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25-037.00ALSCArchitectsCostProjectionsTriangularFieldsSummerfieldProperty
Contract No.: 25-037.00 AGREEMENT FOR PROFESSIONAL SERVICES ALSC Architects THIS AGREEMENT is made by and between the City of Spokane Valley,a code City of the State of Washington, hereinafter "City" and ALSC Architects, hereinafter "Consultant,"jointly referred to as "Parties." IN CONSIDERATION of the terms and conditions contained herein,the Parties agree as follows: 1. Work to Be Performed. Consultant shall provide all labor, services, and material to satisfactorily complete the Scope of Services,attached as Exhibit A. A.Administration. The City Manager or designee shall administer and be the primary contact for Consultant. Prior to commencement of work, Consultant shall contact the City Manager or designee to review the Scope of Services,schedule,and date of completion. Upon notice from the City Manager or designee, Consultant shall commence work, perform the requested tasks in the Scope of Services,stop work,and promptly cure any failure in performance under this Agreement. B. Representations. City has relied upon the qualifications of Consultant in entering into this Agreement. By execution of this Agreement, Consultant represents it possesses the ability, skill, and resources necessary to perform the work and is familiar with all current laws, rules, and regulations which reasonably relate to the Scope of Services. No substitutions of agreed-upon personnel shall be made without the prior written consent of City. Consultant represents that the compensation as stated in paragraph 3 is adequate and sufficient for the timely provision of all professional services required to complete the Scope of Services under this Agreement. Consultant shall be responsible for the technical accuracy of its services and documents resulting therefrom, and City shall not be responsible for discovering deficiencies therein. Consultant shall correct such deficiencies without additional compensation except to the extent such action is directly attributable to deficiencies in City-furnished information. C.Standard of Care. Consultant shall exercise the degree of skill and diligence normally employed by professional consultants engaged in the same profession, and performing the same or similar services at the time such services are performed. D. Modifications. City may modify this Agreement and order changes in the work whenever necessary or advisable. Consultant shall accept modifications when ordered in writing by the City Manager or designee, so long as the additional work is within the scope of Consultant's area of practice. Compensation for such modifications or changes shall be as mutually agreed between the Parties. Consultant shall make such revisions in the work as are necessary to correct errors or omissions appearing therein when required to do so by City without additional compensation. 2.Term of Contract. This Agreement shall be in full force and effect upon execution and shall remain in effect until completion of all contractual requirements have been met as determined by City. Consultant shall complete its work by December 31,2025, unless the time for performance is extended in writing by Agreement for Professional Services(with professional liability coverage) Page 1 of 9 Contract No.: 25-037.00 the Parties. Either Party may terminate this Agreement for material breach after providing the other Party with at least 10 days'prior notice and an opportunity to cure the breach. City may,in addition,terminate this Agreement for any reason by 10 days' written notice to Consultant. In the event of termination without breach, City shall pay Consultant for all work previously authorized and satisfactorily performed prior to the termination date. 3.Compensation. City agrees to pay Consultant a flat fee of$4,900.00,(which includes Washington State Sales Tax if any is applicable)as full compensation for everything done under this Agreement,as set forth in Exhibit B. Consultant shall not perform any extra,further,or additional services for which it will request additional compensation from City without a prior written agreement for such services and payment therefore. 4. Payment. Consultant shall be paid monthly upon presentation of an invoice to City. Applications for payment shall be sent to the City Finance Department at the below-stated address. City reserves the right to withhold payment under this Agreement for that portion of the work(if any)which is determined in the reasonable judgment of the City Manager or designee to be noncompliant with the Scope of Services,City standards,City Code,and federal or state standards. 5.Notice. Notices other than applications for payment shall be given in writing as follows: TO THE CITY: TO THE CONSULTANT: Name:Marci Patterson,City Clerk Name: Rustin Hall,Director Phone:(509)720-5000 Phone:(509) 838-8568 Address: 10210 East Sprague Avenue Address:203 N.Washington, Suite 400 Spokane Valley,WA 99206 Spokane,WA 99201 6. Applicable Laws and Standards. The Parties,in the performance of this Agreement, agree to comply with all applicable federal, state, and local laws and regulations. Consultant states that its designs, construction documents,and services shall conform to all federal,state,and local statutes and regulations. 7. Certification Regarding Debarment, Suspension, and Other Responsibility Matters — Primary Covered Transactions. A. By executing this Agreement, the Consultant certifies to the best of its knowledge and belief that it and its principals: 1. Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any federal department or agency; 2. Have not within a three-year period preceding this proposal been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public(federal, state, or local) transaction or contract under a public transaction; violation of federal or state antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or Agreement for Professional Services(with professional liability coverage) Page 2 of 9 Contract No.: 25-037.00 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. 8. Relationship of the Parties. It is understood and agreed that Consultant shall be an independent contractor and not the agent or employee of City,that City is interested in only the results to be achieved, and that the right to control the particular manner,method,and means in which the services are performed is solely within the discretion of Consultant. Any and all employees who provide services to City under this Agreement shall be deemed employees solely of Consultant. The Consultant shall be solely responsible for the conduct and actions of all its employees under this Agreement and any liability that may attach thereto. 9. Ownership of Documents. All drawings, plans, specifications, and other related documents prepared by Consultant under this Agreement are and shall be the property of City,and may be subject to disclosure pursuant to chapter 42.56 RCW or other applicable public record laws. The written, graphic, mapped, photographic, or visual documents prepared by Consultant under this Agreement shall, unless otherwise provided, be deemed the property of City. City shall be permitted to retain these documents, including reproducible camera-ready originals of reports,reproduction quality mylars of maps,and copies in the form of computer files,for the City's use. City shall have unrestricted authority to publish, disclose,distribute, and otherwise use,in whole or in part,any reports,data,drawings,images,or other material prepared under this Agreement,provided that Consultant shall have no liability for the use of Consultant's work product outside of the scope of its intended purpose. 10.Records. The City or State Auditor or any of their representatives shall have full access to and the right to examine during normal business hours all of Consultant's records with respect to all matters covered in this Agreement. Such representatives shall be permitted to audit, examine, make excerpts or transcripts from such records, and to make audits of all contracts, invoices, materials,payrolls, and record of matters covered by this Agreement for a period of three years from the date final payment is made hereunder. 11.Insurance. Consultant shall procure and maintain for the duration of the Agreement,insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by Consultant,its agents,representatives,employees,or subcontractors. A. Minimum Scope of Insurance. Consultant's required insurance shall be of the types and coverages as stated below: 1. Automobile liability insurance covering all owned, non-owned, hired, and leased vehicles. Coverage shall be at least as broad as Insurance Services Office(ISO)form CA 00 01. Agreement for Professional Services(with professional liability coverage) Page 3 of 9 Contract No.: 25-037.00 2.Commercial general liability insurance shall be at least as broad as ISO occurrence form CG 00 01 and shall cover liability arising from premises,operations, stop-gap independent contractors and personal injury, and advertising injury. City shall be named as an additional insured under Consultant's commercial general liability insurance policy with respect to the work performed for the City using an additional insured endorsement at least as broad as ISO CG 20 26. 3. Workers' compensation coverage as required by the industrial insurance laws of the State of Washington. 4.Professional liability insurance appropriate to Consultant's profession. B.Minimum Amounts of Insurance. Consultant shall maintain the following insurance limits: 1.Automobile liability insurance with a minimum combined single limit for bodily injury and property damage of$1,000,000 per accident. 2. Commercial general liability insurance shall be written with limits no less than $2,000,000 each occurrence, and$2,000,000 general aggregate. 3. Professional liability insurance shall be written with limits no less than$2,000,000 per claim and$2,000,000 policy aggregate limit. C.Other Insurance Provisions. The Consultant's policies are to contain,or be endorsed to contain, the following provisions for automobile liability and commercial general liability insurance: 1. Consultant's insurance coverage shall be primary insurance with respect to the City. Any insurance, self-insurance, or self-insured pool coverage maintained by City shall be in excess of Consultant's insurance and shall not contribute with it. 2. Consultant shall provide City and all additional insured for this work with written notice of any policy cancellation within two business days of their receipt of such notice. 3. If Consultant maintains higher insurance limits than the minimums shown above, City shall be insured for the full available limits of commercial general and excess or umbrella liability maintained by Consultant, irrespective of whether such limits maintained by Consultant are greater than those required by this Agreement or whether any certificate of insurance furnished to the City evidences limits of liability lower than those maintained by Consultant. 4.Failure on the part of Consultant to maintain the insurance as required shall constitute a material breach of the Agreement, upon which the City may, after giving at least five business days' notice to Consultant to correct the breach, immediately terminate the Agreement, or at its sole discretion, procure or renew such insurance and pay any and all premiums in connection therewith, with any sums so expended to be repaid to City on demand, or at the sole discretion of the City,offset against funds due Consultant from the City. Agreement for Professional Services(with professional liability coverage) Page 4 of 9 Contract No.: 25-037.00 D.Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M.Best rating of not less than A:VII. E. Evidence of Coverage. As evidence of the insurance coverages required by this Agreement, Consultant shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the Agreement before commencement of the work. 12. Indemnification and Hold Harmless. Consultant shall, at its sole expense, defend, indemnify, and hold harmless City and its officers,agents,and employees,from any and all claims,actions,suits,liability, loss, costs, attorney's fees, costs of litigation, expenses, injuries, and damages of any nature whatsoever relating to or arising out of the wrongful or negligent acts, errors,or omissions in the services provided by Consultant, Consultant's agents, subcontractors, subconsultants, and employees to the fullest extent permitted by law,subject only to the limitations provided below. However, should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115,then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Consultant and the City,its officers, officials, employees, and volunteers, the Consultant's liability, including the duty and cost to defend, hereunder shall be only to the extent of the Consultant's negligence. It is further specifically and expressly understood that the indemnification provided herein constitutes the Consultant's waiver of immunity under Industrial Insurance, Title 51,RCW, solely for the purpose of this indemnification. This waiver has been mutually negotiated by the parties. The provisions of this section shall survive the expiration or termination of this Agreement. 13.Waiver. No officer,employee,agent,or other individual acting on behalf of either Party has the power, right,or authority to waive any of the conditions or provisions of this Agreement. A waiver in one instance shall not be held to be a waiver of any other subsequent breach or nonperformance. All remedies afforded in this Agreement or by law shall be taken and construed as cumulative and in addition to every other remedy provided herein or by law. Failure of either Party to enforce at any time any of the provisions of this Agreement or to require at any time performance by the other Party of any provision hereof shall in no way be construed to be a waiver of such provisions nor shall it affect the validity of this Agreement or any part thereof. 14. Assignment and Delegation. Neither Party shall assign, transfer, or delegate any or all of the responsibilities of this Agreement or the benefits received hereunder without prior written consent of the other Party. 15. Subcontracts. Except as otherwise provided herein, Consultant shall not enter into subcontracts for any of the work contemplated under this Agreement without obtaining prior written approval of City. 16. Confidentiality. Consultant may, from time-to-time,receive information which is deemed by City to be confidential. Consultant shall not disclose such information without the prior express written consent of City or upon order of a court of competent jurisdiction. 17. Jurisdiction and Venue. This Agreement is entered into in Spokane County, Washington. Disputes between City and Consultant shall be resolved in the Superior Court of the State of Washington in Spokane County. Notwithstanding the foregoing, Consultant agrees that it may, at City's request, be joined as a Agreement for Professional Services(with professional liability coverage) Page 5 of 9 Contract No.: 25-037.00 party in any arbitration proceeding between City and any third party that includes a claim or claims that arise out of, or that are related to Consultant's services under this Agreement. Consultant further agrees that the Arbitrator(s)' decision therein shall be final and binding on Consultant and that judgment may be entered upon it in any court having jurisdiction thereof. 18. Cost and Attorney's Fees. The prevailing party in any litigation or arbitration arising out of this Agreement shall be entitled to its attorney's fees and costs of such litigation or arbitration(including expert witness fees). 19. Entire Agreement. This written Agreement constitutes the entire and complete agreement between the Parties and supersedes any prior oral or written agreements. This Agreement may not be changed, modified,or altered except in writing signed by the Parties hereto. 20.Anti-kickback. No officer or employee of City,having the power or duty to perform an official act or action related to this Agreement shall have or acquire any interest in this Agreement, or have solicited, accepted,or granted a present or future gift,favor,service,or other thing of value from any person with an interest in this Agreement. 21. Business Registration. Consultant shall register with the City as a business prior to commencement of work under this Agreement if it has not already done so. 22. Assurance of Compliance with Applicable Federal Law. During the performance of this Agreement, the Consultant,for itself,its assignees, and successors in interest agrees as follows: A. Compliance with Regulations. Consultant shall comply with the federal laws set forth in subsection G, below("Pertinent Non-Discrimination Authorities") relative to non-discrimination in federally-assisted programs as adopted or amended from time-to-time, which are herein incorporated by reference and made a part of this Agreement. B. Non-discrimination. Consultant,with regard to the work performed by it during this Agreement, shall not discriminate on the grounds of race,color,or national origin in the selection and retention of subcontractors, including procurements of materials and leases of equipment. Consultant shall not participate directly or indirectly in the discrimination prohibited by the Acts and the Regulations, including employment practices when the contract covers any activity, project, or program set forth in Appendix B of 49 CFR Part 21. C. Solicitations for Subcontracts, Including Procurements of Materials and Equipment. In all solicitations, either by competitive bidding, or negotiation made by Consultant for work to be performed under a subcontract, including procurements of materials,or leases of equipment, each potential subcontractor or supplier shall be notified by Consultant of Consultants's obligations under this Agreement and the Acts and the Regulations relative to non-discrimination on the grounds of race,color,or national origin. D. Information and Reports. Consultant shall provide all information and reports required by the Acts, the regulations, and directives issued pursuant thereto, and shall permit access to its books, records,accounts,other sources of information,and its facilities as may be determined by the City or the WSDOT to be pertinent to ascertain compliance with such Acts,regulations,and instructions. Where any information required of Consultant is in the exclusive possession of another who fails Agreement for Professional Services(with professional liability coverage) Page 6 of 9 Contract No.: 25-037.00 or refuses to furnish the information, Consultant shall so certify to the City or the WSDOT, as appropriate, and shall set forth what efforts it has made to obtain the information. E. Sanctions for Noncompliance. In the event of a Consultant's noncompliance with the non- discrimination provisions of this Agreement,the City will impose such contract sanctions as it or the WSDOT may determine to be appropriate,including,but not limited to: 1. Withholding payments to Consultant under the Agreement until Consultant complies; and/or 2. Cancelling,terminating,or suspending the Agreement,in whole or in part. F. Incorporation of Provisions. Consultant shall include the provisions of Section 22 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.Consultant shall take action with respect to any subcontract or procurement as the City or the WSDOT may direct as a means of enforcing such provisions, including sanctions for noncompliance. Provided, that if Consultant becomes involved in, or is threatened with litigation by a subcontractor or supplier because of such direction, Consultant may request that the City enter into any litigation to protect the interests of the City. In addition, Consultant may request the United States to enter into the litigation to protect the interests of the United States. G. Pertinent Non-Discrimination Authorities: During the performance of this Agreement, the Consultant agrees to comply with the following non-discrimination statutes and authorities; including but not limited to: Title VI of the Civil Rights Act of 1964(42 U.S.C. §2000d et seq.,78 stat.252),(prohibits discrimination on the basis of race,color,national origin);and 49 CFR Part 21;and 49 Part 26; The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. §4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects); Federal-Aid Highway Act of 1973, (23 U.S.C. §324 et seq.), (prohibits discrimination on the basis of sex); Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. §794 et seq.), as amended, (prohibits discrimination on the basis of disability);and 49 CFR Part 27; The Age Discrimination Act of 1975, as amended, (42 U.S.C. §6101 et seq.), (prohibits discrimination on the basis of age); Airport and Airway Improvement Act of 1982, (49 U.S.C. §471, Section 47123), as amended,(prohibits discrimination based on race,creed,color,national origin,or sex); The Civil Rights Restoration Act of 1987,(PL 100-209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964,The Age Discrimination Act Agreement for Professional Services(with professional liability coverage) Page 7 of 9 Contract No.: 25-037.00 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; Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of Limited English proficiency(LEP). To ensure compliance with Title VI,you must take reasonable steps to ensure that LEP persons have meaningful access to your programs(70 Fed.Reg.at 74087 to 74100);and Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities(20 U.S.C.§1681 et seq.). 23. Severability. If any section, sentence,clause,or phrase of this Agreement should be held to be invalid for any reason by a court of competent jurisdiction, such invalidity shall not affect the validity of any other section,sentence,clause, or phrase of this Agreement. 24.Exhibits. Exhibits attached and incorporated into this Agreement are: A. Scope of Services B.Fee proposal C. Insurance Certificates / The Parties have executed this Agreement this Y day of (Vt/VW ,2025. CITY OF SPOKANE VALLEY Consultant: Agreement for Professional Services(with professional liability coverage) Page 8 of 9 ,I Contract No.: 25-037.00 J Hohman,City Manager By:Rustin Hall,ALSC Architects Its: Authorized Representative APPROVED AS TO FORM: f ice o e City orney Agreement for Professional Services(with professional liability coverage) Page 9 of 9 Spokane �.. Valley Exhibit A: Scope of Services — Cost Projections Summerfield Property Date Prepared: February 19,2025 Prepared For: ALSC Architects Project Title: Cost Projections for Triangular Fields/Summerfield Property Conceptual Layouts for Triangular Fields/Summerfield Property The primary outcome of this project work is to provide construction cost and soft-cost projections for use in presenting the project for development to the Spokane Valley City Council for consideration. The overall project cost(construction and soft costs)will be based on the conceptual layout ad scope illustrated in a report, "Summerfield Park Field Study," dated December 13, 2024. ALSC Architects will provide a cost projection report that will include conceptual level costs based on the approved field layout included in the December 13,2024 report. Cost projects will include an appropriate level of detail in a line-by-line format that identifies anticipated construction costs and soft costs. Costs will include escalation factors to an anticipated future bid date identified by the City of Spokane Valley. Exhibit B: Fee Proposal Consultant shall provide an invoice outlining the project that details services rendered during the project. The invoice shall summarize services and findings, not to exceed the contracted amount. Consultant shall be paid for tasks completed as identified in this agreement. ITEM DESCRIPTION TOTAL FEES 1 ALSC Architects and Brian Saylor of MACC Estimating will $4,900.00 provide construction cost estimating services in a report format that will include conceptual level costs. TOTAL ALSC ARCHITECTS FEES $4,900.00 1 �.....,,, ALSCARC-02 LKORESKI ACORD' DATE(MM/DD/YYYY) ki.----- CERTIFICATE OF LIABILITY INSURANCE 10/9/2024 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 Karly Oliver Spokane Office PHONE Marsh McLennan Agency LLC (A/CA ,Ext):(509)755-9327 FAX No): 501 N.Riverpoint Blvd.,Ste 403 E-MAILADDRESS:Karly.Oliver@MarshMMA.com Spokane,WA 99202 INSURER(S)AFFORDING COVERAGE NAIC# INSURER A:Cincinnati Insurance Company 10677 INSURED INSURERB:COntinental Casualty Company 20443 ALSC Architects, P.S. INSURER C: 203 North Washington Liberty Bldg,Suite 400 INSURER D: Spokane,WA 99201-0233 INSURERE: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF POLICY EXP LIMITS LTR INSO WVD IMM/DD/YYYY1 IMM/DD/YYYYI A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000 CLAIMS-MADE X OCCUR X X EPP 0711510 3/26/2024 3/26/2025 DAMAGE TO RENTED 500,000 PREMISES(Ea occurrence) $ MED EXP(Any one person) $ 10,000 PERSONAL&ADV INJURY $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 4,000,000 POLICY X JECT X LOC PRODUCTS-COMP/OPAGG $ 4,000,000 OTHER. WA STOP GAP LIA $ 1,000,000 A COMBINED SINGLE LIMIT 1,000,000 AUTOMOBILE LIABILITY (Ea accident) $ X ANY AUTO _ EPP 0711510 3/26/2024 3/26/2025 BODILY INJURY(Per person) $ W- ONED SCHEDULED AUTOS ONLY _ AUTOS BODILY INJURY(Per accident) $ HIRED NON-OWNED PROPERTY DAMAGE - AUTOS ONLY AUTOS ONLY (Per accident) $ A X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 4,000,000 EXCESS LIAB CLAIMS-MADE EPP 0711510 3/26/2024 3/26/2025 AGGREGATE $ 4,000,000 DED X RETENTION$ 0 $ WORKERS COMPENSATION PR PEATUTE ERH AND EMPLOYERS'LIABILITY Y/N ANY PROPRIETOR/PARTNER/EXECUTIVE N/A E.L.EACH ACCIDENT $ OFFICER/MEMBERt EXCLUDED? E.L.DISEASE-EA EMPLOYEE $ If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ B Professional Liab. 591916134 1/1/2024 1/1/2025 Agg/Each Claim 5,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS I VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) City of Spokane Valley is additional insured,on a primary/non-contributory basis,including waiver of subrogation,in accordance with the terms and conditions of the policy. 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 Avenue Spokane Valley,WA 99206 AUTHH 'ORIZZE`D/REPRESENTATIVE ACORD 25(2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL GENERAL LIABILITY BROADENED ENDORSEMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. Endorsement-Table of Contents: Coverage: Begins on Page: 1. Employee Benefit liability Coverage 2 2. Unintentional Failure To Disclose Hazards .8 3. Damage To Premises Rented To You 8 4. Supplementary Payments 9 5. Medical Payments 9 6. 180 Day Coverage For Newly Formed Or Acquired Organizations 9 7. Waiver Of Subrogation 10 8. Automatic Additional Insured -Specified Relationships: 10 (a) Managers Or Lessors Of Premises (b) Lessor Of Leased Equipment (c) Vendors (d) State Or Governmental Agency Or Subdivision Or Political Subdivision - Permits Or Authorizations Relating To Premises (e) Mortgagee,Assignee Or Receiver 9. Property Damage To Borrowed Equipment 13 10. Employees As Insureds - Specified Health Care Services And Good Samaritan Services 14 11. Broadened Notice Of Occurrence 14 12. Nonowned Aircraft 14 13. Bodily Injury Redefined 14 14. Expected Or Intended Injury Redefined 14 15. Former Employees As Insureds ........14 B. Limits Of Insurance: The Commercial General Liability Limits of Insurance apply to the insurance provided by this endorse- ment, except as provided below: 1. Employee Benefit Liability Coverage Each Employee Limit: $1,000,000 Aggregate Limit: $3,000,000 Deductible Amount: $ 1,000 3. Damage To Premises Rented To You The lesser of: a. The Each Occurrence Limit shown in the Declarations;or b. $500,000 unless otherwise stated $ 4. Supplementary Payments a. Bail Bonds: $2,500 b. Loss Of Earnings: $ 500 5. Medical Payments Medical Expense Limit: $10,000 9. Property Damage To Borrowed Equipment Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc.,with its permission. Page 1 of 14 Each Occurrence Limit: $10,000 Deductible Amount: $ 250 C. Coverages 1) Occurs during the policy 1. Employee Benefit Liability Coverage period; or a. The following is added to Section I - 2) Occurred prior to the Coverages: 'first effective date" of EMPLOYEE BENEFIT LIABILITY this endorsement pro- vided: COVERAGE (1) InsuringAgreement a) You did not have 9 knowledge of a (a) We will pay those sums that claim or"suit"on or the insured becomes legally before the "first ef- obligated to pay as damag- fective date" of this es caused by any act, error endorsement. or omission of the insured, You will be or of any other person for deemed to have whose acts the insured is knowledge of a legally liable, to which this claim or "suit" insurance applies. We will when any insured have the right and duty to listed under C. defend the insured against Coverages, 1. any "suit" seeking those Employee Benefit damages. However, we will Liability Coverage, have no duty to defend b. Who Is An In- against any "suit" seeking sured, (1) of this damages to which this in- endorsement or surance does not apply. We any "employee" may, at our discretion, in- authorized by you vestigate any report of an to give or receive act, error or omission and notice of a claim or settle any claim or"suif'that "suit": may result. But: i) Reports all, or 1) The amount we will pay any part, of the for damages is limited act, error or as described in C. Cov- omission to us erages, 1. Employee or any other Benefit Liability Cover- insurer; age, c. Limits Of Insur- ance of this endorse- ii) Receives a ment; and written or ver- bal demand or 2) Our right and duty to claim for dam- defend ends when we ages because have used up the appli- of the act, er- cable limit of insurance ror or omis- in the payment of judg- sion; and ments or settlements. b) There is no other No other obligation or liabil- applicable insur- ity to pay sums or perform ance. acts or services is covered unless explidtly provided for (2) Exclusions under Supplementary Pay- ments. This insurance does not apply to: (b) This insurance applies to (a) Bodily Injury, Property damages only if the act, er- Damage Or Personal And ror or omission is negligently Advertising Injury committed in the "admin- "Bodily injury', "property istration" of your "employee damage" or "personal and benefit program"; and advertising injury". Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc.,with its permission. Page 2 of 14 (b) Dishonest, Fraudulent, Act of 1974, as now or Criminal Or Malicious Act hereafter amended, or by Damages arising out of any any similar federal, state or local laws. intentional, dishonest, fraudulent, criminal or mali- (h) Available Benefits cious act, error or omission, committed by any insured, Any claim for benefits to the including the willful or reck- extent that such benefits are less violation of any statute. available, with reasonable effort and cooperation of the (c) Failure To Perform A Con- insured, from the applicable tract funds accrued or other col- lectible insurance. Damages arising out of fail- ure of performance of con- (i) Taxes, Fines Or Penalties tract by any insurer. Taxes, fines or penalties, in- (d) Insufficiency Of Funds cluding those imposed un- der the Internal Revenue Damages arising out of an Code or any similar state or insufficiency of funds to local law. meet any obligations under any plan induded in the (j) Employment-Related Prac- "employee benefit program". tices (e) Inadequacy Of Perfor- Any liability arising out of mance Of Invest- any: ment/Advice Given With Respect To Participation 1) Refusal to employ; Any daim based upon: 2) Termination of employ- ment; 1) Failure of any invest- ment to perform; 3) Coercion, demotion, evaluation, reassign- 2) Errors in providing in- ment, discipline, defa- formation on past per- mation, harassment, formance of investment humiliation, discrimina- vehicles; or tion or other employ- 3) Advice given to any ment-related practices, person with respect to acts or omissions; or that person's decision to 4) Consequential liability participate or not to par- as a result of 1), 2)or 3) tidpate in any plan in- above. cluded in the "employee benefit program". This exclusion applies whether the insured may be (f) Workers' Compensation held liable as an employer And Similar Laws or in any other capacity and to any obligation to share Any claim arising out of your damages with or repay failure to comply with the someone else who must pay mandatory provisions of any damages because of the in- workers' compensation, un- jury. employment compensation insurance, social security or (3) Supplementary Payments disability benefits law or any similar law. Section I - Supplementary Pay- ments- Coverages A and B also (g) ERISA apply to this Coverage, however Damages for which anyin- 1.b. and 2.of the Supplementary g Payments provision do not apply. sured is liable because of li- ability imposed on a fidud- b. Who Is An Insured ary by the Employee Re- tirement Income Security Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc.,with its permission. Page 3 of 14 As respects Employee Benefit Liabil- (c) Your legal representative if ity Coverage, Section II -Who Is An you die, but only with re- insured is replaced by the following: spect to duties as such.That are designated in the Dec- representative will have all (1) If you9 your rights and duties under larations as: this Coverage Part. (a) An individual, you and your (3) Any organization you newly ac- spouse are insureds, but on- quire or form, other than a part- ly with respect to the con- nership, joint venture or limited duct of a business of which liability company, and over which you are the sole owner. you maintain ownership or major- (b) A partnership or joint ven- ity interest, will qualify as a ture, you are an insured. Named Insured if no other similar Your members, your part- insurance applies to that organi- ners, and their spouses are zation. However, coverage under also insureds but only with this provision: respect to the conduct of (a) Is afforded only until the your business. 