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10/01/2024 09.B. Resolution authorizing a Contract Agreement with Interwest Construction, Inc. for the Nelson Ph. 2 Conveyance Improvements Project IC2010
F`} '�O i4 _44iiiillii i,i i BUSINESS OF THE CITY COUNCIL YAKIMA, WASHINGTON AGENDA STATEMENT Item No. 9.B. For Meeting of: October 1, 2024 ITEM TITLE: Resolution authorizing a Contract Agreement with Interwest Construction, Inc. for the Nelson Ph. 2 Conveyance Improvements Project IC2010 SUBMITTED BY: Scott Schafer, Director of Public Works *Mike Shane, Water/Irrigation Engineer SUMMARY EXPLANATION: In 2023, the City of Yakima (City) Water/Irrigation Division completed the Nelson Dam Removal Project: Water Supply, Fish Passage, and Riverine Process Phase 1 Improvements Project IC2010. The project removed Nelson Dam, installed a roughened river channel in the Naches River and a new irrigation diversion and fish screening structure. The new diversion provides irrigation water to City customers, as well as Naches Cowiche Canal Association customers. Phase 2 (2A, 2B and 2C) of the project will install new irrigation pipelines (conveyance improvements) from the Nelson Diversion east to the Hwy 12/North 40th Avenue interchange to allow delivery of irrigation water to the City of Yakima and Old Union Canal irrigation distribution systems. Installation of the pipelines will allow two existing irrigation diversions for the Fruitvale Canal and Old Union Canal to be decommissioned, and irrigation water be provided from the Nelson Diversion. City staff used the State bidding process to advertise for competitive bids. On September 5, 2024, competitive bids were received and opened. Interwest Construction, Inc. has been selected as the lowest responsive, responsible bidder, with a total bid for all phases of construction of$13,721,613.25. A recommendation of award was signed by the City Manager on September 18, 2024. The Agreement has been attached for City Council consideration. Phase 2A of the project is currently funded by Irrigation Capital (479), as well as a State of Washington Department of Ecology Grant of$7,600,000, which was accepted by City Council on September 3, 2024. Additional funding for Phases 2B and 2C is anticipated in 2025 from Irrigation Capital (479) revenue bonds; $3,000,000 in Congressionally Directed Spending funds, as well as a 2025-2027 State of Washington biennial budget request of$3,250,000 through the Department of Ecology. Phase 2A is anticipated to be constructed during the irrigation off-season from October 2024 through June 2026. ITEM BUDGETED: Yes STRATEGIC PRIORITY 24-25: A Resilient Yakima 125 RECOMMENDATION: Adopt Resolution. ATTACHMENTS: Nelson Ph. 2 Construction Resolution.docx Nelson Dam Removal - Phase 2 Bid Approval.pdf Nelson_Ph._2_ContractPackage_-_Interwest_Construction_Inc..pdf 126 RESOLUTION NO. R-2024- A RESOLUTION authorizing an agreement with Interwest Construction, Inc. for the construction of the Nelson Dam Removal Project: Water Supply, Fish Passage, and Riverine Process Phase 2 (2A, 2B and 2C) Conveyance Improvements Project IC2010 WHEREAS, the City of Yakima completed the Nelson Dam Removal Project: Water Supply, Fish Passage, and Riverine Process Phase 1 Intake and In-River Improvements Project IC2010 in 2023; and WHEREAS, the City of Yakima owns, operates, and maintains the Nelson Diversion and irrigation distribution system in accordance with applicable Federal, State and Local regulations; and WHEREAS, new irrigation pipelines (conveyance improvements) are required to be constructed from the Nelson Diversion east to the Hwy 12/North 40th Avenue interchange to allow delivery of irrigation water to the City of Yakima and Naches Cowiche Canal Association distribution systems; and WHEREAS, the City of Yakima used the procedure established by the State of Washington for competitively bidding projects; and WHEREAS, Interwest Construction, Inc. submitted the lowest responsive, responsible total bid and has the ability to perform the contract specified work; and WHEREAS, the Phase 2A of the project is currently funded by City funds and State of Washington Department of Ecology grant funds; and WHEREAS, the City of Yakima anticipates additional funding for Phases 2B and 2C through Irrigation Capital (479), the State of Washington Department of Ecology and federal Congressionally Directed Spending; and WHEREAS, the City Council finds that it is in the best interest of the City of Yakima and its residents to enter into a contract with Interwest Construction, Inc. to perform the work detailed in the contract documents for the Nelson Dam Removal Project: Water Supply, Fish Passage, and Riverine Process Phase 2 (2A, 2B and 2C) Conveyance Improvements Project IC2010; now, therefore BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA: The City Manager is hereby authorized to execute the attached contract with Interwest Construction, Inc. in the amount of thirteen million seven hundred twenty one thousand six hundred thirteen dollars and twenty five cents ($13,721,613.25) for the Nelson Dam Removal Project: Water Supply, Fish Passage, and Riverine Process Phase 2 (2A, 2B and 2C) Conveyance Improvements Project IC2010. 127 ADOPTED BY THE CITY COUNCIL this 1st day of October, 2024. ATTEST: Patricia Byers, Mayor Rosalinda Ibarra, City Clerk 128 Water/ Irrigation Division Working Together Toward Excellence in Service and Quality $ 2301 Fruitvale Blvd. Yakima, WA 98902 DATE: September 12, 2024 TO: Vicki Baker, City Manager FROM: Mike Shane, Water/Irrigation Manager RE: Nelson Dam Removal Project - Ph. 2 Conveyance Improvements Project— City Project No. IC2010 / HDR Project No. 10324054 Attached for your signature is the Bid Summary and Recommendation of Award for the subject project. The project is located near the northwest city limits and extends along Highway 12 between the Naches River and N. 40th Ave. This project includes removal of an existing irrigation sedimentation basin, installation of over 10,000 feet of irrigation main line ranging in diameter from 24" to 42", numerous access and control valve vaults, metering facility and automated controls. Completion of this project will allow for the decommissioning of two existing irrigation diversions, moving the points of diversion to the new Nelson irrigation diversion facility. The project will also allow Yakima County to begin an important levee setback project along Cowiche Creek, as well as complete a significant flood plain restoration project along Cowiche Creek north of Highway 12. Sealed bids were received from five (5) contractors and publicly opened on Tuesday, September 10, 2024 at 2:00 PM, with a total responsive low bid of $13,721,613.25 being offered by Interwest Construction, Inc. of Burlington, WA. The engineer's estimate for the project was $16,254,530.40. In addition to Irrigation Capital (479) funding, a $7.6 million dollar grant award from Ecology will fund the construction of Phase 2A, which is the first of three phases of the project. Based on the total responsive low bid provided, the Phase 2A portion of the bid is $7,158,631.08. Construction of Phase 2A is anticipated to begin mid-October and be completed April 2025. Although bid pricing is provided for both Phase 2B and 2C, these phases will not move forward until additional funding has been secured. 129 Water/ Irrigation Division I." .. ` it -: Working Together Toward Excellence in Service and Quality ''` _ 2301 Fruitvale Blvd. ;,� pi) .iiimir i. Yakima, WA 98902 It is anticipated that revenue bonds secured in 2025 will fund the Phase 2B and 2C improvements. In addition to the bonding, additional funding is being pursue as noted below. Any of this additional funding that is awarded will offset the amount of bond funding used for the project. Once funding is in place, construction of Phases 2B and 2C is anticipated to be completed by April 2026. Phase 2B and 2C Potential Funding: ■ Senator Patty Murray Congressionally Directed Spending Grant - $3M (Project was selected for funding. Awaiting 2025-26 Federal budget approval. Estimated to be available 2025/26) • 2025/27 Ecology State Budget Request - $3.325M (Unconfirmed — Project selection notice expected 7/25) • USBOR WaterSMART Grant - $5M (Unconfirmed — Project selection notice expected 10/24) • Irrigation Capital —2025 Bond Revenue to fill funding gap Please sign as flagged and return at your earliest convenience. Please let me know if you have any questions. Thank you. Mike Shane 130 FyR September 12,2024 City of Yakima Water&Irrigation Division 2301 Fruitvale Boulevard Yakima,WA 98902 ATTN:Mr. Mike Shane, RE: City of Yakima Nelson Dam Removal Project:Water Supply,Riverine Process,and Fish Passage Improvements Phase II Water Conveyance City Project:iC2010 HDR Project Number:10324054 Recommendation of Award Dear Mr.Shane: The bid opening for the above referenced project was held at Yakima City Hall,2:00 p.m.on Tuesday September 10th,2024.A total of five(5)bids were received ranging from$10,071,900.00 to$18,674,169.00, with an average bid of$14,289,620.32.The apparent low bid was offered by Selland Construction, Inc. (Selland)of Wenatchee,Washington.Upon review of the bid package received by Selland,they were determined to be nonresponsive due to noncompliance with Specification Section 00 45 13"Construction Experience"Article 6,6.01. However,prior to issuing a letter notifying Selland that their bid had been determined to be nonresponsive,Selland had provided a letter to the City requesting the withdrawal of their bid due to a"material and substantial mistake in preparation of its Bid".This request was submitted in compliance with Specification Section 00 21 13"Instructions to Bidders"Article 14, 14.03.The material and substantial mistake,as described by Selland,was the omission of approximately$3.1M of materials from the submitted bid. Upon withdrawal of Selland's bid,the four(4)remaining bids range from$13,721,613.25 to$18,674,169.00, with an average bid of$15,344,050.40.The new apparent low bid was offered by Interwest Construction Inc.(ICI)at a value of$13,721,613.25 including the 8.3%tax.The bid was checked by the City Clerk and Engineer and has been deemed Responsive.The bidders experience statement was checked by the Engineer and has been determined to meet the project's Responsibility Criteria. The current low bid of$13,721,613.25 is 16%below the Engineer's Opinion of Probable Construction Cost of $16,254,529.86 and is within the anticipated range of project variance. hdrinc.com 4717 97th StreetGig Harbor,WA 98332-5710 (253)432-5024 131 F Given that proper procedures were followed by Selland Construction in their submission to request the withdrawal of their bid,we recommend that the City of Yakima grant the withdrawal request. Based upon the withdrawal of the Selland bid and determination that ICI is the next apparent responsive and responsible bidder,we recommend the City of Yakima award the construction contract to ICI in the amount of$13,721,613.25. Enclosed please find the project Bid Tab Summary and Bid Form Checklist for your review and records. Please reach out with any questions or additional information needs. Sincerely, HDR Engineering,Inc. Michael C.Garello, E HDR Project Manager Enclosures(2) hdrinc.com 4717 97th StreetGig Harbor,WA 98332-5710 (253)432-5024 2 132 BM SUMMARY 1000E13 Mt SADDER 340-3 BIDDER N0.2 _11POER AIa:4 810DER NO.1 Owner City or yablms 48A4x0' Oder..Construction Midway Unoerprouno Apollo Inc Plpkln Inc. Proles!:Phase 2-Nelson Dam Removal:Water 5upply,Fish Passage.and Riverine Process Improvement Ca1 O0TaJdms Proose No:9C9L0 v..^W.'OF'-aye 101 Arm 1240:400108 PO Bo 1102 1M11 Wialt111p 802 Contractors Or H125 Proisel No:10324054 "- 44'1 W9•"04 Borllnprnn,WA 98233 role.,WA 98591 Kennewick,WA 9933E .441 Wench.,WA WW2 Bid Opening Dale:September 10,2024 Recmved 2024 09 1. 10 59 PM f0' DESCRIPTION mv. xNe ENGINEER'S ESTIMATE , xL 1004 Ipre1I+F91 GPM 16er roan �Mein Owl an w1 24., 4IO11WTICM I L ric1 3 0112 3 2en"'"m 1G20.0002 10050600 t T3330042 01255009 LL 9412 GIREAALRE91AREMEA1R t L9 1513112t 1 AIM101 55 MAIM 1A333530 S 461Atl14 0333152372 244 C0RE V AVER i LS 13151s00 r 2..•9^^'a }Mt500.09 135.00000 t 1L5.00100 M4.3005N 2.41 '_OE' LS MADAM a ltl 1g0_a �W 90 1 1090 _T10= S t2a.0060u 100Cr510t1 2A4 51TEWd15 1 L5 15143123 t "^u9000 1,50.502,01, 500 CCP 03 441030.03 44299000 1A0 1321CRE5E 1ip1R;A1I1 0 1 LS j - s 1"a103511 102 00.00040 - $1 tC 35O2115.2 ;AY WeraRMV 1 L5 50132N0„, a a4a0000.40 44/5A23.W 7000000 CO 4251CW CO 3.+55.940A0 LH 01Y055CaL IM055A1bR011dL A10 CONTROLS L IA 11.FK119 S RP701 10.45,02 11d0.00 113331303 2E1 552511J4AIiw 1 45 15520111 5 "L•^^AS 154.LW.n0 231,I11IA2 102.00000 30053000 Mt 150-2315411 500=MENIB LA _ Milan -? 2y°MiL. SS4L*W 511,0A355 {Y DO - 105155505 253 CASO6 WATER LE - - - RH te4a1TItp - 90 !AO 84Lam • 254- 31WW0 K 15 L9LU4209�9 09002000 550,95tra 51,01600 200030150 190 01R15119951121-V119*1 0,1 4- tit1iR09 290 1/0A3291 201D9000 1119*00 30.2 ;WO MAIM LS 3132.42s51 5 4WO4m40 i 59009.00 0493300.00 1,EE300000 190.03000 2M� ELECISICALINSRRSEHTARON.MCCON1R0L5 95 17.a21W _ t +400180 _ *9*00 llepplle Max 2S.1 NOBILIZATHn L5 21155111 I °•9"`^15 140900A0 10,06300 102 000 00 340000.00 - 304 tEEKERAL RE0111155,2521550 l.1 11i.TM011 1 '^'/"^a 170.000.00 0.00600 1e0900.00 115490.00 2C3 CARE OF WATER LS - - 20.9 OISJOMT501L - LS L.f2t4 .1 R 0 1--44= 2090001 _ *pmm. 75996E1 20A0009 2C-5 51TEWORK LS _ 141111:00 s E`.0C^a0 320510000 350,500.00 21,03000 I10.00200 214 CONCRETE SIRUC111RE5 - LS 03115515 t •"^^^m 1112999.15 116m040 1.934000.09 /55523939 20.1 MARL RISING LS 3.410.341.9e L •'cM^ay 2A611.1N1.00 120203000 1,55000000 2.123LO0.05 - 1u ray'INFT/Of02A 1b0.J000Cisnocia LS 1r1,134 E s---giatOLIS 110.502.64 S 299956m Cate= 301590350 15lar21,143000. 6.21110149 s ',1^'/'^^00_ 1 00.5s0Im s 6A61,t[tr 5,255.2113.m 5,3599041,0 5351 SWs tat-PIw4a 3t 121,11LS1 s 'v)'s 04 1 ti0.OLA1 3 1t11AWR 6149ai14 OPM5pp Pw1313a-T511L 5,I 1010,L 1 $ ',0 00000 t 7,151.014R s 1.1041101 RALIAseta Maar 351.4•39 i,33A100.40 ilia S 2520.002.00 S 1950.11,L59 1110.0e649 _ 4,075.000.00 UM S4Ma Tee-Plus 36 11417110 441010.43 S 213.150,11 S 235,191.17 MIRA 0 µ1Ata4a P1019E00-1,00.4 S,Tµ9TA10 t 'r'A'•'a0 1 i,3'SA1elm, S 191ROri,n 29101111 Latta M96 Mar 751,0amat A.zakeAs0 5,1ri91A10 S 9,a4A0QM 1 1225,1004 111Sd9199 a,t%p0CA5 13'LSSea7se-Rama 1C 354,15436 M4014451 s 11191090 1 219411.53 151,111-29 11L91340 PHASE 2C-TOTAL 4447511 s s I 4fi9'•9tl S 4111.1119s 1 3.530*11A0 _,T. 5.20111540 LE TOTAL 1A2A1L511R1 9 '9"'p"W 3 1941195125 1 13,113,L14,17 I11,347.0µ.I0 11AT411150 734123M NSINGRILT AODR10MA1I_5 CIT47 OF TANM4 WARD MAN By NIY]1R AO Competitive hid,were opened September 10tb,2024-All bids have been maimed by Ibis Quite, CITY PRIS ECT M10.1 511 WsMesrdlrsot r"ay 2400 Illlemess}l Cr NOR PROJECT NO:10324054 w mallayµ a« 111 `'-. `�j may, 55�,a 4 9/12/24 f -t{I g {! Ora 0153.5 IRANH 011. Mae 11/1114e1011arialwMlrom:AsM 133 Fpai NELSON DAM REMOVAL PROJECT:WATER SUPPLY,FISH PASSAGE,AND RIVERINE PROCESS IMPROVEMENTS r i t� Phase 2 Conveyance Improvements f Bid Opening:September 10,2024 Bid Form Requirements Check List ''-'' City Project#:iC2020 `--, ... HDR Project#:10173276 BIDDER MEETS ALL REQUIREMENTS: NO 'ES YES YES Item - _ __- .,,, -7--._ — - — Ntt.= . _Eli. z lrement — , _ Requirement Detail _ Bid sheet is filled out and complete x x x x x _ 1 Proposal bid sheet Verify items were summed up and math was done correctly x x x x x 2 Acknowledgement reciept of Total of 3 addendums x x x x x addenda Verify vid bond is filled out completed and has 3 Bid bond been signed(verify 5%of total bid) x x x x x Verify Proposal Signature Sheet has been filled out completely and signed x x x x x Verify information in General Information table (Article 1)has been filled out and is complete x x x x x Verify information in Licensing table(Article 2) has been filled out and is complete x x x x x Verify Bidder Certification(Article 3—Section 3.04)has been filled out,signed and is x x x x x complete 4 Responsible bidder criteria Verify information in Safety tables(Article 4) has been filled out and is complete x x x x x Verify Surety Information table(Article 6)has been filled out and is complete x x x x x Informational certificate of insurance and additional insured endorsement(Article 7 and x x x x x Article 9) Construction experience narrative(Article 8) meets responsibility criteria x x x x The Bid Form Requirements have been reviewed by the following individuals andan the results are represented in the above table: Engineer's signature: J r qc).-,-,,.... r _ Date: September 11,2024 134 U, oM AGREEMENT THIS AGREEMENT, made and entered into in triplicate, this day of , 2024, by and between the City of Yakima, hereinafter called the Owner, and Interwest Construction, Inc. , a Washington Corporation, hereinafter called the Contractor. W ITN ESSETH: That in consideration of the terms and conditions contained herein and attached and made a part of this agreement,the parties hereto covenant and agree as follows: I. The Contractor shall do all work and furnish all tools, materials, labor and equipment for THE BID AMOUNT OF:$ 13,721 ,613.25 for Nelson Dam Removal: Water Supply,Riverine Process, and Fish Passage,Improvements,Phase II—Conveyance Improvements, No. IC2010, all in accordance with, and as described in the attached plans and specifications which are by this reference incorporated herein and made a part hereof, and shall perform any alterations in or additions to the work provided under this contract and every part thereof. Work shall start within ten (10) days after the Notice to Proceed and shall be completed on or before April 1, 2026. If said work is not completed within the time specified,the Contractor agrees to pay to the Owner the sum specified in these Specifications for each and every day said work remains uncompleted after expiration of the specified time, as liquidated damages. The Contractors shall provide and bear the expense of all equipment; work and labor of any sort whatsoever that may be required for the transfer of materials and for constructing and completing the work provided for in this contract and every part thereof, except such as are mentioned in the specifications to be furnished by the City of Yakima. II. The City of Yakima hereby promises and agrees with the Contractor to employ, and does employ the Contractor to provide the materials and to do and cause to be done the above described work and to complete and finish the same according to the attached plans and specifications and the terms and conditions herein contained and hereby contracts to pay for the same according to the attached specifications and the schedule of unit or itemized prices hereto attached, at the time and in the manner and upon the conditions provided for in this contract. III. INDEMNIFICATION. The Contractor shall release, indemnify, defend, and hold harmless the City, its elected and appointed officials, officers, employees, agents, representatives, insurers, attorneys, and volunteers from all liabilities, losses, damages, and expenses related to all claims, suits, arbitration actions, investigations, and regulatory or other governmental proceedings arising from or in connection with this Agreement or the acts,failures to act, errors or omissions of the Contractor,or any Contractor's agent or subcontractor, in performance of this Agreement, except for claims caused by the City's sole negligence. HDR Project No. 10324054 City of Yakima September 6,2024 Nelson Dam Removal Project-Phase 2 Addendum No. 1 AGREEMENT(EJCDC C-520-2018)(Addendum No. 1) 005213-1 cG M A. Industrial Insurance Act Waiver.It is specifically and expressly understood that the Contractor waives any immunity that may be granted to it under the Washington State industrial insurance act, Title 51 RCW, solely for the purposes of this indemnification. Contractor's indemnification shall not be limited in any way by any limitation on the amount of damages, compensation or benefits payable to or by any third party under workers' compensation acts, disability benefit acts or any other benefits acts or programs. Contractor shall require that its subcontractors,and anyone directly or indirectly employed or hired by Contractor,and anyone for whose acts Contractor maybe liable in connection with its performance of this Agreement, comply with the terms of this paragraph, waive any immunity granted under Title 51 RCW, and assume all potential liability for actions brought by their respective employees.The Parties acknowledge that they have mutually negotiated this waiver. B. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Contractor and the City, the Contractor's liability, including the duty and cost to defend, shall be only to the extent of the Contractor's negligence. C. Nothing contained in this Section or this Contract shall be construed to create a liability or a right of indemnification in any third party. D. The terms of this Section shall survive any expiration or termination of this Contract. E. The terms of this Section shall survive any expiration or termination of this Contract. IV. RCW 35.22.650: Contractor agrees that the Contractor shall actively solicit the employment of minority group members. Contractor further agrees that the Contractor shall actively solicit bids for the subcontracting of goods or services from qualified minority businesses. Contractor shall furnish evidence of the Contractor's compliance with these requirements of minority employment and solicitation. Contractor further agrees to consider the grant of subcontracts to said minority bidders on the basis of substantially equal proposals in the light most favorable to said minority businesses. The Contractor shall be required to submit evidence of compliance with this section as part of the bid. Nothing in this Agreement shall require Contractor or any of its subcontractors to take action that would be deemed discrimination or preferential treatment in violation of RCW 49.60.400. Pursuant to RCW 49.60.400(6), this Section does not prohibit action that must be taken to establish or maintain the City of Yakima's eligibility for any federal program, if ineligibility would result in a loss of federal funds to the City of Yakima. V. INSPECTION AND RETENTION OF RECORDS A. The records relating to this Agreement shall,at all times,be subject to inspection by and with the approval of the City,but the making of(or failure or delay in making) such inspection or approval shall not relieve Contractor of responsibility for complying with this Agreement, notwithstanding the City's knowledge of defective or non-complying performance, its substantiality or the ease of its discovery. Contractor shall provide the City sufficient, safe, and proper facilities,and/or send copies of the requested documents to the City. Contractor's records relating to the Agreement will be provided to the City upon the City's request. B. Contractor shall promptly furnish the City with such information and records which are related to this Agreement as may be requested by the City. Until the expiration of six(6)years after final payment of the compensation payable under this Agreement, or for a longer period if required by law or by the Washington Secretary of State's record retention schedule, Contractor shall retain and provide the City access to (and the City shall have the right to examine,audit and copy)all of Contractor's books, documents,papers and records which are related to this Agreement. If any litigation, claim, or audit is started before the expiration of the six-year period, the records shall be retained until all litigation, claims, or audit findings involving the records have been resolved. HDR Project No. 10324054 City of Yakima September 6,2024 Nelson Dam Removal Project-Phase 2 Addendum No. 1 AGREEMENT(EJCDC C-520-2018)(Addendum No. 1) 005213-2 ti M C. All records relating to Contractor's work under this Agreement must be made available to the City,and the records relating to the Agreement may be required to be produced to third parties, pursuant to the Washington State Public Records Act, Chapter 42.56 RCW, or by law. All records relating to this Agreement must be retained by Contractor for the minimum period of time required pursuant to the Washington Secretary of State's records retention schedule. D. The terms of this section shall survive any expiration or termination of this Agreement. VI. The Contractor for himself, and for his heirs, executors, administrators, successors, and assigns, does hereby agree to the full performance of all the covenants herein contained upon the part of the Contractor. VII. It is further provided that no liability shall attach to the City of Yakima by reason of entering into this contract, except as expressly provided herein. ARTICLE 1—WORK 1.01 Contractor shall complete all Work as specified or indicated in the Contract Documents. The Work is generally described as follows: Nelson Dam Removal:Water Supply, Riverine Process, and Fish Passage, Improvements, Phase II —Conveyance Improvements, which includes the installation of two new water surface conveyance pipelines that will deliver water from the new consolidated intake to existing distribution systems located to the south. The new pipelines will be installed in the same corridor as the existing City of Yakima water pipeline (portions of which will be removed). Two of the pipelines require an open-trench crossing of Cowiche Creek. An existing sedimentation basin and siphon (portions of which encroach on the OHWM of Cowiche Creek), which will also be demolished immediately south of the creek. ARTICLE 2—THE PROJECT 2.01 The Project, of which the Work under the Contract Documents is a part, is generally described as follows: Nelson Dam Removal: Water Supply, Riverine Process, and Fish Passage, Improvements, Phase II—Conveyance Improvements,City Project No. IC2010 ARTICLE 3—ENGINEER 3.01 The part of the Project that pertains to the Work has been designed by: HDR Engineering, Inc. 4717 97th St, Gig Harbor,WA 98332 ARTICLE 4—CONTRACT TIMES 4.01 Time is of the Essence A. All time limits for Milestones, if any, Substantial Completion, and completion and readiness for final payment as stated in the Contract Documents are of the essence of the Contract. HDR Project No. 10324054 City of Yakima September 6,2024 Nelson Dam Removal Project-Phase 2 Addendum No. 1 AGREEMENT(EJCDC C-520-2018)(Addendum No. 1) 005213-3 co M 4.02 Contract Times:Dates A. All Work will be substantially completed on or before February 1, 2026 and completed and ready for final payment in accordance with Paragraph 15.06 of the General Conditions on or before April 1, 2026. B. Parts of the Work shall be substantially completed on or before the following Milestone(s): 1. Milestone 1: December 31, 2024—Cowiche Creek Crossing between Stations 25 +90 to 32+30 as the in-water work window closes on this date. 2. Milestone 2: April 1, 2025—Phase 2A work per the contract drawings as this is when irrigation season begins. 4.03 Liquidated Damages A. Contractor and Owner recognize that time is of the essence as stated in Paragraph 4.01 above and that Owner will suffer financial and other losses if the Work is not completed and Milestones not achieved within the Contract Times, as duly modified. The parties also recognize the delays, expense, and difficulties involved in proving, in a legal or arbitration proceeding, the actual loss suffered by Owner if the Work is not completed on time. Accordingly, instead of requiring any such proof, Owner and Contractor agree that as liquidated damages for delay (but not as a penalty): 1. Substantial Completion: Contractor shall pay Owner$1,750.00 for each day that expires after the time(as duly adjusted pursuant to the Contract)specified above for Substantial Completion, until the Work is substantially complete. 2. Completion of Remaining Work:After Substantial Completion, if Contractor shall neglect, refuse,or fail to complete the remaining Work within the Contract Times (as duly adjusted pursuant to the Contract)for completion and readiness for final payment, Contractor shall pay Owner $500.00 for each day that expires after such time until the Work is completed and ready for final payment. 3. Milestones:Contractor shall pay Owner$1,750.00 for each day that expires after the time (as duly adjusted pursuant to the Contract) specified above for achievement of Milestone until Milestone is achieved during In-Water work window. 4. Liquidated damages for failing to timely attain Milestones, Substantial Completion, and final completion are not additive, and will not be imposed concurrently. B. If Owner recovers liquidated damages for a delay in completion by Contractor, then such liquidated damages are Owner's sole and exclusive remedy for such delay, and Owner is precluded from recovering any other damages, whether actual, direct, excess, or consequential,for such delay, except for special damages (if any)specified in this Agreement. HDR Project No. 10324054 City of Yakima September 6,2024 Nelson Dam Removal Project-Phase 2 Addendum No. 1 AGREEMENT(EJCDC C-520-2018)(Addendum No. 1) 005213-4 oM 4.04 Special Damages A. Contractor shall reimburse Owner (1)for fines and penalties (if any) imposed on Owner as a direct result of Contractor's failure to attain Substantial Completion according to the Contract Times, (2)for fines and penalties(if any) imposed on Owner by an authority having jurisdiction for actions or inaction of Contractor arising from Contractor's performance of the Work (regardless of whether such event was connected with any delay in compliance with the Contract Times), and (3)for the actual costs reasonably incurred by Owner for engineering,construction observation, inspection, and administrative services needed after the time specified in Paragraph 4.02 for Substantial Completion (as duly adjusted pursuant to the Contract), until the Work is substantially complete. B. After Contractor achieves Substantial Completion, if Contractor shall neglect, refuse, or fail to complete the remaining Work within the Contract Times, Contractor shall reimburse Owner for the actual costs reasonably incurred by Owner for engineering, construction observation, inspection, and administrative services needed after the time specified in Paragraph 4.02 for Work to be completed and ready for final payment(as duly adjusted pursuant to the Contract),until the Work is completed and ready for final payment. C. The special damages imposed in this paragraph are supplemental to any liquidated damages for delayed completion established in this Agreement. 4.05 Owner reserves the right to withhold from payments due Contractor under the Contract amounts for liquidated damages (if any), special damages (if any), and performance damages (if any) in accordance with the Contract. ARTICLE 5—CONTRACT PRICE 5.01 Owner shall pay Contractor for completion of the Work in accordance with the Contract Documents,the amounts that follow, subject to adjustment under the Contract: A. For Phase 2A Work, a Lump Sum Value of$ 7,158,631.08. B. For Phase 2B Work, a Lump Sum Value of$ 2,729,160.17. C. For Phase 2C Work, a Lump Sum Value of$ 3,833,820.00. D. For all Phases of Work (Phase 2A + Phase 2B + Phase 2C) a Total Lump Sum Value of$ 13,721 ,613.25. All specific cash allowances are included in the above price in accordance with Paragraph 13.02 of the General Conditions. ARTICLE 6—CONTRACT ADJUSTMENT 6.01 Phases 2B and 2C E. The Owner's determination for proceeding with Phases 2B and 2C will be based on procuring necessary funding already in progress. Upon availability of funding to initiate the next phase of work, the City will issue to Contractor a written notice for each contract if the Owner determines to proceed. Contractor will not be due HDR Project No. 10324054 City of Yakima September 6,2024 Nelson Dam Removal Project-Phase 2 Addendum No. I AGREEMENT(EJCDC C-520-2018)(Addendum No. 1) 00 52 13-5 O additional escalation or profit should written notice to proceed be issued by the following milestone dates: 1. Phase 2B:July 1, 2025 2. Phase 2C:July 1, 2025 F. Should a delay in funding occur and the City chooses to proceed with Phases 2B and 2C after said milestones, Contractor is due a one-time adjustment pursuant to paragraph D. G. The Owner reserves the right not to proceed with Phases 2B and 2C. The Contractor will not be due additional profit if the Owner does not proceed with Phases 2B and 2C. H. The original Contract Price for Phases 2B and 2C shall be subject to a one-time adjustment pursuant to this section based on the change in the National Engineering News Record (ENR) "Construction Cost Index (CCI)" (the "ENR/CCI Adjustment") for the period starting when the Owner awards the contract to such Bidder. The original Contract Price will be adjusted by taking the ratio of the current index value to the index value of the original Contract Price when the notice to proceed is issued for each respective Contract. The ENR/CCI Adjustment shall be added or subtracted from the original Contract Price, depending on whether the ENR/CCI has increased or decreased from the Contract Award Date to the ENR/CCI Adjustment Date. For purposes of determining the ENR/CCI on the ENR/CCI Adjustment Date, the parties agree that the ENR/CCI published in any month reflects prices as of the last day of the prior month. For example, the ENR/CCI reported for October 2025 reflects pricing on September 30, 2025. ARTICLE 7—PAYMENT PROCEDURES 7.01 Submittal and Processing of Payments A. Contractor shall submit Applications for Payment in accordance with Article 15 of the General Conditions. Applications for Payment will be processed by Engineer as provided in the General Conditions. 7.02 Progress Payments;Retainage A. Owner shall make progress payments on the basis of Contractor's Applications for Payment on or about the 20th day of each month during performance of the Work as provided in Paragraph 7.02.A.1 below, provided that such Applications for Payment have been submitted in a timely manner and otherwise meet the requirements of the Contract. All such payments will be measured by the Schedule of Values established as provided in the General Conditions (and in the case of Unit Price Work based on the number of units completed) or, in the event there is no Schedule of Values, as provided elsewhere in the Contract. 1. Prior to Substantial Completion, progress payments will be made in an amount equal to the percentage indicated below but, in each case, less the aggregate of payments previously made and less such amounts as Owner may withhold, including but not limited to liquidated damages, in accordance with the Contract. HDR Project No. 10324054 City of Yakima September 6,2024 Nelson Dam Removal Project-Phase 2 Addendum No. I AGREEMENT(EJCDC C-520-2018)(Addendum No. I) 005213-6 7 a. 95 percent of the value of the Work completed (with the balance being retainage). 1) If 50 percent or more of the Work has been completed, as determined by Engineer, and if the character and progress of the Work have been satisfactory to Owner and Engineer, then as long as the character and progress of the Work remain satisfactory to Owner and Engineer, there will be no additional retainage; and b. 95 percent of cost of materials and equipment not incorporated in the Work (with the balance being retainage). B. Upon Substantial Completion, Owner shall pay an amount sufficient to increase total payments to Contractor to 100 percent of the Work completed, less such amounts set off by Owner pursuant to Paragraph 15.01.E of the General Conditions, and less 200 percent of Engineer's estimate of the value of Work to be completed or corrected as shown on the punch list of items to be completed or corrected prior to final payment. 7.03 Final Payment A. Upon final completion for each Phase (Phase 2A, 2B, and 2C) and acceptance of the Work, Owner shall pay the remainder of the Contract Amount for each respective phase in accordance with Paragraph 15.06 of the General Conditions. 7.04 Consent of Surety A. Owner will not make final payment, or return or release retainage at Substantial Completion or any other time, unless Contractor submits written consent of the surety to such payment, return, or release. 7.05 Interest A. All amounts not paid when due will bear interest at the maximum rate allowed by law at the place of the Project. ARTICLE 8—CONTRACT DOCUMENTS 8.01 Contents A. The Contract Documents consist of all of the following: 1. This Agreement. 2. Bonds: a. Performance bond (together with power of attorney). b. Payment bond (together with power of attorney). 3. General Conditions. 4. Supplementary Conditions. 5. Specifications as listed in the table of contents of the project manual. HDR Project No. 10324054 City of Yakima September 6,2024 Nelson Dam Removal Project-Phase 2 Addendum No. 1 AGREEMENT(EJCDC C-520-2018)(Addendum No. I) 005213-7 N 6. Drawings (not attached but incorporated by reference) consisting of sheets bearing the following general title: Nelson Dam Removal: Water Supply, Riverine Process,and Fish Passage, Improvements, Phase II—Conveyance Improvements. 7. Drawings. 8. Addenda (Refer to 00 41 13—Bid Form)). 9. Exhibits to this Agreement(enumerated as follows): a. b. c. d. 10. The following which may be delivered or issued on or after the Effective Date of the Contract and are not attached hereto: a. Notice to Proceed. b. Work Change Directives. c. Change Orders. d. Field Orders. e. Warranty Bond, if any. f. Change Proposal Request. B. The Contract Documents listed in Paragraph 8.01.A are attached to this Agreement (except as expressly noted otherwise above). C. There are no Contract Documents other than those listed above in this Article 8. D. The Contract Documents may only be amended, modified, or supplemented as provided in the Contract. ARTICLE 9—REPRESENTATIONS,CERTIFICATIONS,AND STIPULATIONS 9.01 Contractor's Representations A. In order to induce Owner to enter into this Contract, Contractor makes the following representations: 1. Contractor has examined and carefully studied the Contract Documents, including Addenda. 