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24-102.00LibertyConcreteLLCBowdishRdSidewalkBikeLane Contract No. 24-102 CONSTRUCTION AGREEMENT Liberty Concrete LLC THIS CONSTRUCTION AGREEMENT (the "Agreement") is made by and between the City of Spokane Valley,a code City of the State of Washington("City")and Liberty Concrete LLC("Contractor") jointly referred to as the"Parties". IN CONSIDERATION of the terms and conditions contained herein the Parties agree as follows: 1.Work to Be Performed. Contractor shall do all work and furnish all labor,supervision,tools,materials, supplies, and equipment and other items necessary for the construction and completion of the Bowdish Road Sidewalk and Bike Lane (the "Work") in accordance with the Scope of Work outlined in Exhibit A and in accordance with this Agreement (which are by this reference incorporated herein and made part hereof and referred to as the "Contract Documents"), and shall perform any changes in the work in accordance with the Contract Documents. The terms and provisions in this Agreement shall control over any inconsistent or incompatible terms in any other Contract Document. Contractor shall,for the amount set forth in paragraph 4,below,assume and be responsible for the cost and expense of all work required for constructing and completing the Work and related activities to the City's satisfaction, provided for in the Contract Documents, within the time limits prescribed in the Contract Documents. The City Manager or designee shall administer and be the primary contact for Contractor. Upon notice from City,Contractor shall promptly commence work,complete the same in a timely manner,and cure any failure in performance under this Agreement. Unless otherwise directed by City, all work shall be performed in conformance with the Contract Documents, and all City, state, and federal standards, codes, ordinances, regulations, and laws as now existing or as may be adopted or amended. 2. Time for Performance. Contractor shall commence the Work within 10 days of receipt of a notice to proceed and shall complete the Work within the times specified in the Contract Documents, as may be extended in accordance with this Agreement and the Contract Documents. 3. Liquidated Damages. Time is of the essence for this Agreement. Delays cause inconvenience to the residents of City and cost taxpayers undue sums of money, adding time needed for administration, engineering, inspection, and supervision. It is impractical for City to calculate the actual cost of delays. Accordingly, Contractor agrees to pay liquidated damages for failure to achieve Substantial Completion(as defined in the Contract Documents)which shall be in the amount of$1,850 per day. These liquidated damages are not a penalty, but are fixed and agreed upon by and between Contractor and City because of the impracticability and difficulty of fixing and ascertaining the actual damages that City would sustain in the event that the Work is not completed in accordance with the Contract Documents. Liquidated damages may be retained by City and deducted from payments otherwise due to the Contractor. 4. Compensation. In consideration of Contractor performing the Work, City agrees to pay Contractor in accordance with the Contract Documents the sum of$ 3,046,112.70 , plus Washington State Sales Tax of$0 (if applicable),for a total of$ 3,046,112.70 , based on the bid submitted by Contractor(Exhibit B),and as may be adjusted in accordance with the Contract Documents. Construction Agreement Page 1 of 9 5. Payment. Contractor may elect to be paid in monthly installments, upon presentation of an application for payment in a form satisfactory to City. Applications for payment shall be sent to the City Finance Department at the address stated in paragraph 6. Pursuant to chapter 60.28 RCW,five percent of the compensation due Contractor shall be retained by City. 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 Contract Documents,City standards,City Code,state standards,or federal standards. 6. Notice. Notice other than applications for payment shall be given in writing as follows: TO THE CITY: TO THE CONTRACTOR: Name:Marci Patterson, City Clerk Name: Josh Benton, General Manager Phone:(509)720-5000 Phone: 208-991-1302 Address: 10210 East Sprague Avenue Address: 3448 N Huetter Rd. Spokane Valley, WA 99206 Coeur d'Alene,ID 83814 7.Applicable Laws and Standards. The Parties, in the performance of this Agreement,agree to comply with all applicable federal,state,and local laws,codes,and regulations. 8. Certification Regarding Debarment, Suspension, and Other Responsibility Matters — Primary Covered Transactions. A. By executing this Agreement, the Contractor certifies to the best of its knowledge and belief, that it and its principals: 1. Are not presently debarred, suspended,proposed for debarment,declared ineligible, or voluntarily excluded from covered transactions by any federal department or agency; 2. Have not within a three-year period preceding this proposal been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (federal, state, or local) transaction or contract under a public transaction; violation of federal or state antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records,making false statements,or receiving stolen property; 3. Are not presently indicted for or otherwise criminally or civilly charged by a 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. 9. Prevailing Wages on Public Works. Contractor,any subcontractor,or other person doing work under this Agreement, shall comply with the requirements of chapter 39.12 RCW, and shall pay each employee an amount not less than the Prevailing Rate of Wage, as specified by the Industrial Statistician of the Construction Agreement Page 2 of 9 Washington State Department of Labor and Industries("L&I"). If employing labor in a class not shown, Contractor shall request a determination of the correct wage rate for the class and locality from the Industrial Statistician. Contractor shall provide a copy of any such determinations to City. Before commencing, during, and upon completion of the work, Contractor shall file all forms and pay all fees required by L&I and shall indemnify and hold City harmless from any claims related to its failure to comply with chapter 39.12 RCW. The following information is provided pursuant to RCW 39.12.030: A. State of Washington prevailing wage rates applicable to this public works project,published by L&I,are located at the L&I website address: http s://l n i.wa.gov/licensing-perm its/publ ic-works-prof ects/prevai l ing-wage-rates/ B. This Project is located in Spokane County. C.The effective prevailing wage date is the same date as the bid due date as referenced in the original request for bids and as may be revised by addenda. A copy of the applicable prevailing wage rates is also available for viewing at the City Community&Public Works Department located at 10210 East Sprague Avenue, Spokane Valley, WA 99206. Upon request, City will mail a hard copy of the applicable prevailing wages for this project. 10. Relationship of the Parties. It is understood and agreed that Contractor shall be an independent contractor and not the agent or employee of City,that City is interested only in 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 Contractor. Any and all employees who provide services to City under this Agreement shall be deemed employees solely of Contractor. Contractor shall be solely responsible for the conduct and actions of all its employees under this Agreement and any liability that may attach thereto. 11. Ownership of Documents. All drawings, plans, specifications,and other related documents prepared by Contractor 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. 12.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 Contractor'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. 13. Warranty. Unless provided otherwise in the Contract Documents, Contractor warrants that all Work and materials performed or installed under this Agreement are free from defect or failure for a period of one year following final acceptance by City,unless a supplier or manufacturer has a warranty for a greater period, which warranty shall be assigned or transferred to City. In the event a defect or failure occurs in work or materials, Contractor shall, within the warranty period, remedy the same at no cost or expense to City. This warranty provision shall not be construed to establish a period of limitation with respect to Contractor's other obligations under this Agreement. 14.Contractor to Be Licensed and Bonded. Contractor shall be duly licensed,registered,and bonded by the State of Washington at all times this Agreement is in effect. Construction Agreement Page 3 of 9 15.Contractor to Provide Performance and Payment Bonds. Contractor shall provide a payment bond and a performance bond in the full amount of the Agreement on the City's bond forms. Alternatively, Contractor may elect to have the City retain 10% of the Agreement amount in lieu of providing the City with a payment bond and a performance bond, pursuant to RCW 39.08.010(3). 16. Insurance. Contractor shall procure and maintain insurance, as required in this Section, without interruption from commencement of the Contractor's work through the term of the Contract and for 30 days after the physical completion date,unless otherwise indicated herein. A. Minimum Scope of Insurance. Contractor shall obtain insurance of the types described below: 1. Automobile liability insurance covering all owned, non-owned, hired and leased vehicles. Coverage shall be 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 liability, independent contractors, products-completed operations for a period of three years following substantial completion of the work for the benefit of the City, personal injury and advertising injury,and liability assumed under an insured contract. The Commercial General Liability insurance shall be endorsed to provide a per project general aggregate limit, using ISO form CG 25 03 05 09 or an endorsement providing at least as broad coverage. There shall be no exclusion for liability arising from explosion, collapse or underground property damage. The City shall be named as an additional insured under the Contractor's Commercial General Liability insurance policy with respect to the work performed for the City using ISO Additional Insured endorsement CG 20 10 10 01 and Additional Insured-Completed Operations endorsement CG 20 37 10 01 or substitute endorsements providing at least as broad coverage. 3. Workers' compensation coverage as required by the industrial insurance laws of the State of Washington. B. Minimum Amounts of Insurance. Contractor shall maintain the following insurance limits: 1.Automobile liability insurance with a minimum combined single limit for bodily injury and property damage of no less than$1,000,000 per accident. 2. Commercial general liability insurance shall be written with limits no less than $2,000,000 each occurrence, $2,000,000 general aggregate,and no less than a$2,000,000 products-completed operations aggregate limit. C. Other Insurance Provisions. The insurance policies are to contain, or be endorsed to contain, the following provisions for automobile liability and commercial general liability insurance: 1. Contractor's insurance coverage shall be primary insurance with respect to City. Any insurance, self-insurance, or insurance pool coverage maintained by City shall be excess of Contractor's insurance and shall not contribute with it. 2.Contractor shall fax or send electronically in.pdf format a copy of insurer's cancellation notice within two business days of receipt by Contractor. Construction Agreement Page 4 of 9 3. If Contractor 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 Contractor, irrespective of whether such limits maintained by Contractor 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 Contractor. 4. Failure on the part of Contractor to maintain the insurance as required shall constitute a material breach of this Agreement, upon which the City may, after giving at least five business days' notice to Contractor to correct the breach, immediately terminate the Agreement, or at its sole discretion, procure or renew 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 Contractor from the City. D.No Limitation. The Contractor's maintenance of insurance, its scope of coverage,and limits as required herein shall not be construed to limit the liability of the Contractor to the coverage provided by such insurance,or otherwise limit the City's recourse to any remedy available at law or in equity. E.Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M.Best rating of not less than A:VII. F. Evidence of Coverage. As evidence of the insurance coverages required by this Agreement, Contractor shall furnish acceptable insurance certificates to City at the time Contractor returns the signed Agreement,which shall be Exhibit C. The certificate shall specify all of the parties who are additional insureds, and shall include applicable policy endorsements, and the deduction or retention level. Insuring companies or entities are subject to City acceptance. If requested, complete copies of insurance policies shall be provided to City. Contractor shall be financially responsible for all pertinent deductibles,self-insured retentions,and/or self-insurance. G. Failure to Maintain Insurance. Failure on the part of the Contractor to maintain the insurance as required shall constitute a material breach of contract, upon which the City may,after giving at least five business days' notice to Contractor to correct the breach, immediately terminate the Agreement or, at its discretion, procure or renew such insurance and pay any and all premiums in connection therewith,with any sums so expended to be repaid to the City on demand,or at the sole discretion of the City,offset against funds due Contractor from the City. H. Subcontractor Insurance. Contractor shall cause each and every subcontractor to provide insurance coverage that complies with all applicable requirements of Contractor-provided insurance as set forth herein, except Contractor shall have sole responsibility for determining the limits of coverage required to be obtained by subcontractors. Contractor shall ensure that the City is an additional insured on each subcontractor's Commercial General liability insurance policy using an endorsement as least as broad as ISO CG 20 10 10 01 for ongoing operations and CG 20 37 10 01 for completed operations. 17. Indemnification and Hold Harmless. Contractor shall defend, indemnify and hold the City, its officers,officials,employees and volunteers harmless from any and all claims,injuries,damages,losses or suits including attorney fees,arising out of or in connection with the performance of this Agreement,except for injuries and damages caused by the sole negligence of the City. Construction Agreement Page 5 of 9 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 Contractor and the City, its officers, officials, employees, and volunteers, the Contractor's liability hereunder shall be only to the extent of the Contractor's negligence. It is further specifically and expressly understood that the indemnification provided herein constitutes the Contractor's waiver of immunity under Industrial Insurance,Title 51 RCW, solely for the purposes 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. 18.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. No waiver in one instance shall be held to be 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. 19. 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 first obtaining the written consent of the other party. 20. Confidentiality. Contractor may, from time-to-time, receive information which is deemed by City to be confidential. Contractor shall not disclose such information without the prior express written consent of City or upon order of a Court of competent jurisdiction. 21. Disputes. All disputes arising under or related to this Agreement that cannot be resolved through informal discussion and negotiations shall be resolved by litigation filed in the Superior Court of the State of Washington for Spokane County, unless otherwise required by applicable federal or state law. 22. Costs 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 or arbitration(including expert witness fees). 23.Subcontractor Responsibility. As required by RCW 39.06.020,Contractor shall verify responsibility criteria for each first tier subcontractor and its subcontractors of any tier that hires other subcontractors shall verify responsibility criteria for each of its subcontractors. Verification shall include that each subcontractor, at the time of subcontract execution, meets the responsibility criteria listed in RCW 39.04.350(1) and possesses an electrical contractor license, if required by chapter 19.28 RCW, or an elevator contractor license if required by chapter 70.87 RCW. This verification requirement shall be included in every subcontract of every tier. 24. Jurisdiction and Venue. This Agreement is entered into in Spokane County, Washington. Venue shall be in Spokane County, State of Washington. 25.Entire Agreement. This 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. 26.Anti-kickback. No officer or employee of City,having the power or duty to perform an official act or Construction Agreement Page 6 of 9 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. 27. Business Registration. Prior to commencement of Work under this Agreement, Contractor shall register with the City as a business if it has not already done so. 28. Assurance of Compliance with Applicable Federal Law. During the performance of this Agreement, the Contractor,for itself,its assignees,and successors in interest agrees as follows: A. Compliance with Regulations. Contractor 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. Contractor,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. Contractor 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 Contractor 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 Contractor of Contractor'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. Contractor 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 Contractor is in the exclusive possession of another who fails or refuses to furnish the information, Contractor shall so certify to the City or the WSDOT, as appropriate, and shall set forth what efforts it has made to obtain the information. E. Sanctions for Noncompliance. In the event of a Contractor'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 Contractor under the Agreement until Contractor complies; and/or 2. Cancelling,terminating,or suspending the Agreement,in whole or in part. F. Incorporation of Provisions. Contractor shall include the provisions of Section 28 of this Agreement in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Acts,regulations and directives issued pursuant thereto.Contractor 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 Construction Agreement Page 7 of 9 Contractor becomes involved in, or is threatened with litigation by a subcontractor or supplier because of such direction, Contractor may request that the City enter into any litigation to protect the interests of the City. In addition, Contractor 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 Contractor agrees to comply with the following non-discrimination statutes and authorities; including but not limited to: Title VI of the Civil Rights Act of 1964(42 U.S.C. §2000d et seq.,78 stat.252),(prohibits discrimination on the basis of race,color,national origin);and 49 CFR Part 21;and 49 Part 26; The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. §4601),(prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects); Federal-Aid Highway Act of 1973,(23 U.S.C. §324 et seq.),(prohibits discrimination on the basis of sex); Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. §794 et seq.), as amended, (prohibits discrimination on the basis of disability);and 49 CFR Part 27; The Age Discrimination Act of 1975, as amended, (42 U.S.C. §6101 et seq.), (prohibits discrimination on the basis of age); Airport and Airway Improvement Act of 1982, (49 U.S.C. §471, Section 47123), as amended,(prohibits discrimination based on race,creed,color,national origin,or sex); The Civil Rights Restoration Act of 1987,(PL 100-209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964,The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973,by expanding the definition of the terms"programs or activities"to include all of the programs or activities of the Federal- aid recipients, sub-recipients and contractors, whether such programs or activities are Federally funded or not); Titles II and III of the Americans with Disabilities Act, which prohibit discrimination on the basis of disability in the operation of public entities, public and private transportation systems,places of public accommodation,and certain testing entities(42 U.S.C. §§12131- 12189)as implemented by Department of Transportation regulations at 49 C.F.R.parts 37 and 38; The Federal Aviation Administration's Non-discrimination statute (49 U.S.C. §47123) (prohibits discrimination on the basis of race,color,national origin,and sex); Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations, which ensures Non-discrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations; Construction Agreement Page 8 of 9 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.). 29. 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. 30.Exhibits. Exhibits attached and incorporated into this Agreement are: A. Scope of Work B. Cost Statement C. Insurance Endorsements D. Performance and Payment Bond The Parties have executed this Agreement this f'''day of i.'14/ , 20 Ly. CITY OF SPOKANE VALLEY: Contractor: XVM._ John Hohman,City Manager By: Thomas LaRiviere Its: Authorized Representative APPROVED AS 0 FORM: Offi f the Cit Attorney Construction Agreement Page 9 of 9 Exhibit A — Scope of Work The Bowdish Road Sidewalk and Bike Lane project includes the installation of new sidewalk with curb and gutter, road widening, traffic circle, storm water network, and asphalt replacement; and other related work all in accordance with the Contract Documents consisting of: • Bid Proposal • Contract Plans and Provisions • WSDOT Standard Specifications for Road, Bridge and Municipal Construction • Standard Plans • Addenda • Certifications and Affidavits • Supplemental Agreements • Change Orders Exhibit B BIDDERS PACKET Bowdish Road Sidewalk and Bike Lane Capital Improvement Project No.: 0346 BID PROPOSAL CHECKLIST This Checklist and the documents listed below constitute a complete Bid Proposal. Failure to execute any of the following documents, or any addition, condition or limitation in writing to the form of the bid, not explicitly invited in the Bid Documents or Specifications may become cause for rejection of the bid as irregular. The BIDDER shall check each respective box indicating inclusion of each item: X{] Bid Proposal Checklist [X] Proposal Form [X] Certification of Compliance with Wage Payment Statutes [X] Contractor's Administrative Information [X] Bidder Qualification Statement [X] Proposal for Incorporating Recycled Materials into the Project [x] Local Agency Subcontractor List [x] Bid Deposit Form [X] Bid Deposit Surety Bond Form (Use only if submitting Bond for Bid Deposit) X] Representations and Certifications The above forms have been inserted in a sealed envelope, properly identified and delivered at the place and time described in the Notice to Contractors form. Signature: Date: 04/23/2024 Title: Managing Member Company: Liberty Concrete LLC City of Spokane Valley Bowdish Road Sidewalk and Bike Lane I Bid Proposal Documents PROPOSAL FORM PROJECT NUMBER: 0346 PROJECT TITLE: Bowdish Road Sidewalk and Bike Lane NAME OF FIRM SUBMITTING BID: Liberty Concrete LLC Each bid shall constitute an offer to the City of Spokane Valley as outlined herein and no bidder may withdraw his bid after the hour set for the bid closing except under the conditions explained in the Information to Bidders Section. RECEIPT OF ADDENDA: Bidder acknowledges receipt of the following addenda by checking the box(es): 18:11 ®2 ❑X 3 ❑4 ❑ 5 REJECTION: The City reserves the right to reject any or all proposals, portions or parts thereof and to waive all minor irregularities in bidding. Special attention will be directed to the qualifications of the bidders when considering awarding a contract. TIME TO COMPLETE: The contract shall be completed in Ninety(90) working days from the date of commencement. BID IS NOT ELIGIBLE FOR CONTRACTOR'S BOND ELECTION to withhold 50%retainage in lieu of furnishing a Contractor's Bond(Payment and Performance Bonds). FREIGHT:Bid price(s)to include all freight costs to the job site. SCHEDULES: A Bidder must complete all the schedules or his bid will be rejected as non-responsive. The undersigned hereby certifies that (he/they) (has/have) personally examined the location and construction details of work as outlined on the plans and specifications for the above project and (has/have) read thoroughly and understands the plans, specifications, and contract governing the work embraced in this improvement and the method by which payment will be made for said work and hereby proposes to undertake and complete the work embraced in this improvement in accordance with said plans,specifications,and contract in accordance with the unit prices provided below. The Bidder, to be considered responsible, shall provide in legible figures (not words)hand written in ink or typed, a unit price (except Lump Sum items) and total for each of the items shown on the following schedules: City of Spokane Valley Bowdish Road Sidewalk and Bike Lane 2 Bid Proposal Documents Schedule A ITEM I ITEM DESCRIPTION SPECS UNITS QUANTITY PRICE/UNIT TOTAL 100 MINOR CHANGE 1-04 SP CALC 1.00 $50,000.00 $50,000.00 101 CONSTRUCTION SURVEYING 1-05 SP L.S. 1.00 IC( I �t !I i�, ,ko,00 102 ADA FEATURES SURVEYING 1-05 SP L.S. 1.00 �/W 103 RECORD DRAWINGS 1-05 SP L.S. 1.00 a j g gf(( 00 (0`@c(o 00 104 SPCC PLAN 1-07 SP L.S. 1.00 > ' ZI.�0 \ ICC?ZD_O 105 PUBLIC LIAISON REPRESENTATIVE 1-07 SP L.S. 1.00 70) 8,u j jo/CC1Qj-CO 106 MOBILIZATION 1-09 SP L.S. 1.00 ZZ4-11 L(zCt.Cl,ZZCO Li Zq.c 107 PORTABLE CHANGEABLE MESSAGE SIGN 1-10 SP HR. 3000,00 8. s Zs j ,OU 108 PROJECT TEMPORARY TRAFFIC CONTROL 1-10SP L.S. 1.00 -I_`i )(.„(3,C,�� 1-1 i(eLt3.Ct.3 109 WORKZONE SAFETY CONTINGENCY 1-10 SP EST 25000.00 $25,000.00 $25,000.00 110 DOCUMENTATION COMPLIANCE 1-11 SP CALC 1.00 $5,000.00 $5,000.00 111 CLEARING AND GRUBBING 2-01 SP L.S. 1.00 ,q t c.0it3 'SS'LI -9-S.00 112 POTHOLE UTILITY 2-02 SP EACH 32.00 4.(0,Z .CO Z({)3 yL{.co 113 ABANDON EXISTING DRYWELL 2-02 SP EACH 6.00 G y/ I i a 00 114 REMOVAL OF STRUCTURES AND 2-02 SP L.S. 1.00 I C)Z,510.C6 (OGZsi O GO OBSTRUCTIONS 115 RESOLUTION OF UTILITY CONFLICTS 2-02 SP EST 1.00 $20,000.00 $20,000.00 116 REMOVAL AND REPLACEMENT OF 2-03 SP CY 100.00 ZZ, 7,co UNSUITABLE MATERIAL 117* ROADWAY EXCAVATION INCL. HAUL 2-03 SP CY 4100.00 Lib to I6(4iCa) CO 118 EMBANKMENT COMPACTION 2-03 SP CY 250.00 j 3,(-j© '3i ZO.Cfl 119 GRADING 2-03 SP SY 7300.00 '� .CO -Zt ACO- 3 120 TRENCH FENCE SAFETY COMPLIANCE 2-09 SP CALC 1.00 $1.00 p $1.00 121 TRENCH EXCAVATION SAFETY SYSTEM 2-09 SP L.S. 1.00 . .Sp� , O 3 S 9 8 CO 122 SHOULDER GRADING 4-04 5P LF 2100.00 ;b CO Zi /0Qv.UU 123 CRUSHED SURFACING TOP COURSE 4-04 SP SY 600.00 " L I(4)-CO,()13 124* CRUSHED SURFACING TOP COURSE,6 IN. 4-04 SP SY 7900.00 S, (al-�(so .a,-- DEPTH City of Spokane Valley Bowdish Road Sidewalk and Bike Lane 3 Bid Proposal Documents Schedule A Cont. ITEM# ITEM DESCRIPTION SPECS UNITS QUANTITY PRICE/UNIT TOTAL 125 GRAVEL DRIVEWAY 4-04 SP SY 250.00 11 }_ Q0, 126* HMA CL.3/8" PG 64H-28 5-04 SP TON 5500.00 Gq,co 'Wii/ �al 127 COMMERCIAL HMA 5-04 SP SY 300.00 32 • C,f C_t3•00 128 ASPHALT CURB,TYPE C 5-04 SP LF 300.00 - C)0 2/ I W 129 JOB MIX COMPLIANCE PRICE ADJUSTMENT 5-04 SP CALC 1.00 $1.00 $1.00 130 COMPACTION PRICE ADJUSTMENT 5-04 SP CALC 1.00 $1.00 $1.00 131 HMA SURFACE SMOOTHNESS COMPLIANCE 5-04 SP CALC 1.00 $1.00 $1.00 132 PIGMENTED CEMENT CONCRETE TRUCK 5-05 SP SY 60.00 ��R APRON t , S 'Cx•-} j �.7t0 CX> 133 FURNISHING SOLDIER PILE 6-16SP LF 200.00 , • CO zj/el- 134 LAGGING 6-16 SP SF 328.00 zZ �� -7,L.co 135 PREFABRICATED DRAINAGE MAT 6-16 SP SY 30.00 i SS-CO /-47, c0.CO 136 CONCRETE FASCIA PANEL 6-16SP SF 500.00 1 3-4-.c0 (Q 00 137 REMOVING SOLDIER PILE SHAFT 6-16 SP EST 1.00 $5,000.00 $5,000.00 OBSTRUTIONS 138 DUCTILE IRON STORM SEWER PIPE 10 IN. DIA. 7-04 SP LF 650.00 q 6(1) (QCJq-0 cx-, 139 SOLID WALL PVC STORM SEWER PIPE 10 IN. 7 04 SP LF 900.00 w r') DIA. �� J s, too,C 140 DUCTILE IRON STORM SEWER PIPE 12 IN. DIA. 7-04 SP LF 300.00 Hi oo 5 j,3co CO 141 SOLID WALL PVC STORM SEWER PIPE 12 IN. 7-04 SP LF 310.00 DIA. I.3.CO L 2/f0`30• bo 142 PRETREATMENT UNIT 7-OS SP EACH 2.00 3V 15 M -1-c,Ll iL 05 143 ADJUST EXISTING CATCH BASIN OR DRYWELL 7-05 SP EACH 1.00 t / { CO I/1 144 ADJUST EXISTING MANHOLE 7-05 SP EACH 9.00 \ /- l S 35(. CI) 145 SPILL CONTROL SEPARATOR 7-05 SP EACH 31.00 ` i LI SS cd-J Lt;{U5.CO 146 CONNECT TO EXISTING DRAINAGE STRUCTURE 7-05 SP EACH 1.00 ( �,5, `V 5,(ISO co 147 CATCH BASIN,TYPE 0 7-05 SP EACH 4.00 (_j' (L{(4.60 f 25.7-C . 148 CATCH BASIN,TYPE 1 7-05 SP EACH 22.00 Li/i.-/c .co1 ✓ ci ac-i.O0 149 CATCH BASIN,TYPE 2 7-05 SP EACH 1.00 51 L-'CtO 00 5, L1Cta lx) City of Spokane Valley Bowdish Road Sidewalk and Bike Lane 4 Bid Proposal Documents Schedule A Cont. ITEM U ITEM DESCRIPTION SPECS UNITS QUANTITY PRICE/UNIT TOTAL 150 WSDOT GRATE INLET,TYPE 2 7-05 SP EACH 8.00 -1 6Co jam,goo 6j,y 151 PRECAST CONCRETE DRYWELL TYPE B 7-05 SP EACH 12.00 Z.l C'�Z J co(j Si ZLi O,C 152 STORM DRAIN ENCASEMENT 7-08 SP LF 130.00 --y I 0't* 0:: 153 ADJUST EXISTING GAS VALVE 7-11 SP EACH 3.00 (` q>+ tf) I zS1 Lb 154 ADJUST EXISTING WATER VALVE 7-12 SP EACH 24.00 1/ Li 1 ND 3Ci i 155 COMBINATION AIR VACUUM RELIEF STATION 7-12SP EACH 1.00 C ,Q1-4 .co Ci, Oi -1. .00 156 REMOVE HYDRANT 7-14 SP EACH 1.00 '(- t.0 i I g 3y 'C. ) 157 HYDRANT ASSEMBLY 7-14 SP EACH 1.00 CI( 311 CO CA` b 3(4_CI} EROSION CONTROL AND WATER POLLUTION 158 PREVENTION 8-01 SP L.S. 1.00 2_1 rb, Z t,4cY5.06 159 SOD INSTALLATION 8-02 SP SY 450.00 cc, (/-Teta CO 160 SEEDING, FERTILIZING,AND MULCHING 8-02 SP SY 700.00 . SC `tea W„{ C:k 161 TOPSOIL TYPE C,2IN. DEPTH 8-02 SP SY 1350.00 r - d3iZuo.vz, 162 BARK MULCH 8-02 SP SY 80.00 L_000 _l 10 163 IRRIGATION SYSTEM REVISION 8-03 SP EACH 15.00 f I Zco ( D (G/b0) .co 164 CEMENT CONC.TRAFFIC CURB 8-04 SP LF 125.00 -. 5....- 3 ,( Zj,Cy) 165 CEMENT CONC.TRAFFIC CURB AND GUTTER 8-04 SP LF 4900.00 z0 elsJ ()co, 166 MODIFIED ROLLED CURB 8-04 SP LF 800.00 ELI w ZO,CO.CO 167 CEMENT CONC.PEDESTRIAN CURB 8-04 SP LF 400.00 ;-3 CO S z°D 168 CEMENT CONC.CURB WALL 8-04 SP LF 630.00 (QS co /_IO/CIO. 169 CEMENT CONC.CURB WALL-OVER 2.5 FT 8-04 SP LF 115.00 j L14) CO ( � too.UL 1 170 TEXTURED PIGMENTED TRAFFIC ISLAND 8-05 SP SY 180.00 (3i 00 Z3/5&_CO 171 RAISED MEDIAN ISLAND 8-05 SP SY 15.00 CkG .OO .\ l 3 .00 172* CEMENT CONCRETE DRIVEWAY APPROACH 8-06 SP SY 1000.00 74-.CO -4-4,00 e0 ( 173 DELINIATOR AND CORE HOLE 8-10 SP EACH 39.00 i Oq W Li, Zsi .00 174 BULLNOSE MARKER 8-10 SP EACH 4.00 61,2 ,C0 Z, Z(04 to City of Spokane Valley Bowdish Road Sidewalk and Bike Lane 5 Bid Proposal Documents Schedule A Cont. ITEM#! ITEM DESCRIPTION SPECS UNITS QUANTITY PRICE/UNIT TOTAL 175 MONUMENT CASE AND COVER 8-13 SP EACH 1.00 , )L-\ 3(A.`-D ilk 3y -00 176 CEMENT CONC.CURB RAMP TYPE PARALLEL A 8-14 SP EACH 7.00 Z,003_CO I Ili c-Z i CO 177 CEMENT CONC.CURB RAMP TYPE PARALLEL B 8-14 SP EACH 7.00 -i OZS.(J(J I Li t i TS ,CO 178 CEMENT CONC,CURB RAMP TYPE 8-14 SP EACH 1.00 Z, (Q t ,00 Z1 (�I� . PERPENDICULAR A I 179 CEMENT CONC.CURB RAMP TYPE 8-14 SP EACH 1.00 PERPENDICULAR B ' !C3O'W t j630 06 CEMENT CONC.CURB RAMP TYPE SINGLE 180 DIRECTION 8-14 SP EACH 2.00 "J on co 60 Sb,OCR 181 WOOD FENCE 8-12 SP LF 74.30 1 CLt .60 -1-1 i�q, 7C. 182 TEMPORARY FENCE 8-12 SP LF 74.50 61 ,06 ( , 183 CHAIN LINK FENCE TYPE 4 8-12 SP LF 275.00 Li s `Z).3 7+3-•C.1 184 CEMENT CONC.SIDEWALK 8-14 SP SY 1700.00 `4_ 1 a,0‘00,co 185 CEMENT CONC. 814SP SF 15.00 ` ` .( ` � 5 .GO I 186 MAILBOX SUPPORT,TYPE 1 8-18 SP EACH 5.00 ]..Zio ,( Si Co SO SYSTEM SCHOOL ZONE FLASHING BEACON NEW t&r�` �f , �� C6 187 8-20 SP EACH 2.00 .7(o L� 188 SCHOOL ZONE FLASHING BEACON 8-20 SP EACH 2.00 6 1Lq,t `Z ei,o RELOCATED SYSTEM I i 189 PERMANENT SIGNING 8-21SP L.S. 1.00 3Z,W2.003ZIoWco 190 PLASTIC BICYLCE LANE SYMBOL 8-22 SP EACH 10.00 ZZ3.0o Z,Z30.00 191 PLASTIC SHARED LANE SYMBOL 8-22 SP EACH 8.00 /Ca.00 Z, y -j.ca 192 PLASTIC LINE 8-22 SP LF 11050.00 Z .5 0 Z R1&Z$.a, 193 PLASTIC CROSSWALK LINE 8-22 SP SF 360.00 ( 1 00 3,t( 0,00 194 PLASTIC WIDE LINE 8-22 SP LF 4400.00 Z •SO U1 oo .co 195 PLASTIC CROSSHATCH MARKING 8-22 SP LF 375.00 --4.,OO AZ,as.00 196 REMOVE PAINTED CROSSWALK LINE 8-22 SP SF 130.00 3 5O £.j .00 197 REMOVE PAINTED TRAFFIC MARKING 8-22 SP EACH 19.00 3.3.op (ell-, co p6 198 REMOVING PAINT LINE 8-22 SP LF 100.00 3 ,SO ?s0.dO City of Spokane Valley Bowdish Road Sidewalk and Bike Lane 6 Bid Proposal Documents Schedule A Cont. ITEM# ITEM DESCRIPTION SPECS UNITS QUANTITY PRICE/UNIT TOTAL IOTA L ittow,,n.10 Person/Entity Name: Thomas LaRiviere Signature of Bidder: Company: Liberty Concrete LLC Date: 04/23/2024 City of Spokane Valley Bowdish Road Sidewalk and Bike Lane 7 Bid Proposal Documents Spokane .. Valley Contractor Certification Wage Law Compliance-Responsibility Criteria Washington State Public Works Contracts FAILURE TO RETURN THIS CERTIFICATION AS PART OF THE BID PROPOSAL PACKAGE WILL MAKE THIS BID NONRESPONSIVE AND INELIGIBLE FOR AWARD I hereby certify,under penalty of perjury under the laws of the State of Washington,on behalf of the firm identified below that,to the best of my knowledge and belief,this firm has NOT been determined by a final and binding citation and notice of assessment issued by the Washington State Department of Labor and Industries or through a civil judgment entered by a court of limited or general jurisdiction to have willfully violated,as defined in RCW 49.48.082,any provision of RCW chapters 49.46,49.48,or 49.52 within three(3)years prior to the date of the Call for Bids. Bidder Name: Liberty Concrete LLC Name or Contractor/Bidder—Print full legal entity name of firm By: Thomas LaRiviere Signature of authorized Print Name of person making certifications for firm Title: Managing Member Place: Coeur d'Alene, ID Title of person signing certificate Print city and state where signed Date: 04/23/2024 City of Spokane Valley 8 Bid Proposal Documents Bowdish Road Sidewalk and Bike Lane CONTRACTOR'S ADMINISTRATIVE INFORMATION 1. PERSON/ENTITY a. Name as registered with the State of Washington: Liberty Concrete LLC b. Physical Address: 3448 N Huetter Rd. Coeur d'Alene, ID 83814 c. Mailing Address including zip code: 3448 N Huetter Rd.Coeur d'Alene, ID 83814 d. Remit To Address including zip code: 3448 N Huetter Rd. Coeur d'Alene, ID 83814 e. Telephone number including area code: 208-991-1302 f. Fax number including area code: None g. E-mail address for business correspondence:estimating@libertyconcretecda.com h. Washington State Contractors License Number: LIBERCL777BR i. Federal Tax Identification Number: j. Washington State UBI Number: 605-01 1-736 k. State Industrial Account Identification Number: 348,342-02 I. City of Spokane Valley Business License Number: 60501 1736 (Business License not required for Bid but will be required prior to Contract execution.) 