insurance in any or borrow from any of your "employees", country outside the United States, its ter- partners (if you are a partnership), members ritories and possessions, Puerto Rico and (if you are a limited liability company) or Canada. members of their households. Page 2 of 4 ©2015 The Travelers Indemnity Company.All rights reserved. CA T3 53 02 15 Includes copyrighted material of Insurance Services Office, Inc.with its permission. COMMERCIAL AUTO You agree to maintain all required or (2) In or on your covered "auto". compulsory insurance in any such coun- This coverage applies only in the event of a total try up to the minimum limits required by theft of your covered "auto". local law. Your failure to comply with No deductibles apply to this Personal Property compulsory insurance requirements will not invalidate the coverage afforded by coverage. this policy, but we will only be liable to the K. AIRBAGS same extent we would have been liable The following is added to Paragraph B.3., Exclu- had you complied with the compulsory in- sions, of SECTION III — PHYSICAL DAMAGE surance requirements. COVERAGE: (d) It is understood that we are not an admit- Exclusion 3.a. does not apply to "loss" to one or ted or authorized insurer outside the more airbags in a covered "auto" you own that in- United States of America, its territories flate due to a cause other than a cause of "loss" and possessions, Puerto Rico and Can- set forth in Paragraphs A.1.b. and A.1.c., but ada. We assume no responsibility for the only: furnishing of certificates of insurance, or a. If that "auto" is a covered "auto" for Compre- for compliance in any way with the laws hensive Coverage under this policy; of other countries relating to insurance. b. The airbags are not covered under any war- G. WAIVER OF DEDUCTIBLE—GLASS ranty; and The following is added to Paragraph D., Deducti- c. The airbags were not intentionally inflated. ble, of SECTION III — PHYSICAL DAMAGE We will pay up to a maximum of $1,000 for any COVERAGE: one"loss". No deductible for a covered "auto" will apply to L. NOTICE AND KNOWLEDGE OF ACCIDENT OR glass damage if the glass is repaired rather than LOSS replaced. The following is added to Paragraph A.2.a., of H. HIRED AUTO PHYSICAL DAMAGE — LOSS OF SECTION IV—BUSINESS AUTO CONDITIONS: USE—INCREASED LIMIT Your duty to give us or our authorized representa- The following replaces the last sentence of Para- tive prompt notice of the "accident" or "loss" ap- graph A.4.b., Loss Of Use Expenses, of SEC- plies only when the "accident" or "loss" is known TION III—PHYSICAL DAMAGE COVERAGE: to: However, the most we will pay for any expenses (a) You (if you are an individual); for loss of use is $65 per day, to a maximum of (b) A partner(if you are a partnership); $750 for any one "accident". (c) A member (if you are a limited liability corn- !. PHYSICAL DAMAGE — TRANSPORTATION pany); EXPENSES—INCREASED LIMIT (d) An executive officer, director or insurance The following replaces the first sentence in Para- manager (if you are a corporation or other or- graph A.4.a., Transportation Expenses, of ganization); or SECTION III — PHYSICAL DAMAGE COVER- (e) Any"employee" authorized by you to give no- AGE: tice of the"accident" or"loss". We will pay up to $50 per day to a maximum of M. BLANKET WAIVER OF SUBROGATION $1,500 for temporary transportation expense in- The following replaces Paragraph A.5., Transfer curred by you because of the total theft of a coy- Of Rights Of Recovery Against Others To Us, ered "auto" of the private passenger type. of SECTION IV — BUSINESS AUTO CONDI- J. PERSONAL PROPERTY TIONS: The following is added to Paragraph A.4., Cover- 5. Transfer Of Rights Of Recovery Against age Extensions, of SECTION III — PHYSICAL Others To Us DAMAGE COVERAGE: We waive any right of recovery we may have Personal Property against any person or organization to the ex- tent required of you by a written contract We will pay up to $400 for "loss" to wearing ap- signed and executed prior to any "accident" pare) and other personal property which is: or"loss", provided that the"accident"or"loss" (1) Owned by an "insured"; and arises out of operations contemplated by CA T3 53 02 15 ©2015 The Travelers Indemnity Company.All rights reserved. Page 3 of 4 Includes copyrighted material of Insurance Services Office, Inc.with its permission. COMMERCIAL AUTO such contract. The waiver applies only to the The unintentional omission of, or unintentional person or organization designated in such error in, any information given by you shall not contract. prejudice your rights under this insurance. How- N. UNINTENTIONAL ERRORS OR OMISSIONS ever this provision does not affect our right to col- The following is added to Paragraph B.2., Con- lect additional premium or exercise our right of cealment, Misrepresentation, Or Fraud, of cancellation or non-renewal. SECTION IV—BUSINESS AUTO CONDITIONS: Page 4 of 4 ©2015 The Travelers Indemnity Company.All rights reserved. CA T3 53 02 15 Includes copyrighted material of Insurance Services Office, Inc.with its permission. TRAVELERS J� WORKERS COMPENSATION AND ONE TOWER SQUARE EMPLOYERS LIABILITY POLICY HARTFORD CT 06183 ENDORSEMENT WC 00 03 13 (00) - 001 POLICY NUMBER: UB-81(158532-23-47-E WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit any one not named in the Schedule. SCHEDULE DESIGNATED PERSON: DESIGNATED ORGANIZATION: ANY PERSON OR ORGANIZATION FOR WHICH THE INSURED HAS AGREED BY WRITTEN CONTRACT EXECUTED PRIOR TO LOSS TO FURNISH THIS WAIVER. DATE OF ISSUE: 07-07-23 STASSIGN: PAGE 1 OF1 1-U-ENG-01 0 z_1_) -2 9y ANGUYEN ��R� CERTIFICATE OF LIABILITY INSURANCE DATE) E/5/2024 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 The Hartwell Corporation PO BOX 400 Caldwell, ID 83606 CONTACT Annie Nguyen NAME PHONE FAX (A/C, No, Ext): (208) 459-1678 A/C, No E- AIL : Annie@thehartwelicorp.COm INSURERS AFFORDING COVERAGE NAIC # INSURER A: Travelers Casualty Insurance Company 19046 INSURED INSURER B: Travelers Property Casualty Company of America 25674 INSURERC:XL Specialty Insurance Co. 37885 J-U-B Engineers, Inc. INSURER D: Coalition Insurance Solutions Inc. 29530 2760 W Excursion Ln, Ste 400 Meridian, ID 83642 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 ITIRA TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF POLICY EXP LIMITS X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 CLAIMS -MADE OCCUR X )( 6802R22997A 8/1I2024 8/1/2025 DAMAGESO aENTED o $ 1,000,000 MED EXP (Any oneperson) $ 10,000 PERSONAL & ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: POLICYa jpCQr F—]LOC GENERAL AGGREGATE $ 2,000,000 PRODUCTS - COMP/OP AGG $ 2,000,000 OTHER: B AUTOMOBILE LIABILITY C aMBINED SINGLE LIMIT $ 1,000,000 BODILY INJURY Per rson $ ANY AUTO X X BA8P008954 8/1/2024 8/1/2025 BODILY INJURY Per accident $ OWNED SCHEDULED AUTOS ONLY AUTOS ParracEciRdent AMAGE$$ AUTOS ONLY AUT S ONLY IX UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 9,000,000 IEXCESS LIAB CLAIMS -MADE X X CUP1C547849 8/1/2024 8/1/2025 AGGREGATE $ 9,000,000 DED I X I RETENTION $ 10,000 B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE YIN OFFICER/MEMBER EXCLUDED? (Mandatory in NH) N / A X UB8K158532 8/1/2024 8/1/2025 X I PER OTH- STATUTE EIR E.L. EACH ACCIDENT 1,000,000 E.L. DISEASE - EA EMPLOYE 11000,000 E.L. DISEASE - POLICY LIMIT 1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below C Professional Liabili DPR5025296 4/2/2024 4/2/2025 Each Claim/Aggregate 5,000,000 D Cyber Liability RPS-P-1202753M 4/16/2024 4/16/2025 EachClaim/Aggregate 3,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) City of Spokane Valley is additional insured for General Liability as provided by forms CGD361 & CG2037. Primary & noncontributory for General Liability provided by policy form CGT100 Section IVA.d. Additional Insured, Primary & noncontributory for Auto Liability as provided by policy form CAT474. Waiver of subrogation for General Liability provided by policy form CGD379 Section M, Auto Liability Waiver of Subrogation provided by form CAT353. Workers Compensation Waiver of Subrogation provided by form WC000313. Spokane County Purchasing Department 1211 W Gardner Ave, 2nd floor Spokane, WA 99260 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE 9%W�L ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD UIN a0M > "O am Lv OCTL? aL+WL CTN CT"'t vaa c«0 -U .0 Q O TTc 0=T !O UmI Je y as46 - L p O L J, O` N J N c 3 L a .. 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PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED -- PRIMARY AND NON-CONTRIBUTORY WITH OTHER INSURANCE This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM PROVISIONS 1. The following is added to Paragraph A.1.c., Who Is An Insured, of SECTION II — COVERED AUTOS LIABILITY COVERAGE: This includes any person or organization who you are required under a written contract or agreement between you and that person or organization, that is signed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period, to name as an additional insured for Covered Autos Liability Coverage, but only for damages to which this insurance applies and only to the extent of that person's or organization's liability for the conduct of another "insured". The following is added to Paragraph B.5., Other Insurance of SECTION IV — BUSINESS AUTO CONDITIONS: Regardless of the provisions of paragraph a. and paragraph d. of this part 5. Other Insurance, this insurance is primary to and non-contributory with applicable other insurance under which an additional insured person or organization is the first named insured when the written contract or agreement between you and that person or organization, that is signed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period, requires this insurance to be primary and non-contributory. CA T4 74 02 16 © 2016 The Travelers Indemnity Company. All rights reserved. Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc. with its permission. Policy No. BA8P008954 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESS AUTO EXTENSION ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GENERAL DESCRIPTION OF COVERAGE — This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to the Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general cover- age description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this en- dorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. BROAD FORM NAMED INSURED B. BLANKET ADDITIONAL INSURED C. EMPLOYEE HIRED AUTO D. EMPLOYEES AS INSURED E. SUPPLEMENTARY PAYMENTS — INCREASED LIMITS F. HIRED AUTO — LIMITED WORLDWIDE COV- ERAGE — INDEMNITY BASIS G. WAIVER OF DEDUCTIBLE — GLASS PROVISIONS A. BROAD FORM NAMED INSURED The following is added to Paragraph A.1., Who Is An Insured, of SECTION II — COVERED AUTOS LIABILITY COVERAGE: Any organization you newly acquire or form dur- ing the policy period over which you maintain 50% or more ownership interest and that is not separately insured for Business Auto Coverage. Coverage under this provision is afforded only un- til the 180th day after you acquire or form the or- ganization or the end of the policy period, which- ever is earlier. B. BLANKET ADDITIONAL INSURED The following is added to Paragraph c. in A.1., Who Is An Insured, of SECTION II — COVERED AUTOS LIABILITY COVERAGE: Any person or organization who is required under a written contract or agreement between you and that person or organization, that is signed and executed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period, to be named as an addi- tional insured is an "insured" for Covered Autos Liability Coverage, but only for damages to which H. HIRED AUTO PHYSICAL DAMAGE — LOSS OF USE — INCREASED LIMIT I. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES — INCREASED LIMIT J. PERSONAL PROPERTY K. AIRBAGS L. NOTICE AND KNOWLEDGE OF ACCIDENT OR LOSS M. BLANKET WAIVER OF SUBROGATION N. UNINTENTIONAL ERRORS OR OMISSIONS this insurance applies and only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Section II. C. EMPLOYEE HIRED AUTO 1. The following is added to Paragraph A.1., Who Is An Insured, of SECTION II — COV- ERED AUTOS LIABILITY COVERAGE: An "employee" of yours is an "insured" while operating an "auto" hired or rented under a contract or agreement in an "employee's" name, with your permission, while performing duties related to the conduct of your busi- ness. 2. The following replaces Paragraph b. in B.5., Other Insurance, of SECTION IV — BUSI- NESS AUTO CONDITIONS: b. For Hired Auto Physical Damage Cover- age, the following are deemed to be cov- ered "autos" you own: (1) Any covered "auto" you lease, hire, rent or borrow; and (2) Any covered "auto" hired or rented by your "employee" under a contract in an "employee's" name, with your CA T3 53 02 15 © 2015 The Travelers Indemnity Company. All rights reserved. Page 1 of 4 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL AUTO permission, while performing duties related to the conduct of your busi- ness. However, any "auto" that is leased, hired, rented or borrowed with a driver is not a covered "auto". D. EMPLOYEES AS INSURED The following is added to Paragraph A.1., Who Is An Insured, of SECTION II — COVERED AUTOS LIABILITY COVERAGE: Any "employee" of yours is an "insured" while us- ing a covered "auto" you don't own, hire or borrow in your business or your personal affairs. E. SUPPLEMENTARY PAYMENTS — INCREASED LIMITS 1. The following replaces Paragraph A.2.a.(2), of SECTION II — COVERED AUTOS LIABIL- ITY COVERAGE: (2) Up to $3,000 for cost of bail bonds (in- cluding bonds for related traffic law viola- tions) required because of an "accident" we cover. We do not have to furnish these bonds. 2. The following replaces Paragraph A.2.a.(4), of SECTION 11 — COVERED AUTOS LIABIL- ITY COVERAGE: (a) With respect to any claim made or "suit" brought outside the United States of America, the territories and possessions of the United States of America, Puerto Rico and Canada: (i) You must arrange to defend the "in- sured" against, and investigate or set- tle any such claim or "suit" and keep us advised of all proceedings and ac- tions. (ii) Neither you nor any other involved "insured" will make any settlement without our consent. (III) We may, at our discretion, participate in defending the "insured" against, or in the settlement of, any claim or "suit". (iv) We will reimburse the "insured" for sums that the "insured" legally must pay as damages because of "bodily injury" or "property damage" to which this insurance applies, that the "in- sured" pays with our consent, but only up to the limit described in Para- graph C., Limits Of Insurance, of SECTION II — COVERED AUTOS LIABILITY COVERAGE. (4) All reasonable expenses incurred by the (v) We will reimburse the "insured" for "insured" at our request, including actual the reasonable expenses incurred loss of earnings up to $500 a day be- with our consent for your investiga- cause of time off from work. tion of such claims and your defense of the "insured" against any such F. HIRED AUTO — LIMITED WORLDWIDE COV- "suit", but only up to and included ERAGE — INDEMNITY BASIS within the limit described in Para - The following replaces Subparagraph (5) in Para- graph C., Limits Of Insurance, of graph B.7., Policy Period, Coverage Territory, SECTION II — COVERED AUTOS of SECTION IV — BUSINESS AUTO CONDI- LIABILITY COVERAGE, and not in TIONS: addition to such limit. Our duty to (5) Anywhere in the world, except any country or make such payments ends when we jurisdiction while any trade sanction, em- have used up the applicable limit of bargo, or similar regulation imposed by the insurance in payments for damages, United States of America applies to and pro- settlements or defense expenses. hibits the transaction of business with or (b) This insurance is excess over any valid within such country or jurisdiction, for Cov- and collectible other insurance available ered Autos Liability Coverage for any covered to the "insured" whether primary, excess, "auto" that you lease, hire, rent or borrow contingent or on any other basis. without a driver for a period of 30 days or less (c) This insurance is not a substitute for re - and that is not an "auto" you lease, hire, rent uired or compulsory insurance in an or borrow from any of your "employees", country outside the United States, its ter - partners (if you are a partnership), members ritories and possessions, Puerto Rico and (if you are a limited liability company) or Canada. members of their households. Page 2 of 4 © 2015 The Travelers Indemnity Company. All rights reserved. CA T3 53 02 15 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL AUTO You agree to maintain all required or (2) In or on your covered "auto". compulsory insurance in any such coun- This coverage applies only in the event of a total try up to the minimum limits required by theft of your covered "auto". local law. Your failure to comply with No deductibles apply to this Personal Property compulsory insurance requirements will coverage. not invalidate the coverage afforded by this policy, but we will only be liable to the K. AIRBAGS same extent we would have been liable The following is added to Paragraph B.3., Exclu- had you complied with the compulsory in- sions, of SECTION III — PHYSICAL DAMAGE surance requirements. COVERAGE: (d) It is understood that we are not an admit- ted or authorized insurer outside the United States of America, its territories and possessions, Puerto Rico and Can- ada. We assume no responsibility for the furnishing of certificates of insurance, or for compliance in any way with the laws of other countries relating to insurance. G. WAIVER OF DEDUCTIBLE — GLASS The following is added to Paragraph D., Deducti- ble, of SECTION III — PHYSICAL DAMAGE COVERAGE: No deductible for a covered "auto" will apply to glass damage if the glass is repaired rather than replaced. H. HIRED AUTO PHYSICAL DAMAGE — LOSS OF USE — INCREASED LIMIT The following replaces the last sentence of Para- graph AA.b., Loss Of Use Expenses, of SEC- TION 111— PHYSICAL DAMAGE COVERAGE: However, the most we will pay for any expenses for loss of use is $65 per day, to a maximum of $750 for any one "accident". I. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES — INCREASED LIMIT The following replaces the first sentence in Para- graph A.4.a., Transportation Expenses, of SECTION III — PHYSICAL DAMAGE COVER- AGE: We will pay up to $50 per day to a maximum of $1,500 for temporary transportation expense in- curred by you because of the total theft of a cov- ered "auto" of the private passenger type. J. PERSONAL PROPERTY Exclusion 3.a. does not apply to "loss" to one or more airbags in a covered "auto" you own that in- flate due to a cause other than a cause of "loss" set forth in Paragraphs A.1.b. and A.1.c., but only: a. If that "auto" is a covered "auto" for Compre- hensive Coverage under this policy; b. The airbags are not covered under any war- ranty; and c. The airbags were not intentionally inflated. We will pay up to a maximum of $1,000 for any one "loss". L. NOTICE AND KNOWLEDGE OF ACCIDENT OR LOSS The following is added to Paragraph A.2.a., of SECTION IV — BUSINESS AUTO CONDITIONS: Your duty to give us or our authorized representa- tive prompt notice of the "accident" or "loss" ap- plies only when the "accident" or "loss" is known to: (a) You (if you are an individual); (b) A partner (if you are a partnership); (c) A member (if you are a limited liability com- pany); (d) An executive officer, director or insurance manager (if you are a corporation or other or- ganization); or (e) Any "employee" authorized by you to give no- tice of the "accident" or "loss". M. BLANKET WAIVER OF SUBROGATION The following replaces Paragraph A.5., Transfer Of Rights Of Recovery Against Others To Us, of SECTION IV — BUSINESS AUTO CONDI- TIONS: The following is added to Paragraph AA., Cover- 5. Transfer Of Rights Of Recovery Against age Extensions, of SECTION III — PHYSICAL Others To Us DAMAGE COVERAGE: We waive any right of recovery we may have Personal Property against any person or organization to the ex - We will a u to $400 for "loss" to wearing a - tent required of you by a written contract pay P 9 P signed and executed prior to any "accident" parel and other personal property which is: or "loss", provided that the "accident" or "loss" (1) Owned by an "insured"; and arises out of operations contemplated by CA T3 53 02 15 © 2015 The Travelers Indemnity Company. All rights reserved. Page 3 of 4 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL AUTO such contract. The waiver applies only to the The unintentional omission of, or unintentional person or organization designated in such error in, any information given by you shall not contract. prejudice your rights under this insurance. How- N. UNINTENTIONAL ERRORS OR OMISSIONS ever this provision does not affect our right to col - The following is added to Paragraph B.2., Con- lect additional premium or exercise our right of cealment, Misrepresentation, Or Fraud, of cancellation or non -renewal. SECTION IV — BUSINESS AUTO CONDITIONS: Page 4 of 4 © 2015 The Travelers Indemnity Company. All rights reserved. CA T3 53 02 15 Includes copyrighted material of Insurance Services Office, Inc. with its permission. UMBRELLA EXCESS FOLLOW -FORM AND UMBRELLA LIABILITY INSURANCE THIS POLICY, IN PART, PROVIDES FOLLOW -FORM LIABILITY COVERAGE. COVERAGE WILL APPLY ON A CLAIMS -MADE BASIS WHEN FOLLOWING CLAIMS -MADE UNDERLYING INSURANCE. COVERAGE WILL APPLY ON A DEFENSE -WITHIN -LIMITS BASIS WHEN FOLLOWING UNDERLYING INSURANCE UNDER WHICH DEFENSE EXPENSES ARE PAYABLE WITHIN, AND NOT IN ADDITION TO, THE LIMITS OF INSURANCE. WHEN FOLLOWING SUCH UNDERLYING INSURANCE, PAYMENT OF DEFENSE EXPENSES UNDER THIS POLICY WILL REDUCE, AND MAY EXHAUST, THE LIMITS OF INSURANCE OF THIS POLICY. PLEASE READ THE ENTIRE POLICY CAREFULLY. Various provisions in this policy restrict coverage. Read the entire policy carefully to determine rights, duties and what is and is not covered. Throughout this policy, the words 'you" and "your" refer to the Named Insured shown in the Declarations and any other person or organization qualifying as a Named Insured under this policy. The words "we", "us" and 'bur" refer to the company providing this insurance. The word "insured" means any person or organization qualifying as such under SECTION II — WHO IS AN INSURED. Other words and phrases that appear in quotation marks have special meaning. Refer to SECTION VI — DEFINITIONS. SECTION I — COVERAGES A. COVERAGE A — EXCESS FOLLOW -FORM LIABILITY 1. We will pay on behalf of the insured those sums, in excess of the "applicable underlying limit", that the insured becomes legally obligated to pay as damages to which Coverage A of this insurance applies, provided that the "underlying insurance" would apply to such damages but for the exhaustion of its applicable limits of insurance. If a sublimit is specified in any "underlying insurance", Coverage A of this insurance applies to damages that are in excess of that sublimit only if such sublimit is shown for that "underlying insurance" in the Schedule Of Underlying Insurance. 2. Coverage A of this insurance is subject to the same terms, conditions, agreements, exclusions and definitions as the "underlying insurance", except with respect to any provisions to the contrary contained in this insurance. 3. The amount we will pay for damages is limited as described in SECTION III — LIMITS OF INSURANCE. 4. For the purposes of Paragraph 1. above: a. The applicable limit of insurance stated for the policies of "underlying insurance" in the Schedule Of Underlying Insurance will be considered to be reduced or exhausted only by the following payments: (1) Payments of judgments or settlements for damages that are covered by that "underlying insurance". However, if such "underlying insurance" has a policy period which differs from the policy period of this Excess Follow -Form And Umbrella Liability Insurance, any such payments for damages that would not be covered by this Excess EU 00 01 07 16 © 2016 The Travelers Indemnity Company. All rights reserved. Page 1 of 22 UMBRELLA Follow -Form And Umbrella Liability 5. When the "underlying insurance" applies on a Insurance because of its different claims -made basis and includes a retroactive policy period will not reduce or date provision, the retroactive date for exhaust the applicable limit of Coverage A of this insurance is the same as insurance stated for such "underlying the retroactive date of that "underlying insurance"; insurance". (2) Payments of "medical expenses" that B. COVERAGE B — UMBRELLA LIABILITY are covered by that "underlying 1. We will pay on behalf of the insured those insurance" and are incurred for sums in excess of the "self -insured retention" "bodily injury" caused by an accident that the insured becomes legally obligated to that takes place during the policy pay as damages because of "bodily injury", period of this Excess Follow -Form "property damage", "personal injury" or And Umbrella Liability Insurance; or "advertising injury" to which Coverage B of (3) Payments of defense expenses that this insurance applies. are covered by that "underlying 2. Coverage B of this insurance applies to insurance", only if such "underlying "bodily injury" or "property damage" only if: insurance" includes such payments within the limits of insurance. a. The "bodily injury" or "property damage" is However, if such "underlying caused by an "occurrence" that takes insurance" has a policy period which place anywhere in the world; differs from the policy period of this b. The "bodily injury" or "property damage" Excess Follow -Form And Umbrella occurs during the policy period; and Liability Insurance, any such c. Prior to the policy period, no insured listed payments for defense expenses that under Paragraph 1. in Paragraph B., would not be covered by this Excess Follow -Form And Umbrella Liability COVERAGE B — UMBRELLA Insurance because of its different LIABILITY, of SECTION II — WHO IS AN policy period will not reduce or INSURED and no "employee" authorized exhaust the applicable limit of by you to give or receive notice of an insurance stated for such "underlying "occurrence" or claim, knew that the insurance". "bodily injury" or "property damage" had occurred, in whole or in part. If such a If the applicable limit of insurance stated listed insured or authorized "employee" for the policies of "underlying insurance" knew, prior to the policy period, that the in the Schedule Of Underlying Insurance "bodily injury" or "property damage" is actually reduced or exhausted by other occurred, in whole or in part, then any payments, Coverage A of this insurance continuation, change or resumption of is not invalidated. However, in the event such "bodily injury" or "property damage" of a loss, we will pay only to the extent during or after the policy period will be that we would have paid had such limit deemed to have been known prior to the not been actually reduced or exhausted policy period. by such other payments. 3. Coverage B of this insurance applies to b. If any "underlying insurance" has a limit of "personal injury" or "advertising injury" insurance greater than the amount shown caused by an offense arising out of your for that insurance in the Schedule of business, but only if the offense was Underlying Insurance, this insurance will committed during the policy period apply in excess of that greater amount. If anywhere in the world. any "underlying insurance" has a limit of 4. The amount we will pay for damages is limited insurance, prior to any reduction or as described in SECTION III — LIMITS OF exhaustion by payment of damages, INSURANCE. "medical expenses" or defense expenses described in Paragraph a. above, that is 5. "Bodily injury" or "property damage": less than the amount shown for that a. Which occurs during the policy period; and insurance in the Schedule Of Underlying b. Which was not prior to, but was during, the Insurance, this insurance will apply in excess the amount shown for such policy period known to have occurred by insurance in the Schedule Of Underlying any insured listed under Paragraph 1. in Insurance. Paragraph B., COVERAGE B — Page 2 of 22 © 2016 The Travelers Indemnity Company. All rights reserved. EU 00 01 07 16 UMBRELLA UMBRELLA LIABILITY of SECTION II — WHO IS AN INSURED, or any "employee" authorized by you to give notice of an "occurrence" or claim; includes any continuation, change or resumption of the "bodily injury" or "property damage" after the end of the policy period. 6. "Bodily injury" or "property damage" will be deemed to have been known to have occurred at the earliest time when any insured listed under Paragraph 1. in Paragraph B., COVERAGE B — UMBRELLA LIABILITY, of SECTION II — WHO IS AN INSURED or any "employee" authorized by you to give or receive notice of an "occurrence" or claim: a. Reports all, or any part, of the "bodily injury" or "property damage" to us or any other insurer; b. Receives a written or verbal demand or claim for damages because of the "bodily injury" or "property damage"; or c. Becomes aware by any other means that the "bodily injury" or "property damage" has occurred or has begun to occur. 7. Damages because of "bodily injury" include damages claimed by any person or organization for care, loss of services or death resulting at any time from the "bodily injury". 8. Coverage B of this insurance does not apply to damages covered by any "underlying insurance" or that would have been covered by any "underlying insurance" but for the exhaustion of its applicable limit of insurance. C. COVERAGE C — CRISIS MANAGEMENT SERVICE EXPENSES 1. We will reimburse the insured, or pay on the insured's behalf, "crisis management service expenses" to which Coverage C applies. 2. Coverage C of this insurance applies to "crisis management service expenses" that: a. Arise out of a "crisis management event" that first commences during the policy period; b. Are incurred by the insured, after a "crisis management event" first commences and before such event ends; and c. Are submitted to us within 180 days after the "crisis management advisor" advises you that the "crisis management event" no longer exists. a. First commence at the time when any "executive officer" first becomes aware of an "event" or "occurrence" that leads to that "crisis management event": and b. End when we decide that the crisis no longer exists or when the Crisis Management Service Expenses Limit has been exhausted, whichever occurs first. 4. The amount we will pay for "crisis management service expenses" is limited as described in SECTION III — LIMITS OF INSURANCE. 5. A "self -insured retention" does not apply to "crisis management service expenses". 6. Any payment of "crisis management service expenses" that we make will not be determinative of our obligations under this insurance with respect to any claim or "suit" or create any duty to defend or indemnify any insured for any claim or "suit". D. DEFENSE AND SUPPLEMENTARY PAYMENTS 1. We will have the right and duty to defend the insured: a. Under Coverage A, against a "suit" seeking damages to which such coverage applies, if: (1) The "applicable underlying limit" is the applicable limit of insurance stated for a policy of "underlying insurance" in the Schedule Of Underlying Insurance and such limit has been exhausted solely due to payments as permitted in Paragraphs 4.a.(1), (2) and (3) of COVERAGE A — EXCESS FOLLOW -FORM LIABILITY of SECTION I — COVERAGES; or (2) The "applicable underlying limit" is the applicable limit of any "other insurance" and such limit has been exhausted by payments of judgments, settlements or medical expenses, or related costs or expenses (if such costs or expenses reduce such limits). For any "suit" for which we have the right and duty to defend the insured under Coverage A, defense expenses will be within the limits of insurance of this policy when such expenses are within the limits of insurance of the applicable "underlying insurance"; or 3. A "crisis management event" will be deemed b. Under Coverage B, against a "suit" to: seeking damages to which such coverage applies. EU 00 01 07 16 © 2016 The Travelers Indemnity Company. All rights reserved. Page 3 of 22 UMBRELLA 2. We have no duty to defend any insured against any "suit": a. Seeking damages to which this insurance does not apply; or b. If any other insurer has a duty to defend. 