2. Not Used. 3. Contractor is familiar with all Laws and Regulations that may affect cost, progress, and performance of the Work. 4. Contractor has carefully studied the reports of explorations and tests of subsurface conditions at or adjacent to the Site and the drawings of physical conditions relating to existing surface or subsurface structures at the Site that HDR Project No. 10324054 City of Yakima September 6,2024 Nelson Dam Removal Project-Phase 2 Addendum No. 1 AGREEMENT(EJCDC C-520-2018)(Addendum No. I) 005213-8 M have been identified in the Supplementary Conditions, with respect to the Technical Data in such reports and drawings. 5. Contractor has carefully studied the reports and drawings relating to Hazardous Environmental Conditions, if any, at or adjacent to the Site that have been identified in the Supplementary Conditions,with respect to Technical Data in such reports and drawings. 6. Contractor has considered the information known to Contractor itself; information commonly known to contractors doing business in the locality of the Site; information and observations obtained from visits to the Site; the Contract Documents; and the Technical Data identified in the Supplementary Conditions or by definition,with respect to the effect of such information, observations, and Technical Data on (a)the cost, progress, and performance of the Work; (b)the means, methods, techniques, sequences, and procedures of construction to be employed by Contractor; and (c) Contractor's safety precautions and programs. 7. Based on the information and observations referred to in the preceding paragraph, Contractor agrees that no further examinations, investigations, explorations, tests, studies, or data are necessary for the performance of the Work at the Contract Price,within the Contract Times,and in accordance with the other terms and conditions of the Contract. 8. Contractor is aware of the general nature of work to be performed by Owner and others at the Site that relates to the Work as indicated in the Contract Documents. 9. Contractor has given Engineer written notice of all conflicts, errors, ambiguities, or discrepancies that Contractor has discovered in the Contract Documents, and of discrepancies between Site conditions and the Contract Documents, and the written resolution thereof by Engineer is acceptable to Contractor. 10. The Contract Documents are generally sufficient to indicate and convey understanding of all terms and conditions for performance and furnishing of the Work. 11. Contractor's entry into this Contract constitutes an incontrovertible representation by Contractor that without exception all prices in the Agreement are premised upon performing and furnishing the Work required by the Contract Documents. 9.02 Contractor's Certifications A. Contractor certifies that it has not engaged in corrupt, fraudulent, collusive, or coercive practices in competing for or in executing the Contract. For the purposes of this Paragraph 9.02: 1. "corrupt practice" means the offering, giving, receiving, or soliciting of anything of value likely to influence the action of a public official in the bidding process or in the Contract execution; 2. "fraudulent practice" means an intentional misrepresentation of facts made (a) to influence the bidding process or the execution of the Contract to the detriment HDR Project No. 10324054 City of Yakima September 6,2024 Nelson Dam Removal Project-Phase 2 Addendum No. 1 AGREEMENT(EJCDC C-520-2018)(Addendum No. 1) 005213-9 of Owner, (b) to establish Bid or Contract prices at artificial non-competitive levels, or(c)to deprive Owner of the benefits of free and open competition; 3. "collusive practice" means a scheme or arrangement between two or more Bidders, with or without the knowledge of Owner, a purpose of which is to establish Bid prices at artificial, non-competitive levels; and 4. "coercive practice" means harming or threatening to harm, directly or indirectly, persons or their property to influence their participation in the bidding process or affect the execution of the Contract. 9.03 Standard General Conditions A. Owner stipulates that if the General Conditions that are made a part of this Contract are EJCDC® C-700,Standard General Conditions for the Construction Contract(2018), published by the Engineers Joint Contract Documents Committee, and if Owner is the party that has furnished said General Conditions, then Owner has plainly shown all modifications to the standard wording of such published document to the Contractor, through a process such as highlighting or"track changes"(redline/strikeout),or in the Supplementary Conditions. HDR Project No. 10324054 City of Yakima September 6,2024 Nelson Dam Removal Project-Phase 2 Addendum No. 1 AGREEMENT(EJCDC C-520-2018)(Addendum No. 1) 00 52 13-10 Countersigned: CITY OF YAKIMA CONTRACTOR this 23rd day of September 2024. Interwest Construction, Inc., a Corporation Construction Company By:� City Manager Signature Contractor Signature Eben Twaddle (Printed Name) (Printed Name) Attest: Its: President City Clerk (President, Owner, etc.) Address: 609 North Hill Blvd.,Burlington,WA 98233 HDR Project No. 10324054 City of Yakima September 6,2024 Nelson Dam Removal Project-Phase 2 Addendum No. I AGREEMENT(EJCDC C-520-2018)(Addendum No.1) 005213-II 145 co 1.0 PURPOSE AND INTENDED USE OF THE DOCUMENT Bond No.800095941 PERFORMANCE BOND CITY OF YAKIMA NELSON DAM REMOVAL:WATER SUPPLY, FISH PASSAGE, RIVERINE PROCESS IMPROVEMENTS PHASE II— CONVEYANCE IMPROVEMENTS CITY OF YAKIMA PROJECT NO. IC2010 HDR PROJECT NO. 10324054 BOND TO CITY OF YAKIMA KNOW ALL PERSONS BY THESE PRESENTS: That we,the undersigned, Interwest Construction, Inc. as principal,and Atlantic Specialty Insurance Company a corporation organized and existing under the laws of the State of New York , as a Surety corporation,and qualified under the laws of the State of Washington to become Surety upon bonds of contractors with municipal corporations,as Surety, are jointly and severally held and firmly bound to the City of Yakima in the penal sum of$13,721,613.25 for the payment of which sum we bind ourselves and our successors, heirs, administrators,or personal representatives,as the case may be. This obligation is entered into in pursuance of the statutes of the State of Washington and the Ordinances of the City of Yakima. Dated at Burlington ,Washington,this r), dayof _c&A4-e-vtd , 2024. Nevertheless,the conditions of the above obligation are such that: WHEREAS, under and pursuant to action of the City of Yakima, on , 2024, the City Manager of said City of Yakima, has let or is about to let to the said Interwest Construction, Inc. ,the above bounden Principal, a certain Contract,the said Contract being numbered City of Yakima Project No.IC2010, HDR Project No. 10324054,and providing for the construction of the Nelson Dam Removal Project: Water Supply, Fish Passage, and Riverine Process Improvements: Phase II—Conveyance Improvements which Contract is referred to herein and is made a part hereof as though attached hereto,and WHEREAS,the said Principal has accepted,or is about to accept,the said Contract, and undertake to perform the work therein provided for in the manner and within the time set forth; NOW,THEREFORE, if the said Interwest Construction, Inc. shall faithfully perform all the provisions of said Contract in the manner and within the time therein set forth, or within such extensions of time as may be granted under said Contract,and shall pay all laborers, mechanics, subcontractors and material men and all industrial insurance premiums, and all persons who shall supply said principal or subcontractors with provisions and supplies for the carrying on of said HDR Project No. 10324054 City of Yakima September 18,2024 Nelson Dam Removal Project-Phase 2 Conformed PERFORMANCE BOND (EJCDC C-610-2018) 00 61 13.13-1 work, and shall indemnify and hold the City of Yakima harmless from any damage or expense by reason of failure of performance as specified in said Contract or from defects appearing or developing in the material or workmanship provided or performed under said Contract within a period of one year after its acceptance thereof by the City of Yakima,then and in that event this obligation shall be void; but otherwise it shall be and remain in full force and effect. HDR Project No. 10324054 City of Yakima September 18,2024 Nelson Dam Removal Project-Phase 2 Conformed PERFORMANCE BOND (EJCDC C-610-2018) 006113.13-2 co CITY OF YAKIMA NELSON DAM REMOVAL: WATER SUPPLY, FISH PASSAGE, RIVERINE PROCESS IMPROVEMENTS PHASE II—CONVEYANCE IMPROVEMENTS CITY OF YAKIMA PROJECT NO. IC2010 HDR PROJECT NO. 10324054 SURETY: Atlantic Specialty Insurance Company CONTRACTOR: Interwest Construction, Inc. By: \AJ ‘" L_L/�7 ,\‘" p - \\\\\\\,"‘ ,�' j�CU:+1s�'itttrl i ' sa;E% (Attorney-in fact) CONTRACtCf If° v% ti NAME • C.) , ,r m SEAS, r981 Name: Theresa A. Lamb By: Eben Twaddle 1� ` (Please Print or Type) AUTHORIZED OFFICIAL'S illiii;al ��0• \�,� SIGNATURE Agent: HUB International NW, LLC Name: Chad M. Epple (Please Print or Type) Address: P. O. Box 3018 Bothell, WA 98041-3018 Surety Representative Name: Chad M. Epple Surety Representative Phone: (425)489-4500 Surety Representative Email: Chad.Epple@hubinternational.com Approved as to Form: City Attorney HDR Project No. 10324054 City of Yakima September 18,2024 Nelson Dam Removal Project-Phase 2 Conformed PERFORMANCE BOND (EJCDC C-610-2018) 00 61 13.13-3 0 1. Not Used. 2. If the Contractor performs the Construction Contract, the Surety and the Contractor shall have no obligation under this Bond, except when applicable to participate in a conference as provided in Paragraph 3. 3. If there is no Owner Default under the Construction Contract, the Surety's obligation under this Bond will arise after: 3.1. The Owner first provides notice to the Contractor and the Surety that the Owner is considering declaring a Contractor Default. Such notice may indicate whether the Owner is requesting a conference among the Owner,Contractor, and Surety to discuss the Contractor's performance. If the Owner does not request a conference,the Surety may, within five (5) business days after receipt of the Owner's notice, request such a conference. If the Surety timely requests a conference,the Owner shall attend. Unless the Owner agrees otherwise, any conference requested under this Paragraph 3.1 will be held within ten (10) business days of the Surety's receipt of the Owner's notice. If the Owner, the Contractor, and the Surety agree, the Contractor shall be allowed a reasonable time to perform the Construction Contract,but such an agreement does not waive the Owner's right, if any,subsequently to declare a Contractor Default; 3.2. The Owner declares a Contractor Default, terminates the Construction Contract and notifies the Surety; and 3.3. The Owner has agreed to pay the Balance of the Contract Price in accordance with the terms of the Construction Contract to the Surety or to a contractor selected to perform the Construction Contract. 4. Failure on the part of the Owner to comply with the notice requirement in Paragraph 3.1 does not constitute a failure to comply with a condition precedent to the Surety's obligations, or release the Surety from its obligations, except to the extent the Surety demonstrates actual prejudice. 5. When the Owner has satisfied the conditions of Paragraph 3,the Surety shall promptly and at the Surety's expense take one of the following actions: 5.1. Arrange for the Contractor, with the consent of the Owner, to perform and complete the Construction Contract; 5.2. Undertake to perform and complete the Construction Contract itself,through its agents or independent contractors; 5.3. Obtain bids or negotiated proposals from qualified contractors acceptable to the Owner for a contract for performance and completion of the Construction Contract, arrange for a contract to be prepared for execution by the Owner and a contractor selected with the Owners concurrence, to be secured with performance and payment bonds executed by a qualified surety equivalent to the bonds issued on the Construction Contract, and pay to the Owner the amount of damages as described in Paragraph 7 in excess of the Balance of the Contract Price incurred by the Owner as a result of the Contractor Default; or 5.4. Waive its right to perform and complete, arrange for completion, or obtain a new contractor, and with reasonable promptness under the circumstances: 5.4.1 After investigation, determine the amount for which it may be liable to the Owner and, as soon as practicable after the amount is determined, make payment to the Owner; or HDR Project No. 10324054 City of Yakima September 18,2024 Nelson Dam Removal Project-Phase 2 Conformed PERFORMANCE BOND (EJCDC C-610-20I8) 00 61 13.13-4 O U, 5.4.2 Deny liability in whole or in part and notify the Owner, citing the reasons for denial. 6. If the Surety does not proceed as provided in Paragraph 5 with reasonable promptness, the Surety shall be deemed to be in default on this Bond seven days after receipt of an additional written notice from the Owner to the Surety demanding that the Surety perform its obligations under this Bond, and the Owner shall be entitled to enforce any remedy available to the Owner. If the Surety proceeds as provided in Paragraph 5.4,and the Owner refuses the payment, or the Surety has denied liability, in whole or in part, without further notice, the Owner shall be entitled to enforce any remedy available to the Owner. 7. If the Surety elects to act under Paragraph 5.1, 5.2, or 5.3, then the responsibilities of the Surety to the Owner will not be greater than those of the Contractor under the Construction Contract,and the responsibilities of the Owner to the Surety will not be greater than those of the Owner under the Construction Contract.Subject to the commitment by the Owner to pay the Balance of the Contract Price,the Surety is obligated,without duplication for: 7.1. the responsibilities of the Contractor for correction of defective work and completion of the Construction Contract; 7.2. additional legal, design professional, and delay costs resulting from the Contractor's Default,and resulting from the actions or failure to act of the Surety under Paragraph 5; and 7.3. liquidated damages, or if no liquidated damages are specified in the Construction Contract, actual damages caused by delayed performance or non-performance of the Contractor. 8. If the Surety elects to act under Paragraph 5.1, 5.3, or 5.4, the Surety's liability is limited to the amount of this Bond. 9. The Surety shall not be liable to the Owner or others for obligations of the Contractor that are unrelated to the Construction Contract, and the Balance of the Contract Price will not be reduced or set off on account of any such unrelated obligations. No right of action will accrue on this Bond to any person or entity other than the Owner or its heirs, executors, administrators,successors,and assigns. 10. The Surety hereby waives notice of any change,including changes of time,to the Construction Contract or to related subcontracts, purchase orders, and other obligations. 11. Any proceeding, legal or equitable, under this Bond must be instituted in any court of competent jurisdiction in the location in which the work or part of the work is located and must be instituted within two years after a declaration of Contractor Default or within two years after the Contractor ceased working or within two years after the Surety refuses or fails to perform its obligations under this Bond, whichever occurs first. If the provisions of this paragraph are void or prohibited by law, the minimum periods of limitations available to sureties as a defense in the jurisdiction of the suit will be applicable. 12. Notice to the Surety,the Owner,or the Contractor must be mailed or delivered to the address shown on the page on which their signature appears. 13. When this Bond has been furnished to comply with a statutory or other legal requirement in the location where the construction was to be performed, any provision in this Bond conflicting with said statutory or legal requirement will be deemed deleted therefrom and provisions conforming to such statutory or other legal requirement will be deemed incorporated herein. When so furnished, the intent is that this Bond will be construed as a statutory bond and not as a common law bond. HDR Project No. 10324054 City of Yakima September 18,2024 Nelson Dam Removal Project-Phase 2 Conformed PERFORMANCE BOND (EJCDC C-610-2018) 00 61 13.13-5 U, 14. Definitions 14.1. Balance of the Contract Price—The total amount payable by the Owner to the Contractor under the Construction Contract after all proper adjustments have been made including allowance for the Contractor for any amounts received or to be received by the Owner in settlement of insurance or other claims for damages to which the Contractor is entitled, reduced by all valid and proper payments made to or on behalf of the Contractor under the Construction Contract. 14.2. Construction Contract—The agreement between the Owner and Contractor identified on the cover page, including all Contract Documents and changes made to the agreement and the Contract Documents. 14.3. Contractor Default—Failure of the Contractor,which has not been remedied or waived, to perform or otherwise to comply with a material term of the Construction Contract. 14.4. Owner Default—Failure of the Owner, which has not been remedied or waived,to pay the Contractor as required under the Construction Contract or to perform and complete or comply with the other material terms of the Construction Contract. 14.5. Contract Documents—All the documents that comprise the agreement between the Owner and Contractor. 15. If this Bond is issued for an agreement between a contractor and subcontractor, the term Contractor in this Bond will be deemed to be Subcontractor and the term Owner will be deemed to be Contractor. 16. Modifications to this Bond are as follows: None. HDR Project No. 10324054 City of Yakima September 18,2024 Nelson Dam Removal Project-Phase 2 Conformed PERFORMANCE BOND (EJCDC C-610-2018) 00 61 13.13-6 U, 1.0 PURPOSE AND INTENDED USE OF THE DOCUMENT PAYMENT BOND Bond No. 800094941 CITY OF YAKIMA NELSON DAM REMOVAL:WATER SUPPLY, FISH PASSAGE, RIVERINE PROCESS IMPROVEMENTS PHASE II— CONVEYANCE IMPROVEMENTS CITY OF YAKIMA PROJECT NO. IC2010 HDR PROJECT NO. 10324054 BOND TO CITY OF YAKIMA KNOW ALL PERSONS BY THESE PRESENTS: That we,the undersigned, Interwest Construction, Inc. as principal, and Atlantic Specialty Insurance Company a corporation organized and existing under the laws of the State of New York , as a Surety corporation, and qualified under the laws of the State of Washington to become Surety upon bonds of contractors with municipal corporations, as Surety, are jointly and severally held and firmly bound to the City of Yakima in the penal sum of$ 13,721,613.25 for the payment of which sum we bind ourselves and our successors, heirs, administrators, or personal representatives,as the case may be. This obligation is entered into in pursuance of the statutes of the State of Washington and the Ordinances of the City of Yakima. Dated at Burlington ,Washington,this rJ day of -Ctitl 4. ,114--( , 2024. Nevertheless,the conditions of the above obligation are such that: WHEREAS, under and pursuant to action of the City of Yakima, on , 2024, the City Manager of said City of Yakima, has let or is about to let to the said , the above bounden Principal,a certain Contract,the said Contract being numbered City of Yakima Project No.IC2010, HDR Project No. 10324054, and providing for the construction of the Nelson Dam Removal Project: Water Supply, Fish Passage,and Riverine Process Improvements: Phase II—Conveyance Improvements which Contract is WHEREAS,the said Principal has accepted,or is about to accept,the said Contract, and undertake to perform the work therein provided for in the manner and within the time set forth; NOW,THEREFORE, if the said Interwest Construction, Inc. shall faithfully perform all the provisions of said Contract in the manner and within the time therein set forth, or within such extensions of time as may be granted under said Contract, and shall pay all laborers, mechanics, subcontractors and material men and all industrial insurance premiums, and all persons who shall supply said principal or subcontractors with provisions and supplies for the carrying on of said HDR Project No. 10324054 City of Yakima September 18,2024 Nelson Dam Removal Project-Phase 2 Conformed PERFORMANCE BOND (EJCDC C-610-2018) 00 61 13.13-1 U, work, and shall indemnify and hold the City of Yakima harmless from any damage or expense by reason of failure of performance as specified in said Contract or from defects appearing or developing in the material or workmanship provided or performed under said Contract within a period of one year after its acceptance thereof by the City of Yakima,then and in that event this obligation shall be void; but otherwise it shall be and remain in full force and effect. HDR Project No. 10324054 City of Yakima September 18,2024 Nelson Dam Removal Project-Phase 2 Conformed PERFORMANCE BOND (EJCDC C-610-2018) 00 61 13.13-2 U, CITY OF YAKIMA NELSON DAM REMOVAL:WATER SUPPLY, FISH PASSAGE, RIVERINE PROCESS IMPROVEMENTS PHASE II—CONVEYANCE IMPROVEMENTS CITY OF YAKIMA PROJECT NO. IC2010 HDR PROJECT NO. 10324054 SURETY: Atlantic Specialty Insurance Company CONTRACTOR: By: 01/1/Aid -- ( Interwest Construction, Inc. (Attorney-in-fact) CONTRACTOR •\\T"r ;‘ii���+tt NAME '�' ..�� �n „'.ivc,"ii Name: Theresa A. Lamb By; SP i r7 (Please Print or Type) AUTHORIZED OFFICIAL'S % �,/r',„�79187a��•�, 454 SIGNATURE V1Ill11 GTON. Agent: HUB International NW, LLC Name: Chad M. Epple (Please Print or Type) Address: P. 0. Box 3018 Bothell, WA 98041-3018 Surety Representative Name: Chad M. Epple Surety Representative Phone: (425)489-4500 Surety Representative Email: Chad.Epple@hubinternational.com Approved as to Form: City Attorney HDR Project No. 10324054 City of Yakima September 18,2024 Nelson Dam Removal Project-Phase 2 Conformed PERFORMANCE BOND (EJCDC C-610-2018) 00 61 13.13-3 U, U, 1. Not Used. 2. If the Contractor performs the Construction Contract, the Surety and the Contractor shall have no obligation under this Bond, except when applicable to participate in a conference as provided in Paragraph 3. 3. If there is no Owner Default under the Construction Contract, the Surety's obligation under this Bond will arise after: 3.1. The Owner first provides notice to the Contractor and the Surety that the Owner is considering declaring a Contractor Default. Such notice may indicate whether the Owner is requesting a conference among the Owner,Contractor, and Surety to discuss the Contractor's performance. If the Owner does not request a conference,the Surety may, within five (5) business days after receipt of the Owner's notice, request such a conference. If the Surety timely requests a conference,the Owner shall attend. Unless the Owner agrees otherwise, any conference requested under this Paragraph 3.1 will be held within ten (10) business days of the Surety's receipt of the Owner's notice. If the Owner, the Contractor, and the Surety agree, the Contractor shall be allowed a reasonable time to perform the Construction Contract,but such an agreement does not waive the Owner's right, if any, subsequently to declare a Contractor Default; 3.2. The Owner declares a Contractor Default, terminates the Construction Contract and notifies the Surety; and 3.3. The Owner has agreed to pay the Balance of the Contract Price in accordance with the terms of the Construction Contract to the Surety or to a contractor selected to perform the Construction Contract. 4. Failure on the part of the Owner to comply with the notice requirement in Paragraph 3.1 does not constitute a failure to comply with a condition precedent to the Surety's obligations, or release the Surety from its obligations, except to the extent the Surety demonstrates actual prejudice. 5. When the Owner has satisfied the conditions of Paragraph 3,the Surety shall promptly and at the Surety's expense take one of the following actions: 5.1. Arrange for the Contractor, with the consent of the Owner,to perform and complete the Construction Contract; 5.2. Undertake to perform and complete the Construction Contract itself,through its agents or independent contractors; 5.3. Obtain bids or negotiated proposals from qualified contractors acceptable to the Owner for a contract for performance and completion of the Construction Contract, arrange for a contract to be prepared for execution by the Owner and a contractor selected with the Owners concurrence, to be secured with performance and payment bonds executed by a qualified surety equivalent to the bonds issued on the Construction Contract, and pay to the Owner the amount of damages as described in Paragraph 7 in excess of the Balance of the Contract Price incurred by the Owner as a result of the Contractor Default; or 5.4. Waive its right to perform and complete, arrange for completion, or obtain a new contractor,and with reasonable promptness under the circumstances: 5.4.1 After investigation, determine the amount for which it may be liable to the Owner and, as soon as practicable after the amount is determined, make payment to the Owner; or HDR Project No. 10324054 City of Yakima September 18,2024 Nelson Dam Removal Project-Phase 2 Conformed PERFORMANCE BOND (EJCDC C-610-2018) 00 61 13.13-4 co U, 5.4.2 Deny liability in whole or in part and notify the Owner, citing the reasons for denial. 6. If the Surety does not proceed as provided in Paragraph 5 with reasonable promptness, the Surety shall be deemed to be in default on this Bond seven days after receipt of an additional written notice from the Owner to the Surety demanding that the Surety perform its obligations under this Bond, and the Owner shall be entitled to enforce any remedy available to the Owner. If the Surety proceeds as provided in Paragraph 5.4,and the Owner refuses the payment, or the Surety has denied liability, in whole or in part, without further notice, the Owner shall be entitled to enforce any remedy available to the Owner. 7. If the Surety elects to act under Paragraph 5.1, 5.2, or 5.3, then the responsibilities of the Surety to the Owner will not be greater than those of the Contractor under the Construction Contract,and the responsibilities of the Owner to the Surety will not be greater than those of the Owner under the Construction Contract.Subject to the commitment by the Owner to pay the Balance of the Contract Price,the Surety is obligated,without duplication for: 7.1. the responsibilities of the Contractor for correction of defective work and completion of the Construction Contract; 7.2. additional legal, design professional, and delay costs resulting from the Contractor's Default,and resulting from the actions or failure to act of the Surety under Paragraph 5; and 7.3. liquidated damages, or if no liquidated damages are specified in the Construction Contract, actual damages caused by delayed performance or non-performance of the Contractor. 8. If the Surety elects to act under Paragraph 5.1, 5.3, or 5.4, the Surety's liability is limited to the amount of this Bond. 9. The Surety shall not be liable to the Owner or others for obligations of the Contractor that are unrelated to the Construction Contract, and the Balance of the Contract Price will not be reduced or set off on account of any such unrelated obligations. No right of action will accrue on this Bond to any person or entity other than the Owner or its heirs, executors, administrators,successors, and assigns. 10. The Surety hereby waives notice of any change,including changes of time,to the Construction Contract or to related subcontracts, purchase orders, and other obligations. 11. Any proceeding, legal or equitable, under this Bond must be instituted in any court of competent jurisdiction in the location in which the work or part of the work is located and must be instituted within two years after a declaration of Contractor Default or within two years after the Contractor ceased working or within two years after the Surety refuses or fails to perform its obligations under this Bond, whichever occurs first. If the provisions of this paragraph are void or prohibited by law, the minimum periods of limitations available to sureties as a defense in the jurisdiction of the suit will be applicable. 12. Notice to the Surety,the Owner,or the Contractor must be mailed or delivered to the address shown on the page on which their signature appears. 13. When this Bond has been furnished to comply with a statutory or other legal requirement in the location where the construction was to be performed, any provision in this Bond conflicting with said statutory or legal requirement will be deemed deleted therefrom and provisions conforming to such statutory or other legal requirement will be deemed incorporated herein. When so furnished, the intent is that this Bond will be construed as a statutory bond and not as a common law bond. HDR Project No. 10324054 City of Yakima September 18,2024 Nelson Dam Removal Project-Phase 2 Conformed PERFORMANCE BOND (EJCDC C-610---2018) 00 61 13.13-5 ti U, 14. Definitions 14.1. Balance of the Contract Price—The total amount payable by the Owner to the Contractor under the Construction Contract after all proper adjustments have been made including allowance for the Contractor for any amounts received or to be received by the Owner in settlement of insurance or other claims for damages to which the Contractor is entitled, reduced by all valid and proper payments made to or on behalf of the Contractor under the Construction Contract. 14.2. Construction Contract—The agreement between the Owner and Contractor identified on the cover page, including all Contract Documents and changes made to the agreement and the Contract Documents. 14.3. Contractor Default—Failure of the Contractor,which has not been remedied or waived, to perform or otherwise to comply with a material term of the Construction Contract. 14.4. Owner Default—Failure of the Owner, which has not been remedied or waived,to pay the Contractor as required under the Construction Contract or to perform and complete or comply with the other material terms of the Construction Contract. 14.5. Contract Documents—All the documents that comprise the agreement between the Owner and Contractor. 15. If this Bond is issued for an agreement between a contractor and subcontractor, the term Contractor in this Bond will be deemed to be Subcontractor and the term Owner will be deemed to be Contractor. 16. Modifications to this Bond are as follows: None. HDR Project No. 10324054 City of Yakima September 18,2024 Nelson Dam Removal Project-Phase 2 Conformed PERFORMANCE BOND (EJCDC C-610-2018) 00 61 13.13-6 -,-,�,:�,r.._v.:�rirzE �;sae_---:._. , .wsc: :•;-. � -1^.a._.-5 ...., ._ .- - -- intact ii J Pi . .. itJSURANCE ii f! N ii q KNOW ALL MEN BY THESE PRESENTS,that ATLANTIC SPECIALTY INSURANCE COMPANY,a New York corporation with its principal office in Plymouth, wi Minnesota,does hereby constitute and appoint: Emma C Doleshel,Heather L Allen,Jim S.Kuich,Michael A.Murphy,Natalie C Chau,Sarah H Behrens,Steve Y. Wagner,Theresa A.Lamb,each individually if there be more than one named,its true and lawful Attorney-in-Fact,to make,execute,seal and deliver,for and on its behalf as e surety,any and all bonds,recognizances,contracts of indemnity,and all other writings obligatory in the nature thereof;provided that no bond or undertaking executed under this i. authority shall exceed in amount the sum of:unlimited and the execution of such bonds,recognizances,contracts of indemnity,and all other writings obligatory in the nature thereof in pursuance of these presents,shall be as binding upon said Company as if they had been fully signed by an authorized officer of the Company and sealed with the it lb tij Company seal. This Power of Attorney is made and executed by authority of the following resolutions adopted by the Board of Directors of ATLANTIC SPECIALTY i•i cli INSURANCE COMPANY on the twenty-fifth day of September,2012: t• Resolved: That the President,any Senior Vice President or Vice-President(each an"Authorized Officer")may execute for and in behalf of the Company any and �� all bonds,recognizances,contracts of indemnity,and all other writings obligatory in the nature thereof,and affix the seal of the Company thereto;and that the Authorized Officer may appoint and authorize an Attorney-in-Fact to execute on behalf of the Company any and all such instruments and to affix the Company j seal thereto;and that the Authorized Officer may at any time remove any such Attorney-in-Fact and revoke all power and authority given to any such Attorney-in- ' Fact Ei is sp Resolved: That the Attorney-in-Fact may be given full power and authority to execute for and in the name and on behalf of the Company any and all bonds, fij P 0 recognizances,contracts of indemnity,and all other writings obligatory in the nature thereof,and any such instrument executed by any such Attorney-in-Fact shall G be as binding upon the Company as if signed and sealed by an Authorized Officer and,further,the Attorney-in-Fact is hereby authorized to verify any affidavit d required to be attached to bonds,recognizances,contracts of indemnity,and all other writings obligatory in the nature thereof. ii il li This power of attorney is signed and sealed by facsimile under the authority of the following Resolution adopted by the Board of Directors of ATLANTIC SPECIALTY INSURANCE COMPANY on the twenty-fifth day of September,2012: j Resolved: That the signature of an Authorized Officer,the signature of the Secretary or the Assistant Secretary,and the Company seal may be affixed by : 1 facsimile to any power of attorney or to any certificate relating thereto appointing an Attorney-in-Fact for purposes only of executing and sealing any bond, I i undertalcing,recognizance or other written obligation in the nature thereof,and any such signature and seal where so used,being hereby adopted by the Company i. as the original signature of such officer and the original seal of the Company,to be valid and binding upon the Company with the same force and effect as though fmanually affixed. 1, i. li IN WITNESS WHEREOF,ATLANTIC SPECIALTY INSURANCE COMPANY has caused these presents to be signed by an Authorized Officer and the seal of the Company to be affixed this first day of January,2023. 1i j ,0"lit !Ns,?f.,, 11 ll ,0 SEAL m _• ; 0. -° 1986 0 By f. i STATE OF MINNESOTA ,,`biz```Iv ro r�.= Sarah A.Kolar,Vice President and General Counsel €ai HENNEPIN COUNTY On this first day of January,2023,before me personally came Sarah A.Kolar,Vice President and General Counsel of ATLANTIC SPECIALTY INSURANCE COMPANY,to { me personally known to be the individual and officer described in and who executed the preceding instrument,and she acknowledged the execution of the same,and being by me ii duly sworn,that she is the said officer of the Company aforesaid,and that the seal affixed to the preceding instrument is the seal of said Company and that the said seal and the signature as such officer was duly affixed and subscribed to the said instrument by the authority and at the direction of the Company. 1. t `, ALISON MAN NASH•TROUT Jjq/ 1 i, Sam/V„V4(L/ ,� {, NOTARY PUBLIC•MINNESOTA L, �,,�. • . My Commission Expires 1 uk _'' January 31,2025 Notary Public I,the undersigned,Secretary of ATLANTIC SPECIALTY INSURANCE COMPANY,a New York Corporation,do hereby certify that the foregoing power of attorney is in full I I" force and has not been revoked,and the resolutions set orth above are now in force. I d Signed and sealed. Dated 4��- day of bil 202d 1 , - iN" t zG�FP0'l;t '01 j _co SEAL _" 1986 0et5/ 10 --, - 1 1 This Power of Attorney expires =21.->` ur =o Fti i- a- !! 1January 31,2025 �? Kara L.B.Barrow,Secretary M i 1 Please direct bond verifications to 5iii ervil imaciin.;u ai:Ce.c:JT 0 U, RETAINAGE BOND Bond No. 800095942 Interwest Construction,Inc. KNOW ALL MEN BY THESE PRESENTS,that , as Principal authorized to do business in the State of Washington and Atlantic Specialty Insurance Company as Surety,a corporation organized and existing under the laws of the State of New York and authorized to transact business in the State of Washington as Surety, are jointly and severally held and bound unto City of Yakima as Obligee in the penal sum of Six Hundred Eighty-six Thousand Eighty And 66/100 Dollars($686,080.66 ),which is 5%of the Principal's bid. WHEREAS,on the day of , ,the said Principal, herein,executed a contract with the Obligee,for Nelson Dam Removal: Water Supply,Fish Passage,and Riverine Process Improvements Phase II-Conveyance Improvements WHEREAS,said contract and RCW 60.28 require the Obligee to withhold from the Principal the sum of 5%from monies earned on estimates during the progress of the construction, hereinafter referred to as earned retained fund AND NOW WHEREAS, Principal has requested that the Obligee not retain any earned retained funds as allowed under RCW 60.28. NOW,THEREFORE,the condition of this obligation is such that the Principal and Surety are held and bound unto the beneficiaries of the trust fund created by RCW 60.28 in the penal sum of 5%of the final contract cost which shall include any increases due to change orders, increases in quantities of work or the addition of any new item of work. If the Principal shall use the earned retained funds,which will not be retained,for the trust fund purposes of RCW 60.28,then this obligation shall be null and void;otherwise,it shall remain in full force and effect. This bond and any proceeds therefrom shall be made subject to all claims and liens and in the same manner and priority as set forth retained percentages in RCW 60.28. PROVIDED HOWEVER, that: 1. The liability of the Surety under this bond shall not exceed 5%of the total amount earned by the Principal if no monies are retained by the Obligee on estimates during the progress of construction. 2. Any suit under this bond must be instituted within the time period provided by applicable law. \\\"\""witiiiiii WITNESS our hands this o3 ' day of<44 2024 e;. \\`"„`�Il1��� /// Interwest Construction,Inc. _ O • % 1- By: /' Atlantic Specialty Insurance Company Eben Twaddle �i��-�I�'''�49�a1 � Principal ,/I r'i� =i. Surety By: j/INAA-- Attorney-in-Fact Theresa A.Lamb Name and Address of Local Agent HUB International Northwest,LLC PO Box 3018 Bothell,WA 98041-3018 Surety Phone No.