2. INSURANCE COMPANY: a. Name of company:MarchMcLennan Agency on behalf of Old Republic Insurance Co. b. Mailing Address including zip code: 501 N Riverpoint Blvd#403 Spokane, WA 99202 c. Insurance Agent Name: Jim Majeskey d. Insurance Agent Telephone number including area code: 509-789-7430 e. Insurance Agent Fax number including area code:None 3.BONDING COMPANY: a. Surety Name: MarchMcLennan Agency on behalf of Arch Insurance Co. b. Surety Mailing Address including zip code: 3 Parkway, Ste 1500 Philadelphia, PA 19102 c. Bonding Agent Name:Jim Majeskey d. Bonding Agent Mailing Address including zip code: 501 N Riverpoint Blvd#403 Spokane, WA 99202 e. Bonding Agent Telephone number including area code: 509-789-7430 f. Bonding Agent Fax number including area code: None sr Person/Entity Name: Thomas LaRiviere Signature Of Bidder: Company: Liberty Concrete LLC Date: 04/23/2024 City of Spokane Valley 9 Bid Proposal Documents Bowdish Road Sidewalk and Bike Lane BIDDER QUALIFICATION STATEMENT The following statements of experience,personnel,equipment,and general qualifications of the Bidder are submitted with the assurance that the owner can rely on its accuracy and truthfulness. If more space is required for your answers please attach a continuation sheet(s)to the corresponding bid response page referencing the item number. 1.The company has been in business continuously from (month and year) August 2022 2.The company has had experience comparable to that required under the proposed contract: a.As a prime contractor for 1.5 years. b. As a subcontractor for 1.5 years. 3.The following is a partial list of work completed that was on an order of magnitude equal to or greater in scope and complexity to that required under the proposed contract. Year Owner& Person to contact Phone No. Location Contract Value These projects were performed under 2020 City of Spokane,Kim Orlob 509-755-2489 Spokane,WA $3,038,027.89 LaRiviere,Inc.,our Joint Agreement 2023 NEL Idaho Real Estate LLC,Jaime Yoshida 208-916-6947 Coeur d'Alene,ID $6,060,345.00 Partner in which Thomas LaRiviere is 2023 Ignite CDA,Casey Carson 208-323-4500 Coeur d'Alene,ID $4,198,011.78 President. 4.A list of supervisory personnel currently employed by the Bidder and available for work on the project (Construction Manager,principal foreman,superintendents and engineers) is as follows: Years of Name Title Experience Brian Farthing Site Superintendent 19 Eugene Chavez Project Superintendent 22+ Joshua Benton Project Manager 31 Demoree Sanders Public Liaison Officer 7 April Woelk Safety Officer and HR Director 16 5.Please attach a resume of the qualifications,previous employers,and experience of the project manager who is proposed to be assigned to the project. If a resume is not included in the bid documents the bidder agrees to furnish a resume within 24 hours of notice by the City. 6.Following is a listing of all projects the company has undertaken in the last five years,which have resulted in: a. Arbitration or litigation. None b. Claims or violations being filed by the Federal Government or the Washington State Departments of L&I, Employment Security or Revenue. None c. Liens being filed by suppliers or subcontractors. None , Person/Entity Name: Thomas LaRiviere Signature Of Bidde Company: Liberty Concrete LLC Date: 04/23/2024 City of Spokane Valley 10 Bid Proposal Documents Bowdish Road Sidewalk and Bike Lane Brian Farthing Cheyney,WA 99004 PROFESSIONAL EXPERIENCE Liberty Concrete LLC,Coeur d'Alene ID General Superintendent June 2013—Present • General Superintendent for company wastewater and water treatment plant division • Plan,execute,and manage company success on all company industrial water projects • Responsible for project safety,client satisfaction,resource planning,subcontractor management,and financial success • Worked with project managers to create the schedule,manage the budget,and provide quality deliverables to the client • Responsible for positive relationship between client,engineer,and contractor • Managed,lead,and worked on dozens of large,vertical and industrial projects in Washington and Idaho • Helped estimating team pursue future work,help facilitate the client to contractor relationship,and create project budgets • Lead a'zero hurts'culture for the company,always making safety the top priority Morgan Contracting,Baker FL Project Superintendent October 2005—May 2013 • Managed multiple 100+million-dollar projects in the southeast United States • Worked on hydroelectric darn facilities and deep well projects in the Mississippi River Delta • Responsible for project safety,specification adherence,project schedule,and financial success • Managed large wastewater treatment plant projects with extensive foundation dewatering construction • Worked on several Army Corps of Engineers emergency hurricane rehabilitation projects Skills • Extensive knowledge of Water/Wastewater process and environmental regulations • Experience in industrial equipment installation,layout,and alignment • Experience in concrete masonry forming and finishing • Certified welder • Licensed CDL truck driver HOBBIES • Carpentry,furniture building,running the family farm,mentoring younger superintendents. Eugene Chavez Project Superintendent SUMMARY OF QUALIFICATIONS Eugene Chavez has over 20 years of experience in Construction and Construction Management. He is a hard-working, dedicated individual with an eye for detail, and has the reputation of being one of our most successful Superintendents. Eugene is experienced in project costing, estimating, and scheduling subcontractors. Eugene has the experience to provide the field leadership and supervisory management to efficiently and safety manage virtually any type and size project. EDUCATION University of Idaho TRAINING & CERTIFICATION OSHA 10 & 30 Hour Leadership Training First Aid/CPR Forklift & Backhoe Training Fall Protection Seminar Trench & Excavation Training EXPERIENCE Liberty Concrete, LLC ID 2017-Present, Project Superintendent ACI Northwest, Inc 2001-2017, Project Superintendent CONSTRUCTION HIGHLIGHTS • Atlas Waterfront Park, Coeur d'Alene ID • Sharp Stormwater Improvements, Spokane WA • Expo at the Pointe, Post Falls ID • Holcomb Road Culvert Replacement, Spokane WA • 2017 Seltice Way Revitalization Project, Post Falls ID • Government Way Waterline Relocation, Coeur d'Alene ID April M. Woelk CSP, SMS, CIT 13085 N Ragged Ridge Rd-Hauser, ID 83854 (208)755-2737 Experienced safety professional with a proven track record of reducing incidents, improving regulatory compliance,program development,and delivering high quality safety training. Experience Coordinating Safety in Construction,Mining, Utilities,Warehouse,Transportation,& Manufacturing. • OSHA Authorized Outreach Instructor—Construction& General Industry(can deliver OSHA 10&30) • BCSP Certified Safety Professional (CSP) • BCSP Safety Management Specialist(SMS) • BCSP Certified Instructional Trainer(CIT) Work History: Liberty Concrete LLC February 2023 to present 3448 N Huetter Rd Safety& HR Director Coeur d'Alene, ID 83814 (208)683-2646 Duties: Responsible for safety program for over 200 employees on job sites across the Northwest. Employee and training&compliance.Job site inspections on excavation, concrete, landscape,and framing jobs. Maintain DOT compliance and driver files. Hazard Communication and Global Harmonization System compliance. Handle all Human Resources duties. Maintain OSHA 300 logs.Oversee worker's compensation, Stay at Work,and loss control programs. Supervisor training and coaching. Complete Job Hazard Analysis and PPE Assessments. FB Titan 2022—January 2023 5607 E Desmet Ave (temporary advising position) Spokane,WA 99212 (307)441-0477 j Title: HSE Advisor Duties: Act as a safety advisor for powerline installation and repair company. Inspect power line and excavation jobsites for safety compliance, review Tailboard meetings, incident investigations and reporting, Review incident trends with corporate and develop incident reduction plan.Work with work methods team to develop and deliver training. Sysco Spokane February 2020 to June 2022 300 N Baugh Way (208)777-9511 Post Falls, ID 83854 Title: Safety Director Duties: Create and revise warehouse and transportation safety programs. Perform employee safety training and create ongoing training plans and monitor performance. Conduct Job Hazard Analysis and utilize information to improve employee task training. Coordinate the handling of workers' compensation and property damage claims. Coordinate return to work and light duty with the HR team. Conduct on site safety inspections and work with associates to improve compliance with all federal and state DOT, EPA,and OSHA regulations. Review incident trends and develop incident reduction plan.Oversee fleet safety program. Serve as part of the Process Safety Management(PSM)team and ensure compliance with all environmental standards. The Haskins Company January 2019 to February 2021 3724 E Front Ave (509)535-2978 Spokane,WA 99202 Title: Safety Director(general contractor for agricultural and commercial construction) Duties: Develop and oversee construction safety program. Comply with all customer safety requirements. Conduct Job Hazard Analysis, PPE assessments,and utilize information to develop employee task training. Perform employee safety training and create ongoing training plans and monitor performance. Handle all workers compensation claims and return to work programs. Conduct on site safety inspection of large grain handling facilities and work with employees and subcontractors to improve compliance with all federal OSHA and state plan regulations. Review incident trends and develop incident reduction plan. Develop DOT training program and ensure compliance with all DOT and FMCSA regulations.Oversee installation and testing of large conveyor and material handling equipment. Develop confined space and high-rise rescue plans. Katerra,Inc. November 2017 to December 2018 7272 E Indian School Road, Ste 220 Business closed Scottsdale, AZ 85251 Based out of Spokane regional office Title:Northwest Health, Safety,&Environmental (HSE)Lead(Tech Start Up,General Contractor&CLT Wood Production Plant) Duties: Coordinate safety and health compliance in Northwest region for construction,and cross laminated timber (CLT)and wood wall and floor panel manufacturing facilities. Work with CLT factory construction, management, start up,maintenance,and engineering departments of construction and developing of CLT manufacturing processes. Supervise safety program for over 300 employees and hundreds of subcontractors on job sites across the Northwest.Coordinate startup of large production facility.Conduct pre-installation safety assessments as well as hazard analysis of equipment as it is brought online. Subcontractor safety compliance. Employee training and development. Incident reporting and investigation.Job site visits and site inspections. Work with corporate teams to develop incident reduction strategies.Job hazard analysis and pre-task planning. Create self-performed work safety training programs for electrical,concrete,finish carpentry,drywall, painting, plumbing and excavation divisions. Develop and monitor construction and general industry crane safety programs and coordinate crane setup and operations. Walker Construction, Inc. June 2015—November 2017 1800 E Trent Ave (509)535-3354 Went to Katerra Title: Safety Director(Commercial and Multifamily Construction General Contractor) Duties: Responsible for safety program for over 150 employees and 300 subcontractors on job sites across the Northwest. Employee and subcontractor training&compliance.Trainer for fall protection,equipment safety, respiratory protection,Reasonable Suspicion,OSHA 10 Construction,asbestos,and lead awareness. Review asbestos and environmental surveys and ensure compliance with all local clean air and federal EPA requirements, WA State stormwater compliance, inspections, and reporting.Job site inspections from tenant improvement, HUD,commercial and high-rise construction projects. Hazard Communication and Global Harmonization System compliance. Inspect fall protection and mobile equipment.Coordinate with Human Resources on employee training and recordkeeping. Maintain OSHA 300 logs.Oversee worker's compensation, Stay at Work,and loss control programs. Supervisor training and coaching. Complete Job Hazard Analysis and PPE Assessments. Develop deep trench and high rise fall protection plans and rescue teams. McCody Concrete February 2013 to June 2015 14021 Hwy 2 West (701)572-5300 Williston,ND 58801 Title: Safety Director(Precast and Ready-Mix Concrete Plant,Trucking,&Construction) Duties: Coordinate entire safety program for concrete ready mix,prefabricated concrete,overhead door,and trucking operations, ISNet World, PEC Premier,and Complyworks safety reporting,completing OSHA 300 Logs,construction job site,mechanic shop,warehouse,and manufacturing plant safety inspections, audit DOT and ensure FMSCA compliance,completed Job Safety Analysis and PPE Assessments,OSHA Construction and General Industry compliance,conduct safety orientations and safety training sessions,chair safety committee,and work with North Dakota Workplace Safety program compliance. ACI Northwest, Inc. May 2008—June 2012 6600 N Government Way (208)209-0199 Coeur d'Alene, ID 83815 Title: Safety Director(Excavation, HVAC, Construction,Fabrication Shop,&Trucking) Duties: Develop and supervise a safety program for over 350 employees across 3 states. Ensure compliance with all required OSHA and MSHA regulations.Complete job site safety evaluations conduct safety-training classes and complete all required safety inspections in both construction and general industry. Designed and implemented the company safety program based upon Potential Hazard Awareness.Act as company environmental officer on projects requiring Storm Water Pollution Prevention Plans. Keep all MSHA and OSHA records and do required reporting. Complete Job Safety Analysis and develop standard operating procedures. Maintain all employee training records.Conduct employee safety training and orientation. Track, investigate,and document worker's compensation claims and loss prevention. Conduct employee and supervisor training.Act as company's DOT Compliance Officer. Training and Education: Bachelor of Science Occupational Safety and Health—Columbia Southern University OSHA 511 OSHA Standards for General Industry and OSHA 501 Train the Trainer General Industry recertified February 2018 Trainer ID# 130777 OSHA 510 OSHA Standards for the Construction Industry and OSHA 500 Train the Trainer Construction Industry renewed February 2018 Trainer ID# 130777 Associated General Contractors of America(AGC)Advanced Safety Management Training Course Professional Credentials BCSP Safety Management Specialist(SMS)certificate#SMS-28 BCSP Certified Safety Professional (CSP)certificate#CSP-32875 BCSP Certified Instructional Trainer certificate#CIT-13671 Certification from the National Center for Construction Education and Research(NCCER)as: Construction Site Safety Supervisor(CSSS) Construction Site Safety Technologist(CSST) Safety Community Activities Chairperson and safety trainer Safety Fest of the Great Northwest each year teaching OSHA 300 Logs, Focus Four, Fall Protection,Excavation&Trenching, and Temporary Worker Safety and Training Obligations. Josh Benton Project Superintendent SUMMARY OF QUALIFICATIONS Josh Benton is a 4th generation carpenter with over 30 years of experience. Josh is a hardworking, dedicated individual, with an eye for detail and has the reputation of being one of our most successful superintendents on both residential and commercial projects. Josh's high quality of craftsmanship is evident and results in repeat clients. He is experienced in project costing, estimating, and scheduling subcontractors. Josh has the experience to provide the field leadership and supervisory management to efficiently and safely manage projects ranging from multi-unit housing, commercial buildings, maintenance facilities, schools and grocery stores. EDUCATION Lakeland High School, Rathdrum, Idaho TRAINING & CERTIFICATION OSHA 10 Hour Safety Training CESCL Certified (Certified Erosion Sediment Control Lead) CPR, First Aid Certified EXPERIENCE Liberty Concrete LLC, Coeur d'Alene ID 2016-Present, Project Superintendent Contractors Northwest Inc., Coeur d'Alene ID 1997-2016, Project Superintendent CONSTRUCTION HIGHLIGHTS • Cancer Treatment Center, Post Falls, Idaho • Hayden Movie Theater, Hayden, Idaho • Keystone Office Building, Coeur d'Alene, Idaho • Rite Aid Store, Coeur d'Alene, Idaho • Kootenai Technical Education Campus, Rathdrum, Idaho • Rockwood Lodge 100 Deck Repair, Coeur d'Alene, Idaho • Verizon Wireless Office/Store, Hayden, Idaho • St. Vincent de'Paul Housing • Super 1 Grocery Stores • Rosauers Grocery Stores • Huckleberry Store, Spokane, Washington DEMOREE SANDERS Hayden, ID 83835 (208)818-2074 PROFESSIONAL Highly organized, efficient, and communicative Liaison Officer with strong background SUMMARY coordinating business operations with internal and external stakeholders. Effective in serving as middle person in streamlining processes, resolving issues, and improving communications. SKILLS • Interpersonal abilities •Verbal and written • Excellent Communication • Recordkeeping communication •Attention to Detail • Community outreach • Strategic partnerships • Organization and Time • Complex problems Management analysis WORK HISTORY PUBLIC LIAISON OFFICER 09/2016 to Present Liberty Concrete LLC, Coeur d'Alene, ID • Maintained knowledge of latest requirements and support strategies. • Increased program outreach by building strong relationships with City Developers, Contractors, Sub-Contractors and the surrounding community. • Inspects and evaluate insurance claims against the company. Will report findings. • Expected to work in a safe manner in accordance with established operating procedures and practices. • May represent the organization as the prime contact on single component projects. • Devices new approaches to resolve unusual or complex problems. • Provides status updates and keeps current on important information regarding construction changes or problems. • Develops community outreach strategies to improve the public image of the company during construction. DENTAL HYGIENE COORDINATOR 07/2010 to 09/2016 Simonds Dental Group, Liberty Lake,WA • Designed dental report card that explained patients' dental health status and treatment plans. • Interpreted patients dental radiographs. • Improved and developed knowledge through continuing education courses and seminars. • Maintained accurate medical and dental records by documenting important patient data in Dentrix. • Exposed, developed and mounted both intraoral and extraoral dental x-rays. • Screened patients for signs of oral cancer, lesions or disease by visually and manually inspecting mouth and gums. • Performed duties in accordance with applicable standards, policies, and regulatory guidelines to promote safe working environment. • Quickly learned new skills and applied them to daily tasks, improving efficiency and productivity. • Developed team communications and information for meetings. • Captured patients' dental radiographs and provided to dentist for interpretation and diagnosis. • Educated patients on importance of oral hygiene and demonstrated techniques for flossing and brushing. • Capably performed prophylaxis in absence of periodontal disease or gingivitis. • Proved successful working within tight deadlines and fast-paced atmosphere. EDUCATION Apollo College,Spokane,WA Dental Hygiene, Dental Hygiene,06/2006 LEADERSHIP COEUR To identify citizens of the area who have demonstrated the potential for leadership; leaders D'ALENE 2018 who are involved in the community to make a difference;to provide information which will develop knowledge and understanding of our community, its complexes, its potential;to create an opportunity for participants to meet and exchange ideas with current community/area leaders; to motivate and provide participants to peruse leadership roles in the community and an opportunity to network and discuss issues in an informal learning environment. Spokane jValley Proposal for Incorporating Recycled Materials into the Project In compliance with the law that went into effect January 1,2016(SH 1695),the Bidder shall propose below,the total percent of construction aggregate and concrete materials to be incorporated in the Project that are recycled materials. Calculated percentages must be within the amounts allowed in Section 9- 03.21(1)E,Table of Maximum Allowable Percent(By Weight)of Recycled Material,of the Standard Specifications. Proposed total percentage: 1 percent. Note: Use of recycled materials is highly encouraged within the limits shown above but does not constitute a Bidder Preference and will not affect the determination of award, unless two or more lowest responsive Bid totals are exactly equal, in which case proposed recycling percentages will be used as a tiebreaker,per APWA GSP in Section 1-03.1(1) of the Special Provisions. Regardless, the Bidder's stated proposed percentages will become a goal the Contractor should do its best to accomplish. Bidders will be required to report on recycled materials actually incorporated into the Project, in accordance with the AP WA GSP in Section 1-06.6 of the Special Provisions. Person/Entity Name: Thomas LaRiviere Signature Of Bidder: Company: Liberty Concrete LLC Date: 04/23/2024 City of Spokane Valley I I Bid Proposal Documents Bowdish Road Sidewalk and Bike Lane City of Spokane Valley 10210 E Sprague Ave Spokane Valley, WA 99206 Local Agency Subcontractor List Prepared in compliance with RCW 39.30.060 as amended To Be Submitted with the Bid Proposal Project Name Bowdish Road Sidewalk and Bike Lane, CIP 0346 Failure to list subcontractors with whom the bidder, if awarded the contract,will directly subcontract for performance of the work of structural steel installation, rebar installation, heating,ventilation and air conditioning,plumbing,as described in Chapter 18.106 RCW,and electrical,as described in Chapter 19.28 RCW or naming more than one subcontractor to perform the same work will result in your bid being non-responsive and therefore void. Subcontractor(s)with whom the bidder will directly subcontract that are proposed to perform the work of structural steel installation, rebar installation,heating,ventilation and air conditioning,plumbing,as described in Chapter 18.106 RCW, and electrical as described in Chapter 19.28 RCW must be listed below.The work to be performed is to be listed below the subcontractor(s) name. To the extent the Project includes one or more categories of work referenced in RCW 39.30.060,and no subcontractor is listed below to perform such work,the bidder certifies that the work will either(i)be performed by the bidder itself,or(ii)be performed by a lower tier subcontractor who will not contract directly with the bidder. Subcontractor Name Not required for this project. Work to be performed HVAC Subcontractor Name Not required for this project. Work to be performed Plumbing Subcontractor Name Power City Electric Work to be performed Electrical Subcontractor Name Not required for this project. Work to be performed Structural Steel Installation Subcontractor Name Liberty Concrete to self perform. Work to be performed Rebar Installation Bidder's are notified that it is the opinion of the enforcement agency that PVC or metal conduit,junction boxes,etc,are considered electrical equipment and therefore considered part of electrical work,even if the installation is for future use and no wiring or electrical current is connected during the project. DOT Form 271-015A Revised 06/2020 BID DEPOSIT FORM OF BID DEPOSIT-CHECK ONE: Please submit this sheet with the bid deposit. CASH.Attach the deposit behind this sheet. X SURETY BOND-Attach bid bond behind this sheet.IT IS STRONGLY RECOMMENDED THAT YOU USE THE ATTACHED FORM. BID DEPOSIT REQUIRED.No bid may be considered for public work unless it is accompanied by a bid deposit in the form of a surety bond, postal money order, cash, cashier's check, or certified check in an amount equal to five percent(5%) of the amount of the bid proposed. If the bidder to whom the contract is awarded fails to enter into the contract and furnish the contractor's bond as required within ten days after notice of the award, exclusive of the day of notice,the amount of the bid deposit shall be forfeited to the City and the contract awarded to the next lowest and best bidder. If the deposit is"cash"and is in the form of a postal money order,cashier's check, or certified check,the checks are to be made payable to the City of Spokane Valley. Cash bid deposits are to be accompanied by this form. Cash bid deposits of all unsuccessful bidders shall be returned after the contract is awarded and the required contractor's bond and proof of insurance given by the successful bidder is accepted by the City of Spokane Valley. If the bid deposit is in the form of a surety bond it must be of a corporate surety licensed to do business in the State of Washington. The City strongly recommends the use of the attached City Bid Deposit Surety Bond Form. If the City's Bid Deposit Surety Bond Form is not used, the bidder is warned to take special care in assuring that the form used does not materially alter, qualify or conflict with the terms and conditions set forth in the City's Bid Deposit Surety Bond Form. The failure to furnish a bid bond in compliance with the City's Bid Deposit Surety Bond Form shall make the bid non-responsive and shall cause the bid to be rejected by the City. Person/Entity Name: Thomas LaRiviere Signature Of Bidder: Company: Liberty Concrete LLC Date: 04/23/2024 City of Spokane Valley I2 Bid Proposal Documents Bowdish Road Sidewalk and Bike Lane Spokane �,,f Valley Bid NO: Bond CONTRACTOR'S BID DEPOSIT SURETY BOND to City of Spokane Valley,Washington We, Liberty Concrete LLC , as Principal, existing under and by virtue of the laws of the State of Washington and authorized to do business in the State of Washington,and Arch Insurance Company, as Surety,organized and existing under the laws of the State of Missouri , are held and firmly bound unto the City of Spokane Valley, a Washington municipality, as Obligee, in the penal sum of 5%of the total amount bid,not to exceed$ 5% , for the payment of which we jointly and severally bind ourselves,and our legal representatives and successors. WHEREAS,the Principal has submitted a bid for Bowdish Road Sidewalk and Bike Lane,Project#0346. NOW THEREFORE, the condition of the obligation is such that if the Obligee shall accept the bid of Principal and make timely award to the Principal according to the terms of the bid documents; and the Principal shall,within ten days after notice of the award,exclusive of the day of notice,enter into the contract with the Obligee and furnish the contractor's bonds (performance and payment bonds) with Surety satisfactory to the Obligee in an amount equal to 100%of the amount of the bid proposed including additives, alternatives and Washington State sales tax, then this obligation shall be null and void; otherwise if the Principal fails to enter into the contract and fails to furnish the contractor's bonds within ten days of notice of award,exclusive of the day of notice,the amount of the bid deposit shall be forfeited to the Obligee,payable by the Surety;but in no event will the Surety's liability exceed the face amount of this bid bond. This bond may be executed in two original counterparts,and shall be signed by the parties' duly authorized officers.This bond will only be accepted if it is accompanied by a fully executed and original power of attorney for the officer executing on behalf of the surety. PRINCI L(CONTRACTOR) Liberty Concrete LLC SU ETY Arch I rance Co pang ® - << as eA ay 04 2Q` 04/03/2024 rincipal Signature Date Surety Signature Date —��tzti• LG �v �„� Madison Czarapata Printed Name Printed Name 1Q ,� �, �� 1—� Attorney-In-Fact Title C) Pc-e Title Name,address,and telephone of local office/agent of Surety Company is: James E. Majeskey II, Marsh & McLennan Agency, LLC 501 N. Riverpoint Blvd. Ste. 403, Spokane, WA 99202 City of Spokane Valley 13 Bid Proposal Documents Bowdish Road Sidewalk and Bike Lane TSBA2024 this Power of Attorney limits the acts of those named herein,and they have no authority to bind the Company except in the manner and to the extent herein stated. Not valid for Note,Loan,Letter of Credit,Currency Rale,Interest Rate or Residential Value Guarantees. POWER OF ATTORNEY Know All Persons Bs•These Presents: That the Arch Insurance Company,a corporation orgatured and existing under the laws of the State of Missouri,having its principal administrative office in Jersey City, New Jersey(hereinafter referred to as the"Company")does hereby appoint: Madison Czarapata its true and lawful Attormey(s)in-Fact,to make,execute,seal,and deliver from the date of issuance of this power for and on its behalf as surety,and as its act and deed: Any and all bonds,undertakings,recognizances and other surety obligations,in the penal sum not exceeding One hundred and Filly Million Dollars(150,000,000.00). Any and all bonds,undertakings,recognizances and other surety obligations. Surety Bond Number.Bid Bond Principal:Liberty Concrete LLC Obligee: City of Spokane Valley This authority does not permit the same obligation to be split into two or more bonds In order to bring each such bond vnthuu the dollar limit of authority as set forth herein. The execution of such bonds,undertakings,recognizaaces and other surety obligations in pursuance of these p,esents shall be as binding upon the said Company as fully and amply to all intents and purposes,as if the same had been duly executed and acknowledged by its regularly elected officers at its principal administrative office in Jersey City,New Jersey. • This Power of Attorney is executed by authority of resolutions adopted by unanimous consent of the Board of Directors of the Company on August 31,2022,true and accurate copies of which are hereinafter set forth and are hereby certified to by the undersigned Secretary as being in full force and effect: "VOTED,That the Chairman of the Board,the President;or the Executive Vice President,or any Senior Vice President,of the Surety Business Division,or their appointees designated in writing and filed with the Secretary,or the Secretary shall have the power and authority to appoint agents and attorneys-iu-fact,and to authorize them subject to the limitations set forth in their respective powers of attorney,to execute on behalf of the Company,and attach the seal of the Company thereto,bonds, undertakings,recognizances and other surety obhgatious obligatory in the nature thereof,and any such officers of the Company may appoint agents for acceptance of process." This Power of Attorney is signed,waled and certified by facsimile under and by authority of the following resolution adopted by the unanimous consent of the Board of Directors of the Company on August 31,2022: VOTED,That the signature of the Chairman of the Board,the President,or the Executive Vice President,or any Senior Vice President,of the SruetyBursiness Division, or their appointees designated in writing and filed with the Secretary,and the signature of the Secretary,the seal of the Company,and certifications by the Secretary,may be affixed by facsimile on any power of attorney or bond executed pursuant to the resolution adopted by the Board of Directors on August 31,2022,and any such power so executed,sealed and certified with respect to any bond or undertaking to which it is attached,shall continue to be valid and binding upon the Company.In Testimony Whereof,the Company has caused this instrument to be signed and its corporate seal to be affixed by their authorized officers,this 1"day of February,2024 Attested and Certified liti� C. 0Arch Insm-ance Co any 12 C , VK1Ut+t?KAYf 4 y�y HAI Regan A.Shulman,Secretary +4 tin Stephen C.Ruschak,Executive Vice President STATE OF PENNSYLVANIA SS SiN4fW COUNTY OF PHILADELPHIA SS I,Michele Trtpodi,a Notary Public,do hereby certify that Regan A.Shidnian and Stephen C.Ruschak personally known to me to be the same persons whose names are respectively as Secretary and Executive Vice President of the Arch Insurance Company,a Corporation organized and existing under the laws of the State of Missouri,subscribed to the foregoing instrument,appeared before me this day in person and severally acknowledged that they being therertnto duly authorized signed, sealed with the corporate seal and delivered the said instrument as the free and voluntary act of said corporation and as their own-free and voluntary acts for the uses and purposes therein set forth. Commonwealth of Pwaaytrania•Notary Sat WCNEil TM1001,Notary Wbtie Ph/Li/MOM County Rtnriamsheon Expires Juty 11,NIS Michele Tripoli,Notary Public Commhislan►onte 1141621 CERTIFICATION My commission expires 07/31/2025 I,Regan A.Shulman,Secretary of the Arch Insurance Company,do hereby certify that the attached Power of Attorney dated February 1,2024 on behalf of the person(s)as listed above is a true and correct copy and that the same has been in full force and effect since the date thereof and is in full force and effect on the date of this certificate;and I do further certify that the said Stephen C.Ruschak,who executed the Power of Attorney as Executive Vice President,was on the date of execution of the attached Power of Attorney the duly elected Executive Vice President of the Arch Insurance Company. IN TEs t IMONY WHEREOF,I have hereunto subscribed my name and affixed the corporate seal of the Arch Insurance Company on this 88th dray of April,2024 "t Regan A.Shulman,Secretary This Power of Attorney limits the acts of those named therein to the bonds and undertakings specifically marred therein and they have no authority to bind the Company except in the manner and to the extent herein stated. PLEASE SEND ALL CLAM INQUIRIES RELATING TO THIS BOND TO THE FOLLOWING ADDRESS:`-' '� `l Arch Insurance Company Claims Department rt Surety Claims 1 V C2C .x'-vi Y P.O.Boi 542033 S l,i{rr Omaha,NE 68154 1471 