180th day after you acquire (c) A limited liability company, or form the organization or you are an insured. Your the end of the policy period, members are also insureds, whichever is earlier; and but only with respect to the (b) Does not apply to any act, conduct of your business. error or omission that was Your managers are in- committed before you ac- sureds, but only with respect quired or formed the organi- to their duties as your man- zation. ag ers. c. Limits Of Insurance (d) An organization other than a partnership, joint venture or As respects Employee Benefit Liabil- limited liability company, you ity Coverage, Section III - Limits Of are an insured.Your"execu- Insurance is replaced by the follow- tive officers" and directors ing: are insureds, but only with respect to their duties as (1) The Limits of Insurance shown in your officers or directors. Section B. Limits Of Insurance, Your stockholders are also 1. Employee Benefit Liability insureds, but only with re- Coverage of this endorsement spect to their liability as and the rules below fix the most stockholders. we will pay regardless of the number of. (e) A trust, you are an insured. Your trustees are also in- (a) Insureds; sureds, but only with respect (b) Claims made or "suits" to their duties as trustees. brought; (2) Each of the following is also an (c) Persons or organizations insured: making daims or bringing (a) Each of your "employees" "suits"; who is or was authorized to (d) Acts, errors or omissions; or administer your "employee benefit program"; (e) Benefits included in your "employee benefit program". (b) Any persons, organizations or"employees" having prop- (2) The Aggregate Limit shown in er temporary authorization Section B. Limits Of Insurance, to administer your "employ- 1. Employee Benefit Liability ee benefit program" if you Coverage of this endorsement is die, but only until your legal the most we will pay for all dam- representative is appointed; ages because of acts, errors or or omissions negligently committed Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc.,with its permission. Page 4 of 14 in the "administration" of your (c) The terms of this insurance, "employee benefit program". including those with respect (3) Subject to the limit described in to: (2) above, the Each Employee 1) Our right and duty to Limit shown in Section B. Limits defend the insured Of Insurance, 1.Employee Bene- against any "suits" fit Liability Coverage of this en- seeking those damag- dorsement is the most we will es; and pay for all damages sustained by any one "employee", including 2) Your duties, and the du- damages sustained by such ties of any other in "employee's" dependents and volved insured, in the beneficiaries, as a result of: event of an act, error or omission, or daim; (a) An act, error or omission; or apply irrespective of the ap- (b) A series of related acts, er- plication of the Deductible rors or omissions, regard- Amount. less of the amount of time that lapses between such (d) We may pay any part or all acts, errors or omissions; of the Deductible Amount to effect settlement of any negligently committed in the claim or"suit" and, upon no- "administration" of your "employ- tification of the action taken, ee benefit program". you shall promptly reim- burse us for such part of the However, the amount paid under Deductible Amount as we this endorsement shall not ex- have paid. ceed, and will be suliject to the limits and restrictions that apply d. Additional Conditions to the payment of benefits in any plan included in the "employee As respects Employee Benefit Liabil- benefit program." ity Coverage, Section IV - Commer- cial General Liability Conditions is (4) Deductible Amount amended as follows: (a) Our obligation to pay dam- (1) Item 2. Duties In The Event Of ages on behalf of the in- Occurrence, Offense, Claim Or sured applies only to the Suit is replaced by the following: amount of damages in ex- cess of the Deductible 2. Duties In The Event Of An Amount shown in Section B. Act, Error, Omission, Limits Of Insurance, 1. Em- Claim Or Suit ployee Benefit Liability Cov- a. You must see to it that erage of this endorsement we are notified as soon as applicable to Each Em- as practicable of an act, ployee. The limits of insur- error or omission which ance shall not be reduced may result in a daim. by the amount of this de- To the extent possible, ductible. notice should include: (b) The Deductible Amount (1) What the act, error shown in Section B. Limits or omission was Of Insurance, 1. Employee and when it oc- Benefit Liability Coverage of curred; and this endorsement applies to all damages sustained by (2) The names and any one "employee", includ- addresses of any- ing such "employee's" de- one who may suf- pendents and beneficiaries, fer damages as a because of all acts, errors or result of the act, omissions to which this in- error or omission. surance applies. Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc.,with its permission. Page 5 of 14 b. If a daim is made or If other valid and collectible "suit" is brought against insurance is available to the any insured, you must: insured for a loss we cover under this Employee Benefit (1) Immediately record Liability Coverage, our obli- the specifics of the gations are limited as fol- claim or "suit" and lows: the date received; and a. Primary Insurance (2) Notify us as soon This insurance is prima- as practicable. ry except when c. below applies. If this insurance You must see to it that is primary, our obliga- we receive written no- tions are not affected tice of the daim or"suit" unless any of the other as soon as practicable. insurance is also prima- c. You and any other in- ry. Then, we will share volved insured must: with all that other insur- ance by the method de- (1) Immediately send scribed in Paragraph b. us copies of any below. demands, notices, summonses or le- b. Method Of Sharing gal papers re- If all of the other insur- ceived in connec- ance permits contribu- tion with the claim tion by equal shares, or"suit"; we will follow this meth- (2) Authorize us to ob- od also. Under this ap- tain records and proach each insurer other information; contributes equal amounts until it has (3) Cooperate with us paid its applicable limit in the investigation of insurance or none of or settlement of the the loss remains, claim or defense whichever comes first. against the "suit"; and If any of the other in- surance does not permit (4) Assist us, upon our contribution by equal request, in the en- shares, we will contrib- forcement of any ute by limits. Under this right against any method, each insurer's person or organi- share is based on the nation which may ratio of its applicable be liable to the in- limit of insurance to the sured because of total applicable limits of an act, error or insurance of all insur- omission to which ers. this insurance may also apply. c. No Coverage d. No insured will, except This insurance shall not at that insured's own cover any loss for which cost, voluntarily make a the insured is entitled to payment, assume any recovery under any obligation, or incur any other insurance in force expense without our previous to the effective consent. date of this Employee Benefit Liability Cover- (2) Item 4. Other Insurance is re- age. placed by the following: e. Additional Definitions 4. Other Insurance Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc.,with its permission. Page 6 of 14 As respects Employee Benefit Liabil- and hearing plans; and ity Coverage, Section V-Definitions flexible spending ac- is amended as follows: counts; provided that no (1) The following definitions are one other than an "em- ployee" may subscribe added: to such benefits and 1. "Administration"means: such benefits are made generally available to a. Providing information to those "employees" who "employees", including satisfy the plan's eligibil- their dependents and ity requirements; beneficiaries, with re- spect to eligibility for or b. Profit sharing plans, scope of "employee employee savings benefit programs"; plans, employee stock ownership plans, pen- b. Interpreting the "em- sion plans and stock ployee benefit pro- subscription plans, pro- grams"; vided that no one other c. Handling recordsthan an "employee" in connection w the may subscribe to such benefits and such bene- "employee benefit pro- fits are made generally grams"; or available to all "employ- d. Effecting, continuing or ees" who are eligible terminating any "em- under the plan for such ployee's" participation in benefits; any benefit included in c. Unemployment insur- the "employee benefit ance, social security program". benefits, workers' corn- However, "administration" pensation and disability does not include: benefits; and a. Handling payroll deduc- d. Vacation plans, includ- tions; or ing buy and sell pro- grams; leave of ab- b. The failure to effect or sence programs, includ- maintain any insurance ing military, maternity, or adequate limits of family, and civil leave; coverage of insurance, tuition assistance plans; including but not limited transportation and to unemployment insur- health club subsidies. ance, social security benefits, workers' corn- 4. "First effective date" means pensation and disability the date upon which cover- benefits. age was first effected in a series of uninterrupted re- 2. "Cafeteria plans" means newals of insurance cover- plans authorized by applica- age. ble law to allow"employees" to elect to pay for certain (2) The following definitions are de- benefits with pre-tax dollars. leted in their entirety and re- placed by the following: 3. "Employee benefit pro- grams" means a program 5. "Employee"means a person providing some or all of the actively employed, formerly following benefits to "em- employed, on leave of ab- ployees", whether provided sence or disabled, or retired. through a "cafeteria plan" or "Employee" includes a otherwise: 'leased worker". "Employee" does not include a "tempo- a. Group life insurance; rary worker". group accident or health insurance; dental, vision Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc.,with its permission. Page 7 of 14 18. "Suit"means a civil proceed- The exclusions under Section I - ing in which money damag- Coverage A- Bodily Iryury And Prop- es because of an act, error erty Damage Liability, 2. Exclusions, or omission to which this in- other than i. War and the Nuclear surance applies are alleged. Energy Liability Exclusion (Broad "Suit"includes: Form), are deleted and the following are added: a. An arbitration proceed- ing in which such dam- This insurance does not apply to: ages are claimed and to which the insured must (a) "Property damage": submit or does submit (I) Assumed in any contract or with our consent; agreement; or b. Any other alternative (ii) Caused by or resulting from dispute resolution pro- any of the fdlowing: ceeding in which such damages are claimed 1) Wear and tear; and to which the in- sured submits with our 2) Rust or other corrosion, consent;or decay, deterioration, hidden or latent defect c. An appeal of a civil pro- or any quality in proper- ceeding. ty that causes it to 2. Unintentional Failure To Disclose Haz- damage or destroy it- self; ards 3) Smog; Section IV-Commercial General Liabil- ity Conditions, 6. Representations is 4) Mechanical breakdown, amended by the addition of the following: including rupture or uponyour rep- bursting caused by cen- Based on our dependence P trifugal force; resentations as to existing hazards, if un- intentionally you should fail to disdose all 5) Settling, cracking, such hazards at the inception date of your shrinking or expansion; policy, we will not reject coverage under this Coverage Part based solely on such 6) Nesting or infestation, failure. or discharge or release of waste products or 3. Damage To Premises Rented To You secretions, by insects, birds, rodents or other a. The last paragraph of 2. Exclusions animals; or under Section I -Coverage A-Bod- ily Injury And Property Damage Li- 7) Presence, growth, pro- ability is replaced by the following: liferation, spread or any activity of fungus, in- Exdusions c.through n. do not apply cluding mold or mildew, to damage by fire, explosion, light- and any mycotoxins, ning, smoke or soot to premises while spores, scents or by- rented to you or temporarily occupied products produced or by you with permission of the owner, released by fungi. for which the amount we will pay is limited to the Damage To Premises (b) "Property damage" caused di- Rented To You Limit as described in rectly or indirectly by any of the Section III- Limits Of Insurance. following: b. The insurance provided under Sec- (i) Earthquake, volcanic erup- tion I-Coverage A-Bodily Injury And tion, landslide or any other Property Damage Liability applies to earth movement; "property damage" arising out of wa- ter damage to premises that are both (ii) Water that backs up or over- rented to and occupied by you. flows or is otherwise dis- charged from a sewer, drain, As respects Water Damage Legal Li- sump, sump pump or related ability, as provided in Paragraph 3.b. equipment; above: Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc.,with its permission. Page 8 of 14 (iii) Water under the ground sur- a. While rented to you, or face pressing on, or flowing temporarily occupied by or seeping through: you with permission of 1) Foundations, walls, the owner; floors or paved surfac- b. In the case of damage es; by fire, explosion, light- ning,2 Basements, whether smoke or soot, while rented to you; or paved or not;or 3) Doors,windows or other c. In the case of damage by water, while rented openings. to and occupied by you. (c) "Property damage" caused by or (2) The most we will pay is limited as resulting from water that leaks or described in Section B. Limits Of flows from plumbing, heating, air Insurance, 3. Damage To Prem- conditioning, fire protection sys- ises Rented To You of this en- tems, or other equipment, dorsement. caused by or resulting from freezing, unless: 4. Supplementary Payments (i) You did your best to main- Under Section I - Supplementary Pay- tain heat in the building or ments-Coverages A and B: structure; or a. Paragraph 1.b. is replaced by the fol- (ii) You drained the equipment lowing: and shut off the water sup- ply if the heat was not main- Up to the limit shown in Section B. tained. Limits Of Insurance, 4.a. Bail Bonds of this endorsement for cost of bail (d) "Property damage"to: bonds required because of accidents or traffic law violations arising out of (i) Plumbing, heating, air condi- the use of any vehicle to which the tioning, fire protection sys- Bodily Injury Liability Coverage ap- tems, or other equipment or plies.We do not have to furnish these appliances; or bonds. (ii) The interior of any building b. Paragraph 1.d. is replaced by the fol- or structure, or to personal lowing: property in the building or structure, caused by or re- All reasonable expenses incurred by suiting from rain, snow, sleet the insured at our request to assist us or ice, whether driven by in the investigation or defense of the wind or not. claim or"suit", including actual loss of earnings up to the limit shown in Sec- c. Limit Of Insurance tion B. Limits Of Insurance, 4.b. Loss With respect to the insurance afford- Of Earnings of this endorsement per ed in Paragraphs 3.a.and 3.b.above, day because of time off from work. the Damage To Premises Rented To 5. Medical Payments You Limit as shown in the Declara- tions is amended as follows: The Medical Expense Limit of Any One Person as shown in the Declarations is (1) Paragraph 6. of Section III- Lim- amended to the limit shown in Section B. its Of Insurance is replaced by Limits Of Insurance, 5. Medical Payments the following: of this endorsement. 6. Subject to Paragraph 5. 6. 180 Day Coverage For Newly Formed above, the Damage To Or Acquired Organizations Premises Rented To You Limit is the most we will pay Section II - Who Is An Insured is under Coverage A - Bodily amended as follows: Injury And Property Damage Liability for damages be- Subparagraph a. of Paragraph 3. is re- cause of "property damage" placed by the following: to any one premises: Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc.,with its permission. Page 9 of 14 a. Coverage under this provision is af- leased to you, subject to the forded only until the 180th day after following additional exclu- you acquire or form the organization sions: or the end of the policy period, whichever is earlier; This insurance does not ap- ply to: 7. Waiver Of Subrogation (i) Any 'occurrence" which Section IV-Commercial General Liabil- takes place after you ity Conditions, 8.Transfer Of Rights Of cease to be a tenant in Recovery Against Others To Us is that premises; amended by the addition of the following: (ii) Structural alterations, We waive any right of recovery against new construction or any additional insured under this en- demolition operations dorsement, because of any payment we performed by or on be- make under this endorsement, to whom half of such additional the insured has waived its right of recov- insured. ery in a written contract, written agree- ment, written permit or written authoriza- (b) Lessor Of Leased Equip- tion. Such waiver by us applies only to ment the extent that the insured has waived its Any person(s) or organiza- right of recovery against such additional tion(s) from whom you lease insured prior to loss. equipment you are required 8. Automatic Additional Insured - Speci- per Paragraph 8.a.(1) of this fied Relationships endorsement to provide in- surance. Such person(s) or a. The following is added to Section II - organization(s) are insureds Who Is An Insured: only with respect to liability for "bodily injury', "property (1) Any person(s) or organization(s) damage" or "personal and described in Paragraph 8.a.(2)of advertising injury'caused, in this endorsement (hereinafter re- whole or in part, by your ferred to as additional insured) maintenance, operation or whom you are required to add as use of equipment leased to an additional insured under this you by such person(s) or or- Coverage Part by reason of a ganization(s). A person's or written contract, written agree- organization's status as an ment, written permit or written additional insured under this authorization. endorsement ends when (2) Only the following persons or or- their contract or agreement ganizations are additional in with you for such leased sureds under this endorsement, equipment ends. However, and insurance coverage provided this insurance does not ap- to such additional insureds is lim- ply to any "occurrence" ited as provided herein: which takes place after the equipment lease expires. (a) Managers Or Lessors Of Premises (c) Vendors The manager or lessor of a Any person or organization premises leased to you you (referred to below as ven- are required per Paragraph dor) you are required per 8.a.(1) of this endorsement Paragraph 8.a.(1) of this en- to provide insurance, but on dorsement to provide insur- ance, but only with respect ly with respect to liability for to liability for "bodily injury" "bodily injury", "property damage" or "personal and or"property damage"arising advertising injury" caused, in out of"your products"which whole or in part, by you or are distributed or sold in the those acting on your behalf regular course of the ven in connection with the own- does business, subject to ership, maintenance or use the following additional ex of that part of the premises clusions: Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc.,with its permission. Page 10 of 14 (i) The insurance afforded dor's premises in the vendor does not connection with the apply to: sale of the product; 1) "Bodily injury" or 7) Products which, af- "property damage" ter distribution or for which the ven- sale by you, have dor is obligated to been labeled or re- pay damages by labeled or used as reason of the as- a container, part or sumption of liability ingredient of any in a contract or other thing or sub- agreement. This stance by or for the exclusion does not vendor; or apply to liability for damages that the 8) "Bodily injury" or vendor would have "property damage" in the absence of arising out of the the contract or sole negligence of agreement; the vendor for its own acts or omis- 2) Any express war- sions or those of ranty unauthorized its employees or by you; anyone else acting How- 3) Anyphysical on its behalf.or chemical in ever,this exdusion does not apply to: the product made intentionally by the a) The excep- vendor; tions contained 4) Repackaging, ex- in Paragraphs cept when un- (c)(i)4) of this endorse- packed orr se- - packed solely for ment; or the purpose of in- spection, demon- b) Such inspec- stration, testing, or tions, aciust- the substitution of ments, tests or parts under in- servicing as structions from the the vendor has manufacturer, and agreed to then repackaged in make or nor- the original con- mally under- tainer; takes to make in the usual 5) Any failure to make course of such inspections, business, in adjustments, tests connection or servicing as the with the distri- vendor has agreed bution or sale to make or normal- of the prod- ly undertakes to ucts. make in the usual course of busi- (ii) This insurance does not ness, in connection apply to any insured with the distribution person or organization: or sale of the products; 1) From whom you have acquired 6) Demonstration, in- such products, or stallation, servicing any ingredient, part or repair opera- or container, enter- tions, except such ing into, accompa- operations per- vying or containing formed at the ven- such products; or Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc.,with its permission. Page 11 of 14 2) When liability in- to their liability as mortga- cluded within the gee, assignee or receiver "products- and arising out of the own- completed opera- ership, maintenance or use tions hazard" has of the premises by you. been exduded un- However, this insurance der this Coverage does not apply to structural Part with respect to alterations, new construction such products. and demolition operations d State Or Governmental performed by or for that per- (d) son or organization. Agency Or Subdivision Or Political Subdivision - (3) The insurance afforded to addi- Permits Or Authorizations tional insureds described in Par- Relating To Premises agraph 8.a.(1) of this endorse- ment: Any state or governmental agency or subdivision or po- (a) Only applies to the extent litical subdivision you are permitted by law; required per Paragraph 8.a.(1) of this endorsement (b) Will not be broader than that to provide insurance, subject which you are required by to the following additional the written contract, written provision: agreement, written permit or written authorization to pro- This insurance applies only vide for such additional in- with respect to the following sured; and hazards for which the state or governmental agency or (c) Does not apply to any per- subdivision or political sub- son, organization, vendor, division has issued a permit state, governmental agency or authorization in connec- or subdivision or political tion with premises you own, subdivision, specifically rent or control and to which named as an additional in- this insurance applies: sured under any other provi- sion of, or endorsement (i) The existence, mainte- added to, this Coverage nance, repair, construc- Part, provided such other tion, erection or removal provision or endorsement of advertising signs, covers the injury or damage awnings, canopies, cel- for which this insurance ap- lar entrances, coal plies. holes, driveways, man- holes, marquees, hoist b. With respect to the insurance afford- away openings, side- ed to the additional insureds de- walk vaults, street ban- scribed in Paragraph 8.a.(1) of this ners or decorations and endorsement, the following is added similar exposures; to Section III-Limits Of Insurance: (ii) The construction, erec The most we will pay on behalf of the tion or removal of eleva- additional insured is the amount of in- tors; or surance: (ii) The ownership, mainte- (1) Required by the written contract, nance or use of any el written agreement, written permit evators covered by this or written authorization described in Paragraph 8.a.(1) of this en- insurance. dorsement. For the purpose of (e) Mortgagee, Assignee Or determining the required amount Receiver of insurance only, we will include the minimum amount of any Urn- Any person or organization brella liability or Excess Liability you are required per Para- coverage required for that addi- graph 8.a.(1) of this en- tional insured in that written con- dorsement to provide insur- ance, but only with respect Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc.,with its permission. Page 12 of 14 tract, written agreement, written Paragraphs (3) and (4) of this exdu- permit or written authorization; or sion do not apply to tools or equip- (2) Available under the applicable equip- ment loaned to you,provided they are not being used to perform operations limits of insurance; at the time of loss. whichever is less. b. With respect to the insurance provid- This endorsement shall not increase ed by this section of the endorse- the applicable limits of insurance. ment, the following additional provi- sions apply: c. Section IV - Commercial General Liability Conditions is amended to (1) The Limits of Insurance shown in include the following: the Declarations are replaced by the limits shown in Section B. Automatic Additional Insured Pro- Limits Of Insurance, 9. Property vision Damage To Borrowed Equip- This insurance applies only if the ment of this endorsement with in'u respect to coverage provided by "bodily ' ry' or "property damage" this endorsement. These limits occurs, or the "personal and advertis- are inclusive of and not in addi- ing injury'offense is committed: tion to the limits being replaced. (1) During the policy period; and The Limits of Insurance shown in Section B. Limits Of Insurance, (2) Subsequent to your execution of 9. Property Damage To Bor- the written contract or written rowed Equipment of this en- agreement, or the issuance of a dorsement fix the most we will written permit or written authori- pay in any one "occurrence" re- zation, described in Paragraph gardless of the number of: 8.a.(1). (a) Insureds; d. Section IV - Commercial General Liability Conditions is amended as (b) Claims made or "suits" follows: brought; or Condition 4. Other Insurance is (c) Persons or organizations amended to include: making daims or bringing "suits". Primary And Noncontributory In- surance (2) Deductible Clause This insurance is primary to and will (a) Our obligation to pay dam- not seek contribution from any other ages on your behalf applies insurance available to an additional only to the amount of dam- insured per Paragraph 8.a.(1) of this ages for each "occurrence" endorsement provided that: which are in excess of the Deductible Amount shown in (1) The additional insured is a Section B. Limits Of Insur- Named Insured under such other ance, 9. Property Damage insurance; and To Borrowed Equipment of this endorsement. The limits (2) You have agreed in writing in a of insurance will not be re- contract, agreement, permit or duced by the application of authorization described in 8.a.(2) such Deductible Amount. of this endorsement that this in- surance would be primary and (b) Section IV - Commercial would not seek contribution from General Liability Conditions, any other insurance available to 2. Duties In The Event Of the additional insured. Occurrence, Offense, Claim Or Suit, applies to each 9. Property Damage To Borrowed Equip- claim or"suit" irrespective of ment the amount. a. The following is added to Exclusion (c) We may pay any part or all 2.j. Damage To Property under Sec- of the deductible amount to tion I-Coverage A- Bodily Injury And effect settlement of any Property Damage Liability: claim or"suit" and, upon no- Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc.,with its permission. Page 13 of 14 tification of the action taken, 12. Nonowned Aircraft you shall promptly reim- burse us for such part of the The following is added to Exclusion 2.g. deductible amount as has Aircraft, Auto Or Watercraft under Sec- been paid by us. tion I - Coverage A - Bodily Injury And Property Damage Liability: 10. Employees As Insureds - Specified Health Care Services And Good Samar- This exdusion does not apply to an air- itan Services craft you do not own, provided that: Paragraph 2.a.(1)(d) under Section II - a. The pilot in command holds a current Who Is An Insured does not apply to: effective certificate, issued by a duly constituted authority of the United 1) Your "employees" who provide pro- States of America or Canada, desig- fessional health care services on your nating that person as a commercial or behalf as a duly licensed nurse, airline transport pilot; emergency medical technician or paramedic in the jurisdiction where an b. The aircraft is rented with a trained, "occurrence" or offense to which this paid crew; and insurance applies takes place; or c. The aircraft does not transport per- 2) Your"employees" or"volunteer work sons or cargo for a charge. ers", other than an employed or vol- 13. Bodily Injury Redefined unteer doctor, providing first aid or good samaritan services during their Section V- Definitions, 3. "Bodily injury" work hours for you will be deemed to is replaced by the following: be acting within the scope of their employment by you or performing du- 3. "Bodily injury' means bodily harm or ties related to the conduct of your injury, sickness, disease, disability, business. humiliation, shock, fright, mental an- guish or mental injury, induding care, 11. Broadened Notice Of Occurrence loss of services or death resulting from any of these at any time. Paragraph a. of Condition 2. Duties In The Event Of Occurrence, Offense, 14. Expected Or Intended Injury Redefined Claim Or Suit under Section IV - Com- mercial General Liability Conditions is The last sentence of Exclusion 2.a. Ex- .replaced by the following: pected Or Intended Injury under Sec- tion I - Coverage A - Bodily Injury And a. You must see to it that we are notified Property Damage Liability is replaced by as soon as practicable of an "occur- the following: rence"or an offense which may result in a claim. To the extent possible, no This exclusion does not apply to "bodily tice should include: injury'or"property damage" resulting from the use of reasonable force to protect per- (1) How, when and where the "oc- sons or property. currence"or offense took place; 15. Former Employees As Insureds (2) The names and addresses of The following is added to Paragraph 2. any injured persons and wit- nesses; and under Section II-Who Is An Insured: (3) The nature and location of any 2. Each of the following is also an in- injury or damage arising out of sured: the "occurrence"or offense. Any of your former "employees", di- This requirement applies only when rectors, managers, members, part the "occurrence" or offense is known ners or "executive officers", including to any insured listed under Paragraph but not limited to retired, disabled or 1.of Section II-Who Is An Insured or those on leave of absence, but only any "employee" authorized by you to for acts within the scope of their em- give or receive notice of an "occur- ployment by you or for duties related rence"or offense. to the conduct of your business. Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc.,with its permission. Page 14 of 14 POLICY NUMBER: EPP 071 15 10 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): EACH OF THE NAMED INSURED'S CONSTRUCTION PROJECTS Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. For all sums which the insured becomes legal- shown in the Declarations nor shall they ly obligated to pay as damages caused by"oc- reduce any other Designated Construction currences" under Section I - Coverage A, and Project General Aggregate Limit for any for all medical expenses caused by accidents other designated construction project under Section I -Coverage C,which can be at- shown in the Schedule above. tributed only to ongoing operations at a single designated construction project shown in the 4. The limits shown in the Declarations for Schedule above: Each Occurrence, Damage To Premises Rented To You and Medical Expense 1. A separate Designated Construction Pro- continue to apply. However, instead of be- ject General Aggregate Limit applies to ing subject to the General Aggregate Limit each designated construction project, and shown in the Declarations, such limits will that limit is equal to the amount of the be subject to the applicable Designated General Aggregate Limit shown in the Construction Project General Aggregate Declarations. Limit. 2. The Designated Construction Project B. For all sums which the insured becomes legal- General Aggregate Limit is the most we ly obligated to pay as damages caused by"oc- will pay for the sum of all damages under currences" under Section I - Coverage A, and Coverage A, except damages because of for all medical expenses caused by accidents "bodily injury" or "property damage" in- under Section I - Coverage C,which cannot be cluded in the "products-completed opera- attributed only to ongoing operations at a sin- tions hazard", and for medical expenses gle designated construction project shown in under Coverage C regardless of the num- the Schedule above: ber of: 1. Any payments made under Coverage A a. Insureds; for damages or under Coverage C for medical expenses shall reduce the b. Claims made or"suits" brought; or amount available under the General Ag- c. Persons or organizations making gregate Limit or the Products-completed claims or bringing "suits". Operations Aggregate Limit, whichever is applicable; and 3. Any payments made under Coverage A for damages or under Coverage C for 2. Such payments shall not reduce any Des- medical expenses shall reduce the Des- ignated Construction Project General Ag- ignated Construction Project General Ag- gregate Limit for that designated con- C. When coverage for liability arising out of the struction project. Such payments shall not "products-completed operations hazard" is reduce the General Aggregate Limit provided, any payments for damages because CG 25 03 05 09 © Insurance Services Office, Inc., 2008 Page 1 of 2 ❑ of"bodily injury" or"property damage" included doned and then restarted, or if the authorized in the "products-completed operations hazard" contracting parties deviate from plans, blue- will reduce the Products-completed Operations prints, designs, specifications or timetables, Aggregate Limit, and not reduce the General the project will still be deemed to be the same Aggregate Limit nor the Designated Construc- construction project. tion Project General Aggregate Limit. E. The provisions of Section III - Limits Of Insur- D. If the applicable designated construction pro- ance not otherwise modified by this endorse- ject has been abandoned, delayed, or aban- ment shall continue to apply as stipulated. CG 25 03 05 09 © Insurance Services Office, Inc., 2008 Page 2 of 2 ❑ THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CinciPlus® BUSINESS AUTO XC+® (EXPANDED COVERAGE PLUS) ENDORSEMENT This endorsement modifies insurance provided by the following: BUSINESS AUTO COVERAGE FORM With respect to the coverage provided by this endorsement,the provisions of the Coverage Form apply unless modified by this endorsement. A. Blanket Waiver of Subrogation This provision does not apply unless the valid written contract has been: SECTION IV - BUSINESS AUTO CONDI- TIONS, A. Loss Conditions, 5. Transfer of 1. Executed prior to the accident causing Rights of Recovery Against Others to Us is "bodily injury" or"property damage"; and amended by the addition of the following: 2. Is still in force at the time of the "accident" We waive any right of recovery we may have causing "bodily injury" or "property dam- against any person or organization because of age. payments we make for "bodily injury" or "property damage"arising out of the operation D. Employee Hired Auto of a covered "auto" when you have assumed 1. Changes in Liability Coverage liability for such "bodily injury" or "property damage" under an "insured contract", provid- The following is added to the SECTION II ed the "bodily injury"or"property damage"oc- - LIABILITY COVERAGE, A. Coverage, curs subsequent to the execution or the "in- 1.Who is an Insured: sured contract". An "employee" of yours is an "insured" B. Noncontributory Insurance while operating an "auto" hired or rented SECTION IV - BUSINESS AUTO CONDI- under a contract or agreement in that "employee's" name, with your permission, TIONS, B. General Conditions, 5. Other In- while performing duties related to the surance C. is deleted in its entirety and re- conduct of your business. placed by the following: C. Regardless of the provisions of Par 2. Changes in General Conditions agraph a. above, this Coverage SECTION IV - BUSINESS AUTO CON- Form's Liability Coverage is primary DITIONS, B. General Conditions, 5. and we will not seek contribution Other Insurance is deleted in its entirety from any other insurance for any lia- and replaced by the following: bility assumed under an "insured contract" that requires liability to be b. For Hired Auto Physical Damage assumed on a primary noncontributo Coverage the following are deemed ry basis. to be covered"autos"you own: C. Additional Insured by Contract (1) Any covered "auto" you lease, hire, rent or borrow; and SECTION II - LIABILITY COVERAGE, A. Coverage, 1. Who is an Insured is amended (2) Any covered "auto" hired or to include as an insured any person or organi- rented by your"employee" under zation for whom you have agreed in a valid a contract in that individual "em written contract to provide insurance as af- ployee's" name, with your per forded by this policy. mission, while performing duties related to the conduct of your This provision is limited to the scope of the business. valid written contract. Includes copyrighted material of ISO AA288 06 20 Properties, Inc., with its permission. Page 1 of 4 However, any "auto" that is leased, a. Is effective on the date of acquisition hired, rented or borrowed with a driver or formation, and is afforded for 180 is not a covered "auto". days after such date; E. Audio, Visual and Data Electronic Equip- b. Does not apply to "bodily injury" or ment "property damage" resulting from an SECTION "accident" that occurred before you III - PHYSICAL DAMAGE COV- acquired or formed