3. When we have the duty to defend, we may, at our discretion, investigate and settle any claim or "suit". In all other cases, we may, at our discretion, participate in the investigation, defense and settlement of any claim or "suit" for damages to which this insurance may apply. If we exercise such right to participate, all expenses we incur in doing so will not reduce the applicable limits of insurance. 4. Our duty to defend ends when we have used up the applicable limit of insurance in the payment of judgments or settlements, or defense expenses if such expenses are within the limits of insurance of this policy. 5. We will pay, with respect to a claim we investigate or settle, or "suit" against an insured we defend: a. All expenses we incur. b. The cost of: (1) Bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which this insurance applies; or (2) Appeal bonds and bonds to release attachments; but only for bond amounts within the applicable limit of insurance. We do not have to furnish these bonds. c. All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of such claim or "suit", including actual loss of earnings up to $1,000 a day because of time off from work. d. All court costs taxed against the insured in the "suit". However, these payments do not include attorneys' fees or attorneys' expenses taxed against the insured. e. Prejudgment interest awarded against the insured on that part of the judgment we pay. If we make an offer to pay the applicable limit of insurance, we will not pay any prejudgment interest based on that period of time after the offer. applicable limit of insurance. If we do not pay part of the judgment for any reason other than it is more than the applicable limit of insurance, we will not pay any interest that accrues on that portion of the judgment. With respect to a claim we investigate or settle, or "suit" against an insured we defend under COVERAGE A — EXCESS FOLLOW - FORM LIABILITY, these payments will not reduce the applicable limits of insurance, but only if the applicable "underlying insurance" provides for such payments in addition to its limits of insurance. With respect to a claim we investigate or settle, or "suit" against an insured we defend under COVERAGE B — UMBRELLA LIABILITY, these payments will not reduce the applicable limits of insurance. F� x�tr CP►l I ��dl:t�1E`�aV ll►���17 A. COVERAGE A — EXCESS FOLLOW -FORM LIABILITY With respect to Coverage A, the following persons and organizations qualify as insureds: 1. The Named Insured shown in the Declarations; and 2. Any other person or organization qualifying as an insured in the "underlying insurance". If you have agreed to provide insurance for that person or organization in a written contract or agreement: a. The limits of insurance afforded to such person or organization will be: (1) The amount by which the minimum limits of insurance you agreed to provide such person or organization in that written contract or agreement exceed the total limits of insurance of all applicable "underlying insurance"; or (2) The limits of insurance of this policy; whichever is less; and b. Coverage under this policy does not apply to such person or organization if the minimum limits of insurance you agreed to provide such person or organization in that written contract or agreement are wholly within the total limits of insurance of all available applicable "underlying insurance". f. All interest that accrues on the full amount B. COVERAGE B — UMBRELLA LIABILITY of any judgment after entry of the With respect to Coverage B: judgment and before we have paid, offered to pay or deposited in court the 1. The Named Insured shown in the part of the judgment that is within the Declarations is an insured. 2. If you are: Page 4 of 22 © 2016 The Travelers Indemnity Company. All rights reserved. EU 00 01 07 16 UMBRELLA a. An individual, your spouse is also an insured, but only with respect to the conduct of a business of which you are the sole owner. b. A partnership or joint venture, your members, your partners and their spouses are also insureds, but only with respect to the conduct of your business. c. A limited liability company, your members are also insureds, but only with respect to the conduct of your business. Your managers are also insureds, but only with respect to their duties as your managers. d. An organization other than a partnership, joint venture or limited liability company, your "officers" and directors are also insureds, but only with respect to their duties as your 'officers" or directors. Your stockholders are also insureds, but only with respect to their liability as stockholders. e. A trust, your trustees are also insureds, but only with respect to their duties as trustees. 3. Each of the following is also an insured: a. Your "volunteer workers" only while performing duties related to the conduct of your business, or your "employees", other than either your 'officers" (if you are an organization other than a partnership, joint venture or limited liability company) or your managers (if you are a limited liability company), but only for acts within the scope of their employment by you or while performing duties related to the conduct of your business. However, none of these "employees" or "volunteer workers" are insureds for: (1) "Bodily injury" or "personal injury": (a) To you, to your partners or members (if you are a partnership or joint venture), to your members (if you are a limited liability company), to a co -"employee" while in the course of his or her employment or performing duties related to the conduct of your business, or to your other "volunteer workers" while performing duties related to the conduct of your business; (b) To the spouse, child, parent, brother or sister of that co - "employee" or "volunteer worker" as a consequence of Paragraph (1)(a) above; (c) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraph (1)(a) or (b) above; or (d) Arising out of his or her providing or failing to provide professional health care services. Unless you are in the business or occupation of providing professional health care services, Paragraphs (1)(a), (b), (c) and (d) above do not apply to "bodily injury" arising out of providing or failing to provide first aid or "Good Samaritan services" by any of your "employees" or "volunteer workers" other than an employed or volunteer doctor. Any such "employees" or "volunteer workers" providing or failing to provide first aid or "Good Samaritan services" during their work hours for you will be deemed to be acting within the scope of their employment by you or performing duties related to the conduct of your business. (2) "Property damage" to property: (a) Owned, occupied or used by; or (b) Rented to, in the care, custody or control of, or over which physical control is being exercised for any purpose by; you, any of your "employees" or "volunteer workers", any of your partners or members (if you are a partnership or joint venture), or any of your members (if you are a limited liability company). b. Any person (other than your "employee" or "volunteer worker"), or any organization, while acting as your real estate manager. c. Any person or organization having proper temporary custody of your property if you die, but only: (1) With respect to liability arising out of the maintenance or use of that property; and (2) Until your legal representative has been appointed. d. Your legal representative if you die, but only with respect to duties as such. That EU 00 01 07 16 © 2016 The Travelers Indemnity Company. All rights reserved. Page 5 of 22 UMBRELLA representative will have all your rights and duties under this insurance. 4. Any organization, other than a partnership, joint venture or limited liability company, of which you are the sole owner, or in which you maintain an ownership interest of more than 50%, on the first day of the policy period is an insured and will qualify as a Named Insured. No such organization is an insured or will qualify as a Named Insured for "bodily injury" or "property damage" that occurred, or "personal injury" or "advertising injury" caused by an offense committed after the date, if any, during the policy period, that you no longer maintain an ownership interest of more than 50% in such organization. 5. Any organization you newly acquire or form, other than a partnership, joint venture or limited liability company, and of which you are the sole owner, or in which you maintain an ownership interest of more than 50%, is an insured and will qualify as a Named Insured if there is no other similar insurance available to that organization. However: a. Coverage under this provision is afforded only until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier; and b. Coverage for such organization does not apply to: (1) "Bodily injury" or "property damage" that occurred; or (2) "Personal injury" or "advertising injury" arising out of an offense committed; before you acquired or formed the organization. No person or organization is an insured or will qualify as a Named Insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations. This paragraph does not apply to any such partnership, joint venture or limited liability company that otherwise qualifies as an insured under Paragraph B. of SECTION II — WHO IS AN INSURED. Any organization, other than a partnership, joint venture or limited liability company, of which you are the sole owner, or in which you maintain an ownership interest of more than 50%, on the first day of the policy period. No such organization is an insured or will qualify as a Named Insured for "crisis management service expenses" arising out of a "crisis management event" that first commences after the date, if any, during the policy period, that you no longer maintain an ownership interest of more than 50% in such organization. 3. Any organization you newly acquire or form, other than a partnership, joint venture or limited liability company, and of which you are the sole owner, or in which you maintain an ownership interest of more than 50%, if there is no other similar insurance available to that organization. However: a. Coverage under this provision is afforded only until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier; and b. Coverage for such organization does not apply to "crisis management service expenses" arising out of a "crisis management event" that occurred before you acquired or formed the organization, even if an "executive officer" only first becomes aware of an "event" or "occurrence" that leads to such "crisis management event" after the date you acquired or formed the organization. No person or organization is an insured or will qualify as a Named Insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations. SECTION III — LIMITS OF INSURANCE A. The Limits of Insurance shown in the Declarations and the rules below fix the most we will pay for the amounts described below to which this insurance applies regardless of the number of: 1. Insureds; 2. Claims made or "suits" brought; C. COVERAGE C — CRISIS MANAGEMENT 3. Number of vehicles involved; SERVICE EXPENSES 4. Persons or organizations making claims or With respect to Coverage C, the following persons bringing "suits"; or and organizations are insureds and will qualify as 5. Coverages provided under this insurance. Named Insureds: 1. The Named Insured shown in the As indicated in Paragraph D.1. of SECTION I — Declarations. COVERAGES, for any "suit' for which we have the right and duty to defend the insured under Coverage A, defense expenses will be within the Page 6 of 22 © 2016 The Travelers Indemnity Company. All rights reserved. EU 00 01 07 16 UMBRELLA limits of insurance of this policy when such expenses are within the limits of insurance of the applicable "underlying insurance". B. The General Aggregate Limit is the most we will pay for the sum of all: 1. Damages; and 2. Defense expenses if such expenses are within the limits of insurance of this policy; except: 1. Damages and defense expenses because of "bodily injury" or "property damage" included in the "auto hazard"; 2. Damages and defense expenses because of "bodily injury" or "property damage" included in the "products -completed operations hazard"; or 3. Damages and defense expenses for which insurance is provided under any Aircraft Liability coverage included as "underlying insurance" to which no aggregate limit applies. C. The Products -Completed Operations Aggregate Limit is the most we will pay for the sum of all: 1. Damages; and 2. Defense expenses if such expenses are within the limits of insurance of this policy; because of "bodily injury" or "property damage" included in the "products -completed operations hazard". D. Subject to Paragraph B. or C. above, whichever applies, the Occurrence Limit is the most we will pay for the sum of all: 1. Damages, and defense expenses if such expenses are within the limits of insurance of this policy, under Coverage A arising out of any one "event" to which the "underlying insurance" applies a limit of insurance that is separate from any aggregate limit of insurance; and 2. Damages under Coverage B because of all "bodily injury", "property damage", "personal injury" or "advertising injury" arising out of any one "occurrence". For the purposes of determining the applicable Occurrence Limit, all related acts or omissions committed in the providing or failing to provide first aid or "Good Samaritan services" to any one person will be considered one "occurrence". E. The Crisis Management Service Expenses Limit is the most we will pay for the sum of all "crisis management service expenses" arising out of all "crisis management events". Payment of such "crisis management service expenses" is in addition to, and will not reduce, any other limit of insurance of this policy. F. The limits of insurance of this policy apply separately to each consecutive annual period and to any remaining period of less than 12 months, starting with the beginning of the policy period shown in the Declarations. If the policy period is extended after issuance for an additional period of less than 12 months, the additional period will be deemed part of the last preceding period for purposes of determining the limits of insurance. SECTION IV — EXCLUSIONS This insurance does not apply to: A. With respect to Coverage A and Coverage B: 1. Asbestos a. Damages arising out of the actual or alleged presence or actual, alleged or threatened dispersal of asbestos, asbestos fibers or products containing asbestos, provided that the damages are caused or contributed to by the hazardous properties of asbestos. b. Damages arising out of the actual or alleged presence or actual, alleged or threatened dispersal of any solid, liquid, gaseous or thermal irritant or contaminant, including smoke, vapors, soot, fumes, acids, alkalis, chemicals and waste, and that are part of any claim or "suit" which also alleges any damages described in Paragraph a. above. c. Any loss, cost or expense arising out of any: (1) Request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of, asbestos, asbestos fibers or products containing asbestos; or (2) Claim or "suit" by or on behalf of any governmental authority or any other person or organization because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing, or in any way responding to, or assessing the effects of, asbestos, asbestos fibers or products containing asbestos. 2. Employment -Related Practices Damages because of injury to: a. A person arising out of any: (1) Refusal to employ that person; (2) Termination of that person's employment; or EU 00 01 07 16 © 2016 The Travelers Indemnity Company. All rights reserved. Page 7 of 22 UMBRELLA (3) Employment -related practice, policy, act or omission, such as coercion, demotion, evaluation, reassignment, discipline, failure to promote or advance, harassment, humiliation, discrimination, libel, slander, violation of the person's right of privacy, malicious prosecution or false arrest, detention or imprisonment, applied to or directed at that person, regardless of whether such practice, policy, act or omission occurs, is applied or is committed before, during or after the time of that person's employment; or b. The spouse, child, parent, brother or sister of that person as a consequence of injury to that person as described in Paragraphs a.(1), (2) or (3) above. This exclusion applies: a. Whether the insured may be liable as an employer or in any other capacity; and b. To any obligation to share damages with or repay someone else who must pay damages because of the injury. 3. ERISA, COBRA And Similar Laws Any obligation of the insured under: a. The Employees Retirement Income Security Act Of 1974 (ERISA) or any of its amendments; b. The Consolidated Omnibus Budget Reconciliation Act of 1985 (COBRA) or any of its amendments; or c. Any similar common or statutory law of any jurisdiction. 4. Medical Expenses Or Payments Any obligation of the insured under any "medical expenses" or medical payments coverage. 5. Nuclear Material Damages arising out of: a. The actual, alleged or threatened exposure of any person or property to; or b. The "hazardous properties" of; any "nuclear material". As used in this exclusion: a. "Hazardous properties" includes radioactive, toxic or explosive properties; b. "Nuclear material" means "source material", "special nuclear material" or "by-product material"; and c. "Source material", "special nuclear material" and "by-product material" have the meanings given them in the Atomic Energy Act of 1954 or any of its amendments. 6. Uninsured or Underinsured Motorists, No - Fault And Similar Laws Any liability imposed on the insured, or the insured's insurer, under any of the following laws: a. Uninsured motorists; b. Underinsured motorists; c. Auto no-fault or other first -party personal injury protection (PIP); d. Supplementary uninsured/underinsured motorists (New York); or e. Medical expense benefits and income loss benefits (Virginia). 7. War Damages arising out of: a. War, including undeclared or civil war; or b. Warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any government, sovereign or other authority using military personnel or other agents; or c. Insurrection, rebellion, revolution, usurped power or action taken by governmental authority in hindering or defending against any of these. 8. Workers Compensation And Similar Laws Any obligation of the insured under a workers compensation, disability benefits or unemployment compensation law or any similar law. B. With respect to Coverage B: 1. Expected Or Intended Bodily Injury Or Property Damage "Bodily injury" or "property damage" expected or intended from the standpoint of the insured. This exclusion does not apply to "bodily injury" or "property damage" resulting from the use of reasonable force to protect persons or property. 2. Contractual Liability "Bodily injury", "property damage", "personal injury" or "advertising injury" for which the insured is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the insured would have in the absence of the contract or agreement. Page 8 of 22 © 2016 The Travelers Indemnity Company. All rights reserved. EU 00 01 07 16 UMBRELLA 3. Liquor Liability "Bodily injury" or "property damage" for which any insured may be liable by reason of: a. Causing or contributing to the intoxication of any person, including causing or contributing to the intoxication of any person because alcoholic beverages were permitted to be brought on your premises for consumption on your premises; b. The furnishing of alcoholic beverages to a person under the legal drinking age or under the influence of alcohol; or c. Any statute, ordinance or regulation relating to the sale, gift, distribution or use of alcoholic beverages. 4. Employers Liability "Bodily injury" to: a. An "employee" of the insured arising out of and in the course of: (1) Employment by the insured; or (2) Performing duties related to the conduct of the insured's business; or b. The spouse, child, parent, brother or sister of that "employee" as a consequence of "bodily injury" described in Paragraph a. above. This exclusion applies: a. Whether the insured may be liable as an employer or in any other capacity; and b. To any obligation to share damages with or repay someone else who must pay damages because of the "bodily injury". 5. Pollution a. "Bodily injury", "property damage", "personal injury" or "advertising injury" arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of "pollutants". b. Any loss, cost or expense arising out of a ny: (1) Request, demand, order or statutory or regulatory requirement that any insured or any other person or organization test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of, "pollutants"; or (2) Claim or "suit" by or on behalf of any governmental authority or any other person or organization because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing, or in any way responding to, or assessing the effects of, "pollutants". 6. Aircraft "Bodily injury" or "property damage" arising out of the ownership, maintenance, use or entrustment to others of any aircraft owned or operated by or rented or loaned to any insured. Use includes operation and "loading or unloading". This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "property damage" involved the ownership, maintenance, use or entrustment to others of any aircraft that is owned or operated by or rented or loaned to any insured. 7. Auto "Bodily injury" or "property damage" arising out of the ownership, maintenance, use or entrustment to others of any "auto". Use includes operation and "loading or unloading". This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "property damage" involved the ownership, maintenance, use or entrustment to others of any "auto". This exclusion does not apply to "bodily injury" or "property damage" caused by an "occurrence" that takes place outside of the United States of America (including its territories and possessions), Puerto Rico and Canada. 8. Watercraft "Bodily injury" or "property damage" arising out of the ownership, maintenance, use or entrustment to others of any watercraft owned or operated by or rented or loaned to any insured. Use includes operation and "loading or unloading". This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "property damage" involved the ownership, EU 00 01 07 16 © 2016 The Travelers Indemnity Company. All rights reserved. Page 9 of 22 UMBRELLA maintenance, use or entrustment to others of 11. Damage To Impaired Property Or Property any watercraft that is owned or operated by Not Physically Injured or rented or loaned to any insured. "Property damage" to "impaired property", or This exclusion does not apply to a watercraft: property that has not been physically injured, a. While ashore on premises owned by or arising out of: rented to any insured; or a. A defect, deficiency, inadequacy or b. That is 50-feet long or less and that: dangerous condition in "your product" or "your work"; or (1) You own; or b. A delay or failure by you, or anyone acting (2) You do not own and is not being used on your behalf, to fulfill the terms of a to carry any person or property for a contract or agreement. charge. This exclusion does not apply to the loss of 9. Electronic Data use of other property arising out of sudden and accidental physical injury to "your Damages es claimed for the loss of, loss of use product or your work" after it has been put to of, damage to, corruption of, inability to its intended use. access, or inability to manipulate "electronic data". 12. Recall Of Products, Work Or Impaired Property 10. Damage To Property, Products Or Work Damages claimed for any loss, cost or "Property damage" to: expense incurred by you or others for the loss a. Property you own, rent or occupy, of use, withdrawal, recall, inspection, repair, including any costs or expenses incurred replacement, adjustment, removal or disposal by you, or any other person or of: organization, for repair, replacement, a. "Your product"; enhancement, restoration or maintenance b. "Your work"; or of such property for any reason, including prevention of injury to a person or c. "Impaired property"; damage to another's property; if such product, work or property is withdrawn b. Premises you sell, give away or abandon or recalled from the market or from use by if the "property damage" arises out of any any person or organization because of a part of those premises; known or suspected defect, deficiency, inadequacy or dangerous condition in it. c. Property loaned to you; 13. Violation Of Consumer Financial d. Personal property in the care, custody or Protection Laws control of the insured; "Bodily injury", "property damage", "personal e. That particular part of real property on injury" or "advertising injury" arising out of any which you or any contractors or actual or alleged violation of a "consumer subcontractors working directly or financial protection law", or any other "bodily indirectly on your behalf are performing injury", "property damage", "personal injury" or operations if the "property damage" "advertising injury" alleged in any claim or arises out of those operations; "suit" that also alleges any such violation. f. That particular part of any property that 14. Unsolicited Communication must be restored, repaired or replaced "Bodily injury", "property damage", "personal because "your work" was incorrectly injury" or "advertising injury" arising out of any performed on it; actual or alleged violation of any law that g. "Your product" arising out of "your restricts or prohibits the sending, transmitting product" or any part of it; or or distributing of "unsolicited communication". h. "Your work" arising out of "your work" or 15. Access Or Disclosure Of Confidential Or any part of it and included in the Personal Information "products -completed operations hazard". "Bodily injury", "property damage", "personal injury" or "advertising injury" arising out of any access to or disclosure of any person's or organization's confidential or personal information. Page 10 of 22 © 2016 The Travelers Indemnity Company. All rights reserved. EU 00 01 07 16 UMBRELLA 16. Knowing Violation Of Rights Of Another "Personal injury" or "advertising injury" caused by or at the direction of the insured with the knowledge that the act would violate the rights of another and would inflict "personal injury" or "advertising injury". 17. Material Published With Knowledge Of Falsity "Personal injury" or "advertising injury" arising out of oral or written publication, including publication by electronic means, of material, if done by or at the direction of the insured with knowledge of its falsity. 18. Material Published Or Used Prior To Policy Period a. "Personal injury" or "advertising injury" arising out of oral or written publication, including publication by electronic means, of material whose first publication took place before the beginning of the policy period; or b. "Advertising injury" arising out of infringement of copyright, "title" or "slogan" in your "advertisement" whose first infringement in your "advertisement" was committed before the beginning of the policy period. 19. Criminal Acts "Personal injury" or "advertising injury" arising out of a criminal act committed by or at the direction of the insured. 20. Breach Of Contract "Personal injury" or "advertising injury" arising out of a breach of contract. 21. Quality Or Performance Of Goods — Failure To Conform To Statements "Advertising injury" arising out of the failure of goods, products or services to conform with any statement of quality or performance made in your "advertisement". 22. Wrong Description Of Prices "Advertising injury" arising out of the wrong description of the price of goods, products or services stated in your "advertisement". 23. Intellectual Property "Personal injury" or "advertising injury" arising out of any actual or alleged infringement or violation of any of the following rights or laws, or any other "personal injury" or "advertising injury" alleged in any claim or "suit" that also alleges any such infringement or violation: a. Copyright; b. Patent; c. Trade dress; d. Trade name; e. Trademark; f. Trade secret; or g. Other intellectual property rights or laws. This exclusion does not apply to: a. "Advertising injury" arising out of any actual or alleged infringement or violation of another's copyright, "title" or "slogan" in your "advertisement"; or b. Any other "personal injury" or "advertising injury" alleged in any claim or "suit" that also alleges any such infringement or violation of another's copyright, "title" or "slogan" in your "advertisement". 24. Insureds In Media And Internet Type Business "Personal injury" or "advertising injury" arising out of an offense committed by an insured whose business is: a. Advertising, "broadcasting" or publishing; b. Designing or determining content of web - sites for others; or c. An Internet search, access, content or service provider. This exclusion does not apply to Paragraphs a.0 ), (2) and (3) of the definition of "personal injury". For the purposes of this exclusion: a. Creating and producing correspondence written in the conduct of your business, bulletins, financial or annual reports, or newsletters about your goods, products or services will not be considered the business of publishing; and b. The placing of frames, borders or links, or advertising, for you or others anywhere on the Internet will not, by itself, be considered the business of advertising, "broadcasting" or publishing. 25. Electronic Chatrooms Or Bulletin Boards "Personal injury" or "advertising injury" arising out of an electronic chatroom or bulletin board the insured hosts, owns or over which the insured exercises control. 26. Unauthorized Use Of Another's Name Or Product "Personal injury" or "advertising injury" arising out of the unauthorized use of another's name or product in your e-mail address, domain name or metatag, or any other similar tactics to mislead another's potential customers. EU 00 01 07 16 © 2016 The Travelers Indemnity Company. All rights reserved. Page 11 of 22 UMBRELLA C. With respect to Coverage C: Newly Acquired, Controlled Or Formed Entities "Crisis management service expenses" arising out of a "crisis management event" that involves any organization you newly acquire or form and that occurred prior to the date you acquired or formed that organization, even if an "executive officer" only first becomes aware of an "event" or "occurrence" that leads to such "crisis management event" after the date you acquired or formed such organization. SECTION V — CONDITIONS A. APPEALS 1. If the insured or the insured's "underlying insurer" elects not to appeal a judgment which exceeds the "applicable underlying limit" or "self -insured retention", we may do so. 2. If we appeal such a judgment, we will pay all costs of the appeal. These payments will not reduce the applicable limits of insurance. In no event will our liability exceed the applicable limit of insurance. B. BANKRUPTCY 1. Bankruptcy or insolvency of the insured or of the insured's estate will not relieve us of our obligations under this insurance. 2. In the event of bankruptcy or insolvency of any "underlying insurer", this insurance will not replace such bankrupt or insolvent "underlying insurer's" policy, and this insurance will apply as if such "underlying insurer" had not become bankrupt or insolvent. C. CANCELLATION 1. The first Named Insured shown in the Declarations may cancel this insurance by mailing or delivering to us advance written notice of cancellation. 2. We may cancel this insurance by mailing or delivering to such first Named Insured written notice of cancellation at least: a. 10 days before the effective date of cancellation if we cancel for nonpayment of premium; or 4. Notice of cancellation will state the effective date of cancellation. The policy period will end on that date. 5. If this insurance is cancelled, we will send such first Named Insured any premium refund due. If we cancel, the refund will be pro rata. If such first Named Insured cancels, the refund may be less than pro rata. The cancellation will be effective even if we have not made or offered a refund. 