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HUITT ZOLLARS, INC.
INSURANCE ON FILE WORK MAY PROCEED UNTIL INSURANCE EXPIRES CJ1P,AX CITY CLERK DATE: A-2023-088-03 &,?Lj3Atd LAv) CONSULTANT AGREEMENT BETWEEN THE CITY OF SANTA ANA AND L� J HUITT-ZOLLARS, INC. FOR ON -CALL ENGINEERING SERVICES THIS AGREEMENT is made and entered into on this 16th day of May, 2023 by and between cv Huitt-Zollars, Inc. ("Consultant"), and the City of Santa Ana, a charter city and municipal E corporation organized and existing under the Constitution and laws of the State of California z ("City"). RECITALS A. On February 21, 2023 the City issued a Request for Proposal No. 23-030, by which it desired to retain a Consultant having special skill and knowledge in the field of: Professional Engineering Services on an on -call basis for the City's Public Works Agency. B. Consultant submitted a responsive proposal that was among those selected by the city. Consultant represents that it is able and willing to provide such services described in the scope of work that was included in the RFP No. 23-030. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall perform the services that were described in the scope of work included in the RFP No. 23-030, during the term of this Agreement, the tasks and obligations including all labor, materials, tools, equipment, and incidental customary work required to fully and adequately complete the services described and set forth in "Scope of Services - Exhibit A", attached hereto and incorporated by reference, and as further described in Consultant's Proposal, attached hereto an incorporated herein by this reference as "Consultant's Proposal - Exhibit B". 2. COMPENSATION a. City neither warrants nor guarantees any minimum or maximum compensation to Consultant under this Agreement. Consultant shall be paid only for actual services performed under this Agreement at the rates and charges identified in Consultant's Fee Proposal, which is attached hereto and fully incorporated herein by this reference as "Compensation - Exhibit C". Consultant is one of fifteen (15) separate consultants selected to provide services on an on -call basis under RFP 23-030. The total compensation for services provided by all consultants selected under RFP 23-030 shall not exceed the shared aggregate amount of $5,000,000.00 during the term of this Agreement, including any extension periods, as set forth in Section 3, below. Page 1 of 10 b. Payment by City shall be made within forty-five (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. c. Notwithstanding any contrary terms contained within Consultant's Fee Proposal, Consultant's fees shall not exceed 3% annually over the term of this Agreement, including any extension periods, unless directly affected by Prevailing Wage laws. 3. TERM This Agreement shall commence on May 16, 2023 and end on May 15, 2026, with the option for the City to grant up to a one, two-year extension, exercisable by a writing by the City Manager and the City Attorney, unless terminated earlier in accordance with Section 15, below. 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent Consultant and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer -employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5. OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. Page 2 of 10 6. INSURANCE Consultant shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Consultant, its agents, representatives, employees or subcontractors. a. Consultant shall not commence work for the City until it has provided evidence satisfactory to the City that it has secured all insurance required under this Section. In addition, Consultant shall not allow any sabconsultant to commence work on any subcontract until it has secured all insurance required under this Section. b. Insurance coverage shall be at least as broad as: (i) Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. (ii) Automobile Liability: Insurance Services Office Form Number CA 0001 covering, Code 1 (any auto), or if Consultant has no owned autos, Code 8 (hired) and 9 (non -owned), with limit no less than $1,000,000 per accident for bodily injury and property damage. (iii) Workers' Compensation insurance as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. (iv) Professional Liability (Errors and Omissions) Insurance appropriates to the Consultant's profession, with limit no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate. (v) If the Consultant maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. d. Other Insurance Provisions. The insurance policies are to contain, or be endorsed to contain, the following provisions: Page 3 of 10 (i) Additional Insured Status. The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Consultant including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Consultant's