the organization; ERAGE, C. Limit of Insurance is amended by adding the following: C. Does not apply to any newly acquired or formed organization that is a joint 4. The most we will pay for all "loss" to au- venture or partnership;and dio, visual or data electronic equipment and any accessories used with this d. Does not apply to an insured under equipment as a result of any one "acci- any other automobile liability policy or dent" is the lesser of: would be an insured under such a policy but for the termination of such a. The actual cash value of the dam- policy or the exhaustion of such poli- aged or stolen property as of the time cy's limits of insurance. of the"accident"; 3. Any of your "employees" while using a b. The cost of repairing or replacing the covered "auto" in your business or your damaged or stolen property with oth- personal affairs, provided you do not own, er property of like kind and quality; or hire or borrow that"auto". C. $2,500. G. Liability Coverage Extensions - Supple- Provided the equipment,at the time of the mentary Payments- Higher Limits "loss" is: SECTION II - LIABILITY COVERAGE, A. a. Permanently installed in or upon the Coverage, 2. Coverage Extensions, a. Sup- covered "auto" in a housing, opening plementary Payments is amended by: or other location that is not normally 1. Replacing the $2,000 Limit of Insurance used by the "auto" manufacturer for for bail bonds with $4,000 in(2); and the installation of such equipment; 2. Replacing the $250 Limit of Insurance for b. Removable from a permanently in- reasonable expenses with $500 in (4). stalled housing unit as described in Paragraph 2.a.above; or H. Amended Fellow Employee Exclusion C. An integral part of such equipment. SECTION II - LIABILITY COVERAGE, B. Ex- clusions, 5. Fellow Employee is modified as F. Who is an Insured - Amended follows: SECTION II - LIABILITY COVERAGE, A. Exclusion 5. Fellow Employee is deleted. Coverage, 1.Who is an Insured is amended by adding the following: I. Hired Auto - Physical Damage The following are "insureds": If hired "autos" are covered "autos"for Liability 1. Anysubsidiarywhich is a legally incorpo- Coverage, then Comprehensive and Collision 9 y P Physical Damage Coverages as provided un- rated entity of which you own a financial der SECTION III - PHYSICAL DAMAGE interest of more than 50% of the voting COVERAGE of this Coverage Part are ex- stock on the effective date of this cover- tended to "autos" you hire, subject to the fol- age form. lowing: However, the insurance afforded by this 1. The most we will pay for "loss" to any provision does not apply to any subsidiary hired "auto" is $50,000 or the actual cash that is an "insured" under any other au- value or cost to repair or replace, which- tomobile liability policy or would be an "in- ever is the least, minus a deductible. sured" under such policy but for termina- tion of such policy or the exhaustion of 2. The deductible will be equal to the largest such policy's limits of insurance. deductible applicable to any owned "auto" for that coverage, or$1,000, whichever is 2. Any organization that is newly acquired or less. formed by you and over which you main- tain majority ownership. The insurance 3. Hired Auto - Physical Damage coverage provided by this provision: is excess over any other collectible insur- ance. Includes copyrighted material of ISO AA288 06 20 Properties, Inc., with its permission. Page 2 of 4 4. Subject to the above limit, deductible, and K. Transportation Expense- Higher Limits excess provisions we will provide cover- age equal to the broadest coverage appli- SECTION III - PHYSICAL DAMAGE COV- cable to any covered "auto" you own in- ERAGE, A. Coverage, 4. Coverage Exten- sured under this policy. sions is amended by replacing $20 per day with $50 per day, and $600 maximum with Coverage includes loss of use of that hired au- $1,500 maximum in Extension a. Transpor- to, provided it results from an "accident" for tation Expenses. which you are legally liable and as a result of which a monetary loss is sustained by the L. Airbag Coverage leasing or rental concern. The most we will SECTION III - PHYSICAL DAMAGE COV- pay for any one "accident" is$3,000. ERAGE, B. Exclusions, 3.a. is amended by If a limit for Hired Auto - Physical Damage is adding the following: shown in the Schedule, then that limit replac- However, the mechanical and electrical es, and is not added to, the $50,000 limit indi- breakdown portion of this exclusion does not cated above and the deductibles shown in the apply to the accidental discharge of an airbag. Schedule are applicable. This coverage for airbags is excess over any J. Rental Reimbursement other collectible insurance or warranty. SECTION III - PHYSICAL DAMAGE COV- M. Loan or Lease Gap Coverage ERAGE is amended by adding the following: 1. SECTION III - PHYSICAL DAMAGE 1. We will pay for rental reimbursement ex- COVERAGE, C. Limit of Insurance is penses incurred by you for the rental of deleted in its entirety and replaced by the an "auto" because of a "loss"to a covered following, but only for private passenger "auto". Payment applies in addition to the type "autos" with an original loan or lease, otherwise applicable amount of each coy- and only in the event of a "total loss" to erage you have on a covered "auto". No such a private passenger type"auto": deductible applies to this coverage. a. The most we will pay for "loss" in any 2. We will pay only for those expenses in- one "accident" is the greater of: curred during the policy period beginning (1) The amount due under the terms 24 hours after the "loss" and ending, re- of the lease or loan to which gardless of the policy's expiration, with your covered private passenger the lesser of the following number of type "auto" is subject, but will not days: include: a. The number of days reasonably re- (a) Overdue lease or loan pay- quired to repair the covered "auto". If ments; "loss" is caused by theft, this number of days is added to the number of (b) Financial penalties imposed days it takes to locate the covered under the lease due to high "auto" and return it to you; or mileage, excessive use or b. 30 days. abnormal wear and tear; (c) Security deposits not re- 3. Our payment is limited to the lesser of the funded by the lessor; following amounts: (d) Costs for extended warran- a. Necessary and actual expenses in- ties, Credit Life Insurance, curred; or Health, Accident or Disabil- b. $50 per day. ity Insurance purchased with the loan or lease; and 4. This coverage does not apply while there are spare or reserve "autos" available to (e) Carry-over balances from you for your operations. previous loans or leases, or 5. We will pay under this coverage only that (2) Actual cash value of the stolen amount of your rental reimbursement ex- or damaged property. penses which is not already provided for b. An adjustment for depreciation and under SECTION III - PHYSICAL DAM- physical condition will be made in de- AGE COVERAGE, A. Coverage, 4. termining actual cash value at the Coverage Extensions. time of"loss". Includes copyrighted material of ISO AA288 06 20 Properties, Inc., with its permission. Page 3 of 4 2. SECTION V - DEFINITIONS is amended P. Unintentional Failure to Disclose Hazards by adding the following, but only for the purposes of this Loan or Lease Gap SECTION IV - BUSINESS AUTO CONDI- Coverage: TIONS, B. General Conditions, 2. Conceal- ment, Misrepresentation or Fraud is "Total loss" means a "loss" in which the amended by adding the following: cost of repairs plus the salvage value ex- ceeds the actual cash value. However, if you unintentionally fail to disclose any hazards existing on the effective date of N. Glass Repair-Waiver of Deductible this Coverage Form, we will not deny cover- ageSECTION III - PHYSICAL DAMAGE COV- under this Coverage Form because of such failure. ERAGE, D. Deductible is amended by adding the following: Q. Mental Anguish Resulting from Bodily Inju- No deductible applies to glass damage if the ry glass is repaired in a manner acceptable to us SECTION V - DEFINITIONS, C. "Bodily inju- rather than replaced. ry" is deleted in its entirety and replaced by the following: O. Duties in the Event of an Accident, Claim, Suit or Loss - Amended "Bodily injury" means bodily injury,sickness or IV - BUSINESS AUTO CONDI- disease sustained by a person, including men- SECTIONtal anguish and death sustained by the same TIONS, A. Loss Conditions,2. Duties in the person that results from such bodily injury, Event of Accident,Claim, Suit or Loss, a. is sickness or disease. "Bodily injury" does not amended by adding the following: include mental anguish or death that does not This condition applies only when the "acci_ result from bodily injury, sickness or disease. dent"or"loss" is known to: R. Coverage for Certain Operations in Con- t. You, if you are an individual; nection with Railroads With respect to the use of a covered "auto" in 2. A partner, if you are a partnership; operations for or affecting a railroad: 3. An executive officer or insurance manag- 1. SECTION V - DEFINITIONS, H. "Insured er, if you area corporation; or contract", 1.c. is deleted in its entirety and 4. A member or manager, if you are a lim- replaced by the following: ited liability company. C. An easement or license agreement; 2. SECTION V - DEFINITIONS, H. "Insured contract", 2.a. is deleted. Includes copyrighted material of ISO AA288 06 20 Properties, Inc., with its permission. Page 4 of 4 COMMERCIAL UMBRELLA LIABILITY COVERAGE FORM Various provisions in this Coverage Part restrict this insurance. Read the entire Coverage Part d. Prior to the "coverage term" no in- carefully to determine rights, duties and what is and sured listed under Paragraph 1. of is not covered. Section II - Who Is An Insured and no "employee" authorized by you to give Throughout this Coverage Part the words"you" and or receive notice of an "occurrence" "your" refer to the Named Insured shown in the or claim, knew that the "bodily injury" Declarations, and any other person or organization or "property damage" had occurred, qualifying as a Named Insured under this Coverage in whole or in part, or that the "per- Part. The words "we", "us" and "our" refer to the sonal and advertising injury" offense Company providing this insurance. had been committed, in whole or in part. If such a listed insured or au- The word "insured" means any person or organiza- thorized "employee" knew, prior to tion qualifying as such under SECTION II- WHO IS the "coverage term", that the "bodily AN INSURED. injury" or "property damage" oc- Other words and phrases that appear in quotation curred, or that the "personal and ad marks have special meaning. Refer to SECTION V vertising injury" offense had been - DEFINITIONS. committed, then any continuation, change or resumption of such "bodily SECTION I- COVERAGE injury", "personal and advertising inju- ry" or"property damage" during or af- A. Insuring Agreement ter the "coverage term" will be 1. We will pay on behalf of the insured the deemed to have been known prior to "ultimate net loss" which the insured is le- the policy period. gaily obligated to pay as damages for 4. "Bodily injury" or"property damage" which "bodily injury", "personal and advertising occurs during the "coverage term" and injury" or "property damage" to which this was not, prior to the "coverage term", insurance applies: known to have occurred by any insured a. Which is in excess of the "underlying listed under Paragraph 1, of Section II - insurance"; or Who Is An Insured or any "employee" au- thorized by you to give or receive notice of b. Which is either excluded or not in- an "occurrence" or claim, includes any sured by "underlying insurance". continuation, change or resumption of that "bodily injury" or "property damage" after 2. If any limit of insurance, such as a sublim- the end of the"coverage term". it, is specified in the "underlying insur- ance", this insurance does not apply to 5. "Personal and advertising injury" caused "bodily injury", "personal and advertising by an offense which was committed dur- injury" or "property damage" arising out of ing the "coverage term" and was not, prior that exposure unless that limit of insur- to the "coverage term", known to have ance is specified in the Schedule of Un- been committed by any insured listed un- derlying Insurance. der Paragraph 1. of Section II- Who Is An 3. This insurance applies to "bodily injury", Insured or any "employee" authorized by you to give or receive notice of an "occur- "personal and advertising injury" or "prop- rence" or claim, includes any continuation, erty damage" only if: change or resumption of that "personal a. The "bodily injury", "personal and ad- and advertising injury" offense after the vertising injury" or "property damage" end of the "coverage term". is caused by an "occurrence" that 6. "Bodily injury" or"property damage"will be takes place in the "coverage territo- deemed to have been known to have oc- ry"; and curred, or a "personal and advertising in- b. The "bodily injury" or "property dam- jury" offense will be deemed to have been age" occurs during the policy period known to have been committed at the ear- shown in the Declarations; or liest time when any insured listed under Paragraph 1. of Section II - Who Is An In- c. The "personal and advertising injury" sured or any "employee" authorized by results from an "occurrence" that you to give or receive notice of an "occur- takes place during the policy period rence" or claim: shown in the Declarations; and Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 3 of 23 a. Reports all, or any part, of the "bodily assumption of liability in a contract or injury", "personal and advertising inju- agreement. This exclusion does not apply ry" or "property damage"to us or any to liability for "bodily injury", "personal and other insurer; advertising injury" or"property damage": b. Receives a written or verbal demand a. That the insured would have in the or claim for damages because of the absence of the contract or agree- "bodily injury", "personal and advertis- ment; or ing injury" or"property damage"; or b. Assumed in a contract or agreement c. Becomes aware by any other means that is an "insured contract", provided that "bodily injury" or "property dam- the "bodily injury", "personal and ad- age" had occurred or has begun to vertising injury" or "property damage" occur, or that the "personal and ad- occurs subsequent to the execution vertising injury" offense had been of the contract or agreement. committed or has begun to be com- mitted. 4. Damage to Impaired Property or Prop- erty Not Physically Injured 7. The amount we will pay for damages is limited as described in SECTION III- LIM- "Property damage" to "impaired property" ITS OF INSURANCE. or property that has not been physically in- jured, arising out of: No other obligation or liability to pay sums or perform acts or services is covered, unless a. A defect, deficiency, inadequacy or expressly provided for under SECTION I - dangerous condition in "your product" COVERAGE, C. Defense and Supplemen- or"your work"; or tary Payments. b. A delay or failure by you or anyone B. Exclusions acting on your behalf to perform a contract or agreement in accordance This insurance does not apply to: with its terms. 1. Asbestos This exclusion does not apply to the loss of use of other property arising out of Any liability arising out of, attributable to or sudden and accidental physical injury to any way related to asbestos in any form or "your product" or "your work" after it has transmitted in any manner. been put to its intended use. 2. Breach of Contract, Failure to Perform, 5. Damage to Property Wrong Description and Violation of Another's Rights "Property damage"to: "Personal and advertising injury": a. Property: a. Arising out of breach of contract, ex- (1) You own, rent, or occupy, includ- cept an implied contract to use an- ing any costs or expenses in- other's advertising idea in your "ad- curred by you, or any other per- vertisement"; son, organization or entity, for repair, replacement, enhance- b. Arising out of the failure of goods, ment, restoration or mainte- products or services to conform with nance of such property for any any statement of quality or perfor- reason, including prevention of mance made in your "advertisement"; injury to a person or damage to c. Arising out of the wrong description another's property; or of the price of goods, products or (2) Owned or transported by the in- services stated in your "advertise- sured and arising out of the ment"; or ownership, maintenance or use d. Caused by or at the direction of the of an "auto". insured with the knowledge that the b. Premises you sell, give away or act would violate the rights of another abandon, if the "property damage" and would inflict "personal and adver- arises out of any part of those prem- tising injury". ises; 3. Contractual Liability c. Property loaned to you; Any liability for which the insured is obli- d. Personal property in the care, custo- gated to pay damages by reason of the dy or control of the insured; Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 4 of 23 e. That particular part of real property TCPA, CAN-SPAM Act of 2003 or on which you or any contractors or FCRA and their' amendments and subcontractors working directly or in- additions, that addresses, prohibits or directly on your behalf are performing limits the printing, dissemination, dis- operations, if the "property damage" posal, collecting, recording, sending, arises out of those operations; or transmitting, communicating or distri- butionf. Thatparticular of material or information. part of any property that must be restored, repaired or re- 9. Electronic Chatrooms or Bulletin placed because "your work" was in- Boards correctly performed on it. "Personal and advertising injury" arising Paragraph b. of this exclusion does not out of an electronic chatroom or bulletin apply if the premises are "your work" and board the insured hosts, owns, or over were never occupied, rented or held for which the insured exercises control. rental by you. 10. Electronic Data Paragraphs a.(2), c., d., e. and f. of this Damages arisingout of the loss of, loss of exclusion do not apply to liability assumed use of,gsdamage to, corruption of, inability under a sidetrack agreement. P to access, or inability to manipulate "elec- Paragraphs c. and d. of this exclusion do tronic data". not apply to liability assumed under a writ- ten Trailer Interchange agreement. However, this exclusion does not apply: Paragraph f. of this exclusion does not (1) To liability for damages because of apply to"property damage" included in the "bodily injury"; or "products-completed operations hazard". (2) When such insurance is provided by 6. Damage to Your Product valid and collectible "underlying in- surance" listed in the Schedule of "Property damage" to "your product" aris- Underlying Insurance, or would have ing out of it or any part of it. been provided by such listed "under- lying insurance" except for the ex- 7. Damage to Your Work haustion by payment of claims of its "Property damage" to "your work" arising limits of insurance, and then only for out of it or any part of it and included in such hazards for which coverage is the "products-completed operations haz provided by such "underlying insur- ard". ance", unless otherwise excluded by this Coverage Part. This exclusion does not apply if the dam- aged work or the work out of which the 11. Employer's Liability Limitation damage arises was performed on your Any liability arising from any injury to: behalf by a subcontractor. a. An "employee" of the insured sus- 8. Distribution or Recording of Material or tained in the"workplace"; Information in Violation of Law b. An "employee" of the insured arising Any liability arising directly or indirectly out out of the performance of duties re- of any action or omission that violates or lated to the conduct of the insured's is alleged to violate: business; or a. The Telephone Consumer Protection c. The spouse, child, parent, brother or Act (TCPA), including any amend- sister of that "employee" as a conse- ment of or addition to such law; quence of a. or b. above. b. The CAN-SPAM Act of 2003, includ- This exclusion applies: ing any amendment of or addition to such law; a. Whether the insured may be liable as an employer or in any other capacity; c. The Fair Credit Reporting Act and (FCRA), and any amendment of or addition to such law, including the b. To any obligation to share damages Fair and Accurate Credit Transaction with or repay someone else who Act (FACTA); or must pay damages because of the in- d. Any federal, state or local statute, or- Jury dinance or regulation, other than the Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 5 of 23 This exclusion does not apply when such a. "Bodily injury" resulting from the use insurance is provided by valid and collect- of reasonable force to protect per- ible "underlying insurance" listed in the sons or property; or Schedule of Underlying Insurance, or would have been provided by such listed b. "Bodily injury" or "property damage" "underlying insurance" except for the ex resulting from the use of reasonable haustion by payment of claims of its limits force to prevent or eliminate danger of insurance, and then only for such haz in the operation of "autos" or water- ards for which coverage is provided by craft. such "underlying insurance", unless oth- 14. Falsity, Prior Publication, Criminal Act erwise excluded by this Coverage Part. and Media and Internet Type Busi- 12. Employment-Related Practices nesses Any liability arising from any injury to: "Personal and advertising injury": a. A person arising out of any: a. Arising out of oral or written publica- tion in any manner of material, if (1) Refusal to employ that person; done by or at the direction of the in- sured with knowledge of its falsity; (2) Termination of that person's em- ployment; or b. Arising out of oral or written publica- tion in any manner of material whose (3) Other employment-related prac- first publication took place before the tices, policies, acts or omissions later of the following: including but not limited to coer- cion, criticism, demotion, evalua- (1) The inception of this Coverage tion, failure to promote, reas- Part; or signment, discipline, defamation, harassment, humiliation, discrim- (2) The "coverage term" in which in- ination or malicious prosecution surance coverage is sought; directed at that person; or c. Arising out of a criminal act commit- b. The spouse, child, parent, brother or ted by or at the direction of the in sister of that person as a conse- sured; or quence of any injury to that person at d. Committed by an insured whose whom any of the employment-related business is: practices described in Paragraphs 12.a.(1), (2), or (3) above is directed. (1) Advertising, broadcasting, pub- lishing or telecasting; This exclusion applies: (2) Designing or determining content a. Whether the injury-causing event de- of websites for others; or scribed in Paragraphs 12.a.(1), (2), or (3) above occurs before employment, (3) An Internet search, access, con- during employment or after employ- tent or service provider. ment of that person; However, Paragraph d. does not ap- b. Whether the insured may be liable as ply to Paragraphs 17.a., b., c.,d. and an employer or in any other capacity; i. of "personal and advertising injury" and under SECTION V - DEFINITIONS. c. To any obligation to share damages For the purposes of Paragraph d., with or repay someone else who the placing of frames, borders or must pay damages because of the in- links, or advertising, for you or others jury. anywhere on the Internet, is not by it- self, considered the business of ad- 13. Expected or Intended Injury vertising, broadcasting, publishing or "Bodily injury" or"property damage"which telecasting. may reasonably be expected to result 15. Infringement of Copyright, Patent, from the intentional or criminal acts of the Trademark or Trade Secret insured or which is in fact expected or in- tended by the insured, even if the injury or "Personal and advertising injury" arising damage is of a different degree or type out of the infringement of copyright, pa- than actually intended or expected. tent, trademark, trade secret or other in- tellectual property rights. Under this ex- However, this exclusion does not apply to: clusion, such other intellectual property Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 6 of 23 rights do not include the use of another's electrical, hydraulic or mechanical advertising idea in your"advertisement". functioning of an "auto" that an in- sured owns, hires, borrows, rents, However, this exclusion does not apply to infringement in your "advertisement", of leases, or that is operated on rhos behalf in any other fashion or its copyright,trade dress or slogan. parts, if: 16. Pollutant-Auto (a) The "pollutants" escape, seep, a. "Bodily injury" or "property damage" migrate, or are discharged, dis arising out of the actual, alleged or persed or released directly from threatened discharge, dispersal, an "auto" part designed by its seepage, migration, release, emis manufacturer to hold, store, re sion or escape of"pollutants": ceive or dispose of such "pollu tants"; and (1) That are, or that are contained in b The "bodilyinjury" any property that is: ( ) or damage" does not arise out of (a) Being transported or towed the operation of any equipment by, handled, or handled for listed in Paragraphs f.(2) and (3) movement into, onto or of the definition of "mobile from, an "auto" that an in- equipment". sured owns, hires, borrows, rents, leases, or that is op- However, this exception to Paragraph erated on their behalf in any (1) does not apply if the fuels, lubri- other fashion; cants, or other operating fluids, ex- haust gases or other similar "pollu- (b) Otherwise in the course of tants" are intentionally discharged, transit by or on behalf of the dispersed, emitted or released. insured; or Paragraphs (2) and (3) above do not (c) Being stored, disposed of, apply to an "occurrence" that occurs treated or processed in or away from premises owned by or upon an "auto" that an in- rented to an insured with respect to sured owns, hires, borrows, "pollutants" not in or upon an "auto" rents, leases, or that is op- that an insured owns, hires, borrows, erated on their behalf in any rents, leases, or that is operated on other fashion; their behalf in any other fashion if: (2) Before the "pollutants" or any (a) The "pollutants" or any property property in which the "pollutants" in which the "pollutants" are con- are contained are moved from tained are upset, overturned or the place where they are accept- damaged as a result of the ed by the insured for movement maintenance or use of an "auto" into or onto an "auto" that an in- that an insured owns, hires, bor- sured owns, hires, borrows, rows, rents, leases, or that is op- rents, leases, or that is operated erated on their behalf in any oth- on their behalf in any other fash- er fashion; and ion; or (b) The discharge, dispersal, seep- (3) After the "pollutants" or any age, migration, release, emis- property in which the "pollutants" sion or escape of the "pollutants" are contained are moved from is caused directly by such upset, an "auto" that an insured owns, overturn or damage. hires, borrows, rents, leases, or that is operated on their behalf in b. Any liability caused by "pollutants" any other fashion to the place and arising from the operation, where they are finally delivered, maintenance, use, "loading or un disposed of or abandoned by the loading" of an "auto", for which insur- insured. ance coverage is excluded by "under- lying insurance". Paragraph (1) above does not apply to "bodily injury" or"property damage" 17. Pollutant-Other Than Auto arising from fuels, lubricants, or other a. "Bodily injury" or "property damage" operating fluids, exhaust gases or arising out of the actual, alleged or other similar "pollutants" that are threatened discharge, dispersal, needed for or result from the normal Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 7 of 23 seepage, migration, release, emis- (3) Which are or were at any time sion or escape of"pollutants": transported, handled, stored, pro- (1) At or from anypremises, site or treated, disposed of, or cessed as waste by or for any location which is or was at any insured or any person or organi- time owned or occupied by, or zation for whom you may be le- rented or loaned to, any insured. gaily responsible; However, Paragraph a.(1) of this (4) At or from any premises, site or exclusion does not apply to the location on which any insured or following if such liability is coy- any contractors or subcontrac- ered by "underlying insurance" tors working directly or indirectly listed in the Schedule of Underly- on any insured's behalf are per- ing Insurance, but only to the ex- forming operations, if the "pollu- tent insurance is provided at the tants" are brought on or to the "underlying limit" specified in the premises, site or location in con- Schedule of Underlying Insur- nection with such operations by ance for the "underlying insur- such insured, contractor or sub- ance" listed and subject to all its contractor. terms, limitations and conditions: However, Paragraph a.(4) of this . (a) "Bodily injury", if sustained exclusion does not apply to the within a building and caused following if such liability is cov- by smoke, fumes, vapor or ered by "underlying insurance" soot produced by or origi- listed in the Schedule of Underly- nating from equipment that ing Insurance, but only to the ex- is used to heat, cool or de- tent insurance is provided at the humidify the building, or "underlying limit" specified in the equipment that is used to Schedule of Underlying Insur- heat water for personal use ance for the "underlying insur- by the building's occupants ance" listed and subject to all its or their guests; terms, limitations and conditions: (b) "Bodily injury" or "property (a) "Bodily injury" or "property damage" for which you may damage" arising out of the be held liable, if you are a escape of fuels, lubricants contractor, and the owner or or other operating fluids lessee of such premises, which are needed to per- site or location has been form the normal electrical, added to your "underlying hydraulic or mechanical insurance" as an additional functions necessary for the insured with respect to your operation of "mobile equip- ongoing operations or "your ment" or its parts, if such work" performed for that fuels, lubricants or other op- additional insured at that erating fluids escape from a premises, site or location vehicle part designed to and such premises, site or hold, store or receive them. location is not and never This exception does not ap- was owned or occupied by, ply if the "bodily injury" or or rented or loaned to, any "property damage" arises insured, other than that ad- out of the intentional dis- ditional insured; or charge, dispersal or release (c) "Bodily injury" or "property of the fuels, lubricants or damage" arising out of heat, other operating fluids, or if smoke or fumes from a such fuels, lubricants or "hostile fire"; other operating fluids are brought on or to the premis- (2) At or from any premises, site or es, site or location with the location which is or was at any intent that they be dis- time used by or for any insured charged, dispersed or re- or others for the handling, stor- leased as part of the opera- age, disposal, processing or tions being performed by treatment of waste; such insured, contractor or subcontractor; Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 8 of 23 (b) "Bodily injury" or "property d. Any liability caused by "pollutants",for damage" sustained within a which insurance coverage is exclud- building and caused by the ed by "underlying insurance". release of gases, fumes or vapors from materials 18. Recall of Products, Work or Impaired brought into that building in Property connection with operations Any liability or damages claimed for any being performed by you or loss, cost or expense incurred by you or on your behalf by a contrac- others for the loss of use, withdrawal, re- tor or subcontractor; or call, inspection, repair, replacement, ad- (c) "Bodily injury" or "property justment, removal or disposal of: damage" arising out of heat, a. "Your product"; smoke or fumes from a "hostile fire"; or b. "Your work"; or (5) At or from any premises, site or c. "Impaired Property"; location on which any insured or any contractors or subcontrac- if such product, work or property is with- tors working directly or indirectly drawn or recalled from the market or from on any insured's behalf are per- use by any person or organization be- forming operations, if the opera- cause of a known or suspected defect, tions are to test for, monitor, deficiency, inadequacy or dangerous con- clean up, remove, contain, treat, dition in it. detoxify or neutralize, or in any 19. Unauthorized Use of Another's Name way respond to or assess the ef- or Product fects of, "pollutants". "Personal and advertising injury" arising b. "Personal and advertising injury" aris- out of the unauthorized use of another's ing out of the actual, alleged or name or product in your e-mail address, threatened discharge, dispersal, domain name or metatag or any other seepage, migration, release, escape similar tactics to mislead another's poten- or emission of "pollutants" at any tial customers. time. 20. War c. Any loss, cost or expense arising out of any: Any liability, however caused, arising di- (1) Request, demand, order or stat- utory or regulatory requirement a. War, including undeclared or civil that any insured or others test war; for, monitor, clean up, remove, contain, treat, detoxify or neutral- b. Warlike action by a military force, in- ize, or in any way respond to, or cluding action in hindering or defend- assess the effects of, "pollu ing against an actual or expected at- tants"; or tack by any government, sovereign or authority using military personnel or (2) Claim or suit by or on behalf of a other agents; or governmental authority for dam- ages because of testing for, c. Insurrection, rebellion, revolution, monitoring, cleaning up, remov usurped power or action taken by ing, containing, treating, detoxify governmental authority in hindering ing or neutralizing, or in any way or defending against any of these. responding to, or assessing the 21. Workers' Compensation effects of, "pollutants". Any liability or obligation of the insured However, this Paragraph c. does not under any workers' compensation, unem- apply to liability for damages because ployment compensation, disability benefits of"property damage"that the insured or similar law. However, this exclusion would have in the absence of such does not apply to liability of others as- request, demand, order or statutory sumed by you under an "insured contract" or regulatory requirement, or such in existence at the time of"occurrence". claim or "suit" by or on behalf of a governmental authority. C. Defense and Supplementary Payments 1. We will have the right and duty to defend the insured against any "suit" seeking Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 9 of 23 damages because of "bodily injury", "per- fees or attorneys' expenses taxed sonal and advertising injury" or "property against the insured. damage" to which this insurance applies. We will have no duty to defend the in- 5. If there is no underlying insurer obligated sured against any"suit"seeking damages to do so, we will pay the following for an for "bodily injury", "personal and advertis- "occurrence" to which this insurance ap- ing injury" or "property damage" to which plies, even if we have no duty to provide a this insurance does not apply. We may, at defense: our discretion, investigate any "occur- a. Prejudgment interest awarded rence" and settle any claim or "suit" that against the insured on that part of the may result when: judgment we become obligated to a. The applicable limits of the "underly pay and which falls within the appli- ing insurance" and any other insur- Limit of Insurance. If we make ance have been exhausted by pay- an offer to pay the applicable Limits ment of claims; or of Insurance, we will not pay any pre- judgment interest based on the peri- b. Damages are sought for "bodily inju- od of time after the offer. ry", "personal and advertising injury" or "property damage" which are not b. All interest awarded against the in- covered by "underlying insurance" or sured on the full amount of any other insurance. judgment that accrues: 2. Our right and duty to defend ends when (1) After entry of the judgment; and the applicable Limit of Insurance, as stat- (2) Before we have paid, offered to ed in the Declarations, has been exhaust- pay or deposited in court the part ed by payment of claims. of the judgment that is within the 3. We have no duty to investigate, settle or applicable Limit of Insurance. defend any claim or "suit" other than 6. The payments described in Paragraphs 4. those circumstances described in Para- and 5. above will not reduce the Limits of graph C.1. However, we do have the right Insurance provided by this Coverage Part to participate in the investigation, settle- when defense or supplementary pay- ment or defense of any claim or "suit" to ments provided by the "underlying insur- which this insurance applies. If we exer- ance" do not reduce their Limits of Insur- cise this right, we will do so at our ex- ance. However, when defense or supple- pense. mentary payments provided by the "un- 4. If there is no underlying insurer or other derlying insurance" reduce their Limits of insurance obligated to do so, we will pay Insurance then such expense payments the following when we provide a defense: paid by us will reduce the Limits of Insur ance provided by this Coverage Part. a. All expenses we incur. 