6. If notice is mailed, proof of mailing will be sufficient proof of notice. D. CHANGES This policy contains all the agreements between you and us concerning the insurance afforded. No change can be made in the terms of this insurance except with our consent. The terms of this insurance can be amended or waived only by endorsement issued by us and made a part of this policy. E. CURRENCY Payments for damages or expenses described in Paragraph 5. of Paragraph D., DEFENSE AND SUPPLEMENTARY PAYMENTS, of SECTION 1 — COVERAGES will be in the currency of the United States of America. At our sole option, we may make these payments in a different currency. Any necessary currency conversion for such payments will be calculated based on the rate of exchange published in the Wall Street Journal immediately preceeding the date the payment is processed. F. DUTIES REGARDING AN EVENT, OCCURRENCE, CLAIM OR SUIT 1. You must see to it that we are notified as soon as practicable of an "event" or "occurrence" which may result in a claim under this insurance. To the extent possible, notice should include: a. How, when and where the "event" or "occurrence" took place; b. The names and addresses of any persons or organizations sustaining injury, damage or loss, and the names and addresses of any witnesses; and c. The nature and location of any injury or damage arising out of the "event" or "occurrence". b. 60 days before the effective date of cancellation if we cancel for any other 2. If a claim is made or "suit" is brought against reason. any insured which may result in a claim under this insurance, you must see to it that we 3. We will mail or deliver our notice to such first receive written notice of the claim or "suit" as Named Insured's last mailing address known soon as practicable. to us. Page 12 of 22 © 2016 The Travelers Indemnity Company. All rights reserved. EU 00 01 07 16 UMBRELLA 3. With respect to Coverage A, the insured G. DUTIES REGARDING A CRISIS MANAGEMENT must: EVENT a. Cooperate with us in the investigation, You must: settlement or defense of any claim or "suit"; 1. Notify us within 30 days of a "crisis management event" that may result in "crisis b. Comply with the terms of the "underlying management service expenses". insurance"; and c. Pursue all rights of contribution or 2. Provide written notice of the "crisis indemnity against any person or management event as soon as practicable. organization who may be liable to the To the extent possible, notice should include: insured because of the injury, damage or a. How, when and where that "crisis loss for which insurance is provided under management event" took place; this policy or any policy of "underlying b. The names and addresses of any insurance". persons or organizations sustaining injury, 4. With respect to Coverage B, the insured damage or loss, and the named and must: addresses of any witnesses; a. Immediately send us copies of any c. The nature and location of any injury or demands, notices, summonses or legal damage arising out of that "crisis papers received in connection with the management event"; and claim or "suit"; d. The reason that "crisis management b. Authorize us to obtain necessary records event" is likely to involve damages and other information; covered by this insurance in excess of the c. Cooperate with us in the investigation, "applicable underlying limit" or "self - settlement or defense of any claim or insured retention" and involve regional or "suit"; and national media coverage. d. Assist us, upon our request, in the H. EXAMINATION OF YOUR BOOKS AND enforcement of any right against any RECORDS person or organization which may be We may examine and audit your books and liable to the insured because of injury or records as they relate to this insurance: damage to which Coverage B may apply. 1. At any time during the policy period; 5. No insured will, except at that insured's own 2. Up to three years after the end of the policy expense, voluntarily make a payment, period; and assume any obligation, make any admission or incur any expense, other than for first aid 3. Within one year after final settlement of all for "bodily injury" covered by this insurance, claims under this insurance. without our consent. 1. EXTENDED REPORTING PERIOD OPTION 6. Knowledge of an "event", "occurrence", claim 1. When the "underlying insurance" applies on a or "suit" by your agent, servant or "employee" claims -made basis, any automatic or basic will not constitute knowledge by you, unless "extended reporting period" in such your insurance or risk manager, or anyone "underlying insurance" will apply to this working in the capacity as your insurance or risk manager, or anyone you designate with insurance. the responsibility of reporting an "event", 2. When the "underlying insurance" applies on a "occurrence", claim or "suit": claims -made basis and you elect to purchase a. Has received notice of such "event", an optional or supplemental "extended reporting"underlying phato�'extended "occurrence", claim or "suit' from such n n e," reporting od" agent, servant or "employee"; or will apply to this insurance only if: b. Otherwise has knowledge of such "event", a. A written request to purchase an "occurrence", claim or "suit". Extended Reporting Period endorsement for this insurance is made by you and received by us within 90 days after the end of the policy period; EU 00 01 07 16 © 2016 The Travelers Indemnity Company. All rights reserved. Page 13 of 22 UMBRELLA b. You have paid all premiums due for this policy at the time you make such request; c. You promptly pay the additional premium we charge for the Extended Reporting Period endorsement for this insurance when due. We will determine that additional premium after we have received your request for the Extended Reporting Period endorsement for this insurance. That additional premium is not subject to any limitation stated in the "underlying insurance" on the amount or percentage of additional premium that may be charged for the "extended reporting period" in such "underlying insurance": and d. That Extended Reporting Period endorsement is issued by us and made a part of this policy. 3. Any Extended Reporting Period endorsement for this insurance will not reinstate or increase the Limits of Insurance or extend the policy period. 4. Except with respect to any provisions to the contrary contained in Paragraphs 1., 2. or 3. above, all provisions of any option to purchase an "extended reporting period" granted to you in the "underlying insurance" apply to this insurance. J. INSPECTIONS AND SURVEYS 1. We have the right but are not obligated to: a. Make inspections and surveys at any time; b. Give you reports on the conditions we find; and c. Recommend changes. 2. Any inspections, surveys, reports or recommendations relate only to insurability and the premiums to be charged. We do not make safety inspections. We do not undertake to perform the duty of any person or organization to provide for the health or safety of workers or the public. We do not warrant that conditions: a. Are safe or healthful; or b. Comply with laws, regulations, codes or standards. K. LEGAL ACTION AGAINST US 1. No person or organization has a right under this insurance: b. To sue us on this insurance unless all of its terms have been fully complied with. 2. A person or organization may sue us to recover on an agreed settlement or on a final judgment against an insured. We will not be liable for damages that: a. Are not payable under the terms of this insurance; or b. Are in excess of the applicable limit of insurance. An agreed settlement means a settlement and release of liability signed by us, the insured and the claimant or the claimant's legal representative. L. MAINTENANCE OF UNDERLYING INSURANCE 1. The insurance afforded by each policy of "underlying insurance" will be maintained for the full policy period of this Excess Follow - Form And Umbrella Liability Insurance. This provision does not apply to the reduction or exhaustion of the aggregate limit or limits of such "underlying insurance" solely by payments as permitted in Paragraphs 4.a.(1), (2) and (3) of COVERAGE A — EXCESS FOLLOW -FORM LIABILITY of SECTION I — COVERAGES. As such policies expire, you will renew them at limits and with coverage at least equal to the expiring limits of insurance. If you fail to comply with the above requirements, Coverage A is not invalidated. However, in the event of a loss, we will pay only to the extent that we would have paid had you complied with the above requirements. 2. The first Named Insured shown in the Declarations must give us written notice of any change in the "underlying insurance" as respects: a. Coverage; b. Limits of insurance; c. Termination of any coverage; or d. Exhaustion of aggregate limits. 3. If you are unable to recover from any "underlying insurer" because you fail to comply with any term or condition of the "underlying insurance", Coverage A is not invalidated. However, we will pay for any loss only to the extent that we would have paid had you complied with that term or condition in that "underlying insurance". M. OTHER INSURANCE a. To join us as a party or otherwise bring us This insurance is excess over any valid and into a "suit" asking for damages from an collectible "other insurance" whether such "other insured; or insurance" is stated to be primary, contributing, Page 14 of 22 © 2016 The Travelers Indemnity Company. All rights reserved. EU 00 01 07 16 UMBRELLA excess, contingent or otherwise. This provision does not apply to a policy bought specifically to apply as excess of this insurance. However, if you specifically agree in a written contract or agreement that the insurance provided to any person or organization that qualifies as an insured under this insurance must apply on a primary basis, or a primary and non-contributory basis, then insurance provided under Coverage A is subject to the following provisions: 1. This insurance will apply before any 'other insurance" that is available to such additional insured which covers that person or organization as a named insured, and we will not share with that "other insurance", provided that the injury or damage for which coverage is sought is caused by an "event' that takes place or is committed subsequent to the signing of that contract or agreement by you. 2. This insurance is still excess over any valid and collectible 'other insurance", whether primary, excess, contingent or otherwise, which covers that person or organization as an additional insured or as any other insured that does not qualify as a named insured. N. PREMIUM 1. The first Named Insured shown in the Declarations is responsible for the payment of all premiums and will be the payee for any return premiums. P. PROHIBITED COVERAGE — UNLICENSED INSURANCE 1. With respect to loss sustained by any insured in a country or jurisdiction in which we are not licensed to provide this insurance, this insurance does not apply to the extent that insuring such loss would violate the laws or regulations of such country or jurisdiction. 2. We do not assume responsibility for: a. The payment of any fine, fee, penalty or other charge that may be imposed on any person or organization in any country or jurisdiction because we are not licensed to provide insurance in such country or jurisdiction; or b. The furnishing of certificates or other evidence of insurance in any country or jurisdiction in which we are not licensed to provide insurance. Q. PROHIBITED COVERAGE — TRADE OR ECONOMIC SANCTIONS We will provide coverage for any loss, or otherwise will provide any benefit, only to the extent that providing such coverage or benefit does not expose us or any of our affiliated or parent companies to: 1. Any trade or economic sanction under any law or regulation of the United States of America; or 2. If the premium is a flat charge, it is not subject 2. Any other applicable trade or economic to adjustment except as provided in sanction, prohibition or restriction. Paragraph 4. below. R. REPRESENTATIONS 3. If the premium is other than a flat charge, it is an advance premium only. The earned premium will be computed at the end of the policy period, or at the end of each year of the policy period if the policy period is two years or longer, at the rate shown in the Declarations, subject to the Minimum Premium. 4. Additional premium may become payable when coverage is provided for additional insureds under the provisions of SECTION II —WHO IS AN INSURED. O. PREMIUM AUDIT By accepting this insurance, you agree: 1. The statements in the Declarations and any subsequent notice relating to "underlying insurance" are accurate and complete; 2. Those statements are based upon representations you made to us; and 3. We have issued this insurance in reliance upon your representations. S. SEPARATION OF INSUREDS Except with respect to the Limits of Insurance, and any rights or duties specifically assigned in this policy to the first Named Insured shown in the Declarations, this insurance applies: The premium for this policy is the amount stated 1. As if each Named Insured were the only in Item S. of the Declarations. The premium is a Named Insured; and flat charge unless it is specified in the Declarations as adjustable. 2. Separately to each insured against whom claim is made or "suit" is brought. EU 00 01 07 16 © 2016 The Travelers Indemnity Company. All rights reserved. Page 15 of 22 1W WORKERS COMPENSATION TRAVELERS4 AND ONE TOWER SQUARE EMPLOYERS LIABILITY POLICY HARTFORD CT 06183 ENDORSEMENT WC 43 03 05 (00) - 001 POLICY NUMBER: UB-8x158532-23-47-E UTAH WAIVER OF SUBROGATION ENDORSEMENT This endorsement applies only to the insurance provided by the policy because Utah is shown in Item 3.A.of the Information Page. We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Our waiver of rights does not release your employees' rights against third parties and does not release our authority as trustee of claims against third parties. Schedule Designated Person: Designated Organization: ANY PERSON OR ORGANIZATION FOR WHICH THE INSURED HAS AGREED BY WRITTEN CONTRACT EXECUTED PRIOR TO LOSS TO FURNISH THIS WAIVER. DATE OF ISSUE: 07-07-23 STASSIGN: PAGE 1 OF POLICY NUMBER: 680-2R22997A COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Names of Additional Insured Person(s) or Organization(s): Any person or organization that you agree in a written contract to include as an additional insured on this Coverage Part, provided that such written contract was signed by you before,and is in effect when, the "bodily injury" or "property damage" occurs or the "personal injury" or "advertising injury" offense is committed. Location of Covered Operations: Any project to which a written contract with the Additional Insured Person(s) or Organization(s) in the Schedule applies. (Information required to complete this Schedule, if not shown above, will be shown in the Declarations.) A. B. Section II — Who Is An Insured is amended to in- clude as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for 'bodily injury", "property damage". "personal injury" or "advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) desig- nated above. With respect to the insurance afforded to these additional insureds, the following additional exclu- sions apply: CG D3 61 03 05 This insurance does not apply to "bodily injury" or "property damage" occurring, or "personal injury" or "advertising injury" arising out of an offense committed, after: 1. All work, including materials, parts or equip- ment furnished in connection with such work, on the project (other than service, mainte- nance or repairs) to be performed by or on behalf of the additional insured(s) at the loca- tion of the covered operations has been com- pleted; or 2. That portion of "your work" out of which the injury or damage arises has been put to its in- tended use by any person or organization other than another contractor or subcontrac- tor engaged in performing operations for a principal as a part of the same project. Copyright 2005 The St. Paul Travelers Companies, Inc. All rights reserved. cG T8 01 08 2 Jncludes copyrighted material of Insurance Services Office, Inc. with its permission. DATE OF ISSUE: 08/01/2024 Page 1 of 1 POLICY NUMBER: 680-2R22997A COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): Any person or organization that you agree in a written contract to include as an additional insured on this Coverage Part for "bodily injury" or "property damage" included in the products -completed operations hazard, provided that such contract was signed by you before, and is in effect when, the "bodily injury or "property damage" occurs. Location And Description Of Completed Operations Any project to which a written contract with the Additional Insured Person(s) or Organization(s) in the Schedule applies. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Section II — Who Is An Insured is amended to in- clude as an additional insured the person(s) or or- ganization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "property dam- age" caused, in whole or in part, by "your work" at the CG 20 37 07 04 CG T8 02 08 23 DATE OF ISSUE:08/01/2024 location designated and described in the schedule of this endorsement performed for that additional in- sured and included in the "products -completed opera- tions hazard". © ISO Properties, Inc., 2004 Page 1 of 1 23 --Zqq I-U-ENG-01 ANGUYEN CERTIFICATE OF LIABILITY INSURANCE DATE(Mj/2O24YY) 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 The Hartwell CorporationHOAX PO BOX 400 Caldwell, ID 83606 CONTACT Annie Nguyen NAME: (AIC, No, Ext : (208) 459-1678 (A/C, No): ADE DRE .Annie@thehartwellcorp.com INSURERS AFFORDING COVERAGE NAIC # INSURER A: Travelers Casualty Insurance Company _ 19046 INSURED INSURERS: Travelers Property Casualty Company of America 25674 INSURER C:XL Specialty Insurance Co. 37885 J-U-B Engineers, Inc. INSURER D: Coalition Insurance Solutions Inc. 29530 2760 W Excursion Ln, Ste 400 Meridian, ID 83642 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 N SUBR POLICY NUMBER POLICY EFF DD YYY POLICY EXP LIMITS A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 CLAIMS -MADE X OCCUR X X 6802R22997A 8/1/2024 8/1/2025 DAMAGE TO RENTED PREMISES E occurrence) 1,000,000 MED EXP (Any oneperson) 10,000 PERSONAL &ADV INJURY 1,000'OOO GEN'L AGGREGATE LIMIT APPLIES PER: POLICY❑X JECOT- LOC GENERAL AGGREGATE $ 2,000,000 PRODUCTS - COMP/OP AGG 2,000,000 $ OTHER: B AUTOMOBILE LIABILITY COMBINEDSINGLELIMIT Ea axident 1,000,000 $ BODILY INJURY Perperson) $ X ANY AUTO X X BA8P008954 8/1/2024 8l1/2025 BODILY INJURY Per accident $ OWNED SCHEDULED AUTOS ONLY AUTOS PROPERTY DAMAGE Per accident $ AUT D ONLY NON-OWNED ONLY — B X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 9,000,000 EXCESS LIAB CLAIMS -MADE X X CUP1C547849 8/1/2024 8/1/2025 AGGREGATE $ 9,000,000 DED I X I RETENTION $ 10,000 B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE YIN FICER/MEMBER EXCLUDED? ❑N Mandatory in NH) N / A X UB8K158532 8/1/2024 8/1/2025 X PER OTH- TATUTE E.L. EACH ACCIDENT 1,000,000 $ E.L. DISEASE - EA EMPLOYEE $ 1,000,000 E.L. DISEASE - POLICY LIMIT 1,000,000 $ If yes, describe under DESCRIPTION OF OPERATIONS below C Professional Liabili DPR5025296 4/2/2024 4/2/2025 Each Claim/Aggregate 5,000,000 D Cyber Liability RPS-P-1202753M 4/16/2024 4/16/2025 EachClaim/Aggregate 3,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) City of Spokane Valley is additional insured for General Liability as provided by forms CGD361 & CG2037. Primary & noncontributory for General Liability provided by policy form CGT100 Section IVA.d. Additional Insured, Primary & noncontributory for Auto Liability as provided by policy form CAT474. Waiver of subrogation for General Liability provided by policy form CGD379 Section M, Auto Liability Waiver of Subrogation provided by form CAT353. Workers Compensation Waiver of Subrogation provided by form WC000313. Spokane County Purchasing Department 1211 W Gardner Ave, 2nd floor Spokane, WA 99260 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE q , `1z� ACORD 25 (2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD TABLE OF CONTENTS COMMERCIAL GENERAL LIABILITY COVERAGE FORM CG T1 00 02 19 SECTION I —COVERAGES Beginning on Page Coverage A — Bodlly Injury and Property Insuring Agreement.......................................................1 Damage Liability Exclusions.................................................................... 2 Coverage B — Personal and Advertising Insuring Agreement.......................................................6 Injury Liability Exclusions.....................................................................6 Coverage C — Medlcal Payments Insuring Agreement.......................................................9 Exclusions.................................................................... 9 SupplementaryPayments...................................................................................................10 SECTION II — WHO IS AN INSURED.......................................................................................11 SECTION III — LIMITS OF INSURANCE...................................................................................13 SECTION IV —COMMERCIAL GENERAL LIABILITY CONDITIONS........................................13 Bankruptcy.........................................................................................................................13 Duties In The Event Of Occurrence, Offense, Claim Or Suit...............................................13 LegalAction Against Us.....................................................................................................14 OtherInsurance.................................................................................................................15 PremiumAudit...................................................................................................................16 Representations.................................................................................................................16 Separation Of Insureds......................................................................................................16 Transfer Of Rights Of Recovery Against Others To Us.......................................................16 WhenWe Do Not Renew...................................................................................................16 S L� CTION V — DEFINITIONS....................................................................................................16 COMMERCIAL GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY COVERAGE FORM Various provisions in this policy restrict coverage. Read the entire policy carefully to determine rights, duties and what is and is not covered. Throughout this policy the words "you" and 'your" refer to the Named Insured shown in the Declarations, and any other person or organization qualifying as a Named Insured under this policy. The words "we", "us" and "our" refer to the company providing this insurance. The word "insured" means any person or organization qualifying as such under Section II — Who Is An Insured. Other words and phrases that appear in quotation marks have special meaning. Refer to Section V — Definitions. SECTION I —COVERAGES COVERAGE A — BODILY INJURY AND PROPERTY DAMAGE LIABILITY 1. Insuring Agreement a. We will pay those sums that the insured becomes legally obligated to pay as damages because of "bodily injury" or "property damage" to which this insurance applies. We will have the right and duty to defend the insured against any "suit' seeking those damages. However, we will have no duty to defend the insured against any "suit' seeking damages for "bodily injury" or "property damage" to which this insurance does not apply. We may, at our discretion, investigate any "occurrence" and settle any claim or "suit" that may result. But: (1) The amount we will pay for damages is limited as described in Section III — Limits Of Insurance; and (2) Our right and duty to defend end when we have used up the applicable limit of insurance in the payment of judgments or settlements under Coverages A or B or medical expenses under Coverage C. No other obligation or liability to pay sums or perform acts or services is covered unless explicitly provided for under Supplementary Payments. b. This insurance applies to "bodily Injury" and "property damage" only if: (1) The "bodily injury" or "property damage" is caused by an "occurrence" that takes place in the "coverage territory"; (2) The "bodily injury" or "property damage" occurs during the policy period; and (3) Prior to the policy period, no insured listed under Paragraph 1. of Section 11 — Who Is An Insured and no "employee" authorized by you to give or receive notice of an "occurrence" or claim knew that the "bodily injury" or "property damage" had occurred, in whole or In part. If such a listed insured or authorized "employee" knew, prior to the policy period, that the "bodily injury" or "property damage" occurred, then any continuation, change or resumption of such "bodily injury" or "property damage" during or after the policy period will be deemed to have been known prior to the policy period. c. "Bodily injury" or "property damage" which occurs during the policy period and was not, prior to the policy period, known to have occurred by any insured fisted under Paragraph 1. of Section II — Who Is An Insured or any "employee" authorized by you to give or receive notice of an "occurrence" or claim, includes any continuation, change or resumption of that "bodily injury" or "property damage" after the end of the policy period. d. "Bodily injury" or "property damage" will be deemed to have been known to have occurred at the earliest time when any insured listed under Paragraph 1. of Section 11 — Who Is An Insured or any "employee" authorized by you to give or receive notice of an "occurrence" or claim: (1) Reports all, or any part, of the "bodily injury" or "property damage" to us or any other insurer, (2) Receives a written or verbal demand or claim for damages because of the "bodily injury" or "property damage"; or (3) Becomes aware by any other means that "bodily injury" or "property damage" has occurred or has begun to occur. CG TO 34 02 19 CG T1 00 02 19 0 2D1 7 The Travelers Indemnity Company. All rights reserved. Page 1 of 21 Includes copyrighted material of Insurance Services office, Inc. vAth its permission. COMMERCIAL GENERAL LIABILITY e. Damages because of "bodily injury' include damages claimed by any person or organization for care, loss of services or death resulting at any time from the "bodily injury". 2. Exclusions This insurance does not apply to: a. Expected Or Intended Injury "Bodily injury" or "property damage" expected or intended from the standpoint of the insured. This exclusion does not apply to "bodily injury' or "property damage" resulting from the use of reasonable force to protect persons or property. b. Contractual Liability "Bodily injury" or "property damage" for which the insured is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages: (1) That the insured would have in the absence of the contract or agreement; or (2) Assumed in a contract or agreement that is an "insured contract, provided that the "bodily injury" or "property damage" occurs subsequent to the execution of the contract or agreement. Solely for the purposes of liability assumed in an "insured contract", reasonable attorneys' fees and necessary litigation expenses incurred by or for a parry other than an insured will be deemed to be damages because of "bodily injury" or "property damage", provided that: (a) Liability to such party for, or for the cost of, that parry's defense has also been assumed in the same "insured contract"; and (b) Such attorneys' fees and litigation expenses are for defense of that parry against a civil or alternative dispute resolution proceeding in which damages to which this insurance applies are alleged. c. Liquor Liability "Bodily injury" or "property damage" for which any insured may be held liable by reason of: (1) Causing or contributing to the intoxication of any person: (2) The furnishing of alcoholic beverages to a person under the legal drinking age or under the influence of alcohol; or (3) Any statute, ordinance or regulation relating to the sale, gift, distribution or use of alcoholic beverages. This exclusion applies only if you are in the business of manufacturing, distributing, selling, serving or furnishing alcoholic beverages. For the purposes of this exclusion, permitting a person to bring alcoholic beverages on your premises, for consumption on your premises, whether or not a fee is charged or a license is required for such activity, is not by itself considered the business of selling, serving or furnishing alcoholic beverages. d. Workers' Compensation And Similar Laws Any obligation of the insured under a workers' compensation, disability benefits or unemployment compensation law or any similar law. e. Employees Liability "Bodily injury" to: (1) An "employee" of the insured arising out of and in the course of: (a) Employment by the insured; or (b) Performing duties related to the conduct of the insured's business: or (2) The spouse, child, parent, brother or sister of that "employee" as a consequence of Paragraph(1)above. This exclusion applies whether the insured may be liable as an employer or in any other capacity and to any obligation to share damages with or repay someone else who must pay damages because of the injury. This exclusion does not apply to liability assumed by the insured under an "insured contract". f. Pollution (1) "Bodily injury" or "property damage" arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of "pollutants": (a) At or from any premises, site or location which is or was at any time owned or occupied by, or rented or loaned to, any insured. However, this subparagraph does not apply to: (1) "Bodily injury" if sustained within a building and caused by smoke, fumes, vapor or soot produced by or originating from equipment that Page 2 of 21 C 2017 The Travelers Indemnity Company. All rights reserved. CG T1 00 02 19 Includes copyrighted material of Insurance Services Office, Inc. with its permission. is used to heat, cool or dehumidify the building, or produced by or originating from equipment that is used to heat water for personal use by the building's occupants or their guests; (11) "Bodily injury" or "property damage" for which you may be held liable, if you are a contractor and the owner or lessee of such premises, site or location has been added to your policy as an additional insured with respect to your ongoing operations performed for that additional insured at that premises, site or location and such premises, site or location is not and never was owned or occupied by, or rented or loaned to, any insured, other than that additional insured; or (III) "Bodily injury" or "property damage" arising out of heat, smoke or fumes from a "hostile fire"; (b) At or from any premises, site or location which is or was at any time used by or for any insured or others for the handling, storage, disposal, processing or treatment of waste; (c) If such "pollutants" are or were at any time transported, handled, stored, treated, disposed of, or processed as waste by or for: (1) Any insured; or (II) Any person or organization for whom you may be legally responsible; (d) At or from any premises, site or location on which any insured or any contractors or subcontractors working directly or indirectly on any insured's behalf are performing operations if the "pollutants" are brought on or to the premises, site or location in connection with such operations by such insured, contractor or subcontractor. However, this subparagraph does not apply to: (1) "Bodily injury" or "property damage" arising out of the escape of fuels, lubricants or other operating fluids which are needed COMMERCIAL GENERAL LIABILITY to perform the normal electrical, hydraulic or mechanical functions necessary for the operation of "mobile equipment" or its parts, if such fuels, lubricants or other operating fluids escape from a vehicle part designed to hold, store or receive them. This exception does not apply if the "bodily injury" or "property damage" arises out of the intentional discharge, dispersal or release of the fuels, lubricants or other operating fluids, or if such fuels, lubricants or other operating fluids are brought on or to the premises, site or location with the intent that they be discharged, dispersed or released as part of the operations being performed by such insured, contractor or subcontractor; (11) "Bodily injury" or "property damage" sustained within a building and caused by the release of gases, fumes or vapors from materials brought into that building in connection with operations being performed by you or on your behalf by a contractor or subcontractor; or (III) "Bodily injury" or "property damage" arising out of heat, smoke or fumes from a "hostile fire": or (e) At or from any premises, site or location on which any insured or any contractors or subcontractors working directly or indirectly on any insured's behalf are or were at any time performing operations to test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of, "pollutants". (2) Any loss, cost or expense arising out of any: (a) Request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of, "pollutants"; or CG T1 00 02 19 02017 The Travelers Indemnity Company.All rights reserved. Page 3 of 21 Includes copyrighted material of Insurance Services Office, Inc. with Its permission. COMMERCIAL GENERAL LIABILITY (b) Claim or suit by or on behalf of any governmental authority or any other person or organization because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing, or in any way responding to, or assessing the effects of, "pollutants". Aircraft, Auto Or Watercraft "Bodily injury" or "property damage" arising out of the ownership, maintenance, use or entrustment to others of any aircraft, "auto" or watercraft owned or operated by or rented or loaned to any insured. Use includes operation and "loading or unloading". This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "property damage" involved the ownership, maintenance, use or entrustment to others of any aircraft, "auto" or watercraft that is owned or operated by or rented or loaned to any insured. This exclusion does not apply to: (1) A watercraft while ashore on premises you own or rent, (2) A watercraft you do not own that is: (a) 50 feet long or less; and (b) Not being used to carry any person or property for a charge; (3) Parking an "auto" on, or on the ways next to, premises you own or rent, provided the "auto" is not owned by or rented or loaned to you or the insured; (4) Liability assumed under any "insured contract" for the ownership, maintenance or use of aircraft or watercraft; (5) "Bodily injury" or "property damage" arising out of: (a) The operation of machinery or equipment that is attached to, or part of, a land vehicle that would qualify as "mobile equipment" under the definition of "mobile equipment" if such land vehicle were not subject to a compulsory or financial responsibility law, or other motor vehicle insurance law, where it is licensed or principally garaged; or (b) The operation of any of the machinery or equipment listed in Paragraph f.