surettxlaims)warchinsurance.cot$ N. To verify the authenticity of this Power of Attorney,please contact Arch Insurance Company at Surety:Authentic@archlnsurance.com's•. t� Please refer to the above named Attorney-la-Fad and the details of the bond to which the power is attached. *'^., siia it~r A1CP0A02052024 Printed in U.S.A. REPRESENTATIONS AND CERTIFICATIONS Pursuant to RCW 9A.72.085, I Thomas LaRiviere , declare under penalty of perjury under the laws of the State of Washington that the following Representations and Certifications are true and correct: REPRESENTATION: I am the Managing Member(position) for Liberty Concrete LLC (company name), (hereinafter "Firm"), and have been duly authorized to make all such representations and certifications herein on behalf of the Finn. Any reference herein to"I,""me,"or"we"means the Firm. ANTI-KICKBACK REPRESENTATION:No officer or employee of the City of Spokane Valley,having the power or duty to perform an official act or action related to this submittal, has, nor will they acquire any interest in this submittal, or have solicited,accepted or granted a present or future gift,favor,service, or other thing of value from or to any person involved in this submittal. REPRESENTATION: In submitting this bid I represent that the bid documents have been read and understood, that the site has been visited and or that I have become familiarized with the local conditions under which the work is to be performed, that by signature of this proposal I acknowledge all requirements and that I or authorized representatives of the Firm have signed all certificates contained herein. REPRESENTATION: In submitting this bid I acknowledge and agree to the requirements and conditions applicable to bid deposits in the form of a cash bid deposit or surety bond bid deposit. NON-COLLUSION: That the Firm and all associated members, officers, and employees of such Firm have not, either directly or indirectly, entered into any agreement, participated in any collusion, or otherwise taken any action in restraint of free competitive bidding in connection with the project for which this bid is submitted. I CERTIFY that pursuant to RCW 39.04.350(1)(d) and RCW 39.06.010, no final determination of violation of RCW 50.12.070(l)(b), 50.16.070(l)(b),or 82.32.070(1)(b)has been made by the Washington State Departments of Employment Security, Labor And Industries or Revenue respectively dated within two years of the date of the closing of this bid. I understand further that no bid may be submitted, considered or contract awarded for a public work to any person or entity that has a determination of violation of the above referenced statutes within two years from the date that a violation is finally determined and the date of this bid closing. I CERTIFY that the Firm is not in violation of RCW 39.04.350(1)(d) and RCW 39.12.065(3)with regard to payment of prevailing wages. I CERTIFY that pursuant to RCW 39.04.350(1)(g), in the three-year period immediately preceding the date of the bid solicitation, no final and binding citation and assessment has been issued by the Department of Labor and Industries and no civil judgment has been entered by a court of limited or general jurisdiction for any willful violation of chapters 49.46,49.48,or 49.52 RCW. I CERTIFY that pursuant to RCW 39.04.350(1)(f), all necessary members,officers,and employees of the Firm have: CHECK ONE: Completed the appropriate training on prevailing wage and public works requirements prior to contract award;or X Completed three or more public works projects and has held a valid Washington business for three or more years. A copy of evidence of such training or exemption from the Department of Labor and Industries has been attached to this Representation and Certification Form. City of Spokane Valley 14 Bid Proposal Documents Bowdish Road Sidewalk and Bike Lane I CERTIFY that pursuant to RCW 39.06.020, if selected, I will verify the responsibility criteria for all subcontractors as set forth in RCW 39.04.350(1). I CERTIFY that to the best of my knowledge the information contained in this proposal is accurate and complete and that I have the legal authority to commit this Firm to a contractual agreement. I realize the final funding for any service is based upon budget levels and the approval of the City of Spokane Valley. I CERTIFY that by signing the signature page of this bid, I am deemed to have signed and have agreed to the provisions of this declaration. Name: Thomas LaRiviere, Liberty Concrete LLC Person/entity submitting bid(print) Signature: Title: Managing Member Date: 04/23/2024 Place Signed: Coeur d'Alene, ID City of Spokane Valley 15 Bid Proposal Documents Bowdish Road Sidewalk and Bike Lane I y y4:)) BUSINESS LICENSE' I `'1't "' Issue Date: Feb 02, 2024 Limited Liability Company Unified Business ID#: 605011736 Business ID#: 001 Location: 0001 LIBERTY CONCRETE LLC DBA LIBERTY CONCRETE CDA LLC Expires: Dec 31, 2024 3448 N HUETTER RD COEUR D ALENE ID 83814-8905 l. UNEMPLOYMENT INSURANCE-ACTIVE INDUSTRIAL INSURANCE-ACTIVE TAX REGISTRATION -ACTIVE 1 CITY/COUNTY ENDORSEMENTS: SPOKANE VALLEY GENERAL BUSINESS-NON-RESIDENT-ACTIVE SPOKANE GENERAL BUSINESS - NON-RESIDENT-ACTIVE i LICENSING RESTRICTIONS: Not licensed to hire minors without a Minor Work Permit. I~. l,4 i 4 17 4 4 } tyy !hi,document li,ls the regeoratinte, endur,enunts, anti license,authorized for the business '+ 1 named abm e.B% at ceplotg.the;dornment,the licence certiiie,the information on the applie.tblot tt,t.complete, true and der orate to the belt of he,or her Loon ledge,awl that bo ioe.s c%ill be few c'enducted in c,nnphant e tc ilh All ipplit ildr 14"1 hittgton a.etr ,mild, .Ind t lit r olot10n-. i`, STS'E OF vVAS-mWG I_•', UBI: 605011736 001 0001 Expires: Dec 31, 2024 LIBERTY CONCRETE LLC DBA UNEMPLOYMENT INSURANCE- LIBERTY CONCRETE CDA LLC ACTIVE 3448 N HUETTER RD INDUSTRIAL INSURANCE-ACTIVE COEUR D ALENE ID 83814-8905 TAX REGISTRATION-ACTIVE SPOKANE VALLEY GENERAL BUSINESS-NON-RESIDENT- ACTIVE SPOKANE GENERAL BUSINESS- NON-RESIDENT-ACTIVE Exhibit C �....., LARIINC-01 LKORESKI Ac--- CERTIFICATE OF LIABILITY INSURANCE DATE DIYYYY) `.� 5/1/2024 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 Cara Longinotti Spokane Office Marsh McLennan Agency LLC NCC,No,Ext):(509)363-4042 (NC,No): 501 N.Riverpoint Blvd.,Ste 403 E9 IENEss:Cara.Longinotti@MarshMMA.com Spokane,WA 99202 INSURER(S)AFFORDING COVERAGE NAIC# INSURERA:Old Republic Insurance Company 24147 INSURED INSURER B:Travelers Property Casualty Co of Amer 25674 Liberty Concrete,LLC INSURER c:Berkley Assurance Company 39462 3448 N.Huetter Rd - INSURERD: — Coeur d'Alene,ID 83814 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 LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER IMM/DD/YYYY1 (MM/DD/YYVY) LIMITS / A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000 ✓ CLAIMS-MADE X OCCUR MWZY 317575 23 5/31/2023 5/31/2024 DAMAGE TO RENTED 100,000 X X PREMISES(Ea occurrence) $ MED EXP(Any one person) $ 10,000 PERSONAL&ADV INJURY $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 POLICY X JECT LOC PRODUCTS-COMP/OP AGG $ 2,000,000 OTHER WA STOP GAP $ 1,000,000 A COMBINED SINGLE LIMIT 2,000,000/ AUTOMOBILE LIABILITY (Ea accident) $ X ANY AUTO X X MWTB 317576 23 5/31/2023 5/31/2024 BODILY INJURY(Per person) $ — OWNED SCHEDULED _ AUTOS ONLY AUTOS y�� BODILY INJURY(Per accident) $ 1 AUTOS ONLY AUTOS ONLDY PROPERTY DAMAGE (Per accident) $ $ B X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 10,000,000 EXCESS LIAB CLAIMS-MADE X x CUP-6W191927-23-NF 4/1/2023 5/31/2024 AGGREGATE $ 10'000'000 DED X RETENTION$ 10,000 $ A WORKERS COMPENSATION PER STATUTE ER OTH Y/N1,000,0001 / AND EMPLOYERS'LIABILITY MWC 317574 23 5/31/2023 5/31/2024 1,000,000✓ ANY PROPRIETOR/PARTNER/EXECUTIVE N/A X E.L.EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? 1,000,000 (Mandatory in NH) E.L DISEASE-EA EMPLOYEE $ If yes,describe under 1,000,000✓ DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ C Pollution/Prof.Liab PCXB-5021771-0423 4/1/2023 5/31/2024 Each Occurrence 2,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS I VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) RE:Bowdish Road Sidewalk and Bike Lane—CIP#346,Contract No 24-102 City of Spokane Valley is additional insured per the attached forms.Coverage is primary and non-contributory.Waiver of subrogation and per project aggregate applies per attached forms. 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 E "()-2g) Un1)4^4y I ACORD 25(2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD POLICY NUMBER: MWZY 317575 22 COMMERCIAL GENERAL LIABILITY CG 20 37 12 19 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 PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location And Description Of Completed Operations Any person or organization contractually requiring status as an The locations as specified in the written contracts or agreements additional insured for ongoing operations that you perform for them 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 B. With respect to the insurance afforded to these include as an additional insured the person(s) or additional insureds, the following is added to organization(s) shown in the Schedule, but only Section III- Limits Of Insurance: with respect to liability for "bodily injury" or If coverage provided to the additional insured is "property damage" caused, in whole or in part, by required by a contract or agreement, the most we "your work" at the location designated and will pay on behalf of the additional insured is the described in the Schedule of this endorsement amount of insurance: performed for that additional insured and included in the"products-completed operations hazard". 1. Required by the contract or agreement; or However: 2. Available under the applicable limits of 1. The insurance afforded to such additional insurance; insured only applies to the extent permitted by whichever is less. law; and This endorsement shall not increase the 2. If coverage provided to the additional insured is applicable limits of insurance. required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 37 12 19 ©Insurance Services Office, Inc., 2018 Page 1 of 1 POLICY NUMBER: MWZY 317575 22 COMMERCIAL GENERAL LIABILITY CG 20 10 12 19 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 Name Of Additional Insured Person(s) Or Organization(s) Location(s) Of Covered Operations Any person or organization contractually requiring status as an The locations as specified in the written contracts or agreements additional insured for ongoing operations that you perform for them Information required to complete this Schedule, if not shown above,will be shown in the Declarations. A. Section It - Who Is An Insured is amended to B. With respect to the insurance afforded to these include as an additional insured the person(s) or additional insureds, the following additional organization(s) shown in the Schedule, but only exclusions apply: with respect to liability for "bodily injury", "property This insurance does not apply to "bodily injury" or damage" or "personal and advertising injury" "property damage"occurring after: caused, in whole or in part, by: 1. All work, including materials, parts or 1. Your acts or omissions; or equipment furnished in connection with such 2. The acts or omissions of those acting on your work, on the project (other than service, behalf; maintenance or repairs) to be performed by or in the performance of your ongoing operations for on behalf of the additional insured(s) at the the additional insured(s) at the location(s) location of the covered operations has been designated above. completed; or However: 2. That portion of "your work" out of which the injury or damage arises has been put to its 1. The insurance afforded to such additional intended use by any person or organization insured only applies to the extent permitted by other than another contractor or subcontractor law; and engaged in performing operations for a 2. If coverage provided to the additional insured is principal as a part of the same project. required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 10 12 19 ©Insurance Services Office, Inc., 2018 Page 1 of 2 C. With respect to the insurance afforded to these 2. Available under the applicable limits of additional insureds, the following is added to insurance; Section III- Limits Of Insurance: whichever is less. If coverage provided to the additional insured is This endorsement shall not increase the required by a contract or agreement, the most we applicable limits of insurance. will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or Page 2 of 2 ©Insurance Services Office, Inc., 2018 CG 20 10 1219 POLICY NUMBER: MWZY 317575 22 COMMERCIAL GENERAL LIABILITY CG 24 04 12 19 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART ELECTRONIC DATA LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART DESIGNATED SITES POLLUTION LIABILITY LIMITED COVERAGE PART DESIGNATED SITES PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART RAILROAD PROTECTIVE LIABILITY COVERAGE PART UNDERGROUND STORAGE TANK POLICY DESIGNATED TANKS SCHEDULE Name Of Person(s) Or Organization(s): Any person or organization to whom or to which you are obligated by virtue of a written contract to waive your right of recovery. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV- Conditions: We waive any right of recovery against the person(s) or organization(s) shown in the Schedule above because of payments we make under this Coverage Part. Such waiver by us applies only to the extent that the insured has waived its right of recovery against such person(s) or organization(s) prior to loss. This endorsement applies only to the person(s) or organization(s) shown in the Schedule above. CG 24 04 12 19 © Insurance Services Office, Inc., 2018 Page 1 of 1 COMMERCIAL GENERAL LIABILITY CG20011219 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NONCONTRIBUTORY - OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to the Other Insurance (2) You have agreed in writing in a contract or Condition and supersedes any provision to the agreement that this insurance would be contrary: primary and would not seek contribution Primary And Noncontributory Insurance from any other insurance available to the additional insured. This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: (1) The additional insured is a Named Insured under such other insurance; and CG 20 01 12 19 ©Insurance Services Office, Inc., 2018 Page 1 of 1 COMMERCIAL GENERAL LIABILITY CG 25 03 05 09 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED CONSTRUCTION PROJECT(S) GENERAL AGGREGATE LIMIT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Designated Construction Project(s): The projects as specified in the written contracts or agreements Information required to complete this Schedule, if not shown above,will be shown in the Declarations. A. For all sums which the insured becomes legally 3. Any payments made under Coverage A for obligated to pay as damages caused by "occur- damages or under Coverage C for medical rences" under Section I - Coverage A, and for all expenses shall reduce the Designated Con- medical expenses caused by accidents under struction Project General Aggregate Limit for Section I - Coverage C, which can be attributed that designated construction project. Such only to ongoing operations at a single designated payments shall not reduce the General Ag- construction project shown in the Schedule gregate Limit shown in the Declarations nor above: shall they reduce any other Designated Con- t. A separate Designated Construction Project struction Project General Aggregate Limit for General Aggregate Limit applies to each des- any other designated construction project ignated construction project, and that limit is shown in the Schedule above. equal to the amount of the General Aggregate 4. The limits shown in the Declarations for Each Limit shown in the Declarations. Occurrence, Damage To Premises Rented To 2. The Designated Construction Project General You and Medical Expense continue to apply. Aggregate Limit is the most we will pay for the However, instead of being subject to the sum of all damages under Coverage A, ex- General Aggregate Limit shown in the Decla cept damages because of "bodily injury" or rations, such limits will be subject to the appli "property damage" included in the "products cable Designated Construction Project Gen- hazard", and for medi- cal Aggregate Limit. completed operations P cal expenses under Coverage C regardless of the number of: a. Insureds; b. Claims made or "suits"brought; or c. Persons or organizations making claims or bringing "suits". CG 25 03 05 09 ©Insurance Services Office, Inc., 2008 Page 1 of 2 B. For all sums which the insured becomes legally C. When coverage for, liability arising out of the obligated to pay as damages caused by "occur- "products-completed operations hazard" is pro- rences" under Section I - Coverage A, and for all vided, any payments for damages because of medical expenses caused by accidents under "bodily injury" or "property damage" included in Section I - Coverage C, which cannot be attrib- the "products-completed operations hazard" will uted only to ongoing operations at a single des- reduce the Products-completed Operations Ag- ignated construction project shown in the Sched- gregate Limit, and not reduce the General Ag- ule above: gregate Limit nor the Designated Construction 1. Any payments made under Coverage A for Project General Aggregate Limit. damages or under Coverage C for medical D. If the applicable designated construction project expenses shall reduce the amount available has been abandoned, delayed, or abandoned under the General Aggregate Limit or the and then restarted, or if the authorized contract- Products-completed Operations Aggregate ing parties deviate from plans, blueprints, de- Limit, whichever is applicable; and signs, specifications or timetables, the project will 2. Such payments shall not reduce any Desig still be deemed to be the same construction pro- nated Construction Project General Aggre- ject. gate Limit. E. The provisions of Section III - Limits Of Insur- ance not otherwise modified by this endorsement shall continue to apply as stipulated. CG 25 03 05 09 ©Insurance Services Office, Inc., 2008 Page 2 of 2 IL 10 (12/06) OLD REPUBLIC INSURANCE COMPANY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AMENDMENT OF GENERAL AGGREGATE LIMIT DESIGNATED CONSTRUCTION PROJECT(S) AND DESIGNATED LOCATION(S) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART/FORM SCHEDULE Ultimate General Aggregate Limit: $50,000,000 (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) If endorsement(s) CG 25 03 - Designated Construction Project(s) General Aggregate Limit and/or endorsement CG 25 04 - Designated Location(s) General Aggregate Limit is (are) made a part of the policy, the following provisions apply to the insurance provided by this policy and supercede any provision(s) to the contrary: A. The Designated Construction Project General Aggregate Limit (CG 25 03) and Designated Location General Aggregate Limit (CG 25 04) are subject to the Ultimate General Aggregate Limit shown in the above Schedule. B. The Ultimate General Aggregate Limit shown in the above Schedule is the most we will pay for the sum of all damages under the Designated Construction Project General Aggregate Limit and Designated Location General Aggregate Limit. C. SECTION III - LIMITS OF INSURANCE provisions not otherwise modified by this endorsement shall continue to apply as stipulated. GL 747 009 1018 Page 1 of 1 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. POLICY NUMBER: ZAGLB9256200 COMMERCIAL GENERAL LIABILITY CG24171001 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CONTRACTUAL LIABILITY - RAILROADS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Scheduled Railroad: Designated Job Site: RAILROADS WHERE A WRITTEN ANY JOB SITE WHERE A WRITTEN CONTRACT IS EXECUTED PRIOR TO A CONTRACT IS EXECUTED PRIOR TO A LOSS LOSS (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) With respect to operations performed for, or affecting, Paragraph f. does not include that part of any a Scheduled Railroad at a Designated Job Site, the contract or agreement: definition of "insured contract" in the Definitions sec- (1) That indemnifies an architect, engineer or tion is replaced by the following: surveyor for injury or damage arising out of: 9. "Insured Contract" means: (a) Preparing, approving or failing to Are- a. A contract for a lease of premises. However, pare or approve maps, shop drawings, that portion of the contract for a lease of prem- opinions, reports, surveys, field orders, ises that indemnifies any person or organiza- change orders or drawings and specifi- tion for damage by fire to premises while rented cations; or to you or temporarily occupied by you with (b) Giving directions or instructions, or fail- permission of the owner is not an "insured con- ing to give them, if that is the primary tract"; cause of the injury or damage; b. A sidetrack agreement; (2) Under which the insured, if an architect, c. Any easement or license agreement; engineer or surveyor, assumes liability for d. An obligation, as required by ordinance, to an injury or damage arising out of the in indemnify a municipality, except in connection sured's rendering or failure to render pro with work for a municipality; fessional services, including those listed in Paragraph (1) above and supervisory, in- e. An elevator maintenance agreement; spection, architectural or engineering activi- f. That part of any other contract or agreement ties. pertaining to your business (including an in- demnification of a municipality in connection with work performed for a municipality) under which you assume the tort liability of another party to pay for"bodily injury" or"property dam- age" to a third person or organization. Tort li- ability means a liability that would be imposed by law in the absence of any contract or agreement. CG 24 17 10 01 © ISO Properties, Inc., 2000 Page 1 of 1 .❑ POLICY NUMBER: COMMERCIAL GENERAL LIABILITY CG 02 24 10 93 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EARLIER NOTICE OF CANCELLATION PROVIDED BY US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Number of Days' Notice 60 (If no entry appears above, information required to complete this Schedule will be shown in the Declarations as applicable to this endorsement.) For any statutorily permitted reason other than nonpayment of premium, the number of days required for notice of cancellation, as provided in paragraph 2. of either the CANCELLATION Common Policy Condition or as amended by an applicable state cancellation endorsement, is increased to the number of days shown in the Schedule above. CG 02 24 10 93 Copyright, Insurance Services Office, Inc., 1992 Page 1 of 1 IL 10 (12/06) OLD REPUBLIC INSURANCE COMPANY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EARLIER NOTICE OF WHEN WE DO NOT RENEW (NONRENEWAL) PROVIDED BY US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART RAILROAD PROTECTIVE LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Number of Days' Notice 60 (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) The number of days required for notice of When We Do Not Renew (Nonrenewal), as provided in the When We Do Not Renew (Nonrenewal) policy Condition or as amended by an applicable state endorsement, is increased to the number of days shown in the Schedule above. PGL 015 04 14 POLICY NUMBER: MWTB 317576 22 COMMERCIAL AUTO CA 20 48 10 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED FOR COVERED AUTOS LIABILITY COVERAGE This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement. This endorsement identifies person(s) or organization(s) who are "insureds"for Covered Autos Liability Coverage under the Who Is An Insured provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: LaRiviere, Incorporated • Endorsement Effective Date: 4/01/2023 SCHEDULE Name Of Person(s) Or Organization(s): All persons or organizations as required by contract or agreement Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Each person or organization shown in the Schedule is an "insured" for Covered Autos Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Paragraph A.1. of Section II - Covered Autos Liability Coverage in the Business Auto and Motor Carrier Coverage Forms and Paragraph D.2. of Section I - Covered Autos Coverages of the Auto Dealers Coverage Form. CA 20 48 10 13 © Insurance Services Office, Inc., 2011 Page 1 of 1 IL 10 (12/06) OLD REPUBLIC INSURANCE COMPANY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM SCHEDULE Name of Person or Organization: All persons or organizations as required by contract or agreement (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) The Transfer Of Rights Of Recovery Against Others To Us Condition is changed by adding the following: We waive any right of recovery we may have against the person(s) or organization(s) shown in the Schedule because of payments we make for injury or damage. This waiver applies only to the person or organization shown in the Schedule. PCA 024 10 13 Page 1 of 1 COMMERCIAL AUTO CA 04 49 11 16 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NONCONTRIBUTORY - OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. A. The following is added to the Other Insurance B. The following is added to the Other Insurance Condition in the Business Auto Coverage Form Condition in the Auto Dealers Coverage Form and and the Other Insurance — Primary And Excess supersedes any provision to the contrary: Insurance Provisions in the Motor Carrier This Coverage Form's Covered Autos Liability Coverage Form and supersedes any provision to Coverage and General Liability Coverages are the contrary: primary to and will not seek contribution from any This Coverage Form's Covered Autos Liability other insurance available to an "insured" under Coverage is primary to and will not seek your policy provided that: contribution from any other insurance available to 1. Such "insured" is a Named Insured under such an "insured"under your policy provided that: other insurance; and 1. Such "insured" is a Named Insured under such 2. You have agreed in writing in a contract or other insurance; and agreement that this insurance would be 2. You have agreed in writing in a contract or primary and would not seek contribution from agreement that this insurance would be any other insurance available to such primary and would not seek contribution from "insured". any other insurance available to such "insured". CA 04 49 11 16 ©Insurance Services Office, Inc., 2016 Page 1 of 1 COMMERCIAL AUTO CA99481013 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. POLLUTION LIABILITY - BROADENED COVERAGE FOR COVERED AUTOS - BUSINESS AUTO AND MOTOR CARRIER COVERAGE FORMS This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. A. Covered Autos Liability Coverage is changed as "Covered pollution cost or expense" does not follows: include any cost or expense arising out of the 1. Paragraph a. of the Pollution Exclusion actual, alleged or threatened discharge, applies only to liability assumed under a dispersal, seepage, migration, release or contract or agreement. escape of"pollutants": 2. With respect to the coverage afforded by a. Before the "pollutants" or any property in Paragraph A.1. above, Exclusion B.6. Care, which the "pollutants" are contained are Custody Or Control does not apply. moved from the place where they are accepted by the "insured" for movement B. Changes In Definitions into or onto the covered "auto"; or For the purposes of this endorsement, Paragraph b. After the "pollutants" or any property in D. of the Definitions Section is replaced by the which the "pollutants" are contained are following: moved from the covered "auto" to the D. "Covered pollution cost or expense" means any place where they are finally delivered, cost or expense arising out of: disposed of or abandoned by the 1. Any request, demand, order or statutory or "insured". regulatory requirement that any "insured" or Paragraphs a. and b. above do not apply to others test for, monitor, clean up, remove, "accidents" that occur away from premises contain, treat, detoxify or neutralize, or in owned by or rented to an "insured" with any way respond to, or assess the effects respect to "pollutants" not in or upon a of"pollutants"; or covered"auto"if: 2. Any claim or "suit" by or on behalf of a (1) The "pollutants" or any property in governmental authority for damages which the "pollutants" are contained because of testing for, monitoring, cleaning are upset, overturned or damaged as up, removing, containing, treating, a result of the maintenance or use of detoxifying or neutralizing, or in any way a covered "auto"; and responding to or assessing the effects of (2) The discharge, dispersal, seepage, "pollutants". migration, release or escape of the "pollutants" is caused directly by such upset, overturn or damage. CA 99 48 10 13 ©Insurance Services Office, Inc., 2011 Page 1 of 1 POLICY NUMBER: MWTB 317576 22 COMMERCIAL AUTO CA 20 70 10 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COVERAGE FOR CERTAIN OPERATIONS IN CONNECTION WITH RAILROADS This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIERS COVERAGE FORM With respect to coverage provided under this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: LaRiviere, Incorporated Endorsement Effective Date: 4/1/2023 SCHEDULE Scheduled Railroad Designated Job Site Where required by written contract or agreement Information required to complete this Schedule, if not shown above,will be shown in the Declarations. With respect to the use of a covered "auto" in operations for or affecting a railroad designated in the Schedule at a Designated Job Site, the two exceptions contained in the definition of "insured contract" relating to construction or demolition operations performed within 50 feet of a railroad do not apply. CA 20 70 10 13 ©Insurance Services Office, Inc., 2011 Page 1 of 1 IL 10 (12/06) OLD REPUBLIC INSURANCE COMPANY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EARLIER NOTICE OF CANCELLATION PROVIDED BY US This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM SCHEDULE Number of Days' Notice 10 (For non-payment of premium) Number of Days' Notice 60 (For any other reason, other than nonpayment of premium) (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) The number of days required for notice of Cancellation, as provided in the Cancellation policy Condition or as amended by an applicable state endorsement, is increased to the number of days shown in the Schedule. PCA011 10 13 IL 10 (12/06) OLD REPUBLIC INSURANCE COMPANY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EARLIER NOTICE OF NONRENEWAL PROVIDED BY US This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM/POLICY MOTOR CARRIER COVERAGE FORM SCHEDULE Number of Days' Notice 60 (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) The number of days required for notice of Nonrenewal, as provided in the Nonrenewal policy Condition or as amended by an applicable state endorsement, is increased to the number of days shown in the Schedule. PCA012 10 13 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 00 03 13 POLICY NUMBER: 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 anyone not named in the Schedule. SCHEDULE DATE OF ISSUE: ©1983National Council on Compensation Insurance. INSURED COPY • OLD REPUBLIC INSURANCE COMPANY WORKERS'COMPENSATION AND EMPLOYERS' LIABILITY INSURANCE POLICY EARLIER NOTICE O F CANCELATION O R NONRENEWAL PROVIDED BY U S SCHEDULE Number of Days'Notice Number of Days'Notice of State(s) of Cancellation Non- Cancellation Reasons Other Than Applicable payment of Premium Non-payment of Premium or Nonrenewal 10 60 SEE ITEM 3. A. Number of Days'Notice of Nonrenewal State(s)Applicable 6 0 SEE ITEM 3. A. A For any statutorily permitted reason for cancellation, the number of days required for notice of cancellation, as provided in the Cancellation Condition or as amended by an applicable state cancellation endorsement, is increased to the number of days shown in the Schedule. B. For any statutorily permitted nonrenewal, the number of days required for notice of nonrenewal as amended by an applicable state endorsement is increased to the number of days shown in the Schedule. WC 99 03 00 INSURED COPY Page 1 of 20 PERFORM CONTRACTOR'S PROTECTIVE, PROFESSIONAL, POLLUTION, CYBER, MEDIA AND MITIGATION RESPONSE POLICY NOTICE: THIS IS A CLAIMS MADE AND REPORTED POLICY (EXCEPT FOR COVERAGE C). SUBJECT TO ITS PROVISIONS, THIS POLICY(EXCEPT FOR COVERAGE C)APPLIES ONLY TO CLAIMS WHICH ARE FIRST MADE BY OR AGAINST YOU DURING THE POLICY PERIOD OR THE OPTIONAL EXTENDED REPORTING PERIOD, IF APPLICABLE,AND FIRST REPORTED IN WRITING TO US IN THOSE PERIODS OR THE AUTOMATICEXTENDED REPORTING PERIOD. UNLESS SPECIFICALLY PROVIDED OTHERWISE, CLAIM EXPENSES ARE INCLUDED WITHIN AND REDUCE THE LIMIT OF LIABILITY, AND ARE SUBJECT TO ANY APPLICABLE SELF-INSURED RETENTION. PLEASE READ THE ENTIRE POLICY CAREFULLY. Words and phrases that appear in bold print, excluding caption headings, have special meanings that are defined in the Definitions of this Policy. The words"we,""us"and "our" mean the Insurer shown in the header of the Declarations of this Policy.The words"you" and"your"mean any person or entity described in the Definition of Insured. In consideration of the payment of the premium, and in reliance upon the statements made in the application, materials, and information provided by you, which are incorporated into this Policy, form a part hereof, and are a representation upon which this Policy has been issued,we agree with you as follows: I. INSURING AGREEMENT A. Protective Indemnity • We shall indemnify you for Protective Loss on a Protective Claim as established by final judgment or settlement to which we agree in writing, in excess of collectible Recoverable Insurance,provided that: 1. the Protective Claim arises out of: a. a negligent act, error or omission in the rendering of or failure to render Professional Services;or b. a Pollution Condition resulting from the performance of Contractor Activities; by the Responsible Entity that were rendered or performed on or after the Retroactive Date and before the end of the Policy Period;and 2. the Protective Claim for such Protective Loss is first made by you during the Policy Period or Optional Extended Reporting Period, if applicable, and reported in writing by you to us during one of those periods or the Automatic Extended Reporting Period; and 3. prior to the effective date of the first policy insuring this type of Protective Claim issued to you by us, and continuously renewed by us, the Principal Personnel had no knowledge of circumstances which could give rise to Protective Loss;and 4. you made all reasonable efforts to recover your