(425)489-4500 � !i intact il It i4 IQ It#SURANCF. g r KNOW ALL MEN BY THESE PRESENTS,that ATLANTIC SPECIALTY INSURANCE COMPANY,a New York corporation with its principal office in Plymouth, il Minnesota,does hereby constitute and appoint: Emma C Doleshel,Heather L Allen,Jim S.Kuich,Michael A.Murphy,Natalie C Chau,Sarah H Behrens,Steve f I Wagner,Theresa A.Lamb,each individually if there be more than one named,its true and lawful Attorney-in-Fact,to make,execute,seal and deliver,for and on its behalf as `1 Ii surety,any and all bonds,recognizances,contracts of indemnity,and all other writings obligatory in the nature thereof;provided that no bond or undertaking executed under this k authority shall exceed in amount the sum of:unlimited and the execution of such bonds,recognizances,contracts of indemnity,and all other writings obligatory in the nature i v' thereof in pursuance of these presents,shall be as binding upon said Company as if they had been fully signed by an authorized officer of the Company and sealed with the ' iii Company seal. This Power of Attorney is made and executed by authority of the following resolutions adopted by the Board of Directors of ATLANTIC SPECIALTY 1,1 li 1" INSURANCE COMPANY on the twenty-fifth day of September,2012: is ' 1 Resolved: That the President,any Senior Vice President or Vice-President(each an"Authorized Officer")may execute for and in behalf of the Company any and I1 !J all bonds,recognizances,contracts of indemnity,and all other writings obligatory in the nature thereof,and affix the seal of the Company thereto;and that the { rj 1 Authorized Officer may appoint and authorize an Attorney-in-Fact to execute on behalf of the Company any and all such instruments and to affix the Company ., seal thereto;and that the Authorized Officer may at any time remove any such Attorney-in-Fact and revoke all power and authority given to any such Attorney-in- l' N Fact. IIResolved: That the Attorney-in-Fact maybe given full power and authority to execute for and in the name and on behalf of the Company any and all bonds, recognizances,contracts of indemnity,and all other writings obligatory in the nature thereof,and any such instrument executed by any such Attorney-in-Fact shall be as binding upon the Company as if signed and sealed by an Authorized Officer and,further,the Attorney-in-Fact is hereby authorized to verify any affidavit ll required to be attached to bonds,recognizances,contracts of indemnity,and all other writings obligatory in the nature thereof. ri I This power of attorney is signed and sealed by facsimile under the authority of the following Resolution adopted by the Board of Directors of ATLANTIC SPECIALTY a INSURANCE COMPANY on the twenty-fifth day of September,2012: 1 0 Resolved: That the signature of an Authorized Officer,the signature of the Secretary or the Assistant Secretary,and the Company seal maybe affixed by ;j J� facsimile to any power of attorney or to any certificate relating thereto appointing an Attorney-in-Fact for purposes only of executing and sealing any bond, j undertaking,recognizance or other written obligation in the nature thereof,and any such signature and seal where so used,being hereby adopted by the Company j as the original signature of such officer and the original seal of the Company,to be valid and binding upon the Company with the same force and effect as though manually affixed. IN WITNESS WHEREOF,ATLANTIC SPECIALTY INSURANCE COMPANY has caused these presents to be signed by an Authorized Officer and the seal of the Company to be affixed this first day of January,2023. 1. =c; .il Pori4 'ti =n �'SEAL ^' 1986 O J tr By q STATE OF MINNESOTA .'� ```11 -,,,a`:'has' Sarah A.Kolar,Vice President and General Counsel 1-1 HENNEPIN COUNTY e . 1 0 On this first day of January,2023,before me personally came Sarah A.Kolar,Vice President and General Counsel of ATLANTIC SPECIALTY INSURANCE COMPANY,to !i w me personally known to be the individual and officer described in and who executed the preceding instrument,and she acknowledged the execution of the same,and being by me - duly sworn,that she is the said officer of the Company aforesaid,and that the seal affixed to the preceding instrument is the seal of said Company and that the said seal and the I'i 8 signature as such officer was duly affixed and subscribed to the said instrument by the authority and at the direction of the Company. is it Fl 4 3I: ,,X ALISON DWAN NASH•TROUT f �1 /1� Alt _{NOTARY PUBLIC•MINNESOTA it�Sf�1• L` ."°';;r ';. My Commission Expires '\ tn1 a"` January 31,2025 Notary Public 1 I I,the undersigned,Secretary of ATLANTIC SPECIALTY INSURANCE COMPANY,a New York Corporation,do hereby certify that the foregoing power of attorney is in full force and has not been revoked,and the resolutions set forth above are ow in force. I Signed and sealed. Dated Z3 — day of'. 2O� . i 14.!; `SEAL` n= t ° 198f oi/Z---s. � 11 4Ill This Power of Attorney expires ?�-`Fti1 .-,,,' ,,=� F 1 o�l b fit,,.' i l 41 January 31,2025 Kara L.B.Barrow,Secretary r.1 ir Please direct bond verifications to sm•e n(�,' ,,cticujrarce.ccm _.�a)ratt..--,....1*eli:JSl:tl1..4",,,11 t,,,,, ,,,,....,,,,-.=4-_,,a .L `Lx,..,' -a✓--...i— n.- - A. ..,,,,,S-.s�,ui.,,4111..!_, —.,,,,,•,SiS1.:,_'4e'_,1 ,—,,,..-S451t+,-—_-. .Y - . INTECON-15 GSARASWATHI ACORO CERTIFICATE OF LIABILITY INSURANCE DATD/YYYY) 9/17/217/2024 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 NAME: Hub International Northwest LLC PHONE FAx PO Box 3018 (A/c,No,Ext): (425)489-4500 (A/C,No):(425)485-8489 Bothell,WA 98041 aDORESS:now.info@hubinternational.com INSURER(S)AFFORDING COVERAGE NAIC# INSURERA:The Phoenix Insurance Company 25623 INSURED INSURER B:The Travelers Indemnity Company of Connecticut 25682 Interwest Construction Inc. INSURER C:Travelers Property Casualty Company of America 25674 609 North Hill Blvd INSURER D:St. Paul Surplus Lines Insurance Company 30481 Burlington,WA 98233 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY 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 ADDL SUBR POLICY NUMBER POLICY EFF POLICY EXP LIMITS LTR INSD WVD (MM/DD/YYYY) (MM/DD/YYYY) A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 CLAIMS-MADE X OCCUR DTCO7N065015PHX24 7/1/2024 7/1/2025 DAMAGETO RENTED 300 000 X X PREMISES(Ea occurrence) $ MED EXP(Any one person) $ 10,000 PERSONAL&ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 POLICY X jECT X LOC PRODUCTS-COMP/OP AGG $ 2,000,000 X OTHER: WA Stop Gap $ 1,000,000 B AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT 1,000,000 (Ea accident) X ANY AUTO X X 8106P73016A2426G 7/1/2024 7/1/2025 BODILY INJURY(Per person) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY(Per accident) $ HIRED NON-OWNED PROPERTY DAMAGE AUTOS ONLY AUTOS ONLY (Per accident) $ C X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 10,000,000 EXCESS LIAB CLAIMS-MADE X X CUP7N0837522426 7/1/2024 7/1/2025 AGGREGATE $ 10,000,000 DED X RETENTION$ 10,000 $ A WORKERS COMPENSATION PER X OTH- AND EMPLOYERS'LIABILITY STATUTE ER Y/N DTCO7N065015PHX24 7/1/2024 7/1/2025 1,000,000 ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? N/A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ D Pollution&Profess. x x ZCE-61N78349 7/1/2024 7/1/2025 Occ/Agg 2,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) RE:Job#1480,Nelson Dam Removal—Phase 2. City of Yakima,Yakima County,Naches-Cowiche Canal Association,Washington State Department of Natural Resources and respective officers,directors, members,partners,employees,consultants,agents,Volunteers and elected and appointed officials are included as Additional Insureds,coverage is Primary and Non-Contributory,and Waiver of Subrogation applies per the attached forms/endorsements.Per Project Aggregate applies to General Liability policy,per attached forms/endorsements.30 days notice of cancellation appiles. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Cityof Yakima THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 129 N.2nd Street Yakima,WA 98901 AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) ©1988-2015 ACORD CORPORATION. All rights reser-- The ACORD name and logo are registered marks of ACORD 161 Policy#DTCO7N065015TIA24 COMMERCIAL GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. this limitation applies,the minimum limits required result in a claim.To the extent possible,such by the written contract or agreement will be con- notice should include: sidered to inue the minimum brellarExcessliabilityco coveraits of any Um-ge fo the (a) How, when and where the"occurrence" BLANKET ADDITIONAL INSURED -AUTOMATIC STATUS b 9or offense ense took place; IF REQUIRED BY WRITTEN CONTRACT (CONTRACTORS) additional insured by that written contract or (b) The names and addresses of any injured agreement. This provision will not increase the persons and witnesses;and limits of insurance described in Section III—Limits Of Insurance. (c) The nature and location of any injury or This endorsement modifies insurance provided under the following: damage arising out of the"occurrence"or COMMERCIAL GENERAL LIABILITY COVERAGE PART b. The insurance provided to such additional insured offense. does not apply to: The following is added to SECTION II—WHO IS AN (a) The Additional Insured — Owners, Les- (1) Any "bodily injury', "property damage" or (2) If a claim is made or"suit"is brought against INSURED: sees or Contractors—Scheduled Person "personal injury"arising out of the providing, the additional insured: Any person or organization that: or Organization endorsement CG 20 10 or failure to provide, any professional archi- (a) Immediately record the specifics of the a. You agree in a written contract or agreement to 07 04 or CG 20 10 04 13,the Additional tectural, engineering or surveying services, claim or"suit"and the date received;and Insured —Owners, Lessees or Contrac- include as an additional insured on this Coverage including: (b) Notify us as soon as practicable and see tors — Completed Operations endorse- to it that we receive written notice of the Part;and ment CG 20 37 07 04 or CG 20 37 04 13, (a) The preparing, approving, or failing to b. Has not been added as an additional insured for or both of such endorsements with either prepare or approve, maps, shop draw- claim or"suit"as soon as practicable. the same project by attachment of an endorse- of those edition dates;or ings, opinions, reports, surveys,field or- (3) Immediately send us copies of all legal pa- ment under this Coverage Part which includes ders or change orders, or the preparing, pers received in connection with the claim or Addi- suchperson or organization in the endorsement's (b) Either or both of the following:the Addi- approving, or failingto g pp g, prepare or ap- "suit", cooperate with us in the investigation tional Insured—Owners,Lessees or Con- schedule; tractors— Scheduled Person Or Organi- prove,drawings and specifications;and or settlement of the claim or defense against is an insured,but: zation endorsement CG 20 10,or the Ad- (b) Supervisory, inspection, architectural or the"suit",and otherwise comply with all policy a. Only with respect to liability for"bodily injury"or ditional Insured — Owners, Lessees or engineering activities. conditions. "property damage" that occurs, or for"personal Contractors—Completed Operations en- (2) Any "bodily injury' or "property damage" (4) Tender the defense and indemnity of any injury' caused by an offense that is committed, dorsement CG 20 37,without an edition caused by"your work" and included in the claim or"suit"to any provider of other insur- subsequent to the signing of that contract or date of such endorsement specified; "products-completed operations hazard" un- ance which would cover such additional in- agreement and while that part of the contract or the person or organization is an additional in- less the written contract or agreement specifi- sured for a loss we cover.However,this con- agreement is in effect;and sured only if the injury or damage is caused, cally requires you to provide such coverage dition does not affect whether the insurance b. Only as described in Paragraph(1),(2)or(3)be- in whole or in part, by acts or omissions of for that additional insured during the policy provided to such additional insured is primary low,whichever applies: you or your subcontractor in the performance period. to other insurance available to such additional (1) If the written contract or agreement specifical- of"your work"to which the written contract or c. The additional insured must comply with the fol- insured which covers that person or organiza- ly requires you to provide additional insured agreement applies;or lowing duties: tion as a named insured as described in Par- coverage to that person or organization by (3) If neither Paragraph(1)nor(2)above applies: (1) Give us written notice as soon as practicable agraph 4., Other Insurance, of Section IV— the use of: (a) The person or organization is an addi- of an "occurrence" or an offense which may Commercial General Liability Conditions. (a) The Additional Insured — Owners, Les- tional insured only if, and to the extent sees or Contractors—(Form B)endorse- that, the injury or damage is caused by ment CG 20 10 11 85;or acts or omissions of you or your subcon- (b) Either or both of the following:the Addi- tractor in the performance of"your work" tional Insured—Owners,Lessees or Con- to which the written contract or agree- tractors—Scheduled Person Or Organi- ment applies;and zation endorsement CG 20 10 10 01,or (b) Such person or organization does not the Additional Insured—Owners,Lessees qualify as an additional insured with re- or Contractors — Completed Operations spect to the independent acts or omis- endorsement CG 20 37 10 01; sions of such person or organization. the person or organization is an additional in- The insurance provided to such additional insured is sured only if the injury or damage arises out subject to the following provisions: of"your work"to which the written contract or a. If the Limits of Insurance of this Coverage Part agreement applies; shown in the Declarations exceed the minimum (2) If the written contract or agreement specifical- limits required by the written contract or agree- ly requires you to provide additional insured ment,the insurance provided to the additional in- coverage to that person or organization by sured will be limited to such minimum required the use of: limits. For the purposes of determining whether CG D6 04 02 19 ©2017 The Travelers Indemnity Company.All rights reserved. Page 1 of 2 Page 2 of 2 ©2017 The Travelers Indemnity Company.All rights reserved. CG D6 04 02 19 a) N Policy#DTCO7N065015TIA24 COMMERCIAL GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY COVERAGE FORM is used to heat,cool or dehumidify to perform the normal electrical, the building, or produced by or hydraulic or mechanical functions originating from equipment that is necessary for the operation of used to heat water for personal mobile equipment"or its parts,if Various provisions in this policy restrict coverage.Read (1)The"bodily injury'or"property damage"is use by the building's occupants or such fuels, lubricants or other the entire policy carefully to determine rights,duties and caused by an"occurrence'that takes place their guests; operating fluids escape from a what is and is not covered. in the"coverage territory` (ii)"Bodily injury' or "property vehicle part designed to hold,store damage"for which you may be or receive them.This exception Throughout this policy the words"you"and"your refer (2)The"bodily injury'or"property damage" held liable,if you are a contractor does not apply if the"bodily injury' to the Named Insured shown in the Declarations,and occurs during the policy period;and and the owner or lessee of such or"property damage"anses out of any other person or organization qualifying as a Named premises,site or location has been the intentional discharge,dispersal Insured under this policy.The words"we","us"and (3)Prior to the policy period,no insured listed added to your policy as an or release of the fuels,lubricants "our refer to the company providing this insurance. under Paragraph 1.of Section II—Who Is additional insured with respect to or other operating fluids,or if such An Insured and no"employee"authorized your ongoing operations performed fuels,lubricants or other operating The word"insured"means any person or organization by you to giw or receive notice of an for that additional insured at that fluids are brought on or to the qualifying as such under Section II—Who Is An "occurrence"or claim knew that the"bodily premises,site or location and such premises,site or location with the Insured. injury'or"property damage"had occurred, premises, site or location is not intent that they be discharged, in whole or in part.If such a listed insured Other wads and phrases that appear in quotation and nevor was owned or occupied dispersed or released as part of or pn or"employee"knew, nor to the marks have special meaning.Refer to Section V— by,or rented or loaned to, any the operations being performed by Definitions. policy period, that the "bodily injury' or insured,other than that additional such insured, contractor or "property damage" occurred, then any insured;or subcontractor; ccu SECTION I—COVERAGES continuation,change or resumption of such "boded - damage"Burin (iii)"Bodily injury' or "properly y injury' or "property COVERAGE A—BODILY INJURY AND PROPERTY y injury'or g o n (ii)"Boded DAMAGE LIABILITY or after the policy period will be deemed to damage" a sing out of heat, damage" sustained within a moke or fumes from a"hostile have been known prior to the policy period. s building and caused by the release 1. Insuring Agreement fire"; of gases,fumes or vapors from paysums s e "Bodily injury' or "property damage" which a. We will those any premises, site or materials brought into that building that the insured (b)At or from occurs dunng the policy period and was not, location which is or was at anytime becomes legally obligated to pay as damages in connection with operations being poor to the policy period, known to have used b for an d or others for because of"bodily injury'or"property damage" occurred - y or y insure performed by you or on your behalf rred by any insured listed under Paragraph the handling, storage, poser to which this insurance applies.We will have c g, ge, disposal, by a contractor or subcontractor;or 1.of Section II—Who Is An Insured or any treatment of waste; the right and duty to defend the insured against processing or injury' or "property "employee"authorized by you to give or receive (iii)"Bodily any'suit' seeking those damages.However, (c)If such"pollutants"are or were at anyarisen out of heat, we will have no But to defend the- notice of an"occurrencd'or claim,includes any - damage' g y insured time transported, handled, stored, smoke or fumes from a"hostile continuation, change or resumption of that aganst any"suit'seeking damages for"bodily treated,disposed of,or processed as injury' or"property damage' to which this bodily injury'or"property damage"after the waste by a for: fire'";a insurance does not apply.We may,at our end of the policy period. (i) Any insured;or (e)At or from any premises, site or discretion, investigate any"occurrence" and d. "Bodily injury'or"property damage"will be location on which any insured or any settle any claim or"suit"that may result.But: deemed to have been known to haw occurred (ii)Any person o organization for contractors or subcontractors working (1)The amount w will pay for damages is at the earliest time when any insured listed whom ponsibleu may be legally directly or indirectly on any insured's limited as described in Section III—Limits under Paragraph 1.of Section II—Who Is An behalf are or were at any time Of Insurance;and Insured or any"employee"authorized by you to (d)At ors from any premises, site or performing operations to test for, give or receive notice of an"occurrence"or location on which any insured or any monitor, clean up, remove, contain, (2)Our right and duty to defend end when we claim: contractors or subcontractors working treat,detoxify or neutralize,or in any have used up the applicable limit of directly or indirectly on any insureds way respond to,or assess the effects in the payment of judgments or (1)Reports all, or any part, of the"bodily behalf are performing operations if the insurance settlements under Coverages A or B or injury'or"property damage to us or any "pollutants"are brought on or to the of,"pollutants". medical expenses under Coverage C. other insurer; premises,site or location in connection (2)Any loss,cost or expense ansing out of (2)Receives a written or verbal demand or with such operations by such insured, any: No other obligation or liability to pay sums or claim for damages because of the"bodily contractor or subcontractor.Howevor, (a)Request,demand,order or statutory or perform acts or ern is covered unless damage"; this subparagraph does not apply services injury'or"property or regulatory requirement that any insured explicitly provided for under Supplementary (i) "Bodily injury' or "property or others test for,monitor,clean up, Payments. (3)Becomes aware by any other means that damage"ansing out of the escape remove, contain, treat, detoxify or b. This insurance applies to"bodilyi "bodily injury' or"property damage has of fuels, lubricantsother neutralize,or in anyrespond to,or pp injury'and occurred or has begun to occur. or way "property damage"only if: operating fluids which are neededassess the effects of,"pollutants";or CG T1 00 02 19 del 2017 The Travelers Indemnity company.All rights reserved. Page 1 of21 CG T1 00 02 19 del 2017 The Travelers Indemnity company.All rights reserved. Page 3 of21 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Includes copyrighted material of Insurance Services Office,Inc.with its permission. COMMERCIAL GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY e. Damages because of"bodily injury' include (3)Any statute,ordinance or regulation relating (b)Claim or suit by or on behalf of any (b)The operation of any of the machinery damages claimed by any person or organization to the sale, gift, distribution or use of governmental authonty or any other or equipment listed in Paragraph f.(2) for care,loss of services or death resulting at alcoholic beverages. person or organization because of or f.(3) of the defintion of"mobile any time from the"bodily injury'. This exclusion applies only if you arein the testing for, monitoring, cleaning up, equipment";or 2. Exclusions business of manufactunng,distributiv removing, containing, treating, - g,selling, detoxifying or neutralizing,o n any (6)An aircraft that is: This insurance does not apply to: serving or furnishing alcoholic beverages.For din to,o assessing the (a)Chartered with a pilot to any insured; the purposes of this exclusion,permitting a way respon g a. Expected Or Intended Injury person to bring alcoholic beverages on your effects of,"pollutants". (b)Not owned by any insured;and "Bodily injury"or"property damage"expected or premises,for consumption on your premises, g. Aircraft,Auto Or Watercraft (c)Not being used to carry any person or intended from the standpoint of the insured. whether or not a fee is charged or a license is "Bodily injury"or"property damage"arising out property for a charge. This exclusion does not apply to"bodily injury' required for such activity is not by itself of the ownership, maintenance, use or h. Mobile Equipment or"property damage"resulting from the use of considered the business of selling,serving or entrustment to others of any aircraft,"auto"or reasonable force to protect persons or property. furnishing alcoholic beverages. watercraft owned or operated byrented "Bodily injury'or"property damage arising out per or or of: b. Contractual Liability d. Workers'Compensation And Similar Laws loaned to any insured.Use includes operation (1)The transportation of"mobile equipment" "Bodily injury"or"property damage"for which Any obligation of the insured under a workers' and"loading or unloading'. pooperated by the insured is obligated to damagesbycompensation, disabilitybenefitsThis exclusion applies even if the claims rented an "auto" owned or red;or by r o sat pay em or dP or loaned to any insured;a reason of the assumption of liability in a unemployment compensation law or any similar aganst any insured allege negligence or other (2)The use of"mobile e ui t' n or while contract or agreement.This exclusion does not law. wrongdoing in the superusion, hiring, q pmen apply to liability for damages: a employment,training or monitoring of others by in practice for,or while being prepared for, Employer's Liability any prearranged racing,speed,demolition, (1)That the insured would have in the absence ^Bodil - to: that insured,if the"occurrence'which caused or stuntingfive of the contractor agreement;or Y injury' the"bodily injury'or"property damage"involved activity (2)Assumed in a contract or agreement that is (1)An"employee"of the insured arising out of the ownership, mantenance, use or i. War an"insured contract",provided that the and in the course of: entrustment to others of any aircraft,"auto"or "Bodily "propertydamage" out "boded - damage" (a)Employment by the insured;or watercraft that is owned or operated by or of: injury'or arising y injury'or"property ge"occurs rented or loaned to any insured. subsequent to the execution of the contract (b)Performing duties related to the (1)War,including undeclared or duel war; or agreement.Solely for the purposes of conduct of the insured's business;or This exclusion does net apply to: (2)Warlike action(1)A watercraft while ashore on premises youaction by a military force,including liability assumed in an"insured contract", (2)The spouse,child,parent,brother or sisteraction in hindering or defending against an reasonable attorneys'fees and necessary of that"employee"asa consequenceof own or rent; actual or expected attack, by any litigation expenses incurred by or for a party owre other than an insured will be deemed to be Paragraph(1)above. (2)A watercraft you do not own that is: governments ign or other authonty damages because of "bodily injury' or This exclusion applies whether the insured may (a)50 feet long or less;and using military personnel or other agents;or "property damage",provided that: be liable as an employer or in any other capacity (b)Not beingused to carry (3) Insurrection,rebellion,revolution,usurped and to anyobligation to share damages with or any person or o gat g power, or action taken by governmental (a)Liability to such party for,or for the hmust damagesproperty for authonty hindenn defending repay someone else who pay in g or cost of,that parry's defense has also (3)Parking an"auto"on,or on the ways next because of the injury. any of these. been assumed in the same"insured to,premises you own or rent,provideda the contract";and This assumed Isio[hedoginsured tunderlyto liabilityd "auto"is not owned rented or loaned 1 Damage To Property by an"insured by or (b)Such attorneys' fees and litigation ontract". to you or the insured; "Property damage"to: expenses are for defense of that party f. Pollution (4)Liability assumed under any "insured (1)Property you own, rent, or occupy, against a civil oraltematiw dispute contract"for the ownership,maintenance or including any costs or expenses incurred resolution proceeding in which (1)"Bodily injury'or"property damage"ansing use of aircraft or watercraft; by you,or any other person,organization or damages to which this insurance out of the actual, alleged or threatened (5)"Bodilydamage"ansingentity, for repair, replacement, appliesalleged. discharge,dispersal,seepage,migration, injury'or"property 9 enhancement,restoration or maintenance are a ege out of: c. Liquor Liability release or escape of"pollutants": or of such property rfy any e reason,including ge (a)At or from any premises, site or (a)The operation of machinery prevention of injury to a person or damage "Bodily injury"or"property damage"for which - or was - equipment that is attached to,or part to another's property d m be held liable byf location which is sat any time of,a land vehicle that would Irf any insure may reason o: qua y as - you se (1)Cousin tributin to the intoxication caned or occupied by,or rented or "mobile equipment"- under the definition (2)Premises II,give away or abandon,if Causing or con g loaned to,any insured.However,this of"mobile equipment" if such land the"property damage"anses out of any of any person; subparagraph does not apply to: vehicle werenot subject to a part of those premises; (2)The furnishing of alcoholic beverages to a (i) "Bodily injury'if sustained within a compulsory or financial responsibility (3)Property loaned to you; person under the legal drinking age or building and caused by smoke, law,or other motor vehicle insurance (4)personal property the care,custody the influence of alcohol;or fumes,vapor or soot produced by law,where it is licensed or principally in or or originating from equipment that garaged;or control of the insured; Page2 of21 CD 2017 The Travelers Indemnity company.All rights reserved. CG T1 00 02 19 Page4 of21 CD 2017 The Travelers Indemnity company.All rights reserved. CG T1 00 02 19 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Includes copyrighted material of Insurance Services Office,Inc.with its permission. 163 COMMERCIAL GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY (5)That particular part of real property on accidental physical injury to"your product"or This exclusion does not apply to"personal against a civil or alternative dispute which you or any contractors or "your wok"after it has been put to its intended injury"caused by malicious prosecution. resolution proceeding which subcontractors waking directly or indirectly use. b. Material Published With Knowledge Of damages to which this,insurance on your behalf are performing operations,if n. Recall Of Products,Work Or Impaired Falsity applies are alleged. the"property damage"arises out of those Property "Personal and advertising injury'arising out of f. Breach Of Contract operations;or Damages claimed for any loss,cost or eq,ense oral or written publication,including publication "Advertising injury'arising out of a breach of (6)That particular part of any property that incurred by you or others for the loss of use, by electronic means,of material,if done by or at contract. must be restored, repaired or replaced withdrawal, recall, inspection, repair, the direction of the insured with knowledge of g. Quality Or Performance Of Goods—Failure because "your work" was incorrectly replacement,adjustment,removal or disposal its falsity. To Conform To Statements performed on it. of: c. Material Published Or Used Prior To Policy "Advertising injury'arising out of the failure of Paragraphs(1),(3)and(4)of this exclusion do (1)"Your product: Period gods,products or sennces to conform with not apply to"premises damage".A separate (2)"your work";or (1)"Personal and advertising injury'ansing out any statement of quality or performance made lima of insurance applies to"premises damage" of oral or written publication, including in your"advertisement. as descnbed in Paragraph 6.of Section III— (3)"Impaired property` publication byelectronic means,of material grap e h. Wrong Description Of Prices Limits Of Insurance. if such product,work,or property is withdrawn whose first publication took place before "Advertising injury'arising out of the wrong Para h(2)of this exclusion does not a if stalled from the market or from use by any the beginning of the policy period;or 9raP apply or r description to the once of goods,m products or the - work"and were never person or organization because of a known or (2)"Advertising ansing out of serHces stated in "advertisement". premises are"your wo n injury" sing your"a rented or held for rental b suspected defect, deficiency, inadequacy or infringement of copyright,"title"or"slogan" occupied, yyou. Semen iseg gas" Paragraphs (3), (4), (5) and (6) of this dangerous condition in it. your "advertisement" whose first Intellectual Property agrap o. Personal And Advertising Injury infringement in your"advertisement"was "Personal and advertising injury'arising out of exclusion do not apply to liability assumedcommitted before the beginning of the any actual or alleged infringement or violation of under a sidetrack agreement. "Bodily injury" arising out of"personal and policy penod. any of the following rights or laws,or any other Paragraph(6)of this exclusion does not apply advertising injury'. d. Criminal Acts "personal and advertising injury'alleged in any to"property damage included in the"products- p. Electronic Data claim or "suit" that also alleges any such operations hazard". -- "Personal and advertising injury'arising.out of a infringement or violatien: completedpera ions Damages arising out of the loss of,loss of use criminal act committed by or at the direction of gemen k. Damage To Your Product of,damage to,corruption of,inability to access, thinsured. (1)Copyright; "Property damage"to"your product"ansing out or inability to manipulate"electronic data". e. Contractual Liability (2)Patent; of it or any part of a. However, this exclusion does not apply to "Personal and advertising injury'for which the (3)Trade dress; I. Damage To Your Work liability for damages because of"bodily injury'. insured has assumed liability in a contract or (4)Trade name; "Property damage"to"your work"arising out of q. Unsolicited Communication agreement.This exclusion does not apply to (5)Trademark; it or any part of it and included in the"products- liability for damages: o t hazard". "Bodily injury'or"property damage"arising out (6)Trade secret;or completedoperations of any actual or alleged violation of any law that (1)That the insured would have in the absence This exclusion does not apply if the damaged restricts or prohibits the sending,transmitting of the contract or agreement;or (7)Other intellectual property rights or laws. work or the work out of which the damage or distributing of"unsolicited communication". (2)Because of"personal injury'assumed by This exclusion does not apply to: s performed on your behalf by a you in a contract or agreement that is an subcontractor. r. Access Or Disdosure Of Confidential Or insured contract", provided that the (1)"Advertising injury"ansing out oNoany actual Personal Information alleged infringement -lanon f m. Damage To Impaired Property Or Property __ "personal injury'is caused by an offense anothers copyright,"title or"slogan' in Not Physically Injured "Bodily injury'or"property damage arising out committed subsequent to the execution of your"advertisement";or of any access to or disclosure of any person's the contract or agreement.Solely for the "Property damage"to"impaired property'or or organization's confidential or personal purposes of liability assumed by you in an (2)Any other"personal and advertising injury' property that has not been physically injured, information. "insured contract", reasonable attorneys' alleged in any claim orsuit"that also as �� ans ing out of: fees and necessary litigatlitigationexpenses alleges any such infringement or violation inadequacy s. Asbestos of another's copyng ht,"title or"slogan"in (1)A defect, deficienty, quacy or incurred by or for a party other than an dangerous condition in"your product"or (1)"Bodily injury or property damage"ansing insured will be deemed to be damages your"advertisement'. "your work"or out of the actual or alleged presence or because of"personal injury',provided that: j. Insureds In Media And Internet Type (2)A delay or failure by you or anyone acting actual,alleged or threatened dispersal of (a)Liability to such party for,or for the Businesses behalf to perform a contract or asbestos, asbestos fibers or products cost of,that party's defense has also on your pe "Personal and advertising injury'caused by an agreement in accordance with its terms. containing asbestos, provided that the been assumed by you in the same o n in This exclusion does not apply to the loss of use 'bodily injury' or "property damage" is "insured contract"and offense committed by a -cured whose of other arising out of sudden and caused or contributed to by the hazardous (b)Such attorneys' fees and litigation business is: property arising properties of asbestos. (1)Advertising, eq,enses are for defense of that party "broadcasting"or publishing; CG T1 00 02 19 old 2017 The Travelers Indemnity company.All rights reserved. Page5 of21 CG T1 00 02 19 old 2017 The Travelers Indemnity company.All rights reserved. Page 7 of21 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Includes copyrighted material of Insurance Services Office,Inc.with its permission. COMMERCIAL GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY (2)"Bodily injury'or"property damage"ansing employment-related practices described in (2)Designing or determining content of neutralizing,or in anyway responding to,or out of the actual or alleged presence or Paragraph(a),(b),or(c)above is directed. websites for others;or assessing the effects of,"pollutants". actual,alleged or threatened dispersal of This exclusion applies whether the insured may (3)An Internet search, access, content or o. War any solid,liquid,gaseous or thermal irritant be liable as an employer or in any other capacity seance provider. "Personal and advertising injury'arising out of: contaminant,including smoke,vapors, and to any obligation to share damages with or Howeor this exclusion does not apply to soot,fumes,acids,alkalis,chemicals and repay someone else who must pay damages (1)War,including undeclared or civil war; waste,and that are part of any claim or because of the"bodily- Paragraphs a.