7. If we are prevented by law or otherwise b. The cost of bail bonds up to $3,000 from carrying out any of the provisions of (including bonds for related traffic law SECTION I - COVERAGE, C. Defense violations) required because of an and Supplementary Payments, we will "occurrence" we cover. We do not pay any expense incurred with our written have to furnish these bonds. consent. c. The cost of bonds to appeal a judg- SECTION II-WHO IS AN INSURED ment or award in any claim or "suit" 1. Except for liability arising out of the ownership, we defend and the cost of bonds to release attachments, but only for maintenance, occupancy or use of an "auto„: bond amounts within the applicable a. If you are designated in the Declarations Limits of Insurance. We do not have as: to furnish these bonds. (1) An individual, you and your spouse d. Reasonable expenses incurred by are insureds, but only with respect to the insured at our request to assist us the conduct of a business of which in the investigation or defense of the you are the sole owner. claim or "suit", including the actual loss of earnings. (2) A partnership or joint venture, you are an insured. Your members, partners e. All court costs taxed against the in- and their spouses are also insureds, sured in the "suit". However, these but only with respect to the conduct payments do not include attorneys' of your business. Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 10 of 23 (3) A limited liability company,you are an (4) Your legal representative if you die, insured. Your members are also in- but only with respect to duties as sureds, but only with respect to the such. conduct of your business. Your man- agers are insureds, but only with re- 2. Only with respect to liability arising out of the spect to their duties as your manag- ownership, maintenance, occupancy or use of ers. an "auto": (4) An organization other than a partner- a. You are an insured. ship, joint venture, or limited liability b. Anyone else while using with your permis- company, you are an insured. Your sion an "auto" you own, hire or borrow is "executive officers" and directors are also an insured except: insureds, but only with respect to their duties as your officers or direc- (1) The owner or any other person or or- tors. Your stockholders are also in- ganization (except your "executive of- sureds, but only with respect to their ficers" or principals) from whom you liability as stockholders. Each of the hire or borrow an "auto", unless such following is also a Named Insured: persons or organizations are in- sureds in your "underlying insurance" (a) Any "subsidiary" company of listed in the Schedule of Underlying such organization, including any Insurance, and then only for such "subsidiary"of such "subsidiary": hazards for which coverage is pro- 1) Existing at the inception of vided by such "underlying insurance". this Coverage Part; or This exception does not apply if the "auto" is a trailer or semi-trailer con- 2) Formed or acquired on or nected to an "auto"you own. after the inception of this Coverage Part. (2) Your "employee", if the "auto" is owned by that"employee" or a mem- (b) Any other company controlled ber of his or her household, unless: and actively managed by such organization or any "subsidiary" (a) Such "employee" is an insured thereof: with respect to that "auto" in the "underlying insurance" listed in 1) At the inception of this Cov- the Schedule of Underlying In- erage Part; or surance, and then only for such hazards for which coverage is 2) If the control and active provided by such "underlying in- management thereof is ac- surance"; or quired on or after the incep- tion of this Coverage Part. (b) The "bodily injury" or "property damage" is sustained by a co- (5) A trust,you are an insured. Your trus- "employee" of such "employee". tees are also insureds, but only with respect to their duties as trustees. (3) Someone using an "auto" while he or she is working in a business of sell- b. Each of the following is also an insured: ing, servicing, repairing, parking or (1) Any "employee" of yours while acting storing "autos", unless that business within the scope of their duties as is yours. such. (4) Anyone other than your "employees", (2) Any person or organization while act- partners (if you are a partnership), ing as your real estate manager. members (if you are a limited liability company), or a lessee or borrower or (3) Any person or organization having any of their "employees", while mov- proper temporary custody of your ing property to or from an"auto". property if you die, but only: c. Anyone liable for the conduct of an in- (a) With respect to liability arising sured described in Paragraphs 2.a. and b. out of the maintenance or use of above is also an insured, but only if they that property; and are provided insurance coverage for such liability by valid and collectible "underlying (b) Until your legal representative insurance" listed in the Schedule of Un- has been appointed. derlying Insurance and then only for such hazards for which coverage is provided by such "underlying insurance". Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 11 of 23 3. At your option and subject to the terms and tributed to operations at only a single conditions of this insurance, any other person location, then the Aggregate Limit or organization not addressed by Paragraphs described in 2.c. above applies sepa- l. and 2. above, but covered in the "underlying rately to each location owned by, or insurance" listed in the Schedule of Underlying rented or leased to you. Insurance are also insureds, but only to the ex- tent that insurance is provided for such person (2) Of your construction projects solely or organization by the "underlying insurance". with respect to damages which are the result of a claim or"suit"for"bodi- No person or organization is an insured with re- ly injury" or "property damage" which spect to the conduct of any current or past partner- can be attributed only to ongoing op- ship, joint venture, or limited liability company that erations and only at a single con- is not shown as a Named Insured in the Declara- struction project, then the Aggregate tions. Limit described in 2.c. above applies separately to each of your construc- SECTION III- LIMITS OF INSURANCE tion projects. 1. The Limits of Insurance shown in the Declara- b. Only with respect to the application of tions and the rules below fix the most we will Limits of Insurance described in 3.a. pay regardless of the number of: above, the following terms location and a. Insureds; construction project will have the following meanings: b. Claims made, "suits" brought or number of vehicles involved or insured; or (1) Location means premises involving the same or connecting lots, or prem- c. Persons or organizations making claims ises whose connection is interrupted or bringing "suits". only by a street, roadway, waterway or right-of-way of a railroad. 2. The Aggregate Limit is the most we will pay for all damages: (2) Construction project means a loca- tion you do not own, rent or lease a. Included in the "products-completed op- where ongoing improvements, altera- erations hazard"; tions, installation, demolition or b. Because of "bodily injury" by disease sus- maintenance work is performed by tained by your "employees" arising out of you or on your behalf. All connected and in the course of their employment by ongoing improvements, alterations, you; or installation, demolition or mainte- nance work performed by you or on c. Because of "bodily injury", "personal and your behalf at the same location for advertising injury" or "property damage" the same persons or entities, no mat- not included within a. or b. above. How- ter how often or under how many dif- ever, this Aggregate Limit will not apply to ferent contracts, will be deemed to be damages which are not subject to an Ag- a single construction project. gregate Limit in the "underlying insur- ance". 4. Subject to the limits described in 2. and 3. above, the Each Occurrence Limit is the most The Aggregate Limit applies separately to a., we will pay for the "ultimate net loss": b. and c. The Aggregate Limit described in c. will apply only to damages not subject to a. or a. In excess of the applicable limits of "un- b. above. derlying insurance"; or 3. Subject to the Limit of Insurance described in b. If an "occurrence" is not covered by "un 2.c. above: derlying insurance", but covered by the terms and conditions of this Coverage a. Only in the event that "underlying insur- Part, ance" specifically listed in the Schedule of Underlying Insurance provides an annual for all "bodily injury", "personal and advertising Aggregate Limit of Insurance for damages injury" and "property damage" arising out of that would not be subject to 2.a. or b. any one "occurrence". above that is applicable separately to We will not pay more than the Limit of Insur- each: ance shown in this Coverage Part's Declara- (1) Location owned by, or rented or tions for each "occurrence" because any Per- leased to you solely with respect to sonal Umbrella Liability Policy(ies) is/are at- damages which are the result of a tached to this policy. claim or "suit" for "bodily injury" or "property damage" which can be at- Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 12 of 23 5. Subject to, and included within, the Limit of (1) The earned premium is less than the Insurance described in 4. above, we will not deposit premium, we will return the pay more than the limit of insurance required excess to the first Named Insured; or for the layer of insurance provided by this Coverage Part on behalf of: (2) The earned premium is greater than the deposit premium, the difference a. An additional insured, as set forth in will be due and payable to us by the SECTION II - WHO IS AN INSURED, first Named Insured upon notice from Paragraph 3;or us. The due date for audit and retro- spective premiums is the date shown b. A party you have agreed to indemnify in as the due date on the bill. an"insured contract". However, in no event will the earned pre- 6. Subject to the limits described in 2., 3., 4. and mium be less than the Minimum Premium 5. above and to the terms and conditions of stated in the Premium Computation En- the"underlying insurance": dorsement. a. If the limits of"underlying insurance" have b. The first Named Insured must keep rec- been reduced by payment of claims, this ords of the information we need for pre- Coverage Part will continue in force as mium computation and send us copies at excess of the reduced "underlying insur- such times as we may request. ance"; or b. If the limits of"underlying insurance" have 3. Bankruptcy been exhausted by payment of claims, Bankruptcy or insolvency of the insured or the this Coverage Part will continue in force insured's estate shall not relieve us of any ob- as"underlying insurance". ligations under this Coverage Part. 7. The Limits of Insurance of this Coverage Part 4. Duties in the Event of Occurrence, Claim or apply separately to each"coverage term". Suit SECTION IV- CONDITIONS a. You must see to it that we are notified as soon as practicable of an "occurrence" 1. Appeals which may result in a claim or "suit". To If the insured or any insurer who provides the the extent possible, notice should include: applicable "underlying insurance" elects not to (1) How, when and where the "occur- appeal a judgment which exceeds the "under- rence"took place; lying limit", we may elect to do so at our own expense. We shall be liable for the taxable (2) The names and addresses of any in- costs and disbursements and interest inci- jured persons and witnesses; and dental thereto, but in no event shall this provi- sion increase our liability beyond: (3) The nature and location of any injury or damage arising out of the "occur- a. Our applicable Limits of Insurance for all rence". "ultimate net loss"; This requirement applies only when the b. Our applicable Defense and Supplemen- "occurrence" is known to an "authorized tary Payments as described in SECTION I representative". - COVERAGE, C. Defense and Supple- mentary Payments;and b. If a claim is made or "suit" is brought against any insured you must: c. The expense of such appeal. (1) Immediately record the specifics of 2. Audit the claim or "suit" and the date re- ceived;If this Coverage Part is subject to Audit, as and in- dicated in the Declarations, then the following (2) Notify us as soon as practicable. Condition applies: You must see to it that we receive written a. The premium shown in the Premium notice of the claim or "suit" as soon as Computation Endorsement as Advance practicable. Premium is a deposit premium. At the close of each audit period, we will com This requirement will not be considered pute the earned premium for that period. breached unless the breach occurs after If: such claim or "suit" is known to an "au- thorized representative". Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 13 of 23 c. You and any other involved insured must: 7. Liberalization (1) Immediately send us copies of any If, within 60 days prior to the beginning of this demands, notices, summonses or le- Coverage Part or during the policy period, we gal papers received in connection make any changes to any forms or endorse- with the claim or"suit"; ments of this Coverage Part for which there is currently no separate premium charge, and (2) Authorize us to obtain records and that change provides more coverage than this other information; Coverage Part, the change will automatically (3) Cooperate with us in the investigation apply to this Coverage Part at the latter of: or settlement of the claim or defense a. The date we implemented the change in against the"suit"; and your state; or (4) Assist us, upon our request, in the b. The date this Coverage Part became ef- enforcement of any right against any fective; and person or organization which may be liable to the insured because of injury will be considered as included until the end of or damage to which this insurance the current policy period. We will make no ad- may also apply. ditional premium charge for this additional coverage during the interim. d. No insured will, except at that insured's own cost, voluntarily make a payment, 8. Maintenance of Underlying Insurance assume any obligation, or incur any ex a. While this Coverage Part is in effect, the ex- pense, other than for first aid, without our insured shall maintain in force the "under- consent. lying insurance" listed in the Schedule of 5. First Named Insured Underlying Insurance as collectible insur- ance. The terms, conditions and en- The person or organization first named in the dorsements of "underlying insurance" will Declarations will act on behalf of all other in- not materially change and renewals or re- sureds where indicated in this Coverage Part. placements of "underlying insurance" will 6. Legal Action Against Us and Loss Pay- not be more restrictive in coverage. ments b. Limits of"underlying insurance"will not be a. No legal action may be brought against us reduced, except for any reduction or ex unless there has been full compliance haustion in the aggregate limits of insur- with all the terms of this Coverage Part ance due to payment of claims which are nor until the amount of the insured's obli- accordance with SECTION I - COVER- gation to pay has been finally determined AGE,A. Insuring Agreement, Paragraph as provided below. No person or organi- 2.of this Coverage Part. zation has any right under this Coverage c. In the event you fail or neglect to maintain Part to bring us into any action to deter- "underlying insurance" as required, this mine the liability of the insured. Coverage Part will apply as though such b. We shall be liable for payment of the "ul "underlying insurance" was in force and timate net loss" for any "occurrence" to collectible at the time a claim is presented Part applies: us which is in accordance with SEC- which this Coverage TION I - COVERAGE, A. Insuring (1) For "occurrences" not covered by Agreement, Paragraph 2. of this Cover- "underlying insurance"; or age Part. (2) In excess of the "underlying limit" ap- d. The limits of "underlying insurance" shall plicable to the "occurrence" only after be deemed applicable, regardless of any the insurers who provide the applica- defense which the insurer who provides ble "underlying insurance" have paid the "underlying insurance" may assert be- or become obligated to pay the cause of the insured's failure to comply amount of the "underlying limit" appli- with any Condition of the policy or the ina- cable to the "occurrence". bility of the insurer to pay by reason of bankruptcy or insolvency. Our payment will be made following final determination of the amount of the in- e. You must notify us in writing as soon as sured's obligation to pay either by final practicable when any "underlying insur- judgment against the insured or by written ance" is no longer in effect or the limits or agreement with the insured, the claimant, scope of coverage of any "underlying in- the underlying insurers and us. surance"is changed. Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 14 of 23 9. Other Insurance Based on our reliance upon your repre- sentations as to existing hazards, if unin- a. This insurance is excess over, and shall tentionally you should fail to disclose all not contribute with any other insurance, such hazards at the inception date of this whether primary, excess, contingent or on Coverage Part, we will not reject coverage any other basis. This condition will not ap- under this Coverage Part based solely on ply to insurance specifically written as ex- such failure. cess over this Coverage Part. When this insurance is excess, we will 12. Separation of Insureds have no duty to defend the insured Except with respect to the Limits of Insurance, against any "suit" if any other insurer has and any rights or duties specifically assigned a duty to defend the insured against that in this Coverage Part to the first Named In- "suit". If no other insurer defends and sured, this insurance applies: coverage is otherwise applicable, we will have the right, but not the duty to under- a. As if each Named Insured were the only take to do so, provided that whomever we Named Insured; and agree to defend and the Named Insured b. Separately to each insured against whom assign their rights to us under the policies claim is made or"suit"is brought. of the insurers who did not defend. Such assignment must be in writing. 13. Transfer of Rights of Recovery Against b. When this insurance is excess over other Others to Us insurance, we will pay only our share of a. If the insured has rights to recover all or the "ultimate net loss" that exceeds the part of any payment we have made under sum of: this Coverage Part, those rights are trans- ferred to us. The insured must do nothing (1) The total amount that all such other after loss to impair them. At our request, insurance would pay for the loss in the insured will bring "suit" or transfer the absence of this insurance; and those rights to us and help us enforce (2) The total of all deductible and self- them. insured amounts under all that other b. Any recoveries shall be applied as follows: insurance. Premium (1) First, we will reimburse anyone, in- 10. cluding the insured, the amounts ac- The premium for this Coverage Part shall be tually paid by them that were in ex- as stated in the Declarations. The advance cess of our payments; and anniversary premiums are not subject to (2) Next, we will be reimbursed to the ex- adjustment, except as stated in the Declara- tent of our actual payment; and tions, or as stated in an endorsement issued by us to form a part of this Coverage Part. (3) Lastly, any amounts left after meeting the obligations outlined in (1) and (2) You shall maintain records of such information above will be distributed to anyone as is necessary for premium computation, and else known to us at the time a recov- shall, if requested by us, send copies of such ery is made and who is legally enti- records to us at the end of the "coverage term" tied to such recovery. and at such times during the policy period as we may direct. Expenses incurred in the recovery shall be apportioned among all interests in the 11. Representations ratio of their respective recoveries as fi- a. By acceptance of this Coverage Part, you Wally settled. If there is no recovery as a agree that the statements in the Declara- result of our attempts, we shall bear all of tions are your agreements and represen- tations, that this Coverage Part is issued c. If prior to an "occurrence" to which this in reliance upon the truth of such repre- Coverage Part would apply, you and the sentations and that this Coverage Part issuer of your applicable "underlying in- embodies all agreements existing be- surance" listed specifically in the Sched- tween you and us or any of our agents re- ule of Underlying Insurance waive any lating to this insurance. right of recovery against a person or or- b. However, to the extent that the following ganization for injury or damage, we will al applies in the "underlying insurance" listed so waive any rights we may have against specifically in the Schedule of Underlying such person or organization. Insurance, it will also apply to this Cover- age Part: Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 15 of 23 14. When We Do Not Renew 3. "Auto" means: If we decide not to renew this Coverage Part, a. Any land motor vehicle, trailer or semi- we will mail or deliver to the first Named In- trailer designed for travel on public roads; sured shown in the Declarations written notice or of the nonrenewal not less than 30 days before the expiration date. b. Any other land vehicle that is subject to a compulsory or financial responsibility law If notice is mailed, proof of mailing will be suf- or other motor vehicle insurance law ficient proof of notice. where it is licensed or principally garaged. SECTION V- DEFINITIONS "Auto" does not include "mobile equipment". 1. "Advertisement" means a notice that is broad- 4. "Bodily injury" means bodily harm or injury, cast or published to the general public or spe- sickness, disease, disability, humiliation, cific market segments about your goods, shock, fright, mental anguish or mental injury, products or services for the purpose of attract- including care, loss of services or death result- ing customers or supporters. "Advertisement" ing from any of these at any time. includes a publicity article. For the purposes of this definition: 5. "Coverage term" means the following individu- al increment, or if a multi-year policy period, a. Notices that are published include materi- increments, of time, which comprise the policy al placed on the Internet or on similar period of this Coverage Part: electronic means of communication; and a. The year commencing on the Effective b. Regarding websites, only that part of a Date of this Coverage Part at 12:01 AM website that is about your goods, products standard time at your mailing address or services for the purposes of attracting shown in the Declarations, and if a multi- customers or supporters is considered an year policy period, each consecutive an- "advertisement". nual period thereafter, or portion thereof if any period is for a period of less than 12 2. "Authorized representative" means: months, constitute individual "coverage a. If you are: terms". The last "coverage term" ends at 12:00 AM standard time at your mailing (1) An individual, you and your spouse address shown in the Declarations on the are "authorized representatives". earlier of: (2) A partnership or joint venture, your (1) The day the policy period shown in members, your partners, and their the Declarations ends; or spouses are "authorized representa- tives". (2) The day the policy to which this Cov- erage Part is attached is terminated (3) A limited liability company, your or cancelled. members and your managers are "authorized representatives". b. However, if after the issuance of this Cov- erage Part, any "coverage term" is ex- (4) An organization other than a partner- tended for an additional period of less ship, joint venture or limited liability than 12 months, that additional period of company, your "executive officers" time will be deemed to be part of the last and directors are "authorized repre- preceding "coverage term". sentatives". Provided you are not a publicly traded organization, your 6. "Coverage territory" means anywhere. stockholders are also "authorized 7. "Electronic data" means information, facts or representatives". programs stored as or on, created or used on, or tra(5) A trust, your trustees are "authorized ncludin m systemstdtoor f r om cli ations software, representatives". ga pp hard or floppy disks, CD-ROMS, tapes, drives, b. Your "employees" assigned to manage cells, data processing devices or any other your insurance program, or assigned to media which are used with electronically con- give or receive notice of an "occurrence", trolled equipment. claim or "suit" are also "authorized repre- 8. "Employee" includes a "leased worker". "Em- sentatives'. ployee" does not include a "temporary worker". Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 16 of 23 9. "Executive officer" means a person holding g. That part of any contract or agreement any of the officer positions created by your entered into, as part of your business, charter, constitution, by-laws or any similar pertaining to the rental or lease, by you or governing document. any of your "employees", of any "auto". However, such contract or agreement 10. "Hostile fire" means one that becomes uncon- shall not be considered an "insured con- trollable or breaks out from where it was in- tract" to the extent that it obligates you or tended to be. any of your "employees"to pay for "prop- 11. "Impaired property" means tangible property, erty damage" to any "auto" rented or other than "your product" or "your work", that leased by you or any of your"employees". cannot be used or is less useful because: Paragraphs f. and g. do not include that part of a. It incorporates "your product" or "your any contract or agreement: work" that is known or thought to be de- (1) That indemnifies a railroad for"bodily inju- fective, deficient, inadequate or danger- ry", "property damage" or "personal and ous; or advertising injury" arising out of construc- b. You have failed to fulfill the terms of a tion or demolition operations, within 50 contract or agreement, feet of any railroad property and affecting any railroad bridge or trestle, tracks, road- if such property can be restored to use by: beds, tunnel, underpass or crossing. However, if such liability is insured by val- a. The repair, replacement, adjustment or id and collectible "underlying insurance" removal of "your product" or "your work"; as listed in the Schedule of Underlying In- or surance, this Paragraph (1) shall not ap- b. Your fulfilling the terms of the contract or ply for such hazards for which insurance agreement. coverage is afforded by such "underlying insurance"; 12. "Insured contract" means: (2) That indemnifies an architect, engineer or a. A contract for a lease of premises. How- surveyor for injury or damage arising out ever, that portion of the contract for a of: lease of premises that indemnifies any person or organization for "property dam- (a) Preparing, approving or failing to pre- age"by fire or explosion to premises while pare or approve maps, shop draw rented to you or temporarily occupied by ings, opinions, reports, surveys, field you with permission of the owner is not an orders, change orders or drawings "insured contract"; and specifications; or b. A sidetrack agreement; (b) Giving directions or instructions, or failing to give them, if that is the pri- c. Any easement or license agreement, ex- mary cause of the injury or damage; cept in connection with construction or demolition operations on or within 50 feet (3) Under which the insured, if an architect, of a railroad; engineer or surveyor, assumes liability for injury or damage arising out of the in- d. An obligation, as required by ordinance,to sured's rendering or failure to render pro- indemnify a municipality, except in con- fessional services, including those listed nection with work for a municipality; in Paragraph (2) above and supervisory, inspection, architectural or engineering e. An elevator maintenance agreement; activities; f. That part of any other contract or agree- (4) That indemnifies an advertising, public re- ment pertaining to your business, other lotions or media consulting firm for "per- than a contract or agreement pertaining to the rental or lease of any"auto", (including sonal and advertising injury"arising out of the planning, execution or failure to exe- an indemnification of a municipality in cute marketing communications pro- connection with work performed for a mu- grams. Marketing communications pro- nicipality) under which you assume the grams include but are not limited to com- tort liability of another party to pay for prehensive marketing campaigns; con- "bodily injury", "property damage" or "per- sumer, trade and corporate advertising for sonal and advertising injury" to a third all media; media planning, buying, moni- person or organization. Tort liability toring and analysis; direct mail; promotion; means a liability that would be imposed by sales materials; design; presentations; law in the absence of any contract or point-of-sale materials; market research; agreement; or Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 17 of 23 public relations and new product devel- but"loading or unloading" does not include the opment; movement of property by means of a mechan- ical device, other than a hand truck, that is not (5) Under which the insured, if an advertising, attached to the aircraft, watercraft or"auto". public relations or media consulting firm, assumes liability for "personal and adver- 15. "Mobile equipment" means any of the following tising injury" arising out of the insured's types of land vehicles, including any attached rendering or failure to render professional machinery or equipment: services, including those services listed in Paragraph (4), above; a. Bulldozers, farm machinery, forklifts and other vehicles designed for use principally (6) That indemnifies a website designer or off public roads; content provider, or Internet search, ac- cess, content or service provider for injury b. Vehicles maintained for use solely on or or damage arising out of the planning, ex- next to premises you own or rent; ecution or failure to execute Internet ser- c. Vehicles that travel on crawler treads; vices. Internet Services include but are not limited to design, production, distribu- d. Vehicles, whether self-propelled or not, tion, maintenance and administration of maintained primarily to provide mobility to websites and web-banners; hosting web- permanently mounted: sites; registering domain names; register- ing with search engines; marketing analy- (1) Power cranes, shovels, loaders, dig- sis; and providing access to the Internet gers or drills; or or other similar networks; (2) Road construction or resurfacing (7) Under which the insured, if a website de- equipment such as graders, scrapers signer or content provider, or Internet or rollers; search, access, content or service provid- e. Vehicles not described in Paragraph a., er, assumes liability for injury or damage b., c. or d. above that are not self- arising out of the insured's rendering or propelled and are maintained primarily to failure to render Internet services, includ- provide mobility to permanently attached ing those listed in Paragraph(6), above; equipment of the following types: (8) That pertains to the loan, lease or rental (1) Air compressors, pumps and genera- of an "auto" to you or any of your "em- tors, including spraying, welding, ployees", if the "auto" is loaned, leased or building cleaning, geophysical explo- rented with a driver; or ration, lighting and well-servicing (9) That holds a person or organization en- equipment; or gaged in the business of transporting (2) Cherry pickers and similar devices property by "auto" for hire harmless for used to raise or lower workers; your use of an "auto" over a route or terri- tory that person or organization is author- f. Vehicles not described in Paragraph a., ized to serve by public authority. b., c. or d. above maintained primarily for purposes other than the transportation of 13. "Leased worker" means a person leased to persons or cargo. you by a labor leasing firm under an agree- ment 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" includes supervi- equipment are not"mobile equipment" but sors furnished to you by the labor leasing firm. will be considered "autos": "Leased worker" does not include a "tempo- rary worker". (1) Equipment designed primarily for: 14. "Loading or unloading" means the handling of (a) Snow removal; property: (b) Road maintenance, but not Ion- a. After it is moved from the place where it is struction or resurfacing; or accepted for movement into or onto an (c) Street cleaning; aircraft, watercraft or"auto"; (2) Cherry pickers and similar devices b. While it is in or on an aircraft, watercraft mounted on automobile or truck or"auto"; or chassis and used to raise or lower c. While it is being moved from an aircraft, workers; and watercraft or"auto"to the place where it is (3) Air compressors, pumps and genera- finally delivered; tors, including spraying, welding, Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 18 of 23 building cleaning, geophysical explo- i. Discrimination, unless insurance cover- ration, lighting and well servicing age therefor is prohibited by law or stat- equipment. ute. However, "mobile equipment"does not include 18. "Pollutants"mean any solid, liquid, gaseous, or any land vehicle that is subject to a compulso- thermal irritant or contaminant, including ry or financial responsibility law or other motor smoke, vapor, soot, fumes, acids, alkalis, vehicle insurance law where it is licensed or chemicals, petroleum, petroleum products and principally garaged.Any land vehicle subject to petroleum by-products, and waste. Waste in- a compulsory or financial responsibility law or cludes materials to be recycled, reconditioned other motor vehicle insurance law is consid- or reclaimed. "Pollutants" include, but are not ered an "auto". limited to, substances which are generally rec- ognized in industry or government to be harm- 16. "Occurrence" means: ful or toxic to persons, property or the envi- a. An accident, including continuous or re ronment regardless of whether the injury or peated exposure to substantially the same damage is caused directly or indirectly by the general harmful conditions, that results in "pollutants"and whether: "bodily