Protective Loss from the Responsible Entity. B. Professional Liability We will defend you against any Professional Claim (as provided in Section III.A. of this Policy) and pay on your behalf all Damages and Claim Expense for that Professional Claim in excess of any applicable Self- Insured Retention, provided that: 1. the Professional Claim arises out of an actual or alleged negligent act, error or omission in the rendering of or failure to render Professional Services by you, or by a Responsible Entity for whom you are legally responsible, on or after the Retroactive Date and before the end of the Policy Period;and 2. the Professional Claim is first made against you during the Policy Period or Optional Extended Reporting Period, if applicable, and reported in writing by you to us during one of those periods or the Automatic Policy Form:PERFORM-10002(11-20) Page 2 of 20 Extended Reporting Period; and 3. prior to the effective date of the first policy insuring this type of Professional Claim issued to you by us, and continuously renewed by us, the Principal Personnel had no knowledge of circumstances which could give rise to a Professional Claim. C. Contractor Pollution Liability We will defend you against any Pollution Claim (as provided in Section III.A. of this Policy) and pay on your behalf for all Pollution Loss and Claim Expense for that Pollution Claim in excess of any applicable Self- Insured Retention,provided that: 1. the Pollution Claim arises out of an actual or alleged Pollution Condition that results from the performance of Contractor Activities by you, or by a Responsible Entity for whom you are legally responsible; and 2. the Pollution Claim is for Bodily Injury or Property Damage that occurs during the Policy Period, or for Cleanup Costs for a Pollution Condition that occurs during the Policy Period, provided that: a. progressive, continuous, intermittent or indivisible Bodily Injury or Property Damage, or Pollution Condition(s) for which Cleanup Costs are incurred, shall be deemed to have occurred only on the date of first exposure to the Pollution Condition,which is: i. for Bodily Injury,the date of first exposure of any person to that Pollution Condition;or ii. for Property Damage or Cleanup Costs,the date the Pollution Condition first commenced; and b. if the date of the first exposure cannot be immediately determined to have been within this Policy Period, and you have no liability insurance incepting prior to the inception of this Policy that provides pollution liability coverage for the subject Contractor Activities (regardless of whether the insurance covers this Pollution Claim), and the Bodily Injury, Property Damage or Pollution Condition for which Cleanup Costs are incurred continues to exist during the Policy Period, the date of the first exposure shall be deemed to have occurred only on the inception date of the first policy we issued insuring you for the subject Contracting Activities for this type of Pollution Claim. No more than one policy issued by us can be applicable to the Pollution Claim;and prior to the effective date of the first policy insuring this type of Pollution Claim issued to you by us, and continuously renewed by us, the Principal Personnel had no knowledge of circumstances that could give rise to a Pollution Claim. D. Cyber Liability We will defend you against a Cyber Claim (as provided in Section III.A.of this Policy)and pay on your behalf all Damages and Claims Expense for the Cyber Claim in excess of any applicable Self-Insured Retention, provided that: 1. the Cyber Claim arises out of Contractor Activities or Professional Services performed or rendered by you, or by a Responsible Entity for whom you are legally responsible, on or after the Retroactive Date and before the end of the Policy Period;and 2. the Cyber Claim is first made against you during the Policy Period or Optional Extended Reporting Period, if applicable, and reported in writing by you to us during one of those periods or the Automatic Extended Reporting Period; and 3. prior to the effective date of the first policy insuring this type of Cyber Claim issued to you by us, and continuously renewed by us, the Principal Personnel had no knowledge of circumstances that could give rise to a Cyber Claim. E. Media and Personal Injury Liability We will defend you against any Media and Personal Injury Claim (as provided in Section III.A. of this Policy) and pay on your behalf all Damages and Claim Expense for that Media and Personal Injury Claim in excess of any applicable Self-Insured Retention, provided that: Policy Form:PERFORM-10002(11-20) Page 3 of 20 1. the Media and Personal Injury Claim arises out of an actual or alleged negligent act, error or omission in the rendering of or failure to render Professional Services, Media Activities or Information Technology Services by you, or by a Responsible Entity for whom you are legally responsible, on or after the Retroactive Date and before the end of the Policy Period;and 2. the Media and Personal Injury Claim is first made against you during the Policy Period or the Optional Extended Reporting Period, if applicable, and first reported in writing by you to us during one of those periods or the Automatic Extended Reporting Period; and 3. prior to the effective date of the first policy insuring this type of Media and Personal Injury Claim issued to you by us, and continuously renewed by us, the Principal Personnel had no knowledge of circumstances that could give rise to a Media and Personal Injury Claim. F. Mitigation We agree to pay you or on your behalf for Mitigation Cost in excess of any applicable Self-Insured Retention to mitigate or avoid a Professional Claim, Pollution Claim, Cyber Claim or Media and Personal Injury Claim that would be covered under this Policy, but has not yet been made, provided that: 1. the services or other activities you seek to mitigate or rectify were rendered or performed on or after the Retroactive Date and before the end of the Policy Period;and 2. the circumstances that would reasonably be expected to lead to such Claim are first reported in writing by you to us during the Policy Period;and 3. prior to the effective date of the first policy insuring such type of potential Claim issued to you by us, and continuously renewed by us, the Principal Personnel had no knowledge of circumstances that could give rise to a Claim;and 4. before incurring any Mitigation Cost, you demonstrate to us the reasonableness and necessity of the proposed cost in light of the projected benefit in terms of mitigating or avoiding payment under this Policy on the reasonably expected covered Claim, and we provide our prior written consent for such Mitigation Cost,such consent not to be unreasonably withheld. SUPPLEMENTAL COVERAGES The Limits of Liability for each of the following Supplemental Coverages are separate from the Limits of Liability for the coverages in Section I. Insuring Agreement of this Policy, and payments made under the Supplemental Coverages do not erode the Limits of Liability for those coverages. A. Litigation Attendance Reimbursement Upon written request by you, we shall reimburse you for your actual and documented loss of earnings and reasonable expenses incurred when you attend a hearing, deposition, or trial at our written request, in the course of our defending a Claim under this Policy. B. Disciplinary Proceedings Defense Expense Upon written request by you during the Policy Period, Automatic Extended Reporting Period or the Optional Extended Reporting Period, if applicable, we will select and retain counsel for you and pay such counsel's reasonable and necessary fees and expenses in defense of a disciplinary proceeding against you before a design professional or contractor licensing board first brought against you during the Policy Period or Optional Extended Reporting Period, if applicable, and arising out of either an actual or alleged negligent act, error or omission in the rendering of Professional Services or Pollution Conditions resulting from the performance of Contractor Activities, rendered or performed by or on behalf of you on or after the Retroactive Date and before the end of the Policy Period. C. Subpoena Defense Expense Upon written request by you during the Policy Period, Automatic Extended Reporting Period or the Optional Extended Reporting Period, if applicable, we will select and retain counsel for you and pay such counsel's reasonable and necessary fees and expenses to advise and represent you regarding the production of documents and during the preparation for and giving of testimony, in response to a subpoena Policy Form:PERFORM-10002(11-20) Page 4 of 20 in a proceeding other than a Claim against you or a Protective Claim,that is both first served on you and reported to us in writing during the Policy Period or the Optional Extended Reporting Period, if applicable, and arising from Professional Services or Pollution Conditions resulting from the performance of Contractor Activities, rendered or performed by or on behalf of you on or after the Retroactive Date and before the end of the Policy Period. D. ADA and FHA Defense Expense Upon written request by you during the Policy Period, Automatic Extended Reporting Period or the Optional Extended Reporting Period, if applicable, we shall select and retain counsel and pay such counsel's reasonable and necessary fees and expenses incurred when you respond to regulatory or administrative actions first brought against you during the Policy Period by a government agency under the Americans with Disabilities Act of 1990 (ADA) or the Fair Housing Act(FHA), and alleging a negligent act, error or omission in the rendering of Professional Services by or on behalf of you, provided that such Professional Services were rendered on or after the Retroactive Date and before the end of the Policy Period. E. Corporate Reputation Rehabilitation Upon written request by you, we shall pay on behalf of you the reasonable and necessary fees and expenses subsequently incurred by a public relations firm approved by us to restore your corporate reputation that is damaged as a result of a Claim that we defend under this Policy or circumstances for which we consent to the incurring of Mitigation Cost or Emergency Expense under this Policy. We have the right to require for approval of the public relations firm minimum professional certifications and qualifications (e.g., Examination for Accreditation in Public Relations, or Accredited Business Communicator from International Association of Business Communicators). F. Protective Claim Bankruptcy Litigation Expense Reimbursement Upon written request by you,we shall reimburse you for the reasonable and necessary fees and expenses of retaining bankruptcy counsel in the making of a Protective Claim arising out of Professional Services that qualifies for coverage under this Policy against a Responsible Entity who has filed for or been put into bankruptcy under the United States Bankruptcy Code, provided that the Protective Claim, at least in part, is allowed as against or results in a judgment against the Responsible Entity in your favor, which is final and no longer subject to objection or appeal. G. Building Information Modeling-Extra Expense Upon written request by you during the Policy Period, Automatic Extended Reporting Period or the Optional Extended Reporting Period, if applicable, we shall reimburse you for the reasonable and necessary additional expense payable to a third party software consulting company, not otherwise recoverable from any warrantee or guarantee, arising from loss of or damage to any information due to inherent malfunction of any software used in connection with any Building Information Modeling system purchased from a third party vendor and not modified by you or on your behalf, including but not limited to erroneous calculations or modeling, provided that the malfunction is first discovered during the Policy Period and after the system has been put to its intended use in the course of actual construction. H. Emergency Expense We will indemnify you for Emergency Expense in excess of the Self-Insured Retention, if applicable, provided that the Emergency Expense must be both incurred by you and reported to us, in writing and as soon as practicable, during the Policy Period, but no later than ten (10) days from the discovery of the Pollution Condition resulting from the performance of Contractor Activities or the expiration of the Policy Period, whichever occurs first, and provided that the Contracting Activities giving rise to the need for Emergency Expense were rendered or performed on or after the Retroactive Date and before the end of the Policy Period. III. DEFENSE,SETTLEMENT AND COOPERATION A. Defense(Coverages B,C,D and E) 1. We have the right and duty to defend you against any Claim proceeding in the United States or Canada under Coverage B, C, D or E of this Policy: Policy Form:PERFORM-10002(11-20) Page 5 of 20 a. even if groundless or false; b. with counsel of our mutual agreement; and for any Claim proceeding anywhere else in the world seeking such Damages or Pollution Loss, we shall have the right, but not the duty,to defend you against such Claim. You shall have the duty to investigate and defend such Claims, and we will treat all reasonable and necessary fees and expenses paid to others in the course of doing so as Claim Expense. 2. If you and we cannot mutually agree upon defense counsel, we shall have the final right to select defense counsel, but we then will allow for a 25% Self-Insured Retention credit, up to a maximum of $25,000 per Claim, towards the costs of having you retain your own counsel to monitor the Claim. Defense counsel selected by us will have the sole right and responsibility for defending you against the Claim. 3. In the event you are entitled by law to retain independent counsel of your choosing to defend you at our expense and you choose to do so, the attorney fee component of Claim Expense shall be limited to the average of the rates we actually pay to counsel we retain in the ordinary course of business in the defense of similar Claims in the community where the Claim arose or is being defended. In addition, we may require that the independent counsel possess certain minimum qualifications, which may include that the selected counsel have: (1) at least five years of civil litigation experience defending similar Claims; and (2) errors and omissions coverage. You further agree to require your independent counsel to provide us with information concerning the Claim in a timely manner, to respond to our requests for information concerning the Claim, and to comply with our reporting and billing guidelines. 4. We shall have no obligation to pay any Claim Expense or to defend any Claim after all applicable Limits of Liability have been exhausted by incurred amounts or by payment, or after deposit or tender of the remaining applicable Limit of Liability into court. B. Settlement and Consent(Coverages B,C, D and E) We have the right to investigate, conduct negotiations concerning and, with your written consent, settle any Claim as we deem expedient. If you refuse to consent to a settlement or compromise recommended by us and acceptable to the claimant,then our Limit of Liability under this Policy with respect to such Claim shall be reduced to the amount for which the Claim could have been settled, including all Claim Expenses incurred up to the time we made our recommendation to you. C. Settlement(Coverage A) 1. We have the right to investigate and participate in all negotiations concerning a Protective Claim. 2. You will not settle any Protective Claim for which coverage may be sought under this Policy without our written consent, which shall not be unreasonably withheld. We will not pay any Loss on a Protective Claim settled in part or whole without our consent. D. Proactive Resolution of Substantiated Protective Claim(Coverage A) If you provide us substantiation that satisfies us that the liability of the Responsible Entities and the value of your Protective Loss are not reasonably disputable and exceed all collectible Recoverable Insurance, then upon your written request,we will provide you the following proactive assistance in pursuing recovery for your Protective Loss: 1. we will consult with you in the prosecution of your Protective Claim and provide our input on strategy for the efficient resolution of the Protective Claim; 2. we will attend or otherwise participate in settlement negotiations, including mediations and settlement conferences,for the resolution of the Protective Claim; 3. we will assist you in negotiations with representatives for any Recoverable Insurance;and 4. if all of your reasonable efforts to recover your Protective Loss and the foregoing fail due to the Policy Form:PERFORM-10002(11-20) Page 6 of 20 refusal of the Responsible Entity or the representatives for Recoverable Insurance to settle your substantiated Protective Claim, we will pay the portion of your Protective Loss in excess of the available collectible Recoverable Insurance. The costs we incur in performing the activities described in Paragraphs 1.through 3., above, shall be borne by us and shall not erode the Limits of Liability described in Section VL of this Policy. E. Your Duties(All Coverages) As a condition precedent to this insurance, in the event of any First Party Claim, Claim or reported circumstance: 1. You shall promptly forward to us all documents that you send or receive in connection with the First Party Claim, Claim or circumstance, and you will direct all inquiries regarding a Claim or circumstance to us or to our designated attorney. 2. You shall cooperate fully with us and our designees in the investigation,defense and settlement of any First Party Claim, Claim or circumstance, the conduct of suit or any other proceeding, and in securing and enforcing any right of contribution, indemnity, or other recovery that you potentially may have; such cooperation includes but is not limited to, when requested, attending any proceedings, assisting in securing evidence and obtaining the attendance and testimony of witnesses,whether in a legal proceeding or in an examination by us; and such cooperation will be without charge to us, except as provided otherwise in the Supplemental Coverage for Litigation Attendance Reimbursement. Such cooperation is agreed by us and you to be in furtherance of our common interest in the First Party Claim or Claim,such that all such communications shall be protected by all applicable privileges and protections. 3. You shall not voluntarily make any payment, assume or admit any liability, consent to any judgment, settle any First Party Claim or Claim, or incur any Claim Expense or Mitigation Cost, for which coverage may be sought under this Policy, without our prior written consent, except for Emergency Expense. We shall not be liable for any payment, assumed or admitted liability, consent judgment, settlement, or Claim Expense to which we have not consented. You shall not release or compromise any right you may have with respect to a First Party Claim or Claim without our prior written consent. We shall not be liable for any Loss attributable to a release without such consent. 4. You shall obtain our written consent before exercising any right, assuming any obligation, or making any agreement, with respect to any dispute resolution mechanism or process for a First Party Claim or Claim,including but not limited to rejecting or demanding arbitration. IV. DEFINITIONS Words stated in the singular will be construed as also being stated in the plural and vice versa. For purposes of this Policy: A. Advertising means material which promotes your products, services or business. B. Bodily Injury means physical injury, sickness,disease, building-related illness, mental anguish, emotional distress, or shock sustained by any person, including death resulting therefrom. Furthermore, Bodily Injury shall extend to include the monitoring of medical conditions. C. Claim means Professional Claim, Pollution Claim, Cyber Claim, and Media and Personal Injury Claim. D. Claim Expense means reasonable and necessary fees and costs incurred by us to investigate and defend any Claim for which coverage is provided under this Policy, including fees and costs charged by adjusters appointed by us to investigate a Claim. Claim Expense includes reasonable and necessary fees in defending such a Claim, for attorneys, investigators, arbitrators, mediators, consultants and expert testimony, as well as court and arbitration costs and expenses, but shall not include any remuneration, salaries, regular or overtime wages, benefits, fees or other payment of directors, officers, managers and employees of you or us, or fees and expenses of independent adjusters. Claim Expense also includes premiums for the covered portion of appeal bonds, attachment bonds or any similar bonds; however, we are not obligated to apply for,secure or furnish any such bond. Policy Form:PERFORM-10002(11-20) Page 7 of 20 E. Cleanup Costs means costs for the investigation, monitoring, or disposal of soil, surface water, groundwater, indoor or outdoor atmosphere or other contamination; or for cleanup, abatement, containment, capping, remediation, or correction of a Pollution Condition resulting from the performance of Contractor Activities. Cleanup Costs also includes Restoration Costs. F. Content means data,digital code, images, drawings, scents, sounds, tastes,texts or textures. G. Contractor Activities means: 1. any general construction, construction management, or environmental activity; or 2. any loading, unloading, delivery or transportation of goods, materials, products, or waste to or from any site at which the activities, described in Paragraph 1. of this Definition, are performed as long as such activity is performed by an entity that is properly licensed to deliver or transport such goods, materials, products, or waste;or 3. any operation, use, ownership, or maintenance of a land motor vehicle, off-road motor vehicle, mobile equipment, trailer, semi-trailer, watercraft, aircraft, or rolling stock in connection with the activities described in Paragraph 1. of this Definition; or 4. the use of a Non-Owned Location. Contractor Activities also includes Completed Operations. For the purpose of this Policy, Completed Operations means any of the activities described in Paragraphs 1. through 4. of this Definition that have been completed, including materials, parts or equipment furnished in connection with such work or operations. H. Cyber Claim means a written demand, demand for arbitration or mediation, or suit, made against you seeking money or services due to a Cyber Security Breach. I. Cyber Security Breach means any of the following circumstances: 1. the failure to prevent the introduction or transmission of a computer virus or any other malicious code, but only if such computer virus or malicious code affects the data, software, firmware, systems or networks of your clients; 2. the failure to provide your clients with access to your website, or your computer or communications network, when your clients have authorized use of your website, or your computer or communications network; 3. failure to prevent unauthorized access to, or use of, data, software, firmware, systems or networks containing private or confidential information of your client; 4. the destruction, deletion or corruption of your client's electronic data; or 5. failure to prevent the theft, unauthorized or illegal disclosure or loss of your client's information listed below: a. an individual, natural person's private Content,or b. commercial confidential information that resides in or on your hardware devices or data systems, including such information stored on your computer infrastructure system including cloud, remote servers at a co-location or data hosting services or any other data storage not in insureds direct control. J. Damages mean any amounts you are legally obligated to pay. K. Emergency Expense means reasonable and necessary expense, incurred by you, on an emergency basis, to contain, control, mitigate or rectify a Pollution Condition resulting from the performance of Contractor Activities that is an imminent and substantial endangerment to public health, safety or welfare, or the environment,where the absence of such emergency action being undertaken without delay, further harm to third parties or the environment is imminent. Policy Form:PERFORM-10002(11-20) Page 8 of 20 L. First Party Claim means a Protective Claim and any other request of us by you for Mitigation Cost or for sums arising out of any of the insuring agreements described in the Supplemental Coverage Section of this Policy. M. Information Technology Products means a computer or telecommunication hardware or software product or other electronic product that is used, created, developed or manufactured by or for you, including software updates, service packs and other maintenance releases for such products. N. Information Technology Services means: 1. Consulting on,design of, development of, analysis of, integration of, interface of, modification of and programming of software, hardware, networks,telecommunication systems and electronic or digital devices performed by you or on your behalf for your clients; 2. installation of,training in the use of, support of,servicing of, maintenance of, repair of your Information Technology Products; 3. marketing of,selling of, licensing of and distribution of Information Technology Products; 4. storage of,warehousing of, mining of and processing of data by you; 5. managing, operating, administering and hosting Information Technology Products for your clients; or 6. activities performed on your website(s); but shall not mean Information Technology Products. O. Insured means: 1. the Named Insured;or 2. any fully owned subsidiary corporations or subsidiary limited liability companies of the Named Insured, of any tier, in the past, as now constituted or hereafter constituted, subject to the limitations in Paragraph 9.of this Definition for the newly acquired or formed entities described therein; or 3. any present or former partner, director, officer, manager, member, shareholder, principal, trustee, or employee of the Named Insured solely while acting on behalf of the Named Insured, but this Paragraph 3. shall not make any entity an Insured solely because of its participation with the Named Insured in a legal entity such as a joint venture or limited liability company; or 4. any Insured with regard to its participation in a legal entity, including a joint venture or limited liability company, but solely for the Named Insured's legal liability arising out of the performance of Professional Services, Contractor Activities, Media Activities or Information Technology Services under the respective legal entity,and such legal entity itself, or any other entity other than an Insured that is part of the legal entity, are not Insureds;or 5. with regard to Coverage C only, any client of the Named Insured, or other entity or person, that the Named Insured is obligated to name as an additional insured on this Policy pursuant to a written contract, agreement, or permit, executed prior to when the Pollution Claim was first made, and solely as respects Pollution Conditions resulting from the Named Insured's performance of Contractor Activities;or 6. any entity which is specifically identified as an Insured in the Declarations or by endorsement to this Policy; or 7. the estate, heirs, executors, shareholders, administrators or legal representatives of an Insured in the event of such Insured's death, incapacity, or bankruptcy, or the spouse or legal domestic partner of any Insured, but only to the extent such Insured would otherwise be provided coverage under this Policy while acting solely on behalf of the Named Insured;or 8. any prior entity that has been reported to us prior to when the First Party Claim or Claim was first made and whose assets, partners, principals, or shareholders were acquired by the Named Insured, and for which the Named Insured is required to provide liability insurance under a written contract or Policy Form:PERFORM-10002(11-20) Page 9 of 20 agreement executed before the First Party Claim or Claim was first made; or 9. any entity newly formed or acquired by the Named Insured during the Policy Period in which the Named Insured has more than 50% legal or beneficial interest and over which the Named Insured exercises management or financial control and has agreed in writing to provide insurance for such entity prior to the First Party Claim or Claim being made. However: a. coverage will only be provided for First Party Claims or Claims arising out of Professional Services, Contractor Activities, Media Activities or Information Technology Services performed on or after the date of formation, acquisition, or exercised financial or management control; and b. this coverage will expire within 90 days for such entity, or the end of the Policy Period,whichever is earlier, unless the Named Insured provides written details of such newly acquired entity to us and pays the additional premium requested by us, if any. P. Insured Contract means: 1. 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 damage by fire to premises while rented to you, or temporarily occupied by you,with permission of the owner is not an Insured Contract;or 2. a sidetrack agreement; or 3. any easement or license agreement; or 4. an obligation, as required by ordinance, to indemnify a municipality,except in connection with work for a municipality; or 5. an elevator maintenance agreement;or 6. that part of any other contract or agreement pertaining to your business (including an indemnification of a municipality in connection with work performed for a municipality) under which you assume the tort liability of another party to pay for Bodily Injury, Property Damage, or Pollution Loss to a third party or organization. This section does not include that part of any contract or agreement that indemnifies an architect,engineer, or surveyor for injury or damage arising out of: a. Preparing, approving, or failing to prepare or approve maps, drawings, opinions, reports, surveys, change orders,designs or specifications; or b. Giving directions or instructions, or failing to give them, if that is the primary cause of the injury or damage. For the purpose of this section, tort liability means only that liability that would be imposed by law in the absence of any contract or agreement. Any assumption of liability beyond that of tort liability specified in this Paragraph 6.shall not be considered to be part of the Insured Contract. Q. Loss means Protective Loss, Third Party Loss, Mitigation Cost and any other amount to which you are entitled under any of the insuring agreements described in the Supplemental Coverages Section of this Policy. R. Media Activities means Media Communications or the gathering, collection, or recording of Media Material for inclusion in any Media Communications in the ordinary course of your business. S. Media and Personal Injury Claim means a written demand, demand for arbitration or mediation, or suit, made against you seeking money or services due to a Media and Personal Injury Offense. T. Media and Personal Injury Offense means: 1. Infringement of copyright, piracy, plagiarism or misappropriation or unauthorized use of ideas shared with you in the course of services for your client; 2. Infringement of trade secrets, domain name, title or slogan,or the dilution or infringement of trademark Policy Form:PERFORM-10002(11-20) Page 10 of 20 or service mark; 3. act, error or omission regarding the Content of any Media Communication, including harm caused through any reliance or failure to rely upon such Content; 4. Misappropriation of trade secret; 5. Defamation, libel,slander, product disparagement,trade libel, or other tort related to disparagement or harm to the reputation or character of any person or organization; 6. Invasion or interference with the right to privacy or of publicity; 7. Misappropriation of any name or likeness for commercial advantage; 8. False arrest,detention or imprisonment or malicious prosecution; or 9. Invasion of or interference with any right to private occupancy, including trespass, wrongful entry, eviction or eavesdropping. U. Media Communications means the display, broadcast, dissemination, distribution or release of Media Material to the public by you. V. Media Material means information in the form of words, sounds, numbers, images or graphics in electronic, print or broadcast form, including Advertising, but does not mean computer software or Content. W. Mediation means the non-binding facilitation by a neutral third party of First Party Claim or Claim resolution. X. Mitigation Cost means reasonable and necessary fees or direct costs incurred to mitigate or rectify Professional Services, Contractor Activities, Media Activities or Information Technology Services that would reasonably be expected to give rise to a Claim covered by this Policy, provided such fees and direct costs are incurred prior to any Claim. In the event of a Cyber Security Breach, Mitigation Costs include costs we incur to engage a qualified firm on your behalf to: 1. investigate the Cyber Security Breach; 2. notify any parties affected by the Cyber Security Breach; 3. perform credit monitoring service for your clients' individual personal data or your clients' corporate data lost because of the Cyber Security Breach;and 4. restore or recreate, if possible, any of your clients' lost data caused by the Cyber Security Breach. Your fees or direct costs may be treated as Mitigation Cost only with our prior written consent, which consent shall not be unreasonably withheld. Mitigation Cost does not include any fees or direct costs relating to or resulting from Emergency Expense; betterment; or the failure to prevent or detect faulty workmanship. Y. Named Insured means the individual, partnership, entity, firm, or the company named in Item 1. of the Declarations. Z. Natural Resource Damage means physical injury to or destruction of(including the resulting loss of value) land, fish, wildlife, biota, air, water, groundwater, drinking water supplies, and other such resources belonging to, managed by, held in trust by, appertaining to, or otherwise controlled by the United States (including the resources of the fishery conservation zone established by Magnuson-Stevens Fishery Conservation and Management Act (16 U.S.C. § 1801 et. seq.)), any State or Local government, any Foreign government, any Native American tribe or, if such resources are subject to a trust restriction on alienation, any member of a Native American tribe. AA.Non-Owned Location means: Policy Form:PERFORM-10002(11-20) Page 11 of 20 1. real property rented, leased