insurance (at least as broad as ISO Form CG 20 10 11 85 or both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if later revisions used). (ii) Primary Coverage. For any claims related to this contract, the Consultant's insurance coverage shall be primary insurance primary coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self- insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Consultant's insurance and shall not contribute with it. (iii)Notice of Cancellation. Each insurance policy required above shall state that coverage shall not be canceled, except with notice to the City. (iv) Waiver of Subrogation. Consultant hereby grants to City a waiver of any right to subrogation which any insurer of said Consultant may acquire against the City by virtue of the payment of any loss under such insurance. Consultant agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. (v) Self -Insured Retentions. Self -insured retentions must be declared to and approved by the City. The City may require the Consultant to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self -insured retention may be satisfied by either the named insured or City. (vi)Acceptability of Insurers. Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than A: VII, unless otherwise acceptable to the City. (vii) Claims Made Policies. If any of the required policies provide coverage on a claims -made basis: • The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. Page 4 of 10 • Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. • If coverage is canceled or non -renewed, and not replaced with another claims -made policy form with a Retroactive Date prior to the contract effective date, the Consultant must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. (viii) Verification of Coverage. Consultant shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Consultant's obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. (ix)Subcontractors. Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Consultant shall ensure that City is an additional insured on insurance required from subcontractors. (x) Special Risks or Circumstances. City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. 7. INDEMNIFICATION Consultant agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, contractors, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Consultant, its subcontractors, agents, employees, or other persons acting on its behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by Page 5 of 10 reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Consultant's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. 8. INTELLECTUAL PROPERTY INDEMNIFICATION Consultant shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability,;°including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in the work product or documents provided by Consultant to the City pursuant to this Agreement. 9. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 10. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 11. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct Page 6of10 or indirect, which would conflict in any manner with performance of services specified under this Agreement. 12. NON-DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other e. filoyment related activities or any services provided under this Agreement. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 13. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which is not embodied herein. 14. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultant and/or contractors retained by City. 15. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. hi such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. Page 7 of 10 b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 16. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waivevconstitute a continuing waiver unless the writing so specifies. 17. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 18. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 19. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Jennifer L. Hall Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: 714- 647-6956 Page 8 of 10 With courtesy copies to: Nabil Saba Executive Director, Public Works Agency City of Santa Ana 20 Civic Center Plaza (M-xx) P.O. Box 1988 Santa Ana, California 92702 Fax: To Consultant: Miguel Hernandez Project Manager Huitt-Zollars, hie. 2603 Main Street, Suite 400 Irvine, CA 92614 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 20. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. [signatures on following page] Page 9 of 10 SIGNATURE PAGE FOR CONSULTANT AGREEMENT BETWEEN CITY OF SANTA ANA AND HUITT-ZOLLARS, INC. FOR ON -CALL ENGINEERING SERVICES IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: /L9 ATHAN T. MARTXQtZ Assistant City Attorney �:4 9[010]kL lu IUhl III MIHTo] :=\»Kf]%\IG 4 a ABIL SABA Executive Director Public Works Agency CITY OF SANTA ANA KRISTINE RIDGE City Manager CONSULTANT: Mi "d A. 1ferirairiez Migd'61 A. Hernandez (Apr 13, 202316:09 PDT) MIGUEL HERNANDEZ Project Manager Page 10 of 10 EXHIBIT A SCOPE OF SERVICES Appendix ATTACHMENT SCOPE OF WORK CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ON -CALL ENGINEERING SERVICES RFP NO.23-030 INTRODUCTIONBACKGROUND The City of Santa Ana intends to retain Civil Engineering Consultants on an as -needed or "on -call" basis. A Professional Services Agreement will be entered into with several of the qualified firms Civil Engineering consultant(s) to provide professional services for a variety of projects on an on -call basis. On an on -call, as -needed basis, the selected firm(s) may later be asked to provide professional engineering services proposals on specific, project -by -project basis, based on an agreed -upon specific scope of services and fees. fit general, work consists of general engineering design projects. Funding sources for each project may vary for each project/task order assignment shall comply with the funding agency's requirements. The projects may include water and sewer infrastructure design and rehabilitation improvements, storm drain improvements; sidewalks, bike paths, curb and gutter replacement; slurry seal of residential streets; repair and overlay of asphalt concrete and/or PCC streets; signing, striping, neighborhood traffic studies, traffic signal modifications; landscaping and irrigation systems; park and recreational design, grant application writing, and other related projects as required. On occasion, environmental and planning support services may also be requested. The City may need consultant services for mapping and legal description preparation, construction management, staking and inspection. Occasionally the City may also need geotechnical, electrical, mechanical, structural, and other specific infrastructure related services. The consultant shall be able to assist the City through this contract to provide the necessary services. The consultant shall utilize in-house staff and/or sub -consultants to complete the assignments to meet the City standards. For specialized work for which the prime consultant shall require a sub -consultant, the prime consultant shall serve as an administrative liaison between the City and the sub -consultant. Prime consultant mark-ups for sub -consultant work will not be allowed. All proposals, plans, drawings, specifications, estimates, grant applications, and/or studies will be subject to the final approval and satisfaction of the City of Santa Ana. City of Santa Ana RFP 23-030 Page A1.1 Scone of Services The work consists of general engineering design and cost estimating for civil works projects, City facilities, Parks and other related projects as required. The work in general, consists of work in the following areas and not limited to: • Civil- Design • TSansportation/Traffic • Structural • Geotechnical • Land Surveying • Architectural • Landscape Architectural and Irrigation • Environmental • Electrical - Mechanical • Instrumentation and Control Systems • Fire Protection • Land Surveying • Financial and Economic Consulting Engineering In addition to general engineering design projects Consultants may be asked to perform the following tasks: • Hydraulic modeling of the water distribution, storm water, and sewer collection systems • Evaluations, studies and recommendations related to water wells, reservoirs, water treatment systems, disinfection systems, pressure control systems, and sewage lift stations, • Electrical and industrial control systems evaluations, studies, drawings, documentation and recommendations • Mapping Services • Legal Description Preparations • Grant Writing- Services • Environmental/Planning Support • Constriction Management Support • Pavement Management • Special Engineering Studies/Reports/Compliance and Investigations • Regulatory Compliance with Federal and State and Local Agencies • Financial/cash flow analysis- public works programs • Assessment and District Formation Services • Sustainable Infrastructure Services • Right of Way Studies If there are any exceptions to the core of requested services, proposers shall list said exceptions in then proposal (matrix form). City of Santa Ana RFP 23-030 Page Ai-2 For specialized work for which the prime consultant shall require a sub -consultant, the prime consultant shall serve as an administrative liaison between the City and the sub -consultant. The selected consultant's mast have the expertise, experience, and demonstrated resources available to perform the work described in this RFP, General Requirements and Proiect Deliverables The Qv sultant's services for plans