injury"or"property damage"; or a. The insured is regularly or otherwise en- b. An offense that results in "personal and gaged in activities which taint or degrade advertising injury". the environment; or All damages arising from the same accident, b. The insured uses, generates or produces continuous or repeated exposure to substan- "pollutant". tially the same general harmful conditions, act 19. "Products-completed operations hazard": or offense shall be deemed to arise from one "occurrence" regardless of: a. Includes all "bodily injury" and "property damage" occurring away from premises (1) The frequency of repetition; you own or rent and arising out of "your (2) The number or kind of media used; product"or"your work" except: or (1) Products that are still in your physical (3) The number of claimants. possession; or 17. "Personal and advertising injury" means injury, (2) Work that has not yet been complet including "bodily injury", arising out of one or ed or abandoned. However, "your more of the following offenses: work" will be deemed completed at the earliest of the following times: a. False arrest, detention or imprisonment; (a) When all of the work called for in b. Malicious prosecution; your contract has been complet- ed. c. Abuse of process; (b) When all of the work to be done d. The wrongful eviction from, wrongful entry at the site has been completed, if into, or invasion of the right of private oc- your contract calls for work at cupancy of a room, dwelling or premises more than one site. that a person occupies, committed by or on behalf of its owner, landlord or lessor; (c) When that part of the work done at a job site has been put to its e. Defamation of character, including oral or intended use by any person or written publication, in any manner, of ma- organization other than another terial that slanders or libels a person or contractor or subcontractor organization or disparages a person's or working on the same project. organization's goods, products or ser- vices; Work that may need service, mainte- nance, correction, repair or replace- f. Oral or written publication, in any manner, ment, but which is otherwise com- of material that violates a person's right of plete,will be treated as completed. privacy; g. The use of another's advertising idea in b. Does not include "bodily injury"or"proper- „ ty damage"arising out of: your"advertisement"; (1) The transportation of property, unless h. Infringing upon another's copyright, trade the injury or damage arises out of a dress or slogan in your "advertisement"; condition in or on a vehicle not owned or or operated by you, and that condition Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 19 of 23 was created by the "loading or un- 25. "Underlying insurance" means the insurance loading" of that vehicle by any in- listed in the Schedule of Underlying Insurance sured; or and the insurance available to the insured un- der all other insurance policies applicable to (2) The existence of tools, uninstalled the "occurrence". "Underlying insurance" also equipment or abandoned or unused includes any type of self-insurance or alterna- materials. tive method by which the insured arranges for 20. "Property damage" means: funding of legal liabilities that affords coverage that this Coverage Part covers. a. Physical injury to or destruction of tangible property including all resulting loss of use. 26. "Underlying limit" means the total of the appli- All such loss of use shall be deemed to cable limits of all "underlying insurance" less occur at the time of the physical injury or the amount, if any, by which the applicable lim- destruction that caused it; or it of the applicable policy listed in the Schedule of Underlying Insurance has been reduced b. Loss of use of tangible property that is not solely by payment of loss resulting from claims physically injured. All such loss of use which are in accordance with SECTION I - shall be deemed to occur at the time of COVERAGE, A. Insuring Agreement, Para- the"occurrence"that caused it. graph 2. of this Coverage Part. For the purposes of this insurance, "electronic 27. "Workplace" means that place and during data" is not tangible property. such hours to which the "employee" sustaining injury was assigned by you, or any other per- 21. "Subsidiary" means any organization in which son or entity acting on your behalf, to work on more than 50% of the outstanding securities or the date of"occurrence". voting rights representing the present right to vote for election of directors is owned or con- 28. "Your product": trolled, directly or indirectly, in any combina- tion, by one or more of the Named Insureds. a. Means: 22. "Suit" means a civil proceeding in which mon- Any goods or products, other than ey damages because of "bodily injury", "per- real property, manufactured, sold, sonal and advertising injury" or "property dam handled, distributed or disposed of age" to which this insurance applies are al- by: leged. "Suit" includes: (a) You; a. An arbitration proceeding in which such (b) Others trading under your name; money damages are claimed and to which or the insured must submit or does submit with our consent; (c) A person or organization whose business or assets you have ac- b. Any other alternative dispute resolution quired; and proceeding in which such money damag- es are claimed and to which the insured (2) Containers (other than vehicles), ma- submits with our consent; or terials, parts or equipment furnished in connection with such goods or c. An appeal of a civil proceeding. products. 23. "Temporary worker" means a person who is b. Includes: furnished to you to: (1) Warranties or representations made a. Substitute for a permanent "employee" on at any time with respect to the fitness, leave; or quality,durability, performance or use b. Meet seasonal or short-term workload of your product; and conditions. (2) The providing of or failure to provide 24. "Ultimate net loss" means the sum actually warnings or instructions. paid or payable in the settlement or satisfac- c. Does not include vending machines or tion of the insured's legal obligation for dam- other property rented to or located for the ages, covered by this insurance, either by ad- use of others but not sold. judication or compromise. "Ultimate net loss" does not include Defense and Supplementary 29. "Your work": Payments as described in SECTION I - COV- ERAGE, C. Defense and Supplementary a. Means: Payments of this Coverage Part. (1) Work or operations performed by you or on your behalf; and Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 20 of 23 (2) Materials, parts or equipment fur- (1) Warranties or representations made nished in connection with such work at any time with respect to the fitness, or operations. quality, durability, performance or use of"your work"; and b. Includes: (2) The providing of or failure to provide warnings or instructions. Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 21 of 23 NUCLEAR ENERGY LIABILITY EXCLUSION ENDORSEMENT This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA LIABILITY COVERAGE PART A. SECTION I - COVERAGE, B. Exclusions is Exclusion c. applies only to "property modified to add the following: damage"to such "nuclear facility"and any property thereat. This insurance does not apply to: 1. An liability: B. SECTION V - DEFINITIONS is hereby modi- Yfied to add the following definitions: a. With respect to which an insured un- 1. "Hazardous properties" include radioac- der this Coverage Part is also an in- tive, toxic or explosive properties; sured under a nuclear energy liability policy issued by Nuclear Energy Lia- 2. "Nuclear material" means "source materi- bility Insurance Association, Mutual al", "special nuclear material" or "by- Atomic Energy Liability Underwriters product material"; or Nuclear Insurance Association of Canada, or any of their successors, 3. "Source material", "special nuclear mate- or would be an insured under any rial" and "by-product material" have the such policy but for its termination up meanings given them in the Atomic Ener- on exhaustion of its limit of liability; or gy Act of 1954 or in any law amendatory thereof; b. Resulting from the "hazardous prop- erties" of "nuclear material" and with 4. "Spent fuel" means any fuel element or respect to which (1) any person or fuel component, solid or liquid, which has organization is required to maintain been used or exposed to radiation in a financial protection pursuant to the "nuclear reactor"; Atomic Energy Act of 1954, or any 5. "Waste" means any waste material (a) law amendatory thereof, or (2) the in- containing "by-product material" other sured is, or had this Coverage Part than the tailings or wastes produced by not been issued would be, entitled to the extraction or concentration of uranium indemnity from the United States of or thorium from any ore processed pri- America, or any agency thereof, un- marily for its "source material" content, der any agreement entered into by and (b) resulting from the operation by the United States of America, or any any person or organization of any"nuclear agency thereof, with any person or facility" included under the first two para- organization. graphs of the definition of"nuclear facili- 2. Any liability resulting from the "hazardous ty properties"of"nuclear material", if 6. "Nuclear facility"means: a. The "nuclear material" (1) is at any a. Any"nuclear reactor"; "nuclear facility" owned by, or operat- ed by or on behalf of, an insured or b. Any equipment or device designed or (2) has been discharged or dispersed used for (1) separating the isotopes therefrom; of uranium or plutonium, (2) pro- cessing or utilizing "spent fuel", (3) or b. The "nuclear material" is contained in "spent fuel" or "waste" at anytime handling, processing or packaging "waste"; possessed, handled, used, pro- cessed, stored, transported or dis- c. Any equipment or device used for the posed of by or on behalf of an in- processing, fabricating or alloying of sured; or "special nuclear materials", if at any time the total amount of such materi- c. The injury or damage arises out of al in the custody of the insured at the the furnishing by an insured of ser- premises where such equipment or vices, materials, parts or equipment device is located consists of or con- in connection with the planning, con- tains more than 25 grams of plutoni- struction, maintenance, operation or um or uranium 233 or any combina- use of any "nuclear facility", but if tion thereof, or more than 250 grams such facility is located within the of uranium 235; United States of America, its territo- ries or possessions or Canada, this Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 22 of 23 d. Any structure, basin, excavation, 7. "Nuclear reactor" means any apparatus premises or place prepared or used designed or used to sustain nuclear fis- for the storage or disposal of"waste"; sion in a self-supporting chain reaction or to contain a critical mass of fissionable and includes the site on which any of the material; foregoing is located, all operations con- ducted on such site and all premises used 8. "Property damage" includes all forms of for such operations; radioactive contamination of property. Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 23 of 23 2s -o3)q ALSCARC-02 KOLNEI A`ORv CERTIFICATE OF LIABILITY INSURANCE ATE 5nnass 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 PRODUCER INSURED ALSC Architects, P.S. 203 North Washington Liberty Bldg, Suite 400 Spokane, WA 99201-0233 CnVPRAOPS CFRTIFICATF NIIMRER• REVISION NUMBER - THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE WHO ADDLSUBRI POLICY NUMBER POLICY EFF POLICY EXP UMr3 A X COMMERCIAL GENERAL LIABILrrY CLAIMS -MADE X OCCUR X X EPP0711510 3126=25 3126/2026 EACH OCCURRENCE 2,000,000 OAMAGETORENTED 500,000 MED EXP (Any one n 10,000 PERSONAL AADV INJURY S 2,000,008 GEN'L AGGREGATE LIMIT APPLES PER: POLICY ❑X j LOC OTHER: GENERAL AGGREGATE s 4,000,000 PRODUCTS-COMP/OP AGG S 4,000,000 WA STOP GAP 11000,000 A AIRONOBILE LIABILRV X ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS QON EPP 0711510 3/26/2025 3/2612026 COMBINED SINGLE LIMIT $ 1,000,000 BODILY INJURY IF, I,erson I s BODILY NJURY Peraccid., aAMAGE POOaccEA8%%NLY A X UMBRELLA LIAB EXCESS LIAR X OCCUR CLAIMS -MADE EPP0711510 312612025 312612g26 EACH OCCURRENCE 41000,000 AGGREGATE 4,000,000 DEO I X I RETENTION$ 0 WORKERS COMPENSATION EMPLOYERS' MINUITY YIN ANY PROPRIETORIPARTNEWEXECUTNE ❑ W.15Ea1RIMEn BER E%CLUDED? 11S�y�aaLdesoriW N. nd., DESCRIPTION OF OPERATIONS bsb NIA PER 'ER E.L. EACH ACCIDENT E.L. DISEASE EA EMPLOYE E S E.L. DISEASE - POLICY LIMIT B Professional Liab. 591916134 111/2025 111/2026 AgglEach Claim 5,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additlonal Remarks Schedule, may he attached K mare ace Is City of Spokane Valley is additional insured, on a primary/non-contributory basis, including waiver of Space ,aubrogation, In accordance with the terms and conditions of the policy. City of Spokane Valley 10210 E. Sprague Avenue Spokane Valley, WA 99206 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORRED REPRESENTATIVE ACORD 25 (2016103) © 19BB-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL GENERAL LIABILITY BROADENED ENDORSEMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A Endorsement -Table of Contents: Coverage: Begins on Page: 1. Employee Benefit Liability Coverage......................................................................................2 2. Unintentional Failure To Disclose Hazards............................................................................S 3. Damage To Premises Rented To You......................................................................................8 4. Supplementary Payments........................................................................................................9 5. Medical Payments......................................................................................................................9 6. 180 Day Coverage For Newly Formed Or Acquired Organizations......................................9 7. Waiver Of Subrogation........................................................................................................... 10 8. Automatic Additional Insured -Specified Relationships: .................................................. 110 (a) Managers Or Lessors Of Premises (b) Lessor Of Leased Equipment (c) Vendors (d) State Or Governmental Agency Or Subdivision Or Political Subdivision - Permits Or Authorizations Relating To Premises (e) Mortgagee, Assignee Or Receiver 9. Property Damage To Borrowed Equipment.........................................................................13 10. Employees As Insureds - Specified Health Care Services And Good Samaritan Services...................................................................................................................................14 11. Broadened Notice Of Occurrence .........................................................................................14 12. Nonowned Aircraft..................................................................................................................14 13. Bodily Injury Redefined..........................................................................................................14 14. Expected Or Intended Injury Redefined...............................................................................14 15. Former Employees As Insureds............................................................................................14 B. Limits Of Insurance: The Commercial General Liability Limits of Insurance apply to the insurance provided by this endorse- ment, except as provided below: 1. Employee Benefit Liability Coverage Each Employee Limit: $1,000,000 Aggregate Limit: $3,000,000 Deductible Amount: $ 1,000 3. Damage To Premises Rented To You The lesser of: a. The Each Occurrence Limit shown in the Declarations; or b. $500,000 unless otherwise stated $ 4. Supplementary Payments a. Bail Bonds: $2,500 b. Loss Of Earnings: $ 500 5. Medical Payments Medical Expense Limit: $10,000 9. Property Damage To Borrowed Equipment Includes copyrighted material of Insurance GA 210 09 20 SerJlces Office, Inc., with its permission. Page 1 of 14 Each Occurrence Limit: $10,000 Deductible Amount: $ 250 C. Coverages 1) Occurs during the policy 1. Employee Benefit Liability Coverage period; or a. The following is added to Section I - 2) Occurred prior to the Coverages: "first effective date" of this endorsement pro- EMPLOYEE BENEFIT LIABILITY vided: COVERAGE a) You did not have 1 Insuring Agreement () 9 9 knowledge of a (a) We will pay those sums that claim or "suit' on or "first the insured becomes legally before the ef- obligated to pay as damag- fective date" of this es caused by any act, error endorsement. or omission of the insured, You will be or of any other person for deemed to have whose acts the insured is knowledge of a legally liable, to which this claim or "suit' insurance applies. We will when any insured have the right and duty to listed under C. defend the insured against Coverages, 1. any "suit' seeking those Employee Benefit damages. However, we will Liability Coverage, have no duty to defend b. Who Is An In - against any "suit' seeking sured, (1) of this damages to which this in- endorsement or surance does not apply. We any "employee" may, at our discretion, in- authorized by you vestigate any report of an to give or receive act, error or omission and notice of a claim or settle any claim or "suit' that ..suit": may result. But: i) Reports all, or 1 The amount we will a pay any part, of the for damages is limited act, error or as described in C. Cov- omission to us erages, 1. Employee or any other Benefit Liability Cover- insurer; age, c. Limits Of Insur- ance of this endorse- ii) Receives a ment; and written or ver- bal2 demand or Our rightdu and duty to claim for dam - defend ends when we ages because have used up the appli- of the act, er- cable limit of insurance ror or omis- in the payment of judg- sion; and ments or settlements. b) There is no other lion or liabil- No other obligation applicable insur- ity to pay sums or perform ance. acts or services is covered unless explicitly provided for (2) Exclusions under Supplementary Pay- This insurance does not apply to: ments. (b) This insurance applies to (a) Bodily Injury, Property damages only if the act, er- Damage Or Personal And ror or omission is negligently Advertising Injury committed in the "admin- "Bodily injury', "property istration" of your "employee damage" or "personal and benefit program", and advertising injury'. Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc., with its permission. Page 2 of 14 GA 210 09 20 (b) Dishonest, Fraudulent, Act of 1974, as now or Criminal Or Malicious Act hereafter amended, or by any similar federal, state or Damages arising out of an a9 9 Y local laws. intentional, dishonest, fraudulent, criminal or mali- (h) Available Benefits cious act, error or omission, committed by any insured, Any claim for benefits to the including the willful or reck- extent that such benefits are less violation of any statute. available, with reasonable effort and cooperation of the (c) Failure To Perform A Con- insured, from the applicable tract funds accrued or other col- lectible insurance. Damages arising out of fail- ure of performance of con- (i) Taxes, Fines Or Penalties tract by any insurer. Taxes, fines or penalties, in- (d) Insufficiency Of Funds cluding those imposed un- der the Internal Revenue Damages 9 Code or any similar state or insufficiency of funds to local law. meet any obligations under any plan included in the (j) Employment -Related Prac- "employee benefit program". tices (e) Inadequacy Of Perfor- Any liability arising out of mance Of Invest- any: ment/Advice Given With Respect To Participation 1) Refusal to employ; Any claim based upon: 2) Termination of employ- ment; 1) Failure of any invest- ment to perform; 3) Coercion, demotion, evaluation, reassign- 2) Errors in providing in- ment, discipline, defa- formation on past per- mation, harassment, formance of investment humiliation, discrimina- vehicles; or tion or other employ- ment -related practices, 3) Advice given to any acts or omissions; or person with respect to that person's decision to 4) Consequential liability participate or not to par- as a result of 1), 2) or 3) ticipate in any plan in- above. cluded in the "employee This exclusion applies benefit program". whether the insured may be (f) Workers' Compensation held liable as an employer And Similar Laws or in any other capacity and to any obligation to share An claim arising out of your Y 9 Yo damages with or repay failure to comply with the someone else who must pay mandatory provisions of any damages because of the in - workers' compensation, un- Iur y. employment compensation insurance, social security or (3) Supplementary Payments disability benefits law or any Section I - Supplementary Pay- similar law. ments - Coverages A and B also (g) ERISA apply to this Coverage, however 1.b. and 2. of the Supplementary Damages for which an 9 Y in- Payments provision do not apply. sured is liable because of li- ability imposed on a fiduci- b. Who Is An Insured ary by the Employee Re- tirement Income Security Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 3 of 14 As respects Employee Benefit Liabil- (c) Your legal representative if ity Coverage, Section II - Who Is An you die, but only with re - Insured is replaced by the following: spect to duties as such. That representative will have all you are designated in the Dew (1) If y 9 your rights and duties under larations as: this Coverage Part. (a) An individual, you and your (3) Any organization you newly ac- spouse are insureds, but on- quire or form, other than a part- ly with respect to the con- nership, joint venture or limited duct of a business of which liability company, and over which you are the sole owner. you maintain ownership or major- (b) A partnership or joint ven- ity interest, will qualify as a ture, you are an insured. Named Insured if no other similar Your members, your part- insurance applies to that organi- ners, and their spouses are zation. However, coverage under also insureds but only with this provision: respect to the conduct of (a) Is afforded only until the your business. 180th day after you acquire (c) A limited liability company, or form the organization or you are an insured. Your the end of the policy period, members are also insureds, whichever is earlier; and but only with respect to the (b) Does not apply to any act, conduct of your business. error or omission that was Your managers are in- committed before you ac- sureds, but only with respect quired or formed the organi- to their duties as your man- zation. agers. c. Limits Of Insurance (d) An organization other than a partnership, joint venture or As respects Employee Benefit Liabil- limited liability company, you ity Coverage, Section III - Limits Of are an insured. Your "execu- Insurance is replaced by the follow- tive officers" and directors ing: are insureds, but only with respect to their duties as (1) The Limits of Insurance shown in your officers or directors. Section B. Limits Of Insurance, Your stockholders are also 1. Employee Benefit Liability insureds, but only with re- Coverage of this endorsement sped to their liability as and the rules below fix the most stockholders. we will pay regardless of the number of. (e) A trust, you are an insured. (a) Insureds; Your trustees are also in- sureds, but only with respect (b) Claims made or "suits" to their duties as trustees. brought; (2) Each of the following is also an (c) Persons or organizations insured: making claims or bringing (a) Each of your "employees" "suits"; who is or was authorized to (d) Acts, errors or omissions; or administer your "employee benefit program"; (e) Benefits included in your "employee benefit program". (b) Any persons, organizations or "employees" having prop- (2) The Aggregate Limit shown in er temporary authorization Section B. Limits Of Insurance, to administer your "employ- 1. Employee Benefit Liability ee benefit program" if you Coverage of this endorsement is die, but only until your legal the most we will pay for all dam - representative is appointed; ages because of acts, errors or or omissions negligently committed Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc, with its permission. Page 4 of 14 in the "administration" of your (c) The terms of this insurance, "employee benefit program". including those with respect (3) Subject to the limit described in (2) above, the Each Employee 1) Our right and duty to Limit shown in Section B. Limits defend the insured Of Insurance, 1. Employee Bene- against any "suits" fit Liability Coverage of this en- seeking those damag- dorsement is the most we will es; and pay for all damages sustained by any one "employee", including 2) Your duties, and the du - damages sustained by such ties of any other in - "employee's" dependents and volved insured, in the beneficiaries, as a result of: event of an act, error or omission, or claim; (a) An act, error or omission; or apply irrespective of the ap- (b) A series of related ads, er- plication of the Deductible rors or omissions, regard- Amount. less of the amount of time that lapses between such (d) We may pay any part or all ads, errors or omissions; of the Deductible Amount to effect settlement of any negligently committed in the claim or "suit" and, upon no - "administration" of your "employ- tification of the action taken, ee benefit program". you shall promptly reim- burse us for such part of the However, the amount paid under Deductible Amount as we this endorsement shall not ex- have paid. ceed, and will be subject to the limits and restrictions that apply d. Additional Conditions to the payment of benefits in any plan included in the "employee As respects Employee Benefit Liabil- benefit program" ity Coverage, Section IV - Commer- cial General Liability Conditions is (4) Deductible Amount amended as follows: (a) Our obligation to pay dam- (1) Item 2. Duties In The Event Of ages on behalf of the in- Occurrence, Offense, Claim Or sured applies only to the Suit is replaced by the following: amount of damages in ex- cess of the Deductible 2. Duties In The Event Of An Amount shown in Section B. Act, Error, Omission, Limits Of Insurance, 1. Em- Claim Or Suit ployee Benefit Liability Cov- a, You must see to it that erage of this endorsement we are notified as soon as applicable to Each Em- as practicable of an act, ployee. The limits of insur- error or omission which ance shall not be reduced may result in a claim. by the amount of this de- To the extent possible, ductible. l notice should include: (b) The Deductible Amount (1) What the act, error shown in Section B. Limits or omission was Of Insurance, 1. Employee and when it oc- Benefit Liability Coverage of curred; and this endorsement applies to all damages sustained by (2) The names and any one "employee", includ- addresses of any- ing such "employee's" de- one who may suf- pendents and beneficiaries, fer damages as a because of all ads, errors or result of the act, omissions to which this in- error or omission. surance applies. Indudes copyrighted material of Insurance GA 210 09 20 Services Office, Ina, with its permission. Page 5 of 14 b. If a claim is made or If other valid and collectible "suit" is brought against insurance is available to the any insured, you must: insured for a loss we cover 1 Immediate) record under this Employee Benefit () y Liability Coverage, our obli- the specifics of the gations are limited as fol- claim or "suit' and lams: the date received; and a. Primary Insurance (2) Notify us as soon This insurance is prima - as practicable. ry except when c. below applies. If this insurance You must see to it that is primary, our we receive written no- affected are not affected tice of the claim or "suit' unless any of the other as soon as practicable. insurance is also prima- c. You and any other in- ry. Then, we will share volved insured must: with all that other insur- ance by the method de- (1) Immediately send scribed in Paragraph b. us copies of any below. demands, notices, summonses or le- b. Method Of Sharing g gal papers re- If all of the other insur- ceived in connec- ante permits contribu- tion with the claim tion by equal shares, or "suit; we will follow this meth- (2) Authorize us to ob- od also. Under this ap- tain records and proach each insurer other information; contributes equal amounts until it has (3) Cooperate with us paid its applicable limit in the investigation of insurance or none of or settlement of the the loss remains, claim or defense whichever comes first. against the "suit; and If any of the other in- surance does not permit (4) Assist us, upon our contribution by equal request, in the en- shares, we will oontrib- forcement of any ute by limits. Under this right against any method, each insurer's person or organi- share is based on the ration which may ratio of its applicable be liable to the in- limit of insurance to the sured because of total applicable limits of an act, error or insurance of all insur- omission to which ers. this insurance may also apply. c. No Coverage d. No insured will, except This insurance shall not at that insured's own cover any loss for which cost, voluntarily make a the insured is entitled to payment, assume any recovery under any obligation, or incur any other insurance in force expense without our previous to the effective consent. date of this Employee Benefit Liability Cover- (2) Item 4. Other Insurance is re- age. placed by the following: e. Additional Definitions 4. Otherinsurance Includes copyrighted material of Insurance GA 210 09 20 Services Office, Ina, with its permission. Page 6 of 14 As respects Employee Benefit Liabil- and hearing plans; and ity Coverage, Section V - Definitions flexible spending ac- is amended as follows: counts; provided that no one other than an "em- (1) The following definitions are ployee" may subscribe added: to such benefits and 1. "Administration" means: such benefits are made generally available to a. Providing information to those "employees" who "employees", including satisfy the plan's eligibil- their dependents and ity requirements; beneficiaries, with re- spect to eligibility for or b. Profit sharing plans, scope of "employee employee savings benefit programs"; plans, employee stock ownership plans, pen- b. Interpreting the "em- sion plans and stock ployee benefit pro- subscription plans, pro- grams"; vided that no one other than an "employee" C. Handlingrecords in may subscribe to such connection with the benefits and such bene- "employee benefit pro- fits are made generally grams", or available to all "employ- d. Effecting, continuing or ees" who are eligible terminating any "em- under the plan for such ployee's" participation in benefits; any benefit included in c. Unemployment insur- the "employee benefit ance, social security program". benefits, workers' com- However, "administration" pensation and disability does not include: benefits; and a. Handling payroll deduc- d. Vacation plans, includ- tions; or ing buy and sell pro- grams; leave of ab- b. The failure to effect or sence programs, includ- maintain any insurance ing military, maternity, or adequate limits of family, and civil leave; coverage of insurance, tuition assistance plans; including but not limited transportation and to unemployment insur- health dub subsidies. ance, social security benefits, workers' com- 4. "First effective date" means pensation and disability the date upon which cover - benefits. age was first effected in a series of uninterrupted re- 2. "Cafeteria plans" means newals of insurance cover - plans authorized by applica- age. ble law to allow "employees" to elect to pay for certain (2) The following definitions are de - benefits with pre-tax dollars. leted in their entirety and re- placed by the following: 3. "Employee benefit pro- means a 5. "Employee" means a person grams" program providing some or all of the actively employed, formerly follaving benefits to "em- employed, on leave of ab- ployees", whether provided sence or disabled, or retired. through a "cafeteria plan" or "Employee" includes a otherwise: "leased worker". "Employee" does not include a "tempo - a. Group life insurance; rary worker". group accident or health insurance; dental, vision Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc., with its permission. Page 7 of 14 18. "Suit" means a civil proceed- The exclusions under Section I - ing in which money damag- Coverage A - Bodily Irjury And Prop - es because of an act, error erty Damage Liability, 2. Exclusions, or omission to which this in- other than 1. War and the Nuclear suranoe applies are alleged. Energy Liability Exclusion (Broad "Suit" includes: Form), are deleted and the following are added: a. An arbitration proceed- ing in which such dam- This insurance does not apply to: ages are claimed and to which the insured must (a) "Property damage": submit or does submit (i) Assumed in any contract or with our consent; agreement; or b. Any other alternative (ii) Caused by or resulting from dispute resolution pro- any of the following: ceeding in which such damages are claimed 1) Wear and tear; and to which the in- sured submits with our 2) Rust or other corrosion, consent; or decay, deterioration, hidden or latent defect c. An appeal of a civil pro- or any quality in proper- ceeding. ty that causes it to damage or destroy it- 2. Unintentional Failure To Disclose Haz- self self 3) Smog; Section IV -Commercial General Liabil- ity Conditions, 6. Representations is 4) Mechanical breakdown, amended by the addition of the following: including rupture or bursting caused by can - dependence upon our re Based on our de � p° y p- trifugal force; resentations as to existing hazards, if un- intentionally you should fail to disclose all 5) Settling, cracking, such hazards at the inception date of your shrinking or expansion; policy, we will not reject coverage under 6) Nesting or infestation, this Coverage Part based solely on such or discharge or release failure. of waste products or 3. Damage To Premises Rented To You secretions, by insects, birds, rodents or other a. The last of 2. Exclusions paragraphanimals; or under Section 1- Coverage A - Bod- ily Injury And Property Damage Li- 7) Presence, growth, pro - ability is replaced by the following: liferation, spread or any activity of fungus in - Exclusions c. through n. do not apply I 9 cluding mold or mildew,, to damage by fire, explosion, light- and any mycetoxins, ning, smoke or soot to premises while spores, scents or by - rented to you or temporarily occupied products produced or by you with permission of the owner, released by fungi. for which the amount we will pay is limited to the Damage To Premises (b) "Property damage" caused di - Rented To You Limit as described in rectly or indirectly by any of the Section III - Limits Of Insurance. following: b. The insurance provided under Sec- (1) Earthquake, volcanic erup- tion I - Coverage A- Bodily Injury And tion, landslide or any other Property Damage Liability applies to earth movement; "property damage" arising out of wa- ter damage to premises that are both (11) Water that backs up or over - rented to and occupied by you. flows or is otherwise dis- charged from a sewer, drain, As respects Water Damage Legal Li- sump, sump pump or related ability, as provided in Paragraph 3.b, equipment; above: Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc., with its permission. Page 8 of 14 C. (ii) Water under the ground sur- a. While rented to you, or face pressing on, or flowing temporarily occupied by or seeping through: you with permission of the owner; 1) Foundations, walls, floors or paved surfac- b. In the case of damage es; by fire, explosion, light- light- 2 Basements, whether ning, smoke or soot, while rented to you; or paved or not; or c. In the case of damage 3 Doors, windows or other by water, while rented openings. to and occupied by you. (c) "Property damage" caused by or (2) The most we will pay is limited as resulting from water that leaks or described in Section B. Limits Of flows from plumbing, heating, air Insurance, 3. Damage To Prem- conditioning, fire protection sys- ises Rented To You of this en- tems, or other equipment, dorsement. caused by or resulting from freezing, unless: 4. Supplementary Payments (1) You did your best to main- Under Section I - Supplementary Pay- tain heat in the building or ments - Coverages A and B: structure; or a. Paragraph 1.b. is replaced by the fol- (ii) You drained the equipment lowing: and shut off the water sup- ply if the heat was not main - Up to the limit shown in Section B. tained. Limits Of Insurance, 4.a. Bail Bonds of this endorsement for cost of bail (d) "Property damage' to: bonds required because of accidents r Plumbing, head or traffic law violations arising out of (') g, heating, air oondi- the use of any vehicle to which the tioning, fire protection sys- Bodily Irgury Liability Coverage ap- tems, or other equipment or plies. We do not have to furnish these appliances; or bonds. (ii) The interior of any building b. Paragraph 1.d. is replaced by the fol- or structure, or to personal lowing: property in the building or structure, caused by or re- All reasonable expenses incurred by sulting from rain, snow, sleet the insured at our request to assist us or ice, whether driven by in the investigation or defense of the wind or not. claim or "suit", including actual loss of earnings up to the limit shown in Sec Limit Of Insurance lion B. Limits Of Insurance, 4.1b. Loss With respect to the insurance afford- Of Earnings of this endorsement per ed in Paragraphs 3.a. and 3.b. above, day because of time off from work. the Damage To Premises Rented To 5. Medical Payments You Limit as shown in the Declara- tions is amended as follows: The Medical Expense Limit of Any One Person as shown in the Declarations is (1) Paragraph 6. of Section III - Lim- amended to the limit shown in Section B. its Of Insurance is replaced by Limits Of Insurance, 5. Medical Payments the following: of this endorsement. 