or managed by you, including temporary job site offices, but only if such real property is utilized on a temporary basis for the storage of goods, materials, equipment, products or wastes for the purpose of performing the activities,described in Paragraphs 1. through 3. in Definition G. Contractor Activities,for a client;or 2. any location used for the treatment, storage, recycling or disposal of your waste material provided that: a. the waste material is generated or removed while performing activities, described in Paragraphs 1.through 3. in Definition G. Contractor Activities,fora client; and b. the location is not managed, operated, owned or leased by you or any of your subsidiaries or affiliates with the exception of any location that is managed,operated, owned or leased solely by one or more persons or organizations that are Insureds only by reason of Paragraph 5. in Definition O.Insured;and c. the location is permitted or licensed by any Federal, State, Local or Provincial authorities to accept such material as of the date of the treatment, storage, recycling or disposal. BB.Policy Period means the period from 12:01 a.m. on the effective date of this Policy as set forth in Item 3. of the Declarations,to 12:01 a.m. on the earliest of the date of the expiration date of this Policy as set forth in Item 3.of the Declarations or any earlier termination date if this Policy is cancelled. CC.Pollution Claim means the assertion of a legal right alleging liability or responsibility on your part, including but not limited to lawsuits, petitions, arbitrations or other alternative dispute resolutions, and public agency directives, made against you, for Pollution Loss arising out of a Pollution Condition resulting from otherwise insured Contractor Activities. DD.Pollution Condition means the actual or alleged discharge, dispersal, release, seepage, migration, growth or escape of smoke, soot, fumes, acids, alkalis, toxic chemicals, mold, mildew, spores, fungi, microbes, bacteria, legionella pneumophila, asbestos, lead, silica, silt, sediment, liquids, gases, waste materials, contaminants, organic or inorganic pollutants, electromagnetic fields, hazardous substances, hazardous materials, waste materials including medical, infectious, and pathological wastes, or other irritants, into or upon land, any structure on land, the indoor or outdoor atmosphere, any watercourse, or any body of water, including groundwater. Waste materials include materials to be recycled, reconditioned or reclaimed. Radioactive matter shall also be considered a pollutant, except as otherwise covered or protected by insurance or protections provided pursuant to 42 U.S.C. § 2014(w), as amended, or Section 170 of the Atomic Energy Act of 1954, as amended. EE. Pollution Loss means any amounts you are legally obligated to pay for Bodily Injury, Property Damage or Cleanup Costs. FF. Principal Personnel means the directors, officers, principals, partners, insurance and risk managers, and those persons responsible for your environmental or legal affairs for the Named Insured. GG.Professional Claim means a written demand, demand for arbitration or mediation or suit made against you seeking Damages or correction of Professional Services and alleging a negligent act, error or omission in the rendering of or failure to render Professional Services. HH. Professional Services means: 1. Construction Management, Program Management, Project Management, Owner's Representation, Property Management, Real Estate Brokerage/Agency, Property Development, Lease Brokering, any delegated design responsibility or design assist services, including but not limited to constructability reviews or value engineering; or 2. architecture; engineering; contract administration as part of design; sprinkler design; fire protection design; life safety design; mechanical, electrical or security systems design; light use, acoustical or signage design; landscaping design; surveying; quantity surveying; project accounting, quality control reviews, assist or documentation, material testing; cost consulting, economic, feasibility, technical consulting or technical studies or opinions, or scientific reviews; software design for the purpose of operating or maintaining any building system; interior design or space planning services; or design services to support Leadership in Energy and Environmental Design (LEED)certification for a project; or Policy Form:PERFORM-10002(11-20) Page 12 of 20 3. professional services with respect to any Building Information Modeling (BIM) systems, including but not limited to modification, alteration, transfer, protection, manipulation, use, or misuse thereof, or design assist system or program, and the foregoing within Integrated Project Delivery (IPD), Public- Private Partnership projects(P3s), or Lean Project Delivery System(LPDS);or 4. environmental consulting, environmental engineering, environmental site assessment, remedial investigations, feasibility studies, remedial design, environmental monitoring, testing and sampling, remedial oversight and management, ecological studies, environmental training, industrial hygiene, forensic inspections and expert witness services; or 5. ordinary technology services utilized in the performance of the Professional Services described above. Such technology services include the design, development, programming, analysis, training, use, hosting, management, support, and maintenance of any software, database, internet service, or website. II. Property Damage means: 1. physical injury to or destruction of tangible property, including resulting loss of use thereof; or 2. loss of use of tangible property that has not been physically injured or destroyed;or 3. diminution of property value; or 4. Natural Resource Damage. JJ. Protective Claim means written demand, demand for arbitration or mediation or a suit instituted by you against the Responsible Entity seeking a remedy and alleging liability or responsibility on the part of such Responsible Entity arising from: 1. a negligent act, error or omission in the rendering of or failure to render Professional Services;or 2. a Pollution Condition resulting from the performance of Contracting Activities. Protective Claim does not include a demand or proceeding for non-monetary or injunctive relief. KK. Protective Loss means: 1. any amounts you are legally entitled to recover;or 2. in the event the Protective Claim is made against a Responsible Entity in whose favor you have granted a Limitation of Liability permitted by this Policy, any amounts you would have been legally entitled to recover in the absence of such Limitation of Liability; from each Responsible Entity: 1. due to a negligent act,error or omission in the rendering of Professional Services;or 2. for Bodily Injury,Property Damage or Cleanup Costs due to a Pollution Condition. In the event that multiple Responsible Entities cause the same or related loss, the amount of Protective Loss shall not exceed the single loss caused by such multiple Responsible Entities. LL. Recoverable Insurance means the lesser of either Item 1. or 2. below: 1. all liability insurance applicable to the Professional Services or Pollution Condition from which the Protective Claim arises and providing such applicable coverage to any Responsible Entity or any person or entity for which the Responsible Entity is responsible; or 2. in the event the Protective Claim is made against a Responsible Entity in whose favor you have granted a Limitation of Liability permitted by this Policy that is applicable to the Protective Claim,such Limitation of Liability. MM. Responsible Entity means those persons or entities, retained by you or on your behalf, rendering Professional Services or Contractor Activities. NN.Restoration Costs means the reasonable and necessary costs incurred by you, with our prior written Policy Form:PERFORM-10002(11-20) Page 13 of 20 consent, to repair, replace, or restore real or personal property to substantially the same condition it was prior to being damaged during work performed in the course of incurring Cleanup Costs. Restoration Costs do not include costs associated with improvements or betterments. 00. Retroactive Date(s)means the date(s)set forth in Item 6. of the Declarations. PP. Third Party Loss means the total of all Damages and Pollution Loss you are legally obligated to pay, and all related Claim Expense. V. EXCLUSIONS We will not be liable to make payments or indemnify you for any First Party Claim, Claim or Loss directly or indirectly for or arising out of: A. any amounts incurred in connection with the making or prosecution of a Protective Claim. This Exclusion applies at all times, including where we are providing Proactive Resolution of Substantiated Protective Claim under Section III.D. of this Policy, excepting only the Supplemental Coverage for Protective Claim Bankruptcy Litigation Expense Reimbursement. B. the amount of any default judgment, arbitration award or adjudicator's decision in circumstances where the Responsible Entity has failed to plead or provide a defense, response or answer, or take any other procedural step, except that this Exclusion shall not apply to the amount of Protective Loss which you would have been entitled to recover from the Responsible Entity, respectively, had such defense, response or answer been pleaded or provided, or procedural step been taken. In such instance where the Responsible Entity has failed to plead or provide a defense, response or answer, or take any other procedural step, the burden of proving the extent of Protective Loss which you would have been entitled to recover from the Responsible Entity,respectively, will be upon you. C. any design or manufacture of any goods or products which are sold or supplied by you or by anyone under license to you, including any parts, components, assemblies or equipment installed or incorporated by or on behalf of you into your work. This Exclusion does not apply to (1) software sold or supplied by you in connection with your provision of other Professional Services, or (2) goods or products installed or incorporated in your work which have been specially designed, but not manufactured, by you or on your behalf by a qualified Responsible Entity for use in a specific project, or(3)goods or products installed or incorporated in your work that cause a Pollution Loss arising out of a Pollution Condition resulting from the performance of Contractor Activities,or(4)Information Technology Products. D. the cost to repair or replace faulty workmanship in any construction, erection, fabrication, installation, assembly, or manufacturing process, including materials, parts, or equipment furnished in connection therewith, unless the faulty workmanship is caused by otherwise covered Professional Services as respects the applicability of: 1. Coverages A or B; or 2. Mitigation Cost to mitigate or rectify Professional Services under Coverage F, except for any fees and direct costs relating to or resulting from the failure to prevent or detect faulty workmanship. This Exclusion does not apply to Coverages C, D, E, Mitigation Cost to mitigate or rectify a Pollution Condition resulting from the performance of Contractor Activities under Coverage F, or Supplemental Coverage H. Emergency Expense. E. any actual or alleged harassment, humiliation, discrimination, or similar misconduct on any basis, whether as to a legally protected group or otherwise. F. any employment obligations, decisions, conduct,practices or policies as an employer, including but not limited to any obligation for which any party shall be liable under any worker's compensation, unemployment compensation, employer's liability, obligation to pay fair wages or benefits, or disability benefits law or under any similar law. G. liability under contract, agreement, warranty or guarantee, except such liability that would have existed in the absence of such contract, agreement, warranty or guarantee. This Exclusion extends to any contractual obligation to make payments to others, including subcontractors, subconsultants, or their employees, or for materials. Solely for purposes of Coverage C,this Exclusion shall not apply to liability of Policy Form:PERFORM-10002(11-20) Page 14 of 20 others assumed under an Insured Contract. This Exclusion shall not apply to that portion of a contract that sets forth the Insured's participation in a legal entity that is insured under Definition 0.4. of this Policy. H. any fraudulent, criminal, dishonest,intentionally or knowingly wrongful, or malicious act,error, or omission, or those of an inherently harmful nature,except that this Exclusion shall not apply to a Claim against you if you did not commit, participate in, or have knowledge of such conduct. I. taxes; criminal fines; criminal penalties; or liability for liquidated damages you or the Responsible Entity would not have had in the absence of the agreement for liquidated damages. J. any return, withdrawal or reduction in contractor charges; any equitable obligation, including restitution, disgorgement, or the costs of complying with injunctive relief; or the time and expense in addressing or resolving an actual or potential First Party Claim or Claim. K. any conduct by an individual, corporation, partnership, or joint venture of which you are a partner, director, officer, member, participant, or employee that is not designated in the Declarations or by endorsement as an Insured. This Exclusion shall not apply to conduct by an entity for which the Insured's participation is insured under Definition 0.4. of this Policy. L. First Party Claims or Claims made by any Insured against any other Insured. However, this Exclusion shall not apply as respects Claims made by any entity or person only qualifying as an Insured under Paragraph 5.of the Definition of Insured in this Policy. M. Claims against you made by, or Protective Claims by you made against, any individual or entity, or its subrogees or assignees: 1. that wholly or partially owns,controls or operates you; or 2. in which you have an ownership interest in excess of twenty-five percent(25%);or 3. that is controlled or operated by you; or 4. in which you are an officer or director; or 5. that is an affiliate of you, where you both are ultimately owned in excess of twenty-five percent (25%), directly or indirectly,by the same entity. With respect to Items 2., 3., and 4. above, this Exclusion shall be limited when the Claim or Protective Claim is made by a formal joint venture partnership of which you are a participant to your percentage of ownership interest in the joint venture, so that we shall only be responsible for that portion of Third Party Loss or Protective Loss that is the difference between your percentage of ownership interest and the total joint venture ownership interest percentage. N. Bodily Injury or Property Damage arising out of construction means, methods or techniques; site safety; crane erection, use, maintenance or operation; scaffolding; or demolition, but solely for the purposes of Coverage B, and for the purposes of Coverages A and F with respect to obligations arising from Professional Services. • O. any Loss caused by or resulting from war, invasion, hostilities, acts of foreign enemies,civil war, rebellion, insurrection, military or usurped power, martial law, or confiscation by order of any government or public authority. P. any Protective Loss or Pollution Loss resulting from: 1. the discovery of a Pollution Condition on, at or under the Non-Owned Location;or 2. a Pollution Condition on, at, under or migrating from a Non-Owned Location,for which the owner of the Non-Owned Location becomes legally obligated to pay unless such Pollution Loss results from the performance of the activities described in Paragraphs 1. through 3. of Definition G. Contractor Activities. Q. for purposes of Coverages D and E,the loss, theft, destruction, transfer, misappropriation, or any misuse of any of your employees' personal data, confidential information or other private Content, including but not limited to social security numbers, phone numbers, family names, family history, or home or medical information. Policy Form:PERFORM-10002(11-20) Page 15 of 20 R. any Professional Services, Contractor Activities, Media Activities, or Information Technology Services that constitute violations of either the laws of the United States or any jurisdiction in which they were performed, including U.S. economic, trade sanction or export control laws administered by the U.S. Treasury, State and Commerce Departments (e.g., the economic and trade sanctions administered by the U.S.Treasury Office of Foreign Assets Control), or the U.S. Controlled Substances Act or similar laws in the subject jurisdiction. Additionally, we shall not be required to provide any coverage, pay any Claim or First Party Claim,or provide any other benefit hereunder to the extent that provision of such coverage, payment of such Claim or First Party Claim or provision of such other benefit would be in violation of any trade or economic sanctions laws or regulations applicable in our jurisdiction of domicile or with which we are legally obligated to comply. VI. LIMITS OF LIABILITY AND SELF-INSURED RETENTION A. Limits of Liability 1. Limit of Liability Each Claim or First Party Claim: Our Limit of Liability for the sum of all Loss for each single Claim or First Party Claim to which this Policy applies shall not exceed the amount stated in Item 4.A. of the Declarations specified for each applicable coverage provided by this Policy. 2. Limit of Liability in the Aggregate for Each Coverage for the Policy: Our Limit of Liability for all Loss under each respective coverage provided by this Policy shall not exceed the amount stated in Item 4.B. of the Declarations for such coverage for the Policy. 3. Limit of Liability in the Aggregate for All Coverages Described in Section I. of this Policy for the Policy: Our Limit of Liability for the sum of all Loss arising out of all Claims or First Party Claims under the coverages described in Section I. provided by this Policy shall not exceed the amount stated in Item 4.C. of the Declarations for the Policy. B. Self-Insured Retention The Self-Insured Retention amount stated in Item 5.A. of the Declarations applies to each Claim or First Party Claim, if applicable. The Self-Insured Retention amount stated in Item 5.B. of the Declarations is the most you shall pay for the sum of all of your Self-Insured Retention obligations arising out of all Claims or First Party Claims under each respective coverage for the Policy, if applicable, provided that in no event shall your Self-Insured Retention obligation be less than the amount stated in Item 5.C. of the Declarations for any Claim or First Party Claim under each respective coverage. The Self-Insured Retention amount shall be paid by you before we pay any Loss,though any payments made by any Recoverable Insurance also implicated by the Claim or First Party Claim shall serve to reduce your Self-Insured Retention obligation. Our Limits of Liability set forth in Item 4. of the Declarations are in addition to and in excess of the Self-Insured Retention amount. No Self-Insured Retention amount shall apply with respect to the Supplemental Coverages provided by the Policy, except for Supplemental Coverage H. Emergency Expense. If a Claim arising out of the same set of circumstances for which we have paid Mitigation Cost is made, then any amounts paid under the Self-Insured Retention for such Mitigation Cost shall reduce the Self-Insured Retention forthat Claim. Mediation Credit: If you and we agree beforehand to attempt to resolve a Claim or First Party Claim at Mediation, and if you and we resolve such Claim or First Party Claim by such Mediation, your Self- Insured Retention obligation for such Claim or First Party Claim will be reduced by 50%, subject to a maximum reduction of$25,000. VII. MULTIPLE INSUREDS The number of Insureds covered by this Policy shall not operate to increase the Limit of Liability specified in the Declarations, notwithstanding any other provision of this Policy. VIII. MULTIPLE CLAIMS Two or more Claims or First Party Claims arising out of one or more acts, errors, omissions, incidents, events, or Pollution Conditions, or a series thereof, that are related (either causally or logically), will be considered a single Claim or First Party Claim subject to: A. a single Each Claim or First Party Claim Limit of Liability; and Policy Form:PERFORM-10002(11-20) Page 16 of 20 B. a single Self-Insured Retention (if applicable); and shall not operate to increase our Limits of Liability. All such Claims or First Party Claims treated as a single Claim or First Party Claim, whenever made, shall be considered first made on the date the earliest such Claim or First Party Claim was first made, and only a Policy providing coverage for the earliest Claim or First Party Claim shall have any coverage for such Claims or First Party Claims. If more than one Coverage applies to the whole or a part of a Claim treated as a single Claim pursuant to this Section VIII.,then the Each Claim Limit of Liability for the entirety of that single Claim and the applicable Self- Insured Retention for that single Claim shall be those set forth in Items 4.A. and 5., respectively, of the Declarations for the applicable Coverage with the largest Each Claim Limit of Liability. If more than one applicable Coverage has the same Each Claim Limit of Liability, but have different Self-Insured Retentions, then the largest Self-Insured Retention shall apply to that single Claim. IX. EXTENDED REPORTING PERIOD A. Automatic Extended Reporting Period If we or you do not renew this insurance with a renewal policy issued by us for any reason, other than after cancellation pursuant to Section XI.G. Cancellation and Termination, you shall be entitled to a period of sixty(60) days from the date of policy termination to report a Claim (except for a Pollution Claim)or First Party Claim which is made by or against you prior to such termination date. This Automatic Extended Reporting Period may not be canceled by you and does not require the payment of an additional premium. This Automatic Extended Reporting Period shall be included within the Optional Extended Reporting Period if such is purchased. The Automatic Extended Reporting Period shall not serve to increase or reinstate the Limits of Liability set forth in the Declarations. The Aggregate Limit of Liability for the Automatic Extended Reporting Period shall be the amount ofcoverage remaining in this Policy's aggregate liability limit set forth in the Declarations. B. Optional Extended Reporting Period If we or you do not renew this insurance with a renewal policy issued by us for any reason, other than after cancellation pursuant to Section XI.G. Cancellation and Termination, and if the total premium for this Policy has already been paid in full, then you shall have the option to pay an additional premium and extend the period by which a Claim (except for a Pollution Claim) or First Party Claim can be first made by or against you and reported to us. The premium for the Optional Extended Reporting Period shall be: (1) 100% of the annual premium for twelve (12) months of extension; (2) 150%for twenty-four(24) months of extension; or(3) 200% for thirty- six(36)months of extension.The purchase of an Optional Extended Reporting Period shall not be effective unless endorsed herein. Your option to purchase the Optional Extended Reporting Period must be exercised by notice in writing to us no later than sixty(60) days after the termination date of this Policy. Effective notice must indicate the total Optional Extended Reporting Period desired and must include payment of premium for such period. If such notice and premium are not mailed to us within such sixty (60) days, then you are not entitled to purchase an Optional Extended Reporting Period at a later date. If purchased pursuant to the preceding paragraph,the Optional Extended Reporting Period shall commence upon the termination of the Policy Period. The Automatic Extended Reporting Period shall not apply after the termination of the Optional Extended Reporting Period. At the commencement of any Optional Extended Reporting Period, the entire premium shall be deemed fully earned. In the event you terminate the Optional Extended Reporting Period before its term for any reason, we shall not be obligated to return any portion of the premium. Although the period during which a Claim (except for a Pollution Claim) or First Party Claim can be reported to us is extended by virtue of the Optional Extended Reporting Period, this fact shall not in any way increase or reinstate the Limits of Liability of this Policy. The Optional Extended Reporting Period shall not serve to increase or reinstate the Limits of Liability set forth in the Declarations. The Aggregate Limit of Liability for the Optional Extended Reporting Period shall be the amount of coverage remaining in this Policy's aggregate liability limit set forth in the Declarations. X. REPORTING A. Reporting a Claim or First Party Claim Policy Form:PERFORM-10002(11-20) Page 17 of 20 As a condition precedent to coverage under this Policy, in the event of a Claim or First Party Claim, you must do the following: 1. Report the Claim or First Party Claim to us in writing as soon as reasonably possible, which (except for a Pollution Claim) must be during the Policy Period, the Automatic Extended Reporting Period, or during any applicable Optional Extended Reporting Period. Reporting should be sent to us at the address stated in the Claims Notice attached to this Policy; and 2. Promptly provide a copy of the Claim or First Party Claim, if in writing, and specify in the report: the names and addresses of the Insured reporting the Claim or First Party Claim,the persons or entities making the Claim or First Party Claim, and the persons or entities against whom the Claim or First Party Claim is made; when the Claim or First Party Claim was made; the subject of the Claim or First Party Claim; and any other relevant facts or allegations known to you. B. Reporting a Circumstance If during the Policy Period,you become aware of a circumstance that may reasonably be expected to give rise to a Claim or First Party Claim which may be covered under the Policy, and if you, during the Policy Period, provide a written report to us at the address stated in the Claim Notice attached to this Policy of the circumstance as soon as practicable containing particulars sufficient to identify you and all reasonably obtainable information with respect to: 1. when and how you first became aware of such circumstance; 2. any act, error, omission asserted or believed to be at issue; 3. the services or activities involved in the circumstance; 4. what happened and the dates and entities involved; and 5. the nature of any alleged or potential Loss; then any Claim (except for a Pollution Claim)or First Party Claim arising out of such circumstance shall be deemed to have been made on the date we received the written report of the circumstance. At our sole discretion and cost, we may elect to investigate any circumstance which is reported; any such costs associated with the investigation of a circumstance prior to a Claim being made against you will not be considered Claim Expense, will not reduce the applicable Self-Insured Retention and shall be paid by us in addition to the Limit of Liability. Xl. CONDITIONS A. Territory The coverage afforded by this Policy applies worldwide. B. Audit and Inspection Upon reasonable prior notice, we shall be permitted to audit your final books and records at any time during the Policy Period, the Automatic Extended Reporting Period, the Optional Extended Reporting Period, if applicable, and within three years after the final termination of this Policy, as far as they relate to the subject matter of this Policy. We shall also be permitted to inspect, sample, and/or monitor your operations on a continuing basis. Neither our right to make inspections, sample, and/or monitor, nor the actual undertaking thereof, nor any report thereon shall constitute an undertaking, on behalf of us or others, to determine or warrant that your operations are safe, healthful, conform to acceptable practice, or are in compliance with any law, rule, or regulation. C. Subrogation In the event of any payment under this Policy,we shall be subrogated to all of your rights of recovery thereof. You shall execute and deliver all requested instruments and papers in furtherance of such rights to us and do whatever else is reasonably necessary to secure such rights. You shall do nothing to waive or prejudice such rights. We shall have priority in any recovery, and any amounts recovered in excess of our total payment and the cost to us of recovery shall be paid to you. However, we waive our rights of subrogation under this Policy,to the extent such a waiver is required by a written contract with you executed prior to the Claim,against any of the following that is not a Responsible Entity: your clients,their parents or other affiliates, and your client's designees; and your co-participants in an entity for which your Policy Form:PERFORM-10002(11-20) Page 18 of 20 participation is insured under Definition 0.4.of this Policy. For Coverage A only,we will not subrogate against a Responsible Entity in excess of its collectible insurance, provided it has maintained Recoverable Insurance, regardless of whether or not such Recoverable Insurance is exhausted or reduced. D. Changes None of the provisions of this Policy will be waived, changed, or modified except by written endorsement issued by us to form a part of this Policy. Notice to any of our agents or knowledge possessed by any such agent or any other person will not act as a waiver or change in any part of this Policy and will not prevent us from asserting any rights under the provisions of this Policy. E. Action Against Us Only you can make claims against us under Coverages A and F, and the Supplemental Coverages, of this Policy. No action shall be taken against us with respect to Coverage A unless, as a condition precedent thereto, you shall have fully complied with all the terms of this Policy, and until the amount the Responsible Entity is legally obligated to pay shall have been finally determined either by judgment after actual contested trial or arbitration, or other method of dispute resolution for which we have given prior written approval. No action shall be taken against us with respect to Coverage B, C, D or E unless, as a condition precedent thereto, you shall have fully complied with all the terms of this Policy, and until the amount you are legally obligated to pay shall have been finally determined either by judgment after actual contested trial or arbitration, or other method of dispute resolution for which we have given prior written approval. No person or organization shall have any right under this Policy to join us in any action against you. No Responsible Entity shall be an Insured under this Policy. F. Assignment of Interest It is agreed that the insurance provided herein and your interests hereunder cannot be transferred or assigned to another party without our express written consent. G. Cancellation and Termination 1. The premium paid for this Policy shall be fully earned in the first twelve months of the Policy Period. 2. This Policy may only be cancelled by us for one or more of the following reasons: a. non-payment of premium; or b. a material misrepresentation or concealment of facts;or c. a material breach of any provision of this Policy. If this Policy is cancelled by us, notice of cancellation will be sent in writing to the first Named Insured (except as modified by any Endorsement to this Policy,either electronically or at the address indicated on the Declarations. We will provide such written notice at least ninety(90)days prior to the date such cancellation is to take effect; except that, in the event of cancellation for non-payment of premium, we will provide only fifteen (15) days written notice. If the premium is paid by a premium financing company and the premium financing company, acting under a valid premium finance agreement with you, requests cancellation of the Policy due to non-payment of premium from you in the first twelve (12) months of the Policy Period, the earned premium shall be computed short-rate of the twelve- month policy term premium and the unearned premium shall be returned to the premium finance company. The effective date and hour of cancellation will be stated in such notice. Cancellation by us also cancels the Automatic Extended Reporting Period and any Optional Extended Reporting Period; the Policy Period, the Automatic Extended Reporting Period, and any Optional Extended Reporting Period will end on that date. If we cancel for the reason specified in Subparagraph (a), there shall be no return premium. If we cancel for reasons stated in Subparagraphs(b)or(c) in the first twelve (12) Policy Form:PERFORM-10002(11-20) Page 19 of 20 months of the Policy Period, the earned premium shall be computed pro-rata of the twelve-month earned policy term premium. Payment of any return premium shall not be a condition of cancellation. 3. This Policy may be cancelled by the first Named Insured for any reason. In the event that the first Named Insured cancels the Policy,the earned premium shall be computed under the customary short rate table and procedure as a percentage of the total Policy premium stated in the Declarations, and we will return the corresponding unearned premium to the first Named Insured. Cancellation by the first Named Insured shall also cancel the Automatic Extended Reporting Period and any Optional Extended Reporting Period on the date of cancellation. 