(2) or f.(3) of the definition of "mobile equipment"; or (6) An aircraft that is: (a) Chartered with a pilot to any insured; (b) Not owned by any insured; and (c) Not being used to carry any person or property for a charge. Mobile Equipment "Bodily injury" or "property damage" arising out Of'. (1) The transportation of "mobile equipment" by an "auto" owned or operated by or rented or loaned to any insured; or (2) The use of "mobile equipment" in, or while in practice for, or while being prepared for, any prearranged racing, speed, demolition, or stunting activity War "Bodily injury" or "property damage" arising out Of: (1) War, including undeclared or civil war; (2) Warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any government, sovereign or other authority using military personnel or other agents: or (3) Insurrection, rebellion, revolution, usurped power, or action taken by governmental authority in hindering or defending against any of these. Damage To Property "Property damage" to: (1) Property you own, rent, or occupy, including any costs or expenses incurred by you, or any other person, organization or entity, for repair, replacement, enhancement, restoration or maintenance of such property for any reason, including prevention of Injury to a person or damage to another's property; (2) Premises you sell, give away or abandon, if the "property damage" arises out of any part of those premises; (3) Property loaned to you: (4) Personal property in the care, custody or control of the insured; Page 4 of 21 ® 2017 The Travelers Indemnity Company. All rights reserved. CG T1 00 02 19 Includes copyrighted material of Insurance Services Office, Inc. with Its perrrisslon. (5) That particular part of real property on which you or any contractors or subcontractors working directly or indirectly on your behalf are performing operations, if the "property damage" arises out of those operations; or (6) That particular part of any property that must be restored, repaired or replaced because "your work" was incorrectly performed on it. Paragraphs (1), (3) and (4) of this exclusion do not apply to "premises damage". A separate limit of insurance applies to "premises damage" as described in Paragraph 6. of Section III — Limits Of Insurance. Paragraph (2) of this exclusion does not apply if the premises are "your work" and were never occupied, rented or held for rental by you. Paragraphs (3), (4), (5) and (6) of this exclusion do not apply to liability assumed under a sidetrack agreement. Paragraph (6) of this exclusion does not apply to "property damage" included in the "products - completed operations hazard". k. Damage To Your Product "Property damage" to "your product" arising out of it or any part of it. I. Damage To Your Work "Property damage" to "your work" arising out of it or any part of it and included in the "products - completed operations hazard". This exclusion does not apply if the damaged work or the work out of which the damage arises was performed on your behalf by a subcontractor. m. Damage To Impaired Property Or Property Not Physically Injured "Property damage" to "impaired property" or property that has not been physically injured, arising out of: (1) A defect, deficiency, inadequacy or dangerous condition in "your product" or "your work": or (2) A delay or failure by you or anyone acting on your behalf to perform a contract or agreement in accordance with its terms. This exclusion does not apply to the loss of use of other property arising out of sudden and COMMERCIAL GENERAL LIABILITY accidental physical injury to 'your product" or "your work" after it has been put to its intended use. n. Recall Of Products, Work Or Impaired Property Damages claimed for any loss, cost or expense incurred by you or others for the loss of use, withdrawal, recall, inspection, repair, replacement, adjustment, removal or disposal Of. (1) "Your product"; (2) "Your work"; or (3) "Impaired property"; if such product, work, or property is withdrawn or recalled from the market or from use by any person or organization because of a known or suspected defect, deficiency, inadequacy or dangerous condition in it. o. Personal And Advertising Injury "Bodily injury" arising out of "personal and advertising injury". p. Electronic Data Damages arising out of the loss of, loss of use of, damage to, corruption of, inability to access, or inability to manipulate "electronic data". However, this exclusion does not apply to liability for damages because of "bodily injury'. q. Unsolicited Communication "Bodily injury" or "property damage" arising out of any actual or alleged violation of any law that restricts or prohibits the sending, transmitting or distributing of "unsolicited communication". r. Access Or Disclosure Of Conicifenital Or Personal Information "Bodily injury" or "property damage" arising out of any access to or disclosure of any person's or organization's confidential or personal information. s. Asbestos (1) "Bodily injury" or "property damage" arising out of the actual or alleged presence or actual, alleged or threatened dispersal of asbestos, asbestos fibers or products containing asbestos, provided that the "bodily injury" or "property damage" is caused or contributed to by the hazardous properties of asbestos. CG Tt 00 02 19 0 2017 The Travelers Indemnity Company. All rights reserved. Page 5 of 21 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL GENERAL LIABILITY (2) "Bodily injury" or "property damage" arising out of the actual or alleged presence or actual, alleged or threatened dispersal of any solid, liquid, gaseous or thermal irritant or contaminant, including smoke, vapors, soot, fumes, acids, alkalis, chemicals and waste, and that are part of any claim or "suit" which also alleges any "bodily injury" or "property damage" described in Paragraph(1)above. (3) Any loss, cost or expense arising out of any: (a) Request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of, asbestos, asbestos fibers or products containing asbestos; or (b) Claim or suit by or on behalf of any governmental authority or any other person or organization because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing, or in any way responding to, or assessing the effects of, asbestos, asbestos fibers or products containing asbestos. Employment -Related Practices "Bodily injury" to: (1) A person arising out of any: (a) Refusal to employ that person; (b) Termination of that person's employment; or (c) Employment -related practice, policy, act or omission, such as coercion, demotion, evaluation, reassignment, discipline, failure to promote or advance, harassment, humiliation, discrimination, libel, slander, violation of the person's right of privacy, malicious prosecution or false arrest, detention or imprisonment applied to or directed at that person, regardless of whether such practice, policy, act or omission occurs, is applied or is committed before, during or after the time of that person's employment; or (2) The spouse, child, parent, brother or sister of that person as a consequence of "bodily injury' to that person at whom any of the employment -related practices described in Paragraph (a), (b),or (c) above is directed. This exclusion applies whether the insured may be liable as an employer or in any other capacity and to any obligation to share damages with or repay someone else who must pay damages because of the "bodily injury". Exclusions c. through n. do not apply to "premises damage". A separate limit of insurance applies to "premises damage" as described in Paragraph 6. of Section III — Limits Of Insurance. COVERAGE B — PERSONAL AND ADVERTISING INJURY LIABILITY 1. Insuring Agreement a. We will pay those sums that the insured becomes legally obligated to pay as damages because of "personal and advertising injury" to which this insurance applies. We will have the right and duty to defend the insured against any "suit" seeking those damages. However, we will have no duty to defend the insured against any "suit" seeking damages for "personal and advertising injury" to which this insurance does not apply. We may, at our discretion, investigate any offense and settle any claim or "suit" that may result. But: (1) The amount we will pay for damages is limited as described in Section III — Limits Of Insurance; and (2) Our right and duty to defend end when we have used up the applicable limit of insurance in the payment of judgments or settlements under Coverages A or B or medical expenses under Coverage C. No other obligation or liability to pay sums or perform acts or services is covered unless explicitly provided for under Supplementary Payments. b. This insurance applies to "personal and advertising injury" caused by an offense arising out of your business but only if the offense was committed in the "coverage territory" during the policy period. 2. Exclusions This insurance does not apply to: a. Knowing Violation Of Rights Of Another "Personal and advertising injury" caused by or at the direction of the insured with the knowledge that the act would violate the rights of another and would inflict "personal and advertising injury". Page 6 of 21 02017 The Travelers Indemnity Company. All rights reserved. CG T1 OD 02 19 Includes copyrighted material of Insurance Services Once, Inc. with its permission. This exclusion does not apply to "personal injury" caused by malicious prosecution. b. Material Published With Knowledge Of Falsity "Personal and advertising injury" arising out of oral or written publication, including publication by electronic means, of material, if done by or at the direction of the insured with knowledge of its falsity. c. Material Published Or Used Prior To Policy Period (1) "Personal and advertising injury" arising out of oral or written publication, including publication by electronic means, of material whose first publication took place before the beginning of the policy period; or (2) "Advertising injury" arising out of infringement of copyright, "fitle" or "slogan" in your "advertisement" whose first infringement in your "advertisement" was committed before the beginning of the policy period. d. Criminal Acts "Personal and advertising injury" arising out of a criminal act committed by or at the direction of the insured. e. Contractual Liability "Personal and advertising injury" for which the insured has assumed liability in a contract or agreement. This exclusion does not apply to liability for damages: (1) That the insured would have in the absence of the contract or agreement; or (2) Because of "personal injury" assumed by you in a contract or agreement that is an "insured contract", provided that the "personal injury" is caused by an offense committed subsequent to the execution of the contract or agreement. Solely for the purposes of liability assumed by you in an "Insured contract", reasonable attorneys' fees and necessary litigation expenses incurred by or for a party other than an insured will be deemed to be damages because of "personal injury", provided that: (a) Liability to such party for, or for the cost of, that partys defense has also been assumed by you in the same "insured contract": and (b) Such attorneys' fees and litigation expenses are for defense of that party COMMERCIAL GENERAL LIABILITY against a civil or alternative dispute resolution proceeding in which damages to which this insurance applies are alleged. f. Breach Of Contract "Advertising injury" arising out of a breach of contract. g. Quality Or Performance Of Goods - Failure To Conform To Statements "Advertising injury" arising out of the failure of goods, products or services to conform with any statement of quality or performance made in your "advertisement". h. Wrong Description Of Prices "Advertising injury" arising out of the wrong description of the price of goods, products or services stated in your "advertisement". i. Intellectual Property "Personal and advertising injury" arising out of any actual or alleged infringement or violation of any of the following rights or laws, or any other "personal and advertising injury" alleged In any claim or "suit" that also alleges any such infringement or violation: (1) Copyright; (2) Patent; (3) Trade dress; (4) Trade name; (5) Trademark; (6) Trade secret; or (7) Other intellectual property rights or laws. This exclusion does not apply to: (1) "Advertising injury" arising out of any actual or alleged infringement or violation of another's copyright, "title" or "slogan" in your "advertisement" , or (2) Any other "personal and advertising injury" alleged in any claim or "suit" that also alleges any such infringement or violation of another's copyright, "title" or "slogan" in your "advertisement". J. Insureds In Media And Internet Type Businesses "Personal and advertising injury" caused by an offense committed by an insured whose business is: (1) Advertising, "broadcasting" or publishing; CG T1 00 02 19 02017 The Travelers Indemnity Company. All rights reserved. Page 7 of 21 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL GENERAL LIABILITY (2) Designing or determining content of websites for others; or (3) An Internet search, access, content or service provider. However, this exclusion does not apply to Paragraphs a.(1), (2) and (3) of the definition of "personal injury". For the purposes of this exclusion: (1) Creating and producing correspondence written in the conduct of your business, bulletins, financial or annual reports, or newsletters about your goods, products or services will not be considered the business of publishing; and (2) The placing of frames, borders or links, or advertising, for you or others anywhere on the Internet will not, by itself, be considered the business of advertising, "broadcasting" or publishing. k. Electronic Chatrooms Or Bulletin Boards "Personal and advertising injury" arising out of an electronic chatroom or bulletin board the insured hosts or owns, or over which the insured exercises control. I. Unauthorized Use Of Another's Name Or Product "Personal and advertising injury" arising out of the unauthorized use of another's name or product in your e-mail address, domain name or metatag, or any other similar tactics to mislead another's potential customers. m. Pollution "Personal and advertising injury" arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of "pollutants" at any time. n. Pollution -Related Any loss, cost or expense arising out of any: (1) Request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of, "pollutants"; or (2) Claim or suit by or on behalf of any governmental authority or any other person or organization because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing, or in any way responding to,or assessing the effects of, "pollutants". o. War "Personal and advertising injury" arising out of: (1) War, including undeclared or civil war; (2) Warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any government, sovereign or other authority using military personnel or other agents; or (3) Insurrection, rebellion, revolution, usurped power, or action taken by governmental authority in hindering or defending against any of these. P. Unsolicited Communication "Personal and advertising injury" arising out of any actual or alleged violation of any law that restricts or prohibits the sending, transmitting or distributing of "unsolicited communication". q. Access Or Disclosure Of Confidenital Or Personal Information "Personal and advertising injury" arising out of any access to or disclosure of any person's or organization's confidential or personal information. r. Asbestos (1) "Personal and advertising injury" arising out of the actual or alleged presence or actual, alleged or threatened dispersal of asbestos, asbestos fibers or products containing asbestos, provided that the "personal and advertising injury" is caused or contributed to by the hazardous properties of asbestos. (2) "Personal and advertising injury" arising out of the actual or alleged presence or actual, alleged or threatened dispersal of any solid, liquid, gaseous or thermal irritant or contaminant, including smoke, vapors, soot, fumes, acids, alkalis, chemicals and waste, and that are part of any claim or "suit" which also alleges any "personal and advertising injury" described in Paragraph (1) above. (3) Any loss, cost or expense arising out of any: (a) Request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or Page 8 of 21 O 2017 The Travelers Indemnity Company. All rights reserved. CG T1 00 02 19 Includes copyrighted material of Insurance services Office, Inc. with its permission. assess the effects of, asbestos, asbestos fibers or products containing asbestos; or (b) Claim or suit by or on behalf of any governmental authority or any other person or organization because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing, or in any way responding to, or assessing the effects of, asbestos, asbestos fibers or products containing asbestos. s. Employment -Related Practices "Personal injury" to: (1) A person arising out of any: (a) Refusal to employ that person; (b) Termination of that person's employment; or (c) Employment -related practice, policy, act or omission, such as coercion, demotion, evaluation, reassignment, discipline, failure to promote or advance, harassment, humiliation, discrimination, libel, slander, violation of the person's right of privacy, malicious prosecution or false arrest, detention or imprisonment applied to or directed at that person, regardless of whether such practice, policy, act or omission occurs, is applied or is committed before, during or after the time of that person's employment; or (2) The spouse, child, parent, brother or sister of that person as a consequence of "personal injury" to that person at whom any of the employment -related practices described in Paragraph (a), (b), or (c) above is directed. This exclusion applies whether the insured may be liable as an employer or in any other capacity and to any obligation to share damages with or repay someone else who must pay damages because of the "personal injury". COVERAGE C — MEDICAL PAYMENTS 1. Insuring Agreement a. We will pay medical expenses as described below for "bodily injury" caused by an accident: (1) On premises you own or rent; (2) On ways next to premises you own or rent; or COMMERCIAL GENERAL LIABILITY (3) Because of your operations; provided that: (a) The accident takes place in the "coverage territory" and during the policy period; (b) The expenses are incurred and reported to us within one year of the date of the accident; and (c) The injured person submits to examination, at our expense, by physicians of our choice as often as we reasonably require. b. We will make these payments regardless of fault. These payments will not exceed the applicable limit of insurance. We will pay reasonable expenses for: (1) First aid administered at the time of an accident; (2) Necessary medical, surgical, X-ray and dental services, including prosthetic devices; and (3) Necessary ambulance, hospital, professional nursing and funeral services. 2. Exclusions We will not pay expenses for "bodily injury": a. Any Insured To any insured, except "volunteer workers". b. Hired Person To a person hired to do work for or on behalf of any insured or a tenant of any insured. c. Injury On Normally Occupied Premises To a person injured on that part of premises you own or rent that the person normally occupies. d. Workers' Compensation And Similar Laws To a person, whether or not an "employee" of any insured, if benefits for the "bodily injury" are payable or must be provided under a workers' compensation or disability benefits law or a similar law. e. Athletics Activities To a person injured while practicing, instructing or participating in any physical exercises or games, sports, or athletic contests. f. Products -Completed Operations Hazard Included within the "products -completed operations hazard". g. Coverage A Exclusions Excluded under Coverage A. CIS T1 00 02 19 O 2017 The Travelers Indemnity Company. All rights reserved. Page 9 of 21 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL GENERAL LIABILITY SUPPLEMENTARY PAYMENTS 1. We will pay, with respect to any claim we investigate or settle, or any "suit' against an insured d. we defend: a. All expenses we incur. b. Up to $2,S00 for the cost of bail bonds required because of accidents or traffic law violations e. arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to furnish these bonds. c. The cost of bonds to release attachments, but only for bond amounts within the applicable limit of insurance. We do not have to furnish these bonds. d. All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or "suit", including actual loss of earnings up to $500 a day because of time off from work. e. All court costs taxed against the insured in the "suit'. However, these payments do not include attorneys' fees or attorneys' expenses taxed against the insured. f. Prejudgment interest awarded against the insured on that part of the judgment we pay. If we make an offer to pay the applicable limit of insurance, we will not pay any prejudgment interest based on that period of time after the offer. g. All interest on the full amount of any judgment that accrues after entry of the judgment and before we have paid, offered to pay, or deposited in court the part of the judgment that is within the applicable limit of insurance. These payments will not reduce the limits of insurance. 2. If we defend an insured against a "suit' and an indemnitee of the insured is also named as a parry to the "suit', we will defend that indemnitee if all of the following conditions are met: a. The "suit" against the indemnitee seeks damages for which the insured has assumed the liability of the indemnitee in a contract or agreement that is an "insured contracf'; b. This insurance applies to such liability assumed by the insured; c. The obligation to defend, or the cost of the defense of, that indemnitee, has also been assumed by the insured in the same "insured contract"; The allegations in the "suit" and the information we know about the "occurrence" or offense are such that no conflict appears to exist between the interests of the insured and the interests of the indemnitee; The indemnitee and the insured ask us to conduct and control the defense of that indemnitee against such "suit' and agree that we can assign the same counsel to defend the insured and the indemnitee: and f. The indemnitee: (1) Agrees in writing to: (a) Cooperate with us in the investigation, settlement or defense of the "suit` (b) Immediately send us copies of any demands, notices, summonses or legal papers received in connection with the "suit"; (c) Notify any other insurer whose coverage is available to the indemnitee; and (d) Cooperate with us with respect to coordinating other applicable insurance available to the indemnitee; and (2) Provides us with written authorization to: (a) Obtain records and other information related to the "suit"; and (b) Conduct and control the defense of the indemnitee in such "suit". So long as the above conditions are met, attorneys' fees incurred by us in the defense of that indemnitee, necessary litigation expenses incurred by us and necessary litigation expenses incurred by the indemnitee at our request will be paid as Supplementary Payments. Notwithstanding the provisions of Paragraph 2.b.(2) of Section I — Coverages — Coverage A — Bodily Injury And Property Damage Liability or Paragraph 2.e. of Section I — Coverages — Coverage B — Personal And Advertising Injury Liability, such payments will not be deemed to be damages for "bodily injury", "property damage" or "personal injury", and will not reduce the limits of insurance. Our obligation to defend an insured's indemnitee and to pay for attorneys' fees and necessary litigation expenses as Supplementary Payments ends when: Page 10 of 21 ® 2017 The Travelers Indemnity Company. All fights reserved. CG T1 00 02 19 Includes copyrighted material of Insurance Services Office, Inc. with Its permission. a. We have used up the applicable limit of insurance in the payment of judgments, settlements or medical expenses; or b. The conditions set forth above, or the terms of the agreement described in Paragraph f. above, are no longer met. SECTION II —WHO IS AN INSURED 1. If you are designated in the Declarations as: a. An individual, you and your spouse are insureds, but only with respect to the conduct of a business of which you are the sole owner. b. A partnership or joint venture, you are an insured. Your members, your partners, and their spouses are also insureds, but only with respect to the conduct of your business. c. A limited liability company, you are an insured. Your members are also insureds, but only with respect to the conduct of your business. Your managers are insureds, but only with respect to their duties as your managers. d. An organization other than a partnership, joint venture or limited liability company, you are an insured. Your "executive officers" and directors are insureds, but only with respect to their duties as your officers or directors. Your stockholders are also insureds, but only with respect to their liability as stockholders. e. A trust, you are an insured. Your trustees are also insureds, but only with respect to their duties as trustees. 2. Each of the following is also an insured: a. Your "volunteer workers" only while performing duties related to the conduct of your business, or your "employees", other than either your "executive officers" (if you are an organization other than a partnership, joint venture or limited lability company) or your managers (if you are a limited liability company), but only for acts within the scope of their employment by you or while performing duties related to the conduct of your business. However, none of these "employees" or "volunteer workers" are insureds for: b. (1) "Bodily injury" or "personal injury": (a) To you, to your partners or members (if you are a partnership or joint venture), C. to your members (if you are a limited liability company), to a co -"employee" while in the course of his or her employment or performing duties related to the conduct of your business, or to your other "volunteer COMMERCIAL GENERAL LIABILITY workers" while performing duties related to the conduct of your business; (b) To the spouse, child, parent, brother or sister of that co2employee" or "volunteer worker" as a consequence of Paragraph (1)(a) above; (c) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraph (1)(a) or (b) above; or (d) Arising out of his or her providing or failing to provide professional health care services. Unless you are in the business or occupation of providing professional health care services, Paragraphs (1)(a). (b), (c) and (d) above do not apply to "bodily injury" arising out of providing or failing to provide first aid or "Good Samaritan services" by any of your "employees" or "volunteer workers", other than an employed or volunteer doctor. Any such "employees" or "volunteer workers" providing or failing to provide first aid or "Good Samaritan services" during their work hours for you will be deemed to be acting within the scope of their employment by you or performing duties related to the conduct of your business. (2) "Property damage" to property: (a) Owned, occupied or used by; (b) Rented to, in the care, custody or control of, or over which physical control is being exercised for any purpose by; you, any of your "employees", "volunteer workers", any partner or member (f you are a partnership or joint venture), or any member (if you are a limited liability company). Any person (other than your "employee" or "volunteer worker"), or any organization, while acting as your real estate manager. Any person or organization having proper temporary custody of your property if you die, but only: (1) With respect to liability arising out of the maintenance or use of that property; and (2) Until your legal representative has been appointed. CG T1 00 02 19 02Di7 The Travelers Indemnity Company. All rights reserved. Page 11 of 21 Includes copyrighted material of Insurance Services Office, Inc. with Its permission. COMMERCIAL GENERAL LIABILITY d. Your legal representative if you die, but only with respect to duties as such. That representative will have all your rights and duties under this Coverage Part. e. Any person or organization that, with your express or Implied consent, either uses or is responsible for the use of a watercraft that you do not own that is: (1) 50 feet long or less; and (2) Not being used to carry any person or property for a charge. 3. Any organization you newly acquire or form, other than a partnership, joint venture or limited liability company, and of which you are the sole owner or in which you maintain an ownership interest of more than 50%, will qualify as a Named Insured If there is no other similar insurance available to that organization. However: a. Coverage under this provision is afforded only until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier; b. Coverage A does not apply to "bodily injury" or "property damage" that occurred before you acquired or formed the organization; and c. Coverage B does not apply to "personal and advertising injury' arising out of an offense committed before you acquired or formed the organization. For the purposes of Paragraph 1. of Section 11 — Who Is An Insured, each such organization will be deemed to be designated in the Declarations as: a. An organization, other than a partnership, joint venture or limited liability company; or b. A trust; as indicated in its name or the documents that govern its structure. 