(1),(2)and(3)of the definition of "suit"which also alleges any"bodily injury' �olnot (2)Warlike action by -lira force,including Exclusions c.through n.do not apply to"premises personal injury'. action in hindering or defending aganst an or "property damage descnbed in damage".A separate limit of insurance applies to For the purposes of this exclusion: actual or expected attack, by any Paragraph(1)above. "premises damage"as described in Paragraph 6.of (1)Creating and producing correspondence government, sovereign or other authority (3)Any loss,cost or expense ansing out of Section III—Limits Of Insurance. written in the conduct of your business, using military personnel or other agents;or any: COVERAGE B—PERSONAL AND ADVERTISING bulletins,financial or nnual reports, or (3) Insurrection,rebellion,revolution,usurped INJURY LIABILITY newsletters about your goods,products or (a)Request,demand,order or statutory or e power, or action taken by governmental will not be considered the regulatory requirement that any insured 1. Insuring Agreement seances authority in hindering or defending against or others test for,monitor,clean a. um insured business of publishing;and of these. up, We will pay those sums that the any remove, contain, treat, detoxify or becomes legally obligated to pay as damages (2)The placing of frames,borders or links,or p. Unsolicited Communication neutralize,or in any way respond to,or because of"personal and advertising injury'to advertising,for you or others anywhere on assess the effects of, asbestos, which this insurance applies.We will have the the Internet will not,by itself,be considered "Personal and advertising injury'arising out of asbestos fibers or products contaning right and duty to defend the insured against any the business of advertising,"broadcasting" any actual or alleged violation of any law that asbestos;or "suit"seeking those damages.However,we will or publishing. restricts or prohibits the sending,transmitting have no dutyto defend the insured against anor distributing of"unsolicited communication'". (b)Claim or suit by or on behalf of anyy k. Electronic Chatrooms Or Bulletin Boards Access Or Disdosure Of Confidential Or governmental authority or any other suit" seeking damages for "personal and i q. person or organization because of advertising injury'to which this insurance does "Personal and advertising injury"arising out of Personal Information not apply. We may, at our discretion, an electronic chatroom or bulletin board the testing for, m containing, rig, cleaning up, or over "Personal and advertising injury'arising out of investigate any offense and settle any claim or insured hosts or owns, which the ving, containing, treating, - any access to or disclosure of any person's or detwaf neutralizing, suit"that may result.But: insured exercises control. t confidential or ying o g, orany organiza ion's personal way responding to,or sing the (1)The amount we will pay for damages is I. Unauthorized Use Of Anthers Name Or information. effects of,asbestos,asbestos fibers or limited as described in Section III—Limits Product r. Asbestos products containing asbestos. Of Insurance;and "Personal and advertising injury'arising out of (1)^personal and advertisingi ut t. Employment-Related Practices (2)Our right and duty to defend end when we the unauthorized use of anothers name or injury'arising o "Bodily injury"to: have used up the applicable limit of product in your e-mail address,domain name or of the actual or alleged presence or actual, (1)A person wising out of any: insurance in the payment of judgments or metatag,or any other similar tactics to mislead alleged or threatened dispersal of asbestos, (a)Refusal to employ that settlements under Coverages A or B or anothers potential customers. asbestos fibers or products containing p y person; asbestos,provded that the"personal and medical expenses under Coverage C. (b)Terminationof that person's m. Pollution advertising injury'is caused or contributed employment;or No other obligation or liability to pay sums or to by the hazardous properties of asbestos. (c)Employment-related practice, policy, Perform acts or s ervi "Personal and advertising injury'arising out of e actual, alleged or threatened covered overed unless the hreatd discharge, (2)"Personal and advertising injury'arising out act o n such a explicitly provided for under Supplementary r demotion,omission, reassignment, Payments. dispersal, seepage, migration, release o of the actual or alleged presence or actual, discipline, failure topromote orb. Thisapplies to and escape of"pollutants"at any alleged or threatened dispersal of any solid, p insurance pp "persona liquid, gaseous or thermal irritant or advance, harassment, humiliation, advertising injury'caused by an offense arising n. Pollution-Related contaminant, including smoke, vapors, discrimination,libel,slander,violation out of your business but only if the offense was Any loss,cost or expense arising out of any: soot,fumes,acids,alkalis,chemicals and of the person's right of privacy, committed in the"coverage territory'during the (1)Request, demand, order or statutory or waste,and that are pan of any claim or malicious prosecution or false arrest, policy penod. regulatory requirement that any insured or suit"which also alleges any"personal and detention or imprisonment applied to or 2. Exclusions others test for,monitor,clean up, advertising injury'described in Paragraph directed at that person,regardless of _ e,or in (1)above. whether such practice,policy,act or This insurance does not apply to: contain,treat,detoxify or neutralize, ission occurs, is applied or is a. Knowing Violation Of Rights Of Another any way respond to,or assess the effects (3)Any loss,cost or expense ansing out of committed before,during or after the "Personal and advertising injury'caused by or of,"pollutants";or any: time of that person's employment;or at the direction of the insured with the (2)Clam or suit by or on behalf of any (a)Request,demand,order or statutory or (2)The spouse,child,parent,brother or sister knowledge that the act would violate the rights governmental authority or any other person regulatory requirement that any insured organization because of testing for, r others test for,monitor,clean up, of that person as a consequence of"bodily of another and would inflict "personal and ronitoring, cleaning up, rem ving, move, contain, treat, detoxify o injury'to that person at whom any of the advertising injury'. containing, treating, detoxifying or neutralize,or in any way respond to,or Page6 of21 CD 2017 The Travelers Indemnity company.All rights reserved. CG T1 00 02 19 Page8 of21 cat 2017 The Travelers Indemnity company.All rights reserved. CG T1 00 02 19 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Includes copyrighted material of Insurance Services Office,Inc.with its permission. 164 COMMERCIAL GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY assess the effects of, asbestos, (3)Because of your operations; a. We have used up the applicable limit of workers" while performing duties asbestos fibers or products contaning provided that: insurance in the payment of judgments, related to the conduct of your asbestos;or settlements or medical expenses;or business; (a)The accident takes place in the"coverage child,parent brother or (b)Claim or suit by or on behalf of any Cerrito d Burin the lit -d; b. The conditions set forth above,or the terms of (b)To the spouse, territory" g policy governmental organization or any other the agreement described in Paragraph f.above, sister of that co,employee or person or because of (b)The expenses are incurred and reported to no longer met. 'volunteer worker'as consequence testingfor, monitorin cleaningus within one year of the date of the are of Paragraph(1)(a)above; g• up, SECTION II—WHO ISAN INSURED accident;and wing, containing, treating, a 1. If designated in the Declarations as: (c)For which there is any obligation to detoxif r neutralizing, or in i you are gnat someon e o g, any (c)The injured person submits to examination, share damages with or repay din to,or assessing the at our exAn individual, you. and your spouse a ay responding pence,by physicians of our choice a. re else who must pay damages because effects of,asbestos,asbestos fibers or s often as we reasonably insureds,but only with respect to the conduct require. of a business of which the sole owner. of the injury described in Paragraph products curtaining asbestos. b. We as make these isregardless of you are (1)(a)or(b)above;or payments b. A partnership or join[ wn[ure,you a s. Employment-Related Practices fault. These payments will not exceed the ins re an (d)Arising out of his or her providing or insured. Your members, your partners, and "Personal injury"to: applicable limn of insurance. We will pay their spouses are also insureds,but only with failing to provide professional health expenses to the conduct of business. (1)A person arising out of any: reasonable for: respectes. your Unlescs you You care in the business o (a)Refusal to employ that (1)sFirst aid administered at the time of an c. A limited liability company,you are an insured. p y person; ac cident; Your members are also insureds,but only with occupation of providing professional health (b)Termination of that person's care services,Paragraphs(1)(a),(b),(c) (2)Necessary medical, surgical, X-ray and respect to the conduct of your business.Vour and(d)above do not a t "bodily employment;a dental services,s prosthetic managers are insureds,but th to apply o" yinjury' including only wi respectansing out of providing or failing to provide (c)Employment-related practice, policy, devices;and Ce their duties as your managers. first aid or"Good Samaritan services"by act or omission, as such s'(3)Necessary ambulance, hospital, d. An organization other than a partnership,joint any of your "employee o "volunteer demotion, evaluation, reassignment, professional nursing and funeral services. venture or limited liability company,you are an workers", other than an employed or discipline, failure to promote or 2 Exclusions insured.Your"executive officers"and directors volunteer doctor.Any such"employees'or advance, harassment, humiliation, are insureds, but only with respect to their "volunteer workers'providing or failing to discrimination,libel,slander,violation We will not pay expenses for"bodily injury': duties as your officers or directors. Your provide first aid or "Good Samaritan of the person's right of privacy, a. Any Insured stockholders are also insureds,but only with s"during their work hours for you malicious prosecution or false arrest, - respect to their liability as stockholders. will be deemed to be actingwithin the detention or im [applied to or To any insured,except"volunteer workers'. pnsonmen ppe.. A trust,you are an insured.Your trustees are scope of their employment by you or directed at that person,regardless of b. Hired Personalso insureds,but only with respect to their performing duties related to the conduct of whether such practice,policy,act or To a person hired to do work for or on behalf of duties as trustees. your business. omissionis applied or is any insured or a tenant of any insured. 2. Each of the followingalso - d: (2)"Property damage"to property: committed before,during or after the c Injury On Normally Occupied Premises is time of that person's employment;or a. Your"volunteer workers"an insure only while performing (a)Owned,occupied or used by, - To a person injured on that pan of premises (2)The spouse,child,parent,brother or sister duties related to the conduct of your business, (b)Rented to, in the care, custody or you own or rent that the person normally of that person as a consequence of - or your"employees",other than either your control of, or over which physical "personal injury"to that person at whom occupies. "executive officers"(if you are an organization control is being exercised for any any of the employment-related practices d. Workers'Compensation And Similar Laws other than a partnership,joint venture or limited purpose by; described in Paragraph(a), (b), or(c) To a person,whether or not an"employee"of liability company)or your managers(if you are a you,any of your"employees","volunteer above is directed. any insured,if benefits for the"bodily injury'are limited liability company), but only for acts workers",any partner or member(if you are This exclusion applies whether the insured may payable or must be provided under a workers' within the scope of their employment by you or a partnership or joint venture), or any be liable as an employer or in any other capacity compensation or disability benefits law or a while performing duties related to the conduct member Of you are a limited liability and to any obligation to share damages with or similar law. of your business. However, none of these company). "employees" or "volunteer workers' repay someone else who must pay damages e. Athletics Activities insuredsare b. Any person(other than your"employee" or person j ry. To a - d while practicing,i for: because of the" a injury". person injure prat g,instructing "volunteer worker'),or any organization,while (1)"Bodily injury"or"personal injury': acting COVERAGE C—MEDICAL PAYMENTS or participating in any physical exercises or ry' as your real manager. Agreementgames,sports,or athletic contests. (a)To you,to your partners or members(if c. Anyor organization having 1. Insuring person orgamz g proper f. Products-Completed Operations Hazard you are a partnership or joint venture), temporary custody of your property if you die, a. We will pay medical expenses as described P pera to your members Of you area limited but only below for"bodily injury'caused by an accident: Included within the "products-completed liability company),to a co-"employee" (1)With respect to liabili -- u[of the (1)On premises you own or rent; operations hazard". while in the course of his or her pec ry arising o (2)On ways next to premises you own or rent; g. Coverage A Exclusions employment orou performing duties maintenance or use of that property;and or Excluded under Coverage related to the conduct of your (2)Until your legal representative has been 9 business,or to your other"volunteer appointed. CG T1 00 02 19 old 2017 The Travelers Indemnity company.All rights reserved. Page of21 CG T1 00 02 19 old 2017 The Travelers Indemnity company.All rights reserved. Page11 of21 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Includes copyrighted material of Insurance Services Office,Inc.with its permission. COMMERCIAL GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY SUPPLEMENTARY PAYMENTSassumed by the insured in the same"insured d. Your legal representative if you die,but only b. Arises out of the ownership,maintenance or 1. We will pay, with respect to any claim we ontract` with respect to duties as such. That use of that part of any premises leased to you. ves gatany"sue againstd. The allegations the"suit"and the information representative will have all your rights and The insuranceuse provided to such fi to or settle,or P an insured gat ions in duties under this Coverage Part. premises owner, we defend: we know about the"occurrence"or offense are anger or lessor is subject to the following a. All ex such that no conflict appears to exist between e. Any person or organization that, with your provisions: penes we incur. the interests of the insured and the interests of express or implied consent,either uses or is a. The limits of insurance provided to such b. Up to$2,500 for the cost of bail bonds required the indemnitee; responsible for the use of a watercraft that you premises owner,manager or lessor will be the because of accidents or traffic law violations e. The indemnitee and the inured ask us to do not own that is: minimum limits that you agreed to provide in the ansing out of the use of any vehicle to which conduct and control the defense of that (1)50 feet long or less;and written contract or agreement, or the limits the Bodily Injury Liability Coverage applies.We indemnitee against such"suit"and agree that (2) Not being used to carry any person or shown in the Declarations,whichever are less. do not have to furnish these bonds. we can assign the same counsel to defend the property for a charge. b. The insurance provided to such premises e The cost of bonds to release attachments,but insured and the indemnitee;and 3. Any organization you newly acquire or form,other owner,manager or lessor does not apply to: only for bond amounts within the applicable limit f. The indemnitee: than a partnership,joint venture or limited liability (1)Any"bodily injury'or"property damage" of insurance.We do not have to furnish these (1)Agrees in writing to: company,and of which you are the sole owner or in that occurs,or"personal and advertising bonds. which you maintain an ownership interest of more injury' caused by an offense that is (a)Cooperate with us in the investigation, than 50%,will qualify as a Named Insured if there is committed,after you cease to be a tenant in d. All reasonable expenses incurred by the settlement or defense of the"suit" su no other similar insurance available to that that premises;or insured at our request to assist us in the (b)Immediately send us copies of any organization.However: (2)Structural alterations,new ons[mction or inc ion or defense of the claim or"sun", demands,notices,summonses or legal a. Coverage under this provision is afforded only demolition operations performed by or on including actual loss of earnings up to$500 a papers received in connection with the until the 180th day after you acquire or form the behalf of such premises owner,manager or day because of time off from work. suit` - - organization or the end of the policy penod, lessor. e. All court costs taxed against the insured in the (c)Notify any other insurer r whose whichever is earlier; 5. Any person or organization that is an equipment suit".However,these payments do not include coverage is available to the indemnitee; b. Coverage A does not apply to"bodily injury'or lessor and that you have agreed in a wntten contract attorneys'fees or attorneys'expenses taxed and "property damage"that occurred before you or agreement to include as an additional insured on organs[the insured. (d)Cooperate with us with respect to acquired or formed the organization;and this Coverage Part is insured,but only with f. Prejudgment interest awarded against the coordinating other applicable insurance c. Coverage B does not apply to"personal and respect to liability for a"bodily injury', "property insured on that part of the judgment we pay.If available to the indemnitee;and advertising injury' ansing out of an offense damage",or"personal and advertising injury'that: we make an offer to pay the applicable limit of (2)provides us with wntten authorization to: committed before you acquired or formed the a. Is "bodily injury' or"property damage"that insurance, will not pay any prejudgment organization. occurs,or is"personal and advertising injury interest based on that penod of time after the (a)Obtain records and other information caused by an offense that is committed, offer. related to the"sun"and For the purposes of Paragraph 1.of Section II— subsequent to the signing of that contract or (b)Conduct and control the defense of the Who Is An Insured,each such organization will be agreement;and g. All interest on the full amount of any judgment deemed to be designated in the Declarations as: that accrues after entry of the judgment and indemnitee in such"suit". b. Is caused,in whole or in part,by your acts or before we have paid, offered to pay, or So long as the above conditions are met,attorneys' a. An organization,other than a partnership,joint omissions in the maintenance,operation or use deposited in court the part of the judgment that fees incurred by usin the defense of that venture or limited liability company or of equipment leased to you by such equipment is within the applicable limit of insurance. indemnitee,necessary litigation expenses incurred b. A trust; lessor. by us and necessary provided to such litigation expenses incurred by The insuranceequipment lessor is These payments will not reduce the limas of as indicated in its name or the documents that the indemnitee at our request will be paid asinsurance. subject to the following provisions: Supplementary Payments. Notwithstanding the govern its structure. 2. If we defend an insured against a"suit"and an of Paragraph 2.b.(2) of Section I — a. The limits of insurance provided to such provisions grap 0. Any person or organization that is a premises indemnitee of the insured is also named as a party Coverages — Coverage A — Bodily Injury And equipment lessor will be the minimum limits that to the"suit",we will defend that indemnitee if all of PropertyDamage or 2.e. of owner,manager or lessor and that you have agreed you agreed to provide in the wntten contract or LiabilityParagraphin a written contract or agreement to include as an the following conditions are met: Section I—Coverages—Coverage B—Personal addis an agreement, w the limits s. in the a. The "suit" against the indemnitee seeks And Advertising Injury Liability,suchpayments will insured, insured on this t Cove rage Pon is Declarations,whichever are less. ed,but only with respect to lia per for"bodily damages for which the insured has assumed not be deemed to be damages for"bodily injury', injury', "property damage or "personal and b. The insurance provided to such equipment the liability of the indemnitee in a contract or "property damage or"personal injury',and will not - - lessor does not apply to any"bodily injury'or agreement that is an"insured contract; reduce the limits of insurance. advertising injury'that: "property damage that occurs, or"personal hisinsa. Is "bodily injury or"property damage"that and advertising injury'caused by an offense b. This insurance applies to such liability assumed Our obligation to defend an insureds indemnitee s"personal and advertising injury' that is committed,after the equipment lease by the insured; and to pay for attorneys' fees and necessaryca curs,or c. The obligation to defend,or the cost of the litigation expenses as Supplementary Payments used by an offense that is committed, expires. subsequent to the signing of that contract or No person or organizanon is an insured with mope, defense of,that indemnitee, has also been ends when: agreement;and the conduct of any current or past partnership,joint Page10 of21 CD 2017 The Travelers Indemnity company.All rights reserved. CG T1 00 02 19 Page12 of21 CD 2017 The Travelers Indemnity company.All rights reserved. CG T1 00 02 19 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Includes copyrighted material of Insurance Services Office,Inc.with its permission. 165 COMMERCIAL GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY venture or limited liability company that is not shown as a. The amount shown for the Damage To 4. Other Insurance (ii)That is insurance for"premises a Named Insured in the Declarations.This paragraph Premises Rented To You Limit in the If valid and collectible other insurance is available to damage; does not apply to any such partnership,joint venture or Declarations of this Coverage Pan;or the insured for a loss we cover under Coverages A (iii)If the loss arises out of the limited liability company that otherwise qualifies as an b. $300,000 if noamount is shown for the or B of this Coverage Part,our obligations a maintenance orof aircraft, insured under Section II—Who Is An Insured. Damage To Premises Rented To You Limit in limited as descnbed in Paragraphs a.and b.below. autos"orwatercraft to the lextent SECTION III—LIMITS OF INSURANCE the Declarations of this Coverage Part. not subject to any exclusion in this As used anywhere in this Coverage Part,other 1. The Limits of Insurance shown in the Declarations 7. Subject to Paragraph 5. above, the Medical insurce or the funding of Coverage Part that applies to and the rules below fix the most we will pay Expense Limit is the most wewill pay under losses,an provided by,through or on behalf of: aircraft,"autos"or watercraft; regardless of the number of: Coverage C for all medical expenses because of (i) Another insurance company; (iv)That is available to a a. Insureds; "bodily injury'sustained by any one person. premises insurance manager or The Limns of Insurance of this Coverage Part apply (ii)Us or any of our affiliated insurance companies, lessor that qualifies as an insured b. Claims made or"suits"brought;or tel to each consecutive annualperiod and to anyexcept when the Non cumulation of Each under Paragraph 4.of Section II— separa y 9rap c. Persons or organizations making claims or remaining period of less than 12 months,starting with Occurrence Limit provision of Paragraph 5.of Who Is An Insured,except when bringing is". the aof the policy d shown in the Section III—Limns Of Insurance or the Non Paragraph d.below applies;or gang"sui beginning penopp Declarations,unless the poII period is extended after cumulation of Personal and Advertising Injury 2. The General Aggregate Lima is the most we will pay - - -i (v)That is insurance available to an issuance for an additional period of less than 12 Limn provision of Paragraph 4.of Section III— equipmentslessor that qualifies as forth.sum of: onths. In that case, the additional period will be Limits of Insurance applies because the insured Paragraph a. Medical expenses under Coverage C; deemedpart of the last preceding d for f Amendment — Non Cumulation Of Each and under 5.of peno purposes o Section IIe—Who Is An Insured, b. Damagesunder Cover A,except damagesdeterminingthe Limits of Insurance. Occurrence Limit Of Liability And Non age p except when Paragraph d.below because of"bodily "property Cumulation Of Personal And Advertising Injury injury'or"prop.y damage" SECTION IV—COMMERCIAL GENERAL LIABILITY - - - applies. included in the"products-completed operations CONDITIONS Limit endorsement is included in this policy; (b)Any of the other insurance,whether hazard";and (iii)Any risk retention group;or - - Coverage 1. Bankruptcy primary,excess,contingent or on any c. Damag es under9 Bankruptcy or insolvency of the insured or of the (iv)Any self-insurance method or program, in other basis,that is available to the 3. The Products-Completed Operations Aggregate insureds estate will not relieve us of our obligations which case the insured will be deemed to be insured when the insured is an Limit is the most we will pay under Coverage A for under this Coverage Part. the provider of other insurance. additional insured, oris any other damages because of"bodily injury'and"property Other insurance does not include umbrella insured that does not qualify as a 2. Duties In The Event Of Occurrence,Offense, named insured, under such other damage" included in the "products-completed insurance,o excess e,that was bought operations hazard'. Claim Or Suit specifically to apply inof the Limits of 4. Subject to Paragraph 2.above,the Personal And a. You must see to it that we are notified as soon Insurance shown in the Declarations of this (2)Whens this c excess insurance is excess,we will Advertising Injury Limit is the most we will pay as practicable of an"occurrence or an offense Coverage Part. have no duty under Coverages A or B to under Coverage B for the sum of all damages which may result in a claim.To the extent defend the insured aganst any"suit"if any because of a191 e" in and"advertising Possible,nonce should include: As used anywhere n this Coverage Pan,other other insurer has a duty to defend the persona jury' g insurer means a provider of other insurance.As injury'sustained by any one person or organization. (1)How,when and where the"occurrence"or used in Paragraph e below, insurer means a insured against that "suit". If no other 5. Subject to Paragraph 2. or 3.above,whichever offense took place; provider of insurance. insurer defends,we will undertake to do so, but we will be entitled to the insureds nghts applies,the Each Occurrence Limit is the most we (2)The names and addresses of any injured a will pay for the sum of: persons and witnesses;and Primary Insurance against all those other insurers. Damages under Coverage A;and (3)The nature and location of any injury or This insurance is primary except when (3)When this insurance is excess over other a damage arising out of the"occurrence'orParagraph b.below applies.If this insurance is rice we will pay only our share of the primary,our obligations are not affected unless amount of the loss,if any,that exceeds the b. Medical expenses under Coverage C; offense. sum of: because of all"bodily injury'and"property damage" any of the other insurance is also primary. arising out of any one"occurrence". b. If a claim is made or"suit'is brought against Then,we will share with all that other insurance (a)The total amount that all such other For the of determining the applicable any insured,you must: by the method described in Paragraph e below, insurance would pay for the loss in the purposes (1) Immediately record the specifics of the except when Paragraph d.below applies. absence of this insurance;and Each Occurrence Limit, all related acts or committed in providing or failing to claim or"suit"and the date received;and b. Excess Insurance pro (b)The total of all deductible and self- lvide first aid or"Good Samaritan services"to (2)Notify us as soon as practicable. insured amounts under all that other any one person will be deemed to be one You must see to it that we receive written notice (1)This insurance is excess over: en of the claim or"suit"as soon as practicable. (a)Any of the other insurance,whether (4)We will rsha a the remaining loss,if any, 6. Subject to Paragraph 5.above,the Damage To e You and any other involved insured must: primary,excess,contingent or on any with any other insurance that is not Premises Rented To You Limit is the most we will (1) Immediate) send u - of other basis: described in this Excess Insurance pay under Coverage A for damages because of Y copies any provision and was not bought specifically to demands, notices, summonses or legal (i) That is Fire,Extended Coverage, apply in excess of the Limits of Insurance "premises damage" to any one premises. The papers received in connection with the Builders Risk,Installation Risk or shown in the Declarations of this Coverage Damage To Premises Rented To You Limit will be: claim or"suit"; similar coverage for"your work"; Part. CG T1 00 02 19 CD 2017 The Travelers Indemnity company.All rights reserved. Page13 of21 CG T1 00 02 19 CD 2017 The Travelers Indemnity company.All rights reserved. Page15 of21 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Includes copyrighted material of Insurance Services Office,Inc.with its permission. COMMERCIAL GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY (2)Authonze us to obtain records and other (iii)An executive officer or director of c. Method Of Sharing a. The statements in the Declarations are information; any other organization;or If all of the other insurance permits contribution accurate and complete; (3)Cooperate with us in the investigation or (iv)A trustee of any trust; by equal shares,we will follow this method also. b. Those statements are based upon settlement of the claim or defense against Under this approach each insurer contributes representations you made to us;and that is the"sue;and your partner, joint venture equal amounts until it has paid its applicable e We have issued this policy in reliance upon ember,manager or trustee;or limit of insurance or none of the loss remains, your representations. (4)Assist us, upon our request, in the m whichever comes first. enforcement of any right against any (b)Any employee authonzed by such The unintentional omission of,or unintentional error fwhich ma be liable partnership, joint venture, limited If any of the other insurance does not permit in,any information provided by you which we relied person or organization y Iability company, trust o other by limas. m ttion by equal shares,we will contribute upon in issuing this policy will not prejudice your to the insured because of injury or damage - ( to - ,critter of an by limits. Under this method,each insurers nghts under this insurance.However,this to which this insurance mayalso apply. orccurre ion give g provision occurrence or offense. share is based on the ratio of its applicable limit does not affect o right to collect additional d. No insured will,except at that insured's own of insurance to the total applicable limits of premium or to exercise our rights of cancellation or (3)Nonce to us of such e of all insurers. cost,voluntarily make a payment,assume any occurrence" or insurance nonreneval in accordance with applicable insurance or incur anyoffense will be deemed to be given as soon obligation, expense,other than for if it is - - d faith as d. Primary And Non-Contributory Insurance If laws or regulations. first aid,without our consent. as practicablegiven in goo Required By Written Contract 7. Se t Of Insureds soon s practicable to your workers' pans ion e. The following to Paragraph a. compensation insurer.This applies onlyif If you specifically agree in a written contract or Except with respect to the Limits of Insurance,and prior pits apply 9rap ppeP pet above,but onlyfor f the insurance you subsequently notice to us of the agreement that the insurance afforded to an nghts or duties specificallyin this purposes o even y give any g provided under this Coverage Part to you or any offense asinsured under this Coverage Part must apply on Coverage Part to the first Named Insured,this Paragraph "occurrence" after of the soon as a pnmay basis, or a primay and non- insurance a insured listed in Para h 1.or 2.of Section II any persons e applies: in Who Is An Insured: described in Paragraph e.(1)or(2)above con[nbu[ory basis,this insurance is primary to a suAs if each Named Insured were the only discovers that the"occurrence"or offense other insurance that is available to such insured Named Insured;and (1)Notice to us of suchmay result in sums to which the insurance which covers such insured as a named insured, b. Separately to each insured against whop claim "occurrence" or offense must be given as soon as provided under this Coverage Part may and we will not share with that other insurance, pars ey practicable only after the"occurrence"or apply provided that: is made or"sun"is brought. offense is known to you(if you are an However,if this lit -includes an endorsement (1)The"bodily injury'or"property damage for 8. Transfer Of Rights Of Recovery Against Others individual), any of your partners or po y me which coverage is sought occurs;and To Us members who is an individual(if that provides limited coverage for"bodily injury' you are a - - - If the insured has rights to recover all or part of any or"property damage or pollution costs ansmg (2)The"personal and advertising injury"for partnership or joint venture),any of your out of a discharge, release or escape of which coverage is sought is caused by an payment we have made under this Coverage Pan, managers who is an individual(if you are a "pollutants"which contans a requirement that offense that is committed; those nghts are transferred to us.The insured must liwed liability company), any of your the discharge,release or escape of do subsequent to the signing of that contract or do nothing after loss to impair them.At our request "executive officers"or directors(f going you are must be re rted to us within a s fic number the insured will bring"suit'or transfer[hose rights organization other than a partnership, reported pea agreement by you. to us and helpenforce them. an[venture,or limited liabilityof days after as abrupt commencement,this us joincompany), - 5. Premium Audit Paragraph e.does not affect that requirement. 9. When We Do Not Renew any of your trustees who is an individual Of a. We will compute all premiums for this Coverage If we decide not to renew this CoveragePan,we will you are a trust) o any "employee" 3. Legal Action Against Us Partin accordance with our rules and rates. mail or deliver to the first Named Insured shown in authonzed by you to give notice of an No person or organization has a right under this b. Premium shown in this Coverage Part as the Declarations written notice of the nonrenewal occurrence or offense. Coverage Part: advance premium is a deposit premium only.At not less than 30 days before the expiration date. (2) If re partnership, a. To join us as a parry or otherwise bring us into the close of each audit period we will compute you a a p p,joint venture, If nonce is mailed,proof of mailing will be sufficient limited liability [rust and none a suit'asking for damages from an insured;or the earned premium for that period and send ry company or proof of nonce. of your partners,joint venture members, b. To sue us on this Coverage Pan unless all of notice to the first Named Insured.The due date for audit trustees dividuals,notice its terms have been full d with. and retrospective premiums is the date SECTION V—DEFINITIONS managers or are in y coop ie shown as the due date on the bill.If the sum of 1. "Advertisement"means a notice that is broadcast or to us of such"occurrence"or offense must A person or organization may sue us to recover on the advance and audit premiums paid for the published to the general public or specific market be given as soon as practicable only after an agreed settlement or on a final judgment against policy period is greater than the earned segments about your goods,products or services the"occurrence"or offense is known by: an insured;but we will not be liable for damages premium,we will return the excess to the first for the purpose of attracting customers or thatnot payable under the terms of this Named Insured. (a)Any individual who is: are supporters.For the purposes of this definition: Coverage Pan or that are in excess the c. The first Named Insured must keep records of a. Notices that are published include material (i) A partner or member of any applicable limn of insurance.An agreed settlement the information we need for premium placed on the Internet or on similar electronic partnership or joint venture; means a settlement and release of liability signed by computation,and send us copies at such times means of communication;and (ii)A manager of any limited liability us,the insured,and the claimant or the claimant's as may request. company; legal representative. we b. Regarding websaes,only that part of a w bait. 6. Representations that is about your goods,products or services By accepting this policy,you agree: for the purposes of attracting customers or supporters is considered an advertisement. Page14 of21 CD 2017 The Travelers Indemnity company.All rights reserved. CG T1 00 02 19 Page16 of21 CD 2017 The Travelers Indemnity company.All rights reserved. CG T1 00 02 19 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Includes copyrighted material of Insurance Services Office,Inc.with its permission. 