specifications and estimating (PS&E) for engineering project preparation and special studies/investigations shall include and in be in conformance with the latest editions of the following: Title 24 of the California Code of Regulations (California Building Standards Code). American Water Works Association, California Department of Transportation, the Americans with Disabilities Act, the City of Santa Ana Municipal Code (SAMC), professional Standards established by the City, and or federal, state and local guidelines established in the project. As part of the preparation of the PS&E, the consultant shall prepare the special provisions pertaining to the items of work included in the plans that are not addressed on the latest editions of the applicable standards. The Consultant shall have complete responsibility for the accuracy and completeness of all documents and plans prepared. The plans will be reviewed by the City of Santa Ana for conformity with the requirements of the Agreement. Reviews by the City of Santa Ana do NOT include detailed review or checking of design or the accuracy with which such designs are depicted in the documents and the plans. The documents and plans fiirnished under the Agreement shall be of a quality acceptable to the City of Santa Ana. The criteria for acceptance shall be a product of neat appearance, well organized, technically and grammatically correct, checked, and dated and having the maker and checker identified. The Consultant shall have project management control procedures in effect during the entire time work is being performed tinder the Agreement. This task shall include the following: • Project Management Plan — the consultant shall provide a detailed management plan including information and coordination with other agencies to ensure compliance and completion of the (PS&E) packages. This plan shall include all milestones and task breakdown for each of the tasks and subtasks included therein. The project management shall be submitted to the Project Manager for review and within 15 calendar days of the issued Notice to Proceed • Deliverables • Quality Control/Quality Assurance (QA/QC) Plan • Project Schedule/Invoicing • Project Correspondence In case of conflict, ambiguities, discrepancies, errors, or omissions, the consultant shall submit the matter to the City for clarification. City of Santa Ana RFP 23.030 Page At-3 The Consultant shall perform engineering design services resulting in contract documents (plans, specifications and cost estimates "PS&E") for various projects on an as -needed basis. However, work tasks may include studies or a variety of engineering tasks. If requested by the City, the Consultant shall provide a Work Plan which includes a detailed schedule of the assigned project prior to the issuance of Notice to Proceed and/or Task Order. Specific Task Orders with Notices to Proceed ("NTPs") will be provided for project($) at the discretion of. the City. Work required per Task Order shall comply with the Scope of Services and additional provisions in each Task Order and this agreement. The following services/items shall include but are not be limited to: 1. Research existing records of utility companies and agencies and coordinate the proposed improvements with existing field conditions. 2. Conduct an environmental assessment for each project and prepare all documentation required to comply with California Environmental Quality Act (CEQA), and or National Environmental Protection Act (NEPA). (If required) 3. Provide all field survey and topographic work necessary to complete the design effort. Design level survey and base mapping of the project site shall be prepared in US Customary English units by a California licensed Land Surveyor in accordance with the City guidelines and in Microstation V8i Computer Aided Design and Drafting (CADD) forntat. The horizontal datum shall be NAD 83 and the vertical datum shall be NAVD 88. All survey field notes shall be on forms provided by the City, shall be neatly completed in pencil, and shall become property of the City upon completion of the project. Informal field investigations including marking of removal areas may be required for some of the sidewalk, curb and gutter, and pavement replacement projects. 4. Complete the design of projects including plans, specifications, and engineer's construction cost estimate. The Consultant shall contact manufacturers and/or contractors to verify the engineer's estimate prior to submitting to the City. Specifications shall be prepared in Microsoft Word and an electronic copy of the final version shall be furnished to the City. The City will provide the specification boilerplate to the Consultant. 