4. Any person or organization that is a premises owner, manager or lessor and that you have agreed in a written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only with respect to liability for "bodily injury', "property damage" or "personal and advertising injury" that: a. Is "bodily injury" or "property damage" that occurs, or is "personal and advertising injury' caused by an offense that is committed, subsequent to the signing of that contract or agreement; and b. Arises out of the ownership, maintenance or use of that part of any premises leased to you. The insurance provided to such premises owner, manager or lessor is subject to the following provisions: a. The limits of insurance provided to such premises owner, manager or lessor will be the minimum limits that you agreed to provide in the written contract or agreement, or the limits shown in the Declarations, whichever are less. b. The insurance provided to such premises owner, manager or lessor does not apply to: (1) Any "bodily injury" or "property damage" that occurs, or "personal and advertising injury" caused by an offense that is committed, after you cease to be a tenant in that premises; or (2) Structural alterations, new construction or demolition operations performed by or on behalf of such premises owner, manager or lessor. S. Any person or organization that is an equipment lessor and that you have agreed in a written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only with respect to liability for "bodily injury", "property damage", or "personal and advertising injury" that: a. Is "bodily injury" or "property damage" that occurs, or is "personal and advertising injury' caused by an offense that is committed, subsequent to the signing of that contract or agreement; and b. Is caused, in whole or in part, by your acts or omissions in the maintenance, operation or use of equipment leased to you by such equipment lessor. The insurance provided to such equipment lessor is subject to the following provisions: a. The limits of insurance provided to such equipment lessor will be the minimum limits that you agreed to provide in the written contract or agreement, or the limits shown in the Declarations, whichever are less. b. The insurance provided to such equipment lessor does not apply to any "bodily injury" or "property damage" that occurs, or "personal and advertising injury" caused by an offense that is committed, after the equipment lease expires. No person or organization is an insured with respect to the conduct of any current or past partnership, joint Page 12 of 21 0 2017 The Travelers Indemnity Company. All rights reserved. CG T1 00 02 19 Includes copyrighted material of Insurance Services Office, Inc. with Its permission. venture or limited liability company that is not shown as a Named Insured in the Declarations. This paragraph does not apply to any such partnership, joint venture or limited liability company that otherwise qualifies as an insured under Section 11— Who Is An Insured. SECTION III — LIMITS OF INSURANCE 1. The Limits of Insurance shown in the Declarations and the rules below fix the most we will pay regardless of the number of: a. Insureds: b. Claims made or "suits" brought; or c. Persons or organizations making claims or bringing "suits". 2. The General Aggregate Limit is the most we will pay for the sum of: a. Medical expenses under Coverage C; b. Damages under Coverage A, except damages because of "bodily injury" or "property damage" included in the "products -completed operations hazard": and c. Damages under Coverage B. 3. The Products -Completed Operations Aggregate Limit is the most we will pay under Coverage A for damages because of "bodily injury" and "property damage" included in the "products -completed operations hazard". 4. Subject to Paragraph 2. above, the Personal And Advertising Injury Limit is the most we will pay under Coverage B for the sum of all damages because of all "personal injury" and "advertising injury" sustained by any one person or organization. S. Subject to Paragraph 2. or 3. above, whichever applies, the Each Occurrence Limit is the most we will pay for the sum of: a. Damages under Coverage A; and b. Medical expenses under Coverage C; because of all "bodily injury" and "property damage" arising out of any one "occurrence". For the purposes of determining the applicable Each Occurrence Limit, all related acts or omissions committed in providing or failing to provide first aid or "Good Samaritan services" to any one person will be deemed to be one "occurrence". 6. Subject to Paragraph 5. above, the Damage To Premises Rented To You Limit is the most we will pay under Coverage A for damages because of "premises damage" to any one premises. The Damage To Premises Rented To You Limit will be: COMMERCIAL GENERAL LIABILITY a. The amount shown for the Damage To Premises Rented To You Limit in the Declarations of this Coverage Part; or b. $300,000 if no amount is shown for the Damage To Premises Rented To You Limit in the Declarations of this Coverage Part. 7. Subject to Paragraph S. above, the Medical Expense Limit is the most we will pay under Coverage C for all medical expenses because of "bodily injury" sustained by any one person. The Limits of Insurance of this Coverage Part apply separately to each consecutive annual period and to any remaining period of less than 12 months, starting with the beginning of the policy period shown in the Declarations, unless the policy period is extended after issuance for an additional period of less than 12 months. In that case, the additional period will be deemed part of the last preceding period for purposes of determining the Limits of Insurance. SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS 1. Bankruptcy Bankruptcy or insolvency of the insured or of the insured's estate will not relieve us of our obligations under this Coverage Part. 2. Duties In The Event Of Occurrence, Offense, Claim Or Suit a. You must see to it that we are notified as soon as practicable of an "occurrence" or an offense which may result in a claim. To the extent possible, notice should include: (1) How, when and where the "occurrence" or offense took place; (2) The names and addresses of any injured persons and witnesses; and (3) The nature and location of any injury or damage arising out of the "occurrence" or offense. b. If a claim is made or "suit" is brought against any insured, you must: (1) Immediately record the specifics of the claim or "suit" and the date received; and (2) Notify us as soon as practicable. You must see to it that we receive written notice of the claim or "suit" as soon as practicable. You and any other involved insured must: (1) Immediately send us copies of any demands, notices, summonses or legal papers received in connection with the claim or "suit"; CIS T1 00 02 19 02017 The Travelers Indemnity Company. All rights reserved. Page 13 of 21 Includes copyrighted material of Insurance Services Of oe, Inc. with its permission. COMMERCIAL GENERAL LIABILITY (2) Authorize us to obtain records and other (Ill) An executive officer or director of information: any other organization; or (3) Cooperate with us in the investigation or (Iv) A trustee of any trust; settlement of the claim or defense against that is your partner, joint venture the "suit"; and member, manager or trustee; or (4) Assist us, upon our request, in the enforcement of any right against any person or organization which may be liable to the insured because of injury or damage to which this insurance may also apply. d. No insured will, except at that insured's own cost, voluntarily make a payment, assume any obligation, or incur any expense, other than for first aid, without our consent. e. The following provisions apply to Paragraph a. above, but only for purposes of the insurance provided under this Coverage Part to you or any insured listed in Paragraph 1. or 2. of Section II — Who Is An Insured: (1) Notice to us of such "occurrence" or offense must be given as soon as practicable only after the "occurrence" or offense is known to you (if you are an individual), any of your partners or members who is an individual (if you are a partnership or joint venture), any of your managers who is an individual (if you are a limited liability company), any of your "executive officers" or directors (If you are an organization other than a partnership, joint venture, or limited liability company), any of your trustees who is an individual (if you are a trust) or any "employee" 3• authorized by you to give notice of an "occurrence" or offense. (2) If you are a partnership, joint venture, limited liability company or trust, and none of your partners, joint venture members, managers or trustees are individuals, notice to us of such "occurrence" or offense must be given as soon as practicable only after the "occurrence" or offense is known by: (a) Any individual who is: (1) A partner or member of any partnership or joint venture; (11) A manager of any limited liability company; (b) Any employee authorized by such partnership, joint venture, limited liability company, trust or other organization to give notice of an "occurrence" or offense. (3) Notice to us of such "occurrence" or offense will be deemed to be given as soon as practicable if it is given in good faith as soon as practicable to your workers' compensation insurer. This applies only if you subsequently give notice to us of the "occurrence" or offense as soon as practicable after any of the persons described in Paragraph e.(1) or (2) above discovers that the "occurrence" or offense may result in sums to which the insurance provided under this Coverage Part may apply. However, if this policy includes an endorsement that provides limited coverage for "bodily injury' or "property damage" or pollution costs arising out of a discharge, release or escape of "pollutants" which contains a requirement that the discharge, release or escape of "pollutants" must be reported to us within a specific number of days after its abrupt commencement, this Paragraph e. does not affect that requirement. Legal Action Against Us No person or organization has a right under this Coverage Part: a. To join us as a parry or otherwise bring us into a "suit" asking for damages from an insured; or b. To sue us on this Coverage Part unless all of its terms have been fully compiled with. A person or organization may sue us to recover on an agreed settlement or on a final judgment against an insured; but we will not be liable for damages that are not payable under the terms of this Coverage Part or that are in excess of the applicable limit of insurance. An agreed settlement means a settlement and release of liability signed by us, the insured, and the claimant or the claimant's legal representative. Page 14 of 21 02017 The Travelers Indemnity Company. All rights reserved. CIS T1 00 02 19 Includes copyrighted material of Insurance Services Office, Inc. with Its permission. 4. Other Insurance If valid and collectible other insurance is available to the insured for a loss we cover under Coverages A or B of this Coverage Part, our obligations are limited as described in Paragraphs a. and b. below. As used anywhere in this Coverage Part, other insurance means insurance, or the funding of losses, that is provided by, through or on behalf of: (1) Another insurance company; (11) Us or any of our affiliated insurance companies, except when the Non cumulation of Each Occurrence Limit provision of Paragraph S. of Section III — Limits Of Insurance or the Non cumulation of Personal and Advertising Injury Limit provision of Paragraph 4. of Section III — Limits of Insurance applies because the Amendment — Non Cumulation Of Each Occurrence Limit Of Liability And Non Cumulation Of Personal And Advertising Injury Limit endorsement is included in this policy: (111) Any risk retention group; or (Iv)Any self-insurance method or program, in which case the insured will be deemed to be the provider of other insurance. Other insurance does not include umbrella insurance, or excess insurance, that was bought specifically to apply in excess of the Limits of Insurance shown in the Declarations of this Coverage Part. As used anywhere in this Coverage Part, other insurer means a provider of other insurance. As used in Paragraph c. below, insurer means a provider of insurance. a. Primary Insurance This insurance is primary except when Paragraph b. below applies. If this insurance is primary, our obligations are not affected unless any of the other insurance is also primary. Then, we will share with all that other insurance by the method described in Paragraph c. below, except when Paragraph d. below applies. b. Excess Insurance (1) This insurance is excess over: (a) Any of the other insurance, whether primary, excess, contingent or on any other basis: (1) That is Fire, Extended Coverage, Builder's Risk, Installation Risk or similar coverage for "your work"; COMMERCIAL GENERAL LIABILITY (II) That is insurance for "premises damage (III) If the loss arises out of the maintenance or use of aircraft, "autos" or watercraft to the extent not subject to any exclusion in this Coverage Part that applies to aircraft, "autos" or watercraft; (Iv) That is insurance available to a premises owner, manager or lessor that qualifies as an insured under Paragraph 4. of Section II — Who Is An Insured, except when Paragraph d. below applies; or (v) That is insurance available to an equipment lessor that qualifies as an insured under Paragraph S. of Section II — Who Is An Insured, except when Paragraph d. below applies. (b) Any of the other insurance, whether primary, excess, contingent or on any other basis, that is available to the insured when the insured is an additional insured, or is any other insured that does not qualify as a named insured, under such other insurance. (2) When this insurance is excess, we will have no duty under Coverages A or B to defend the insured against any "suit" if any other insurer has a duty to defend the insured against that "suit". 0 no other insurer defends, we will undertake to do so, but we will be entitled to the insured's rights against all those other insurers. (3) When this insurance is excess over other insurance, we will pay only our share of the amount of the loss, if any, that exceeds the sum of: (a) The total amount that all such other insurance would pay for the loss in the absence of this insurance; and (b) The total of all deductible and self - insured amounts under all that other insurance. (4) We will share the remaining loss, if any, with any other insurance that is not described in this Excess Insurance provision and was not bought specifically to apply in excess of the Limits of Insurance shown in the Declarations of this Coverage Part. CG T1 00 02 19 0 2017 The Travelers Indemnity Company. All rights reserved. Page 15 of 21 Includes copyrighted material of Insurance services Office. Inc. with its permission. COMMERCIAL GENERAL LIABILITY c. Method Of Sharing If all of the other insurance permits contribution by equal shares, we will follow this method also. Under this approach each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains, whichever comes first. If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this method, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. d. Primary And Non -Contributory Insurance If Required By Written Contract If you specifically agree in a written contract or agreement that the insurance afforded to an insured under this Coverage Part must apply on a primary basis, or a primary and non- contributory basis, this insurance is primary to other insurance that is available to such insured which covers such insured as a named insured, and we will not share with that other insurance, provided that: (1) The "bodily injury" or "property damage" for which coverage is sought occurs; and (2) The "personal and advertising injury" for which coverage is sought is caused by an offense that is committed; subsequent to the signing of that contract or agreement by you. S. Premium Audit a. We will compute all premiums for this Coverage Part in accordance with our rules and rates. b. Premium shown in this Coverage Part as advance premium is a deposit premium only. At the close of each audit period we will compute the earned premium for that period and send notice to the first Named Insured. The due date for audit and retrospective premiums is the date shown as the due date on the bill. If the sum of the advance and audit premiums paid for the policy period is greater than the earned premium, we will return the excess to the first Named Insured. c. The first Named Insured must keep records of the information we need for premium computation, and send us copies at such times as we may request. 6. Representations By accepting this policy, you agree: a. The statements in the Declarations are accurate and complete; b. Those statements are based upon representations you made to us; and c. We have Issued this policy in reliance upon your representations. The unintentional omission of, or unintentional error in, any information provided by you which we relied upon in issuing this policy will not prejudice your rights under this insurance. However, this provision does not affect our right to collect additional premium or to exercise our rights of cancellation or nonrenewal in accordance with applicable insurance laws or regulations. 7. Separation Of Insureds Except with respect to the Limits of Insurance, and any rights or duties specifically assigned in this Coverage Part to the first Named Insured, this insurance applies: a. As if each Named Insured were the only Named Insured; and b. Separately to each insured against whom claim is made or "suit' is brought. 8. Transfer Of Rights Of Recovery Against Others To Us If the insured has rights to recover all or part of any payment we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request, the insured will bring "suit" or transfer those rights to us and help us enforce them. 9. When We Do Not Renew If we decide not to renew this Coverage Part, we will mail or deliver to the first Named Insured shown in the Declarations written notice of the nonrenewal not less than 30 days before the expiration date. If notice is mailed, proof of mailing will be sufficient proof of notice. SECTION V — DEFINITIONS 1. "Advertisement" means a notice that is broadcast or published to the general public or specific market segments about your goods, products or services for the purpose of attracting customers or supporters. For the purposes of this definition: a. Notices that are published include material placed on the Internet or on similar electronic means of communication; and b. Regarding websites, only that part of a website that is about your goods, products or services for the purposes of attracting customers or supporters is considered an advertisement. Page 16 of 21 02017 The Travelers Indemnity Company. All rights reserved. CG T1 00 02 19 Includes copyrighted material of Insurance Services Office, Inc. with Its permission. "Advertising injury": a. Means injury caused by one or more of the following offenses: (1) Oral or written publication, including publication by electronic means, of material in your "advertisement" that slanders or libels a person or organization or disparages a person's or organization's goods, products or services, provided that the claim is made or the "suit" is brought by a person or organization that claims to have been slandered or libeled, or that claims to have had its goods, products or services disparaged; (2) Oral or written publication, including publication by electronic means, of material in your "advertisement" that (a) Appropriates a person's name, voice, photograph or likeness; or (b) Unreasonably places a person in a false light; or (3) Infringement of copyright, "title" or "slogan" in your "advertisement', provided that the claim is made or the "suit" is brought by a person or organization that claims ownership of such copyright, "title" or "slogan". b. Includes "bodily injury" caused by one or more of the offenses described in Paragraph a. above. "Auto" means: a. A land motor vehicle, trailer or semitrailer designed for travel on public roads, including any attached machinery or equipment; or b. Any other land vehicle that is subject to a compulsory or financial responsibility law, or other motor vehicle insurance law, where it is licensed or principally garaged. However, "auto" does not include "mobile equipment'. "Bodily injury" means: a. Physical harm, including sickness or disease, sustained by a person; or b. Mental anguish, injury or illness, or emotional distress, resulting at any time from such physical harm, sickness or disease. "Broadcasting" means transmitting any audio or visual material for any purpose: a. By radio or television; or COMMERCIAL GENERAL LIABILITY b. In, by or with any other electronic means of communication, such as the Internet, if that material is part of: (1) Radio or television programming being transmitted; (2) Other entertainment, educational, instructional, music or news programming being transmitted; or (3) Advertising transmitted with any of such programming. 6. "Coverage territory" means: a. The United States of America (including its territories and possessions), Puerto Rico and Canada; b. International waters or airspace, but only if the injury or damage occurs in the course of travel or transportation between any places included in Paragraph a. above; or c. All other parts of the world if the injury or damage arises out of: (1) Goods or products made or sold by you in the territory described in Paragraph a. above; (2) The activities of a person whose home is in the territory described in Paragraph a. above, but is away for a short time on your business; or (3) "Personal and advertising injury" offenses that take place through the Internet or similar electronic means of communication; provided the insured's responsibility to pay damages is determined in a "suit" on the merits in the territory described in Paragraph a. above, or In a settlement we agree to. 7. "Electronic data" means information, facts or programs stored as or on, created or used on, or transmitted to or from computer software (including systems and applications software), hard or floppy disks, CD-ROMs, tapes, drives, cells, data processing devices or any other media which are used with electronically controlled equipment. 8. "Employee" includes a "leased worker". "Employee" does not include a "temporary worker". 9. "Executive officer" means a person holding any of the officer positions created by your charter, constitution, bylaws or any other similar governing document. CG T1 00 02 19 ® 2017 The Travelers Indemnity Company. All rights reserved. Page 17 cf 21 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL GENERAL LIABILITY 10. "Good Samaritan services" means any emergency medical services for which no compensation is demanded or received. 11. "Hostile fire" means a fire which becomes uncontrollable or breaks out from where it was intended to be. 12. "Impaired property" means tangible property, other than 'your product" or "your work", that cannot be used or is less useful because: a. It incorporates "your product" or "your work" that is known or thought to be defective, deficient, inadequate or dangerous; or b. You have failed to fulfill the terms of a contract or agreement; if such property can be restored to use by the repair, replacement, adjustment or removal of "your product" or "your work" or your fulfilling the terms of the contract or agreement. 13. "Insured contract" means: a. A contract for a lease of premises. However, that portion of the contract for a lease of premises that Indemnifies any person or organization for "premises damage" is not an "insured contract": b. A sidetrack agreement; c. Any easement or license agreement, except in connection with construction or demolition operations on or within SO feet of a railroad; d. An obligation, as required by ordinance, to indemnify a municipality, except in connection with work for a municipality; e. An elevator maintenance agreement; f. That part of any other contract or agreement pertaining to your business (including an indemnification of a municipally in connection with work performed for a municipality) under which you assume the tort liability of another party to pay for "bodily injury", "property damage" or "personal injury" to a third person or organization. Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. Paragraph f. does not include that part of any contract or agreement: (1) That indemnifies a railroad for "bodily injury" or "property damage" arising out of construction or demolition operations, within So feet of any railroad property and affecting any railroad bridge or trestle, tracks, roadbeds, tunnel, underpass or crossing; (2) That indemnifies an architect, engineer or surveyor for injury or damage arising out of: (a) Preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (b) Giving directions or instructions, or failing to give them, if that is the primary cause of the injury or damage; or (3) Under which the insured, if an architect. engineer or surveyor, assumes liability for an injury or damage arising out of the insured's rendering or failure to render professional services, including those listed in Paragraph (2) above and supervisory, inspection, architectural or engineering activities. 14. "Leased worker" means a person leased to you by a labor leasing firm under an agreement between you and the labor leasing firm, to perform duties related to the conduct of your business. "Leased worker" does not include a "temporary worker". 15. "Loading or unloading" means the handling of property: a. After it is moved from the place where it is accepted for movement into or onto an aircraft, watercraft or "auto"; b. While it is in or on an aircraft, watercraft or "auto"; or c. While it is being moved from an aircraft, watercraft or "auto" to the place where it is finally delivered; but "loading or unloading" does not include the movement of property by means of a mechanical device, other than a hand truck, that is not attached to the aircraft, watercraft or "auto". 16. "Mobile equipment" means any of the following types of land vehicles, including any attached machinery or equipment: a. Bulldozers, farm machinery, forklifts and other vehicles designed for use principally off public roads; b. Vehicles maintained for use solely on or next to premises you own or rent; c. Vehicles that travel on crawler treads; Page 18 of 21 02017 The Travelers Indemnity Company. All rights reserved. CG T1 00 02 19 Includes copyrighted material of Insurance Services Office, Inc. with its permission. d. Vehicles, whether self-propelled or not, maintained primarily to provide mobility to permanently mounted: (1) Power cranes, shovels, loaders, diggers or drills; or (2) Road construction or resurfacing equipment such as graders, scrapers or rollers; e. Vehicles not described in Paragraph a., b., c. or d. above that are not self-propelled and are maintained primarily to provide mobility to permanently attached equipment of the following types: (1) Air compressors, pumps and generators, including spraying, welding, building cleaning, geophysical exploration, lighting and well servicing equipment; or (2) Cherry pickers and similar devices used to raise or lower workers; f. Vehicles not described in Paragraph a., b., c. or d. above maintained primarily for purposes other than the transportation of persons or cargo. However, self-propelled vehicles with the following types of permanently attached equipment are not "mobile equipment" but will be considered "autos": (1) Equipment designed primarily for: (a) Snow removal; (b) Road maintenance, but not construction or resurfacing; or (c) Street cleaning; (2) Cherry pickers and similar devices mounted on automobile or truck chassis and used to raise or lower workers; and (3) Air compressors, pumps and generators, including spraying, welding, building cleaning, geophysical exploration, lighting and well servicing equipment. However, "mobile equipment" does not include any land vehicle that is subject to a compulsory or financial responsibility law, or other motor vehicle insurance law, where it is licensed or principally garaged. Such land vehicles are considered "autos". COMMERCIAL GENERAL LIABILITY b. An act or omission committed in providing or failing to provide first aid or "Good Samaritan services" to a person, unless you are in the business or occupation of providing professional health care services. 18. "Personal and advertising injury" means "personal injury" or "advertising injury". 19. "Personal injury": a. Means injury, other than "advertising injury", caused by one or more of the following offenses: (1) False arrest, detention or imprisonment; (2) Malicious prosecution; (3) The wrongful eviction from, wrongful entry into, or invasion of the right of private occupancy of a room, dwelling or premises that a person occupies, provided that the wrongful eviction, wrongful entry or invasion of the right of private occupancy is committed by or on behalf of the owner, landlord or lessor of that room, dwelling or premises; (4) Oral or written publication, including publication by electronic means, of material that slanders or libels a person or organization or disparages a person's or organization's goods, products or services, provided that the claim is made or the "suit" is brought by a person or organization that claims to have been slandered or libeled, or that claims to have had its goods, products or services disparaged; or (5) Oral or written publication, including publication by electronic means, of material that: (a) Appropriates a person's name, voice, photograph or likeness; or (b) Unreasonably places a person in a false light. b. Includes "bodily injury" caused by one or more of the offenses described in Paragraph a. above. 17. "Occurrence" means: 20. "Pollutants" mean any solid, liquid, gaseous or thermal irritant or contaminant, including smoke, a. An accident, including continuous or repeated vapor, soot, fumes, acids, alkalis, chemicals and exposure to substantially the same general waste. Waste includes materials to be recycled, harmful conditions; or reconditioned or reclaimed. CIS T1 00 02 19 0 2017 The Travelers Indemnity Company. All rights reserved. Page 19 of 21 Includes copyrighted material of Insurance Services Office, Inc. with Its permission. COMMERCIAL GENERAL LIABILITY 21. "Premises damage" means: a. With respect to the first paragraph of the exceptions In Exclusion j. of Section I — Coverage A — Bodily Injury And Property Damage Liability, "property damage" to any premises while rented to you for a period of seven or fewer consecutive days, including the contents of such premises; or b. With respect to the exception to Exclusions c. through n. in the last paragraph of Paragraph 2. of Section I — Coverage A — Bodily Injury And Property Damage Liability, "property damage" to any premises while rented to you for a period of more than seven consecutive days, or while temporarily occupied by you with permission of the owner, caused by: (1) Fire; (2) Explosion; (3) Lightning; (4) Smoke resulting from fire, explosion or lightning; or (5) Water. But "premises damage" under this Paragraph b. does not include "property damage" to any premises caused by: (1) Rupture, bursting, or operation of pressure relief devices; (2) Rupture or bursting due to expansion or swelling of the contents of any building or structure caused by or resulting from water; or (3) Explosion of steam boilers, steam pipes, steam engines or steam turbines. 