166 COMMERCIAL GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY 2. "Advertising injury': b. In,by or with any other electronic means of d. Vehicles, whether self-propelled or not, b. An act or omission committed in providing or a. Means injury caused by one or more of the communication,such as the Internet,if that maintained primarily to provide mobility to failing to provide first aid or"Good Samaritan following offenses: material is part of: permanently mounted: services"to a person,unless you are in the (1)Oral wntten publication, including (1)Radio or television programming being (1)Power cranes,shovels,loaders,diggers or business or occupation of providing publication by electronic means,of matenal transmitted; dells;or professional health care seances. in your"advertisement"that slanders o - -(2)Other entertainment, educational, (2)Road construction or resurfacing 18."Personal and advertising injury'means"personal libels a person or organization or - - equipment such as graders,scrapers or injury'or"advertising injury'. parags a person's or organza instructional,music or news programming din eon's being transmitted;or rollers; 79,"Personal injury': goods,products or services,provided that e. Vehicles not descnbed in Paragraph a.,b.,c. the claim is made or the"suit"is brought by (3)Advertising transmitted with any of such or d.above that are not self- lled and are a. Means injury,other than"advertising injury', a person or organization that claims to have programming. maintained 1 to propelled mobility to caused by one or more of the following pnmach pr ovide o ry been slandered or libeled, c that claims to pemlantl attached t of the offenses: have had its goods,products or services 6. "Coverage territory'means: follovingt y quipmen disparaged; a. The United States of America(including its g types. (1)False anent detention or imprisonment (2)Oral or wntten publicafion, including territories and possessions),Puerto Rico and including spraying, welding, building (1)Air compressors,pumps and generators, (2)Malicious tion; publication by electronic means,of material Canada; g that: cleaning,geophysical exploration,lighting (3)The wrongfulul e evir ction from,wrongful entry in your advertisement b. International waters or airspace,but only if the and well servicing equipment;or into, or of the right of private (a)Appropriates a person's name,voice, injury or damage occurs in the course of travel (2)Cherry pickers and similar devices used to occupancy of a room,dwelling or premises photograph or likeness;or or transportation between any places included or lower workers; that a person occupies,provided that the (b)Unreasonablyplaces a in Paragraph a.above;or raise Paragraph wrongful eviction,wrongful entry or invasion a person in f. Vehicles not descnbed in Para h a.,b.,e false light;or c. All other parts of the world if the injury or or d.above maintained 1 forof the right of private occupancy is damage out of: other than the trans pnman yo purposeso miffed by or on behalf of the owner, (3) Infringement of copyright"tale"or"slogan" ge arises o transportation f persons landlord or lessor of that room,dwelling or in your"advertisement",provided that the (1)Goods or products made or sold by you in cargo. claim is made or the"suit"is brought by a the territory described in Paragraph a. However, self-propelled vehicles with the premises; person or organization that claims above; following types of permanently attached (4)Oral wntten publication, including ownership of such copyright, "title" or equipment are not"mobile equipment"but will publication by electronic means,of matenal (2)The activities of a person whose home is in "slogan". the territory described in Paragraph a. be considered"autos": that slanders or libels a person o r b. Includes"bodily injury'caused by one or more above,but is away for a short time on your (1)Equipment designed primarily for: organization or disparages a person's or of the offenses descnbed in Paragraph a. business;or (a)Snow removal; organization's goods,products or services, above. provided that the claim is made or the"suit" 3. "Auto'means: (3)"Personal and advertising injury'offenses (b)Road maintenance, but not is brought by a person or organization that that take place through the Internet or construction or resurfacing;or claims to have been slandered or libeled,or a. A land motor vehicle, trailer or semitrailer similar electronic means of communication; - that claims to have had its goods,products designed for travel on public roads,including (c)Street cleaning; or s provided thensured s responsibility topay disparaged;or equipment;or a (2)Cherry pickers and similar devices any attached machinery damages determined n "suit"o the rites in mounted on automobile or truck chassis (5)Oral or written publication including b.b. Any other land whi de that is subject to a the territory descnbed in Paragraph a.above, r in a and used to rase or lower workers and publication by electronic means of material compulsory or financial responsibility law,or settlement we agree to. that: other motor vehicle insuranceance law,where a is (3)Air compressors,pumps and generators, licensed or principally garaged. 7. "Electronic data" means information, facts or including spraying, welding, building name,voice, cleaning,programs stored as or on,created or used on,or cl (a)Appropriates a person's However, 'auto" does not include mobile g,geophysical exploration,lighting photograph aphh or likeness;or equipment". transmitted to or from computer software(including and well servicing equipment.systems and applications software),hard or floppy " (b)Unreasonably places a person in a 4. "Bodily injury'means: disks, CD-ROMs, tapes, drives, cells, data However,, mobile equipment"does not include any false light. devices or anyother media which are land vehicle that is subject to a compulsory or a. Physical harm,including sickness or disease, processing financial responsibility law,or other motor whole b. Includes"bodily injury'caused by one or more sustained by a person;or used with electronically controlled equipment. insurance law,where it is licensed or principally of the offenses descnbed in Paragraph a. b. Mental anguish,injury or illness,or emotional 8. "Employee"includes a"leased worker"."Employee" garaged. Such land vehicles are considered above. distress, resulting at any time from such does not include a"temporary worker'. "autos". 20."Pollutants" meanany solid, liquid, gaseous o physical harm,sickness or disease. 9. "Executiw officer means aholdingf 17."Occurrence"means: thermal irraant contaminant includingsmoke, 5. "Broadcasting" means transmittingaudio or personhay or s any the officer positions created by your charter, a. An accident,including continuous or repeated vapor,soot,fumes,acids,alkalis,chemicals and visual material for any purpose: constitution,bylaws or any other similar governing exposure to substantially the same general waste.Waste includes materials to be recycled, a. By radio or television;or document. harmful conditions;or reconditioned or reclaimed. CG T1 00 02 19 del 2017 The Travelers Indemnity company.All rights reserved. Page17 of 21 CG T1 00 02 19 del 2017 The Travelers Indemnity company.All rights reserved. Page19 of 21 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Includes copyrighted material of Insurance Services Office,Inc.with its permission. COMMERCIAL GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY 10."Good Samaritan seances"means any emergency tracks, roadbeds, tunnel, underpass or 21."Premises damage"means: contract calls for work at more than medical services for which no compensation is crossing; a. With respect to the first paragraph of the one job site. demanded or received. (2)That indemnifies an architect,engineer or exceptions in Exclusion j. of Section I — (c)When that part of the work done at a 11."Hostile fire" means a fire which becomes surveyor for injury or damage arising out of: Coverage A — Bodily Injury And Property job site has been put to its intended uncontrollable or breaks out from where it was (a)Preparing, approving, or failingto Damage Liability, "property damage"to anyuseby organization other intended to be. while rented to for a d of tana anotherh orcontractor or 12."Impaired property'means tangible property,other drawings, opinions, reports, surveys, seven or fewer consecutive days,including the subcontractor working on the same than"your product"or"your work",that cannot be field orders,change orders or drawings contents of such premises;or project. used or is less useful because: and specifications;or b. With respect to the exception to Exclusions c. Work that may need service,maintenance, a. It incorporates"your product"or"your work" (b)Giving directions or instructions, or through n.in the last paragraph of Paragraph 2. correction,repair or replacement,but which that is known or thought to be defective, failing to give them, if that is the of Section I—Coverage A—Bodily Injury And is otherwise complete,will be treated as deficient,inadequate or dangerous;or primary cause of the injury or damage; Property Damage Liability,"property damage"to completed. b. You have failed to fulfill the terms of a contract any premises while consecutive you for a poenw of b. Does not include"bodily or than tive days, while y injury'or"property or agreement; (3)Under which the insured,if an architect, temporarily occupied by you with permission of damage"arising out of: for if such property can be restored to use by the engilneer or surveyor,damage assumes liabilut ity the the owner,caused by: (1)The transportation of property,unless the repair,replacement,adjustment or removal of"your u eel's enjury rnde ma or failure nsing oto ender (1)Fire; injury or damage arises out of a condition in product"or"your work"or your fulfilling the terms of ins or on a vehicle not owned or operated by the contract or agreement. professional services,including those listed (2)Explosion; you,and that condition was created by the n Paragraph(2)above and supervisory, (3)Lightning; "loading or unloading'of that vehicle by any 13."Insured contract"means: actmnelsn, architectural or engineering (4)Smoke resulting from fire, explosion or insured; a. A contract for a lease of premises.However, lightning;or (2)The existence of tools, unnstalled that portion of the contract fora lease of 14.l"Leased worker"means a person leased to you by a or unused premises that indemnifies any person orlabor leasing firm under an agreement between you (5)Water. equipment orabandoned used organization for"premises damage"is not an and the labor leasing firm,to perform duties related But"premises damage"under this Paragraph trials;or "insured contract; to the conduct of your business."Leased worker" b.doesnot include"property damage"to any (3)Products oroperations for which the b. sidetrack agreement; does not include a"temporary worker'. premises caused by: classification,listed in the Declarations or in cts- c. An t or license agreement,except in 15."Loading or unloading" means the handling of (1)Rupture,bursting,or operation of a feted operations states that croto the y Basemen greemen p pera pressure completed .aresubject to the connection with construction or demolition property: relief devices; General A to Limit Aggregate operations on or within 50 feet of a railroad; a. After it is moved from the place where it is (2)Rupture or bursting due to expansion or for movement into or onto an aircraft, swellingof the contents of an building23."Property damage"means: d. An obligation, a required by ordinance,toaccepted ya or a.Physical injury to tangible property,including all indemnify a municipality,except in connection watercraft or"auto"; structure caused by or resulting from water; resulting loss of use of that property.All such with work for a municipality; b. While it is in or on an aircraft,watercraft or or loss of use will be deemed to occur at the time of e. An elevator maintenance agreement; "auto";or (3)Explosion of steam boilers,steam pipes, the physical injury that caused it;or f. That part of any other contract or agreement c. While it is being moved from an aircraft, steam engines or steam turbines. b. Loss of use of tangible property that is not pertaining to business (includingan watercraft or"auto"to the place where it is 22."Products-completed pe g youroperations hazard": physically injured.crAll such loss of use will be e" indemnification of a municipality connection finally delivered; pa yin ity) Includes all "bodilyand deemed to occur at the time of the"occurrence" with work performed for a municipality)under but"loading or unloading"does not include the a. injury' "property that caused a. which you assume the tort liability of another movement of property by means of a mechanical damage"occurring away from premises you party to pay for "bodily injury', "property device,other than a hand truck,that is not attached own or rent and arising out of"your product or For the purposes of this insurance,"electronic data' damage"or"personal injury'to a third person to the aircraft,watercraft or"auto". "your work"except: is not tangible property. or organization.Tort liability means a liability 16."Mobile equipment" means any of the following (1)Products that are still in your physical 24."Slogan": that would be imposed by law in the absence of types of land vehicles, including any attached possession;or a. Means a phrase that others use for the purpose any contract or agreement. machinery or equipment: (2)Work that has net yet been completed or of attracting attention in their advertising. Paragraph f.does not include that part of any a. Bulldozers,farm machinery,forklifts and other abandoned.However,"your work"will be b. Does not include a phrase used as,or in,the contract or agreement: vehicles designed for use principally off public deemed completed at the earliest of the name of: (1)That indemnifies a railroad for "bodily roads; following times: (1)Any person or organization,other than you; injury'or"property damage"arising out of b. Vehicles maintained for use solely on or next to (a)When all of the work called for in your or i construction or demolition operations, premises you own or rent; contract has been completed. (2)Anybusiness, orany of the within 50 feet of any railroad property and premises, affecting any railroad bridge or trestle, e Vehicles that travel on crawler treads; (b)When all of the work to be done at the goods,products,services or work,of any job site has been completed if your person or organization,other than you. Page 18 of 21 CD 2017 The Travelers Indemnity company.All rights reserved. CG T1 00 02 19 Page 20 of 21 cat 2017 The Travelers Indemnity company.All rights reserved. CG T1 00 02 19 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Includes copyrighted material of Insurance Services Office,Inc.with its permission. 167 COMMERCIAL GENERAL LIABILITY 25."Suit"means a civil proceeding in which damages (a)You; because of"bodily injury',"property damage"or (b)Others trading under your name;or "personal and advertising injury" to which this insurance applies are alleged."Suit"includes: (c)A person or organization whose business or assets you have acquired; a. An arbitration proceeding in which such and damages are claimed and to which the insured (2)Containers(other than vehicles),materials, or must submit or does submit with our cons ent; pans or equipment furnished in connection with such goods or products. b. Any other alternative dispute resolution b. Includes: proceeding in which such damages are claimed and to which the insured submits with our (1)Warranties or representations made at any consent. time with respect to the fitness,quality, 26."Tern worker meanswho is durability, performance or use of"your "Temporarya person product";and furnished to you to substitute fora permanent employee"on leave or to meet seasonal or short- (2)The providing of or failure to provide term workload conditions. warnings or nstructions. 27.'Title"means a name of a literary or artistic work. c. Does not include vending machines or other property rented to or located for the use of 28."Unsolicitedcommunication" any others but not sold. communication,in any form,that the erecipient of such communication did not specifically request to 31."Your work": recow. a. Means: 29."Volunteer worker means a person who is not your (1)Work or operations performed by you or on employee",and who donates his or her work and your behalf;and acts at the direction of and within the scope of (2)Materials,pans or equipment furnished in duties determined by you,and is not pad a fee, connection waftsuch work or operations. salary or other compensation by you or anyone else for their work performed for you. b. Includes: 30."Your product": (1)Warranties or representations made at any a. Means: time with respect to the fitness,quality, durability, performance or use of"your (1)Any goods or products,other than real work";and property, manufactured, sold, handled, (2)The providing of or failure to provide distributed or disposed of by: warnings or instructions. CG T 1 00 02 19 CD 2017 The Travelers Indemnity Company.All rights reserved. Page 21 of 21 Includes copyrighted material of Insurance Services Office,Inc.with permIsson.. 168 Policy#DTCO7N065015TIA24 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. XTEND ENDORSEMENT FOR CONTRACTORS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART GENERAL DESCRIPTION OF COVERAGE —This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to this Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general coverage description only. Read all the provisions of this endorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. Who Is An Insured—Unnamed Subsidiaries C. Incidental Medical Malpractice B. Blanket Additional Insured — Governmental D. Blanket Waiver Of Subrogation Entities — Permits Or Authorizations Relating To E. Contractual Liability—Railroads Operations F. Damage To Premises Rented To You PROVISIONS a. An organization other than a partnership, joint A. WHO IS AN INSURED — UNNAMED venture or limited liability company; or SUBSIDIARIES b. A trust; The following is added to SECTION II —WHO IS as indicated in its name or the documents that AN INSURED: govern its structure. Any of your subsidiaries, other than a partnership, B. BLANKET ADDITIONAL INSURED — joint venture or limited liability company, that is GOVERNMENTAL ENTITIES — PERMITS OR not shown as a Named Insured in the AUTHORIZATIONS RELATING TO OPERATIONS Declarations is a Named Insured if: a. You are the sole owner of, or maintain an The following is added to SECTION II — WHO IS ownership interest of more than 50% in, such AN INSURED: subsidiary on the first day of the policy period; Any governmental entity that has issued a permit and or authorization with respect to operations b. Such subsidiary is not an insured under performed by you or on your behalf and that you similar other insurance. are required by any ordinance, law, building code or written contract or agreement to include as an No such subsidiary is an insured for"bodily injury" additional insured on this Coverage Part is an or "property damage" that occurred, or "personal insured, but only with respect to liability for "bodily and advertising injury" caused by an offense injury', "property damage" or "personal and committed: advertising injury"arising out of such operations. a. Before you maintained an ownership interest The insurance provided to such governmental of more than 50% i n such subsidiary; or entity does not apply to: b. After the date, if any, during the policy period a. Any "bodily injury', "property damage" or that you no longer maintain an ownership "personal and advertising injury" arising out of interest of more than 50% in such subsidiary. operations performed for the governmental entity; or For purposes of Paragraph 1. of Section II —Who Is An Insured, each such subsidiary will be b. Any "bodily injury" or "property damage" deemed to be designated in the Declarations as: included in the "products completed operations hazard". CG D3 16 02 19 ©2017 The Travelers Indemnity Company.All rights reserved. Page 1 of 3 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. 169 COMMERCIAL GENERAL LIABILITY C. INCIDENTAL MEDICAL MALPRACTICE pharmaceuticals committed by, or with the 1. The following replaces Paragraph b. of the knowledge or consent of,the insured. definition of "occurrence" in the 5. The following is added to the DEFINITIONS DEFINITIONS Section: Section: b. An act or omission committed in providing "Incidental medical services" means: or failing to provide "incidental medical services", first aid or "Good Samaritan a. Medical, surgical, dental, laboratory, x-ray services" to a person, unless you are in or nursing service or treatment, advice or the business or occupation of providing instruction, or the related furnishing of professional health care services. food or beverages; or 2. The following replaces the last paragraph of b. The furnishing or dispensing of drugs or Paragraph 2.a.(1) of SECTION II — WHO IS medical, dental, or surgical supplies or AN INSURED: appliances. Unless you are in the business or occupation 6. The following is added to Paragraph 4.b., of providing professional health care services, Excess Insurance, of SECTION IV — Paragraphs (1)(a), (b), (c) and (d) above do COMMERCIAL GENERAL LIABILITY not apply to "bodily injury" arising out of CONDITIONS: providing or failing to provide: This insurance is excess over any valid and (a) "Incidental medical services" by any of collectible other insurance, whether primary, your "employees" who is a nurse, nurse excess, contingent or on any other basis, that assistant, emergency medical technician is available to any of your "employees" for or paramedic; or "bodily injury" that arises out of providing or (b) First aid or "Good Samaritan services" by failing to provide "incidental medical services" any of your "employees" or "volunteer to any person to the extent not subject to workers", other than an employed or Paragraph 2.a.(1) of Section II — Who Is An volunteer doctor. Any such "employees" Insured. or "volunteer workers" providing or failing D. BLANKET WAIVER OF SUBROGATION to provide first aid or "Good Samaritan services" during their work hours for you The following is added to Paragraph 8., Transfer will be deemed to be acting within the Of Rights Of Recovery Against Others To Us, scope of their employment by you or of SECTION IV — COMMERCIAL GENERAL performing duties related to the conduct LIABILITY CONDITIONS: of your business. If the insured has agreed in a contract or 3. The following replaces the last sentence of agreement to waive that insured's right of Paragraph 5. of SECTION III — LIMITS OF recovery against any person or organization, we INSURANCE: waive our right of recovery against such person or For the purposes of determining the organization, but only for payments we make applicable Each Occurrence Limit, all related because of: acts or omissions committed in providing or a. "Bodily injury" or "property damage" that failing to provide "incidental medical occurs; or services", first aid or "Good Samaritan services" to any one person will be deemed to b. "Personal and advertising injury" caused by be one "occurrence". an offense that is committed; 4. The following exclusion is added to subsequent to the execution of the contract or Paragraph 2., Exclusions, of SECTION I — agreement. COVERAGES — COVERAGE A — BODILY E. CONTRACTUAL LIABILITY—RAILROADS INJURY AND PROPERTY DAMAGE LIABILITY: 1. The following replaces Paragraph c. of the Sale Of Pharmaceuticals definition of "insured contract" in the "Bodily injury" or "property damage" arising DEFINITIONS Section: out of the violation of a penal statute or c. Any easement or license agreement; ordinance relating to the sale of Page 2 of 3 ©2017 The Travelers Indemnity Company.All rights reserved. CG D3 16 02 19 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. 170 COMMERCIAL GENERAL LIABILITY 2. Paragraph f.(1) of the definition of "insured a. Any premises while rented to you or contract" in the DEFINITIONS Section is temporarily occupied by you with permission deleted. of the owner; or F. DAMAGE TO PREMISES RENTED TO YOU b. The contents of any premises while such The following replaces the definition of "premises premises is rented to you, if you rent such damage" in the DEFINITIONS Section: premises for a period of seven or fewer consecutive days. "Premises damage" means "property damage"to: CG D3 16 02 19 ©2017 The Travelers Indemnity Company.All rights reserved. Page 3 of 3 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. 171 COMMERCIAL GENERAL LIABILITY POLICY NUMBER:DTCO7N065015TIA24 ISSUE DATE: 07/01/2023 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. TOTAL AGGREGATE LIMIT OTHER THAN PROJECTS AND DESIGNATED PROJECT AND LOCATION AGGREGATE LIMITS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE — LIMITS OF INSURANCE AND DESIGNATED PROJECTS AND LOCATIONS LIMITS OF INSURANCE Total Aggregate Limit $ 10,000,000 (Other Than Projects and Products-Completed Operations) Designated Location Aggregate Limit $ 2,000,000 (Other Than Products-Completed Operations) Designated Project Aggregate Limit $ 2,000,000 (Other Than Products-Completed Operations) General Aggregate Limit $ 2,000,000 (Other Than Products-Completed Operations) Designated Projects: EACH "PROJECT" FOR WHICH YOU HAVE AGREED,IN A WRITTEN CONTRACT WHICH IS IN EFFECT DURING THIS POLICY PERIOD, TO PROVIDE A SEPARATE GENERAL AGGREGATE LIMIT, PROVIDED THAT THE CONTRACT IS SIGNED AND EXECUTED BY YOU BEFORE THE "BODILY INJURY" OR "PROPERTY DAMAGE" OCCURS. Designated Locations: PROVISIONS 1. The General Aggregate Limit (Other Than 1. The Limits of Insurance shown in the Products-Completed Operations) shown in the Declarations or the Schedule — Limits Of Declarations is replaced by the Limits of Insurance And Designated Projects And Insurance shown in the Schedule — Limits Of Locations, whichever apply, and the rules Insurance And Designated Projects And below fix the most we will pay regardless of Locations. the number of: 2. The following replaces Paragraph 1. of SECTION a. Insureds; III—LIMITS OF INSURANCE: b. Claims made or"suits" brought; CG D4 69 02 19 ©2017 The Travelers Indemnity Company.All rights reserved. Page 1 of 3 Includes copyrighted material of Insurance Services Office,Inc.with its permission. 172 COMMERCIAL GENERAL LIABILITY c. Persons or organizations making claims under Coverage B. Instead, the or bringing "suits'; or General Aggregate Limit described in d. "Projects" or"locations". Paragraph 2.d. below applies to such 3. The following replaces Paragraph 2. of SECTION damages. III—LIMITS OF INSURANCE: (5) Any payments made for damages or medical expenses to which the 2. a. The Total Aggregate Limit shown in the Designated Project Aggregate Limit Schedule — Limits Of Insurance And applies will reduce the Designated Designated Projects And Locations is the Project Aggregate Limit for the most we will pay for the sum of all applicable "project". Such payments amounts under the Designated Location will not reduce the Total Aggregate Aggregate Limit and all amounts under Limit, the General Aggregate Limit the General Aggregate Limit. This described in Paragraph 2.d. below, includes: the Designated Project Aggregate (1) Damages under Coverage A, except Limit for any other "project" or the damages because of"bodily injury" or Designated Location Aggregate Limit. "property damage" included in c. Subject to the Total Aggregate Limit the "products-completed operations described in Paragraph 2.a. above, the hazard"; Designated Location Aggregate Limit (2) Damages under Coverage B; and shown in the Schedule — Limits Of (3) Medical expenses under Coverage C. Insurance And Designated Projects And b. The Designated Project Aggregate Limit Locations applies and is further subject to shown in the Schedule — Limits Of all of the following provisions: Insurance And Designated Projects And (1) The Designated Location Aggregate Locations applies and is further subject to Limit is the most we will pay for the all of the following provisions: sum of: (1) The Designated Project Aggregate (a) Damages under Coverage A Limit is the most we will pay for the because of "bodily injury" and sum of: "property damage" caused by (a) Damages under Coverage A "occurrences"; and because of "bodily injury" and (b) Medical expenses under "property damage" caused by Coverage C for "bodily injury" "occurrences"; and caused by accidents; (b) Medical expenses under that can be attributed only to Coverage C for "bodily injury" operations at a single "location". caused by accidents; that can be attributed only to (2) The Designated Location Aggregate operations at a single "project". Limit applies separately to each "location". (2) The Designated Project Aggregate Limit applies separately to each (3) The Designated Location Aggregate "project". Limit does not apply to damages because of"bodily injury" or"property (3) The Designated Project Aggregate damage" included in the "products- Limit does not apply to damages completed operations hazard". because of"bodily injury" or"property Instead, the Products-Completed damage" included in the "products Operations Aggregate Limit completed operations hazard". Instead, the Products-Completed described in Paragraph 3. below Operations Aggregate Limit applies to such damages. described in Paragraph 3. below (4) The Designated Location Aggregate applies to such damages. Limit does not apply to damages (4) The Designated Project Aggregate ssunder Coverage B. Instead, the Limit does not apply to damages General Aggregate Limit described in Page 2 of 3 ©2017 The Travelers Indemnity Company.All rights reserved. CG D4 69 02 19 Includes copyrighted material of Insurance Services Office,Inc.with its permission. 173 COMMERCIAL GENERAL LIABILITY Paragraph 2.d. below applies to such General Aggregate Limit applies will damages. reduce: (5) Any payments made for damages or (a) The Total Aggregate Limit; and medical expenses to which the Designated Location Aggregate Limit (b) The General Aggregate Limit. applies will reduce: Such payments will not reduce the (a) The Total Aggregate Limit; and Designated Project Aggregate Limit (b) The Designated Location for any "project" or the Designated Aggregate Lim it for the applicable Location Aggregate Limit for any "location". "location". Such payments will not reduce the 4. The following replaces Paragraph 3. of SECTION General Aggregate Limit described in III —LIMITS OF INSURANCE: Paragraph 2.d. below, the 3. The Products-Completed Operations Aggre- Designated Project Aggregate Limit gate Limit shown in the Declarations is the or the Designated Location most we will pay under Coverage A for Aggregate Limit for any other damages because of "bodily injury" or "location". "property damage" included in the "products- d. Subject to the Total Aggregate Limit completed operations hazard". Any payments described in Paragraph 2.a. above, the made for such damages will not reduce the General Aggregate Limit shown in the Total Aggregate Limit, the General Aggregate Schedule — Limits Of Insurance And Limit, the Designated Project Aggregate Limit Designated Projects And Locations for any "project" or the Designated Location applies and is further subject to all of the Aggregate Lim it for any "location". following provisions: 5. The following is added to the DEFINITIONS (1) The General Aggregate Limit is the Section: most we will pay for the sum of: "Location" means any designated location shown (a) Damages under Coverage A in the Schedule — Limits Of Insurance And because of "bodily injury" and Designated Projects and Locations that is owned "property damage" caused by by or rented to you. For the purposes of "occurrences", and medical determining the applicable aggregate limit of expenses under Coverage C for insurance, each "location" that includes a "bodily injury" caused by premises involving the same or connecting lots, accidents, that cannot be or premises whose connection is interrupted only attributed only to operations at a by a street, roadway or waterway, or by a right-of- single "project" or a single way of a railroad, will be considered a single "location"; and "location". (b) Damages under Coverage B. "Project" means any designated project shown in the Schedule — Limits Of Insurance And (2) The General Aggregate Limit does Designated Projects And Locations that is away not apply to damages for "bodily from premises owned by or rented to you and at injury" or "property damage" included which you are performing operations pursuant to in the "products-completed oper- a contract or agreement. For the purposes of ations hazard". Instead, the determining the applicable aggregate limit of Products-Completed Operations insurance, each "project" that includes a premises Aggregate Limit described in involving the same or connecting lots, or Paragraph 3. below applies to such premises whose connection is interrupted only by damages. a street, roadway or waterway, or by a right-of- (3) Any payments made for damages or way of a railroad, will be considered a single medical expenses to which the "project". CG D4 69 02 19 ©2017 The Travelers Indemnity Company.All rights reserved. Page 3 of 3 Includes copyrighted material of Insurance Services Office,Inc.with its permission. 174 Policy#8106P73016A2426G COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED - PRIMARY AND NON-CONTRIBUTORY WITH OTHER INSURANCE - CONTRACTORS This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM PROVISIONS 2. The following is added to Paragraph B.5., Other 1. The following is added to Paragraph c. in A.1., Insurance of SECTION IV — BUSINESS AUTO Who Is An Insured, of SECTION II — COVERED CONDITIONS: AUTOS LIABILITY COVERAGE: Regardless of the provisions of paragraph a. and This includes any person or organization who you paragraph d. of this part 5. Other Insurance, this are required under a written contract or insurance is primary to and non-contributory with agreement, that is signed by you before the applicable other insurance under which an "bodily injury" or "property damage" occurs and additional insured person or organization is a that is in effect during the policy period, to name named insured when a written contract or as an additional insured for Covered Autos agreement with you, that is signed by you before Liability Coverage, but only for damages to which the "bodily injury" or "property damage" occurs this insurance applies and only to the extent of and that is in effect during the policy period, that person's or organization's liability for the requires this insurance to be primary and non conduct of another"insured". contributory. CA T4 99 02 16 ©2016 The Travelers Indemnity Company.All rights reserved. Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc.with its permission. 