6. Subject to Paragraph 5. 6. 180 Day Coverage For Newly Formed above, the Damage To Or Acquired Organizations Premises Rented To You Limit is the most we will pay Section II - Who Is An Insured is under Coverage A - Bodily amended as follows: Injury And Property Damage Liability for damages be- Subparagraph a. of Paragraph 3. is re - cause of "property damage" placed by the following: to any one premises: Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc., with its permission. Page 9 of 14 a. Coverage under this provision is af- leased to you, subject to the forded only until the 180th day after following additional exdu- you acquire or form the organization sions: or the end of the policy period, whichever is earlier; This insurance does not ap- ply to: 7. Waiver Of Subrogation () Any "occurrence" which Section IV - Commercial General Liabil- takes place after you ity Conditions, 8. Transfer Of Rights Of cease to be a tenant in Recovery Against Others To Us is that premises; amended by the addition of the following: (i) Structural alterations, We waive any right of recovery against new construction or any additional insured under this en- demolition operations dorsement, because of any payment we performed by or on be - make under this endorsement, to whom half of such additional the insured has waived its right of recov- insured. ery in a written contrail, written agree- (b) Lessor Of Leased Equip- ment, written permit or written authorize- ment tion. Such waiver by us applies only to the extent that the insured has waived its Any persons) or organize - right of recovery against such additional tion(s) from whom you lease insured priorto loss. equipment you are required 8. Automatic Additional Insured - Speci- per Paragraph 8.a.(1) of this fied Relationships endorsement to provide in- surance. Such person(s) or a. The following is added to Section II - organization(s) are insureds Who Is An Insured: only with respect to liability for "bodily injury", "property (1) Any person(s) or organization(s) damage" or "personal and described in Paragraph 8.a.(2) of advertising injury' caused, in this endorsement (hereinafter re- whole or in part, by your ferred to as additional insured) maintenance, operation or whom you are required to add as use of equipment leased to an additional insured under this you by such person(s) or or - Coverage Part by reason of a ganization(s). A person's or written contract, written agree- organization's status as an ment, written permit or written additional insured under this authorization, endorsement ends when (2) Only the following persons or or- their contract or agreement ganizations are additional in- with you for such leased sureds under this endorsement, equipment ends. However, and insurance coverage provided this insurance does not ap- to such additional insureds is lim- ply to any "occurrence" ited as provided herein: which takes place after the equipment lease expires. (a) Managers Or Lessors Of (c) Vendors Premises The manager or lessor of a Any person or organization premises leased to you you (referred to below as ven- are required per Paragraph dor) you are required per Paragraph 8.a.(1) of this en - 8.a.(1) of this endorsement dorsement to provide insur- to provide insurance, but on- ly with respect to liability for ante, but only with respect "bodily 'bodily injury", "property to liability for injury' damage" or "personal and or "property damage" arising advertising injury" caused, in out of 'your products" which whole or in part, by you or are distributed or sold in the those acting on your behalf regular course of the ven- in connection with the own- dons business, subject to ership, maintenance or use the following additional ex - of that part of the premises clusions: Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc, with its permission. Page 10 of 14 (i) The insurance afforded dor's premises in the vendor does not connection with the apply to: sale of the product; 1) "Bodily injury' or 7) Products which, af- .'property damage" ter distribution or for which the ven- sale by you, have dor is obligated to been labeled or re- pay damages by labeled or used as reason of the as- a container, part or sumption of liability ingredient of any in a contract or other thing or sub - agreement. This stance by or for the exclusion does not vendor; or apply to liability for damages that the 8) "Bodily injury' or vendor would have "property damage" in the absence of arising out of the the contract or sole negligence of agreement; the vendor for its own acts or omis- 2) Any express war- sions or those of ranty unauthorized its employees or by you; anyone else acting on its behalf. How- 3) Any physical or ever, this exclusion chemical change in does not apply to: the product made intentionally by the a) The excep- vendor; tions contained Paragraphs 4 Repackaging,in ex- (c)(i)4) or 6) of cept when un- this endorse - packed solely for ment; or the purpose of in- spection, demon- b) Such inspec- stration, testing, or tions, acjust- the substitution of ments, tests or parts under in- servicing as structions from the the vendor has manufacturer, and agreed to then repackaged in make or nor - the original con- mally under- tainer; takes to make in the usual 5) Any failure to make course of such inspections, business, in adjustments, tests connection or servicing as the with the distri- vendor has agreed bution or sale to make or normal- of the prod- ly undertakes to ucts. make in the usual course of busi- (i) This insurance does not ness,in connection apply to any insured with the distribution person or organization: or sale of the products; 1) From whom you have acquired 6) Demonstration, in- such products, or stallation, servicing any ingredient, part or repair opera- or container, enter- tions, except such ing into, aocompa- operations per- nying or containing formed at the ven- such products; or Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc, with its permission. Page 11 of 14 GA2100920 2) When liability in- to their liability as mortga- cluded within the gee, assignee or receiver "products- and arising out of the own - completed opera- ership, maintenance or use tions hazard" has of the premises by you. been excluded un- However, this insurance der this Coverage does not apply to structural Part with respect to alterations, new construction such products. and demolition operations performed by or for that per- d State Or Governmental () son or organization. Agency Or Subdivision Or Political Subdivision - (3) The insurance afforded to addi- Pernits Or Authorisations tional insureds described in Par - Relating To Premises agraph 8.a.(1) of this endorse- ment Any state or governmental agency or subdivision or po- (a) Only applies to the extent litical subdivision you are permitted by law; required per Paragraph 8.a.(1) of this endorsement (b) Will not be broader than that to provide insurance, subject which you are required by to the following additional the written contract, written provision: agreement, written permit or written authorization to pro - This insurance applies only vide for such additional in - with respect to the following sured; and hazards for which the state or governmental agency or (c) Does not apply to any per - subdivision or political sub- son, organization, vendor, division has issued a permit state, governmental agency or authorization in oonneo- or subdivision or political subdivision, specifically tion with premises you own, named as an additional in - rent or control and to which this insurance applies: sured under any other provi- sion of, or endorsement () The existence, mainte- added to, this Coverage nanoe, repair, oonstruc- Part, provided such other tion, erection or removal provision or endorsement of advertising signs, covers the injury or damage awnings, canopies, cel- for which this insurance ap- lar entrances, coal plies. holes, driveways, man- holes, marquees, hoist b. With respect to the insurance afford - away openings, side- ed to the additional insureds de - walk vaults, street ban- scribed in Paragraph 8.a.(1) of this ners or decorations and endorsement, the following is added similar exposures; to Section III - Limits Of Insurance: (i) The construction, erec- The most we will pay on behalf of the tion or removal of eleva- additional insured is the amount of in - tors; or suranoe: (ii) The ownership, mainte- (1) Required by the written contract, nance or use of any el- written agreement, written permit evators covered by this or written authorization described in Paragraph 8.a.(1) of this en- insurance. dorsement. For the purpose of (e) Mortgagee, Assignee Or determining the required amount Receiver of insurance only, we will include the minimum amount of any Um - Any person or r9 An organization brella liability or Excess Liability you are required per Para- coverage required for that addi- graph 8a.(1) of this en- tional insured in that written con- dorsement to provide insur- ance, but only with respect Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 12 of 14 tract, written agreement, written Paragraphs (3) and (4) of this exdu- permit or written authorization; or sion do not apply to tools or equip- ment loaned to you, provided they are (2) Available under the applicable not being used to perform operations limits of insurance; at the time of loss. whichever is less. b. With respect to the insurance provid- This endorsement shall not increase ed by this section of the endorse - the applicable limits of insurance. ment, the following additional provi- sions apply: c. Section IV - Commercial General Liability Conditions is amended to (1) The Limits of Insurance shown in include the following: the Declarations are replaced by the limits shown in Section B. Automatic Additional Insured Pro- Limits Of Insurance, 9. Property vision Damage To Borrowed Equip- ment of this endorsement with This insurance applies only if the respect to coverage provided by "bodily injury" or "property damage" this endorsement. These limits occurs, or the "personal and advertis- are inclusive of and not in addi- ing injury' offense is committed: tion to the limits being replaced. (1) During the policy period; and The Limits of Insurance shown in Section B. Limits Of Insurance, (2) Subsequent to your execution of 9. Property Damage To Bor- the written contract or written rowed Equipment of this en - agreement, or the issuance of a dorsement fix the most we will written permit or written authori- pay in any one "occurrence" re- zation, described in Paragraph gardless of the number of: 8.a.(1). (a) Insureds; d. Section IV - Commercial General Liability Conditions is amended as (b) Claims made or "suits" follows: brought; or Condition 4. Other Insurance is (c) Persons or organizations amended to include: making claims or bringing "suits". Primary And Noncontributory In- surance (2) Deductible Clause This insurance is primary to and will (a) Our obligation to pay dam - not seek contribution from any other ages on your behalf applies insurance available to an additional only to the amount of dam - insured per Paragraph &a.(1) of this ages for each "occurrence" endorsement provided that: which are in excess of the Deductible Amount shown in (1) The additional insured is a Sedan B. Limits Of Insur- Named Insured under such other ance, 9. Property Damage insurance; and To Borrowed Equipment of this endorsement. The limits (2) You have agreed in writing in a of insurance will not be re - contract, agreement, permit or duced by the application of authorization described in 8.a.(2) such Deductible Amount. of this endorsement that this in- surance would be primary and (b) Section IV - Commercial would not seek contribution from General Liability Conditions, any other insurance available to 2. Duties In The Event Of the additional insured. Occurrence, Offense, Claim Or Suit, applies to each 9. Proa Damage To Borrowed Equip- perty rty 9 4 P- claim or "suit' irrespective of ment the amount. a. The following is added to Exclusion (c) We may pay any part or all 2.j. Damage To Property under Sec- of the deductible amount to tion I - Coverage A - Bodily Injury And effect settlement of any Property Damage Liability: claim or "suit" and, upon no - Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc., with its permission. Page 13 of 14 tification of the action taken, you shall promptly reim- burse us for such part of the deductible amount as has been paid by us. 10. Employees As Insureds - Specified Health Care Services And Good Samar- itan Services Paragraph 2.a.(1)(d) under Section II - Who Is An Insured does not apply to: 1) Your "employees' who provide pro- fessional health care services on your behalf as a duly licensed nurse, emergency medical technician or paramedic in the jurisdiction where an "occurrence" or offense to which this insurance applies takes place; or 2) Your "employees" or "volunteer work- ers", other than an employed or vol- unteer doctor, providing first aid or good samaritan services during their work hours for you will be deemed to be acting within the scope of their employment by you or performing du- ties related to the conduct of your business. 11. Broadened Notice Of Occurrence Paragraph a. of Condition 2. Duties In The Event Of Occurrence, Offense, Claim Or Suit under Section IV - Com- mercial General Liability Conditions is replaced by the following: a. You must see to it that we are notified as soon as practicable of an "occur- rence" oran offense which mayresult in a claim. To the extent possible, no- tice should include: (1) How, when and where the "oc- currence" or offense took place; (2) The names and addresses of any injured persons and wit- nesses;and (3) The nature and location of any injury or damage arising out of the "occurrence" or offense. This requirement applies only when the "occurrence" or offense is known to any insured listed under Paragraph 1. of Section II - Who Is An Insured or any "employee" authorized by you to give or receive notice of an "occur- rence" or offense. 12. Nonowned Aircraft The following is added to Exclusion 2.g. Aircraft, Auto Or Watercraft under Sec- tion I - Coverage A - Bodily Injury And Property Damage Liability: This exdusion does not apply to an air- craft you do not own, provided that: a. The pilot in command holds a current effective certificate, issued by a duly constituted authority of the United States of America or Canada, desig- nating that person as a commercial or airline transport pilot; b. The aircraft is rented with a trained, paid crew; and c. The aircraft does not transport per- sons or cargo for a charge. 13. Bodily Injury Redefined Section V - Definitions, 3. "Bodily injury' is replaced by the following: 3. "Bodily injury' means bodily harm or injury, sickness, disease, disability, humiliation, shock, fright, mental an- guish or mental injury, including care, loss of services or death resulting from any of these at any time. 14. Expected Or Intended Injury Redefined The last sentence of Exclusion 2.a. Ex- pected Or Intended Injury under Sec. tion I - Coverage A - Bodily Injury And Property Damage Liability is replaced by the following: This exclusion does not apply to 'bodily injury' or "property damage" resulting from the use of reasonable force to protect per- sons or property. 15. Former Employees As Insureds The following is added to Paragraph 2. under Section II - Who Is An Insured: 2. Each of the following is also an in- sured: Any of your former "employees", di- rectors, managers, members, part- ners or "executive offoers", including but not limited to retired, disabled or those on leave of absence, but only for acts within the scope of their em- ployment by you or for duties related to the conduct of your business. Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc., with its permission. Page 14 of 14 POLICY NUMBER: EPP 071 15 10 COMMERCIAL GENERAL LIABILITY CG 25 03 OS 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): EACH OF THE NAMED INSURED'S CONSTRUCTION PROJECTS Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A For all sums which the insured becomes legal- shown in the Declarations nor shall they ly obligated to pay as damages caused by "oc- reduce any other Designated Construction currences" under Section 1 - Coverage A, and Project General Aggregate Limit for any for all medical expenses caused by accidents other designated construction project under Section I - Coverage C, which can be at- shown in the Schedule above. tributed only to ongoing operations at a single designated construction project shown in the 4. The limits shown in the Declarations for Schedule above: Each Occurrence, Damage To Premises Rented To You and Medical Expense 1. A separate Designated Construction Pro- continue to apply. However, instead of be- ject General Aggregate Limit applies to ing subject to the General Aggregate Limit each designated construction project, and shown in the Declarations, such limits will that limit is equal to the amount of the be subject to the applicable Designated General Aggregate Limit shown in the Construction Project General Aggregate Declarations. Limit. 2. The Designated Construction Project B. For all sums which the insured becomes legal - General Aggregate Limit is the most we ly obligated to pay as damages caused by "oc- will pay for the sum of all damages under currences" under Section I - Coverage A, and Coverage A, except damages because of for all medical expenses caused by accidents "bodily injury" or "property damage" in- under Section I - Coverage C, which cannot be cluded in the "products -completed opera- attributed only to ongoing operations at a sin- tions hazard", and for medical expenses gle designated construction project shown in under Coverage C regardless of the num- the Schedule above: ber of. 1. Any payments made under Coverage A a. Insureds; for damages or under Coverage C for b. Claims made or "suits" brought; or medical expenses shall reduce the amount available under the General Ag- c. Persons or organizations making gregate Limit or the Products -completed claims or bringing "suits". Operations Aggregate Limit, whichever is applicable; and 3. Any payments made under Coverage A for damages or under Coverage C for 2. Such payments shall not reduce any Des - medical expenses shall reduce the Des- ignated Construction Project General Ag- ignated Construction Project General Ag- gregate Limit. gregate Limit for that designated con- C. When coverage for liability arising out of the struction project. Such payments shall not "products -completed operations hazard" is reduce the General Aggregate Limit provided, any payments for damages because CG 25 03 05 09 m Insurance Services Office, Inc., 2008 Pagel of 2 ❑ of "bodily injury" or "property damage" included in the "products -completed operations hazard" will reduce the Products -completed Operations Aggregate Limit, and not reduce the General Aggregate Limit nor the Designated Construc- tion Project General Aggregate Limit. D. If the applicable designated construction pro- ject has been abandoned, delayed, or aban- doned and then restarted, or if the authorized contracting parties deviate from plans, blue- prints, designs, specifications or timetables, the project will still be deemed to be the same construction project. E. The provisions of Section III - Limits Of Insur- ance not otherwise modified by this endorse- ment shall continue to apply as stipulated. CG 25 03 05 09 0 Insurance Services Office, Inc., 2008 Page 2 of 2 ❑ THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CinciPlus® BUSINESS AUTO XC+® (EXPANDED COVERAGE PLUS) ENDORSEMENT This endorsement modifies insurance provided by the following: BUSINESS AUTO COVERAGE FORM With respect to the coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement. A. Blanket Waiver of Subrogation SECTION IV - BUSINESS AUTO CONDI- TIONS, A. Loss Conditions, 5. Transfer of Rights of Recovery Against Others to Us is amended by the addition of the following: We waive any right of recovery we may have against any person or organization because of payments we make for "bodily injury" or "property damage" arising out of the operation of a covered "auto" when you have assumed liability for such "bodily injury" or "property damage" under an "insured contract", provid- ed the "bodily injury" or "property damage" oc- curs subsequent to the execution or the "in- sured contract". B. Noncontributory Insurance SECTION IV - BUSINESS AUTO CONDI- TIONS, B. General Conditions, 5. Other In- surance C. is deleted in its entirety and re- placed by the following: Regardless of the provisions of Par- agraph a. above, this Coverage Form's Liability Coverage is primary and we will not seek contribution from any other insurance for any lia- bility assumed under an "insured contract" that requires liability to be assumed on a primary noncontributo- ry basis. C. Additional Insured by Contract This provision does not apply unless the valid written contract has been: 1. Executed prior to the accident causing "bodily injury" or "property damage"; and 2. Is still in force at the time of the "accident" causi�g "bodily injury" or "property dam- age . D. Employee Hired Auto 1. Changes in Liability Coverage The following is added to the SECTION II - LIABILITY COVERAGE, A. Coverage, 1. Who is an Insured: An "employee" of yours is an "insured" while operating an "auto" hired or rented under a contract or agreement in that "employee's" name, with your permission, while performing duties related to the conduct of your business. 2. Changes in General Conditions SECTION IV - BUSINESS AUTO CON- DITIONS, B. General Conditions, 5. Other Insurance is deleted in its entirety and replaced by the following: b. For Hired Auto Physical Damage Coverage the following are deemed to be covered "autos" you own: (1) Any covered "auto" you lease, hire, rent or borrow; and SECTION II - LIABILITY COVERAGE, A. Coverage, 1. Who is an Insured is amended (2) Any covered "auto" hired or to include as an insured any person or organi- rented by your "employee" under zation for whom you have agreed in a valid a contract in that individual "em- written contract to provide insurance as af- ployee's" name, with your per - forded by this policy. mission, while performing duties related to the conduct of your This provision is limited to the scope of the business. valid written contract. Includes copyrighted material of ISO AA288 06 20 Properties, Inc., with its permission. Page 1 of 4 However, any "auto" that is leased, hired, rented or borrowed with a driver is not a covered "auto". E. Audio, Visual and Data Electronic Equip- ment SECTION III - PHYSICAL DAMAGE COW ERAGE, C. Limit of Insurance is amended by adding the following: 4. The most we will pay for all "loss" to au- dio, visual or data electronic equipment and any accessories used with this equipment as a result of any one "acci- dent" is the lesser of: a. The actual cash value of the dam- aged or stolen property as of the time of the "accident"; b. The cost of repairing or replacing the damaged or stolen property with oth- er property of like kind and quality; or C. $2,500. Provided the equipment, at the time of the "loss" is: a. Permanently installed in or upon the covered "auto" in a housing, opening or other location that is not normally used by the "auto" manufacturer for the installation of such equipment; b. Removable from a permanently in- stalled housing unit as described in Paragraph 2.a. above; or C. An integral part of such equipment. F. Who is an Insured -Amended SECTION II - LIABILITY COVERAGE, A. Coverage, 1. Who is an Insured is amended by adding the following: The following are "insureds": 1. Any subsidiary which is a legally incorpo- rated entity of which you own a financial interest of more than 50% of the voting stock on the effective date of this cover- age form. However, the insurance afforded by this provision does not apply to any subsidiary that is an "insured" under any other au- tomobile liability policy or would be an "in- sured" under such policy but for termina- tion of such policy or the exhaustion of such policy's limits of insurance. 2. Any organization that is newly acquired or formed by you and over which you main- tain majority ownership. The insurance provided by this provision: a. Is effective on the date of acquisition or formation, and is afforded for 180 days after such date; b. Does not apply to "bodily injury" or "property damage" resulting from an "accident" that occurred before you acquired or formed the organization; C. Does not apply to any newly acquired or formed organization that is a joint venture or partnership; and d. Does not apply to an insured under any other automobile liability policy or would be an insured under such a policy but for the termination of such policy or the exhaustion of such poli- cy's limits of insurance. 3. Any of your "employees" while using a covered "auto" in your business or your personal affairs, provided you do not own, hire or borrow that "auto". G. Liability Coverage Extensions - Supple- mentary Payments - Higher Limits SECTION II - LIABILITY COVERAGE, A. Coverage, 2. Coverage Extensions, a. Sup- plementary Payments is amended by: 1. Replacing the $2,000 Limit of Insurance for bail bonds with $4,000 in (2); and 2. Replacing the $250 Limit of Insurance for reasonable expenses with $500 in (4). H. Amended Fellow Employee Exclusion SECTION II - LIABILITY COVERAGE, B. Ex- clusions, 5. Fellow Employee is modified as follows: Exclusion 5. Fellow Employee is deleted. I. Hired Auto - Physical Damage If hired "autos" are covered "autos" for Liability Coverage, then Comprehensive and Collision Physical Damage Coverages as provided un- der SECTION III - PHYSICAL DAMAGE COVERAGE of this Coverage Part are ex- tended to "autos" you hire, subject to the fol- lowing: 1. The most we will pay for "loss" to any hired "auto" is $50,000 or the actual cash value or cost to repair or replace, which- ever is the least, minus a deductible. 2. The deductible will be equal to the largest deductible applicable to any owned "auto" for that coverage, or $1,000, whichever is less. 3. Hired Auto - Physical Damage coverage is excess over any other collectible insur- ance. Includes copyrighted material of ISO AA288 06 20 Properties, Inc., with its permission. Page 2 of 4 4. Subject to the above limit, deductible, and excess provisions we will provide cover- age equal to the broadest coverage appli- cable to any covered "auto" you own in- sured under this policy. Coverage includes loss of use of that hired au- to, provided it results from an "accident" for which you are legally liable and as a result of which a monetary loss is sustained by the leasing or rental concern. The most we will pay for any one "accident" is $3,000. If a limit for Hired Auto - Physical Damage is shown in the Schedule, then that limit replac- es, and is not added to, the $50,000 limit indi- cated above and the deductibles shown in the Schedule are applicable. J. Rental Reimbursement SECTION III - PHYSICAL DAMAGE COV- ERAGE is amended by adding the following: 1. We will pay for rental reimbursement ex- penses incurred by you for the rental of an "auto" because of a "loss" to a covered "auto". Payment applies in addition to the otherwise applicable amount of each cov- erage you have on a covered "auto". No deductible applies to this coverage. 2. We will pay only for those expenses in- curred during the policy period beginning 24 hours after the "loss" and ending, re- gardless of the policy's expiration, with the lesser of the following number of days: a. The number of days reasonably re- quired to repair the covered "auto". If "loss" is caused by theft, this number of days is added to the number of days it takes to locate the covered "auto" and return it to you; or b. 30 days. 3. Our payment is limited to the lesser of the following amounts: a. Necessary and actual expenses in- curred; or b. $50 per day. 4. This coverage does not apply while there are spare or reserve "autos" available to you for your operations. K. Transportation Expense -Higher Limits SECTION III - PHYSICAL DAMAGE COV- ERAGE, A. Coverage, 4. Coverage Exten- sions is amended by replacing $20 per day with $50 per day, and $600 maximum with $1,500 maximum in Extension a. Transpor- tation Expenses. L. Airbag Coverage SECTION III - PHYSICAL DAMAGE COV- ERAGE, B. Exclusions, 3.a. is amended by adding the following: However, the mechanical and electrical breakdown portion of this exclusion does not apply to the accidental discharge of an airbag. This coverage for airbags is excess over any other collectible insurance or warranty. M. Loan or Lease Gap Coverage 1. SECTION III - PHYSICAL DAMAGE COVERAGE, C. Limit of Insurance is deleted in its entirety and replaced by the following, but only for private passenger type "autos" with an original loan or lease, and only in the event of a "total loss" to such a private passenger type "auto": a. The most we will pay for "loss" in any one "accident" is the greater of: (1) The amount due under the terms of the lease or loan to which your covered private passenger type "auto" is subject, but will not include: (a) Overdue lease or loan pay- ments; (b) Financial penalties imposed under the lease due to high mileage, excessive use or abnormal wear and tear; (c) Security deposits not re- funded by the lessor; (d) Costs for extended warran- ties, Credit Life Insurance, Health, Accident or Disabil- ity Insurance purchased with the loan or lease; and (a) Carry-over balances from previous loans or leases, or 5. We will pay under this coverage only that (2) Actual cash value of the stolen amount of your rental reimbursement ex- or damaged property. penses which is not already provided for b. An adjustment for depreciation and under SECTION III - PHYSICAL DAM- physical condition will be made in de - AGE COVERAGE, A. Coverage, 4. termining actual cash value at the Coverage Extensions, time of "loss". Includes copyrighted material of ISO AA288 06 20 Properties, Inc., with its permission. Page 3 of 4 2. SECTION V - DEFINITIONS is amended by adding the following, but only for the purposes of this Loan or Lease Gap Coverage: "Total loss" means a "loss" in which the cost of repairs plus the salvage value ex- ceeds the actual cash value. N. Glass Repair - Waiver of Deductible SECTION III - PHYSICAL DAMAGE COV- ERAGE, D. Deductible is amended by adding the following: No deductible applies to glass damage if the glass is repaired in a manner acceptable to us rather than replaced. O. Duties in the Event of an Accident, Claim, Suit or Loss - Amended SECTION IV - BUSINESS AUTO CONDI- TIONS, A. Loss Conditions, 2. Duties in the Event of Accident, Claim, Suit or Loss, a. is amended by adding the following: This condition applies only when the "acci- dent' or "loss" is known to: 1. You, if you are an individual; 2. A partner, if you are a partnership; 3. An executive officer or insurance manag- er, if you are a corporation; or 4. A member or manager, if you are a lim- ited liability company. P. Unintentional Failure to Disclose Hazards SECTION IV - BUSINESS AUTO CONDI- TIONS, B. General Conditions, 2. Conceal- ment, Misrepresentation or Fraud is amended by adding the following: However, if you unintentionally fail to disclose any hazards existing on the effective date of this Coverage Form, we will not deny cover- age under this Coverage Form because of such failure. O. Mental Anguish Resulting from Bodily Inju- ry SECTION V - DEFINITIONS, C. "Bodily inju- ry" is deleted in its entirety and replaced by the following: 'Bodily injury' means bodily injury, sickness or disease sustained by a person, including men- tal anguish and death sustained by the same person that results from such bodily injury, sickness or disease. 'Bodily injury' does not include mental anguish or death that does not result from bodily injury, sickness or disease. R. Coverage for Certain Operations in Con- nection with Railroads With respect to the use of a covered "auto" in operations for or affecting a railroad: 1. SECTION V - DEFINITIONS, H. "Insured contract', 1.c. is deleted in its entirety and replaced by the following: C. An easement or license agreement; 2. SECTION V - DEFINITIONS, H. "Insured contract'. 2.a. is deleted. Includes copyrighted material of ISO AA288 06 20 Properties, Inc., with its permission. Page 4 of 4 COMMERCIAL UMBRELLA LIABILITY COVERAGE FORM Various provisions in this Coverage Part restrict this insurance. Read the entire Coverage Part carefully to determine rights, duties and what is and is not covered. Throughout this Coverage Part 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 Coverage Part. The words "we", "us" and "our" refer to the Company providing this insurance. The word "insured" means any person or organiza- tion qualifying as such under SECTION II - WHO IS AN INSURED. Other words and phrases that appear in quotation marks have special meaning. Refer to SECTION V - DEFINITIONS. SECTION I - COVERAGE A. Insuring Agreement 1. We will pay on behalf of the insured the "ultimate net loss" which the insured is le- gally obligated to pay as damages for "bodily injury", "personal and advertising injury" or "property damage" to which this insurance applies: a. Which is in excess of the "underlying insurance"; or b. Which is either excluded or not in- sured by "underlying insurance". 2. If any limit of insurance, such as a sublim- it, is specified in the "underlying insur- ance", this insurance does not apply to "bodily injury", "personal and advertising injury" or "property damage" arising out of that exposure unless that limit of insur- ance is specified in the Schedule of Un- derlying Insurance. 3. This insurance applies to "bodily injury', "personal and advertising injury' or "prop- erty damage" only if: a. The "bodily injury", "personal and ad- vertising injury" or "property damage" is caused by an "occurrence" that takes place in the "coverage territo- ry"; and b. The "bodily injury" or "property dam- age" occurs during the policy period shown in the Declarations; or c. The "personal and advertising injury" results from an "occurrence" that takes place during the policy period shown in the Declarations; and d. Prior to the "coverage term" no in- sured listed under Paragraph 1. of Section II - Who Is An Insured and no "employee" authorized by you to give or receive notice of an "occurrence" or claim, knew that the "bodily injury" or "property damage" had occurred, in whole or in part, or that the "per- sonal and advertising injury" offense had been committed, in whole or in part. If such a listed insured or au- thorized "employee" knew, prior to the "coverage term", that the "bodily Injury" or "property damage" oc- curred, or that the "personal and ad- vertising injury" offense had been committed, then any continuation, change or resumption of such "bodily injury", "personal and advertising inju- ry" or "property damage" during or af- ter the "coverage term" will be deemed to have been known prior to the policy period. 