5. If requested, all preliminary and bid sets of plans shall be plotted on bond or velum paper using Microstation V8i CADD software program. All drawings shall be completed per the City of Santa Ana CADD Standards and any special provisions thereof. For interim submittals, the City may opt to receive only PDF versions of the plans for reviewing purposes. If so, the Consultant team will provide plans and/or specifications accordingly. 6. All original plan sheets, the title sheet of the specifications, calculations, and reports shall be signed and stamped by the Consultant's licensed professional engineer responsible/iu-charge of the project. City of Santa Ana RFP 23-030 Page Al-4 A more detailed scope of work will be provided when/if a specific project or Task Order proposal is requested of a consultant. All tasks orders shall include the staff title, hours, hourly rate and totals as related to the project. Construction Plans, Standard Specifications and Estimate (PS&E) Preliminary Design - Attend project scope meeting with City Staff to review project details. Consultant shall field review, inspect and conduct all necessary surveys to prepare a Preliminary Design Report (PDR) or alternatives, preliminary cost estimate and preferred alternative as requested by the project manager. A (PS&E) package shall be submitted to review at 30% design for independent City review. A (PS&E) package shall be submitted to review at 60% design for independent City review. A (PS&E) package shall be submitted to review at for FINAL independent design review. The City will review and comment on the PS&E packages with a turnaround goal of (2) weeks. One (1) copy of the documents with comments will be returned to the consultant. Unless, several agencies are involved in the review process multiple documents with comments will be provided to the consultant. After the final design comments have been incorporated the consultant shall provide the City with final (PS&E) package ready forbid. See Section - General Requirements and Project Deliverables Section. Proiect Schedule and Progress: Progress review meetings shall be held at intervals deemed appropriate by the City. The Consultant shall furnish two copies of all completed work or partially completed update/status since the last progress review meeting. Progress reports shall be submitted monthly in electronic format indicating achievements and project schedule progress. City Resoonsibilities: The City will provide information in its possession relevant to the preparation of the required information in the RFP. The City will provide only the staff assistance and the documentation specifically in referred to herein. • Furnish scope of work and provide general direction as needed for the assigned project All plan check coordination within the City Advertise, award, and administer of construction contract Electronic files (sample plans & specifications, City of Santa Ana's CADD Standards) Electronic files for title sheets and sheet borders Facilitate meeting space and coordination and City facilities City of Santa Ana RFP 23-030 Page Al-6 Fee Proposal: In addition to Section IV.13.3 (Submittal Requirements: Fee Proposal) fee schedule shall be structured as follows: The fee proposal shall include the fmn's standard hourly fee schedule, and/or project fee schedule where applicable and as outlined in this this documents. A list of all positions and hourly rates required to perform the services described herein shall remain valid for one (1) full calendar year following contract execution. Subsequent rates shall be renegotiated between the firm and the City. A more detailed scope of work will be provided when/ifa specific project or Task Order proposal is requested of a consultant. Other Terms and Conditions: 1. The project will be implemented in compliance with the City of Santa Ana's policies, as well as Prevailing Wages and State/Federal Requirements. 2. The City regards the inclusion of California based designs, engineering, and construction professionals, facilities, and services as part of the Team to be highly desirable, but not mandatory. 3. The City reserves the right to amend this Request for Proposal by addendum prior to the final dates of submission. 4. All reports, proposals, or other data or materials which are submitted shall become the sole property of the City of Santa Ana with the exception of the confidential Financial Capacity information and sealed fee proposals which will be returned to all proposers after award of contract to the selected Team 5. All products used or developed in the execution of any contract resulting from this request will remain in the public domain at the completion of this project. 