175 Policy#8106P73016A2426G COMMERCIAL AUTO COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY.PLEASE READ IT CAREFULLY. You agree to maintain all required or (2)In or on your covered"auto". compulsory insurance in any such coun This coverage applies only in the event of a total try up to the minimum limits required by theft of your covered"auto". BUSINESS AUTO EXTENSION ENDORSEMENT local law. Your failure to comply with compulsory insurance requirements will No deductibles apply this Personal Property not invalidate the coverage afforded by coverage. This endorsement modifies insurance provided under the following: this policy,but we will only be liable to the K. AIRBAGS BUSINESS AUTO COVERAGE FORM same extent we would have been liable The following is added to Paragraph B.3.,Exclu- had you complied with the compulsory in- sions,of SECTION III—PHYSICAL DAMAGE GENERAL DESCRIPTION OF COVERAGE—This endorsement broadens coverage.However,coverage for any surance requirements. COVERAGE: injury,damage or medical expenses described in any of the provisions of this endorsement may be excluded or (d)It is understood that we are not an admit- Exclusion 3.a.does not apply to"loss'to one or limited by another endorsement to the Coverage Part,and these coverage broadening provisions do not apply to ted or authorized in outside theairbags in a covered"auto"you own that in- the extent that coverage is excluded or limited by such an endorsement.The following listing is a general cover- United States of America, more its territories flate due to a cause other than a cause of"loss" age description only.Limitations and exclusions may apply to these coverages.Read all the provisions of this en- and possessions,Puerto Rico and Can- set forth in Paragraphs A.1.b. and A.1.c, but dorsement and the rest of your policy carefully to determine rights,duties,and what is and is not covered. ada.We assume no responsibility for the only: furnishing of certificates of insurance,or a. If that"auto"is a covered"auto"for Com A. BROAD FORM NAMED INSURED H. HIRED AUTO PHYSICAL DAMAGE—LOSS OF pre- for compliance in any way with the laws hensive Coverage B. BLANKET ADDITIONAL INSURED USE—INCREASED LIMIT of other countries relating to insurance. under this policy; I. PHYSICAL DAMAGE — TRANSPORTATION b. The airbags are not covered under any war- C. EMPLOYEE HIRED AUTO EXPENSES—INCREASED LIMIT G. WAIVER OF DEDUCTIBLE—GLASS ranty;and D. EMPLOYEES AS INSURED J. PERSONAL PROPERTY The following is added to Paragraph D.,Deducti- c. The airbags were not intentionally inflated. E. SUPPLEMENTARY PAYMENTS—INCREASED K. AIRBAGS ble, of SECTION III — PHYSICAL DAMAGE We will pay up to a maximum of$1,000 for any LIMITS COVERAGE: one"loss". L. NOTICE AND KNOWLEDGE OF ACCIDENT OR No deductible fora covered"auto'will apply to F. HIRED AUTO—LIMITED WORLDWIDE COV- LOSS glass damage if the glass is repaired rather than L. NOTICE AND KNOWLEDGE OF ACCIDENT OR ERAGE—INDEMNITY BASIS LOSS M. BLANKET WAIVER OF SUBROGATION replaced. The following is added to Paragraph A.2.a.,of G. WAIVER OF DEDUCTIBLE—GLASS N. UNINTENTIONAL ERRORS OR OMISSIONS H. HIRED AUTO PHYSICAL DAMAGE—LOSS OF SECTION IV—BUSINESS AUTO CONDITIONS: PROVISIONS USE—INCREASED LIMIT Your duty to give us or our authorized representa- A. BROAD FORM NAMED INSURED this insurance applies and only to the extent that The following replaces the last sentence of Para- rive prompt notice of the"accident"or"loss"ap- person or organization qualifies as an"insured" graph A.4.b.,Loss Of Use Expenses,of SEC- plies only when the"accident"or"loss'is known The following is added to Paragraph Al.,. Who Is Insured,of SECTION II COVERED AUTOS under the Who Is An Insured provision contained TION III—PHYSICAL DAMAGE COVERAGE: to: Anin Section II. However,the most we will pay for any expenses (a)You(if you are an individual); LIABILITY COVERAGE: for loss of use is$65 An [ion form dur- C. EMPLOYEE HIRED AUTO per day,to a maximum of (b)A partner(if you are a partnership); y organization you never which quire or 1, The followingadded to Paragraph A.1., $750 for any one"accident"' (c)A member Ofliability com- ing the policy peerstand t maintain Who Is An Insured,of SECTION rIIp—COV- I. PHYSICAL DAMAGE — TRANSPORTATION you are a limited / or more ownership interest and that is not ERED AUTOS LIABILITY COVERAGE: EXPENSES—INCREASED LIMIT party); separately insured for Business Auto Coverage. (d)An executive officer, director or insurance Coverage under this provision is afforded only un- An"employee of yours is an"insured"while The following replaces the first sentence in Para- manager(if you are a corporation or other or- b!the 180th day after you acquire or form the or- operating an"auto'hired or rented under a graph A.4.a., Transportation Expenses, of ganization);or ganizationthe end of thepolicy -d,which- contract or agreement in an "employee's" SECTION III PHYSICAL DAMAGE COVER- Any"employee"authorizedby you give no- ever or peso — (e) to to ever is easier. dame with your perm,while performing AGE rice of the"accident"or"loss". duties related to the conduct of your buss- We will to$50 dayto a maximum of B. BLANKET ADDITIONAL INSURED ties pay up per M. BLANKET WAIVER OF SUBROGATION $1,500 for temporary transportation expense in The followingParagraph A.5.,Transfer The following is added to Paragraph c in Al., 2. The following replaces Paragraph b.in B.S., curred by you because of the total theft of a coy- replaces Crap Who Is An Insured,of SECTION II—COVERED Other Insurance,of SECTION IV—BUSI- ered"auto"of the private passenger type. Of Rights Of Recovery Against Others To Us, AUTOS LIABILITY COVERAGE: NESS AUTO CONDITIONS: of SECTION IV—BUSINESS AUTO CONDI- Any person or organization who is required under b. For Hired Auto Physical Damage Cover- J. PERSONAL PROPERTY TIONS a written contract or agreement between you and age,the following are deemed to be coy- The following is added to Paragraph A.4.,Cover- 5. Transfer Of Rights Of Recovery Against that person or organization,that is signed and ered"autos"you own: age Extensions,of SECTION III—PHYSICAL Others To Us executed by you before the "bodily injury" or (1)Any covered"auto"you lease,hire, DAMAGE COVERAGE: We waive any right of recovery we may have "property damage occurs and that is in effect rent or borrow;and Personal Property against any person or organization to the ex- during the policy period,to be named as an addi- (2)Any covered"auto'hired or rented by We will pay up to$400 for"loss'to wearin tent required of you by a written contract bona!insured is an'insured"for Covered Autos gap- signed and executed poor to any"accident" LiabilityCoverage,but only for damages your"employee'under a contract in pare!and other persona!property which is: or"loss'",provided that the"accident"or"loss" ge, y ges to which an employee's" name, with your - anses out ofoperations contemplated (1)Owned by an"insured";and p by CA T3 53 02 15 ©2015 The Travelers Indemnidy company.Ail rights reservea. Page 1 of4 CA T3 53 02 15 ©2015 The Travelers Indemnidy Company.Ail rights reservea. Page 3 of Includes cepynghted material of Insurance Services Office,Inc with Its permisson. Includes copynghtea material tit Insurance Services Office,Inc with Its permisson. COMMERCIAL AUTO COMMERCIAL AUTO permission, while performing duties (a)With respect to any claim made or"suit" such contract.The waiver applies only to the The unintentional omission of, or unintentional related to the conduct of your busi- brought outside the United States of person or organization designated in such any information given by you shall not ness. America,the territories and possessions contract. prejudice your rights under this insurance.How- However,any"auto"that is leased,hired, of the United States of America,Puerto N. UNINTENTIONAL ERRORS OR OMISSIONS ever this provision does not affect our right to col- rented or borrowed with a driver is not a Rico and Canada: The following is added to Paragraph B.2.,Con- lect additional premium or exercise our right of covered"auto". (i) You must arrange to defend the"in- cealment, Misrepresentation, Or Fraud, of cancellation or non-renewal. D. EMPLOYEES AS INSURED cured"against,and investigate or set- SECTION IV—BUSINESS AUTO CONDITIONS: tie any such claim or"suit"and keep The following is added to Paragraph A.1.,Who Is us advised of all proceedings and ac- An Insured,of SECTION II—COVERED AUTOS. [ions. LIABILITY COVERAGE: Anyto i (ii)Neither you nor any other involved "employee o f yours is an'insured"while us- "insured" will make any settlement ing a covered"auto'you don't own,hire or borrow without our consent. in your business or your personal affairs. E. SUPPLEMENTARY PAYMENTS—INCREASED (iii)We may,at our discretion,participate LIMITS in defending the"insured"against,or in the settlement of, any claim or 1. The following replaces Paragraph A.2.a.(2), suit". of SECTION II—COVERED AUTOS LIABIL- ITY COVERAGE: (iv)We will reimburse the"insured"for ins that the"insured"legally must (2)Up to$3,000 for cost of bail bonds(in- pay as damages because of"bodily cluding bonds for related traffic law viola- injury"or"property damage to which [ions)required because of an"accident" this insurance applies,that the"in- we cover. We do not have to furnish ured"s pays with our consent, but these bonds. only up to the limit described in Para- 2. The following replaces Paragraph A.2.a.(4), graph C., Limits Of Insurance, of of SECTION II—COVERED AUTOS LIABIL- SECTION II — COVERED AUTOS ITY COVERAGE: LIABILITY COVERAGE. (4)All reasonable expenses incurred by the (v)We will reimburse the"insured"for "insured"at our request,including actual the r enable expenseincurred loss of earnings up to$500 a day be- with our consent for your investiga- cause of time off from work. tion of such dams and your defense of the "insured" against any such F. HIRED AUTO—LIMITED WORLDWIDE COV- 'suit", but only up to and included ERAGE—INDEMNITY BASIS within the limit described in Para- The following replaces Subparagraph(5)in Para- graph C., Limits Of Insurance, of graph B.7.,Policy Period,Coverage Territory, SECTION II — COVERED AUTOS of SECTION IV— BUSINESS AUTO CONDI- LIABILITY COVERAGE, and not in TIONS: addition to such limit. Our duty to (5)Anywhere in the world,except anyt make use such payments th ali ends when we yw p country or have d up the d limit of jurisdiction while any trade sanction, em- insurance-in paymentsfor damages, bargo,orsimilar regulation imposed by the ges, United States of America applies to and pro- hibits settlements orr defense expenses. the transaction of business with or (b)This insurance c any valid within such country or jurisdiction,for Coy- and collectible other insurance available ered Autos Liability Coverage for any covered to the"insured"whether primary,excess, "auto'that you lease, hire, rent or borrow contingent or on any other basis. without a driver for a period of 30 days or less (c)This insurance is not a substitute for re- and that is not an"auto'you lease,hire,rent quired or ompulsory insurance in any or borrow from any of your "employees', ountry outside the United States,its ter- partners(if you are a partnership),members ritories and possessions,Puerto Rico and (if you are a limited liability company) or Canada. members of their households. Page 2 of4 ©2015 The Tavelers.Indemnity company.All rights reservea. CA T3 53 02 15 Page 4 of ©2015 The Travelers Indemnity compa ny.All rights reserved. CA T3 53 02 15 Induces copynghtea material of Insurance Services Office,Inc with Its permisson. Induces copynghtea material of Insurance Services Office,Inc with Its permisson. 176 Policy#CU P7N0837522426 UMBRELLA UMBRELLA EXCESS FOLLOW-FORM AND UMBRELLA includes any continuation, change or Management Se ceExpensesLimahas umpnon of the"bodily injury"or"property been exhausted,whichever occurs first. LIABILITY INSURANCE damage"after the end of the policy period. 4. Theamount will pay for we "crisis 6. "Bodily injury" or"property damage"will be management service expenses"is limited as deemed to have been known to have occurred described in SECTION III - LIMITS OF THIS POLICY,INPART,PROVIDES FOLLOW-FORM LIABILITY COVERAGE. at the earliest time when any insured listed INSURANCE. under Paragraph 1. in Paragraph B., 5. A"self-insured retention"does not apply to COVERAGE WILL APPLY ON A CLAIMS-MADE BASIS WHEN FOLLOWING COVERAGE B-UMBRELLA LIABILITY,of sis management service expenses°. SECTION II-WHO IS AN INSURED or any t of"crisis management service CLAIMS-MADE UNDERLYING INSURANCE. employee'authorized by you to give or receive 6. Any payment w make will n e servi notice of an"occurrence"or dam: expenses' COVERAGE WILL APPLY ON A DEFENSE-WITHIN-LIMITS BASIS WHEN determinative of our obligations under this a. Reports all,or any part,of the"bodily injury" ra ce with respect to any claim or"suit"or FOLLOWING UNDERLYING INSURANCE UNDER WHICH DEFENSE or"property damage'to us or any other insurance eany duty to defend or indemnify any EXPENSES ARE PAYABLE WITHIN,AND NOT IN ADDITION TO,THE LIMITS sured for any claim or"sue. OF INSURANCE. WHEN FOLLOWING SUCH UNDERLYING INSURANCE, b. Receives a written or verbal demand or D. DEFENSE AND SUPPLEMENTARY PAYMENTS PAYMENT OF DEFENSE EXPENSES UNDER THIS POLICY WILL REDUCE, claim for damages because of the"bodily 1. We will have the right and duty to defend the injury"or"property damage";orinsured: AND MAY EXHAUST,THE LIMITS OF INSURANCE OF THIS POLICY. c. Becomes aware by any other means that a. Under Coverage A, against a "suit" PLEASE READ THE ENTIRE POLICY CAREFULLY. ohe"bodily injury'or"property damage"has seeking damages to which such coverage u d or has begun to occur. applies,if: Various provisions in this policy restrict coverage.Read the entire policy carefully to determine rights,duties and 7. Damages because of"bodily injury" include (1)The"applicable underlying limit"is the what is and is not covered. damages claimed by any person or applicable limit of insurance stated for Throughout this policy,the words"you"and"your"refer to the Named Insured shown in the Declarations and any organization for care,loss of services or death a policy of"underlying insurance in other person or organization qualifying as a Named Insured under this policy.The words"we","us"and"our"refer resulting at any time from the"bodily injury'. the Schedule Of Underlying to the company providing this insurance. 8. Coverage B of this insurance does not apply to Insurance and such limit has been damages covered by any "underlying exhausted solely due to payments as The word"insured"means any person or organization qualifying as such under SECTION II-WHO IS AN or that would have been covered by permitted in Paragraphs 4.a.(1),(2) INSURED. an "underlying insurance" but for the and(3)of COVERAGE A-EXCESS Other words and phrases that appear in quotation marks have special meaning.Refer to SECTION VI- exhaustion of its applicable limit of insurance. FOLLOW-FORM LIABILITY of DEFINITIONS. C. COVERAGE C - CRISIS MANAGEMENT SECTION I-COVERAGES;or SERVICE EXPENSES (2)The"applicable underlying limit"is the SECTION I-COVERAGES provisions to the contrarycontained in this 1. We will reimburse the insured,or pay on the insurance limit of any "other _ s and such limit has been ured's behalf, "crisis management service exhausted bypayments of judgments, A. COVERAGE A - EXCESS FOLLOW-FORM insurance. expenses"to which Coverage C applies. j gmen LIABILITY 3. The amount we will pay for damages is limited 2. CoverageC of this insurance a lies to"crisis settlements or medical expenses,or as described in SECTION III-LIMITS OF PP related costs orexpenses (if such a m nagement service expenses"that costs or expenses reduce such 1. We will pay on behalf of the insured those INSURANCE. excesssums,in of the"applicable underlying a. Arise out of a"crisismanagement event" limits). limit', that the insured becomes legally 4. For the purposes of Paragraph 1.above: that first commences during the policy For any"suit"for which we have the right obligated to pay as damages to which a. The applicable limit of insurance stated period; and duty to defend the insured under Coverage A of this insurance applies,provided for the policies of"underlying insurance' b. Are incurred by the insured,after a"crisis Coverage A, defense expenses will be that the"underlying insurance would apply to in the Schedule Of Underlying Insurance management event"first commences and within the limits of insurance of this policy such damages but for the exhaustion of its will be considered to be reduced orbefore such event ends;and m when such expenses are within the limits applicable limits of insurance.If a sublimit is exhausted only by the following o of insurance of the applicable"underlying specified any underlyingpayments: Are submitted to us within days after ,or in " insurance, the "crisis management advisor advises insurance CoverageA of thisinsuranceapplies to "crisis man s (1)Payments of judgments you that the management event"noes b. Under Coverage B, against a "suit" damages that are in excess of that sublimit only settlements for damages that are longer exists. -ts. eeking damages to which such coverage if such sublimit is shown for that"underlying covered by that "underlying applies. in the Schedule Of Underlying such 3. A"crisis management event"will be deemed to: no duty to defend any insured insurance" yang insurance. However, if 2. We have Insurance. "underlying insurance has a policy a. First commence at the time when any against any"suit": period which differs from the policy "executive officer"first becomes aware of 2. Coverage A of this insurance is subject to the period of this Excess Follow-Form an"vent"or"occurrence"that leads to that a. Seeking damages to which this insurance same terms, conditions, agreements, And Umbrella Liability Insurance,any "crisis management event";and does not apply;or exclusions and definitions as the"underlying suchpayments for damagesthatb. If any other insurer has a duty to defend. t beE b. Ender exists we deciderthat the insurance, except with respect to any would not be covered by this Excess longer or when the crisisCnsis Follow-Form And Umbrella Liability EU 00 01 07 16 ©201e The Travelers indemnity Company.All ngna reserved. Page 1 of22 EU 00 01 07 16 ©201e The Travelers indemnity Company.All ngna reserved. Page 3 of22 UMBRELLA UMBRELLA Insurance because of its different policy date provision, the retroactive date for 3. When we have the duty to defend,we may,at With respect to a claim we vestigate or period will not reduce or exhaust the Coverage A of this insurance is the same as our discretion,investigate and settle any claim settle,or"suit"against an insured we defend applicable limit of insurance stated for the retroactive date of that "underlying "suit". In all other cases, we may,at ourunder COVERAGE A-EXCESS FOLLOW- such"underlying insurance; e discretion, participate in the investigation, FORM LIABILITY,these payments will not (2)Payments of"medical expenses'that B. COVERAGE B-UMBRELLA LIABILITY defense and settlement of any claim or"suit"for reduce the applicable limits of insurance,but covered by that "underlying damages to which this insurance may apply.If only if the applicable"underlying insurance" ance" 1. We will pay on behalf of the insured those re insurance"and are incurred for"bodily sums in excel s of the"self-insured retention" we exercise such right to participate, all provides for such payments in addition to its injury"c used by an accident that takes expenses we incur in doing so will not reduce limits of insurance.With respect to a claim we that the insured becomes legally obligated to place during the policy period of this the applicable limits of insurance. investigate or settle, or "suit" against an Excess Follow-Form And Umbrella pay as damages because of the injury", insured we defend under COVERAGE B- property damage', personal injury" 4. Our duty to defend ends when we have used up UMBRELLA LIABILITY,these t -II Liability Insurance;or "advertising injury'to which Coverage B of the applicable limit of insurance in the payment paymen will (3)Payments of defense expenses that this insurance applies. of judgments orsettlements, or defense not reduce the applicable limits of insurancc e. are covered by that "underlying 2, Coverage B of this insurance applies to expenses if such expenses are within the limits SECTION II-WHO IS AN INSURED only if such "underlyingof insurance of this policy. A. COVERAGE A - EXCESS FOLLOW-FORM insurance', "bodily injury"or"property damage"only if: insurance" includes such payments5. We will pay, with respect to a claim we LIABILITY within the limits of insurance.However, a. The"bodily injury"or"property damage is investigate or settle,or"suit"against an insured if such "underlying insurance" has a caused by an "occurrence" that takes With respect to Coverage A,the following persons ying in in the world; we defend: and organizations qualify as insureds: policy period which differs.from the place anywhereAll expenses period of this Excess Follow- b. The"bodily injury"or"property damage" we incur. 1. The Named Insured shown in the Form And Umbrella Liability Insurance, occurs during the policy period;and b. The cost of: Declarations;and any such payments for defense c. Prior to the policy period,no insured listed (1)Bail bonds required because of 2. Any other person or organization qualifying as expenses that would not be covered by under Paragraph 1. in Paragraph B., accidents or traffic law violations arising an insured in the"underlying insurance". If this Excess Follow-Form And Umbrella COVERAGE B - UMBRELLA out of the use of any vehicle to which you have agreed to provide insurance for that Liability Insurance because of its LIABILITY,of SECTION II-WHO IS AN this insurance applies;or person or organization in a written contract or different policy period will not reduce or INSURED and no"employee'authorized t exhaust the applicable limit of b to receive notice of an (2)Appeal bonds and bonds to release agreement: insurance stated for such"under Y you o oattachments; a. The limits of insurance afforded to such exhaust YIn9 occurs or claim, knew that the - - "bodily injury"or"property damage"had but only for bond amounts within the person or organization will be: If the applicable limit of insurance stated for occurred,in whole or in part. If such a applicable limit of ins a e. We do not (1)The amount by which them mu the polices of"underlying insurance"in the listed insured orinsurance"employee" have to furnish these bonds. limits of in e you agreed to Schedule Of Underlying Insurance reasonable prior to the policy period,that the c. All re onable expenses incurred by the provide such person or organization actually reduced or exhausted by other "bodily injury" or "property damage" insuredat our request to assist us in the in that written contract or agreement payments,Coverage A of this insurance is occurred, rred,in whole orin part,then any investigation or defense of such claim orexceed the total limits of insurance of not invalidated.However,in the event of a continuation, change or resumption of "suit",including actual loss of earnings up all applicable"underlying insurance"; loss,we will pay only to the extent that we such"bodily injury'or"property damage" to$1,000 a day because of time off from Or would have paid had such limit not been during or after the policy period will be work. (2)The limits of insurance of this policy; actually reduced or exhausted by such deemed to have been known prior to the d. All court costs taxed against the insured in whichever is less;and other payments. policy period. the"suit".However,these payments do not b. If an "underlying i has a limit of 3. Coverage B of this insurance applies to include attorneys' fees or attorneys' b. Coverage under this policy does not apply y"un yang insurance' ge insurance greater than the amount shown "personal injury"or"advertising injury"caused taxed against- the insured. to such person or organization if the expensesminimum limits of insuranceagreed for that insurance in the Schedule of by an offense arising out of mit d rn but t youilo Underlying Insurance, this insurance will only if the offense was committed during the e. Prejudgment interest awarded against the to provide such person or organization in on that part of the judgment wethat written contract oragreement apply in excess of that ar amount.If policy period anywhere in the world. insured If we make an offer tothe wholly are any"underlying insurance"has a limit of app will pay within the total limits of insurance 4. The amount we will pay for damages is limited applicable limit of insurance,we not pay of all available applicable insurance, prior to any reduction or _ "underlying exhaustion by payment of damages, IasN described in SECTION III-LIMITS OF any prejudgment interest based on that . "medical INSURANCE. d of time after the offer. insurance' d expenses' p defense abo expenses is peso B. COVERAGE B-UMBRELLA LIABILITY described in Paragraph a.above,that is 5. "Bodily injury'or"property damage" f. All interest that accrues on the full amount less than the amount shown for that a.Which occurs during the policy period;and of any judgment after entry of the judgment With respect to Coverage B: insurance in the Schedule Of Underlying b.Which was not prior to,but was during,the and before we have paid,offered to pay or 1. The Named Insured shown in the Insurance, this insurancewill apply in policy period known to have occurred by deposited in court the part of the judgment Declarations is an insured. excess of the amount hown for such any insured listed under Paragraph 1.in that is within the applicable limit of 2. If you are: insurance in the Schedule Of Underlying Paragraph B., COVERAGE B - insurance. If we do not pay part of the grap a. An individual, your spouse is also an Insurance. UMBRELLA LIABILITY of SECTION II- judgment for any reason other than it is -insured, but only with respect to the 5. When the"underlying insurance'applies on a WHO IS AN INSURED,or any"employee" more than the applicable limit of insurance, conduct of a business of which you are claims-made basis and includes a retroactive authorized by you to give notice of an we will not pay any interest that accrues on the sole owner. "occurrence"or claim; that portion of the judgment. Page 2 of22 ©201e The Travelers indemnity Company.All ngna reserved. EU 00 01 07 16 Page4 of22 ©2gib The Travelers indemnity Company.All ngna reserved. EU 00 01 07 16 177 UMBRELLA UMBRELLA b. A partnership or joint venture, your damages because of the injury 1. Damages and defense expenses because of 1. Asbestos members,your partners and their spouses described in Paragraph(1)(a)or "bodily injury"or"property damage'included in a. Damages arising out of the actual o are also insureds,but only with respect to (b)above;or the"auto hazard"; alleged presence or actual, alleged or the conduct of your business. (d)Arising out of his or her providing 2. Damages and defense expenses because of threatened dispersal of asbestos, c. A limited liabilityor failing to provideprofessional "bodily injury"or"property damage'included in asbestos fibers ducts nin company,your members 9 prove or pro e are also insureds,but only with respect to health care services. the"products-completed operations exps hazard"or asbestos,provided that the damages are the conduct of your business. Your Unless you are in the business or 3. Damages and defense expenses for which caused or contributed to by the hazardous managers are also insureds,but only with occupation of,providing professional insurance is provided under any Aircraft Liability properties of asbestos. to their duties as coverage induded as"underlying insurance to respectyour managers. health care services, Paragraphs which no aggregate limit applies. b. Damages arising out of the actual or d. An organization other than a partnership, (1)(a),(b),(c)and(d)above do not alleged presence or actual, alleged or venture or limited liabilityapply to"bodily injury"arising out of C. The Products-Completed Operations Aggregate threatened dispersal of any solid,liquid, joint company, Limit is the most we will for the sum of all: o or your "officers" and directors are also providing or failing to provide first aid pay gaseous r thermal irritant insureds, but only with respect to their or"Good Samaritan services'by any 1. Damages;and contaminant, including smoke, vapors, of your "employees' or 'volunteer 2. Defense expenses if such expenses are within soot,fumes,acids,alkalis,chemicals and duties as your"officers"or directors.Your workers"other than an employed or the limits of insurance of this policy; waste,and that are part of any claim or stockholders are also insureds, but only volunteer doctor. Anysuch because f"bodily- "suit"which also allegesanydamages withrespect to their liabilityas y injury"or'property damage" 'volunteer workers" included in the "products-completedoperationsdescribed in Paragraph a.above. stockholders. "employees" or providing or failing to provide first aid hazard". e Any loss,cost or expense arising out of e. A trust,your trustees are also insureds,but or"Good Samantan services"during D. Subject to Paragraph B.or C.above,whichever any: only with respect to their duties as trustees. their work hours for you will be applies,the Occurrence Limit is the most we will (1)Request,demand,order or statutory 3. Each of the following- also an insured: deemed to be acting within the scope pay for the sum of all: or is regulatory requirement that any a. Your "volunteer workers" while of their employment by you or 1. Damages, and defense expenses if such insured or others test for, monitor, only performing duties related to the expenses are within the limits of insurance of clean performing duties related to the conduct of conduct of your business. this policy, up, remove, contain, treat,e your business,or your"employees",other (2)"pro damageto e under Coverage A arising out of any detoxify or neutralize,or in any way than either your"officers"(if you are an perry property: one"event"to which the"underlying insurance" respond to,or assess the effects of, applies a limit of insurance that is separate asbestos,asbestos fibers or products organization other than a partnership,joint (a)Owned,occupied or used by;or venture or limited liability company)or your (b)Rented to,in the care,custody or from any aggregate limit of insurance;and containing asbestos;or managers (if you are a limited liability control of,or over which physical 2. Damages under Coverage B because of all (2)Claim or"suit"by or on behalf of any company), but only for acts within the control is being exercised for any i"bodily or "advertising"property damage",out of yal governmentalrsonr atity or any other scope of their employment by you or while purpose by; o e"occur,rice", injury ansing of any person or organization because of performing duties related to the conduct of you, any of your "employees" __ testing for, monitoring, cleaning up, business. However, noneof these orFor the purposes of determining the applicable removing, containing, treating, your "volunteer workers", any of your Occurrence Limit, all related acts or omissions detoxifying or neutralizing,or n any employees" or "volunteer workers" are partners or members(if you are a committed in the providing or failing to provide first way responding to,or assessing the insureds for partnership or joint venture),or any of aid or"Good Samaritan services"to any one person effects of,asbestos,asbestos fibers. (1)"Bodily injury"or"personal injury': your members(if you are a limited will be considered one"occurrence". or products containing asbestos. your paor liability company). (a)To you, to rtners b. AnyE. The Cnsis Management Service Expenses Limit is 2. Employment-Related Practices (if you are a partnership person(other than your"employee" the most we will pay for the sumof all "crisis Damages because of injury to: members 'volunteer worker"), or any or joint venture),to your members management service expenses"arising out of all (if you arelimited liability organization, while acting as your real management events". Payment of such a. A person arising out of any: estate manager. "crisis management service ex addition company),rto asco-"employee" nagemen ponces"is in (1)Refusal to employ that person; while in the course of his or her c. Any person or organization having proper to,and will not reduce,any other limit of insurance (2)Termination of that person's employment or duties temporary custody of your property if you of this policy. employment;or related to the conduct of your die,but only: F. The limits of insurance of this policy apply (3)Employment-related practice, policy, business, or to your other (1)With respect to liability arising out of separately to each consecutive annual period and act or omission, such as coercion "volunteer workers" while the maintenance or use of that to any remaining period of less than 12 months, demotion, evaluation, reassignment, performing duties related to the property;and starting with the beginning of the policy period discipline, failure to promote or conduct of your business; (2)Until le representative has shown in the Declarations.If the policy period is advance, harassment, humiliation, your legal represen extended after issuance for an additional period of discrimination,libel,slander,violation (b)To the spouse, child, parent, been appointed. less than 12 months,the additional period will be of the person's right of privacy, brother or sister of that co- d. Your legal representative if you die,but deemed part of the last preceding period for malicious prosecution or false arrest, "employee" or"volunteer worker" only with respect to duties as such.That purposes of determining the limits of insurance. detention or imprisonment,a lied to as a consequence of Paragraph representative will have all your rights and SECTION IV—EXCLUSIONS applied (1)(a)above; duties under this insurance. or directed at that person,regardlessolicy,at (c)For which there is anyobligation to - - This insurance does not apply to: of omisswhethion practice,policy,or t o ga 4.. Any organization,other than a partnership, or occurs,is applied is share damages with or repay joint venture or limited liability company,of A. With respect to Coverage A and Coverage B: someone else who must pay which you are the sole owner,or in which you EU 00 01 07 16 ©2oie The Travelers indemnity Company.All rights reserved. Page5 of22 EU 00 01 07 16 ©201e.The Travelers indemnity Company.All rights reserved. Page 7 of22 UMBRELLA UMBRELLA maintain an ership interest of more than the date,if any,during the policy period,that committed before,during or after the c Auto no-fault or other first-party personal 50%,on the first day of the policy period is an you no longer maintain an ownership interest time of that person's employment;or injury protection(PIP); insured and will qualify as a Named Insured.No of more than 50%in such organization. b. The spouse,child,parent,brother or sister d. Supplementary uninsured/underinsured such organization is an insured or will qualify as 3. Any organization you newly acquire or form, of that person as a consequence of injury motorists(New York);or a Named Insured for"bodily injury"or"property other than a partnership, joint venture or damage that occurred,or"personal injury"or limited liabilitytoa that person as described in Paragraphs e. Medical benefits and income "advertisingcaused byoffenseowner,or company,w which ofwhich maintain are .(p,(2)or(3)above. loss benefit (Virginia). injury" date, an the sole t in ore than you 0%,if h rae This exclusion applies:committed after the if any, during theownership interest of more 50%,if there PP 1e5: 7. War policy period,that you no longer maintain an no other similar insurance available to that a. Whether the insured may be liable as an -- ownership interest of more than 50%in such organization.However: employer or in any other capacity;and Damages ansing out of: organization. a. War,including undeclared or civil war;or a. Coverage under this provision is afforded b. To any obligation to share damages with or 5. Any organization you newly acquire or form, only until the 180th day after you acquire repay someone else who must pay b. Warlike action by a military force, other than a partnership,joint venture or limited or form the organization or the end of the damages because of the injury. including action in hindering or defending. liability company,and of which you are the sole policy period,whichever is earlier;and against anve actual or expected attack,by other which you maintain an ownership 3. ERISA,COBRA And Similar Laws any government, sovereign or other b. Coverage for such organization does not y o -ga- ry using military personae interest oof more than 50%,is an insured and An bh non of the insured under: authonI or other ce will qualify as a Named Insured if there is no apply Ppl^steo "tires ansrt sing out Pent services a. The Employees Retirement Income agents;or other similar insuranceavailable to that management event"that occurred before Secunty Act Of 1974(ERISA)or any of its c. Insurrection,rebellion,revolution,usurped organization.However you acquired or formed the organization, amendments; power or action taken by governmental a. Coverage under this provision is afforded even if an"executive officer"only first authority in hindering or defending against until the 180th dayafter - b. The Consolidated Omnibusn Budget only you acquire or becomes aware of an vent" Reconciliation Act of 1985(COBRA)or any any of these. form the organization or the end of the "occurrence" that leads to such "crisis of its amendments;or 8. Workers Compensation And Similar Laws policy period,whichever is earlier;and management event" after the date you b. Coverage for such organization does not acquired or formed the organization. e Any similar common or statutory law of any Any obligation of the insured under a workers apply to: No person or organization is an insured or will jurisdiction. compensation, disability benefits, or (1)"Bodily - damage" qualify as a Named Insured with respect to the 4. Medical Expenses Or Payments s employment compensation law o any y injury" or "property ge" similar under imilar law. that occurred;or conduct of any current or past partnership,joint Any obligation of the insured any B With respect to Coverts B: (2)"Personal injury" "advertising shown or limited insure company De that n not "medical or medical is ect Coverage expenses' gagmen j ry"or injury' shown as a Named Insured in the Declarations. coverage. 1. Expected Or Intended Bodily Injury Or arising out of an offense committed; SECTION III—LIMITS OF INSURANCE Property Damage befoe you acquired or formed the 5. Nuclear Material A. The Limits of Insurance shown in the Declarations Damages t of:organization. ges arising out "Bodily injury"or"property damage"expected and the rules below fix the most we will pay for the or intended from the standpoint polot of the insured. No person or organization is an insured or will mounts described below to which this insurance a. The actual,alleged or threatened exposure This exclusion does not apply to"bodily injury" qualify as a Named Insured with respect to the of any person or property to;or n damage" Inn from the use of conduct of any current or past partnership,joint applies regardless of the number of: or"property ge"resu g 1. Insureds; b. The"hazardous properties"of; reasonable force to protect persons or venture or limited liability company that is not shown property. as a Named Insured in the Declarations. This 2. Claims made or"suits"brought; any"nudear material". 2. Contractual Liability paragraph does not apply to any such partnership, As used in this exclusion: joint venture or limited liability company that 3. Number of vehicles involved; a. "Hazardous Hies" includes "Bodily injury","property damage","personal properties" or"advertising injury"for which the otherwise qualifies as an insured under Paragraph q, persons or organizations making claims or radioactive,toxic or explosive properties; injury' g jury' B.of SECTION II—WHO IS AN INSURED. bringing"suits";or insured is obligated to pay damages by C. COVERAGE C — CRISIS MANAGEMENT b. "Nuclear materia means "source reason of the assumption of liability in a 5. Coverages provided under this insurance. material","special nuclear material"or"by- contract or agreement.This exclusion does SERVICE EXPENSES As indicated in Paragraph D.1.of SECTION I— product material";and not applyto liabilityfor damagesthat the With respect to Coverage C,the following persons gray e and organizations are insureds and will qualify as COVERAGES,for any"suit"for which we have c. "Source material", "special nuclear insured would have in the absence of the Named Insureds: the right and duty to defend the insured under material" and "by-product material" have contract or agreement. 1. The Named Insured shown in the Declarations. Coverage A, expenses will be within the the meanings given them in the Atomic 3. Liquor Liability limits of insurance urance of this policy when such Energy Act of 1954 or any of its 2. Any organization,other than a partnership,joint expenses are within the limits of insurance of the amendments. "Bodily injury"or"property damage"for which company, - any insured may be liable by reason of: venture or limited liability of which applicable"underlying insurance". 