4. "Bodily injury" or "property damage" which occurs during the "coverage term" and was not, prior to the "coverage term", known to have occurred by any insured listed under Paragraph 1. of Section II - Who Is An Insured or any "employee" au- thorized by you to give or receive notice of an "occurrence" or claim, includes any continuation, change or resumption of that "bodily injury" or "property damage" after the end of the "coverage term". 5. "Personal and advertising injury" caused by an offense which was committed dur- ing the "coverage term" and was not, prior to the "coverage term", known to have been committed by any insured listed un- der Paragraph 1. of Section II - Who Is An Insured or any "employee" authorized by you to give or receive notice of an "occur- rence" or claim, includes any continuation, change or resumption of that "personal and advertising injury" offense after the end of the "coverage term". 6. "Bodily injury" or "property damage" will be deemed to have been known to have oc- curred, or a "personal and advertising in- jury" offense will be deemed to have been known to have been committed at the ear- liest time when any insured listed under Paragraph 1. of Section II - Who Is An In- sured or any "employee" authorized by you to give or receive notice of an "occur- rence" or claim: Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 3 of 23 a. Reports all, or any part, of the "bodily injury", "personal and advertising inju- ry" or "property damage" to us or any other insurer; b. Receives a written or verbal demand or claim for damages because of the "bodily injury", "personal and advertis- ing injury" or "property damage"; or c. Becomes aware by any other means that "bodily injury" or "property dam- age" had occurred or has begun to occur, or that the "personal and ad- vertising injury" offense had been committed or has begun to be com- mitted. 7. The amount we will pay for damages is limited as described in SECTION III - LIM- ITS OF INSURANCE. No other obligation or liability to pay sums or perform acts or services is covered, unless expressly provided for under SECTION I - COVERAGE, C. Defense and Supplemen- tary Payments. B. Exclusions This insurance does not apply to: Asbestos Any liability arising out of, attributable to or any way related to asbestos in any form or transmitted in any manner. 2. Breach of Contract, Failure to Perform, Wrong Description and Violation of Another's Rights "Personal and advertising injury": a. Arising out of breach of contract, ex- cept an implied contract to use an - other's advertising Idea in your "ad- vertisement"; b. Arising out of the failure of goods, products or services to conform with any statement of quality or perfor- mance made in your "advertisement"; c. Arising out of the wrong description of the price of goods, products or services stated in your "advertise- ment": or d. Caused by or at the direction of the insured with the knowledge that the act would violate the rights of another and would inflict "personal and adver- tising injury". 3. Contractual Liability assumption of liability in a contract or agreement. This exclusion does not apply to liability for "bodily injury", "personal and advertising injury" or "property damage": a. That the insured would have in the absence of the contract or agree- ment; or b. Assumed in a contract or agreement that is an "insured contract", provided the "bodily injury", "personal and ad- vertising injury" or "property damage" occurs subsequent to the execution of the contract or agreement. 4. Damage to Impaired Property or Prop- erty Not Physically Injured "Property damage" to "impaired property" or property that has not been physically in- jured, arising out of: a. A defect, deficiency, inadequacy or dangerous condition in "your product" or "your work"; or b. A delay or failure by you or anyone acting on your behalf to perform a contractor agreement in accordance with its terms. This exclusion does not apply to the loss of use of other property arising out of sudden and accidental physical injury to .your product" or "your work" after it has been put to its intended use. 5. Damage to Property "Property damage" to: a. Property: (1) You own, rent, or occupy, includ- ing any costs or expenses in- curred by you, or any other per- son, organization or entity, for repair, replacement, enhance- ment, restoration or mainte- nance of such property for any reason, including prevention of Injury to a person or damage to another's property; or (2) Owned or transported by the in- sured and arising out of the ownership, maintenance or use of an "auto". b. Premises you sell, give away or abandon, if the "property damage" arises out of any part of those prem- ises; c. Property loaned to you; Any liability for which the insured is obli- d. Personal property in the care, custo- gated to pay damages by reason of the dy or control of the insured; Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 4 of 23 e. That particular part of real property TCPA, CAN-SPAM Act of 2003 or on which you or any contractors or FCRA and their amendments and subcontractors working directly or in- additions, that addresses, prohibits or directly on your behalf are performing limits the printing, dissemination, dis- operations, if the "property damage" posal, collecting, recording, sending, arises out of those operations; or transmitting, communicating or distri- bution of material or information. f. That particular part of any property that must be restored, repaired or re- 9. Electronic Chatrooms or Bulletin placed because "your work" was in- Boards correctly performed on it. "Personal and advertising injury" arising Paragraph b. of this exclusion does not out of an electronic chatroom or bulletin apply if the premises are "your work" and board the insured hosts, owns, or over were never occupied, rented or held for which the insured exercises control. rental by you. 10. Electronic Data Paragraphs a.(2), c., d., e. and f. of this exclusion do not apply to liability assumed Damages arising out of the loss of, loss of under a sidetrack agreement. use of, damage to, corruption of, inability "elec- to access, or inability to manipulate Paragraphs c. and d. of this exclusion do tronic data". not apply to liability assumed under a writ- However, this exclusion does not apply: ten Trailer Interchange agreement. Paragraph f. of this exclusion does not (1) To liability for damages because of apply to "property damage" included in the bodily injury"; or "products -completed operations hazard". (2) When such insurance is provided by S. Damage to Your Product valid and collectible "underlying in- surance" listed in the Schedule of "Property damage" to "your product" aris- Underlying Insurance, or would have ing out of it or any part of it. been provided by such listed "under- lying insurance" except for the ex- 7. Damage to Your Work haustion by payment of claims of its "Property damage" to "your work" arising limits of insurance, and then only for out of it or any part of it and included in such hazards for which coverage is "underlying the "products -completed operations haz- provided by such insur- ance", unless otherwise excluded by ard". this Coverage Part. This exclusion does not apply if the dam- 11. Employer's Liability Limitation aged work or the work out of which the damage arises was performed on your Any liability arising from any injury to: behalf by a subcontractor. a. An "employee" the insured sus- 8. Distribution or Recordingof Material or k tained in the "workplace"; Information in Violation of Law b. An "employee" of the insured arising An liability arising direct) or indirect) out Y tY 9 Y Y out of the performance of duties re - of any action or omission that violates or lated to the conduct of the insured's is alleged to violate: business; or a. The Telephone Consumer Protection c. The spouse, child, parent, brother or Act (TCPA), including any amend- sister of that "employee" as a conse- ment of or addition to such law; quence of a. or b. above. b. The CAN-SPAM Act of 2003, includ- This exclusion applies: ing any amendment of or addition to such law; a. Whether the insured may be liable as an employer or in any other capacity; c. The Fair Credit Reporting Act and (FCRA), and any amendment of or addition to such law, including the b. To any obligation to share damages Fair and Accurate Credit Transaction with or repay someone else who Act (FACTA); or must pay damages because of the in- d. Any federal, state or local statute, or- jury. dinance or regulation, other than the Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 5 of 23 This exclusion does not apply when such insurance is provided by valid and collect- ible "underlying insurance" listed in the Schedule of Underlying Insurance, or would have been provided by such listed "underlying insurance" except for the ex- haustion by payment of claims of its limits of insurance, and then only for such haz- ards for which coverage is provided by such "underlying insurance", unless oth- erwise excluded by this Coverage Part. 12. Employment -Related Practices Any liability arising from any injury to: a. A person arising out of any: (1) Refusal to employ that person; (2) Termination of that person's em- ployment; or (3) Other employment -related prac- tices, policies, acts or omissions including but not limited to coer- cion, criticism, demotion, evalua- tion, failure to promote, reas- signment, discipline, defamation, harassment, humiliation, discrim- ination or malicious prosecution directed at that person; or b. The spouse, child, parent, brother or sister of that person as a conse- quence of any Injury to that person at whom any of the employment -related practices described in Paragraphs 12.a.(1), (2), or (3) above is directed. This exclusion applies: a. Whether the injury -causing event de- scribed in Paragraphs 12.a.(1), (2), or (3) above occurs before employment, during employment or after employ- ment of that person; b. Whether the insured may be liable as an employer or In any other capacity; and c. To any obligation to share damages with or repay someone else who must pay damages because of the in- jury. 13. Expected or Intended Injury "Bodily injury" or "property damage" which may reasonably be expected to result from the intentional or criminal acts of the insured or which is in fact expected or in- tended by the insured, even if the injury or damage is of a different degree or type than actually intended or expected. However, this exclusion does not apply to: a. "Bodily injury" resulting from the use of reasonable force to protect per- sons or property; or b. "Bodily Injury" or "property damage" resulting from the use of reasonable force to prevent or eliminate danger in the operation of "autos" or water- craft. 14. Falsity, Prior Publication, Criminal Act and Media and Internet Type Busi- nesses "Personal and advertising injury": a. Arising out of oral or written publica- tion in any manner of material, if done by or at the direction of the in- sured with knowledge of its falsity; b. Arising out of oral or written publica- tion in any manner of material whose first publication took place before the later of the following: (1) The inception of this Coverage Part; or (2) The "coverage term" in which in- surance coverage is sought; c. Arising out of a criminal act commit- ted by or at the direction of the in- sured; or d. Committed by an insured whose business is: (1) Advertising, broadcasting, pub- lishing or telecasting; (2) Designing or determining content of websites for others; or (3) An Internet search, access, con- tent or service provider. However, Paragraph d. does not ap- ply to Paragraphs 17.a., b., c., d. and 1. of "personal and advertising injury" under SECTION V - DEFINITIONS. For the purposes of Paragraph d., the placing of frames, borders or links, or advertising, for you or others anywhere on the Internet, is not by it- self, considered the business of ad- vertising, broadcasting, publishing or telecasting. 15. Infringement of Copyright, Patent, Trademark or Trade Secret "Personal and advertising injury" arising out of the infringement of copyright, pa- tent, trademark, trade secret or other in- tellectual property rights. Under this ex- clusion, such other intellectual property Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 6 of 23 rights do not include the use of another's advertising idea in your "advertisement". However, this exclusion does not apply to infringement in your "advertisement", of copyright, trade dress or slogan. 16. Pollutant - Auto a. "Bodily injury" or "property damage" arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release, emis- sion or escape of "pollutants": (1) That are, or that are contained in any property that is: (a) Being transported or towed by, handled, or handled for movement into, onto or from, an "auto" that an in- sured owns, hires, borrows, rents, leases, or that is op- erated on their behalf in any other fashion; (b) Otherwise in the course of transit by or on behalf of the insured; or (c) Being stored, disposed of, treated or processed in or upon an "auto" that an in- sured owns, hires, borrows, rents, leases, or that is op- erated on their behalf in any other fashion; (2) Before the "pollutants" or any property in which the "pollutants" are contained are moved from the place where they are accept- ed by the insured for movement into or onto an "auto" that an in- sured owns, hires, borrows, rents, leases, or that is operated on their behalf in any other fash- ion; or (3) After the "pollutants" or any property in which the "pollutants" are contained are moved from an "auto" that an insured owns, hires, borrows, rents, leases, or that is operated on their behalf in any other fashion to the place where they are finally delivered, disposed of or abandoned by the insured. electrical, hydraulic or mechanical functioning of an "auto" that an in- sured owns, hires, borrows, rents, leases, or that is operated on their behalf in any other fashion or its parts, if: (a) The "pollutants" escape, seep, migrate, or are discharged, dis- persed or released directly from an "auto" part designed by its manufacturer to hold, store, re- ceive or dispose of such "pollu- tants"; and (b) The "bodily injury" or "property damage" does not arise out of the operation of any equipment listed in Paragraphs f.(2) and (3) of the definition of "mobile equipment". However, this exception to Paragraph (1) does not apply if the fuels, lubri- cants, or other operating fluids, ex- haust gases or other similar "pollu- tants" are intentionally discharged, dispersed, emitted or released. Paragraphs (2) and (3) above do not apply to an "occurrence" that occurs away from premises owned by or rented to an insured with respect to "pollutants" not in or upon an "auto" that an insured owns, hires, borrows, rents, leases, or that is operated on their behalf in any other fashion if: (a) The "pollutants" or any property in which the "pollutants" are con- tained are upset, overturned or damaged as a result of the maintenance or use of an "auto" that an insured owns, hires, bor- rows, rents, leases, or that is op- erated on their behalf in any oth- er fashion; and (b) The discharge, dispersal, seep- age, migration, release, emis- sion or escape of the "pollutants" is caused directly by such upset, overturn or damage. b. Any liability caused by "pollutants" and arising from the operation, maintenance, use, "loading or un- loading" of an "auto", for which insur- ance coverage is excluded by "under- lying insurance". Paragraph (1) above does not apply to"bodily Injury" or"property damage" 17. Pollutant - Other Than Auto arising from fuels, lubricants, or other a. "Bodily injury" or "property damage" operating fluids, exhaust gases or arising out of the actual, alleged or other similar "pollutants" that are threatened discharge, dispersal, needed for or result from the normal Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 7 of 23 seepage, migration, release, emis- sion or escape of "pollutants": (1) At or from any premises, site or location which is or was at any time owned or occupied by, or rented or loaned to, any insured. However, Paragraph a.(1) of this exclusion does not apply to the following if such liability is cov- ered by "underlying insurance" listed in the Schedule of Underly- ing Insurance, but only to the ex- tent insurance is provided at the "underlying limit" specified in the Schedule of Underlying Insur- ance for the "underlying insur- ance" listed and subject to all its terms, limitations and conditions: (a) "Bodily injury", if sustained within a building and caused by smoke, fumes, vapor or soot produced by or origi- nating from equipment that is used to heat, cool or de- humidify the building, or equipment that is used to heat water for personal use by the building's occupants or their guests; (b) "Bodily injury" or "property damage" for which you may be held liable, if you are a contractor, and the owner or lessee of such premises, site or location has been added to your "underlying insurance" as an additional insured with respect to your ongoing operations or "your work" performed for that additional insured at that premises, site or location and such premises, site or location is not and never was owned or occupied by, or rented or loaned to, any insured, other than that ad- ditional insured; or (c) "Bodily injury" or "property damage" arising out of heat, smoke or fumes from a "hostile fire"; (2) At or from any premises, site or location which is or was at any time used by or for any insured or others for the handling, stor- age, disposal, processing or treatment of waste; (3) Which are or were at any time transported, handled, stored, treated, disposed of, or pro- cessed as waste by or for any insured or any person or organi- zation for whom you may be le- gally responsible; (4) At or from any premises, site or location on which any insured or any contractors or subcontrac- tors working directly or indirectly on any insured's behalf are per- forming operations, if the "pollu- tants" are brought on or to the premises, site or location in con- nection with such operations by such insured, contractor or sub- contractor. However, Paragraph a.(4) of this exclusion does not apply to the following if such liability is cov- ered by "underlying insurance" listed in the Schedule of Underly- ing Insurance, but only to the ex- tent insurance is provided at the "underlying limit" specified in the Schedule of Underlying Insur- ance for the "underlying insur- ance" listed and subject to all its terms, limitations and conditions: (a) 'Bodily injury" or "property damage" arising out of the escape of fuels, lubricants or other operating fluids which are needed to per- form the normal electrical, hydraulic or mechanical functions necessary for the operation of "mobile equip- ment" or its parts, if such fuels, lubricants or other op- erating fluids escape from a vehicle part designed to hold, store or receive them. This exception does not ap- ply if the "bodily injury" or "property damage" arises out of the intentional dis- charge, dispersal or release of the fuels, lubricants or other operating fluids, or if such fuels, lubricants or other operating fluids are brought on or to the premis- es, site or location with the intent that they be dis- charged, dispersed or re- leased as part of the opera- tions being performed by such insured, contractor or subcontractor; Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 8 of 23 (b) "Bodily injury" or "property d. Any liability caused by "pollutants", for damage" sustained within a which insurance coverage is exclud- building and caused by the ed by "underlying insurance". release of gases, fumes or vapors from materials 18. Recall of Products, Work or Impaired brought into that building in Property connection with operations Any liability or damages claimed for any being performed by you or loss, cost or expense incurred by you or on your behalf by a contrac- others for the loss of use, withdrawal, re - tor or subcontractor; or call, Inspection, repair, replacement, ad- (c) "Bodily injury" or "property justment, removal or disposal of: damage" arising out of heat, a. "Your product"; smoke or fumes from a "hostile fire"; or b. "Your work"; or (5) At or from any premises, site or c. "Impaired Property"; location on which any insured or any contractors or subcontrac- if such product, work or property is with - tors working directly or indirectly drawn or recalled from the market or from on any insured's behalf are per- use by any person or organization be - forming operations, if the opera- cause of a known or suspected defect, tions are to test for, monitor, deficiency, inadequacy or dangerous con - clean up, remove, contain, treat, dition in it. detoxify or neutralize, or in any 19. Unauthorized Use of Another's Name way respond to or assess the ef- or Product fects of, "pollutants". "Personal and advertising injury" arising b. "Personal and advertising injury" ads- out of the unauthorized use of another's ing out of the actual, alleged or name or product in your e-mail address, threatened discharge, dispersal, domain name or metatag or any other seepage, migration, release, escape similar tactics to mislead another's poten- or emission of "pollutants" at any tial customers. time. 20. War c. Any loss, cost or expense arising out of any: Any liability, however caused, arising di- rectly or indirectly, out of: (1) Request, demand, order or stat- utory or regulatory requirement a. War, including undeclared or civil that any insured or others test war; for, monitor, clean up, remove, contain, treat, detoxify or neutral- b. Warlike action by a military force, in- ize, or in any way respond to, or cluding action in hindering or defend - assess the effects of, "pollu- ing against an actual or expected at- tants"; or tack by any government, sovereign or authority using military personnel or (2) Claim or suit by or on behalf of a other agents; or governmental authority for dam- ages because of testing for, c. Insurrection, rebellion, revolution, monitoring, cleaning up, remov- usurped power or action taken by ing, containing, treating, detoxify- governmental authority in hindering ing or neutralizing, or in anyway or defending against any of these. responding to, or assessing the 21. Workers' Compensation effects of, "pollutants". Any liability or obligation of the insured' However, this Paragraph c. does not under any workers' compensation, unem- apply to liability for damages because ployment compensation, disability benefits of "property damage" that the insured or similar law. However, this exclusion would have in the absence of such does not apply to liability of others as - request, demand, order or statutory sumed by you under an "insured contract" or regulatory requirement, or such in existence at the time of "occurrence". claim or "suit" by or on behalf of a governmental authority. C. Defense and Supplementary Payments 1. We will have the right and duty to defend the insured against any "suit" seeking Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 9 of 23 damages because of "bodily injury", "per- sonal and advertising injury" or "property damage" to which this insurance applies. We will have no duty to defend the in- sured against any "suit" seeking damages for "bodily injury", "personal and advertis- ing injury" or "property damage" to which this insurance does not apply. We may, at our discretion, investigate any "occur- rence" and settle any claim or "suit" that may result when: a. The applicable limits of the "underly- ing insurance" and any other insur- ance have been exhausted by pay- ment of claims; or b. Damages are sought for "bodily inju- ry", "personal and advertising injury" or "property damage" which are not covered by "underlying insurance" or other insurance. 2. Our right and duty to defend ends when the applicable Limit of Insurance, as stat- ed in the Declarations, has been exhaust- ed by payment of claims. 3. We have no duty to investigate, settle or defend any claim or "suit" other than those circumstances described in Para- graph C.1. However, we do have the right to participate in the investigation, settle- ment or defense of any claim or "suit" to which this insurance applies. If we exer- cise this right, we will do so at our ex- pense. 4. If there is no underlying insurer or other insurance obligated to do so, we will pay the following when we provide a defense: a. All expenses we incur. b. The cost of bail bonds up to $3,000 (including bonds for related traffic law violations) required because of an "occurrence" we cover. We do not have to furnish these bonds. c. The cost of bonds to appeal a judg- ment or award in any claim or "suit" we defend and the cost of bonds to release attachments, but only for bond amounts within the applicable Limits of Insurance. We do not have to furnish these bonds. fees or attorneys' expenses taxed against the insured. 5. If there is no underlying insurer obligated to do so, we will pay the following for an "occurrence" to which this insurance ap- plies, even if we have no duty to provide a defense: a. Prejudgment interest awarded against the insured on that part of the judgment we become obligated to pay and which falls within the appli- cable Limit of Insurance. If we make an offer to pay the applicable Limits of Insurance, we will not pay any pre- judgment interest based on the peri- od of time after the offer. b. All interest awarded against the in- sured on the full amount of any I udgment that accrues: (1) After entry of the judgment; and (2) Before we have paid, offered to pay or deposited in court the part of the judgment that is within the applicable Limit of Insurance. 6. The payments described in Paragraphs 4. and 5. above will not reduce the Limits of Insurance provided by this Coverage Part when defense or supplementary pay- ments provided by the "underlying insur- ance" do not reduce their Limits of Insur- ance. However, when defense or supple- mentary payments provided by the "un- derlying insurance" reduce their Limits of Insurance then such expense payments paid by us will reduce the Limits of Insur- ance provided by this Coverage Part. 7. If we are prevented by law or otherwise from carrying out any of the provisions of SECTION I - COVERAGE, C. Defense and Supplementary Payments, we will pay any expense incurred with our written consent. SECTION II- WHO IS AN INSURED Except for liability arising out of the ownership, maintenance, occupancy or use of an "auto": a. If you are designated in the Declarations as: (1) An individual, you and your spouse d. Reasonable expenses incurred by are insureds, but only with respect to the insured at our request to assist us the conduct of a business of which in the investigation or defense of the you are the sole owner. claim or "suit", including the actual loss of earnings. (2) A partnership orjoint venture, you are an insured. Your members, partners e. All court costs taxed against the in- and their spouses are also insureds, sured in the "suit". However, these but only with respect to the conduct payments do not include attorneys' of your business. Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 10 of 23 (3) A limited liability company, you are an insured. Your members are also in- sureds, but only with respect to the conduct of your business. Your man- agers are insureds, but only with re- 2. spect to their duties as your manag- ers. (4) Your legal representative if you die, but only with respect to duties as such. Only with respect to liability arising out of the ownership, maintenance, occupancy or use of an "auto": (4) An organization other than a partner- a. You are an insured. ship, joint venture, or limited liability b. Anyone else while using with your permis- pompany, you are an insured. Your sion an "auto" you own, hire or borrow Is executive officers" and directors are also an insured except: insureds, but only with respect to their duties as your officers or direc- (1) The owner or any other person or or - tors. Your stockholders are also in- ganization (except your"executive of- sureds, but only with respect to their ficers" or principals) from whom you liability as stockholders. Each of the hire or borrow an "auto", unless such following is also a Named Insured: persons or organizations are in- sureds in your "underlying insurance" (a) Any "subsidiary" company of listed in the Schedule of Underlying such organization, including any Insurance, and then only for such "subsidiary" of such "subsidiary": hazards for which coverage is pro- 1) Existing at the inception of vided by such "underlying insurance". this Coverage Part; or This exception does not apply if the "auto" is a trailer or semi -trailer con- 2) Formed or acquired on or nected to an "auto" you own. after the inception of this Coverage Part. (2) Your "employee", if the "auto" is owned by that "employee" or a mem- (b) Any other company controlled ber of his or her household, unless: and actively managed by such organization or any "subsidiary" (a) Such "employee" is an insured thereof: with respect to that "auto" in the "underlying insurance" listed in 1) At the inception of this Cov- the Schedule of Underlying In- erage Part; or surance, and then only for such 2) If the control and active hazards for which coverage is provided by such "underlying in - management thereof is ac- surance"; or quired on or after the incep- tion of this Coverage Part. (b) The "bodily injury" or "property damage" is sustained by a co- (5) A trust, you are an insured. Your trus- "employee" of such "employee". tees are also insureds, but only with respect to their duties as trustees. (3) Someone using an "auto" while he or she is working in a business of sell- 6. Each of the followingis also an insured: ing, servicing, repairing, parking or (1) Any "employee" of yours while acting storing "autos", unless that business within the scope of their duties as is yours. such. (4) Anyone other than your "employees", (2) Any person or organization while act- partners (if you are a partnership), ing as your real estate manager. members (if you are a limited liability company), or a lessee or borrower or (3) Any person or organization having any of their "employees", while mov- proper temporary custody of your ing property to or from an "auto". property if you die, but only: c. Anyone liable for the conduct of an in - (a) With respect to liability arising sured described in Paragraphs 2.a. and b. out of the maintenance or use of above is also an insured, but only if they that property; and are provided insurance coverage for such liability by valid and collectible "underlying (b) Until your legal representative insurance" listed in the Schedule of Un- has been appointed. derlying Insurance and then only for such hazards for which coverage is provided by such "underlying insurance". Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with Its permission. Page 11 of 23 3. At your option and subject to the terms and tributed to operations at only a single conditions of this insurance, any other person location, then the Aggregate Limit or organization not addressed by Paragraphs described in 2.c. above applies sepa- l. and 2. above, but covered in the "underlying rately to each location owned by, or insurance" listed in the Schedule of Underlying rented or leased to you. Insurance are also insureds, but only to the ex- tent that Insurance is provided for such person (2) Of your construction projects solely or organization by the "underlying insurance". with respect to damages which are the result of a claim or "suit' for "bodi- No person or organization is an insured with re- ly injury" or "property damage" which spect to the conduct of any current or past partner- can be attributed only to ongoing op - ship, joint venture, or limited liability company that erations and only at a single con - is not shown as a Named Insured in the Declara- struction project, then the Aggregate tions. Limit described in 2.c. above applies separately to each of your construc- SECTION III - LIMITS OF INSURANCE tion projects. 1. The Limits of Insurance shown in the Declara- b. Only with respect to the application of tions and the rules below fix the most we will Limits of Insurance described in 3.a. pay regardless of the number of: above, the following terms location and a. Insureds; construction project will have the following meanings: b. Claims made, "suits" brought or number of vehicles involved or insured; or (1) Location means premises involving the same or connecting lots, or prem- c. Persons or organizations making claims ises whose connection is interrupted or bringing "suits". only by a street, roadway, waterway or right-of-way of a railroad. 2. The Aggregate Limit is the most we will pay for all damages: (2) Construction project means a loca- tion you do not own, rent or lease a. Included in the "products -completed op- where ongoing improvements, altera- erations hazard"; tions, installation, demolition or b. Because of "bodily injury" by disease sus- maintenance work is performed by tained by your "employees" arising out of you or on your behalf. All connected and in the course of their employment by ongoing improvements, alterations, you; or installation, demolition or mainte- nance work performed by you or on c. Because of "bodily injury", "personal and your behalf at the same location for advertising injury" or "property damage" the same persons or entities, no mat - not included within a. or b. above. How- ter how often or under how many dif- ever, this Aggregate Limit will not apply to ferent contracts, will be deemed to be damages which are not subject to an Ag- a single construction project. gregate Limit in the "underlying insur- ance". 4. Subject to the limits described in 2. and 3. above, the Each Occurrence Limit is the most The Aggregate Limit applies separately to a., we will pay for the "ultimate net loss": b. and c. The Aggregate Limit described in c. will apply only to damages not subject to a. or a. In excess of the applicable limits of "un- b. above. derlying Insurance"; or 3. Subject to the Limit of Insurance described In b. If an "occurrence" is not covered by "un- 2.c. above: derlying insurance", but covered by the terms and conditions of this Coverage a. Only in the event that "underlying insur- Part, ance" specifically listed in the Schedule of Underlying Insurance provides an annual for all "bodily injury", "personal and advertising Aggregate Limit of Insurance for damages injury" and property damage" arising out of that would not be subject to 2.a. or b. any one "occurrence". above that is applicable separately to We will not pay more than the Limit of Insur- each: ance shown In this Coverage Part's Declara- (1) Location owned by, or rented or tions for each "occurrence" because any Per - leased to you solely with respect to sonal Umbrella Liability Policy(ies) is/are at - damages which are the result of a tached to this policy. claim or "suit" for "bodily injury" or "property damage" which can be at - Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 12 of 23 5. Subject to, and included within, the Limit of Insurance described in 4. above, we will not pay more than the limit of insurance required for the layer of insurance provided by this Coverage Part on behalf of: a. An additional insured, as set forth in SECTION II - WHO IS AN INSURED, Paragraph 3; or b. A party you have agreed to indemnify in an "insured contract". 6. Subject to the limits described in 2., 3., 4. and 5. above and to the terms and conditions of the "underlying insurance": a. If the limits of "underlying insurance" have been reduced by payment of claims, this Coverage Part will continue in force as excess of the reduced "underlying insur- ance"; or b. If the limits of "underlying insurance" have been exhausted by payment of claims, this Coverage Part will continue in force as "underlying insurance". 