6. The City has an affirmative action program. The purpose of the affirmative action program is to encourage certified minority business enterprises and women business enterprises. All submitting firms must have established affirmative action programs approvable by the City. During the RFP stage, all firms will need to complete a "Certification of Non -Discrimination by Contractors" for each firm on their team. City of Santa Ana RFP 23-030 Page Al-7 EXHIBIT B CONSULTANT'S PROPOSAL R Cl- Y*tlh A A A f ON -CALL ENGINEERING SERVICES March 14, 2023 HUITLZOLLAZS To constantly improve Quality Integrity the quality of life in Taamievethehighest Toalwayswndutt our world. lend of quality in wrselvnwith everything ae do tonsummate angrity. Excellence Environment To achone client To provide the appropriate satisfaction through eavinanment tar people to unwmpronised xmk. gnaw, a ad pmsper, pemonaloam., Profitability Innovation To maintain rnnaistent To always stave to growth a ad arwsnnable advance our sciws Profit in order to perpetuate to new hmirone. a healthy wmpmry. To be the very To be unrelenting in the pursuit of best in our our goal, while always maintaining industry. our sense of purpose and never compromising our core values. Huitt-Zollars 'The Very Best" 1. STATEMENT OF QUALIFICATIONS A. COVER LETTER B. CONTRACT AGREEMENT C. FIRM & TEAM EXPERIENCE Huitt-Zollars Profile Subconsultants Organizational Chart Key Personnel Resumes D. UNDERSTANDING OF NEED E. WILLINGNESS TO COMPLY WITH AGREEMENT TERM F. REFERENCES 2. SCOPE OF SERVICES & SCHEDULE SCOPE OF SERVICES DESIGN SCHEDULE 3. FEE PROPOSAL • • • • • • • • • • • • • • • • • • • • • • • • • • • • • • • • • • Separate Sealed Envelope 4. CERTIFICATIONS ATTACHMENTS Attachment 3-1: Non -Collusion Affidavit Attachment 3-2: Non -Lobbying Certification Attachment 3-3: Non -Discrimination Certification 2 +1 5 9 10 12 15 15 City of Santa Ana Civil Engineering Services: RFP 23-030 TOC March 14, 2023 Mr. Sean Thomas, Project Manager City of Santa Ana, Public Works Agency 20 Civic Center Plaza, M-36 Santa Ana, CA 92701 RE: Request for Proposals (RFP) No. 23.030 City of Santa Ana On -Call Engineering Services Mr. Thomas, Huitt-Zollars, Inc. (HZ) has been serving in Orange County for more than 30 years and looks forward to continuing this relationship by supporting the City of Santa Ana with On -Call Engineering Services. HZ is a full -service Architecture -Engineering firm with qualified staff capable of completing the assignments described in the RFP. Our recent project completions and ongoing projects highlighted in this proposal demonstrate our team's direct experience and well planned cost-effective approach with Public Works assignments. Our team has served Orange, Anaheim, Fullerton, Huntington Beach, Laguna Hills, Laguna Niguel, Mission Viejo, Santa Ana, San Clemente, San Juan Capistrano, Yorba Linda, Long Beach, Chino, Fontana, Ontario, Calabasas, and Thousand Oaks. Our Project Manager Miguel A. Hernandez, PE, PLS, QSD brings a proven record in multi -disciplinary engineering assignments with Public Works entities. He served as Resident Engineer in the Mojave Solar Project that built two power plants. The power plants required sewer and water improvements including rehabilitation of several existing water wells. He also worked on the award -winning La Pata Avenue Gap Closure for Orange County Public Works. Miguel understands the importance of proactive communication and quality control in the timely delivery of a project. He will be assisted by other in-house professionals showcased in the team experience section of this proposal. Our team is dedicated to providing high -quality products to the City of Santa Ana. This proposal is signed by an officer with authority to bind the company. Should you have any questions, please feel free to contact Miguel Hernandez at mhernandez@huitt-zollars.com or at (949) 988-5815 Extension 11169. Sincerely, HUITT-ZOLLARS, INC. Miguel Hernandez, PE, PLS, QSD Project Manager CA PE No. 61378 City of Santa Ana Civil Engineering Services: RFP 23-030 Huitt-Zollars has read and can execute the standard professional services contract included with the REQUEST FOR PROPOSALS (RFP) FOR ON -CALL ENGINEERING SERVICES RFP NO.: 23-030 issued on February 21, 2023. Upon request Huitt-Zollars will provided documents to comply with: • EVIDENCE OF FINANCIAL CAPACITY LICENSES & PERMITS INSURANCE All City of Santa Ana projects will be implemented in compliance with the City's policies and regulations. Huitt-Zollars is encouraged by the City's affirmative action program and will identify teaming opportunities with Minority Business Enterprises (MBE) that are approvable by the City. PARKS & TRAILS For more than 45 years, Huitt-Zollars, Inc. has provided professional services to support all types of right of way, design, hydrographic, and construction projects including work successfully completed for agencies such as City of Santa Ana, Orange County Transportation Authority, City of Santa Fe Springs, and the City of Downey. Huitt-Zollars, Inc. is