4. Notwithstanding the foregoing, if you report a Claim or First Party Claim to us prior to the date of cancellation, the Policy premium shall be considered 100%earned, and no premium shall be returned upon cancellation. H. No Limitation of Liability You shall not limit the liability of any Responsible Entity,except to collectible insurance, without our prior written approval. If you limit the liability of a Responsible Entity in a manner that fails to comply with the foregoing, our obligation to pay Loss arising out of any Claim or First Party Claim involving such Responsible Entity shall apply solely in excess of the collectible insurance that would have been available in the absence of the limitation of liability to such Responsible Entity or any person or entity for which the Responsible Entity is responsible. I. Your Bankruptcy Your bankruptcy or insolvency shall not relieve us of our obligations under this Policy. J. Authorization Clause By acceptance of this Policy, the first Named Insured shall be the sole agent of and shall act on behalf of the Insureds for all purposes as to the Policy, including but not limited to the payment or return of premium, receipt and acceptance of any endorsement issued to form a part of this Policy, providing and receiving notice of cancellation, termination, or nonrenewal, the giving of notices and reporting of First Party Claims, Claims and circumstances, for completing applications and the making of any statements or representations, for making any change to the Policy, and for the exercising or declining to exercise any right under this Policy, including the purchase of an Optional Extended Reporting Period. K. Severability of Policy Provisions If any material provision or clause of this Policy is declared illegal or unenforceable by any court of competent jurisdiction and cannot be modified to be enforceable, that provision will immediately become null and void, leaving the remainder of this Policy in full force and effect. L. Severability of Insureds(Coverages B,C,D and E) Except with respect to the Limits of Liability and Self-Insured Retentions, the Authorization Clause of this Conditions Section and as otherwise provided in this Policy, this insurance applies as if each Insured were the only Insured and separately to each Insured against whom a Claim is made. M. Other Insurance This Policy is excess over the Self-Insured Retention and any other valid and collectible liability insurance available to you, whether such other insurance is stated to be primary, pro-rata, contributory, excess, contingent, self-insured or otherwise, unless such other insurance is written specifically excess of this Policy by reference in such other policy to the Policy number in this Policy's Declarations. When any other insurance has a duty to defend a Claim, we will have no duty to defend the Claim; if no such other insurance defends the Claim,we will have the right but not the duty to defend the Claim. Under Coverage C only, when you are required by written contract, written agreement, or permit, executed prior to when the Pollution Claim was first made,to include any person or entity as an additional Insured, such coverage will be provided on a primary and non-contributory basis to the extent so required. N. Choice of Law Policy Form:PERFORM-10002(11-20) Page 20 of 20 All matters arising from or related to this Policy, including without limitation questions related to the validity, interpretation, performance, and enforcement of this Policy, all forms of contractual, tort and statutory claims, and all remedies and entitlement to costs or attorneys' fees in a dispute over any of the foregoing, shall be determined in accordance with the law and practice of the State of New York (notwithstanding New York's conflicts of law rules). O. Jurisdiction and Venue It is agreed that, in the event of any dispute arising from or related to this Policy, including without limitation questions related to the validity, interpretation, performance, and enforcement of this Policy, and all forms of contractual, tort and statutory claims, you and we will submit to the jurisdiction of any court (State or Federal) in New York and will comply with all the requirements necessary to give such court jurisdiction. Nothing in this clause constitutes or should be understood to constitute a waiver of your or our right to remove an action to the United States District Court, regardless of the jurisdiction in which an action is commenced. Policy Form:PERFORM-10002(11-20) 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 provisions to the contrary contained in this A. COVERAGE A — EXCESS FOLLOW-FORM insurance. LIABILITY 3. The amount we will pay for damages is limited as described in SECTION III — LIMITS OF 1. We will pay on behalf of the insured those INSURANCE. sums, in excess of the "applicable underlying 4. For the purposes of Paragraph 1. above: limit", that the insured becomes legally obligated to pay as damages to which a. The applicable limit of insurance stated Coverage A of this insurance applies, provided for the policies of "underlying insurance" that the "underlying insurance" would apply to in the Schedule Of Underlying Insurance such damages but for the exhaustion of its will be considered to be reduced or applicable limits of insurance. If a sublimit is exhausted only by the following specified in any "underlying insurance", payments: Coverage A of this insurance applies to (1) Payments of y judgments or damages that are in excess of that sublimit only settlements for damages that are if such sublimit is shown for that "underlying covered by that "underlying insurance" in the Schedule Of Underlying insurance". However, if such Insurance. "underlying insurance" has a policy period which differs from the policy 2. Coverage A of this insurance is subject to the period of this Excess Follow-Form same terms, conditions, agreements, And Umbrella Liability Insurance, any exclusions and definitions as the "underlying such payments for damages that insurance", except with respect to any would not be covered by this Excess Follow-Form And Umbrella Liability EU 00 01 07 16 ©2016 The Travelers Indemnity Company.All rights reserved. Page 1 of 22 UMBRELLA Insurance because of its different policy date provision, the retroactive date for period will not reduce or exhaust the Coverage A of this insurance is the same as applicable limit of insurance stated for the retroactive date of that "underlying such "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 "bodily sums in excess of the "self-insured retention" injury" caused by an accident that takes that the insured becomes legally obligated to place during the policy period of this pay as damages because of "bodily injury", Excess Follow-Form And Umbrella "property damage", "personal injury" or 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. However, a. The "bodily injury"or"property damage" is if such "underlying insurance" has a caused by an "occurrence" that takes policy period which differs from the place anywhere in the world; policy period of this Excess Follow- b. The "bodily injury" or "property damage" Form And Umbrella Liability Insurance, occurs during the policy period; and any such payments for defense c. Prior to the policy period, no insured listed expenses that would not be covered by under Paragraph 1. in Paragraph B., this Excess Follow-Form And Umbrella COVERAGE B — UMBRELLA Liability Insurance because of its LIABILITY, of SECTION II — WHO IS AN different 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 If the applicable limit of insurance stated for occurred, in whole or in part. If such a the policies of "underlying insurance" in the listed insured or authorized "employee" Schedule Of Underlying Insurance is knew, prior to the policy period, that the actually reduced or exhausted by other "bodily injury" or "property damage" 1 payments, Coverage A of this insurance is occurred, in whole or in part, then any not invalidated. However, in the event of a continuation, change or resumption of loss, we will pay only to the extent that we such "bodily injury" or "property damage" would have paid had such limit not been during or after the policy period will be actually reduced or exhausted by such deemed to have been known prior to the other payments. policy period. b. If any "underlying insurance" has a limit of 3. Coverage B of this insurance applies to insurance greater than the amount shown "personal injury" or "advertising injury" caused for that insurance in the Schedule of by an offense arising out of your business, but Underlying Insurance, this insurance will only if the offense was committed during the apply in excess of that greater amount. If policy period 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 5 "Bodily injury"or"property damage": described in Paragraph a. above, that is 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 any insured listed under Paragraph 1. in insurance in the Schedule Of Underlying Paragraph B., COVERAGE B — Insurance. UMBRELLA LIABILITY of SECTION II — 5. When the "underlying insurance" applies on a WHO IS AN INSURED, or any "employee" claims-made basis and includes a retroactive authorized by you to give notice of an "occurrence" or claim; Page 2 of 22 ©2016 The Travelers Indemnity Company.All rights reserved. EU 00 01 07 16 UMBRELLA includes any continuation, change or Management Service Expenses Limit has resumption of the "bodily injury" or "property been exhausted, whichever occurs first. damage" after the end of the policy period. 4. The amount we will pay for "crisis 6. "Bodily injury" or "property damage" will be management service expenses" is limited as deemed to have been known to have occurred described in SECTION III — LIMITS OF at the earliest time when any insured listed INSURANCE. under Paragraph 1. in Paragraph B., 5. A "self-insured retention" does not apply to COVERAGE B — UMBRELLA LIABILITY, of "crisis management service expenses". SECTION II — WHO IS AN INSURED or any "employee" authorized by you to give or receive 6. Any payment of "crisis management service notice of an "occurrence"or claim: expenses" that we make will not be determinative of our obligations under this a. Reports all, or any part, of the "bodily injury" insurance with respect to any claim or"suit" or or "property damage" to us or any other create any duty to defend or indemnify any insurer; insured for any claim or"suit". b. Receives a written or verbal demand or D. DEFENSE AND SUPPLEMENTARY PAYMENTS claim for damages because of the "bodily 1. We will have the right and duty to defend the injury" or"property damage"; orinsured: c. Becomes aware by any other means that the "bodily injury" or"property damage" has a. Under Coverage A, against a "suit" occurred or has begun to occur. seeking damages to which such coverage applies, if: 7. Damages because of "bodily injury" include (1) The "applicable underlying limit" is the damages claimed by any person or applicable limit of insurance stated for organization for care, loss of services or death a policy of "underlying insurance" in resulting at any time from the "bodily injury". the Schedule Of Underlying 8. Coverage B of this insurance does not apply to Insurance and such limit has been damages covered by any "underlying exhausted solely due to payments as insurance" or that would have been covered by permitted in Paragraphs 4.a.(1), (2) any "underlying insurance" but for the and (3) of COVERAGE A — EXCESS exhaustion of its applicable limit of insurance. FOLLOW-FORM LIABILITY of C. COVERAGE C — CRISIS MANAGEMENT SECTION I—COVERAGES; or SERVICE EXPENSES (2) The "applicable underlying limit" is the 1. We will reimburse the insured, or pay on the applicable limit of any "other insured's behalf, "crisis management service insurance" and such limit has been expenses" to which Coverage C applies. exhausted by payments of judgments, settlements or medical expenses, or 2. Coverage C of this insurance applies to "crisis related costs or expenses (if such management service expenses"that: costs or expenses reduce such a. Arise out of a "crisis management event" limits). that first commences during the policy For any "suit" for which we have the right period; and duty to defend the insured under b. Are incurred by the insured, after a "crisis Coverage A, defense expenses will be management event" first commences and within the limits of insurance of this policy before such event ends; and when such expenses are within the limits of insurance of the applicable "underlying c. Are submitted to us within 180 days after insurance"; or the "crisis management advisor" advises you that the "crisis management event" no b. Under Coverage B, against a "suit" longer exists. seeking damages to which such coverage applies. 3. A"crisis management event"will be deemed to: 2. We have no duty to defend any insured a. First commence at the time when any against any"suit": "executive officer" first becomes aware of an "event"or"occurrence" that leads to that a. Seeking damages to which this insurance "crisis management event"; and does not apply; or b. End when we decide that the crisis no b. If any other insurer has a duty to defend. longer exists or when the Crisis EU 00 01 07 16 ©2016 The Travelers Indemnity Company.All rights reserved. Page 3 of 22 UMBRELLA 3. When we have the duty to defend, we may, at With respect to a claim we investigate or our discretion, investigate and settle any claim settle, or "suit" against an insured we defend or "suit". In all other cases, we may, at our under COVERAGE A — EXCESS FOLLOW- discretion, participate in the investigation, FORM LIABILITY, these payments will not defense and settlement of any claim or"suit" for reduce the applicable limits of insurance, but damages to which this insurance may apply. If only if the applicable "underlying insurance" we exercise such right to participate, all provides for such payments in addition to its expenses we incur in doing so will not reduce limits of insurance. With respect to a claim we the applicable limits of insurance. investigate or settle, or "suit" against an 4. Our duty to defend ends when we have used up insured we defend under COVERAGE B — the applicable limit of insurance in the payment UMBRELLA LIABILITY, these payments will of judgments or settlements, or defense not reduce the applicable limits of insurance. expenses if such expenses are within the limits SECTION II—WHO IS AN INSURED of insurance of this policy. A. COVERAGE A — EXCESS FOLLOW-FORM 5. We will pay, with respect to a claim we LIABILITY investigate or settle, or "suit" against an insured With respect to Coverage A, the following persons we defend: and organizations qualify as insureds: a. All expenses we incur. 1. The Named Insured shown in the b. The cost of: Declarations; and (1) Bail bonds required because of 2. Any other person or organization qualifying as accidents or traffic law violations arising an insured in the "underlying insurance". If out of the use of any vehicle to which you have agreed to provide insurance for that this insurance applies; or person or organization in a written contract or (2) Appeal bonds and bonds to release agreement: attachments; a. The limits of insurance afforded to such but only for bond amounts within the person or organization will be: applicable limit of insurance. We do not (1) The amount by which the minimum have to furnish these bonds. limits of insurance you agreed to c. All reasonable expenses incurred by the provide such person or organization insured at our request to assist us in the in that written contract or agreement investigation or defense of such claim or exceed the total limits of insurance of "suit", including actual loss of earnings up all applicable "underlying insurance"; to $1,000 a day because of time off from or work. (2) The limits of insurance of this policy; d. All court costs taxed against the insured in whichever is less; and the "suit". However, these payments do not b. Coverage under this policy does not apply include attorneys' fees or attorneys' to such person or organization if the expenses taxed against the insured. minimum limits of insurance you agreed e. Prejudgment interest awarded against the to provide such person or organization in insured on that part of the judgment we that written contract or agreement are pay. If we make an offer to pay the wholly within the total limits of insurance applicable limit of insurance, we will not pay of all available applicable "underlying any prejudgment interest based on that insurance". period of time after the offer. B. COVERAGE B—UMBRELLA LIABILITY f. All interest that accrues on the full amount With respect to Coverage B: of any judgment after entry of the judgment and before we have paid, offered to pay or 1. The Named Insured shown in the deposited in court the part of the judgment Declarations is an insured. that is within the applicable limit of 2. If you are: insurance. If we do not pay part of the a. An individual, your spouse is also an judgment for any reason other than it is insured, but only with respect to the more than the applicable limit of insurance, conduct of a business of which you are we will not pay any interest that accrues on the sole owner. that portion of the judgment. Page 4 of 22 ©2016 The Travelers Indemnity Company.All rights reserved. EU 00 01 07 16 UMBRELLA b. A partnership or joint venture, your damages because of the injury members, your partners and their spouses described in Paragraph (1)(a) or are also insureds, but only with respect to (b) above; or the conduct of your business. (d) Arising out of his or her providing c. A limited liability company, your members or failing to provide professional are also insureds, but only with respect to health care services. the conduct of your business. Your Unless you are in the business or managers are also insureds, but only with occupation of providing professional respect to their duties as your managers. health care services, Paragraphs d. An organization other than a partnership, (1)(a), (b), (c) and (d) above do not joint venture or limited liability company, apply to "bodily injury" arising out of your "officers" and directors are also providing or failing to provide first aid insureds, but only with respect to their or "Good Samaritan services" by any duties as your "officers" or directors. Your of your "employees" or "volunteer stockholders are also insureds, but only workers" other than an employed or volunteer doctor. Any such with respect to their liability as "employees" or "volunteer workers" stockholders. providing or failing to provide first aid e. A trust, your trustees are also insureds, but or "Good Samaritan services" during only with respect to their duties as trustees. their work hours for you will be 3. Each of the following is also an insured: deemed to be acting within the scope of their employment by you or a. Your "volunteer workers" onlywhile performing duties related to the performing duties related to the conduct of conduct of your business. your business, or your "employees", other than either your "officers" (if you are an (2) "Property damage"to property: organization other than a partnership, joint (a) Owned, occupied or used by; or venture or limited liability company) or your (b) Rented to, in the care, custody or managers (if you are a limited liability control of, or over which physical company), but only for acts within the control is being exercised for any scope of their employment by you or while purpose by; performing duties related to the conduct of you, any of your "employees" or your business. However, none of these "volunteer workers", any of your "employees" or "volunteer workers" are partners or members (if you are a insureds for: partnership or joint venture), or any of (1) "Bodily injury"or"personal injury": your members (if you are a limited (a) To you, to your partners or liability company). members (if you are a partnership b. Any person (other than your "employee" or joint venture), to your members or "volunteer worker"), or any (if you are a limited liability organization, while acting as your real company), to a co-"employee" estate manager. while in the course of his or her c. Any person or organization having proper employment or performing duties temporary custody of your property if you related to the conduct of your die, but only: business, or to your other (1) With respect to liability arising out of "volunteer workers" while the maintenance or use of that performing duties related to the property; and conduct of your business; (2) Until your legal representative has (b) To the spouse, child, parent, been appointed. brother or sister of that co- d. Your legal representative if you die, but "employee" or "volunteer worker" only with respect to duties as such. That as a consequence of Paragraph representative will have all your rights and (1)(a)above; duties under this insurance. (c) For which there is any obligation to 4. Any organization, other than a partnership, share damages with or repay joint venture or limited liability company, of someone else who must pay which you are the sole owner, or in which you EU 00 01 07 16 ©2016 The Travelers Indemnity Company.All rights reserved. Page 5 of 22 UMBRELLA maintain an ownership interest of more than the date, if any, during the policy period, that 50%, on the first day of the policy period is an you no longer maintain an ownership interest insured and will qualify as a Named Insured. No of more than 50% in such organization. such organization is an insured or will qualify as 3. Any organization you newly acquire or form, a Named Insured for "bodily injury" or "property other than a partnership, joint venture or damage" that occurred, or "personal injury" or limited liability company, and of which you are "advertising injury" caused by an offense the sole owner, or in which you maintain an committed after the date, if any, during the ownership interest of more than 50%, if there policy period, that you no longer maintain an is no other similar insurance available to that ownership interest of more than 50% in such organization. However: organization. a. Coverage under this provision is afforded 5. Any organization you newly acquire or form, only until the 180th day after you acquire other than a partnership,joint venture or limited or form the organization or the end of the liability company, and of which you are the sole policy period, whichever is earlier; and owner, or in which you maintain an ownership b. Coverage for such organization does not interest of more than 50%, is an insured and apply to "crisis management service will qualify as a Named Insured if there is no expenses" arising out of a "crisis other similar insurance available to that management event" that occurred before organization. However: you acquired or formed the organization, a. Coverage under this provision is afforded even if an "executive officer" only first only until the 180th day after you acquire or becomes aware of an "event" or form the organization or the end of the "occurrence" that leads to such "crisis policy period, whichever is earlier; and management event" after the date you b. Coverage for such organization does not acquired or formed the organization. apply to: No person or organization is an insured or will (1) "Bodily injury" or "property damage" qualify as a Named Insured with respect to the that occurred; or conduct of any current or past partnership, joint venture or limited liability company that is not (2) "Personal injury" or "advertising injury" shown as a Named Insured in the Declarations. arising out of an offense committed; SECTION III—LIMITS OF INSURANCE before you acquired or formed the organization. A. The Limits of Insurance shown in the Declarations and the rules below fix the most we will pay for the No person or organization is an insured or will amounts described below to which this insurance qualify as a Named Insured with respect to the applies regardless of the number of: conduct of any current or past partnership, joint venture or limited liability company that is not shown 1. Insureds; as a Named Insured in the Declarations. This 2. Claims made or"suits" brought; paragraph does not apply to any such partnership, joint venture or limited liability company that 3. Number of vehicles involved; otherwise qualifies as an insured under Paragraph 4. Persons or organizations making claims or B.of SECTION II—WHO IS AN INSURED. bringing "suits"; or C. COVERAGE C — CRISIS MANAGEMENT 5. Coverages provided under this insurance. SERVICE EXPENSES As indicated in Paragraph D.1. of SECTION I — With respect to Coverage C, the following persons COVERAGES, for any "suit" for which we have and organizations are insureds and will qualify as the right and duty to defend the insured under Named Insureds: Coverage A, defense expenses will be within the 1. The Named Insured shown in the Declarations. limits of insurance of this policy when such 2. Any organization, other than a partnership, joint expenses are within the limits of insurance of the venture or limited liability company, of which applicable"underlying insurance". you are the sole owner, or in which you B. The General Aggregate Limit is the most we will maintain an ownership interest of more than pay for the sum of all: 50%, on the first day of the policy period. No 1. Damages; and such organization is an insured or will qualify as a Named Insured for "crisis management 2. Defense expenses if such expenses are service expenses" arising out of a "crisis within the limits of insurance of this policy; management event" that first commences after except: Page 6 of 22 ©2016 The Travelers Indemnity Company.All rights reserved. EU 00 01 07 16 UMBRELLA 1. Damages and defense expenses because of 1. Asbestos "bodily injury" or "property damage" included in a. Damages arising out of the actual or the "auto hazard"; alleged presence or actual, alleged or 2. Damages and defense expenses because of threatened dispersal of asbestos, "bodily injury" or "property damage" included in asbestos fibers or products containing the "products-completed operations hazard"; or asbestos, provided that the damages are 3. Damages and defense expenses for which caused or contributed to by the hazardous insurance is provided under any Aircraft Liability properties of asbestos. coverage included as "underlying insurance" to b. Damages arising out of the actual or which no aggregate limit applies. alleged presence or actual, alleged or C. The Products-Completed Operations Aggregate threatened dispersal of any solid, liquid, Limit is the most we will pay for the sum of all: gaseous or thermal irritant or 1. Damages; and contaminant, including smoke, vapors, 2. Defense expenses if such expenses are within soot, fumes, acids, alkalis, chemicals and 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 any detoxify or neutralize, or in any way one "event" to which the "underlying insurance" respond to, or assess the effects of, applies a limit of insurance that is separate asbestos, asbestos fibers or products from any aggregate limit of insurance; and containing asbestos; or 2. Damages under Coverage B because of all (2) Claim or "suit" by or on behalf of any "bodily injury", "property damage", "personal governmental authority or any other injury" or "advertising injury" arising out of any person or organization because of one "occurrence". testing for, monitoring, cleaning up, For the purposes of determining the applicable removing, containing, treating. Occurrence Limit, all related acts or omissions detoxifying or neutralizing, or in any committed in the providing or failing to provide first way responding to, or assessing the aid or"Good Samaritan services"to any one person effects of, asbestos, asbestos fibers will be considered one "occurrence". or products containing asbestos. E. The Crisis Management Service Expenses Limit is 2. Employment-Related Practices the most we will pay for the sum of all "crisis Damages because of injury to: management service expenses" arising out of all "crisis management events". Payment of such a. A person arising out of any: "crisis management service expenses" is in addition (1)Refusal to employ that person; to, and will not reduce, any other limit of insurance (2)Termination of that person's of this policy. employment; or F. The limits of insurance of this policy apply (3) Employment-related practice, policy, separately to each consecutive annual period and act or omission, such as coercion, to any remaining period of less than 12 months, demotion, evaluation, reassignment, starting with the beginning of the policy period discipline, failure to promote or shown in the Declarations. If the policy period is advance, harassment, humiliation, extended after issuance for an additional period of discrimination, libel, slander, violation less than 12 months, the additional period will be of the person's right of privacy, deemed part of the last preceding period for malicious prosecution or false arrest, purposes of determining the limits of insurance. detention or imprisonment, applied to SECTION IV—EXCLUSIONS or directed at that person, regardless This insurance does not apply to: of whether such practice, policy, act or omission occurs, is applied or is A. With respect to Coverage A and Coverage B: EU 00 01 07 16 ©2016 The Travelers Indemnity Company.All rights reserved. Page 7 of 22 UMBRELLA committed before, during or after the c. Auto no-fault or other first-party personal time of that person's employment; or injury protection (PIP); b. The spouse, child, parent, brother or sister d. Supplementary uninsured/underinsured of that person as a consequence of injury motorists (New York); or to that person as described in Paragraphs e. Medical expense benefits and income a.(1), (2) or(3) above. loss benefits (Virginia). This exclusion applies: 7. War a. Whether the insured may be liable as an Damages arising out of: employer or in any other capacity; and a. War, including undeclared or civil war; or b. To any obligation to share damages with or repay someone else who must pay b. Warlike action by a military force, damages because of the injury. including action in hindering or defending against an actual or expected attack, by 3. ERISA, COBRA And Similar Laws any government, sovereign or other Any obligation of the insured under: authority using military personnel or other a. The Employees Retirement Income agents; or Security Act Of 1974 (ERISA) or any of its c. Insurrection, rebellion, revolution, usurped amendments; power or action taken by governmental b. The Consolidated Omnibus Budget authority in hindering or defending against Reconciliation Act of 1985 (COBRA) or any any of these. of its amendments; or 8. Workers Compensation And Similar Laws c. Any similar common or statutory law of any Any obligation of the insured under a workers jurisdiction. compensation, disability benefits or 4. Medical Expenses Or Payments unemployment compensation law or any similar law. Any obligation of the insured under any "medical expenses" or medical payments B. With respect to Coverage B: coverage. 1. Expected Or Intended Bodily Injury Or 5. Nuclear Material Property Damage Damages arising out of: "Bodily injury" or "property damage" expected or intended from the standpoint of the insured. a. The actual, alleged or threatened exposure This exclusion does not apply to "bodily injury" of any person or property to; or or"property damage" resulting from the use of b. The "hazardous properties" of; reasonable force to protect persons or any"nuclear material". property. As used in this exclusion: 2. Contractual Liability a. "Hazardous properties" includes "Bodily injury", "property damage", "personal radioactive, toxic or explosive properties; injury" or "advertising injury" for which the insured is obligated to pay damages by b. "Nuclear material" means "source reason of the assumption of liability in a material", "special nuclear material" or "by- contract or agreement. This exclusion does product material"; and not apply to liability for damages that the c. "Source material", "special nuclear insured would have in the absence of the material" and "by-product material" have contract or agreement. the meanings given them in the Atomic 3. Liquor Liability Energy Act of 1954 or any of its "Bodily injury" or "property damage" for which amendments. any insured may be liable by reason of: 6. Uninsured or Underinsured Motorists, No- a. Causing or contributing to the intoxication Fault And Similar Laws of any person, including causing or Any liability imposed on the insured, or the contributing to the intoxication of any insured's insurer, under any of the following person because alcoholic beverages were laws: permitted to be brought on your premises a. Uninsured motorists; for consumption on your premises; b. Underinsured motorists; Page 8 of 22 ©2016 The Travelers Indemnity Company.All rights reserved. EU 00 01 07 16 UMBRELLA b. The furnishing of alcoholic beverages to a This exclusion applies even if the claims person under the legal drinking age or against any insured allege negligence or other under the influence of alcohol; or wrongdoing in the supervision, hiring, c. Any statute, ordinance or regulation relating employment, training or monitoring of others to the sale, gift, distribution or use of by that insured, if the "occurrence" which alcoholic beverages. caused the "bodily injury" or "property damage" involved the ownership, 4. Employers Liability maintenance, use or entrustment to others of "Bodily injury"to: any aircraft that is owned or operated by or a. An "employee" of the insured arising out of rented or loaned to any insured. and in the course of: 7. Auto (1) Employment by the insured; or "Bodily injury" or "property damage" arising (2) Performing duties related to the out of the ownership, maintenance, use or conduct of the insured's business; or entrustment to others of any "auto". Use includes operation and "loading or unloading". b. The spouse, child, parent, brother or sister of that "employee" as a consequence of This exclusion applies even if the claims "bodily injury" described in Paragraph a. against any insured allege negligence or other above. wrongdoing in the supervision, hiring, employment, training or monitoring of others This exclusion applies: by that insured, if the "occurrence" which a. Whether the insured may be liable as an caused the "bodily injury" or "property employer or in any other capacity; and damage" involved the ownership, b. To any obligation to share damages with or maintenance, use or entrustment to others of repay someone else who must pay any"auto". damages because of the "bodily injury". This exclusion does not apply to "bodily injury" 5. Pollution or "property damage" caused by an a. "Bodily injury", "property damage", "occurrence" that takes place outside of the "personal injury" or "advertising injury" United States of America (including its arising out of the actual, alleged or territories and possessions), Puerto Rico and threatened discharge, dispersal, seepage, Canada. migration, release or escape of"pollutants". 