22. "Products -completed operations hazard": a. Includes all "bodily injury" and "property damage" occurring away from premises you own or rent and arising out of "your product" or "your work" except: (1) Products that are still in your physical possession; or (2) Work that has not yet been completed or abandoned. However, "your work" will be deemed completed at the earliest of the following times: (a) When all of the work called for in your contract has been completed. (b) When all of the work to be done at the job site has been completed if your contract calls for work at more than one job site. (c) When that part of the work done at a job site has been put to Its intended use by any person or organization other than another contractor or subcontractor working on the same project. Work that may need service, maintenance, correction, repair or replacement, but which is otherwise complete, will be treated as completed. Does not include "bodily injury" or "property damage" arising out of: (1) The transportation of property, unless the injury or damage arises out of a condition in or on a vehicle not owned or operated by you, and that condition was created by the "loading or unloading" of that vehicle by any insured; (2) The existence of tools, uninstalled equipment or abandoned or unused materials; or (3) Products or operations for which the classification, listed in the Declarations or in a policy Schedule, states that products - completed operations are subject to the General Aggregate Limit. 23. "Property damage" means: a. Physical injury to tangible property, including all resulting loss of use of that property. All such loss of use will be deemed to occur at the time of the physical injury that caused it; or b. Loss of use of tangible property that is not physically injured. All such loss of use will be deemed to occur at the time of the "occurrence" that caused it. For the purposes of this insurance, "electronic data" is not tangible property. 24. "Slogan": a. Means a phrase that others use for the purpose of attracting attention in their advertising. b. Does not include a phrase used as, or in, the name of: (1) Any person or organization, other than you; or (2) Any business, or any of the premises, goods, products, services or work, of any person or organization, other than you. Page 20 of 21 m 2017 The Travelers Indemnity Company. All rights reserved. CG T1 00 02 19 Includes copyrighted material of Insurance Services Office, Inc. with Its permission. 25. "Suit" means a civil proceeding in which damages because of "bodily injury", "property damage" or "personal and advertising injury" to which this insurance applies are alleged. "Suit" includes: a. An arbitration proceeding in which such damages are claimed and to which the insured must submit or does submit with our consent; or b. Any other alternative dispute resolution proceeding in which such damages are claimed and to which the insured submits with our consent. 26. "Temporary worker" means a person who is furnished to you to substitute for a permanent "employee" on leave or to meet seasonal or short- term workload conditions. 27. "Title" means a name of a literary or artistic work 26. "Unsolicited communication" means any communication, in any form, that the recipient of such communication did not specifically request to receive. 29. "Volunteer worker" means a person who is not your "employee", and who donates his or her work and acts at the direction of and within the scope of duties determined by you, and is not paid a fee, salary or other compensation by you or anyone else for their work performed for you. 30. "Your product": a. Means: (1) Any goods or products, other than real property, manufactured, sold, handled, distributed or disposed of by: COMMERCIAL GENERAL LIABILITY (a) You; (b) Others trading under your name; or (c) A person or organization whose business or assets you have acquired; and (2) Containers (other than vehicles), materials, parts or equipment furnished in connection with such goods or products. b. Includes: (1) Warranties or representations made at any time with respect to the fitness, quality, durability, performance or use of "your product"; and (2) The providing of or failure to provide warnings or instructions. c. Does not include vending machines or other property rented to or located for the use of others but not sold. 31. "Your work": a. Means: (1) Work or operations performed by you or on your behalf; and (2) Materials, parts or equipment furnished in connection with such work or operations. b. Includes: (1) Warranties or representations made at any time with respect to the fitness, quality, durability, performance or use of "your work"; and (2) The providing of or failure to provide warnings or instructions. CG T1 00 02 19 02017 The Travelers Indemnity Company.All rights reserved. Page 21 of 21 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. XTEND ENDORSEMENT FOR ARCHITECTS, ENGINEERS AND SURVEYORS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART GENERAL DESCRIPTION OF COVERAGE — This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to this Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general coverage description only. Read all the provisions of this endorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. Non -Owned Watercraft — 75 Feet Long Or Less B. Who Is An Insured — Unnamed Subsidiaries C. Who Is An Insured — Retired Partners, Members, Directors And Employees D. Who Is An Insured — Employees And Volunteer Workers — Bodily Injury To Co -Employees, Co - Volunteer Workers And Retired Partners, Members, Directors And Employees E. Who Is An Insured — Newly Acquired Or Formed Limited LiabMity Companies F. Blanket Additional Insured —Controlling Interest G. Blanket Additional Insured — Mortgagees, Assignees, Successors Or Receivers PROVISIONS A. NON -OWNED WATERCRAFT — 75 FEET LONG OR LESS 1. The following replaces Paragraph (2) of Exclusion g., Aircraft, Auto Or Watercraft, in Paragraph 2. of SECTION I — COVERAGES — COVERAGE A — BODILY INJURY AND PROPERTY DAMAGE LIABILITY: (2) A watercraft you do not own that is: (a) 75 feet long or less; and (b) Not being used to carry any person or property for a charge; 2. The following replaces Paragraph 2.e. of SECTION II — WHO IS AN INSURED: e. Any person or organization that, with your express or implied consent, either H. Blanket Additional Insured — Governmental Entities — Permits Or Authorizations Relating To Premises I, Blanket Additional Insured — Governmental Entities — Permits Or Authorizations Relating To Operations J. Incidental Medical Malpractice K. Medical Payments — Increased Limit L. Amendment Of Excess Insurance Condition — Professional Liability M. Blanket Waiver Of Subrogation — When Required By Written Contract Or Agreement N. Contractual Liability —Railroads uses or is responsible for the use of a watercraft that you do not own that is: (1) 75 feet long or less; and (2) Not being used to carry any person or property for a charge: B. WHO IS AN INSURED — UNNAMED SUBSIDIARIES The following is added to SECTION II — WHO IS AN INSURED: Any of your subsidiaries, other than a partnership or joint venture, that is not shown as a Named Insured in the Declarations is a Named Insured if: a. You are the sole owner of, or maintain an ownership interest of more than 50 % in, such subsidiary on the first day of the policy period: and COMMERCIAL GENERAL LIABILITY b. Such subsidiary is not an insured under similar other insurance. No such subsidiary is an insured for "bodily injury" or "property damage" that occurred, or "personal and advertising injury" caused by an offense committed: a. Before you maintained an ownership interest of more than 50% in such subsidiary; or b. After the date, if any, during the policy period that you no longer maintain an ownership interest of more than 50 % in such subsidiary. For purposes of Paragraph 1. of Section II —Who Is An Insured, each such subsidiary will be deemed to be designated in the Declarations as: a. A limited liability company; b. An organization other than a partnership, joint venture or limited liability company; or c. A trust; as indicated in its name or the documents that govern its structure. C. WHO IS AN INSURED —RETIRED PARTNERS, MEMBERS, DIRECTORS AND EMPLOYEES The following is added to Paragraph 2. of SECTION II —WHO IS AN INSURED: Any person who is your retired partner, member, director or "employee" that is performing services for you under your direct supervision, but only for acts within the scope of their employment by you or while performing duties related to the conduct of your business. However, no such retired partner, member, director or "employee" is an insured for. (1) "Bodily injury": (a) To you, to your current partners or members (if you are a partnership or joint venture), to your current members (if you are a limited liability company) or to your current directors; (b) To the spouse, child, parent, brother or sister of that current partner, member or director as a consequence of Paragraph (1)(a) above; (c) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraph (1)(a) or (b) above; or (d) Arising out of his or her providing or failing to provide professional health care services. Unless you are in the business or occupation of providing professional health care services, Paragraphs (1)(a), (b), (c) and (d) above do not apply to "bodily injury" arising out of providing or failing to provide first aid or "Good Samaritan services" by any of your retired partners, members, directors or "employees", other than a doctor. Any such refired partners, members, directors or "employees" providing or failing to provide first aid or "Good Samaritan services" during their work hours for you will be deemed to be acting within the scope of their employment by you or performing duties related to the conduct of your business. (2) "Personal injury": (a) To you, to your current or retired partners or members ('If you are a partnership or joint venture), to your current or retired members (if you are a limited liability company), to your other current or retired directors or "employees" while in the course of his or her employment or performing duties related to the conduct of your business, or to your other "volunteer workers" while performing duties related to the conduct of your business; (b) To the spouse, child, parent, brother or sister of that current or retired partner, member, director, "employee" or nvolunteer worker" as a consequence of Paragraph (2)(a) above; (c) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraph (2)(a) or (b) above; or (d) Arising out of his or her providing or failing to provide professional health care services. (3) "Property damage" to property: (a) Owned, occupied or used by: or (b) Rented to, in the care, custody or control Of, or over which physical control is being exercised for any purpose by; you, any of your retired partners, members or directors, your current or retired "employees" or "volunteer workers", any current partner or member (If you are a partnership or joint venture), or any current member (if you are a limited liability company) or current director. CG D3 79 02 19 ® 2017 The Travelers Indemnity Company. All rights reserved. Page 1 of 6 Page 2 of 6 ® 2017 The Travelers Indemnity Company. All rights reserved. CIS D3 79 02 19 Includes copyrighted material of Insurance Services Office, Inc. with its permission. Includes copyrighted material of Insurance Services Office, Inc. with its permission. D. WHO IS AN INSURED — EMPLOYEES AND VOLUNTEER WORKERS — BODILY INJURY TO CO -EMPLOYEES, CO -VOLUNTEER WORKERS AND RETIRED PARTNERS, MEMBERS, DIRECTORS AND EMPLOYEES The following is added to Paragraph 2.a.(1) of SECTION 11— WHO IS AN INSURED: Paragraphs (1)(a). (b) and (c) above do not apply to "bodily injury' to a current or retired co - "employee" while in the course of the co - "employee's" employment by you or performing duties related to the conduct of your business, or to "bodily injury" to your other "volunteer workers" or retired partners, members or directors while performing duties related to the conduct of your business. E. WHO IS AN INSURED —NEWLY ACQUIRED OR FORMED LIMITED LIABILITY COMPANIES The following replaces Paragraph 3. of SECTION II — WHO IS AN INSURED: 3. Any organization you newly acquire or form, other than a partnership or joint venture, and of which you are the sole owner or in which you maintain an ownership interest of more than 50%, will qualify as a Named Insured if there is no other similar insurance available to that organization. However: a. Coverage under this provision is afforded only: (1) Until the 180th day after you acquire or form the organization or the end of the polity period, whichever is earlier, if you do not report such organization in writing to us within 180 days after you acquire or form it; or (2) Until the end of the policy period, when that date is later than 180 days after you acquire or form such organization, if you report such organization in writing to us within 180 days after you acquire or form it; b. Coverage A does not apply to "bodily injury' or "property damage" that occurred before you acquired or formed the organization: and c. Coverage B does not apply to "personal and advertising injury" arising out of an offense committed before you acquired or formed the organization. For the purposes of Paragraph 1. of Section II — Who Is An Insured, each such COMMERCIAL GENERAL LIABILITY organization will be deemed to be designated in the Declarations as: a. A limited liability company; b. An organization other than a partnership, joint venture or limited liability company; or c. A trust; as indicated in its name or the documents that govern its structure. F. BLANKET ADDITIONAL INSURED — CONTROLLING INTEREST 1. The following is added to SECTION II — WHO IS AN INSURED: Any person or organization that has financial control of you is an insured with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" that arises out of: a. Such financial control: or b. Such person's or organization's ownership, maintenance or use of premises leased to or occupied by you. The insurance provided to such person or organization does not apply to structural alterations, new construction or demolition operations performed by or on behalf of such person or organization. 2. The following is added to Paragraph 4. of SECTIO N 11 —WHO IS AN INSURED: This paragraph does not apply to any premises owner, manager or lessor that has financial control of you. G. BLANKET ADDITIONAL INSURED — MORTGAGEES, ASSIGNEES, SUCCESSORS OR RECEIVERS The following is added to SECTION 11 — WHO IS AN INSURED: Any person or organization that is a mortgagee, assignee, successor or receiver and that you have agreed in a written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only with respect to its liability as mortgagee, assignee, successor or receiver for "bodily injury", "property damage" or "personal and advertising injury" that: a. Is "bodily injury" or "property damage" that occurs, or is "personal and advertising injury" caused by an offense that is committed, COMMERCIAL GENERAL LIABILITY subsequent to the signing of that contract or agreement; and b. Arises out of the ownership, maintenance or use of the premises for which that mortgagee, assignee, successor or receiver is required under that contract or agreement to be included as an additional insured on this Coverage Part. The insurance provided to such mortgagee, assignee, successor or receiver is subject to the following provisions: a. The limits of insurance provided to such mortgagee, assignee, successor or receiver will be the minimum limits that you agreed to provide in the written contract or agreement, or the limits shown in the Declarations, whichever are less. b. The insurance provided to such person or organization does not apply to: (1) Any "bodily injury" or "property damage" that occurs, or any "personal and advertising injury" caused by an offense that is committed, after such contract or agreement is no longer in effect; or (2) Any "bodily injury", "property damage" or "personal and advertising injury" arising out of any structural alterations, new construction or demolition operations performed by or on behalf of such mortgagee, assignee, successor or receiver. H. BLANKET ADDITIONAL INSURED — GOVERNMENTAL ENTITIES — PERMITS OR AUTHORIZATIONS RELATING TO PREMISES The following is added to SECTION II — WHO IS AN INSURED: Any governmental entity that has issued a permit or authorization with respect to premises owned or occupied by, or rented or loaned to, you and that you are required by any ordinance, law, building code or written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" arising out of the existence, ownership, use, maintenance, repair, construction, erection or removal of any of the following for which that governmental entity has issued such permit or authorization: advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoist away openings, sidewalk vaults, elevators, street banners or decorations. I. BLANKET ADDITIONAL INSURED — GOVERNMENTAL ENTITIES — PERMITS OR AUTHORIZATIONS RELATING TO OPERATIONS The following is added to SECTION II — WHO IS AN INSURED: Any governmental entity that has issued a permit or authorization with respect to operations performed by you or on your behalf and that you are required by any ordinance, law, building code or written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" arising out of such operations. The insurance provided to such governmental entity does not apply to: a. Any "bodily injury", "property damage" or "personal and advertising injury" arising out of operations performed for the governmental entity; or b. Any "bodily injury" or "property damage" included in the "productstompleted operations hazard". J. INCIDENTAL MEDICAL MALPRACTICE 1. The following replaces Paragraph b. of the definition of "occurrence" in the DEFINITIONS Section: b. An act or omission committed in providing or failing to provide "incidental medical services", first aid or "Good Samaritan services" to a person, unless you are in the business or occupation of providing professional heath care services. 2. The following replaces the last paragraph of Paragraph 2.a.(1) of SECTION II — WHO IS AN INSURED: Unless you are in the business or occupation of providing professional health care services, Paragraphs (1)(a), (b), (c) and (d) above do not apply to "bodily injury" arising out of providing or failing to provide: (a) "Incidental medical services" by any of your "employees" who is a nurse, nurse assistant. emergency medical technician, paramedic, athletic trainer, audiologist, dietician, nutritionist, CIS D3 79 02 19 ® 2017 The Travelers Indemnity Company. All rights reserved. Page 3 of 6 Page 4 of 6 ® 2017 The Travelers Indemnity Company. All rights reserved. CG D3 79 02 19 Includes copyrighted material of Insurance Services Office, Inc. with its permission. Includes copyrighted material of Insurance Services Office, Inc. with its permission. occupational therapist or occupational therapy assistant, physical therapist or speech -language pathologist; or (b) First aid or "Good Samaritan services" by any of your "employees" or "volunteer workers", other than an employed or volunteer doctor. Any such "employees" or "volunteer workers" providing or failing to provide first aid or "Good Samaritan services" during their work hours for you will be deemed to be acting within the scope of their employment by you or performing duties related to the conduct of your business. 3. The following replaces the last sentence of Paragraph S. of SECTION III — LIMITS OF INSURANCE: For the purposes of determining the applicable Each Occurrence Limit, all related acts or omissions committed in providing or failing to provide "incidental medical services", first aid or "Good Samaritan services" to any one person will be deemed to be one "occurrence". 4. The following exclusion is added to Paragraph 2., Exclusions, of SECTION I — COVERAGES — COVERAGE A — BODILY INJURY AND PROPERTY DAMAGE LIABILITY: Sale Of Pharmaceuticals "Bodily injury" or "property damage" arising out of the violation of a penal statute or ordinance relating to the sale of pharmaceuticals committed by, or with the knowledge or consent of the insured. S. The following is added to the DEFINITIONS Section: "Incidental medical services" means: a. Medical, surgical, dental, laboratory, x- ray or nursing service or treatment, advice or instruction, or the related furnishing of food or beverages: or b. The furnishing or dispensing of drugs or medical, dental, or surgical supplies or appliances. 6. The following is added to Paragraph 4.b., Excess Insurance, of SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS: This insurance is excess over any valid and collectible other insurance, whether primary, excess, contingent or on any other basis, COMMERCIAL GENERAL LIABILITY that is available to any of your "employees" for "bodily injury" that arises out of providing or failing to provide "incidental medical services" to any person to the extent not subject to Paragraph 2.a.(1) of Section II — Who Is An Insured. K. MEDICAL PAYMENTS — INCREASED LIMIT The following replaces Paragraph 7. of SECTION III — LIMITS OF INSURANCE: 7. Subject to Paragraph 5. above, the Medical Expense Limit is the most we will pay under Coverage C for all medical expenses because of "bodily injury" sustained by any one person, and will be the higher of: a. $10,000; or b. The amount shown in the Declarations of this Coverage Part for Medical Expense Limit. L. AMENDMENT OF EXCESS INSURANCE CONDITION — PROFESSIONAL LIABILITY The following is added to Paragraph 4.b., Excess Insurance, of SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS: This insurance is excess over any of the other insurance, whether primary, excess, contingent or on any other basis, that is Professional Liability or similar coverage, to the extent the loss is not subject to the professional services exclusion of Coverage A or Coverage B. M. BLANKET WAIVER OF SUBROGATION — WHEN REQUIRED BY WRITTEN CONTRACT OR AGREEMENT The following is added to Paragraph B., Transfer Of Rights Of Recovery Against Others To Us, of SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS: If the insured has agreed in a written contract or agreement to waive that insured's right of recovery against any person or organization, we waive our right of recovery against such person or organization, but only for payments we make because of: a. "Bodily injury" or "property damage" that occurs; or b. "Personal and advertising injury" caused by an offense that is committed; subsequent to the signing of that contract or agreement. COMMERCIAL GENERAL LIABILITY N. CONTRACTUAL LIABILITY —RAILROADS 1. The following replaces Paragraph c. of the definition of "insured contract" in the DEFINITIONS Section: c. Any easement or license agreement; 2. Paragraph f.(1) of the definition of "insured contract" in the DEFINITIONS Section is deleted. CG D3 79 02 19 ® 2017 The Travelers Indemnity Company. All rights reserved. Page 5 of 6 Page 6 of 6 0 2017 The Travelers Indemnity Company. All rights reserved. CG D3 79 02 19 Includes copyrighted material of Insurance Services Office, Inc. with its permission. Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED - PRIMARY AND NON-CONTRIBUTORY WITH OTHER INSURANCE This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM PROVISIONS 1. The following is added to Paragraph A.1.c., Who Is An Insured, of SECTION II — COVERED AUTOS LIABILITY COVERAGE: This includes any person or organization who you are required under a written contract or agreement between you and that person or organization, that is signed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period, to name as an additional insured for Covered Autos Liability Coverage, but only for damages to which this insurance applies and only to the extent of that person's or organization's liability for the conduct of another "insured". The following is added to Paragraph B.5., Other Insurance of SECTION IV — BUSINESS AUTO CONDITIONS: Regardless of the provisions of paragraph a. and paragraph d. of this part 5. Other Insurance, this insurance is primary to and non-contributory with applicable other insurance under which an additional insured person or organization is the first named insured when the written contract or agreement between you and that person or organization, that is signed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period, requires this insurance to be primary and non-contributory. CA T4 74 02 16 © 2016 The Travelers Indemnity Company. All rights reserved. Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc. with its permission. Policy No. BA8P008954 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESS AUTO EXTENSION ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GENERAL DESCRIPTION OF COVERAGE — This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to the Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general cover- age description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this en- dorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. BROAD FORM NAMED INSURED B. BLANKET ADDITIONAL INSURED C. EMPLOYEE HIRED AUTO D. EMPLOYEES AS INSURED E. SUPPLEMENTARY PAYMENTS — INCREASED LIMITS F. HIRED AUTO — LIMITED WORLDWIDE COV- ERAGE — INDEMNITY BASIS G. WAIVER OF DEDUCTIBLE — GLASS PROVISIONS A. BROAD FORM NAMED INSURED The following is added to Paragraph A.1., Who Is An Insured, of SECTION II — COVERED AUTOS LIABILITY COVERAGE: Any organization you newly acquire or form dur- ing the policy period over which you maintain 50% or more ownership interest and that is not separately insured for Business Auto Coverage. Coverage under this provision is afforded only un- til the 180th day after you acquire or form the or- ganization or the end of the policy period, which- ever is earlier. B. BLANKET ADDITIONAL INSURED The following is added to Paragraph c. in A.1., Who Is An Insured, of SECTION II — COVERED AUTOS LIABILITY COVERAGE: Any person or organization who is required under a written contract or agreement between you and that person or organization, that is signed and executed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period, to be named as an addi- tional insured is an "insured" for Covered Autos Liability Coverage, but only for damages to which H. HIRED AUTO PHYSICAL DAMAGE — LOSS OF USE — INCREASED LIMIT I. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES — INCREASED LIMIT J. PERSONAL PROPERTY K. AIRBAGS L. NOTICE AND KNOWLEDGE OF ACCIDENT OR LOSS M. BLANKET WAIVER OF SUBROGATION N. UNINTENTIONAL ERRORS OR OMISSIONS this insurance applies and only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Section II. C. EMPLOYEE HIRED AUTO 1. The following is added to Paragraph A.1., Who Is An Insured, of SECTION II — COV- ERED AUTOS LIABILITY COVERAGE: An "employee" of yours is an "insured" while operating an "auto" hired or rented under a contract or agreement in an "employee's" name, with your permission, while performing duties related to the conduct of your busi- ness. 2. The following replaces Paragraph b. in B.5., Other Insurance, of SECTION IV — BUSI- NESS AUTO CONDITIONS.- b. For Hired Auto Physical Damage Cover- age, the following are deemed to be cov- ered "autos" you own: (1) Any covered "auto" you lease, hire, rent or borrow; and (2) Any covered "auto" hired or rented by your "employee" under a contract in an "employee's" name, with your CA T3 53 02 15 © 2015 The Travelers Indemnity Company. All rights reserved. Page 1 of 4 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL AUTO permission, while performing duties related to the conduct of your busi- ness. However, any "auto" that is leased, hired, rented or borrowed with a driver is not a covered "auto". D. EMPLOYEES AS INSURED The following is added to Paragraph A.1., Who Is An Insured, of SECTION II — COVERED AUTOS LIABILITY COVERAGE: Any "employee" of yours is an "insured" while us- ing a covered "auto" you don't own, hire or borrow in your business or your personal affairs. E. SUPPLEMENTARY PAYMENTS —INCREASED LIMITS 1. The following replaces Paragraph A.2.a.(2), of SECTION II — COVERED AUTOS LIABIL- ITY COVERAGE: (2) Up to $3,000 for cost of bail bonds (in- cluding bonds for related traffic law viola- tions) required because of an "accident" we cover. We do not have to furnish these bonds. 2. The following replaces Paragraph A.2.a.(4), of SECTION II — COVERED AUTOS LIABIL- ITY COVERAGE: (a) With respect to any claim made or "suit" brought outside the United States of America, the territories and possessions of the United States of America, Puerto Rico and Canada: (i) You must arrange to defend the "in- sured" against, and investigate or set- tle any such claim or "suit" and keep us advised of all proceedings and ac- tions. (ii) Neither you nor any other involved "insured" will make any settlement without our consent. (iii) We may, at our discretion, participate in defending the "insured" against, or in the settlement of, any claim or "suit". (iv) We will reimburse the "insured" for sums that the "insured" legally must pay as damages because of "bodily injury" or "property damage" to which this insurance applies, that the "in- sured" pays with our consent, but only up to the limit described in Para- graph C., Limits Of Insurance, of SECTION 11 — COVERED AUTOS LIABILITY COVERAGE. (4) All reasonable expenses incurred by the (v) We will reimburse the "insured" for "insured" at our request, including actual the reasonable expenses incurred loss of earnings up to $500 a day be- with our consent for your investiga- cause of time off from work. tion of such claims and your defense of the "insured" against any such F. HIRED AUTO — LIMITED WORLDWIDE COV- "suit", but only up to and included ERAGE — INDEMNITY BASIS within the limit described in Para - The following replaces Subparagraph (5) in Para- graph C., Limits Of Insurance, of graph B.7., Policy Period, Coverage Territory, SECTION II — COVERED AUTOS of SECTION IV — BUSINESS AUTO CONDI- LIABILITY COVERAGE, and not in TIONS: addition to such limit. Our duty to (5) Anywhere in the world, except any country or make such payments ends when we jurisdiction while any trade sanction, em- have used up the applicable limit of bargo, or similar regulation imposed by the insurance in payments for damages, United States of America applies to and pro- settlements or defense expenses. hibits the transaction of business with or (b) This insurance is excess over any valid within such country or jurisdiction, for Cov- and collectible other insurance available ered Autos Liability Coverage for any covered to the "insured" whether primary, excess, "auto" that you lease, hire, rent or borrow contingent or on any other basis. without a driver for a period of 30 days or less (c) This insurance is not a substitute for re - and that is not an auto" you lease, hire, rent quired or compulsory insurance in any or borrow from any of your "employees", country outside the United States, its ter - partners (if you are a partnership), members ritories and possessions, Puerto Rico and (if you are a limited liability company) or Canada. members of their households. Page 2 of 4 © 2015 The Travelers Indemnity Company. All rights reserved. CA T3 53 02 15 Includes copyrighted material of Insurance Services Office, Inc. with its permission. You agree to maintain all required or compulsory insurance in any such coun- try up to the minimum limits required by local law. Your failure to comply with compulsory insurance requirements will not invalidate the coverage afforded by this policy, but we will only be liable to the same extent we would have been liable had you complied with the compulsory in- surance requirements. (d) It is understood that we are not an admit- ted or authorized insurer outside the United States of America, its territories and possessions, Puerto Rico and Can- ada. We assume no responsibility for the furnishing of certificates of insurance, or for compliance in any way with the laws of other countries relating to insurance. G. WAIVER OF DEDUCTIBLE — GLASS The following is added to Paragraph D., Deducti- ble, of SECTION III — PHYSICAL DAMAGE COVERAGE: No deductible for a covered "auto" will apply to glass damage if the glass is repaired rather than replaced. H. HIRED AUTO PHYSICAL DAMAGE — LOSS OF USE — INCREASED LIMIT The following replaces the last sentence of Para- graph A.4.b., Loss Of Use Expenses, of SEC- TION III — PHYSICAL DAMAGE COVERAGE: However, the most we will pay for any expenses for loss of use is $65 per day, to a maximum of $750 for any one "accident". I. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES — INCREASED LIMIT The following replaces the first sentence in Para- graph A.4.a., Transportation Expenses, of SECTION III — PHYSICAL DAMAGE COVER- AGE: We will pay up to $50 per day to a maximum of $1,500 for temporary transportation expense in- curred by you because of the total theft of a cov- ered "auto" of the private passenger type. J. PERSONAL PROPERTY COMMERCIAL AUTO (2) In or on your covered "auto". This coverage applies only in the event of a total theft of your covered "auto". No deductibles apply to this Personal Property coverage. K. AIRBAGS The following is added to Paragraph B.3., Exclu- sions, of SECTION III — PHYSICAL DAMAGE COVERAGE: Exclusion 3.a. does not apply to "loss" to one or more airbags in a covered "auto" you own that in- flate due to a cause other than a cause of 'loss" set forth in Paragraphs A.1.b. and A.1.c., but only: a. If that "auto" is a covered "auto" for Compre- hensive Coverage under this policy; b. The airbags are not covered under any war- ranty; and c. The airbags were not intentionally inflated. We will pay up to a maximum of $1,000 for any one 'loss". L. NOTICE AND KNOWLEDGE OF ACCIDENT OR LOSS The following is added to Paragraph A.2.a., of SECTION IV — BUSINESS AUTO CONDITIONS: Your duty to give us or our authorized representa- tive prompt notice of the "accident' or 'loss" ap- plies only when the "accident" or 'loss" is known to: (a) You (if you are an individual); (b) A partner (if you are a partnership); (c) A member (if you are a limited liability com- pany); (d) An executive officer, director or insurance manager (if you are a corporation or other or- ganization); or (e) Any "employee" authorized by you to give no- tice of the "accident' or "loss". M. BLANKET WAIVER OF SUBROGATION The following replaces Paragraph A.5., Transfer Of Rights Of Recovery Against Others To Us, of SECTION IV — BUSINESS AUTO CONDI- TIONS: The following is added to Paragraph AA., Cover- 5. Transfer Of Rights Of Recovery Against age Extensions, of SECTION III — PHYSICAL Others To Us DAMAGE COVERAGE: We waive any right of recovery we may have Personal Property against any person or organization to the ex- tent required of you by a written contract We will pay up to $400 for 'loss" to wearing ap- signed and executed prior to any "accident' parel and other personal property which is: or "loss", provided that the "accident' or "loss" (1) Owned by an "insured"; and arises out of operations contemplated by CA T3 53 02 15 © 2015 The Travelers Indemnity Company. All rights reserved. Page 3 of 4 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL AUTO such contract. The waiver applies only to the The unintentional omission of, or unintentional person or organization designated in such error in, any information given by you shall not contract. prejudice your rights under this insurance. How- N. UNINTENTIONAL ERRORS OR OMISSIONS ever this provision does not affect our right to col - The following is added to Paragraph B.2., Con- lect additional premium or exercise our right of cealment, Misrepresentation, Or Fraud, of cancellation or non -renewal. SECTION IV — BUSINESS AUTO CONDITIONS: Page 4 of 4 © 2015 The Travelers Indemnity Company. All rights reserved. CA T3 53 02 15 Includes copyrighted material of Insurance Services Office, Inc. with its permission. UMBRELLA EXCESS FOLLOW -FORM AND UMBRELLA LIABILITY INSURANCE THIS POLICY, IN PART, PROVIDES FOLLOW -FORM LIABILITY COVERAGE. COVERAGE WILL APPLY ON A CLAIMS -MADE BASIS WHEN FOLLOWING CLAIMS -MADE UNDERLYING INSURANCE. COVERAGE WILL APPLY ON A DEFENSE -WITHIN -LIMITS BASIS WHEN FOLLOWING UNDERLYING INSURANCE UNDER WHICH DEFENSE EXPENSES ARE PAYABLE WITHIN, AND NOT IN ADDITION TO, THE LIMITS OF INSURANCE. WHEN FOLLOWING SUCH UNDERLYING INSURANCE, PAYMENT OF DEFENSE EXPENSES UNDER THIS POLICY WILL REDUCE, AND MAY EXHAUST, THE LIMITS OF INSURANCE OF THIS POLICY. PLEASE READ THE ENTIRE POLICY CAREFULLY. Various provisions in this policy restrict coverage. Read the entire policy carefully to determine rights, duties and what is and is not covered. Throughout this policy, the words "you" and "your" refer to the Named Insured shown in the Declarations and any other person or organization qualifying as a Named Insured under this policy. The words "we", "us" and "our" refer to the company providing this insurance. The word "insured" means any person or organization qualifying as such under SECTION II — WHO IS AN INSURED. Other words and phrases that appear in quotation marks have special meaning. Refer to SECTION VI — DEFINITIONS. SECTION I — COVERAGES A. COVERAGE A — EXCESS FOLLOW -FORM LIABILITY 1. We will pay on behalf of the insured those sums, in excess of the "applicable underlying limit", that the insured becomes legally obligated to pay as damages to which Coverage A of this insurance applies, provided that the "underlying insurance" would apply to such damages but for the exhaustion of its applicable limits of insurance. If a sublimit is specified in any "underlying insurance", Coverage A of this insurance applies to damages that are in excess of that sublimit only if such sublimit is shown for that "underlying insurance" in the Schedule Of Underlying Insurance. 2. Coverage A of this insurance is subject to the same terms, conditions, agreements, exclusions and definitions as the "underlying insurance", except with respect to any provisions to the contrary contained in this insurance. 3. The amount we will pay for damages is limited as described in SECTION III — LIMITS OF INSURANCE. 4. For the purposes of Paragraph 1. above: a. The applicable limit of insurance stated for the policies of "underlying insurance" in the Schedule Of Underlying Insurance will be considered to be reduced or exhausted only by the following payments: (1) Payments of judgments or settlements for damages that are covered by that "underlying insurance". However, if such "underlying insurance" has a policy period which differs from the policy period of this Excess Follow -Form And Umbrella Liability Insurance, any such payments for damages that would not be covered by this Excess EU 00 01 07 16 © 2016 The Travelers Indemnity Company. All rights reserved. Page 1 of 22 UMBRELLA Follow -Form And Umbrella Liability 5. When the "underlying insurance" applies on a Insurance because of its different claims -made basis and includes a retroactive policy period will not reduce or date provision, the retroactive date for exhaust the applicable limit of Coverage A of this insurance is the same as insurance stated for such "underlying the retroactive date of that "underlying insurance"; insurance". (2) Payments of "medical expenses" that B. COVERAGE B — UMBRELLA LIABILITY are covered by that "underlying 1. We will pay on behalf of the insured those insurance" and are incurred for sums in excess of the "self -insured retention" "bodily injury" caused by an accident that the insured becomes legally obligated to that takes place during the policy pay as damages because of "bodily injury", period of this Excess Follow -Form "property damage", "personal injury" or And Umbrella Liability Insurance; or "advertising injury" to which Coverage B of (3) Payments of defense expenses that this insurance applies. are covered by that "underlying 2. Coverage B of this insurance applies to insurance", only if such "underlying "bodily injury" or "property damage" only if: insurance" includes such payments the limits insurance. a. The "bodily injury" or "property damage" is within of However, if such "underlying caused by an "occurrence" that takes insurance" has a policy period which place anywhere in the world; differs from the policy period of this b. The "bodily injury" or "property damage" Excess Follow -Form And Umbrella occurs during the policy period; and Liability Insurance, any such c. Prior to the policy period, no insured listed payments for defense expenses that under Paragraph 1. in Paragraph B., would not be covered by this Excess Follow -Form And Umbrella Liability COVERAGE B — UMBRELLA Insurance because of its different LIABILITY, of SECTION II — WHO IS AN policy period will not reduce or INSURED and no "employee" authorized exhaust the applicable limit of by you to give or receive notice of an insurance stated for such "underlying "occurrence" or claim, knew that the insurance". "bodily injury" or "property damage" had occurred, in whole or in part. If such a If the applicable limit of insurance stated listed insured or authorized "employee" for the policies of "underlying insurance" knew, prior to the policy period, that the in the Schedule Of Underlying Insurance "bodily injury" or "property damage" is actually reduced or exhausted by other occurred, in whole or in part, then any payments, Coverage A of this insurance continuation, change or resumption of is not invalidated. However, in the event such "bodily injury" or "property damage" of a loss, we will pay only to the extent during or after the policy period will be that we would have paid had such limit deemed to have been known prior to the not been actually reduced or exhausted policy period. by such other payments. 3. Coverage B of this insurance applies to b. If any "underlying insurance" has a limit of "personal injury" or "advertising injury" insurance greater than the amount shown caused by an offense arising out of your for that insurance in the Schedule of business, but only if the offense was Underlying Insurance, this insurance will committed during the policy period apply in excess of that greater amount. If anywhere in the world. any "underlying insurance" has a limit of 4. The amount we will pay for damages is limited insurance, prior to any reduction or as described in SECTION III — LIMITS OF exhaustion by payment of damages, INSURANCE. "medical expenses" or defense expenses described in Paragraph a. above, that is 5. "Bodily injury" or "property damage": less than the amount shown for that a. Which occurs during the policy period; and insurance in the Schedule Of Underlying b. Which was not prior to, but was during, the Insurance, this insurance will apply in policy period known to have occurred by excess of the amount shown for such insurance in the Schedule Of Underlying any insured listed under Paragraph 1. in Insurance. Paragraph B., COVERAGE B — Page 2 of 22 © 2016 The Travelers Indemnity Company. All rights reserved. EU 00 01 07 16 UMBRELLA UMBRELLA LIABILITY of SECTION II — WHO IS AN INSURED, or any "employee" authorized by you to give notice of an "occurrence" or claim; includes any continuation, change or resumption of the "bodily injury" or "property damage" after the end of the policy period. "Bodily injury" or "property damage" will be deemed to have been known to have occurred at the earliest time when any insured listed under Paragraph 1. in Paragraph B., COVERAGE B — UMBRELLA LIABILITY, of SECTION 11 — WHO IS AN INSURED or any "employee" authorized by you to give or receive notice of an "occurrence" or claim: a. Reports all, or any part, of the "bodily injury" or "property damage" to us or any other insurer: b. Receives a written or verbal demand or claim for damages because of the "bodily injury" or "property damage"; or c. Becomes aware by any other means that the "bodily injury" or "property damage" has occurred or has begun to occur. 7. Damages because of "bodily injury" include damages claimed by any person or organization for care, loss of services or death resulting at any time from the "bodily injury". 8. Coverage B of this insurance does not apply to damages covered by any "underlying insurance" or that would have been covered by any "underlying insurance" but for the exhaustion of its applicable limit of insurance. C. COVERAGE C — CRISIS MANAGEMENT SERVICE EXPENSES 1. We will reimburse the insured, or pay on the insured's behalf, "crisis management service expenses" to which Coverage C applies. 2. Coverage C of this insurance applies to "crisis management service expenses" that: a. Arise out of a "crisis management event" that first commences during the policy period; b. Are incurred by the insured, after a "crisis management event" first commences and before such event ends; and c. Are submitted to us within 180 days after the "crisis management advisor" advises you that the "crisis management event" no longer exists. a. First commence at the time when any "executive officer" first becomes aware of an "event" or "occurrence" that leads to that "crisis management event"; and b. End when we decide that the crisis no longer exists or when the Crisis Management Service Expenses Limit has been exhausted, whichever occurs first. 4. The amount we will pay for "crisis management service expenses" is limited as described in SECTION III — LIMITS OF INSURANCE. S. A "self -insured retention" does not apply to "crisis management service expenses". 6. Any payment of "crisis management service expenses" that we make will not be determinative of our obligations under this insurance with respect to any claim or "suit" or create any duty to defend or indemnify any insured for any claim or "suit". D. DEFENSE AND SUPPLEMENTARY PAYMENTS We will have the right and duty to defend the insured: a. Under Coverage A, against a "suit" seeking damages to which such coverage applies, if: (1) The "applicable underlying limit" is the applicable limit of insurance stated for a policy of "underlying insurance" in the Schedule Of Underlying Insurance and such limit has been exhausted solely due to payments as permitted in Paragraphs 4.a.(1), (2) and (3) of COVERAGE A — EXCESS FOLLOW -FORM LIABILITY of SECTION I — COVERAGES: or (2) The "applicable underlying limit" is the applicable limit of any "other insurance" and such limit has been exhausted by payments of judgments, settlements or medical expenses, or related costs or expenses (if such costs or expenses reduce such limits). For any "suit" for which we have the right and duty to defend the insured under Coverage A, defense expenses will be within the limits of insurance of this policy when such expenses are within the limits of insurance of the applicable "underlying insurance": or 3. A "crisis management event" will be deemed b. Under Coverage B, against a "suit" to: seeking damages to which such coverage applies. EU 00 01 07 16 © 2016 The Travelers Indemnity Company. All rights reserved. Page 3 of 22 UMBRELLA 2. We have no duty to defend any insured against any "suit": a. Seeking damages to which this insurance does not apply; or b. If any other insurer has a duty to defend. 3. When we have the duty to defend, we may, at our discretion, investigate and settle any claim or "suit". In all other cases, we may, at our discretion, participate in the investigation, defense and settlement of any claim or "suit" for damages to which this insurance may apply. If we exercise such right to participate, all expenses we incur in doing so will not reduce the applicable limits of insurance. 4. Our duty to defend ends when we have used up the applicable limit of insurance in the payment of judgments or settlements, or defense expenses if such expenses are within the limits of insurance of this policy. 5. We will pay, with respect to a claim we investigate or settle, or "suit" against an insured we defend: a. All expenses we incur. b. The cost of: (1) Bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which this insurance applies; or (2) Appeal bonds and bonds to release attachments; but only for bond amounts within the applicable limit of insurance. We do not have to furnish these bonds. c. All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of such claim or "suit", including actual loss of earnings up to $1,000 a day because of time off from work. d. All court costs taxed against the insured in the "suit". However, these payments do not include attorneys' fees or attorneys' expenses taxed against the insured. e. Prejudgment interest awarded against the insured on that part of the judgment we pay. If we make an offer to pay the applicable limit of insurance, we will not pay any prejudgment interest based on that period of time after the offer. applicable limit of insurance. If we do not pay part of the judgment for any reason other than it is more than the applicable limit of insurance, we will not pay any interest that accrues on that portion of the judgment. With respect to a claim we investigate or settle, or "suit" against an insured we defend under COVERAGE A — EXCESS FOLLOW - FORM LIABILITY, these payments will not reduce the applicable limits of insurance, but only if the applicable "underlying insurance" provides for such payments in addition to its limits of insurance. With respect to a claim we investigate or settle, or "suit" against an insured we defend under COVERAGE B — UMBRELLA LIABILITY, these payments will not reduce the applicable limits of insurance. SECTION II — WHO IS AN INSURED A. COVERAGE A — EXCESS FOLLOW -FORM LIABILITY With respect to Coverage A, the following persons and organizations qualify as insureds: 1. The Named Insured shown in the Declarations; and 2. Any other person or organization qualifying as an insured in the "underlying insurance". If you have agreed to provide insurance for that person or organization in a written contract or agreement: a. The limits of insurance afforded to such person or organization will be: (1) The amount by which the minimum limits of insurance you agreed to provide such person or organization in that written contract or agreement exceed the total limits of insurance of all applicable "underlying insurance", or (2) The limits of insurance of this policy; whichever is less; and b. Coverage under this policy does not apply to such person or organization if the minimum limits of insurance you agreed to provide such person or organization in that written contract or agreement are wholly within the total limits of insurance of all available applicable "underlying insurance". f. All interest that accrues on the full amount B. COVERAGE B — UMBRELLA LIABILITY of any judgment after entry of the With respect to Coverage B: judgment and before we have paid, offered to pay or deposited in court the 1. The Named Insured shown in the part of the judgment that is within the Declarations is an insured. 2. If you are: Page 4 of 22 © 2016 The Travelers Indemnity Company. All rights reserved. EU 00 01 07 16 [111105l1:4211 1 a. An individual, your spouse is also an insured, but only with respect to the conduct of a business of which you are the sole owner. b. A partnership or joint venture, your members, your partners and their spouses are also insureds, but only with respect to the conduct of your business. c. A limited liability company, your members are also insureds, but only with respect to the conduct of your business. Your managers are also insureds, but only with respect to their duties as your managers. d. An organization other than a partnership, joint venture or limited liability company, your 'officers" and directors are also insureds, but only with respect to their duties as your 'officers" or directors. Your stockholders are also insureds, but only with respect to their liability as stockholders. e. A trust, your trustees are also insureds, but only with respect to their duties as trustees. 3. Each of the following is also an insured: a. Your "volunteer workers" only while performing duties related to the conduct of your business, or your "employees", other than either your "officers" (if you are an organization other than a partnership, joint venture or limited liability company) or your managers (if you are a limited liability company), but only for acts within the scope of their employment by you or while performing duties related to the conduct of your business. However, none of these "employees" or "volunteer workers" are insureds for: (1) "Bodily injury" or "personal injury": (a) To you, to your partners or members (if you are a partnership or joint venture), to your members (if you are a limited liability company), to a co -"employee" while in the course of his or her employment or performing duties related to the conduct of your business, or to your other "volunteer workers" while performing duties related to the conduct of your business; (b) To the spouse, child, parent, brother or sister of that co - "employee" or "volunteer worker" as a consequence of Paragraph (1)(a) above; (c) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraph (1)(a) or (b) above; or (d) Arising out of his or her providing or failing to provide professional health care services. Unless you are in the business or occupation of providing professional health care services, Paragraphs (1)(a), (b), (c) and (d) above do not apply to "bodily injury" arising out of providing or failing to provide first aid or "Good Samaritan services" by any of your "employees" or "volunteer workers" other than an employed or volunteer doctor. Any such "employees" or "volunteer workers" providing or failing to provide first aid or "Good Samaritan services" during their work hours for you will be deemed to be acting within the scope of their employment by you or performing duties related to the conduct of your business. (2) "Property damage" to property: (a) Owned, occupied or used by; or (b) Rented to, in the care, custody or control of, or over which physical control is being exercised for any purpose by; you, any of your "employees" or "volunteer workers", any of your partners or members (if you are a partnership or joint venture), or any of your members (if you are a limited liability company). b. Any person (other than your "employee" or "volunteer worker"), or any organization, while acting as your real estate manager. c. Any person or organization having proper temporary custody of your property if you die, but only: (1) With respect to liability arising out of the maintenance or use of that property; and (2) Until your legal representative has been appointed. d. Your legal representative if you die, but only with respect to duties as such. That EU 00 01 07 16 © 2016 The Travelers Indemnity Company. All rights reserved. Page 5 of 22 UMBRELLA representative will have all your rights and duties under this insurance. 4. Any organization, other than a partnership, joint venture or limited liability company, of which you are the sole owner, or in which you maintain an ownership interest of more than 50%, on the first day of the policy period is an insured and will qualify as a Named Insured. No such organization is an insured or will qualify as a Named Insured for "bodily injury" or "property damage" that occurred, or "personal injury" or "advertising injury" caused by an offense committed after the date, if any, during the policy period, that you no longer maintain an ownership interest of more than 50% in such organization. 5. Any organization you newly acquire or form, other than a partnership, joint venture or limited liability company, and of which you are the sole owner, or in which you maintain an ownership interest of more than 50%, is an insured and will qualify as a Named Insured if there is no other similar insurance available to that organization. However: a. Coverage under this provision is afforded only until the 1801h day after you acquire or form the organization or the end of the policy period, whichever is earlier; and b. Coverage for such organization does not apply to: (1) "Bodily injury" or "property damage" that occurred; or (2) "Personal injury" or "advertising injury" arising out of an offense committed; before you acquired or formed the organization. No person or organization is an insured or will qualify as a Named Insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations. This paragraph does not apply to any such partnership, joint venture or limited liability company that otherwise qualifies as an insured under Paragraph B. of SECTION II — WHO IS AN INSURED. C. COVERAGE C — CRISIS MANAGEMENT SERVICE EXPENSES With respect to Coverage C, the following persons and organizations are insureds and will qualify as Named Insureds: 2. Any organization, other than a partnership, joint venture or limited liability company, of which you are the sole owner, or in which you maintain an ownership interest of more than 50%, on the first day of the policy period. No such organization is an insured or will qualify as a Named Insured for "crisis management service expenses" arising out of a "crisis management event" that first commences after the date, if any, during the policy period, that you no longer maintain an ownership interest of more than 50% in such organization. 3. Any organization you newly acquire or form, other than a partnership, joint venture or limited liability company, and of which you are the sole owner, or in which you maintain an ownership interest of more than 50%, if there is no other similar insurance available to that organization. However: a. Coverage under this provision is afforded only until the 180`h day after you acquire or form the organization or the end of the policy period, whichever is earlier; and b. Coverage for such organization does not apply to "crisis management service expenses" arising out of a "crisis management event" that occurred before you acquired or formed the organization, even if an "executive officer" only first becomes aware of an "event' or "occurrence" that leads to such "crisis management event' after the date you acquired or formed the organization. No person or organization is an insured or will qualify as a Named Insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations. SECTION III — LIMITS OF INSURANCE A. The Limits of Insurance shown in the Declarations and the rules below fix the most we will pay for the amounts described below to which this insurance applies regardless of the number of: 1. Insureds; 2. Claims made or "suits" brought; 3. Number of vehicles involved; 4. Persons or organizations making claims or bringing "suits"; or 5. Coverages provided under this insurance. 1. The Named Insured shown in the As indicated in Paragraph D.1. of SECTION I — Declarations. COVERAGES, for any suit, for which we have the right and duty to defend the insured under Coverage A, defense expenses will be within the Page 6 of 22 © 2016 The Travelers Indemnity Company. All rights reserved. EU 00 01 07 16 UMBRELLA limits of insurance of this policy when such F. The limits of insurance of this policy apply expenses are within the limits of insurance of the separately to each consecutive annual period and applicable "underlying insurance". to any remaining period of less than 12 months, B. The General Aggregate Limit is the most we will starting with the beginning of the policy period pay for the sum of all: shown in the Declarations. If the policy period is extended after issuance for an additional period of 1. Damages; and less than 12 months, the additional period will be 2. Defense expenses if such expenses are deemed part of the last preceding period for within the limits of insurance of this policy; purposes of determining the limits of insurance. except: SECTION IV — EXCLUSIONS 1. Damages and defense expenses because of This insurance does not apply to: "bodily injury" or "property damage" included A. With respect to Coverage A and Coverage B: in the "auto hazard"; 1. Asbestos 2. Damages and defense expenses because of "bodily injury" or "property damage" included a. Damages arising out of the actual or in the "products -completed operations alleged presence or actual, alleged or hazard"; or threatened dispersal of asbestos, asbestos fibers or products containing 3. Damages and defense expenses for which asbestos, provided that the damages are insurance is provided under any Aircraft caused or contributed to by the hazardous Liability coverage included as "underlying properties of asbestos. insurance" to which no aggregate limit applies. b. Damages arising out of the actual or C. The Products -Completed Operations Aggregate alleged presence or actual, alleged or Limit is the most we will pay for the sum of all: threatened dispersal of any solid, liquid, gaseous or thermal irritant or 1. Damages; and contaminant, including smoke, vapors, 2. Defense expenses if such expenses are soot, fumes, acids, alkalis, chemicals and within the limits of insurance of this policy; waste, and that are part of any claim or because of "bodily injury" or "property damage" "suit" which also alleges any damages included in the "products -completed operations described in Paragraph a. above. hazard". c. Any loss, cost or expense arising out of D. Subject to Paragraph B. or C. above, whichever any: applies, the Occurrence Limit is the most we will (1) Request, demand, order or statutory pay for the sum of all: or regulatory requirement that any 1. Damages, and defense expenses if such insured or others test for, monitor, expenses are within the limits of insurance of clean up, remove, contain, treat, this policy, under Coverage A arising out of detoxify or neutralize, or in any way any one "event" to which the "underlying respond to, or assess the effects of, insurance" applies a limit of insurance that is asbestos, asbestos fibers or products separate from any aggregate limit of containing asbestos; or insurance; and (2) Claim or "suit" by or on behalf of any 2. Damages under Coverage B because of all governmental authority or any other "bodily injury", "property damage", "personal person or organization because of injury" or "advertising injury" arising out of any testing for, monitoring, cleaning up, one "occurrence". removing, containing, treating, For the purposes of determining the applicable detoxifying or neutralizing, or in any Occurrence Limit, all related acts or omissions way responding to, or assessing committed in the providing or failing to provide the effects of, asbestos, asbestos first aid or "Good Samaritan services" to any one fibers or products containing asbestos. person will be considered one "occurrence". 2. Employment -Related Practices E. The Crisis Management Service Expenses Limit Damages because of injury to: is the most we will pay for the sum of all "crisis management service expenses" arising out of all a. A person arising out of any: "crisis management events". Payment of such (1) Refusal to employ that person; "crisis management service expenses" is in addition to, and will not reduce, any other limit of (2) Termination of that person's insurance of this policy. employment; or EU 00 01 07 16 © 2016 The Travelers Indemnity Company. All rights reserved. Page 7 of 22 UMBRELLA (3) Employment -related practice, policy, act or omission, such as coercion, demotion, evaluation, reassignment, discipline, failure to promote or advance, harassment, humiliation, discrimination, libel, slander, violation of the person's right of privacy, malicious prosecution or false arrest, detention or imprisonment, applied to or directed at that person, regardless of whether such practice, policy, act or omission occurs, is applied or is committed before, during or after the time of that person's employment; or b. The spouse, child, parent, brother or sister of that person as a consequence of injury to that person as described in Paragraphs a.(1), (2) or (3) above. This exclusion applies: a. Whether the insured may be liable as an employer or in any other capacity; and b. To any obligation to share damages with or repay someone else who must pay damages because of the injury. 3. ERISA, COBRA And Similar Laws Any obligation of the insured under: a. The Employees Retirement Income Security Act Of 1974 (ERISA) or any of its amendments; b. The Consolidated Omnibus Budget Reconciliation Act of 1985 (COBRA) or any of its amendments; or c. Any similar common or statutory law of any jurisdiction. 4. Medical Expenses Or Payments Any obligation of the insured under any "medical expenses" or medical payments coverage. 5. Nuclear Material Damages arising out of: a. The actual, alleged or threatened exposure of any person or property to; or b. The "hazardous properties" of; any "nuclear material". As used in this exclusion: a. "Hazardous properties" includes radioactive, toxic or explosive properties; b. "Nuclear material" means "source material", "special nuclear material" or "by-product material"; and c. "Source material", "special nuclear material" and "by-product material" have the meanings given them in the Atomic Energy Act of 1954 or any of its amendments. 