6. Uninsured or Underinsured Motorists,No- a Cousincontributingto the intoxication you are the sole owner, or in which you B. The General Aggregate Limit is the most we will Fault And Similar Laws g or maintain an ownership interest of more than pay for the sum of all: of any person, incuding causing or 50%,on the first day of the policy period.No Any liability imposed on the insured, or the uting to the intoxication of any such organization is an insured or will qualify as 1. Damages;and insureds insurer, under any of the following person person because alcoholic beverages were a Named Insured for "crisis management 2. Defense expenses if such expenses are laws: permitted to be brought on your premises service expenses" ansing out of a within the limits of insurance of this policy; a. Uninsured motorists; for consumption on your premises; management event"that first commences after except: b. Underinsured motorists; Page 6 of 22 ©2oie The Travelers indemnity Company.All rights reserved. EU 00 01 07 16 Page 8 of 22 ©2oie The Travelers indemnity Company.All rights reserved. EU 00 01 07 16 178 UMBRELLA UMBRELLA b. The furnishing of alcoholic beverages to a This exclusion applies even if the daims 18.Material Published Or Used Prior To Policy b. Any other"personal injury"or"advertising person under the legal drinking age or against any insured allege negligence or other Period injury"alleged in any claim or suit"that under the influence of alcohol;or wrongdoing - supervision, "advertising -in the supervision, hiring, a. "Personal injury" "advertising jury' also alle ges goes any such infringement or e Any statute,ordinance or regulation relating employment,training or monitoring of others ansing out of oral oror written publication, violation f anothers copyright,"title or by that insured, if the "occurrence"which - "slogan" "advertisement". to the sale, gift, distribution or use of including publication by electronic means, gan"in your'a alcoholic beverages. caused the "bodily injury" "property of material whose first publication stook 24.Insureds In Media And Internet Type damage" involved the or ownership, before the beginningof the 4. Employers Liability maintenance,use or entrustment to others of place policy Business "' period;or "Bodily injury"to: any aircraft that is owned or operated by or "Personal injury'or"advertising injury"ansing a. An"employee'of the insured arising out of rented or loaned to any insured. b. "Advertising injury" arising out of out of an offense committed by an insured and in the course of: 7. Auto infringement of copyright,"title or"slogan' whose business is: (1)Employment by the insured;or "Bodily injury"or"property damagearising in your "advertisement" whose fist a. Advertising,'broadcastin infringement in your"advertisement"was 9"or publishing; out of the ownership,maintenance, use or committed before the beginningof the b. Designing or determining content of web- (2)Performing of duties sr business;us to the entrustment to others of "auto". Use sites for others;or duct of the insureds or any policy period. b. The spouse, - includes operation and"loading or unloading". c. An Internet search, access, content or child,parent,brother or sister 19.Criminal Acts of that"employee s aof This exclusion applies even if the daims service provider. i consequence "Personal injury"or"advertising injury"arising "bodilydescribed in Paragraph a. against any insured allege negligence or otherThis exclusion does not applyto Paragraphs above.injury" grapwrongdoing in the supervision, hiring, out of a criminal act committed by or at the grap employment,training or monitoring of others direction of the insured. a.(1),(2)and(3)of the definition of"personal This exclusion applies: - "occurrence" injury". by that insured, if thewhich 20.Breach Of Contract a. Whether the insured may be liable as an caused the "bodily injury" or "property "Personal injury"or"advertising arising injury' For the purposes of this exclusion: employer or in any other capacity;and damage" involved the ownership, out of a breach of contract. a. Creating and producing correspondence b. To any obligation to share damages with or maintenance,use or entrustment to others of written in the conduct of your business, 21.Quality Or Performance Of Goods-Failure repay someone else who must pay any"auto". bulletins,financial or annual reports, or damagesbecause of the"bodily- To Conform To Statements newsletters aboutgoods,products or y injury". Thisr "property does not apply to"bodily injury' your e 5. Pollution or "property damage caused by an 'Advertising injury'arising out of the failure of services will not be considered the a. "Bodily injury', "property dama occurrence"that takes place outside of the goods,products or services to conform with any business of publishing;and 9e United States of America (including its statement of quality or performance made in "personal injury" or "advertising injury' territories and possessions),Puerto Rico and your"advertisement". b. The placing of frames,borders or links,or advertising,for you or others anywhere on sing out of the actual, alleged or Canada. 22.Wrong Description Of Prices the Internet will not, by itself, be threatened discharge,dispersal,pof" weans" 8 Watercraft "Advertising injury" arising out of the wrong considered the business of advertising, migration,release or escape of"pollutants". ri b. Any loss,cost or expense arising out of "Bodily injury"or"property damage'arising description of the price of goods,products or "broadcasting"or publishing.services stated in dvertisement". out of the ownership,maintenance, u your 25.Electronic Chatrooms Or Bulletin Boards any: n use or entrustment to others of any watercraft owned 23.Intellectual Property "Personal in "advertising (1)Request,demand,order or statutory orjury'or ch g injury"ansing or operated by or rented or loaned to any regulatory requirement that any insured "Personal injury"or"advertising injury"arising out of an electronic chatroom or bulletin board insured.Use includes operation and"loading or any other person or organization test out of any actual or alleged infringement or the insured hosts,owns or over which the for,monitor,clean up,remove,contain, or unloading'. violation of any of the following rights or laws,or insured exercises control. treat,detoxify or neutralize,or any This exclusion applies even if the daims any other"personal injury"or"advertising injury" 26.Unauthorized Use Of Another's Name Or way respond to,or assess the effects against any insured allege negligence or other alleged in any claim or suit"that also alleges Product of,"pollutants";or wrongdoing in the supervision, hiring, any such infringement or violation: (2)Claim or"suit"by or on behalf of any employment,training or monitoring of others PYn9 "Personal injury'or"advertising injury"ansing Co hr, out of the unauthorized use of another's name governmental authority or any other ba seat insured, if the "which a -mail address, domain person o organization because of caused the "bodilyo injury""occurrence" b. Patent; productor metataour e testing for, monitoring, cleaning up, damage" involved the or ownership, e Trade dress; nameor g,or any other similar tactics maintenance,ruse or entrustment to others of to mislead another's potential customers. removing, containing, treating, d. Trade name; detoxifying or neutralizing, orin any any watercraft that is owned or operated by or C. With respect to Coverage C: way responding to, or assessing the rented or loaned to any insured. e. Trademark; Newly Acquired, Controlled Or Formed effects of,"pollutants". This exclusion does not apply to a watercraft: f. Trade secret;or Entities 6. Aircraft a. While ashore on premises owned by or g. Other intellectual property rights or laws. "Crisis management service expenses"ansing out "Bodily injury"or"property damage arising out rented to any insured;or This exclusion does not apply to: of a"crisis management event"that involves any of the ownership, maintenance, use or b. That is 50-feet long or less and that: a. "Advertisingi t of anactual organization you newly acquire or form and that injury"amen out Y occurredto the date acquired or formed entrustment to others of any aircraft owned or (1)You own;or or alleged infringement or violation of prior you acquire operated b rented or loaned to anyinsured. „s that organization,even if an"executive officer' pera y or ren insure another's copyright, "title or "slogan" in Use includes operation and "loading or your"advertisement";or only fret becomes aware a "event" o unloading". occurrence t that leads to such crisis EU 00 01 07 16 ©201e The Travelers indemnity Company.All rights reserved. Page 9 of 22 EU 00 01 07 16 ©2016 The Travelers indemnity Company.All rights reserved. Page 11 of 22 UMBRELLA UMBRELLA (2)You do not own and is not being used "your work" after it has been put to its management event"after the date you acquired or D. CHANGES to carry any person or property for a intended use. formed such organization. This policy contains all the agreements between charge. 12.Recall Of Products, Work Or Impaired SECTION V-CONDITIONS you and us concerning the insurance afforded.No 9. Electronic Data Property A. APPEALS change can be made in the terms of this Damages claimed for the loss of,loss of use of, Damages claimed for any loss, cost or 1. If the insured or the insureds "underlying insurance except with our consent.The terms of damageto,corruption of,inability to access,or expense incurred by you or others for the loss Y!ng this insurance can be amended or waived only by P �' - - insurer"elects not to appeal a judgment which endorsement issued byd made a rt of this inability to manipulate"electronic data'. of use,withdrawal,recall,inspection,repair, us an pa 10.Damage To Property,Products Or Work replacement,adjustment,removal or disposal deeds the "applicable mayund do so limit" or policy. of: exceeds retention",we may do so. E. CURRENCY "Property damage"to: a. "Your product; 2. If we appeal such a judgment,we will pay all Payments described in " a. Property you own,rent or occupy,includingcosts of the appeal.These payments will not Ymen for damages or expenses b. Your work";or Paragraph 5.of Paragraph D.,DEFENSE AND any costs or expenses incurred by you,or reduce the applicable limits of insurance.In no SUPPLEMENTARY PAYMENTS,of SECTION I any other person or organization,for repair, c. "Impaired property" event will our liability exceed the applicable limit - replacement,enhancement, restoration orif such product,work or property is withdrawn of insurance. UnitedVSta COVERAGES of Amen..A be t Atn t our he sole option,theurrency of e ma intenance of such property for any or recalled from the market or from use by B. BANKRUPTCY may make these payments in a different currency. reason,including prevention of injury to a any person or organization because of a 1. Bankruptcy or insolvency of the insured or of Any necessary currency conversion ion for such person or damage to another's property; known suspected defect, deficiency, the insureds estate will not relieve us of our payments will be calculated based the rate of b. Premises you sell,give away or abandon if inadequacy or dangerous condition in it. obligations under this insurance. exchange published in the Wall Street Journal the"property damage anses out of any 13.Violation Of Consumer Financial immediately preceeding the date the payment is part of those premises; Protection Laws 2. In the event of bankruptcy or insolvency of any processed. "Bodily "underlying insurer, this insurance will not e " y Property loaned to you; injury","property damage,"personal replace such bankrupt or insolvent"underlying F. DUTIES REGARDING AN EVENT, d. Personal property in the care,custody or injury"or"advertising injury"arising out of any n tiers"policy,and this insurance will applyOCCURRENCE,CLAIM OR SUIT actual or alleged violation of a consumer s e control of the insured; financial protection law",or an other if if such"underlying insurer"had not become 1. soon mustas see ton that we "evnotent" as pro y o y bankrupt onnsolvent.sa practicable are of an inv t" or m e. That particular part real property on injury","property damage",e"personal injury"or "occurrence" which may result in a claim which you or any contractors or "advertising injury' alleged inclaim or C. CANCELLATION - possible, ne any under this insurance.To the extent subcontractors working directly or indirectly "suit"that also alleges any such violation. 1. The first Named Insured shown in the notice should include: on your behalf are performing operations if 14.Unsoliated Communication Dedarations may cancel this insurance by the"property damage anses out of those mailing or delivering to us advance written a. How, when and where the "event" or operations; "Bodily injury","property damage',"personal nonce of cancellation "occurrence"took place; injury"or"advertising injury"ansing out of any . f. That particular part of any property that actual or alleged violation of any law that 2. We may cancel this insurance by mailing or b. The names and addresses of any must be restored, repaired or replaced restricts or prohibits the sending,transmitting delivering to such first Named Insured written persons ors gani ataions sustainingamesnlan because "your work" was incorrectly or distributing of"unsolicited communication". notice of cancellation at least: damage loss, d the d performed on it addresses of any witnesses;and o 15.Access Or Disclosure Of Confidential Or a. 10 days before the effective date of , The nature and location of any injury or t g. "Your product"arising out of"your product" Personal Information cancellation if we cancel for nonpayment of damage arising out of the "event" or or any part of it;or "Bodily injury","property damage","personal premium;or "occurrence'. h. "Your work"arising out of"your work"or injury'or"advertising injury"ansing out of any b. 60 days before the effective date of 2. If a claim is made or"suit"is brought against any part of it and included in the"products- access to or disclosure of any person's or cancellation if we cancel for any other any insured which may result in a claim under completed operations hazard'. organizations confidential or personal reason. receive insurance,you must see to it that we information. 11.Damage To Impaired Property Or Property 3. We will mail or deliver our notice to such firstwritten notice of the claim or"sun"as Not Physically Injured 16.Knowing Violation Of Rights Of Another Named Insured's last mailing address known to soon as practicable. "Property damage to"impaired property', or "Personal injury"or"advertising injury"caused us, 3. With respect to Coverage A, the insured property that has not been physically injured, by or at the direction of the insured with the 4. Notice of cancellation will state the effective must: arising out of: knowledge that the act would violate the rights date of cancellation.The policy period will end a. Cooperate with us n the investigation, a. A defect, deficiency, inadequacy of another and would inflict"personal injury" on that date. or a quacy settlement or defense of any claim or d"avertisin dangerous condition in your product" or or g injury". 5. If this insurance is cancelled,we will send such "suit"; "your work";or 17.Material Published With Knowledge Of first Named Insured any premium refund due.If b. Comply with the terms of the"underlying b. A delay or failure by you,or anyone acting Falsity we cancel,the refund will be pro rata.If such insurance;;and on your behalf, to fulfill the terms of a "Personal injury"or"advertising injury"arising first Named Insured cancels,the refund may be c pursue all rights of contribution o contract or agreement. out of oral or written publication, including less than pro rata. The cancellation will be - - This exclusion does not a to the loss of use publication by electronic means,of material,if effective even if we have not made or offered a indemnity against any person or ppY done by or at the direction of the insured with refund. organization who may be liable to the of other property arising out of sudden and insured because of the injury,damage or accidental physical injury to"your product" .knowledge of its falsity. 6. If notice is mailed, proof of mailing will be loss for which insurance is provided under sufficient proof of notice. Page 10 of 22 ©201 e The Travelers indemnity Company.All rights reserved. EU 00 01 07 16 Page 12 of 22 ©201 e The Travelers indemnity Company.All rights reserved. EU 00 01 07 16 179 UMBRELLA UMBRELLA this policy or any policy of "underlying c. The nature and location of any injury or 1. This insurancewill apply before any "other provide insurance in such country or insurance". damage sing out of that cnsis insurance that is available to such additional jurisdiction loran ins an 4. With respect to Coverage B,the insured must: management event';and insured which covers that person or b. The furnishing of certificates or other organization as a named insured,and we will evidence of insurance in t a. Immediate) send - of d. The reason that "crisis management any country or y copies any not share with that"other insurance",provided in which we are not licensed to demands, notices, summonses or legalvent' is likely to involve damages jurisdiction that the injury or damage for which coverage is de insurance. received in connection with the covered by this insurance in excess of the prove papers race sought is caused by an"event"that takes place claim or"suit"; "applicable underlying limit" or 'self- Q. PROHIBITED COVERAGE - TRADE OR regional committed subsequent to the signing of insured retention"and involve re I or or is co ECONOMIC SANCTIONS b. Authorize us to obtain necessary records national media coven that contract or agreement by you. 9e. We will provide coverage for any loss, o and other information; 2. This insurance is still excess over any valid and e' otherwise willprovideany benefit, only to the H. EXAMINATION OF YOUR BOOKS AND collectible"other insuranc ,whether - c. Cooperate with us n the investigation, RECORDS pnmary• extent that providing such coverage or benefit settlement or defense of any claim or"suit" excess,contingent or otherwise,which covers does not expose us or any of our affiliated or and We may examine and audit your books and that person or organization as an additional parent companies to: rec ords as they relate to this insurance: insured or as any other insured that does not d. Assist us, upon ourrequest, in the qualify as a named insured. 1. Any trade or economic sanction under any law enforcement of any nght against any 1. At any time during the policy period; orregulation of the United States of America; person or organization which may be liable 2. Up to three years after the end of the policy N. PREMIUM or to the insured because of injury or damage penod;and 1. The first Named Insured shown in the 2. Any other applicable trade o economic to which Coverage B may apply. 3. Within one year after final settlement of all Declarations is responsible for the payment of sanction,prohibition or restrictions 5. No insured will,except at that insured's own claims under this insurance. all premiums and will be the payee for any R. REPRESENTATIONS expense,voluntarily make a payment,assume I. EXTENDED REPORTING PERIOD OPTION return premiums. any obligation,make any admission or incur 2. If the premium is a flat charge,it is not subject By accepting this insurance,you agree: any expense,other than for first aid for"bodily1. When the"underlying insurance applies on a to adjustment except asprovided in Paragraph 1. The statements in the Declarations and any j p grap injury"covered by this insurance,without ourclaims-made basis,any automatic or basic 0.below. subsequent notice relating to "underlying ov consent. "extended reporting penod" in such premium is othercharge,it is insurance"are accurate and complete; "underlyinginsurance" willto this 3. If the than a flat 6. Knowledge of an"event","occurrence",claim or apply an advance premium only. The earned 2. Those statements are based upon suit"by your agent,servant or"employee"will insurance. premium will be computed at the end of the representations you made to us;and not constitute knowledge by you,unless your 2. When the"underlying insurance"applies on a policy period,or at the end of each year of the 3. We have issued this insurance in reliance risk manager,or anyone working claims-made basis and you elect to purchase policy penod if the policy penod is two years or upon your representations.ur ins the ccapacity as your in risk optionalor supplemental "extended longer,at the rate shown in the Declarations, S. SEPARATION OF INSUREDS insurance or an ' manager, or anyone you designate with the reporting penod" in such "underlying subject to the Minimum Premium. insurance,' that"extended reporting d" Except with respect to the Limits of Insurance, responsibility of reporting an "event", po g penod" 4. Additional premium may become payable when and any rights or duties specifically assigned in "occurrence",claim or"suit": will apply to this insurance only if: coverage is provided for additional insureds this policy to the first Named Insured shown in the a. Has received notice of such "event", a. A written request to purchase under the provisions of SECTION II-WHO IS Declarations,this insurance applies: ane claim or "suit" from such Extended Reporting Penod endorsement AN INSURED. 1. As if each Named Insured were the only agent,rservant or"employee";or for this insurance is made by you and O. PREMIUM AUDIT Named Insured;and received by us within 90 days after the The premium for this policy is the amount stated in 2. Separatelyto each insured against hom b. Otherwise has knowledge of such"event", end of the policyd; w penod; Item 5.of the Declarations.The premium flat claim is made or"suit"is brou ht. occurrence",claim or"suit". b. You have paid all premiums due for this charge unless it is specified in the Declanrat Declarations as g G. DUTIES REGARDING A CRISIS MANAGEMENT policyatthe timemake such request; adjustable. T. WAIVER OR TRANSFER OF RIGHTS OF you q j RECOVERY AGAINST OTHERS TO US EVENT c. You promptly pay the additional premium P. PROHIBITED COVERAGE - UNLICENSED You must: we charge for the Extended Reporting INSURANCE 1. oIf any paymentf the insured has rights to recover or part Period endorsement for this insurance those have made under this 1. Notify us within 30 days of a 1. With respect to loss sustained by any insured in insurance,those tights are transferred to us when due. We will determine that diction in which wenot and the insured must do nothingafter loss to management event"that may result in"crisis we a country se or punsare additional premium after have licensed to t this the to this impair them. our request,the insured will management service expenses". prove ran hues received your request for the Extended insurance does not apply to the extent that bong suit or transfer those rights to us and 2. Provide written notice of the Reporting Penod endorsement for this insuring such loss would violate the laws or help us,and with respect to Coverage A,the management event"as as practicable.To insurance.e.That additional premium is not regulations of such country or jurisdiction. "underlying insurer",enforce them. the extent possible,notice should Include: subject to any limitation stated in the If the insured has agreed in contract or undedying insurance"on the amount or 2. We do not assume responsibility for: a. How, when and where that crisis - agreement to waive that insurer's right of management pace; percentage of additional premium that a. The payment of any fine,fee,penalty or t event"tookrecovery against any person r organization, may be charged for the "extended other charge that may be imposed on any ve r right of recovery against that b. The names and addresses of any persons reporting period" in such "underlying person or organization in any country or personwe )or organization,but onlyfor payments or organizations sustaining injury,damage insurance";and jurisdiction because we are not licensed to wemake because of an"event"that takes or loss,and the named and addresses of place or is committed subsequent to the any witnesses; EU 00 01 07 16 ©201e The Travelers indemnity company.All tights reserved. Page 13 of22 EU 00 01 07 16 ©201e The Travelers indemnity company.All tights reserved. Page 15 of22 UMBRELLA UMBRELLA d. That Extended Reporting Period the full policy penod of this Excess Follow- execution of that contract or agreement by such SECTION VI-DEFINITIONS endorsement is issued by us and made a Form And Umbrella Liability Insurance.This insured. A. With respect to all coverages of this insurance: part of this policy. provision does not apply to the reduction or 2. Reimbursement of any amount recovered will 3. Any Extended Reporting Period endorsement exhaustion of the aggregate limit or limits of be made in the following order 1."Applicable underlying limit"means the sum of: for this insurance will not reinstate or increase such "underlying insurance solely by a. The applicable limit of insurance stated the Limits of Insurance or extend the policypayments as permitted in Paragraphs 4.a.(1), a. First, to any person or organization for theof policiesedul "underlying insurance" period. (2) and (3)of COVERAGE A-EXCESS (including us or the insured)who has paid in the Schedule Of Underlying Insurance FOLLOW-FORM LIABILITY of SECTION I- any amount in excess of the applicable limit to the in Paragraphs 4. Except with respect to any provisions to the - of insurance; subjectprovisionsgrap contrary contained in Paragraphs 1.,2.or 3. COVERAGES.As such policies expire,you 0.a.(1),(2)and(3)of COVERAGE A- above,all provisions of any option to purchase will renew them at limits and with coverage at b. Next,to us;and EXCESS FOLLOW-FORM LIABILITY of penod"grantedyou in least equal to the expiring limits of insurance. any person or organizat ion"extended reporting to e Then, to SECTION I-COVERAGES;and the 'underlying insurance apply to this If you fail to comply with the above (includingthe insured and with respect to requirements,Coverage A is not invalidated. pet b. The applicable limit of insurance of any Coverage A,the"underlying insurer")that "other insurance"that applies. insurance. However,in the event of a loss,we will pay entitled to claim the remainder,if any. J. INSPECTIONS AND SURVEYS only to the extent that we would havepaid had is The limits of o y insurance p any policy of 1. We have the right but are not obligated to: you complied with the above requirements. 3. Expenses incurred in the process ofer recovery "underlying insurance"will apply even if: Make inspections and surveys at any time; 2. The first Named Insured shown in the will be divided among all persons or a. The 'under claims the a Declarations musts written notice of organizations receiving amounts recovered Nn9 b. Give you reports on the conditions we find; s give u according to thee1 ratio of their respective insured failed to comply with any term or and any change in the"underlying insurance as recoveries. condition of the policy;or c. Recommend changes. respects: b. The "underlying insurer becomes a. Coverage; U. TRANSFER OF YOUR RIGHTS AND DUTIES bankruptinsolvent. Y9 2. Any inspections, surveys, reports or UNDER THIS INSURANCE p or recommendations relate only to insurability and b. Limits of insurance; 1. Your rights and duties under this insurance may 2. "Auto hazard"means all"bodily injury"and the premiums to be charged.We do not make c. Termination of any coverage;or not be transferred without our written consent "property damage"to which liability insurance safety inspections. We do not undertake to d. Exhaustion of aggregate limits. except in the case of death of an individual afforded under an auto policy of"underlying perform the duty of any person or organization ggrega Named Insured.a insurance"would apply but for the exhaustion to provide for the health or safety of workers or 3. If you are unable to recover from any of its applicable limits of insurance. the public.We do not warrant that conditions: "underlying insurer because you fail to 2. If you die, your rights and duties will be a Are safe or healthful;or comply with any term or condition of the transferred to your legal representative but only 3. "Electronic data"means information,facts or "underlying insurance", Coverage A is not while acting within the scope of duties as your programs stored as or on,created or used on, b. Comply with laws, regulations, codes or invalidated.However,we will pay for any loss legal representative. Until your legal or transmitted to or from computer software standards. only to the extent that we would have paid had representative is appointed, anyone having (including systems and applications software), K. LEGAL ACTION AGAINST US you complied with that term or condition in proper temporary custody of your property will hard or floppy disks,CD-ROMs,tapes,drives, 1. No person or organization has a nght under this that"underlying insurance". have your rights and duties but only with cells,data processing devices or any other incur M. OTHER INSURANCE respect to that property. media which a used with electronically a.n To join us as a party or otherwise bring us This insuranceany valid and V. UNINTENTIONAL OMISSION OR ERROR controlled equipment. is excess over into a"suit"asking for damages from an collectible"other insurance"whether such"other The unintentional omission of,or unintentional error 4. "Event" means an "occurrence", offense, insured;orinsurance"is stated to be pnmary,contnbuting, in,any information provided bywhich we relied accident,act,error,omission,wrongful act or srowl you b. To sue us on this insurance unless all of its excess, contingent or otherwise.This provision upon in wing this policy will not prejudice your loss. terms have been fully complied with. does not apply to a policy bought specifically to rights under this insurance.However,this provision 5. "Extended reporting penod"means any period 2. A person or organization may sue us to recover apply as excess of this insurance. does not affect our right to collect additional of time,starting with the end of the policy premium or to exercise our rights of cancellation or d ofclams-made insurance,dunng an agreed settlement or on a final judgment However, if you specifically agree in a written peno your against an insured.We will not be liable for contract or agreement that the insurance provided nonrenewal in accordance with applicable which claims or"suits"may be first made, damages that s to any person or organization that qualifies as an insurance laws or regulations. brought or reported for that insurance. a. Are not payable under the terms of this insured under this insurance must apply on a W.WHEN LOSS IS PAYABLE 6. "Medical expenses" means expenses to insurance;or pnmary basis,or a primary andnon-contributory If we are liable under this insurance,we will pay for which any Medical Payments section of any basis,then insurance provided under Coverage A b. Are in excess of the applicable limit of is injury,damage or loss after policy of Commercial General Liability ins subject to the following provisions: 1. The insurer's liability is established by: "underlying insurance"applies. An agreed settlement means a settlement and a. A court decision;or 7. "Other insurance"means su ant or the release of liability signed by us,the insured and funding of losses,that is provided by,through b. A written agreement between the claimant, the claimant or the claimant's legalth or on behalf of: representative. use insured, "underlying nsure,any insurer nsurer'and . Anotherinsurance company; L. MAINTENANCE OF UNDERLYING INSURANCE 2. The amount of the"applicable underlying limit" b. Us or any of our affiliated insurance 1. The insuranceafforded by each policy of 'self-insured retention" is paid by or on companies; "underlying insurance will be maintained for behalf of the insured. c. Any risk retention group; Page 14 of 22 ©2016 The Travelers indemnity company.All tights reserved. EU 00 01 07 16 Page 16 of 22 ©201 e The Travelers indemnity company.All tights reserved. EU 00 01 07 16 180 UMBRELLA UMBRELLA d. Any self-insurance method or program,in Commercial General Liability b. You have failed to fulfill the terms of a exploration,lighting and well servicing which case the insured will be deemed to underlying states that contract or agreement; equipment;or be the provider of such insurance;or products-completedinsurance states are if such property can be restored to use by the (2)Cherry pickers and similar devices e. Any similar risk transfer or risk subject to the General Aggregate repair,replacement, adjustment orremoval of used to raise or lower workers. Limit. management method. "your product"or'your work"or your fulfilling f. Vehicles not described in Paragraph a.,b., "Other insurance"does not include: 9. "Suit"means a civil proceeding which alleges the terms of the contract or agreement. c. or d. above maintained pnmanly for damages."Suit"includes: 11."Leased worker'means a leased to purposes other than the transportation of a. Any"underlying insurance';or person you b. Any policy ofinsurance specifically a. An arbitration proceeding in which by a labor leasing firm under an agreement persons or cargo. purchased to be e the limits of damages are claimed and to which the between you and the labor leasing fine, to However,self-propelled vehicles with the insured must submit or does submit with perform duties related to the conduct of your following types of permanently attached insurance of this policy shown in the Declarations. our consent;or business."Leased worker"does not include a equipment are not"mobile equipment"but 8. "Products-completed operations hazard": b. Any other alternative dispute resolution "temporary worker". will be considered"autos": proceeding to which the insured submits 12."Loading or unloading"means the handling of (1)Equipment designed primarily for: a. Includes all "bodily injury" and "property with our consent. property: (a)Snow removal; damage" occurring away nfrom premises 10."Underlying insurance": a. After it is moved from the place where it is (b)Road maintenance, but not you rent and an sing t f" for movement into or onto a product"oor rein work"except: your a. Means the policy or polices of insurance acceptedn construction or resurfacing;or listed in the Schedule Of Underlying aircraft,watercraft or"auto"; (1)Products that are still in your physical Insurance. b. While it is in or on an aircraft,watercraft or (c)Street cleaning; possession;or (2)Cher pickers and similar devices b. Includesrenewal orreplacement of "auto';or o (2)Work that has not yet been completed any p mounted automobile or truck or abandoned. However, "your work" such policies if such renewal or c While it is being moved from anaircraft, chassis and used to raise or lower will be deemed completed at the replacement is during the policy period of watercraft or"auto"to the place where it is workers;.and earliest of the following times: this Excess Follow-Form And Umbrella finally delivered; (3)Air compressors, pumps and Liability Insurance. but"loadingunloading"does not include the generators, including When all the work called for in your or spraying, Does not include any part of the policy movement of property by of a welding,building cleaning,geophysical contract has been completed; c. d of anyof the policies described in mechanical device, other than aehand truck, exploration,lighting and well servicing (b)When all the work to be done at the pentpo saesg g job site has been completed if your Paragraphs a. or b. above that began that is not attached to the aircraft,watercraft or equipment. contract calls for work at more than before,or that continues after,the policy "auto". However,"mobile equipment"does not include penod of this Excess Follow-Form And 13."Mobile e tof the followingany land vehicle that is subject to a compulsory one job site;or quipmen"means any Umbrella Liability Insurance. types of land vehicles,including any attached or financial responsibility law,or other motor (c)When that part of the work done at - bans - - vehicle insurance law,where 8 is licensed or site has been t to its 11."Underlying insurer"m any insurer which machinery or equipment: a jobput -des I of insurance listed in the principally garaged. Such land vehicles a intended use by any person or prove a policy a. Bulldozers, farm machinery, forklifts and considered"autos". re f other than another Schedule Of Underlying Insurance. other vehicles designed for useprincipallyoff organization gne o 14 ^Occurrence"means: contractor or subcontractor working B. With respect to Coverage B and,to the extent that public roads. on the same project. the following terms are not defined in the - - a. With respect to"bodily injury"or"property "underlying insurance,to Coverage A: b. to Vehiclesm esm youuiow for use solely on or nextdamage: Work that may needto premises own or rent. maintenance, correction, repair 1. "Advertisement" means a notice that is c Vehicles that travel on crawler treads. (1)An accident,including continuous or replacement, but which is otherwise broadcast or published to the general public repeated exposure to substantially the complete,will be treated as completed. specific market segments about your d. Vehicles, whether self-propelled ornot, general harmful conditions, or same cis, ducts or services for the f maintained primarily to provide mobility to which results in "bodily injury" or b. Does not include"bodily injury"or'property goo pro purpose o damage"arising out of: attracting customers or supporters. For the permanently mounted: 'property damage'.All"bodily injury" (1)The transportation f property,unless purposes of this definition: (1)Power cranes,shovels,loaders,diggers or"property damage'caused by such po o prope y, exposure to substantially the same c the injury or damage anses out of a a. Notices that or drills;or published include general harmful conditions will be condition in or on a vehicle not owned matenal placed on the Internet or on (2)Road construction or esurfacing deemed to be caused by one or operated by you,and that condition similar electronic means of equipment such as graders,scrapers or "occurrence"; was created by the "loading or communication;and rollers. (2)An act or omission committed in unloading" of that vehicle