8. Watercraft b. Any loss, cost or expense arising out of "Bodily injury" or "property damage" arising any: out of the ownership, maintenance, use or (1) Request, demand, order or statutory or entrustment to others of any watercraft owned regulatory requirement that any insured or operated by or rented or loaned to any or any other person or organization test insured. Use includes operation and "loading for, monitor, clean up, remove, contain, or unloading". treat, detoxify or neutralize, or in any This exclusion applies even if the claims way respond to, or assess the effects against any insured allege negligence or other of, "pollutants"; or wrongdoing in the supervision, hiring, (2) Claim or "suit" by or on behalf of any employment, training or monitoring of others governmental authority or any other by that insured, if the "occurrence" which person or organization because of caused the "bodily injury" or "property testing for, monitoring, cleaning up, damage" involved the ownership, removing, containing, treating, maintenance, use or entrustment to others of detoxifying or neutralizing, or in any any watercraft that is owned or operated by or way responding to, or assessing the rented or loaned to any insured. effects of, "pollutants". This exclusion does not apply to a watercraft: 6. Aircraft a. While ashore on premises owned by or "Bodily injury" or "property damage" arising out rented to any insured; or of the ownership, maintenance, use or b. That is 50-feet long or less and that: entrustment to others of any aircraft owned or (1) You own; or operated by or rented or loaned to any insured. Use includes operation and "loading or unloading". EU 00 01 07 16 ©2016 The Travelers Indemnity Company.All rights reserved. Page 9 of 22 UMBRELLA (2) You do not own and is not being used "your work" after it has been put to its to carry any person or property for a intended use. charge. 12. Recall Of Products, Work Or Impaired 9. Electronic Data Property Damages claimed for the loss of, loss of use of, Damages claimed for any loss, cost or damage to, corruption of, inability to access, or expense incurred by you or others for the loss inability to manipulate "electronic data". of use, withdrawal, recall, inspection, repair, replacement, adjustment, removal or disposal 10. Damage To Property, Products Or Work of: "Property damage"to: a. "Your product"; a. Property you own, rent or occupy, including b. "Your work"; or any costs or expenses incurred by you, or any other person or organization, for repair, c. "Impaired property"; replacement, enhancement, restoration or if such product, work or property is withdrawn maintenance of such property for any or recalled from the market or from use by reason, including prevention of injury to a any person or organization because of a person or damage to another's property; known or suspected defect, deficiency, inadequacy or dangerous condition in it. b. Premises you sell, give away or abandon if the "property damage" arises out of any 13. Violation Of Consumer Financial part of those premises; Protection Laws c. Property loaned to you; "Bodily injury", "property damage", "personal injury" or"advertising injury" arising out of any d. Personal property in the care, custody or actual or alleged violation of a "consumer control of the insured; financial protection law", or any other "bodily e. That particular part of real property on injury", "property damage", "personal injury" or which you or any contractors or "advertising injury" alleged in any claim or subcontractors working directly or indirectly "suit"that also alleges any such violation. on your behalf are performing operations if 14. Unsolicited Communication the "property damage" arises out of those "Bodily injury", "property damage", "personal operations; injury" or "advertising injury" arising out of any f. That particular part of any property that actual or alleged violation of any law that must be restored, repaired or replaced restricts or prohibits the sending, transmitting because "your work" was incorrectly or distributing of"unsolicited communication". performed on it; 15. Access Or Disclosure Of Confidential Or g. "Your product" arising out of "your product" Personal Information or any part of it; or "Bodily injury", "property damage", "personal h. "Your work" arising out of "your work" or injury" or "advertising injury" arising out of any any part of it and included in the "products- access to or disclosure of any person's or completed operations hazard". organization's confidential or personal 11. Damage To Impaired Property Or Property information. Not Physically Injured 16. Knowing Violation Of Rights Of Another "Property damage" to "impaired property", or "Personal injury" or"advertising injury" caused property that has not been physically injured, by or at the direction of the insured with the arising out of: knowledge that the act would violate the rights a. A defect, deficiency, inadequacy or of another and would inflict "personal injury" dangerous condition in "your product" or or"advertising injury". "your work"; or 17. Material Published With Knowledge Of b. A delay or failure by you, or anyone acting Falsity on your behalf, to fulfill the terms of a "Personal injury" or "advertising injury" arising contract or agreement. out of oral or written publication, including publication by electronic means, of material, if This exclusion does not apply to the loss of use done by or at the direction of the insured with of other property arising out of sudden and knowledge of its falsity. accidental physical injury to "your product" or Page 10 of 22 ©2016 The Travelers Indemnity Company.All rights reserved. EU 00 01 07 16 UMBRELLA 18. Material Published Or Used Prior To Policy b. Any other "personal injury" or "advertising Period injury" alleged in any claim or "suit" that a. "Personal injury" or "advertising injury" also alleges any such infringement or arising out of oral or written publication, violation of another's copyright, "title" or including publication by electronic means, "slogan" in your"advertisement". of material whose first publication took 24. Insureds In Media And Internet Type place before the beginning of the policy Business period; or "Personal injury" or "advertising injury" arising b. "Advertising injury" arising out of out of an offense committed by an insured infringement of copyright, "title" or "slogan" whose business is: in your "advertisement" whose first a. Advertising , "broadcasting" or publishing; infringement in your "advertisement" was committed before the beginning of the b. Designing or determining content of web- policy period. sites for others; or 19. Criminal Acts c. An Internet search, access, content or "Personal injury" or "advertising injury" arising service provider. out of a criminal act committed by or at the This exclusion does not apply to Paragraphs direction of the insured. a.(1), (2) and (3) of the definition of "personal 20. Breach Of Contract injury". "Personal injury" or "advertising injury" arising For the purposes of this exclusion: out of a breach of contract. a. Creating and producing correspondence written in the conduct of your business, 21. Quality Or Performance Of Goods — Failure bulletins, financial or annual reports, or To Conform To Statements newsletters about your goods, products or "Advertising injury" arising out of the failure of services will not be considered the goods, products or services to conform with any business of publishing; and statement of quality or performance made in b. The placing of frames, borders or links, or your"advertisement". advertising, for you or others anywhere on 22. Wrong Description Of Prices the Internet will not, by itself, be "Advertising injury" arising out of the wrong considered the business of advertising, description of the price of goods, products or "broadcasting" or publishing. services stated in your"advertisement". 25. Electronic Chatrooms Or Bulletin Boards 23. Intellectual Property "Personal injury" or "advertising injury" arising "Personal injury" or "advertising injury" arising out of an electronic chatroom or bulletin board out of any actual or alleged infringement or the insured hosts, owns or over which the violation of any of the following rights or laws, or insured exercises control. any other "personal injury"or"advertising injury" 26. Unauthorized Use Of Another's Name Or alleged in any claim or "suit" that also alleges Product any such infringement or violation: a. Copyright; "Personal injury" or "advertising injury" arising out of the unauthorized use of another's name b. Patent; or product in your e-mail address, domain c. Trade dress; name or metatag, or any other similar tactics to mislead another's potential customers. d. Trade name; C. With respect to Coverage C: e. Trademark; Newly Acquired, Controlled Or Formed f. Trade secret; or Entities g. Other intellectual property rights or laws. "Crisis management service expenses" arising out This exclusion does not apply to: of a "crisis management event" that involves any a. "Advertising injury" arising out of any actual organization you newly acquire or form and that or alleged infringement or violation of occurred prior to the date you acquired or formed that organization, even if an "executive officer" another's copyright, "title" or "slogan" in your"advertisement"; or only first becomes aware of an "event" or "occurrence" that leads to such "crisis EU 00 01 07 16 ©2016 The Travelers Indemnity Company.All rights reserved. Page 11 of 22 UMBRELLA management event" after the date you acquired or D. CHANGES formed such organization. This policy contains all the agreements between SECTION V—CONDITIONS you and us concerning the insurance afforded. No A. APPEALS change can be made in the terms of this insurance except with our consent. The terms of 1. If the insured or the insured's "underlying this insurance can be amended or waived only by insurer" elects not to appeal a judgment which endorsement issued by us and made a part of this exceeds the "applicable underlying limit" or policy. "self-insured retention", we may do so. E. CURRENCY 2. If we appeal such a judgment, we will pay all Payments for damages or expenses described in costs of the appeal. These payments will not Paragraph 5. of Paragraph D., DEFENSE AND reduce the applicable limits of insurance. In no SUPPLEMENTARY PAYMENTS, of SECTION event will our liability exceed the applicable limit — COVERAGES will be in the currency of the of insurance. United States of America. At our sole option, we B. BANKRUPTCY may make these payments in a different currency. 1. Bankruptcy or insolvency of the insured or of Any necessary currency conversion for such the insured's estate will not relieve us of our payments will be calculated based on the rate of obligations under this insurance. exchange published in the Wall Street Journal immediately preceeding the date the payment is 2. In the event of bankruptcy or insolvency of any processed. "underlying insurer", this insurance will not replace such bankrupt or insolvent "underlying F. DUTIES REGARDING AN EVENT, insurer's" policy, and this insurance will apply as OCCURRENCE, CLAIM OR SUIT if such "underlying insurer" had not become 1. You must see to it that we are notified as bankrupt or insolvent. soon as practicable of an "event" or C. CANCELLATION "occurrence" which may result in a claim under this insurance. To the extent possible, 1. The first Named Insured shown in the notice should include: Declarations may cancel this insurance by a. How, when and where the "event" or mailing or delivering to us advance written "occurrence"took place; notice of cancellation. b. The names and addresses of any 2. We may cancel this insurance by mailing or persons or organizations sustaining injury, delivering to such first Named Insured written damage or loss, and the names and notice of cancellation at least: addresses of any witnesses; and a. 10 days before the effective date of c. The nature and location of any injury or cancellation if we cancel for nonpayment of damage arising out of the "event" or premium; 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 to soon as practicable. us. 3. With respect to Coverage A, the insured 4. Notice of cancellation will state the effective must: date of cancellation. The policy period will end a. Cooperate with us in the investigation, on that date. settlement or defense of any claim or 5. If this insurance is cancelled, we will send such "suit"; first Named Insured any premium refund due. If b. Comply with the terms of the "underlying we cancel, the refund will be pro rata. If such insurance"; and first Named Insured cancels, the refund may be c. Pursue all rights of contribution or less than pro rata. The cancellation will be indemnity against any person or effective even if we have not made or offered a organization who may be liable to the refund. insured because of the injury, damage or 6. If notice is mailed, proof of mailing will be loss for which insurance is provided under sufficient proof of notice. Page 12 of 22 ©2016 The Travelers Indemnity Company.All rights reserved. EU 00 01 07 16 UMBRELLA this policy or any policy of "underlying c. The nature and location of any injury or insurance". damage arising out of that "crisis 4. With respect to Coverage B, the insured must: management event"; and a. Immediately send us copies of any d. The reason that "crisis management demands, notices, summonses or legal event" is likely to involve damages papers received in connection with the covered by this insurance in excess of the claim or"suit"; "applicable underlying limit" or "self- insured retention" and involve regional or b. Authorize us to obtain necessary records national media coverage. and other information; H. EXAMINATION OF YOUR BOOKS AND c. Cooperate with us in the investigation, RECORDS settlement or defense of any claim or"suit"; and We may examine and audit your books and d. Assist us, upon our request, in the records as they relate to this insurance: enforcement of any right against any 1. At any time during the policy period; person or organization which may be liable 2. Up to three years after the end of the policy to the insured because of injury or damage period; and to which Coverage B may apply. 3. Within one year after final settlement of all 5. No insured will, except at that insured's own claims under this insurance. expense, voluntarily make a payment, assume I EXTENDED REPORTING PERIOD OPTION any obligation, make any admission or incur any expense, other than for first aid for "bodily 1. When the "underlying insurance" applies on a injury" covered by this insurance, without our claims made basis, any automatic or basic consent. "extended reporting period" in such "underlying insurance" will apply to this 6. Knowledge of an "event", "occurrence", claim or insurance. "suit" by your agent, servant or "employee" will 2. When the "underlying insurance" applies on a not constitute knowledge by you, unless your insurance or risk manager, or anyone working claims-made basis and you elect to purchase in the capacity as your insurance or risk an optional or supplemental "extended manager, or anyone you designate with the reporting period" in such "underlying responsibility of reporting an "event", insurance," that "extended reporting period" "occurrence", claim or"suit": will apply to this insurance only if: a. Has received notice of such "event", a. A written request to purchase an "occurrence", claim or "suit" from such Extended Reporting Period endorsement agent, servant or"employee"; or for this insurance is made by you and received by us within 90 days after the b. Otherwise has knowledge of such "event", end of the policy period; "occurrence", claim or"suit". b. You have paid all premiums due for this G. DUTIES REGARDING A CRISIS MANAGEMENT policy at the time you make such request; EVENT c. You promptly pay the additional premium You must: we charge for the Extended Reporting Period endorsement for this insurance 1. Notify us within 30 days of a "crisis when due. We will determine that management event" that may result in "crisis additional premium after we have management service expenses". received your request for the Extended 2. Provide written notice of the "crisis Reporting Period endorsement for this management event" as soon as practicable. To insurance. That additional premium is not the extent possible, notice should include: subject to any limitation stated in the "underlying insurance" on the amount or a. How, when and where that "crisis percentage of additional premium that management event"took place; may be charged for the "extended b. The names and addresses of any persons reporting period" in such "underlying or organizations sustaining injury, damage insurance"; and or loss, and the named and addresses of any witnesses; EU 00 01 07 16 ©2016 The Travelers Indemnity Company.All rights reserved. Page 13 of 22 UMBRELLA d. That Extended Reporting Period the full policy period of this Excess Follow- endorsement is issued by us and made a Form And Umbrella Liability Insurance. This part of this policy. provision does not apply to the reduction or 3. Any Extended Reporting Period endorsement exhaustion of the aggregate limit or limits of for this insurance will not reinstate or increase such "underlying insurance" solely by the Limits of Insurance or extend the policy payments as permitted in Paragraphs 4.a.(1), period. (2) and (3) of COVERAGE A — EXCESS FOLLOW-FORM LIABILITY of SECTION I — 4. Except with respect to any provisions to the COVERAGES. As such policies expire, you contrary contained in Paragraphs 1., 2. or 3. will renew them at limits and with coverage at above, all provisions of any option to purchase least equal to the expiring limits of insurance. an "extended reporting period" granted to you in If you fail to comply with the above the "underlying insurance" apply to this requirements, Coverage A is not invalidated. insurance. However, in the event of a loss, we will pay J. INSPECTIONS AND SURVEYS only to the extent that we would have paid had 1. We have the right but are not obligated to: you complied with the above requirements. a. Make inspections and surveys at any time; 2. The first Named Insured shown in the b. Give you reports on the conditions we find; Declarations must give us written notice of and any change in the "underlying insurance" as respects: c. Recommend changes. a. Coverage; 2. Any inspections, surveys, reports or recommendations relate only to insurability and b. Limits of insurance; the premiums to be charged. We do not make c. Termination of any coverage; or safety inspections. We do not undertake to d. Exhaustion of aggregate limits. perform the duty of any person or organization to provide for the health or safety of workers or 3. If you are unable to recover from any the public. We do not warrant that conditions: "underlying insurer" because you fail to a. Are safe or healthful; or comply with any term or condition of the "underlying insurance", Coverage A is not b. Comply with laws, regulations, codes or invalidated. However, we will pay for any loss standards. only to the extent that we would have paid had K. LEGAL ACTION AGAINST US you complied with that term or condition in 1. No person or organization has a right under this that"underlying insurance". 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, b. To sue us on this insurance unless all of its excess, contingent or otherwise. This provision terms have been fully complied with. does not apply to a policy bought specifically to 2. A person or organization may sue us to recover apply as excess of this insurance. on an agreed settlement or on a final judgment However, if you specifically agree in a written against an insured. We will not be liable for contract or agreement that the insurance provided damages that: to any person or organization that qualifies as an a. Are not payable under the terms of this insured under this insurance must apply on a insurance; or primary basis, or a primary and non-contributory b. Are in excess of the applicable limit of basis, then insurance provided under Coverage A is subject to the following provisions: 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 Page 14 of 22 ©2016 The Travelers Indemnity Company.All rights reserved. EU 00 01 07 16 UMBRELLA 1. This insurance will apply before any "other provide insurance in such country or insurance" that is available to such additional jurisdiction; or insured which covers that person or b. The furnishing of certificates or other organization as a named insured, and we will evidence of insurance in any country or not share with that "other insurance", provided jurisdiction in which we are not licensed to that the injury or damage for which coverage is provide insurance. sought is caused by an "event" that takes place or is committed subsequent to the signing of Q. PROHIBITED COVERAGE — TRADE OR that contract or agreement by you. ECONOMIC SANCTIONS We will provide coverage for any loss, or 2. This insurance is still excess over any valid and otherwise will provide any benefit, only to the collectible "other insurance", whether primary, extent that providing such coverage or benefit excess, contingent or otherwise, which covers does not expose us or any of our affiliated or that person or organization as an additional parent companies to: insured or as any other insured that does not qualify as a named insured. 1. Any trade or economic sanction under any law or regulation of the United States of America; N. PREMIUM or 1. The first Named Insured shown in the 2. Any other applicable trade or economic Declarations is responsible for the payment of sanction, prohibition or restriction. all premiums and will be the payee for any R. REPRESENTATIONS return premiums. 2. If the premium is a flat charge, it is not subject By accepting this insurance, you agree: to adjustment except as provided in Paragraph 1. The statements in the Declarations and any 4. below. subsequent notice relating to "underlying 3. If the premium is other than a flat charge, it is insurance" are accurate and complete; an advance premium only. The earned 2. Those statements are based upon premium will be computed at the end of the representations you made to us; and policy period, or at the end of each year of the 3. We have issued this insurance in reliance policy period if the policy period is two years or upon your representations. longer, at the rate shown in the Declarations, S. SEPARATION OF INSUREDS subject to the Minimum Premium. Except with respect to the Limits of Insurance, 4. Additional premium may become payable when and any rights or duties specifically assigned in coverage is provided for additional insureds this policy to the first Named Insured shown in the under the provisions of SECTION II — WHO IS Declarations, this insurance applies: AN INSURED. 1. As if each Named Insured were the only O. PREMIUM AUDIT Named Insured; and The premium for this policy is the amount stated in 2. Separately to each insured against whom Item 5. of the Declarations. The premium is a flat claim is made or"suit" is brought. charge unless it is specified in the Declarations as T. WAIVER OR TRANSFER OF RIGHTS OF adjustable. RECOVERY AGAINST OTHERS TO US P. PROHIBITED COVERAGE — UNLICENSED 1. If the insured has rights to recover all or part INSURANCE of any payment we have made under this 1. With respect to loss sustained by any insured in insurance, those rights are transferred to us a country or jurisdiction in which we are not and the insured must do nothing after loss to licensed to provide this insurance, this impair them. At our request, the insured will insurance does not apply to the extent that bring suit or transfer those rights to us and insuring such loss would violate the laws or help us, and with respect to Coverage A, the regulations of such country or jurisdiction. "underlying insurer", enforce them. 2. We do not assume responsibility for: If the insured has agreed in a contract or a. The payment of anyfine, fee, agreement to waive that insured's right of p y penalty or other charge that may be imposed on any recovery against any person or organization, we waive our right of recovery against that person or organization in any country or person or organization, but only for payments jurisdiction because we are not licensed to we make because of an "event" that takes place or is committed subsequent to the EU 00 01 07 16 ©2016 The Travelers Indemnity Company.All rights reserved. Page 15 of 22 UMBRELLA execution of that contract or agreement by such SECTION VI—DEFINITIONS insured. A. With respect to all coverages of this insurance: 2. Reimbursement of any amount recovered will 1. "Applicable underlying limit" means the sum of: be made in the following order: a. The applicable limit of insurance stated a. First, to any person or organization for the policies of "underlying insurance" (including us or the insured) who has paid in the Schedule Of Underlying Insurance any amount in excess of the applicable limit subject to the provisions in Paragraphs of insurance; 4.a.(1), (2) and (3) of COVERAGE A — b. Next, to us; and EXCESS FOLLOW-FORM LIABILITY of c. Then, to any person or organization SECTION I—COVERAGES; and (including the insured and with respect to b. The applicable limit of insurance of any Coverage A, the "underlying insurer") that "other insurance"that applies. is entitled to claim the remainder, if any. The limits of insurance in any policy of 3. Expenses incurred in the process of recovery "underlying insurance"will apply even if: will be divided among all persons or organizations receiving amounts recovered a. The "underlying insurer" claims the according to the ratio of their respective insured failed to comply with any term or recoveries. condition of the policy; or U. TRANSFER OF YOUR RIGHTS AND DUTIES b. The "underlying insurer" becomes UNDER THIS INSURANCE bankrupt or insolvent. 1. Your rights and duties under this insurance may 2. "Auto hazard" means all "bodily injury" and not be transferred without our written consent "property damage" to which liability insurance except in the case of death of an individual afforded under an auto policy of "underlying Named Insured. insurance" would apply but for the exhaustion 2. If you die, your rights and duties will be of its applicable limits of insurance. transferred to your legal representative but only 3. "Electronic data" means information, facts or while acting within the scope of duties as your programs stored as or on, created or used on, legal representative. Until your legal or transmitted to or from computer software representative is appointed, anyone having (including systems and applications software), proper temporary custody of your property will hard or floppy disks, CD-ROMs,tapes, drives, have your rights and duties but only with cells, data processing devices or any other respect to that property. media which are used with electronically V. UNINTENTIONAL OMISSION OR ERROR controlled equipment. The unintentional omission of, or unintentional error 4. "Event" means an "occurrence", offense, in, any information provided by you which we relied accident, act, error, omission, wrongful act or upon in issuing this policy will not prejudice your loss. rights under this insurance. However, this provision 5. "Extended reporting period" means any period does not affect our right to collect additional of time, starting with the end of the policy premium or to exercise our rights of cancellation or period of your claims-made insurance, during nonrenewal in accordance with applicable which claims or "suits" may be first made, insurance laws or regulations. brought or reported for that insurance. W. WHEN LOSS IS PAYABLE 6. "Medical expenses" means expenses to If we are liable under this insurance, we will pay for which any Medical Payments section of any injury, damage or loss after: policy of Commercial General Liability 1. The insured's liability is established by: "underlying insurance" applies. 7. "Other insurance" means insurance, or the a. A court decision; or funding of losses, that is provided by, through b. A written agreement between the claimant, or on behalf of: the insured, any "underlying insurer" and us; and a. Another insurance company; 2. The amount of the "applicable underlying limit" b. Us or any of our affiliated insurance or "self-insured retention" is paid by or on companies; behalf of the insured. c. Any risk retention group; Page 16 of 22 ©2016 The Travelers Indemnity Company.All rights reserved. EU 00 01 07 16 UMBRELLA d. Any self-insurance method or program, in Commercial General Liability which case the insured will be deemed to "underlying insurance" states that be the provider of such insurance; or products-completed operations are e. Any similar risk transfer or risk subject to the General Aggregate management method. Limit. "Other insurance" does not include: 9. "Suit" means a civil proceeding which alleges damages. "Suit" includes: a. Any "underlying insurance"; or a. An arbitration proceeding in which b. Any policy of insurance specifically damages are claimed and to which the purchased to be excess of the limits of insured must submit or does submit with insurance of this policy shown in the our consent; or Declarations. b. Any other alternative dispute resolution 8. "Products-completed operations hazard": proceeding to which the insured submits a. Includes all "bodily injury" and "property with our consent. damage" occurring away from premises 10. "Underlying insurance": you own or rent and arising out of "your product" or"your work" except: a. Means the policy or policies of insurance (1) Products that are still in your physical listed in the Schedule Of Underlying possession; or Insurance. (2) Work that has not yet been completed b. Includes any renewal or replacement of or abandoned. However, "your work" such policies if such renewal or will be deemed completed at the replacement is during the policy period of earliest of the following times: this Excess Follow-Form And Umbrella Liability Insurance. (a) When all the work called for in your contract has been completed; c. Does not include any part of the policy (b) When all the work to be done at the period of any of the policies described in job site has been completed if your Paragraphs a. or b. above that began contract calls for work at more than before, or that continues after, the policy one job site; or period of this Excess Follow-Form And Umbrella Liability Insurance. (c) When that part of the work done at 11. "Underlying insurer" means any insurer which a job site has been put to its intended use by any person or provides a policy of insurance listed in the organization other than another Schedule Of Underlying Insurance. contractor or subcontractor working B. With respect to Coverage B and, to the extent that on the same project. the following terms are not defined in the Work that may need service, "underlying insurance", to Coverage A: maintenance, correction, repair or 1. "Advertisement" means a notice that is replacement, but which is otherwise broadcast or published to the general public complete, will be treated as completed. or specific market segments about your b. Does not include "bodily injury" or "property goods, products or services for the purpose of damage"arising out of: attracting customers or supporters. For the (1) The transportation of property, unless purposes of this definition: the injury or damage arises out of a a. Notices that are published include condition in or on a vehicle not owned material placed on the Internet or on or operated by you, and that condition similar electronic means of was created by the "loading or communication; and unloading" of that vehicle by any b. Regarding web sites, only that part of a insured; web site that is about your goods, (2) The existence of tools, uninstalled products or services for the purposes of equipment or abandoned or unused attracting customers or supporters is materials; or considered an advertisement. (3) Products or operations for which the 2. "Advertising injury": classification listed in a policy of EU 00 01 07 16 ©2016 The Travelers Indemnity Company.All rights reserved. Page 17 of 22 UMBRELLA a. Means injury, other than "personal injury", b. In, by or with any other electronic means caused by one or more of the following of communication, such as the Internet, if offenses: that material is part of: (1) Oral or written publication, including (1) Radio or television programming publication by electronic means, of being transmitted; material in your "advertisement" that (2) Other entertainment, educational, slanders or libels a person or instructional, music or news organization or disparages a person's programming being transmitted; or or organization's goods, products or services, provided that the claim is (3) Advertising transmitted with any such made or the "suit" is brought by a programming. person or organization that claims to 6. "Consumer financial identity information" have been slandered or libeled, or that means any of the following information for a claims to have had its goods, products person that is used or collected for the or services disparaged; purpose of serving as a factor in establishing (2) Oral or written publication, including such person's eligibility for personal credit, insurance or employment or for the purpose publication by electronic means, of material in your"advertisement"that: of conducting a business transaction: (a) Appropriates a person's name, a. Part or all of the account number, the voice, photograph or likeness; or expiration date or the balance of any credit, debit, bank or other financial (b) Unreasonably places a person in a account; false light; or b. Information bearing on a person's credit (3) Infringement of copyright, "title" or worthiness, credit standing or credit "slogan" in your "advertisement", capacity; provided that the claim is made or the "suit" is brought by a person or c. Social security number; organization that claims ownership of d. Driver's license number; or such copyright, "title" or"slogan". e. Birth date. b. Includes "bodily injury" caused by one or 7. "Consumer financial protection law" means: more of the offenses described in Paragraph a. above. a. The Fair Credit Reporting Act (FCRA) and any of its amendments, including the Fair 3. "Auto" means: and Accurate Credit Transactions Act a. A land motor vehicle, trailer or semitrailer (FACTA); designed for travel on public roads, b. California's Song-Beverly Credit Card Act including any attached machinery or and any of its amendments; or equipment; or c. Any other law or regulation that restricts b. Any other land vehicle that is subject to a or prohibits the collection, dissemination, compulsory or financial responsibility law or transmission, distribution or use of other motor vehicle insurance law where it "consumer financial identity information". is licensed or principally garaged. 8. "Employee" includes a "leased worker". However, "auto" does not include "mobile "Employee" does not include a "temporary equipment". worker". 