7. The Limits of Insurance of this Coverage Part apply separately to each "coverage term". SECTION IV- CONDITIONS 1. Appeals If the insured or any insurer who provides the applicable "underlying insurance" elects not to appeal a judgment which exceeds the "under- lying limit", we may elect to do so at our own expense. We shall be liable for the taxable costs and disbursements and interest inci- dental thereto, but in no event shall this provi- sion increase our liability beyond: a. Our applicable Limits of Insurance for all "ultimate net loss"; b. Our applicable Defense and Supplemen- tary Payments as described in SECTION I - COVERAGE, C. Defense and Supple- mentary Payments; and c. The expense of such appeal. 2. Audit If this Coverage Part is subject to Audit, as in- dicated in the Declarations, then the following Condition applies: a. The premium shown in the Premium Computation Endorsement as Advance Premium is a deposit premium. At the close of each audit period, we will com- pute the earned premium for that period. If: (1) The earned premium is less than the deposit premium, we will return the excess to the first Named Insured; or (2) The earned premium is greater than the deposit premium, the difference will be due and payable to us by the first Named Insured upon notice from us. The due date for audit and retro- spective premiums is the date shown as the due date on the bill. However, in no event will the earned pre- mium be less than the Minimum Premium stated in the Premium Computation En- dorsement. b. The first Named Insured must keep rec- ords of the information we need for pre- mium computation and send us copies at such times as we may request. 3. Bankruptcy Bankruptcy or insolvency of the insured or the insured's estate shall not relieve us of any ob- ligations under this Coverage Part. 4. Duties in the Event of Occurrence, Claim or Suit a. You must see to it that we are notified as soon as practicable of an "occurrence" which may result in a claim or "suit". To the extent possible, notice should include: (1) How, when and where the "occur- rence" took place; (2) The names and addresses of any in- jured persons and witnesses; and (3) The nature and location of any injury or damage arising out of the "occur- rence". This requirement applies only when the "occurrence" is known to an "authorized representative". b. If a claim is made or "suit" is brought against any insured you must: (1) Immediately record the specifics of the claim or "suit" and the date re- ceived; and (2) Notify us as soon as practicable. You must see to it that we receive written notice of the claim or "suit" as soon as practicable. This requirement will not be considered breached unless the breach occurs after such claim or "suit" is known to an "au- thorized representative". Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 13 of 23 c. You and any other involved insured must: 7. Liberalization (1) Immediately send us copies of any If, within 60 days prior to the beginning of this demands, notices, summonses or le- Coverage Part or during the policy period, we gal papers received in connection make any changes to any forms or endorse - with the claim or "suit"; ments of this Coverage Part for which there is currently no separate premium charge, and (2) Authorize us to obtain records and that change provides more coverage than this other information; Coverage Part, the change will automatically (3) Cooperate with us in the investigation apply to this Coverage Part at the latter of: or settlement of the claim or defense a. The date we implemented the change in against the "suit"; and your state; or (4) Assist us, upon our request, in the b. The date this Coverage Part became ef- enforcement of any right against any fective; and person or organization which may be liable to the insured because of injury will be considered as included until the end of or damage to which this insurance the current policy period. We will make no ad - may also apply. ditional premium charge for this additional coverage during the interim. d. No insured will, except at that insured's own cost, voluntarily make a payment, 8. Maintenance of Underlying Insurance assume any obligation, or incur any ex- pense, other than for first aid, without our a. While this Coverage Part is in effect, the "under- consent. insured shall maintain in force the lying insurance" listed in the Schedule of 5. First Named Insured Underlying Insurance as collectible insur- ance. The terms, conditions and en - The arson or organization first named in the P 9 dorsements of "underlying insurance" will Declarations will act on behalf of all other in- not materially change and renewals or re- sureds where indicated in this Coverage Part. placements of "underlying insurance" will 6. Legal Action Against Us and Loss Pay- not be more restrictive in coverage. ments b. Limits of "underlying insurance" will not be a. No legal action may be brought against us reduced, except for any reduction or ex - haustion in the aggregate limits of insur- unless there has been full compliance with all the terms of this Coverage Part ance due to payment of claims which are nor until the amount of the insured's obli- in accordance with SECTION I - COVER- gation to pay has been finally determined AGE, A. Insuring Agreement, Paragraph as provided below. No person or organi- 2. of this Coverage Part. zation has any right under this Coverage c. In the event you fail or neglect to maintain Part to bring us into any action to deter- "underlying insurance" as required, this mine the liability of the insured. Coverage Part will apply as though such b. We shall be liable for payment of the "ul- "occurrence" "underlying insurance" was in force and collectible at the time a claim is presented timate net loss" for any to which this Coverage Part applies: to us which is in accordance with SEC- TION I - COVERAGE, A. Insuring (1) For "occurrences" not covered by Agreement, Paragraph 2. of this Cover - "underlying insurance"; or age Part. (2) In excess of the "underlying limit" ap- d. The limits of "underlying insurance" shall plicable to the "occurrence" only after be deemed applicable, regardless of any the insurers who provide the applica- defense which the insurer who provides ble "underlying insurance" have paid the "underlying insurance" may assert be - or become obligated to pay the cause of the insured's failure to comply amount of the "underlying limit" appli- with any Condition of the policy or the ina- cable to the "occurrence". bility of the insurer to pay by reason of bankruptcy or insolvency. Our payment will be made following final determination of the amount of the in- e. You must notify us in writing as soon as sured's obligation to pay either by final practicable when any "underlying insur- judgment against the insured or by written ance" is no longer in effect or the limits or agreement with the insured, the claimant, scope of coverage of any "underlying in - the underlying insurers and us. surance" is changed. Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 14 of 23 9. Otherinsurance a. This insurance is excess over, and shall not contribute with any other insurance, whether primary, excess, contingent or on any other basis. This condition will not ap- ply to insurance specifically written as ex- cess over this Coverage Part. When this insurance is excess, we will have no duty to defend the insured against any "suit" if any other insurer has a duty to defend the insured against that "suit". If no other insurer defends and coverage is otherwise applicable, we will have the right, but not the duty to under- take to do so, provided that whomever we agree to defend and the Named Insured assign their rights to us under the policies of the insurers who did not defend. Such assignment must be in writing. b. When this insurance is excess over other insurance, we will pay only our share of the "ultimate net loss" that exceeds the sum of: (1) The total amount that all such other insurance would pay for the loss in the absence of this insurance; and (2) The total of all deductible and self - insured amounts under all that other insurance. 10. Premium The premium for this Coverage Part shall be as stated in the Declarations. The advance and anniversary premiums are not subject to adjustment, except as stated in the Declara- tions, or as stated in an endorsement issued by us to form a part of this Coverage Part. You shall maintain records of such information as is necessary for premium computation, and shall, if requested by us, send copies of such records to us at the end of the "coverage term" and at such times during the policy period as we may direct. 11. Representations a. By acceptance of this Coverage Part, you agree that the statements in the Declara- tions are your agreements and represen- tations, that this Coverage Part is issued in reliance upon the truth of such repre- sentations and that this Coverage Part embodies all agreements existing be- tween you and us or any of our agents re- lating to this insurance. b. However, to the extent that the following applies in the "underlying insurance' listed specifically in the Schedule of Underlying Insurance, it will also apply to this Cover- age Part: Based on our reliance upon your repre- sentations as to existing hazards, if unin- tentionally you should fail to disclose all such hazards at the inception date of this Coverage Part, we will not reject coverage under this Coverage Part based solely an such failure. 12. Separation of insureds Except with respect to the Limits of Insurance, and any rights or duties specifically assigned in this Coverage Part to the first Named In- sured, this insurance applies: a. As if each Named Insured were the only Named Insured; and b. Separately to each insured against whom claim is made or "suit' is brought. 13. Transfer of Rights of Recovery Against Others to Us a. If the insured has rights to recover all or part of any payment we have made under this Coverage Part, those rights are trans- ferred to us. The insured must do nothing after loss to impair them. At our request, the insured will bring "suit" or transfer those rights to us and help us enforce them. b. Any recoveries shall be applied as follows: (1) First, we will reimburse anyone, in- cluding the insured, the amounts ac- tually paid by them that were in ex- cess of our payments; (2) Next, we will be reimbursed to the ex- tent of our actual payment; and (3) Lastly, any amounts left after meeting the obligations outlined in (1) and (2) above will be distributed to anyone else known to us at the time a recov- ery is made and who is legally enti- tled to such recovery. Expenses incurred in the recovery shall be apportioned among all interests in the ratio of their respective recoveries as fi- nally settled. If there is no recovery as a result of our attempts, we shall bear all of the recovery expenses. c. If prior to an "occurrence" to which this Coverage Part would apply, you and the issuer of your applicable "underlying in- surance" listed specifically in the Sched- ule of Underlying Insurance waive any right of recovery against a person or or- ganization for injury or damage, we will al- so waive any rights we may have against such person or organization. Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 15 of 23 14. When We Do Not Renew If we decide not to renew this Coverage Part, we will mail or deliver to the first Named In- sured shown in the Declarations written notice of the nonrenewal not less than 30 days before the expiration date. If notice is mailed, proof of mailing will be suf- ficient proof of notice. SECTION V - DEFINITIONS 1. "Advertisement" means a notice that is broad- cast or published to the general public or spe- cific market segments about your goods, products or services for the purpose of attract- ing customers or supporters. "Advertisement' includes a publicity article. For the purposes of this definition: a. Notices that are published include materi- al placed on the Internet or on similar electronic means of communication: and b. Regarding websites, only that part of a website that is about your goods, products or services for the purposes of attracting customers or supporters is considered an "advertisement". 2. "Authorized representative" means: a. If you are: (1) An individual, you and your spouse are "authorized representatives". (2) A partnership or joint venture, your members, your partners, and their spouses are "authorized representa- tives". (3) A limited liability company, your members and your managers are "authorized representatives". (4) An organization other than a partner- ship, joint venture or limited liability company, your "executive officers" and directors are "authorized repre- sentatives". Provided you are not a publicly traded organization, your stockholders are also "authorized representatives". (5) A trust, your trustees are "authorized representatives". b. Your "employees" assigned to manage your insurance program, or assigned to give or receive notice of an 'occurrence", claim or "suit" are also "authorized repre- sentatives". 3. "Auto" means: a. Any land motor vehicle, trailer or semi- trailer designed for travel on public roads; or b. Any other land vehicle that Is subject to a compulsory or financial responsibility law or other motor vehicle insurance law where it is licensed or principally garaged. "Auto" does not include "mobile equipment". 4. "Bodily injury" means bodily harm or injury, sickness, disease, disability, humiliation, shock, fright, mental anguish or mental injury, including care, loss of services or death result- ing from any of these at any time. 5. "Coverage term" means the following individu- al increment, or if a multi -year policy period, increments, of time, which comprise the policy period of this Coverage Part: The year commencing on the Effective Date of this Coverage Part at 12:01 AM standard time at your mailing address shown in the Declarations, and if a multi- year policy period, each consecutive an- nual period thereafter, or portion thereof if any period is for a period of less than 12 months, constitute individual "coverage terms". The last "coverage term" ends at 12:00 AM standard time at your mailing address shown in the Declarations on the earlier of: (1) The day the policy period shown in the Declarations ends; or (2) The day the policy to which this Cov- erage Part is attached is terminated or cancelled. b. However, if after the issuance of this Cov- erage Part, any "coverage term" is ex- tended for an additional period of less than 12 months, that additional period of time will be deemed to be part of the last preceding "coverage term". 6. "Coverage territory" means anywhere. "Electronic data" means information, facts or programs stored as or on, created or used on, or transmitted to or from computer software, including systems and applications software, hard or floppy disks, CD-ROMS, tapes, drives, cells, data processing devices or any other media which are used with electronically con- trolled equipment. 8. "Employee" includes a "leased worker". "Em- ployee" does not include a "temporary worker". Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 16 of 23 9. "Executive officer" means a person holding g. That part of any contract or agreement any of the officer positions created by your entered into, as part of your business, charter, constitution, by-laws or any similar pertaining to the rental or lease, by you or governing document. any of your "employees", of any "auto". 10. "Hostile fire" means one that becomes uncon- However, such contract or agreement shall not be considered an "insured con- trollable or breaks out from where it was in- tract" to the extent that it obligates you or tended to be. any of your "employees" to pay for "prop- 11. "Impaired property" means tangible property, erty damage" to any "auto" rented or other than "your product" or "your work", that leased byyou or any of your "employees". cannot be used or is less useful because: Paragraphs f. and g. do not include that part of a. It incorporates "your product" or "your any contract or agreement: work" that is known or thought to be de- fective, deficient, inadequate or danger- (1) That indemnifies a railroad for "bodily inju- "property "personal ous; or ry", damage" or and advertising injury" arising out of construc- b. You have failed to fulfill the terms of a tion or demolition operations, within 50 contract or agreement, feet of any railroad property and affecting any railroad bridge or trestle, tracks, road - if such property can be restored to use by: beds, tunnel, underpass or crossing. a. The repair, replacement, adjustment or "your However, if such liability is insured by val- id and collectible "underlying insurance" removal of product" or "your work"; as listed in the Schedule of Underlying In - or surance, this Paragraph (1) shall not ap- b. Your fulfilling the terms of the contract or ply for such hazards for which insurance agreement. coverage is afforded by such "underlying insurance"; 12. "Insured contract" means: (2) That indemnifies an architect, engineer or a. A contract for a lease of premises. How- surveyor for injury or damage arising out ever, that portion of the contract for a of: lease of premises that indemnifies any person or organization for "property dam- (a) Preparing, approving or failing to pre - age" by fire or explosion to premises while pare or approve maps, shop draw - rented to you or temporarily occupied by ings, opinions, reports, surveys, field you with permission of the owner is not an orders, change orders or drawings "insured contract"; and specifications; or b. A sidetrack agreement; (b) Giving directions or instructions, or failing to give them, if that is the pri- c. Any easement or license agreement, ex- mary cause of the injury or damage; cept in connection with construction or demolition operations on or within 50 feet (3) Under which the insured, if an architect, of a railroad; engineer or surveyor, assumes liability for injury or damage arising out of the in- d. An obligation, as required by ordinance, to sured's rendering or failure to render pro - indemnify a municipality, except in con- fessional services, including those listed nection with work for a municipality; in Paragraph (2) above and supervisory, e. An elevator maintenance agreement; inspection, architectural or engineering activities; f. That part of any other contract or agree- (4) That indemnifies an advertising, public re- ment pertaining to your business, other than a contract or agreement pertaining to lations or media consulting firm for "per - the rental or lease of any "auto", (including sonal and advertising injury" arising out of the planning, execution or failure to exe- an indemnification of a municipality in connection with work performed for a mu- cute marketing communications pro - nicipality) under which you assume the grams. Marketing communications pro- include but are not limited to com- tort liability of another party to pay for "bodily "bodily injury", "property damage" or "per- prehgrams tea marketing campaigns; con - and advertising injury" to a third sumer, summed trade and corporate advertising far person or organization. Tort liability all media; media planning, buying, moni- toeing and analysis; direct mail; promotion; means a liability that would be imposed by law in the absence of any contract or sales materials; design; presentations; agreement; or point -of -sale materials; market research; Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 17 of 23 public relations and new product devel- opment; (5) Under which the insured, if an advertising, public relations or media consulting firm, assumes liability for "personal and adver- tising injury" arising out of the insured's rendering or failure to render professional services, including those services listed in Paragraph (4), above; (6) That indemnifies a website designer or content provider, or Internet search, ac- cess, content or service provider for injury or damage arising out of the planning, ex- ecution or failure to execute Internet ser- vices. Internet Services include but are not limited to design, production, distribu- tion, maintenance and administration of websites and web -banners; hosting web - sites; registering domain names; register- ing with search engines; marketing analy- sis; and providing access to the Internet or other similar networks; (7) Under which the insured, if a website de- signer or content provider, or Internet search, access, content or service provid- er, assumes liability for injury or damage arising out of the insured's rendering or failure to render Internet services, includ- ing those listed in Paragraph (6), above; (8) That pertains to the loan, lease or rental of an "auto" to you or any of your "em- ployees", if the "auto" is loaned, leased or rented with a driver; or (9) That holds a person or organization en- gaged in the business of transporting property by "auto" for hire harmless for your use of an "auto" over a route or terri- tory that person or organization is author- ized to serve by public authority. 13. "Leased worker" means a person leased to you by a labor leasing firm under an agree- ment between you and the labor leasing firm to perform duties related to the conduct of your business. "Leased worker" includes supervi- sors furnished to you by the labor leasing firm. "Leased worker" does not include a "tempo- rary worker". 14. "Loading or unloading" means the handling of property: a. After it is moved from the place where it is accepted for movement into or onto an aircraft, watercraft or "auto"; but "loading or unloading" does not include the movement of property by means of a mechan- ical device, other than a hand truck, that is not attached to the aircraft, watercraft or "auto". 15. "Mobile equipment" means any of the following types of land vehicles, including any attached machinery or equipment: a. Bulldozers, farm machinery, forklifts and other vehicles designed for use principally off public roads; b. Vehicles maintained for use solely on or next to premises you own or rent; c. Vehicles that travel on crawler treads; d. Vehicles, whether self-propelled or not, maintained primarily to provide mobility to permanently mounted: (1) Power cranes, shovels, loaders, dig- gers or drills; or (2) Road construction or resurfacing equipment such as graders, scrapers or rollers; e. Vehicles not described in Paragraph a., b., c. or d. above that are not self- propelled and are maintained primarily to provide mobility to permanently attached equipment of the following types: (1) Air compressors, pumps and genera- tors, including spraying, welding, building cleaning, geophysical explo- ration, lighting and well -servicing equipment; or (2) Cherry pickers and similar devices used to raise or lower workers; Vehicles not described in Paragraph a., b., c. or d, above maintained primarily for purposes other than the transportation of persons or cargo. However, self-propelled vehicles with the following types of permanently attached equipment are not "mobile equipment" but will be considered "autos": (1) Equipment designed primarily for: (a) Snow removal; (b) Road maintenance, but not con- struction or resurfacing; or (c) Street cleaning; b. While it is in or on an aircraft, watercraft (2) Cherry pickers and similar devices mounted on automobile or truck or "auto"; or chassis and used to raise or lower c. While it is being moved from an aircraft, workers; and watercraft or "auto" to the place where it is (3) Air compressors, pumps and genera - finally delivered; tors, including spraying, welding, Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 18 of 23 building cleaning, geophysical explo- ration, lighting and well servicing equipment. However, "mobile equipment" does not include any land vehicle that is subject to a compulso- ry or financial responsibility law or other motor vehicle insurance law where it is licensed or principally garaged. Any land vehicle subject to a compulsory or financial responsibility law or other motor vehicle insurance law is consid- ered an "auto". 16. "Occurrence" means: a. An accident, including continuous or re- peated exposure to substantially the same general harmful conditions, that results in "bodily injury" or "property damage"; or b. An offense that results in "personal and advertising injury". All damages arising from the same accident, continuous or repeated exposure to substan- tially the same general harmful conditions, act or offense shall be deemed to arise from one "occurrence" regardless of: (1) The frequency of repetition; (2) The number or kind of media used; or (3) The number of claimants. 17. "Personal and advertising injury" means injury, including "bodily injury", arising out of one or more of the following offenses: a. False arrest, detention or imprisonment; b. Malicious prosecution; c. Abuse of process; d. The wrongful eviction from, wrongful entry into, or invasion of the right of private oc- cupancy of a room, dwelling or premises that a person occupies, committed by or on behalf of its owner, landlord or lessor; e. Defamation of character, including oral or written publication, in any manner, of ma- terial that slanders or libels a person or organization or disparages a person's or organization's goods, products or ser- vices; f. Oral or written publication, in any manner, of material that violates a person's right of privacy; g. The use of another's advertising idea in your "advertisement' I. Discrimination, unless insurance cover- age therefor is prohibited by law or stat- ute. 18. "Pollutants" mean any solid, liquid, gaseous, or thermal irritant or contaminant, including smoke, vapor, soot, fumes, acids, alkalis, chemicals, petroleum, petroleum products and petroleum by-products, and waste. Waste in- cludes materials to be recycled, reconditioned or reclaimed. "Pollutants" include, but are not limited to, substances which are generally rec- ognized in industry or government to be harm- ful or toxic to persons, property or the envi- ronment regardless of whether the injury or damage is caused directly or indirectly by the "pollutants" and whether: a. The insured is regularly or otherwise en- gaged in activities which taint or degrade the environment; or b. The insured uses, generates or produces the "pollutant". 19. "Products -completed operations hazard": a. Includes all "bodily injury" and "property damage" occurring away from premises you own or rent and arising out of "your product" or "your work" except: (1) Products that are still in your physical possession; or (2) Work that has not yet been complet- ed or abandoned. However, "your work" will be deemed completed at the earliest of the following times: (a) When all of the work called for in your contract has been complet- ed. (b) When all of the work to be done at the site has been completed, if your contract calls for work at more than one site. (c) When that part of the work done at a job site has been put to its intended use by any person or organization other than another contractor or subcontractor working on the same project. Work that may need service, mainte- nance, correction, repair or replace- ment, but which is otherwise com- plete, will be treated as completed. b. Does not include "bodily injury" or "proper- ty damage" arising out of: in upon another s copyright, trade (1) The transportation of property, unless h. Infrin 9 9 P 9 the injury or damage arises out of a dress or slogan in your "advertisement"; condition in or on a vehicle not owned or or operated by you, and that condition Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 19 of 23 was created by the "loading or un- loading" of that vehicle by any in- sured; or (2) The existence of tools, uninstalled equipment or abandoned or unused materials. 20. "Property damage" means: a. Physical injury to or destruction of tangible property including all resulting loss of use. All such loss of use shall be deemed to occur at the time of the physical injury or destruction that caused it; or b. Loss of use of tangible property that is not physically injured. All such loss of use shall be deemed to occur at the time of the "occurrence" that caused it. For the purposes of this insurance, "electronic data" is not tangible property. 21. "Subsidiary" means any organization in which more than 50% of the outstanding securities or voting rights representing the present right to vote for election of directors is owned or con- trolled, directly or indirectly, in any combina- tion, by one or more of the Named Insureds. 22. "Suit" means a civil proceeding in which mon- ey damages because of "bodily injury", "per- sonal and advertising injury" or "property dam- age" to which this insurance applies are al- leged. "Suit" includes: a. An arbitration proceeding in which such money damages are claimed and to which the insured must submit or does submit with our consent; b. Any other alternative dispute resolution proceeding in which such money damag- es are claimed and to which the insured submits with our consent; or c. An appeal of a civil proceeding. 23. "Temporary worker" means a person who is furnished to you to: a. Substitute for a permanent "employee" on leave; or b. Meet seasonal or short-term workload conditions. 24. "Ultimate net loss" means the sum actually paid or payable in the settlement or satisfac- tion of the insured's legal obligation for dam- ages, covered by this insurance, either by ad- judication or compromise. "Ultimate net loss" does not include Defense and Supplementary Payments as described in SECTION I - COV- ERAGE, C. Defense and Supplementary Payments of this Coverage Part. 25. "Underlying insurance" means the insurance listed in the Schedule of Underlying Insurance and the insurance available to the insured un- der all other insurance policies applicable to the "occurrence". "Underlying insurance" also includes any type of self-insurance or alterna- tive method by which the insured arranges for funding of legal liabilities that affords coverage that this Coverage Part covers. 26. "Underlying limit" means the total of the appli- cable limits of all "underlying insurance" less the amount, if any, by which the applicable lim- it of the applicable policy listed in the Schedule of Underlying Insurance has been reduced solely by payment of loss resulting from claims which are in accordance with SECTION I - COVERAGE, A. Insuring Agreement, Para- graph 2. of this Coverage Part. 27. "Workplace" means that place and during such hours to which the "employee" sustaining injury was assigned by you, or any other per- son or entity acting on your behalf, to work on the date of "occurrence". 28. "Your product": a. Means: (1) Any goods or products, other than real property, manufactured, sold, handled, distributed or disposed of by: (a) You; (b) Others trading under your name; or (c) A person or organization whose business or assets you have ac- quired; and (2) Containers (other than vehicles), ma- terials, parts or equipment furnished In connection with such goods or products. b. Includes: (1) Warranties or representations made at any time with respect to the fitness, quality, durability, performance or use of your product; and (2) The providing of or failure to provide warnings or instructions. c. Does not include vending machines or other property rented to or located for the use of others but not sold. 29. "Your work": a. Means: (1) Work or operations performed by you or on your behalf; and Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 20 of 23 b. (2) Materials, parts or equipment fur- nished in connection with such work or operations. Includes: (1) Warranties or representations made at any time with respect to the fitness, quality, durability, performance or use of "your work"; and (2) The providing of or failure to provide warnings or instructions. Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 21 of 23 NUCLEAR ENERGY LIABILITY EXCLUSION ENDORSEMENT This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA LIABILITY COVERAGE PART A. SECTION I - COVERAGE, B. Exclusions is Exclusion c. applies only to "property modified to add the following: damage" to such "nuclear facility" and This insurance does not apply to: any property thereat. 1. Any liability: S. SECTION V - DEFINITIONS is hereby modi- fied to add the following definitions: a. With respect to which an insured un- 1. der this Coverage Part is also an in- "Hazardous properties" include radioac- sured under a nuclear energy liability tive, toxic or explosive properties; policy issued by Nuclear Energy Lia- 2. "Nuclear material" means "source materi- bility Insurance Association, Mutual al", "special nuclear material" or "by - Atomic Energy Liability Underwriters product material"; or Nuclear Insurance Association of Canada, or any of their successors, 3. "Source material", "special nuclear mate - or would be an insured under any vial" and "by-product material" have the such policy but for its termination up- meanings given them in the Atomic Ener- on exhaustion of its limit of liability; or gy Act of 1954 or in any law amendatory thereof; b. Resulting from the "hazardous prop- erties" of "nuclear material" and with 4. "Spent fuel" means any fuel element or respect to which (1) any person or fuel component, solid or liquid, which has organization is required to maintain been used or exposed to radiation in a financial protection pursuant to the "nuclear reactor"; Atomic Energy Act of 1954, or any 5. law amendatory thereof, or (2) the in- "Waste" means any waste material (a) "by-product sured is, or had this Coverage Part containing material" other than the tailings or wastes produced by not been Issued would be, entitled to indemnity from the United States of the extraction or concentration of uranium America, or any agency thereof, un- or thorium from any ore processed pri- marily for its "source material" content, der any agreement entered into by the United States of America, or any and (b) resulting from the operation by "nuclear agency thereof, with any person or any person or organization of any facility" included under the first two para- organization. graphs of the definition of "nuclear facili- 2. Any liability resulting from the "hazardous ty". properties" of "nuclear material", if 6. "Nuclear facility" means: a. The "nuclear material" (1) is at any "nuclear facility" owned by, or operat- a. Any "nuclear reactor"; ed by or on behalf of, an insured or b. Any equipment or device designed or (2) has been discharged or dispersed used for (1) separating the isotopes therefrom; of uranium or plutonium, (2) pro- b. The "nuclear material" is contained in "spent "waste" cessing or utilizing "spent fuel", (3) or handling, processing or packaging fuel" or at any time " possessed, handled, used, pro- cessed, stored, transported or dis- c. Any equipment or device used for the posed of by or on behalf of an in- processing, fabricating or alloying of sured; or "special nuclear materials", if at any c. The injury or damage arises out of time the total amount of such materi- al in the custody of the insured at the the furnishing by an insured of ser- vices, materials, parts or equipment premises where such equipment or in connection with the planning, con- device is located consists of or con - struction, maintenance, operation or tains more than 25 grams of plutoni- use of any "nuclear facility", but if um or uranium 233 or any combina- tion thereof, or more than 250 grams such facility is located within the of uranium 235; United States of America, its territo- ries or possessions or Canada, this Includes copyrighted material of Insurance US 10109 20 Services Office, Inc., with its permission. Page 22 of 23 d. Any structure, basin, excavation, premises or place prepared or used for the storage or disposal of "waste"; and includes the site on which any of the foregoing is located, all operations con- ducted on such site and all premises used for such operations; 7. "Nuclear reactor" means any apparatus designed or used to sustain nuclear fis- sion in a self-supporting chain reaction or to contain a critical mass of fissionable material; 8. "Property damage" includes all forms of radioactive contamination of property. Includes copyrighted material of Insurance US 101 09 20 Services Office, Inc., with its permission. Page 23 of 23