by any b. Regarding web sites,only that part of a e. Vehicles not described in Paragraph a.,b., providing or failing to provide first aid insured; web site that is about your goods, c.or d.above that are not self-propelled and or "Good Samantan serviced' to a (2)The existence of tools, uninstalled products or services for the purposes of are maintained primarily to provide mobility person by any of your"employees"or equipment orabandoned or unused attracting customers orsupporters is to permanently attached equipment of the "volunteer workers' other than an materials;or considered an advertisement. following types: employed or volunteer doctor,unless (3)Products or operations for which the 2. "Advertising injury": (1)Air compressors, pumps and you are in the business or occupation classification listed in a policy of generators,including spraying,welding, of providing professional health care building cleaning, geophysical services, EU 00 01 07 16 ©201e The Travelers indemnity Company.All rights reserved. Page 17 of 22 EU 00 01 07 16 ©20ie The Travelers indemnity Company.All rights reserved. Page 19 of 22 UMBRELLA UMBRELLA a. Means injury,other than"personal injury", b. In,by or with any other electronic means b. With respect to "personal injury", an (5)Oral or written publication,including caused by one or more of the following of communication,such as the Internet,if offense arising out of your business that publication by electronic means, of offenses: that matenal is part of: results in"personal injury". All "personal material that: (1)Oral or wntten publication, including (1)Radio or television programming injury' caused by the same or related (a)Appropriates a person's name, publication by electronic means, of being transmitted; injurious matenal, act or offense will be voice,photograph or likeness;or material in four"adveaisement" thof (2)Other entertainment, educational, deemed to be caused by one"occurrence", regardless of the frequency o repetition (b)Unreasonably places a person in slanders o libels person instructional, music or news thereof, the number and kind of media a false light. organization or disparages a person's programming being transmitted;or used or the number of or organizabon's goods, products o persons or b. Includes"bodily injury"caused by one or service s, provided that the claim is (3)Advertising transmitted with any such organizations making claims bonging of the offenses described in made or the "suit" is brought by a programming. "suits";and Paragraph a.above. person or organization that claims to 6. "Consumer financial identity information" c With respect to "advertising injury", an have been slandered or libeled,or that means any of the following information for a offense committed mmitted in the course of 17."Pollutants'mean any solid,liquid,gaseous or claims to have had its goods,products person that is used orcollected for the advertising your goods, products and thermal irritant or contaminant, including or es disparaged; purpose of serving as a factor in establishing services that results in"advertising injury". smoke, vapor, soot, fumes, acids, alkalis, (2)Oral or written publication, including such person's eligibility for personal credit, All"advertising injury'caused by the same chemicals and waste. Waste includes t or for the related injurious material,act or offense materials to be recycled, reconditioned or publication by electronic means, of ofcondue or employment purpose will be deemed to be caused byone reclaimed. material in your"advertisement"that: conducting a business transaction: "occurrence",regardless of the frequency 18."Property (a)Appropriatesname, a. Pan or all of the account number,the or pe y damage means: a or likeness;en's i date or the balance of repetition thereof,the number and kind voice,photograph or or expiration any of media used or the number of persons or a. Physical injury to tangible property, credit, debit, bank or other financial - f making claims or bon- including all resulting loss of use of that (b)Unreasonably places a person in a account; organizations 9 9in9 rt "suits". property. All such loss of use will be false light;or b. Information bearing on a person's credit deemed to occur at the time of the 15."Officer"means a holden (3)Infringement of copyright, "title" or worthiness, credit standing or credit officer positions Parted by your y of the Physical injury that caused it;or charter, "slogan" in your "advertisement", capacity; created provided that the claim is made or the constitution, bylaws or any other similar b. Loss of use of tangible property that is not "suit" is brought by a person or c. Social security number; governing document. physically injured.All such loss of use will organization that claims ownership of d. Drivers license number;or 16."Personal injury": be deemed to occur at the time of the such copyright,"title"or"slogan". e. Birth date. "occurrence"that caused it. b. Includes"bodily caused bya. Means injury, other than "advertising injury" one7, "Consumer financial protection law"means: injury', caused by one or more of the For the purposes of this insurance,"electronic more of the offenses described in following offenses: data"is not tangible property. Paragraph a.above. a. The Fair Credit Reporting Act(FCRA)and - or any of its amendments,including the Fair (1)False arrest detention 19."Self-insured retention"is the greater of: 3. "Auto'means: and Accurate Credit Transactions Act imprisonment; a. The amount shown in the Declarations a. A land motor vehicle,trailer or semitrailer (FACTA); (2)Malicious prosecution; which the insured must first pay under designed for travel on public roads, b. California's Song-Beverly Credit Card Act (3)The wrongful eviction from, wrongful Coverage B for damages because of all including any attached machinery or and any of its amendments;or entry into,or invasion of the right of "bodily injury', "property damage", equipment;or private occupancy of a room,dwelling "personal injury" or "advertising injury" c Any other law or regulationthat restncts b. Any other land vehicle that is subject to a or prohibits the II f dissemination, or premises that a person occup es arts rig out of any one"occurrence;or compulsory orfinancial resp b responsibility law or provided that thewrongful eviction, b. The insurance transmission c t id f n ofapplicable limit of n . e of any other sed h y garaged.ain lawwhere it "consumer financial identity information". wrongfulteentry invasion of the nght of "other insurance"that apples is licensed or principally 8. "Employee" privbehalfate a fa thency owner,is landlordcommitted by or However, "auto" does not include "mobile includessnot a "leased mpoary lessor o of the w or 20."Slogan": equipment". "Employee" does include a "temporary of that room, dwelling or a. Means a phrase that others use for the t worker". premises; purpose of attracting attention in their 4. "Bodily injury" 9. "Good Samaritan services" means any (4)Oral or written publication, including advertising. a. Physical harm, including sickness or emergency medical services for which no publication by electronic means, of disease, b. Does not include a phrase used as,or in, P sustained by a person;or compensation is demanded or received. material that slanders or libels a personDo t in b. Mental anguish, injury orillness, or 10."Impaired property"means tangible property, or organization or disparages emotional distress, resulting at any time other than"your product"or"your work",that person's or organization's goods, (1)Any person or organization other than from such physical harm, sickness or cannot be used or is less useful because: products or services,provided that the you;or disease. a Itincorporatesproduct" orclaim is made or the"suit"is brought by Any any ofpremises, "your "your f that claims to (2) business,or the 5. "Broadcasting"means transmitting any audio or a. work"that is known or thought to be a person or slandered organization goods,products,services or work,of visual matenal for any purpose: defective, deficient, inadequate or have been or libeled,or that claims to have had its goods,products any person or organization other than a. By radio or television;or dangerous;or or sernces disparaged;or you. Page 18 of 22 ©201 e The Travelers indemnity Company.All rights reserved. EU 00 01 07 16 Page 20 of 22 ©201 e The Travelers indemnity Company.All rights reserved. EU 00 01 07 16 181 UMBRELLA 21."Temporary worker means a person who is (1)Warranties or representations made furnished to you to substitute for a permanent at any time with respect to the fitness, employee"on leave or to meet seasonal or quality,durability,performance or use short-term workload conditions. of"your work";and 22.'Ttle"means the name of a literary or artistic (2)The providing of or failure to provide work. warnings or instructions. 23."Unsolicited communcatorr means any C. With respect to Coverage C: communication, any form,that the recipient 1. "Crisis management advisor" means any of such communicationrm did not specifically public relations fi or sl management request to receive. firm approved by us that shiredby you to 24."Volunteer worker means a person who is not perform "crisis management services" in your"employee',and who donates his or her connection with a"crisis management event". work and acts at the direction of and within the 2. "Crisis management event"means vent" scope of duties determined by you,and is not e"that your"executive officer" paid a fee,salary or other compensation by you reasonably determines has resulted,or may or anyone else for their work performed by you. reult,in: 25."Your product": a. Damages covered by this Coverage A or a. Means: Coverage B that are in excess of the total applicable limits of the 'underlying (1)Any goods or products,other than real insurance self-insured retention';and property,manufactured,sold,handled, b. Significant or regional or national distributed or disposed of by: media coverage. (a)You; 3. "Crisis management serviceexpenses" (b)Others trading under your name;orc amounts incurred by you, after a (c)A person o organization whose rissmanagement event"first commences business o assets you have and before such event ends: acquired;and a a. For the reasonable and necessary: (2)Containers (other than vehicles), (1)Fees and expenses of a "crisis materials,pans or equipment furnished management advisor' inthe in connection with such goods or performance for u of 'cris products. management services" solely for a management event"and b. Includes: (2)Costs for printing,advertising,mailing (1)Warranties or representations made at of materials or travel by your any time with respect to the fitness, directors, officers, employees or quality,durability,performance or use agents or a "cns is management of"your product;and advisor" solely for cnsis management event"and (2)The providing of or failure to provide b. For the following expenses resulting from warnings or instmcnons, such"crisis management event",provided c. Does not include vending machines or that such expenses have been approved other property rented to or located for the by us: use of others but not sold. (1)Medical expenses; 26."Your work": (2)Funeral expenses; a. Means: (3)Psychological counseling; (1)Work or operations performed by you (4)Travel expenses; or on your behalf;and (5)Temporary living expenses; (2)Materials,pans or equipment furnished (6)Expenses to secure the scene of a in connection with such work or "crisismanagement event;o operations. (7)Any other expenses pre-approved by b. Includes: us. EU 00 01 07 16 ©201e The Tavelers:naemniS Company.All ngna reserved. Page 21 of22 UMBRELLA 4. "Crisis management s means those Chief Financial Officer; services performed by management d. President; advisor"in advising you or minimizing potential harm to you from a"crisis management event" e. General Counsel; by maintaining or restoring public confidence in f. General partner (if you are a you. partnership);or 5. "Executive officer means your g. Sole proprietor (if you are a sole a. Chief Executive Officer; proprietorship); b. Chief Operating Officer; orany person acting in the same capacity as any individual listed above. Page 22 of 22 ©201e me Travelers:ndemmry Company.All ngna reserved. EU 00 01 0716 182 POLLUTION LIABILITY TRAVELERS ECP CUSTOMS' CONTRACTORS POLLUTION LIABILITY COVERAGE FORM DEFENSE EXPENSES ARE PAYABLE WITHIN, AND ARE NOT IN ADDITION TO, THE LIMITS OF INSURANCE. PAYMENT OF DEFENSE EXPENSES WILL REDUCE, AND MAY EXHAUST, THE LIMITS OF INSURANCE. PLEASE READ THE ENTIRE FORM CAREFULLY. Various provisions in this coverage form (a) Result from any activity that is restrict coverage. Your Travelers ECP part of "covered operations"; Custom General Provisions Form also and contains provisions that apply to this coverage form, including provisions (b) Commence in the "coverage explaining the limits of insurance and territory"; and deductible that apply to the insurance (3) The "bodily injury", "property provided under this form. Read the entire damage" or "environmental damage" policy carefully to determine rights, duties occurs during the "policy period"; and what is and is not covered. (4) A "claim" for the "loss" is made Throughout this policy the words "you" and against any "insured"; and "your" refer to the "named insured". The words "we", "us" and "our" refer to the (5) No insurance that was in effect company providing this insurance. before the "policy period": Other words and phrases that appear in (a) Includes a duty to defend the quotation marks have special meaning. "insured" against, or applies to Refer to Section III - Definitions in this cover the "insured" for, such form and Section IX - Definitions in your claim" based on the part of Travelers ECP Custom General Provisions such "claim" that is for such Form. "loss"; or SECTION I — CONTRACTORS POLLUTION LIABILITY (b) Would apply to defend the COVERAGE "insured" against, or cover the "insured" for, such "claim" 1. Insuring Agreement — Pollution Legal Liability based on the part of such The amount we will pay for "loss" and "claim" that is for such "loss" but for: "defense expenses" is limited as described in Section II - Limits Of (i) The exhaustion of the Insurance in your Travelers ECP Custom applicable limit of insurance General Provisions Form. of that insurance; or a. We will pay on behalf of the (ii) The insurer that issued that "insured" "loss" the "insured" is insurance becoming bankrupt legally obligated to pay to which this or insolvent. insurance applies. This insurance Paragraph (5) above does not apply if applies to "loss" only if: such prior insurance is "Contractors (1) The "loss": Pollution Liability Coverage" issued by us, or any of our affiliated (a) Is because of "bodily injury" insurance companies, that requires the or "property damage" resulting "bodily injury", "property damage" from; or and "environmental damage" to occur (b) Is "pollution clean-up costs" during its policy period. for "environmental damage" b. All "bodily injury", "property damage" resulting from; and "environmental damage" that: "pollution conditions"; (1) Results from the same "pollution (2) The "pollution conditions": conditions" or "related" "pollution conditions"; and RP 10 03 10 21 © 2021 The Travelers Indemnity Company. All rights reserved. Page 1 of 8 183 POLLUTION LIABILITY (2) Occurs during the "policy period" organization", for such "foreign of this insurance and during the pollution legal liability loss" because policy period of any other of its "financial interest" in that "Contractors Pollution Liability "foreign insured organization". For Coverage" that we, or any of our the purposes of this insurance, affiliated insurance companies, amounts we reimburse under: have provided to the "insured"; (1) Paragraph a. of the definition of will be deemed to occur only during a "foreign pollution legal liability single policy period as described in loss" will be deemed to be "loss" Paragraph (1) or (2) below, whichever the "insured" is legally obligated applies: to pay under Pollution Legal (1) If any "claim" is made against Liability; and any "insured" for "bodily injury" (2) Paragraph b. of the definition of that results from any of such "foreign pollution legal liability "pollution conditions", and no loss" will be deemed to be "claim" is made against any "defense expenses" we pay under "insured" for "property damage" Pollution Legal Liability. or "environmental damage" that 2. Insuring Agreement — Emergency Response results from any of such Costs "pollution conditions", all such "bodily injury" will be deemed to The amount we will pay for "loss" and occur only during the policy period "defense expenses" is limited as when the first person making a described in Section II - Limits Of "claim" against any "insured" is Insurance in your Travelers ECP Custom first exposed to any of the General Provisions Form. "pollutants" involved in any of such "pollution conditions". a. We will pay to you or on your behalf However, if such date of first "loss" that is "emergency response exposure is before "our first costs" to which this insurance applies. coverage inception date" or cannot This insurance applies to "loss" that be determined, all such "bodily is "emergency response costs" only injury" will be deemed to occur if: only on "our first coverage (1) The "emergency response costs" inception date". are incurred for "pollution (2) If any "claim" is made against conditions" that: any "insured" for "property (a) Result from any activity that is damage" or "environmental part of "covered operations"; damage" that results from any of and such "pollution conditions", all such "property damage" and (b) Commence in the "coverage "environmental damage", and any territory"; "bodily injury" that results from (2) The "emergency response costs" any of such "pollution conditions", are first incurred, as further will be deemed to occur only described in Paragraph b. below, during the policy period when the during the "policy period"; and first of any of such "pollution conditions" commenced. However, (3) The "pollution conditions" and if such date of first notice of such "emergency commencement is before "our first response costs" are first reported coverage inception date" or cannot to us in writing by you, as further be determined, all such "property described in Paragraph c. below, damage", "environmental damage" no later than ten days after the and "bodily injury" will be deemed first discovery, or other to occur only on "our first knowledge, of the "pollution coverage inception date". conditions" by any "insured". c. In the event of "foreign pollution b. All "emergency response costs" legal liability loss" incurred by a incurred for the same "pollution "foreign insured organization", or by conditions" or "related" "pollution any other "insured" for whom such conditions" will be deemed to have "foreign insured organization" is been incurred when the first of such liable, we will reimburse the "First "emergency response costs" are Named Insured", or any other "named incurred. insured" that is not a "foreign insured Page 2 of 8 © 2021 The Travelers Indemnity Company. All rights reserved. RP 10 O3 10 21 184 POLLUTION LIABILITY c. The same "pollution conditions" or involved the ownership, maintenance, "related" "pollution conditions", and use or entrustment to others of any notice of "emergency response costs" such aircraft or watercraft or any incurred for any of such "pollution such wheeled vehicle designed for conditions", that are first reported to travel on railroad tracks. us in writing by you no later than ten b. Controlled Property days after the first discovery, or other knowledge, of such "pollution (1) "Loss" arising out of any conditions" by any "insured" will be "pollution conditions" which deemed to have been first reported to commence at, on or in any us in writing by you when any of premises, site or location that is such "pollution conditions" and notice or was at any time owned, rented of "emergency response costs" or occupied by, or loaned to, any incurred for any of such "pollution "named insured". conditions" are first reported to us, or any of our affiliated insurance (2) "Loss" because of "property companies, in writing by any "named damage" to, or "loss" that is insured". "pollution clean-up costs" or "emergency response costs" for: d. In the event of "foreign emergency response costs loss" incurred by or (a) Any premises, site or location on behalf of a "foreign insured that is or was at any time organization", we will reimburse the owned, rented or occupied by, "First Named Insured" or any other or loaned to, any named "named insured" that is not a insured"; or "foreign insured organization", for (b) Personal property in the care, such "foreign emergency response custody or control of any costs loss" because of its "financial "named insured". interest" in that "foreign insured organization". For the purposes of Paragraphs (1) and (2)(a) of this this insurance, amounts we reimburse exclusion do not apply if such for "foreign emergency response premises, site or location is costs loss" will be deemed to be temporarily rented or occupied by, or "loss" that is "emergency response temporarily loaned to, the "named costs" that we pay to, or on behalf insured" exclusively for any job site of, the "named insured" under where "covered operations" are being Emergency Response Costs. performed. 3. Exclusions c. Damage To Your Work The following exclusions apply to the "Loss" because of "property damage" coverage provided under this form. to "your work" arising out of it or These exclusions apply in addition to the any part of it. exclusions in Paragraph 2. of Section I - This exclusion does not apply if: Coverage in your Travelers ECP Custom General Provisions Form. (1) The damaged work or the work out of which the "property This insurance does not apply to: damage" arises was performed on a. Aircraft, Watercraft Or Rolling Stock the "named insureds" behalf by a subcontractor; and "Loss" arising out of the ownership, maintenance, use or entrustment to (2) The "property damage" is caused others of: by any "fungi or bacteria conditions". (1) Any aircraft or watercraft; or d. Disposal Sites (2) Any wheeled vehicle designed for travel on railroad tracks. "Loss" arising out of "pollution conditions" at, on, under or from any Use includes operation and "loading "disposal site". or unloading". e. Insureds Internal Expenses This exclusion applies even if the "claims" against any "insured" allege Expenses incurred by any "insured" negligence or other wrongdoing in the for any service performed by any of supervision, hiring, employment, the insureds" "employees". training or monitoring of others by This exclusion does not apply to: that "insured" if the "pollution conditions" that caused the "loss" (1) "Emergency response costs"; or RP 10 03 10 21 © 2021 The Travelers Indemnity Company. All rights reserved. Page 3 of 8 185 POLLUTION LIABILITY (2) Expenses incurred with our prior (1) "Loss" arising out of the actual or written consent. alleged presence or actual, alleged f. Previously Known Pollution Conditions or threatened dispersal of any radioactive or nuclear material". "Loss" arising out of: (2) Any loss, cost or expense arising (1) "Pollution conditions"; or out of the abating, testing for, (2) Any "pollution conditions" in monitoring, cleaning up, removing, "related" containing, treating, detoxifying, "pollution conditions"; neutralizing, remediating or if any of the "pollution conditions" in disposing of, or in any way Paragraph (1) or (2) above commenced, responding to or assessing the and were known, or reasonably should effects of, "radioactive or nuclear have been known, by a "responsible material" by any "insured" or by person", before the beginning date any other person or organization. from which we, or any of our This exclusion does not apply if the affiliated insurance companies, have "pollution conditions" that caused the continuously provided: "loss" are "low-level radioactivity (1) Any "Contractors Pollution pollution conditions". Liability Coverage" to any "named h. Silica Or Silica—Related Dust Emergency insured" if the "pollution Response Costs conditions" that caused the "loss" are not described in Paragraph (2) (1) "Emergency response costs " arising below; or out of the actual, alleged or (2) threatened dispersal, emission, Any "Contractors Pollution release, handling, contact with, Liability Coverage" to any "named exposure to or inhalation or insured" for the following respiration of "silica" or "silica- "pollution conditions" if such related dust". "pollution conditions" caused the "loss": (2) "Emergency response costs" arising out of the abating, testing for, (a) "Pollution conditions" included monitoring, cleaning up, removing, in the definition of: containing, treating, detoxifying, (i) "Auto transportation pollution neutralizing, remediating or disposing conditions"; of, or in any way responding to or assessing the effects of, "silica" or (ii) "Fungi or bacteria conditions"; "silica-related dust", by any "insured" (iii) "Lead pollution conditions"; or by any other person or or organization. (iv) "Silica pollution conditions"; SECTION II — CONDITIONS (b) "Pollution conditions" included The following conditions apply to the in Paragraph a.(1) of the coverage provided under this form. These definition of "low-level radio- conditions apply in addition to the activity pollution conditions"; conditions in Section VIII - Conditions in or your Travelers ECP Custom General Provisions Form. (c) "Pollution conditions" included in Paragraph a.(2) of the 1. Insured's Duties In The Event Of Pollution definition of "low-level radio- Conditions Or A Claim activity pollution conditions". a. The "insured", as a condition If more than one date specified by precedent to any rights under this Paragraph (a), (b) or (c) above policy, must notify us in writing of applies, that beginning date is the any "claim" under Pollution Legal latest of such dates. Liability as soon as practicable. The "insured" must: If there was no such coverage provided by us, or any of our (1) Immediately record the specifics affiliated insurance companies, of the "claim" and the date immediately prior to this policy, that received; beginning date is the first day of the (2) Immediately send us copies of "policy period". any demands, notices, summonses g. Radioactive Or Nuclear Material or legal papers received in connection with the "claim"; and Page 4 of 8 © 2021 The Travelers Indemnity Company. All rights reserved. RP 10 03 10 21 186 POLLUTION LIABILITY (3) To the extent possible, provide the may be liable to the "insured" names and addresses of any because of "loss" or "defense persons or organizations sustaining expenses" to which this insurance "bodily injury" or "property may also apply. damage" resulting from, or d. No "insured" may: incurring "pollution clean-up costs" for, the "pollution conditions" (1) Make or authorize an admission of involved in the "claim", and the liability for; names and addresses of any witnesses to such "pollution (2) Settle or attempt to settle; or conditions" or such "bodily (3) Voluntarily make a payment or injury", "property damage" or incur any expenses, other than for "pollution clean-up costs". first aid, for; b. The "named insured", when notifying any "claim" under Pollution Legal us in writing of any "pollution Liability without our prior written conditions" and "emergency response consent. costs" under Emergency Response Costs, must, to the extent possible, e. No "insured" may retain any include: consultants or incur any "pollution clean-up costs" without our prior (1) The identity of the "named written consent, except for insured" providing notice, including "emergency response costs" under contact information regarding the Emergency Response Costs. handling of the "pollution f. Upon discovery, or other knowledge, conditions"; of "pollution conditions", the "named (2) Which "covered operations" are insured" must take reasonable steps involved; to mitigate any "bodily injury", (3) The nature, cause and timing of property damage" or "pollution the "pollution conditions"; clean-up costs" that result or may result from such "pollution (4) What actions the "named insured" conditions" and comply with has taken to respond to or applicable "environmental laws". mitigate the "pollution conditions" 2 Duties In The Event Of A Claim For, Or or to report the "pollution Pollution Conditions That May Result In, conditions" to others; and Foreign Loss (5) What costs have been incurred by In the event of a "claim" for "foreign or on behalf of the "named pollution legal liability loss" made insured" to respond to or mitigate against a "foreign insured organization" the "pollution conditions". or any other "insured" for whom such C. With respect to any "claim" or "foreign insured organization" is liable, "emergency response costs" under the "First Named Insured" must: this insurance or any "pollution a. Arrange to investigate and defend conditions" which may result in a "claim" or "emergency response such "claim"; costs" under this insurance, the b. Notify us in writing in advance of "insured" must: any proposed settlement of such (1) Authorize us to obtain records and claim"; and other information; C. Comply with all other conditions of (2) Cooperate with us in the this insurance as if such "claim" were investigation of the "pollution made against any "insured" that is conditions", or the settlement of, not a "foreign insured organization". or the defense against, the "claim" In the event of "pollution conditions" or obligation; that may result in a "foreign emergency (3) For "emergency response costs" response costs loss" incurred by or on under Emergency Response Costs, behalf of a "foreign insured provide all reports, data, invoices organization", the "First Named Insured" and any other documents relating must comply with all conditions of this to such costs; and insurance as if such "foreign emergency response costs loss" were incurred by or (4) Assist us, upon our request, in the on behalf of any "named insured" that is enforcement of any right against not a "foreign insured organization". any person or organization that RP 10 03 10 21 © 2021 The Travelers Indemnity Company. All rights reserved. Page 5 of 8 187 POLLUTION LIABILITY 3. Other Insurance ratio of its applicable limit of insurance to the total a As used anywhere in this policy, applicable limits of other insurance means insurance, or insurance of all providers of the funding of losses, that is insurance. provided by, through or on behalf of: (1) Another insurance company; (2) This insurance is excess over any valid and collectible other (2) Us or any of our affiliated insurance, whether such other insurance companies; insurance is primary, excess, contingent or on any other basis: (3) Any risk retention group; or (a) If the "pollution conditions" (4) Any self-insurance method or that caused the "loss" are program, in which case the "auto transportation pollution "insured" will be deemed to be conditions"; the provider of other insurance. (b) That only covers one or more Other insurance does not include projects specifically described umbrella insurance, or excess insurance, that was bought specifically iniy toffs paragraphy does not 9 P Y apply any other insurance to apply in excess of the Limits of that is available to any person Insurance shown for this insurance in or organization that: the Travelers ECP Custom Declarations. (i) Is an "insured" under b. If valid and collectible other insurance Paragraph definition deffainition of e. of the "insured"; or is available to the "insured" for a loss covered under this insurance, our (ii) Is an "insured" under any obligations are limited as follows: additional insured endorse- ment issued by us as part (1) This insurance is primary except of this policy; when Paragraph (2) below applies. When this insurance is primary: (c) That is available to the "insured" when the "insured" is (a) If any other insurance is issued an additional insured, or is any to any "named insured" by us, other insured that does not or any of our affiliated qualify as a named insured, insurance companies, this under such other insurance; or insurance is primary to that other insurance, and we will (d) That is available to any person not share with such other or organization that: insurance; and (I) Is an "insured" under (b) If any other insurance not Paragraph e. of the described in Paragraph (a) above definition of "insured"; or is also primary, we will share (ii) Is an "insured" under any with all that other insurance as additional insured endorse- follows: ment issued by us as part (i) If all of the other insurance of this policy. permits contribution by However, if the "named equal shares, we will follow insured" specifically agrees in this method also. Under this a written contract or agreement approach each provider of that the insurance provided to insurance contributes equal such person or organization amounts until it has paid its must apply on a primary basis, applicable limit of insurance or a primary and non- or none of the "loss" contributory basis, this remains, whichever comes insurance is primary to other first. insurance that is available to (ii) If any of the other such person or organization insurance does not permit which covers that person or contribution by equal shares, organization as a named we will contribute by limits. insured, and we will not share Under this method, the with that other insurance, share of each provider of provided that the "bodily insurance is based on the injury", "property damage" or "pollution clean-up costs" for Page 6 of 8 © 2021 The Travelers Indemnity Company. All rights reserved. RP 10 03 10 21 188 POLLUTION LIABILITY which coverage is sought result emergency response costs loss"; from "pollution conditions" that or commence after the written contract or agreement was (2) Any other "insured" for whom signed by the "named insured". such "foreign insured organization" is liable for a "foreign pollution (3) When this insurance is excess, we legal liability loss"; or will have no duty to defend the C. An obligation to obtain insurance for "insured" against any "claim" if such "foreign insured organization". any provider of other insurance has a duty to defend the "insured" 4. "Foreign emergency response costs loss" against that "claim". But we will means "loss" that is "emergency have the right to associate in the response costs" incurred by or on behalf defense and control of any of any "named insured" and to which "claim" that we reasonably believe Emergency Response Costs of this is likely to involve this insurance. insurance would have applied but for the If no provider of other insurance fact that such "named insured" is located defends any "claim" for "loss" to in any country or jurisdiction in which which this insurance applies, we we are not licensed to provide this will undertake to do so, but we insurance and where providing this will be entitled to the "insured's" insurance would violate the laws or rights against all those providers regulations of such country or of other insurance. jurisdiction. (4) When this insurance is excess, we 5. "Foreign insured organization" means any will pay only our share of the organization that: amount of the loss, if any, that exceeds the sum of: a. Is: (a) The total amount that all such (1) An "insured" under Pollution Legal other insurance would pay for Liability; or the loss in the absence of this (2) A "named insured" under insurance; and Emergency Response Costs; (b) The total of all deductible and of this insurance; and self-insured amounts under all such other insurance. b. Is located in a country or jurisdiction in which we are not licensed to SECTION III — DEFINITIONS provide this insurance and where 1. "Contractors Pollution Liability Coverage": providing this insurance would violate the laws and regulations of such a Means Contractors Pollution Liability country or jurisdiction. Coverage. 6. "Foreign pollution legal liability loss" b. Includes Contractors Pollution Liability means: coverage that is part of any policy a. "Loss" the "insured" is legally that provides Contractors Pollution obligated to pay and to which Liability coverage and any other Pollution Legal Liability of this coverage. insurance would have applied; or 2. "Coverage territory" means anywhere in b. "Defense expenses" that we would the world. have paid to defend the insured 3. "Financial interest" means the insurable against any "claim" for "loss" that interest in a "foreign insured we would have defended under organization" because of: Pollution Legal Liability of this a Sole ownership of, or majority insurance; ownership interest in, such "foreign but for the fact that such "insured" is insured organization", either directly located in any country or jurisdiction in or through one or more intervening which we are not licensed to provide this subsidiaries; insurance and where providing this b. Indemnification of, or an obligation to insurance would violate the laws or indemnify: regulations of such country or jurisdiction. (1) Such "foreign insured organization" 7, "Our first coverage inception date" for a "foreign pollution legal means the date stated in Item 3. of the liability loss" or "foreign Travelers ECP Custom Declarations, which is the beginning date from which RP 10 03 10 21 © 2021 The Travelers Indemnity Company. All rights reserved. Page 7 of 8 189 POLLUTION LIABILITY we, or any of our affiliated insurance 8. "Radioactive or nuclear material" means: companies, first provided to any "named insured" "Contractors Pollution Liability" a. Any radioactive material; and coverage that requires the "bodily b. Any of the following materials injury", "property damage" and defined in the Atomic Energy Act of "environmental damage" to occur during 1954 or any of its amendments: its policy period. If no "our first coverage inception date" is stated in the (1) Source material; Travelers ECP Custom Declarations, "our (2) Special nuclear material; or first coverage inception date" will be deemed to be the first day of the (3) By-product material. "policy period". Page 8 of 8 © 2021 The Travelers Indemnity Company. All rights reserved. RP 10 03 10 21 190