4. "Bodily injury" means: 9. "Good Samaritan services" means any a. Physical harm, including sickness or emergency medical services for which no disease, sustained by a person; or compensation is demanded or received. b. Mental anguish, injury or illness, or 10. "Impaired property" means tangible property, emotional distress, resulting at any time other than "your product" or "your work", that from such physical harm, sickness or cannot be used or is less useful because: disease. a. It incorporates "your product" or "your 5. "Broadcasting" means transmitting any audio or work" that is known or thought to be visual material for any purpose: defective, deficient, inadequate or a. By radio or television; or dangerous; or Page 18 of 22 ©2016 The Travelers Indemnity Company.All rights reserved. EU 00 01 07 16 UMBRELLA b. You have failed to fulfill the terms of a exploration, lighting and well servicing contract or agreement; equipment; or if such property can be restored to use by the (2) Cherry pickers and similar devices repair, replacement, adjustment or removal of used to raise or lower workers. "your product" or "your work" or your fulfilling f. Vehicles not described in Paragraph a., b., the terms of the contract or agreement. c. or d. above maintained primarily for 11. "Leased worker" means a person leased to you purposes other than the transportation of by a labor leasing firm under an agreement persons or cargo. between you and the labor leasing firm, to However, self-propelled vehicles with the perform duties related to the conduct of your following types of permanently attached business. "Leased worker" does not include a equipment are not "mobile equipment" but "temporary worker". will be considered "autos": 12. "Loading or unloading" means the handling of (1) Equipment designed primarily for: property: (a) Snow removal; a. After it is moved from the place where it is (b) Road maintenance, but not accepted for movement into or onto an construction or resurfacing; or aircraft, watercraft or"auto"; (c) Street cleaning; b. While it is in or on an aircraft, watercraft or (2) Cherry pickers and similar devices "auto"; or mounted on automobile or truck c. While it is being moved from an aircraft, chassis and used to raise or lower watercraft or "auto" to the place where it is workers; and finally delivered; (3) Air compressors, pumps and but "loading or unloading" does not include the generators, including spraying, movement of property by means of a welding, building cleaning, geophysical mechanical device, other than a hand truck, exploration, lighting and well servicing that is not attached to the aircraft, watercraft or equipment. "auto". However, "mobile equipment" does not include 13. "Mobile equipment" means any of the following any land vehicle that is subject to a compulsory types of land vehicles, including any attached or financial responsibility law, or other motor machinery or equipment: vehicle insurance law, where it is licensed or principally garaged. Such land vehicles are a. Bulldozers, farm machinery, forklifts and considered "autos". other vehicles designed for use principally off public roads. 14. "Occurrence" means: b. Vehicles maintained for use solely on or next a. With respect to "bodily injury" or "property to premises you own or rent. damage": c. Vehicles that travel on crawler treads. (1) An accident, including continuous or repeated exposure to substantially the d. Vehicles, whether self-propelled or not, same general harmful conditions, maintained primarily to provide mobility to which results in "bodily injury" or permanently mounted: "property damage". All "bodily injury" (1) Power cranes, shovels, loaders, diggers or "property damage" caused by such or drills; or exposure to substantially the same general harmful conditions will be (2) Road construction or resurfacing deemed to be caused by one equipment such as graders, scrapers or "occurrence"; or rollers. (2) An act or omission committed in e. Vehicles not described in Paragraph a., b., providing or failing to provide first aid c. or d. above that are not self-propelled and or "Good Samaritan services" to a are maintained primarily to provide mobility person by any of your "employees" or to permanently attached equipment of the "volunteer workers" other than an following types: employed or volunteer doctor, unless (1) Air compressors, pumps and you are in the business or occupation generators, including spraying, welding, of providing professional health care building cleaning, geophysical services; EU 00 01 07 16 ©2016 The Travelers Indemnity Company.All rights reserved. Page 19 of 22 UMBRELLA b. With respect to "personal injury", an (5) Oral or written publication, including offense arising out of your business that publication by electronic means, of results in "personal injury". All "personal material that: injury" caused by the same or related (a) Appropriates a person's name, injurious material, act or offense will be voice, photograph or likeness; or deemed to be caused by one "occurrence", regardless of the frequency or repetition (b) Unreasonably places a person in thereof, the number and kind of media a false light. used or the number of persons or b. Includes "bodily injury" caused by one or organizations making claims or bringing more of the offenses described in "suits"; and Paragraph a. above. c. With respect to "advertising injury", an offense committed in the course of 17. "Pollutants" mean any solid, liquid, gaseous or advertising your goods, products and thermal irritant or contaminant, including services that results in "advertising injury". smoke, vapor, soot, fumes, acids, alkalis, All "advertising injury caused by the same chemicals and waste. Waste includes or related injurious material, act or offense materials to be recycled, reconditioned or will be deemed to be caused by one reclaimed. "occurrence", regardless of the frequency 18. "Property damage" means: or repetition thereof, the number and kind of media used or the number of persons or a. Physical injury to tangible property, organizations making claims or bringing including all resulting loss of use of that "suits". property. All such loss of use will be deemed to occur at the time of the 15. "Officer" means a person holding any of the physical injury that caused it; or officer positions created by your charter, constitution, bylaws or any other similar b. Loss of use of tangible property that is not governing document. physically injured. All such loss of use will 16. "Personal in u be deemed to occur at the time of the ry ' "occurrence"that caused it. a. Means injury, other than "advertising injury", caused by one or more of the For the purposes of this insurance, "electronic following offenses: data" is not tangible property. (1) False arrest, detention or 19. "Self-insured retention" is the greater of: imprisonment; a. The amount shown in the Declarations (2) Malicious prosecution; which the insured must first pay under (3) The wrongful eviction from, wrongful Coverage B for damages because of all entry into, or invasion of the right of "bodily injury", "property damage", private occupancy of a room, dwelling "personal injury" or "advertising injury" or premises that a person occupies, arising out of any one"occurrence"; or provided that the wrongful eviction, b. The applicable limit of insurance of any wrongful entry or invasion of the right of "other insurance"that applies. private occupancy is committed by or on behalf of the owner, landlord or 20. "Slogan": lessor of that room, dwelling or a. Means a phrase that others use for the premises; purpose of attracting attention in their (4) Oral or written publication, including advertising. publication by electronic means, of b. Does not include a phrase used as, or in, material that slanders or libels a person the name of: or organization or disparages a person's or organization's goods, (1) Any person or organization other than products or services, provided that the you; or claim is made or the "suit" is brought by a person or organization that claims to (2) Any business, or any of the premises, have been slandered or libeled, or that goods, products, services or work, of claims to have had its goods, products any person or organization other than or services disparaged; or you. Page 20 of 22 ©2016 The Travelers Indemnity Company.All rights reserved. EU 00 01 07 16 UMBRELLA 21. "Temporary worker" means a person who is (1) Warranties or representations made furnished to you to substitute for a permanent at any time with respect to the fitness, "employee" on leave or to meet seasonal or quality, durability, performance or use short-term workload conditions. of"your work"; and 22. "Title" means the name of a literary or artistic (2) The providing of or failure to provide work. warnings or instructions. 23. "Unsolicited communication" means any C. With respect to Coverage C: communication, in any form, that the recipient 1. "Crisis management advisor" means any of such communication did not specifically public relations firm or crisis management request to receive. firm approved by us that is hired by you to 24. "Volunteer worker" means a person who is not perform "crisis management services" in your "employee", and who donates his or her connection with a "crisis management event". work and acts at the direction of and within the 2. "Crisis management event" means an "event" scope of duties determined by you, and is not or "occurrence" that your "executive officer" paid a fee, salary or other compensation by you reasonably determines has resulted, or may or anyone else for their work performed by you. result, in: 25. "Your product": a. Damages covered by this Coverage A or Coverage B that are in excess of the total a. Means: applicable limits of the "underlying (1) Any goods or products, other than real insurance" or"self-insured retention"; and property, manufactured, sold, handled, b. Significant adverse regional or national distributed or disposed of by: media coverage. (a) You; 3. "Crisis management service expenses" (b) Others trading under your name; or means amounts incurred by you, after a (c) A person or organization whose "crisis management event" first commences business or assets you have and before such event ends: acquired; and a. For the reasonable and necessary: (2) Containers (other than vehicles), (1) Fees and expenses of a "crisis materials, parts or equipment furnished management advisor" in the in connection with such goods or performance for you of "crisis products. management services" solely for a "crisis management event"; and b. Includes: (2) Costs for printing, advertising, mailing (1) Warranties or representations made at of materials or travel by your any time with respect to the fitness, directors, officers, employees or quality, durability, performance or use agents or a "crisis management of"your product"; and advisor" solely for a "crisis (2) The providing of or failure to provide management event"; and b. For the following expenses resulting from warnings or instructions. such "crisis management event", provided c. Does not include vending machines or that such expenses have been approved other property rented to or located for the by us: use of others but not sold. (1) Medical expenses; 26. "Your work": (2) Funeral expenses; a. Means: (3) Psychological counseling; (1) Work or operations performed by you (4) Travel expenses; or on your behalf; and (5) Temporary living expenses; (2) Materials, parts or equipment furnished (6) Expenses to secure the scene of a in connection with such work or "crisis management event"; or operations. (7) Any other expenses pre-approved by b. Includes: us. EU 00 01 07 16 ©2016 The Travelers Indemnity Company.All rights reserved. Page 21 of 22 UMBRELLA 4. "Crisis management services" means those c. Chief Financial Officer; services performed by a "crisis management d. President; advisor" in advising you or minimizing potential harm to you from a "crisis management event" e. General Counsel; by maintaining or restoring public confidence in f. General partner (if you are a you. partnership); or 5. "Executive officer" means your: g. Sole proprietor (if you are a sole a. Chief Executive Officer; proprietorship); b. Chief Operating Officer; or any person acting in the same capacity as any individual listed above. Page 22 of 22 ©2016 The Travelers Indemnity Company.All rights reserved. EU 00 01 07 16 Exhibit D Spokane alley BOND NO: SU 1203836 CONTRACTOR'S PAYMENT BOND(NON-FEDERALLY FUNDED PROJECT) to City of Spokane Valley,Washington The City of Spokane Valley,Spokane County,Washington,has awarded to Liberty Concrete LLC (Contractor),as Principal,a contract for the construction of the project designated as Bowdish Road Sidewalk and Bike Lane,Project No.0346 in Spokane Valley,Washington,and said Principal is required under the terms of the Contract to furnish a payment bond in accordance with chapter 39.08 Revised Code of Washington(RCW). The Principal, and Arch Insurance Company (Surety), a corporation organized under the laws Missouri and licensed to do business in the State of Washington as surety and named in the current list of"Surety Companies Acceptable in Federal Bonds"as published in the Federal Register by the Audit Staff Bureau of Accounts,U.S.Treasury Dept.,are jointly and severally held and firmly bound to the City of Spokane Valley,as Obligee,in the sum of$ 3,046,112.70 total Contract amount(including Washington State sales tax),subject to the provisions herein. This payment bond shall become null and void,if and when the Principal,its heirs,executors,administrators,successors,or assigns shall pay all persons in accordance with chapters 39.08 and 39.12 RCW,including all workers,laborers,mechanics,subcontractors, and materialmen,and all persons who shall supply such contractor or subcontractor with provisions and supplies for the carrying on of such work;and shall indemnify and hold harmless the Obligee from all loss,cost or damage which Obligee may suffer by reason of the failure of Principal to make such required payments;and if such payment obligations have not been fulfilled,this bond shall remain in full force and effect. The Surety for value received agrees that no change, extension of time, alteration or addition to the terms of the Contract, the specifications accompanying the Contract,or to the work to be performed under the Contract shall in any way affect its obligation on this bond,except as provided herein,and waives notice of any change,extension of time,alteration or addition to the terms of the Contract or the work performed.The Surety agrees that modifications and changes to the terms and conditions of the Contract that increase the total amount to be paid the Principal shall automatically increase the obligation of the Surety on this bond and notice to Surety is not required for such increased obligation. This bond may be executed in two original counterparts,and shall be signed by the parties'duly authorized officers.This bond will only be accepted if it is accompanied by a fully executed and original power of attorney for the officer executing on behalf of the surety. PRINCIP (CONTRACTOR) Liberty Concrete LLC SURETY Arch Insurance Cmeajianr`- ---_ o �1, 20 D� 24- — ncipal Signature Date rety afore - Dee ;- —• Jennifer Martinez Ibarra - = Printed Name Printed Name - Rt:Z. � (\C Attorney-In-Fact Title ( Title Name,address,and telephone of local office/agent of Surety Company is: James E. Majeskey II, Marsh & McLennan Agency, LLC 501 N. Riverpoint Blvd. Ste. 403 , Spokane, WA 99202 509-838-3501 Revised 2.9.23 City of Spokane Valley Bowdish Road Sidewalk and Bike Lane Project TSBA2024 This Power of.41torney limits the acts of those MINIM herein,and they have no authority to bind the Company except in the manner and to the extent herein stated Not valid jar Note,Loan,Letter of Credit,Currency Rate,Interest Rate or Residential Value Guarantees. POWER OF ATTORNEY Know All Persons By These Presents: That the Arch Insurance Company,a corporation organized and existing under the laws of the State of Missouri,having as perm-mat administrative office in Jersey City, New Jersey(hereinafter referred to as the"Company')does hereby appoint Jennifer Martinez Ibarra its true and lawful Attomey(sjin-Fact.to make,execute,seal,and deliver from the date of issuance of this power for and on its behalf as surety,and as its act and deed: Any and all bonds,undertakings,recognizance%and other surety obligations,in the penal sum not exceedine One hundred and Fifty Million Dollars 050,000,000.00). Any and all bonds,undertakings,reccgnizances and other surety obligations. Surety Bond Ninnber:SU 1 203 8 3 6 PrinetPal:Liberty Concrete LLC Obligee: City of Spokane Valley, Spokane County,Washington This authority does not permit the same obligation to be split into two or mute bonds In order to bring each such bond within the dollar limit of authority as set forth herein. The execution of such bonds,undettakings.recoginzances and other surety obligations us pursuance of these presents shall be as binding upon the said Company as fully and amply to all intents and purposes,as if the same had been duly executed and acknowledged by its regularly elected officers at its principal adminishritive office in Jersey City,New Jersey This Power of Attorney is executed by authority of resolutions adopted by unanimous consent of the Board of Directors of the Company on August 31, true and accurate copies of which are hereinafter set forth and are hereby certified to by the undersigned Secretary as being in full force and effect. "VOTED,That the Chairman of the Board,the President,or the Executive Vice President,or any Senior Vice President,of the Surety Business Division,or their appointees designated in writing and filed with the Secretary,or the Secretary shall have the power and authority to appoint agents and attorneys-in-fact,and to authorize them subject to the limitations set forth in their respective owets of attorney,to execute on behalf of the Company,and attach the seal of the Company thereto,bonds, undertakings,recognizances and other surety obligations obligatory in the nature thereof,and any such officers of the Company may appoint agents for acceptance of process." This Power of Attorney is signed,sealed and certified by facsimile under and by authority of the following resolution adopted by the unanimous consent of the Board of Directors of the Company on August 31,2022: VOTED,That the signature of the Chairman of the Board,the President,or the Executive Vice President,or any Senior Vice President,of the Surety Business Division, or their appointees designated in writing and filed with the Secretary,and the signature of the Secretary,the seat of the Company,and certifications by the Secretary,may be affixed by facsimile on any power of attorney or bond executed pursuant to the resolution adopted by the Board of Directors on August 31.2022,and any such power so executed,sealed and certified with respect to any bond or undertaking to which it is attached,shall continue robe valid and binding upon the Company In Testimony Whereof,the Company has caused this instrument to be signed and its marmite seal to be affixed by their authorized officers,this la day of February.2024 Attested and Certified 0010011) os Arch Insurance Cowpany 7) 9 (OltiviirAie 1" $I Reg 111171 .....) an A.Shulman,Secretary Stephen C.Ruschak, Executive Vice President STATE OF PENNSYLVANIA SS Otis COUNTY OF PHILADELPHIA SS I,Michele Tripodi,a Notary Public,do hereby certify that Regan A.Shulman and Stephen C Ruschak personally known to me to be the same persons whose names are respectively as Secretary and Executive Vice President of the Arch Insurance Company,a Corporation organized and existing under the laws of the State of MISSOUfl,subscnbed to the foregoing instrument,appeared before me this day en person and severalty acknowledged that they being thermal°duly authorized signed, sealed with the corporate seal and delivered the said instrument as the free and voluntary act of said corporation and as their own free and voluntary acts for the uses and purposes therein set forth Conannwassith al Periontimnia•Notary Sal MCKIE TOMO,notary Putint 4 ..-• —...,,,......)f-4C. :- PhitadelF614 Canty f' alyCotransioa Exams July It,NH Michele Tnpoch,Notary Pubhc Cortermakeirsterean 161612 CERTIFICATION My commission expires 07,31,1025 I,Regan A Shulman,Secretary of the Arch Insurance Company,do hereby certify that the attached Power of Attorney dated February 1,2024 on behalf of the person(s)as listed above is a true and correct copy and that the same has been in full force and effect since the date thereof and is in full force and effect on the date of this certificate;and I do further certify that the said Stephen C.Rnschak,who executed the Power of Attorney as Executive Vice President,was on the date of execution of the attached Power of Attorney the duly elected Executive Vice President of the Arch Insurance Company, IN TESTIMONY WHEREOF.I have hereunto subscribed my name and affixed the corporate seal of the Arch Insurance Company on this 1st day sir May,2024 Regan A. Shulman, Secretary This Power of Attorney limits the acts of those named therein to the bonds and undertakings specifically named therein and they have no authority to hind lfie-Campimy except in the manner and to the extent herein stated, PLEASE SEND ALL CLAIM INQUIRIES RELATING TO THIS BOND TO THE FOLLOWING ADDRESS: Arch Insurance Company Claims Department 44 Surety Claims marmot •-0 P.O.Box 542.01.3 Omaha,NE 68154 (Jr4IPSII(t ".11111,A11V1 To oterifi.the authenticity of this Power of Attorney,please contact Arch Insurance Company at SuretyAuthentirAarchinsurance.tain Please refer to the above named Attorney-is-Fact and the details of the bond to which the power Is attacked. AICP0A02052024 Printed in U.S.A. crrr a+�e fly BOND NO: SU 1203836 CONTRACTOR'S PERFORMANCE BOND to City of Spokane Valley,Washington The City of Spokane Valley,Spokane County,Washington,has awarded to Liberty Concrete LLC (Contractor),as Principal,a contract for the construction of the project designated as Bowdish Road Sidewalk and Bike Lane,Project No.0346 in Spokane Valley,Washington,and said Principal is required under the terms of the Contract to furnish a performance bond in accordance with chapter 39.08 Revised Code of Washington(RCW). The Principal, and Arch Insurance Company (Surety), a corporation, organized under the laws of Missouri and licensed to do business in the State of Washington as surety and named in the current list of"Surety Companies Acceptable in Federal Bonds"as published in the Federal Register by the Audit Staff Bureau of Accounts,U.S.Treasury Dept.,are jointly and severally held and firmly bound to the City of Spokane Valley,as Obligee,in the sum of$ 3,046,112.70 total Contract amount(including Washington State sales tax),subject to the provisions herein. This performance bond shall become null and void,if and when the Principal,its heirs,executors,administrators,successors,or assigns shall well and faithfully perform all of the Principal's obligations under the Contract and fulfill all the terms and conditions of all duly authorized modifications, additions, and changes to said Contract that may hereafter be made, at the time and in the manner therein specified;shall warranty the work as provided in the Contract and shall indemnify and hold harmless the Obligee from any defects in the workmanship and materials incorporated into the work for the period identified in the Contract;and if such performance obligations have not been fulfilled,this bond shall remain in full force and effect. The Surety for value received agrees that no change, extension of time, alteration or addition to the terms of the Contract, the specifications accompanying the Contract,or to the work to be performed under the Contract shall in any way affect its obligation on this bond,and waives notice of any change,extension of time,alteration or addition to the terms of the Contract or the work performed. The Surety agrees that modifications and changes to the terms and conditions of the Contract that increase the total amount to be paid the Principal shall automatically increase the obligation of the Surety on this bond and notice to Surety is not required for such increased obligation. This bond may be executed in two original counterparts,and shall be signed by the parties'duly authorized officers.This bond will only be accepted if it is accompanied by a fully executed and original power of attorney for the officer executing on behalf of the surety. PRIN (CONTRACTOR) Liberty Concrete LLC SURETY Arch Insurance Company • ,: 42:11."0" May 1, 2024 Principal Signature Date ure ignature Date Jennifer Martinez Ibarra = _ Printed Name Printed Name -' = -- � o� Attorney-In-Fact Title Title Name,address,and telephone of local office/agent of Surety Company is: James E. Majeskey II, Marsh & McLennan Agency, LLC 501 N. Riverpoint Blvd. Ste. 403, Spokane, WA 99202 509-838-3501 Revised 2.9?"s City of Spokane Valley Bowdish Road Sidewalk and Bike Lane Project SPEane 4,000Vailey. BOND NO: SU 1203837 CONTRACTOR'S RETAINAGE BOND to City of Spokane Valley,Washington The City of Spokane Valley,Washington,in Spokane County,has awarded to Liberty Concrete LLC ("Contractor"), as Principal,a contract for the construction of the project designated as Bowdish Road Sidewalk and Bike Lane,Project No.0346 (the"Contract")in Spokane Valley,Washington. The Principal,existing under and by virtue of the laws of the State of Washington and authorized to do business in the State of Washington,and Arch Insurance Company _organized and existing under the laws of the State of Missouri and authorized to transact business in the State of Washington as Surety, are jointly and severally held and bound unto the City of Spokane Valley,hereinafter called Obligee,and are similarly held and bound unto the beneficiaries of the trust fund created by chapter 60.28 RCW,in the penal sum of 5%of the Contract, which is one hundred fifty-two thousand,three hundred and five and 64/100 dollars($ 152,305.64_1,plus 5%of any increases in the Contract amount that have occurred or may occur,due to change orders,increases in the quantities,or the addition of any new item of work. WHEREAS, on the 1st day of May ,2024, the said Principal and Obligee herein executed and entered into the Contract. WHEREAS,said Contract and chapter 60.28 RCW require the Obligee to withhold from the Principal the sum of 5%from monies earned by the Principal on estimates during the progress of the construction, hereinafter referred to as earned retained funds. WHEREAS,the Principal has requested that the Obligee accept a bond in lieu of earned retained funds as allowed under chapter 60.28 RCW. NOW THEREFORE,the condition of the obligation is such that the Principal and Surety are held and bound unto the beneficiaries of the trust fund created by chapter 60.28 RCW in the aforesaid sum. This bond, including any proceeds therefrom,is subject to all claims and liens and in the same manner and priority as set forth for retained percentages in chapter 60.28 RCW. The condition of this obligation is also such that if the Principal shall satisfy all payment obligations to persons who may lawfully claim under the trust fund purposes of chapter 60.28 RCW to the Obligee,and indemnify and hold the Obligee harmless from any and all loss,costs,and damages that the Obligee may sustain by release of the earned retained funds to the Principal,then upon notification of such satisfaction and release of the Surety by the Obligee, this obligation shall be null and void. PROVIDED HOWEVER,that: 1. The Surety shall be liable under this obligation as Principal. The Surety will not be discharged or released from liability for any act,omission or defenses of any kind or nature that would not also discharge Principal. 2. This obligation shall be binding upon and inure to the benefit of the Principal, the Surety, the Obligee, the beneficiaries of the trust fund created by chapter 60.28 RCW and their respective heirs,executors,administrators, successors and assigns. 3. Any suit under this bond must be instituted within the time provided by applicable law. This bond may be executed in two original counterparts,and shall be signed by the parties'duly authorized officers.This bond will only be accepted if it is accompanied by a fully executed and original power of attorney for the officer executing on behalf of the surety. City of Spokane Valley Bowdish Road Sidewalk and Bike Lane Project PRINCIP (CONTRACTOR) Liberty Concrete LLC SURETY Arch Insurance Company/� ~' �)p�=1�c ' 1174144161 r—pa ""-'- May 1,2024 rincipal Signature Date 0 rety ature Date Gs L�V__'.1/41-,R-c Jennifer Martinez Ibarra - Printed Name Printed Name _ J NI\0—(Ng ' i r`C � _ Attorney-in-Fact ` v Title (C Title - = Name,address,and telephone of local office/agent of Surety Company is: " `` James E. Majeskey II, Marsh & McLennan Agency, LLC 501 N. Riverpoint Blvd. Ste. 403 , Spokane, WA 99202 509-838-3501 1413 City of Spokane Valley Bowdish Road Sidewalk and Bike Lane Project TSBA2024 This Power of Attorney limits the acts of those named herein,and they have no authority to bind the Company except in the manner and to the extent herein slated. Not valid for Note,Loan,Letter of Credit,Currency Raze,Interest Rate or Residential Value Guarantees. POWER OF ATTORNEY Know All Persons By These Presents: That the Arch Insurance Company,a corporation organized and existing under the laws of the State of Missouri.having its pnncipal administrative office in Jersey City, New Jersey(hereinafter referred to as the"Company")does hereby appoint: Jennifer Martinez Ibarra its true and lawful Attorney(s)in-Fact,to make,execute,seal,and deliver from the date of issuance of this power for and on its behalf as surety,and as its act and deed: Any and all bonds,undertakings,recognizances and other surety obligations,in the penal sum not exceeding One hundred and Fitly Million Dollars(150,000,000.00). Any and all bonds,undertakings,recogniranres and other surety obligations_ Surety Bond Number.SU 1203837 PrinciPa:Liberty Concrete LLC Obligee: City of Spokane Valley,Spokane County,Washington This authority does not permit the same obligation to be split into two or more bonds In enter to bring each such bond within the dollar limit of authority as set forth herein. The execution of such bonds,undertakings,recognizances and other surety obligations in pursuance of these presents dull be as binding upon the said Company as fully and amply to all intents and purposes,as if the same had been duly executed and acknowledged by its regularly elected officers at its principal administrative office in Jersey City,New Jersey This Power of Attorney is executed by authority of resolutions adopted by unanimous consent of the Board of Directors of the Company on August 31,2022,true and accurate copies of which are hereinafter set forth and are hereby certified to by the undersigned Secretary as being in full force and effect: "VOTED,That the Chairman of the Board, the President,or the Executive Vice President,or any Senior Vice President,of the Surety Business Division,or their appointees designated in writing and filed with the Secretary,or the Secretary shall have the power and authority to appoint agents and attorneys-in-fact,and to authorize them subject to the limitations set forth in their respective powers of attorney,to execute on behalf of the Company,and attach the seal of the Company thereto,bonds, undertakings,recognizances and other surety obh lions obhgatary in the nature thereof,and any such officers of the Company may appoint agents for acceptance of process." This Power of Attorney is signed,sealed and certified by facsimile under and by authority of the following resolution adopted by the unanimous consent of the Board of Directors of the Company on August 31,2022: VOTED,That the signature of the Chairman of the Board,the President,or the Executive Vice President,or any Senior Vice President,of the Surety Business Division, or their appointees designated in writing and filed with the Secretary,and the signature of the Secretary,the seal of the Company,and certifications by the Secretary,may be affixed by facsimile on any power of attorney or bond executed pursuant to the resolution adopted by the Board of Directors on August 31,2022,and any such power so executed,sealed and certified with respect to any bond or undertaking to which it is attached dish continue to be valid and binding upon the Company.in Testimony Whereof,the Company has caused this instrument to be signed and its corporate seal to be affixed by their authorized officers,this 1'day of February,2024 Attested and Certified 0611CQ © Arch Insurance Co ny 04?---ttfC)rttsTE Regan A. Shulman,Secretary t>tn Stephen C.Ruschak, Executive Vice President STATE OF PENNSYLVANIA SS priori COUNTY OF PHILADELPHIA SS I Michele Tripodi,a Notary Public,do hereby certify that Regan A.Shulman and Stephen C.Ruschak personally known to me to be the same persons whose names are respectively as Secretary and Executive Vice President of the Arch Insurance Company,a Corporation organized and existing under the laws of the State of Missouri,subscribed to the foregoing instrument,appeared before me this day in person and severally acknowledged that they being thereunto duly authorized signed, sealed with the corporate seal and delivered the said instrument as the free and voluntary act of said corporation and as their own free and voluntary acts for the uses and Purposes therein set forth. Coo.nar+vaun a PemuyMrw•rotary seat �t PaCHELCTRIP001,Notary Pubhc PMadelph4 County t,y Coervntulon Wiles duty]t,2t323 Public CERTIFICATION Caavnhgon Nun�r I IeeE21 Michele T My commission Notary expires 07/31/2025 I,Regan A.Shulman,Secretary of the Arch Insurance Company,do hereby certify that the attached Power of Attorney dated February 1,2024 on behalf of the person(s)as listed above is a true and correct copy and that the same has been in full force and effect since the date thereof and is in full force and effect on the date of this certificate;and I do further certify that the said Stephen C.Ruschak,who executed the Power of Attorney as Executive Vice President,was on the date of execution of the attached Power of Attorney the duly elected Executive Vice President of the Arch Insurance Company. IN TESTIMONY WHEREOF,I have hereunto subscribed my name and affixed the corporate seal of the Arch Insurance Company on this 1st day of May,2024 Cam' da Regan A.Shulman, Secretary__ This Power of Attorney limits the acts of those named therein to the bonds and undertakings specifically named therein and they have no authatity,lo VIM the Company except in the manner and to the extent herein stated. titflPIPO PLEASE ASE SEND ALL CLAIM INQUIRIES RELATING TO THIS BOND TO THE FOLLOWING ADDRESS: Arch Insurance Company Claims Department Surety Claims — T! °s P.O.Box 542033 2LSk Omaha,NE 68154 - srretyclaims;u archinsurance.com To verifi the authenticity of this Power of Attorney,please contact Arch Insurance Company at SuretyAuthentictarchinsurance.corn � ,. Please refer to the above named Attorney-in-Fact and the details of the bond to which the power is attached. AICP0A02052024 Printed in U.S.A.