6. Uninsured or Underinsured Motorists, No - Fault And Similar Laws Any liability imposed on the insured, or the insured's insurer, under any of the following laws: a. Uninsured motorists; b. Underinsured motorists; c. Auto no-fault or other first -party personal injury protection (PIP); d. Supplementary uninsured/underinsured motorists (New York); or e. Medical expense benefits and income loss benefits (Virginia). 7. War Damages arising out of: a. War, including undeclared or civil war; or b. Warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any government, sovereign or other authority using military personnel or other agents; or c. Insurrection, rebellion, revolution, usurped power or action taken by governmental authority in hindering or defending against any of these. 8. Workers Compensation And Similar Laws Any obligation of the insured under a workers compensation, disability benefits or unemployment compensation law or any similar law. B. With respect to Coverage B: 1. Expected Or Intended Bodily Injury Or Property Damage "Bodily injury" or "property damage" expected or intended from the standpoint of the insured. This exclusion does not apply to "bodily injury" or "property damage" resulting from the use of reasonable force to protect persons or property. 2. Contractual Liability "Bodily injury", "property damage", "personal injury" or "advertising injury" for which the insured is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the insured would have in the absence of the contract or agreement. Page 8 of 22 © 2016 The Travelers Indemnity Company. All rights reserved. EU 00 01 07 16 UMBRELLA 3. Liquor Liability "Bodily injury" or "property damage" for which any insured may be liable by reason of: a. Causing or contributing to the intoxication of any person, including causing or contributing to the intoxication of any person because alcoholic beverages were permitted to be brought on your premises for consumption on your premises; b. The furnishing of alcoholic beverages to a person under the legal drinking age or under the influence of alcohol; or c. Any statute, ordinance or regulation relating to the sale, gift, distribution or use of alcoholic beverages. 4. Employers Liability "Bodily injury" to: a. An "employee" of the insured arising out of and in the course of: (1) Employment by the insured; or (2) Performing duties related to the conduct of the insured's business; or b. The spouse, child, parent, brother or sister of that "employee" as a consequence of "bodily injury" described in Paragraph a. above. This exclusion applies: a. Whether the insured may be liable as an employer or in any other capacity; and b. To any obligation to share damages with or repay someone else who must pay damages because of the "bodily injury". 5. Pollution a. "Bodily injury", "property damage", "personal injury" or "advertising injury" arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of "pollutants". b. Any loss, cost or expense arising out of any: (1) Request, demand, order or statutory or regulatory requirement that any insured or any other person or organization test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of, "pollutants"; or (2) Claim or "suit" by or on behalf of any governmental authority or any other person or organization because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing, or in any way responding to, or assessing the effects of, "pollutants". 6. Aircraft "Bodily injury" or "property damage" arising out of the ownership, maintenance, use or entrustment to others of any aircraft owned or operated by or rented or loaned to any insured. Use includes operation and "loading or unloading". This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "property damage" involved the ownership, maintenance, use or entrustment to others of any aircraft that is owned or operated by or rented or loaned to any insured. 7. Auto "Bodily injury" or "property damage" arising out of the ownership, maintenance, use or entrustment to others of any "auto". Use includes operation and "loading or unloading". This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "property damage" involved the ownership, maintenance, use or entrustment to others of any "auto". This exclusion does not apply to "bodily injury" or "property damage" caused by an "occurrence" that takes place outside of the United States of America (including its territories and possessions), Puerto Rico and Canada. 8. Watercraft "Bodily injury" or "property damage" arising out of the ownership, maintenance, use or entrustment to others of any watercraft owned or operated by or rented or loaned to any insured. Use includes operation and "loading or unloading". This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "property damage" involved the ownership, EU 00 01 07 16 © 2016 The Travelers Indemnity Company. All rights reserved. Page 9 of 22 LlrJdiDIMINW1 maintenance, use or entrustment to others of 11. Damage To Impaired Property Or Property any watercraft that is owned or operated by Not Physically Injured or rented or loaned to any insured. "Property damage" to "impaired property", or This exclusion does not apply to a watercraft: property that has not been physically injured, a. While ashore on premises owned by or arising out of: rented to any insured; or a. A defect, deficiency, inadequacy or b. That is 50-feet long or less and that: dangerous condition in "your product" or "your work"; or (1) You own; or b. A delay or failure by you, or anyone acting (2) You do not own and is not being used on your behalf, to fulfill the terms of a to carry any person or property for a contract or agreement. charge. This exclusion does not apply to the loss of 9. Electronic Data use of other property arising out of sudden and accidental physical injury to "your Damages claimed for the loss of, loss of use product" or "your work" after it has been put to of, damage to, corruption of, inability to its intended use. access, or inability to manipulate "electronic data". 12. Recall Of Products, Work Or Impaired Property 10. Damage To Property, Products Or Work Damages claimed for any loss, cost or "Property damage" to: expense incurred by you or others for the loss a. Property you own, rent or occupy, of use, withdrawal, recall, inspection, repair, including any costs or expenses incurred replacement, adjustment, removal or disposal by you, or any other person or of: organization, for repair, replacement, a. "Your product"; enhancement, restoration or maintenance b. "Your work"; or of such property for any reason, including prevention of injury to a person or c. "Impaired property"; damage to another's property; if such product, work or property is withdrawn b. Premises you sell, give away or abandon or recalled from the market or from use by if the "property damage" arises out of any any person or organization because of a part of those premises; known or suspected defect, deficiency, inadequacy or dangerous condition in it. c. Property loaned to you; 13. Violation Of Consumer Financial d. Personal property in the care, custody or Protection Laws control of the insured; "Bodily injury", "property damage", "personal e. That particular part of real property on injury" or "advertising injury" arising out of any which you or any contractors or actual or alleged violation of a "consumer subcontractors working directly or financial protection law", or any other "bodily indirectly on your behalf are performing injury", "property damage", "personal injury" or operations if the "property damage" "advertising injury" alleged in any claim or arises out of those operations; "suit" that also alleges any such violation. f. That particular part of any property that 14. Unsolicited Communication must be restored, repaired or replaced "Bodily injury", "property damage", "personal because "your work" was incorrectly injury" or "advertising injury" arising out of any performed on it; actual or alleged violation of any law that g. "Your product" arising out of "your restricts or prohibits the sending, transmitting product" or any part of it; or or distributing of "unsolicited communication". h. "Your work" arising out of "your work" or 15. Access Or Disclosure Of Confidential Or any part of it and included in the Personal Information "products -completed operations hazard". "Bodily injury", "property damage", "personal injury" or "advertising injury" arising out of any access to or disclosure of any person's or organization's confidential or personal information. Page 10 of 22 © 2016 The Travelers Indemnity Company. All rights reserved. EU 00 01 07 16 UMBRELLA 16. Knowing Violation Of Rights Of Another "Personal injury" or "advertising injury" caused by or at the direction of the insured with the knowledge that the act would violate the rights of another and would inflict "personal injury" or "advertising injury". 17. Material Published With Knowledge Of Falsity "Personal injury" or "advertising injury" arising out of oral or written publication, including publication by electronic means, of material, if done by or at the direction of the insured with knowledge of its falsity. 18. Material Published Or Used Prior To Policy Period a. "Personal injury" or "advertising injury" arising out of oral or written publication, including publication by electronic means, of material whose first publication took place before the beginning of the policy period; or b. "Advertising injury" arising out of infringement of copyright, "title" or "slogan" in your "advertisement" whose first infringement in your "advertisement" was committed before the beginning of the policy period. 19. Criminal Acts "Personal injury" or "advertising injury" arising out of a criminal act committed by or at the direction of the insured. 20. Breach Of Contract "Personal injury" or "advertising injury" arising out of a breach of contract. 21. Quality Or Performance Of Goods — Failure To Conform To Statements "Advertising injury" arising out of the failure of goods, products or services to conform with any statement of quality or performance made in your "advertisement". 22. Wrong Description Of Prices "Advertising injury" arising out of the wrong description of the price of goods, products or services stated in your "advertisement". 23. Intellectual Property "Personal injury" or "advertising injury" arising out of any actual or alleged infringement or violation of any of the following rights or laws, or any other "personal injury" or "advertising injury" alleged in any claim or "suit" that also alleges any such infringement or violation: a. Copyright; b. Patent; c. Trade dress; d. Trade name; e. Trademark; f. Trade secret; or g. Other intellectual property rights or laws. This exclusion does not apply to: a. "Advertising injury" arising out of any actual or alleged infringement or violation of another's copyright, "title" or "slogan" in your "advertisement"; or b. Any other "personal injury" or "advertising injury" alleged in any claim or "suit" that also alleges any such infringement or violation of another's copyright, "title" or "slogan" in your "advertisement". 24. Insureds In Media And Internet Type Business "Personal injury" or "advertising injury" arising out of an offense committed by an insured whose business is: a. Advertising, "broadcasting" or publishing; b. Designing or determining content of web - sites for others; or c. An Internet search, access, content or service provider. This exclusion does not apply to Paragraphs a.0), (2) and (3) of the definition of "personal i nj u ry". For the purposes of this exclusion: a. Creating and producing correspondence written in the conduct of your business, bulletins, financial or annual reports, or newsletters about your goods, products or services will not be considered the business of publishing; and b. The placing of frames, borders or links, or advertising, for you or others anywhere on the Internet will not, by itself, be considered the business of advertising, "broadcasting" or publishing. 25. Electronic Chatrooms Or Bulletin Boards "Personal injury" or "advertising injury" arising out of an electronic chatroom or bulletin board the insured hosts, owns or over which the insured exercises control. 26. Unauthorized Use Of Another's Name Or Product "Personal injury" or "advertising injury" arising out of the unauthorized use of another's name or product in your e-mail address, domain name or metatag, or any other similar tactics to mislead another's potential customers. EU 00 01 07 16 © 2016 The Travelers Indemnity Company. All rights reserved. Page 11 of 22 UMBRELLA C. With respect to Coverage C: Newly Acquired, Controlled Or Formed Entities "Crisis management service expenses" arising out of a "crisis management event" that involves any organization you newly acquire or form and that occurred prior to the date you acquired or formed that organization, even if an "executive officer" only first becomes aware of an "event" or "occurrence" that leads to such "crisis management event" after the date you acquired or formed such organization. SECTION V — CONDITIONS A. APPEALS 4. Notice of cancellation will state the effective date of cancellation. The policy period will end on that date. 5. If this insurance is cancelled, we will send such first Named Insured any premium refund due. If we cancel, the refund will be pro rata. If such first Named Insured cancels, the refund may be less than pro rata. The cancellation will be effective even if we have not made or offered a refund. 6. If notice is mailed, proof of mailing will be sufficient proof of notice. D. CHANGES 1. If the insured or the insured's "underlying insurer" elects not to appeal a judgment which exceeds the "applicable underlying limit" or "self -insured retention", we may do so. 2. If we appeal such a judgment, we will pay all costs of the appeal. These payments will not E. reduce the applicable limits of insurance. In no event will our liability exceed the applicable limit of insurance. B. BANKRUPTCY 1. Bankruptcy or insolvency of the insured or of the insured's estate will not relieve us of our obligations under this insurance. 2. In the event of bankruptcy or insolvency of any "underlying insurer", this insurance will not replace such bankrupt or insolvent "underlying insurer's" policy, and this insurance will apply as if such "underlying insurer" had not become bankrupt or insolvent. C. CANCELLATION 1. The first Named Insured shown in the Declarations may cancel this insurance by mailing or delivering to us advance written notice of cancellation. 2. We may cancel this insurance by mailing or delivering to such first Named Insured written notice of cancellation at least: a. 10 days before the effective date of cancellation if we cancel for nonpayment of premium; or F. This policy contains all the agreements between you and us concerning the insurance afforded. No change can be made in the terms of this insurance except with our consent. The terms of this insurance can be amended or waived only by endorsement issued by us and made a part of this policy. CURRENCY Payments for damages or expenses described in Paragraph S. of Paragraph D., DEFENSE AND SUPPLEMENTARY PAYMENTS, of SECTION I — COVERAGES will be in the currency of the United States of America. At our sole option, we may make these payments in a different currency. Any necessary currency conversion for such payments will be calculated based on the rate of exchange published in the Wall Street Journal immediately preceeding the date the payment is processed. DUTIES REGARDING AN EVENT, OCCURRENCE, CLAIM OR SUIT 1. You must see to it that we are notified as soon as practicable of an "event" or "occurrence" which may result in a claim under this insurance. To the extent possible, notice should include: a. How, when and where the "event" or "occurrence" took place; b. The names and addresses of any persons or organizations sustaining injury, damage or loss, and the names and addresses of any witnesses; and c. The nature and location of any injury or damage arising out of the "event" or "occurrence". b. 60 days before the effective date of 2. If a claim is made or "suit" is brought against cancellation if we cancel for any other any insured which may result in a claim under reason. this insurance, you must see to it that we 3. We will mail or deliver our notice to such first receive written notice of the claim or "suit" as Named Insured's last mailing address known soon as practicable. to us. Page 12 of 22 © 2016 The Travelers Indemnity Company. All rights reserved. EU 00 01 07 16 UMBRELLA 3. With respect to Coverage A, the insured G. DUTIES REGARDING A CRISIS MANAGEMENT must: EVENT a. Cooperate with us in the investigation, You must: settlement or defense of any claim or "suit"; 1. Notify us within 30 days of a "crisis management event" that may result in "crisis b. Comply with the terms of the "underlying management service expenses". insurance"; and c. Pursue all rights of contribution or 2. Provide written notice of the "crisis indemnity against any person or management event" as soon as practicable. organization who may be liable to the To the extent possible, notice should include: insured because of the injury, damage or a. How, when and where that "crisis loss for which insurance is provided under management event" took place; this policy or any policy of "underlying insurance" b. The names and addresses of any persons or organizations sustaining injury, 4. With respect to Coverage B, the insured damage or loss, and the named and must: addresses of any witnesses; a. Immediately send us copies of any c. The nature and location of any injury or demands, notices, summonses or legal damage arising out of that "crisis papers received in connection with the management event"; and claim or "suit"; d. The reason that "crisis management b. Authorize us to obtain necessary records event" is likely to involve damages and other information; covered by this insurance in excess of the c. Cooperate with us in the investigation, "applicable underlying limit" or "self - settlement or defense of any claim or insured retention" and involve regional or "suit"; and national media coverage. d. Assist us, upon our request, in the H. EXAMINATION OF YOUR BOOKS AND enforcement of any right against any RECORDS person or organization which may be We may examine and audit your books and liable to the insured because of injury or records as they relate to this insurance: damage to which Coverage B may apply. 1. At any time during the policy period; 5. No insured will, except at that insured's own 2. Up to three years after the end of the policy expense, voluntarily make a payment, period; and assume any obligation, make any admission or incur any expense, other than for first aid 3. Within one year after final settlement of all for "bodily injury" covered by this insurance, claims under this insurance. without our consent. I. EXTENDED REPORTING PERIOD OPTION 6. Knowledge of an "event", "occurrence", claim 1. When the "underlying insurance" applies on a or "suit" by your agent, servant or "employee" claims -made basis, any automatic or basic will not constitute knowledge by you, unless "extended reporting period" in such your insurance or risk manager, or anyone underlying insurance" will apply to this working in the capacity as your insurance or risk manager, or anyone you designate with insurance. the responsibility of reporting an "event", 2. When the "underlying insurance" applies on a "occurrence", claim or "suit": claims -made basis and you elect to purchase a. Has received notice of such "event", an optional or supplemental "extended "occurrence", claim or "suit" from such reporting period" in such "underlying agent, servant or "employee"; or insurance," that "extended reporting period" will apply to this insurance only if: b. otherwise has knowledge of such "event", a. A written request to purchase an "occurrence", claim or "suit". Extended Reporting Period endorsement for this insurance is made by you and received by us within 90 days after the end of the policy period; EU 00 01 07 16 © 2016 The Travelers Indemnity Company. All rights reserved. Page 13 of 22 UMBRELLA b. You have paid all premiums due for this policy at the time you make such request; c. You promptly pay the additional premium we charge for the Extended Reporting Period endorsement for this insurance when due. We will determine that additional premium after we have received your request for the Extended Reporting Period endorsement for this insurance. That additional premium is not subject to any limitation stated in the "underlying insurance" on the amount or percentage of additional premium that may be charged for the "extended reporting period" in such "underlying insurance"; and d. That Extended Reporting Period endorsement is issued by us and made a part of this policy. 3. Any Extended Reporting Period endorsement for this insurance will not reinstate or increase the Limits of Insurance or extend the policy period. 4. Except with respect to any provisions to the contrary contained in Paragraphs 1., 2. or 3. above, all provisions of any option to purchase an "extended reporting period" granted to you in the "underlying insurance" apply to this insurance. J. INSPECTIONS AND SURVEYS 1. We have the right but are not obligated to: a. Make inspections and surveys at any time; b. Give you reports on the conditions we find; and c. Recommend changes. 2. Any inspections, surveys, reports or recommendations relate only to insurability and the premiums to be charged. We do not make safety inspections. We do not undertake to perform the duty of any person or organization to provide for the health or safety of workers or the public. We do not warrant that conditions: a. Are safe or healthful; or b. Comply with laws, regulations, codes or standards. K. LEGAL ACTION AGAINST US 1. No person or organization has a right under this insurance: b. To sue us on this insurance unless all of its terms have been fully complied with. 2. A person or organization may sue us to recover on an agreed settlement or on a final judgment against an insured. We will not be liable for damages that: a. Are not payable under the terms of this insurance; or b. Are in excess of the applicable limit of insurance. An agreed settlement means a settlement and release of liability signed by us, the insured and the claimant or the claimant's legal representative. L. MAINTENANCE OF UNDERLYING INSURANCE 1. The insurance afforded by each policy of "underlying insurance" will be maintained for the full policy period of this Excess Follow - Form And Umbrella Liability Insurance. This provision does not apply to the reduction or exhaustion of the aggregate limit or limits of such "underlying insurance" solely by payments as permitted in Paragraphs 4.a.(1), (2) and (3) of COVERAGE A — EXCESS FOLLOW -FORM LIABILITY of SECTION I — COVERAGES. As such policies expire, you will renew them at limits and with coverage at least equal to the expiring limits of insurance. If you fail to comply with the above requirements, Coverage A is not invalidated. However, in the event of a loss, we will pay only to the extent that we would have paid had you complied with the above requirements. 2. The first Named Insured shown in the Declarations must give us written notice of any change in the "underlying insurance" as respects: a. Coverage; b. Limits of insurance; c. Termination of any coverage; or d. Exhaustion of aggregate limits. 3. If you are unable to recover from any "underlying insurer" because you fail to comply with any term or condition of the "underlying insurance", Coverage A is not invalidated. However, we will pay for any loss only to the extent that we would have paid had you complied with that term or condition in that "underlying insurance". M. OTHER INSURANCE a. To join us as a party or otherwise bring us This insurance is excess over any valid and into a "suit" asking for damages from an collectible "other insurance" whether such "other insured; or insurance" is stated to be primary, contributing, Page 14 of 22 © 2016 The Travelers Indemnity Company. All rights reserved. EU 00 01 07 16 UMBRELLA excess, contingent or otherwise. This provision does not apply to a policy bought specifically to apply as excess of this insurance. However, if you specifically agree in a written contract or agreement that the insurance provided to any person or organization that qualifies as an insured under this insurance must apply on a primary basis, or a primary and non-contributory basis, then insurance provided under Coverage A is subject to the following provisions: 1. This insurance will apply before any 'other insurance" that is available to such additional insured which covers that person or organization as a named insured, and we will not share with that 'other insurance", provided that the injury or damage for which coverage is sought is caused by an "event" that takes place or is committed subsequent to the signing of that contract or agreement by you. 2. This insurance is still excess over any valid and collectible 'other insurance", whether primary, excess, contingent or otherwise, which covers that person or organization as an additional insured or as any other insured that does not qualify as a named insured. N. PREMIUM 1. The first Named Insured shown in the Declarations is responsible for the payment of all premiums and will be the payee for any return premiums. 2. If the premium is a flat charge, it is not subject to adjustment except as provided in Paragraph 4. below. 3. If the premium is other than a flat charge, it is an advance premium only. The earned premium will be computed at the end of the policy period, or at the end of each year of the policy period if the policy period is two years or longer, at the rate shown in the Declarations, subject to the Minimum Premium. 4. Additional premium may become payable when coverage is provided for additional insureds under the provisions of SECTION II —WHO IS AN INSURED. O. PREMIUM AUDIT P. PROHIBITED COVERAGE — UNLICENSED INSURANCE 1. With respect to loss sustained by any insured in a country or jurisdiction in which we are not licensed to provide this insurance, this insurance does not apply to the extent that insuring such loss would violate the laws or regulations of such country orjurisdiction. 2. We do not assume responsibility for: a. The payment of any fine, fee, penalty or other charge that may be imposed on any person or organization in any country or jurisdiction because we are not licensed to provide insurance in such country or jurisdiction; or b. The furnishing of certificates or other evidence of insurance in any country or jurisdiction in which we are not licensed to provide insurance. Q. PROHIBITED COVERAGE — TRADE OR ECONOMIC SANCTIONS We will provide coverage for any loss, or otherwise will provide any benefit, only to the extent that providing such coverage or benefit does not expose us or any of our affiliated or parent companies to: 1. Any trade or economic sanction under any law or regulation of the United States of America; or 2. Any other applicable trade or economic sanction, prohibition or restriction. R. REPRESENTATIONS By accepting this insurance, you agree: 1. The statements in the Declarations and any subsequent notice relating to "underlying insurance" are accurate and complete; 2. Those statements are based upon representations you made to us; and 3. We have issued this insurance in reliance upon your representations. S. SEPARATION OF INSUREDS Except with respect to the Limits of Insurance, and any rights or duties specifically assigned in this policy to the first Named Insured shown in the Declarations, this insurance applies: The premium for this policy is the amount stated 1. As if each Named Insured were the only in Item 5. of the Declarations. The premium is a Named Insured; and flat charge unless it is specified in the Declarations as adjustable. 2. Separately to each insured against whom claim is made or "suit" is brought. EU 00 01 07 16 © 2016 The Travelers Indemnity Company. All rights reserved. Page 15 of 22 TRAVELERS JW WORKERS COMPENSATION AND ONE TOWER SQUARE EMPLOYERS LIABILITY POLICY HARTFORD CT 06183 ENDORSEMENT WC 43 03 05 (00) - 001 POLICY NUMBER: UB-8K158532-23-47-E UTAH WAIVER OF SUBROGATION ENDORSEMENT This endorsement applies only to the insurance provided by the policy because Utah is shown in Item 3.A.of the Information Page. We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Our waiver of rights does not release your employees' rights against third parties and does not release our authority as trustee of claims against third parties. Schedule Designated Person: Designated Organization: ANY PERSON OR ORGANIZATION FOR WHICH THE INSURED HAS AGREED BY WRITTEN CONTRACT EXECUTED PRIOR TO LOSS TO FURNISH THIS WAIVER. DATE OF ISSUE: 07-07-23 STASSIGN: PAGE 1 OF POLICY NUMBER: 680-2R22997A COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Names of Additional Insured Person(s) or Organization(s): Any person or organization that you agree in a written contract to include as an additional insured on this Coverage Part, provided that such written contract was signed by you before,and is in effect when, the "bodily injury" or "property damage" occurs or the "personal injury' or "advertising injury' offense is committed. Location of Covered Operations: Any project to which a written contract with the Additional Insured Person(s) or Organization(s) in the Schedule applies. (Information required to complete this Schedule, if not shown above, will be shown in the Declarations.) A. Section II — Who Is An Insured is amended to in- clude as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage", "personal injury' or "advertising injury' caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) desig- nated above. B. With respect to the insurance afforded to these additional insureds, the following additional exclu- sions apply: CG D3 61 03 05 This insurance does not apply to "bodily injury' or "property damage" occurring, or "personal injury' or "advertising injury' arising out of an offense committed, after: 1. All work, including materials, parts or equip- ment furnished in connection with such work, on the project (other than service, mainte- nance or repairs) to be performed by or on behalf of the additional insured(s) at the loca- tion of the covered operations has been com- pleted; or 2. That portion of "your work" out of which the injury or damage arises has been put to its in- tended use by any person or organization other than another contractor or subcontrac- tor engaged in performing operations for a principal as a part of the same project. Copyright 2005 The St. Paul Travelers Companies, Inc. All rights reserved. cG T8 01 08 2�ncludes copyrighted material of Insurance Services Office, Inc. with its permission. DATE OF ISSUE: 08/01/2024 Page 1 of 1 POLICY NUMBER: 680-2R22997A COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): Any person or organization that you agree in a written contract to include as an additional insured on this Coverage Part for "bodily injury" or "property damage" included in the products -completed operations hazard, provided that such contract was signed by you before, and is in effect when, the "bodily injury or "property damage" occurs. Location And Description Of Completed Operations Any project to which a written contract with the Additional Insured Person(s) or Organization(s) in the Schedule applies. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Section II — Who Is An Insured is amended to in- clude as an additional insured the person(s) or or- ganization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "property dam- age" caused, in whole or in part, by "your work" at the CG 20 37 07 04 location designated and described in the schedule of this endorsement performed for that additional in- sured and included in the "products -completed opera- tions hazard". Cc T8 02 06 23 © ISO Properties, Inc., 2004 DATE OF ISSUE: 08/01/2024 Page 1 of 1