a full -service engineering and ONE -CALL CONTRACTS architectural firm with 22 regional offices. Established in City of Santa 1975, the firm has a staff of more than 500 professional, Ana » technical, and support personnel with diversified skills, » City of Huntington capable of handling highly complex multidiscipline and Beach Water » concurrent assignments. The firm is ranked as a top Quality » design firm by Engineering News -Record and Architectural " FCDrside County » Record. City of Mission Our full -service approach gives us a strong advantage in coordinating work on complex assignments. Our hands on management by the principals of the firm results in a client -directed sense of urgency and commitment to quality, schedule, and budget. It also affords coordination beyond the prime/consultant organization because in house lines of communication are firmly established and easy to maintain. This arrangement also provides a single focus for the project, resulting in smoother progression; efficient designs that balance function, economics and aesthetics; and construction documents that incorporate our client's objectives. Huitt-Zollars can take a project from start to finish, from initial study through design process, to construction management. With the Huitt-Zollars' engineering department's base of operations located in Irvine, our firm will be able to respond efficiently to meet Santa Ana's needs. City of Santa Ana IMPROVEMENT PLANS Viejo City of Yorba Linda City of Santa Fe City of Downey City of Long Beach Santa Margarita Lost Hills/US 101 Interchange Montalvo Canyon Drainage Study El Camino Real/Paseo Peregino Wall AWARD WINNING PROJECTS Water District GIS » OC Public Works » Los Angeles County Department of Public Works » Street of the Golden Lantern Median Reductions » Maintenance Service Center Solar Canopies 2 SUBCONSULTANTS Through teaming strategies, HZ has added many services including geotechnical engineering, and sub -surface investigations. Our proposal includes local MBE Firms we have worked with in the past. C BELOW SUBSURFACE IMAGING BELOW C Below Subsurface Imaging (C Below) offers professional locating and mapping services throughout Southern California. I hey iocate horizontal and vertical locations of underground utilities including water, gas power, waste, communications, and cable/TV. Many different methods are used to locate these utilities including GPR, CCTV, utility locators, electromagnetic locators, and potholing. Services: » Subsurface Investigation » Locating Mapping » Utility Trenching ECORP CONSULTING, INC ECORPConsuloti 9,Inc. ECORP is experienced in the preparation of Preliminary Environmental Study (PES) forms for projects per Caltrans' Local Assistance Procedures (LAPM). ECORP has used the PES form to consult with Caltrans/FHWA to determine the appropriate NEPA amd CEQA document for a project. ECORP staff have prepared Categorical Exclusions/Exemptions (CE/CEs), Environmental Assessments (IS/EAs) and Mitigated Negative Declaration/Finding of No Significant Impacts (MND/FONSJs) for a series of projects with Caltrans involvement. ECORP has experience wokring on CEQA/NEPA,biological, and cultural projects for several districts, including the City of Santa Ana. Services: Environmental Services AQ Converse Consultants CONVERSE CONSULTANTS Since 1946 they have provided professional services in the fields of geotechnical engineering, engineering geology, groundwater sciences, environmental sciences and soils and materials testing and inspection. Their mission is to work together with our clients to provide them with responsive and quality services, resulting in the development of long-term relationships. Their clients include public agencies and private sector clients in the transportation, water/wastewater, educational, residential, commercial and other market segments. Converse Consultants, an employee -owned corporation, has been a consistent presence on the annual ENR Top 500 Design Engineering Firms list. Services: Geothecnical Services FEHR & PEERS FEHRtPEERS Fehr & Peers is passionate about transforming transportation consulting through innovation and creativity. The firm derives inspiration by partnering with communities to understand and shape local transportation futures objectively tailored to diverse needs. Clients trust Fehr & Peers to help them overcome barriers and uncertainty by combining advanced expertise with curiosity, humility, and initiative to deliver implementable, data -driven solutions that reinforce community values. From the most straightforward to the most complex, team members actively listen to client and community needs and handle every project with diligence and focus. Services: Traffic City of Santa Ana Civil Engineering Services: RFP 23-030 ORGANIZATION CHART The principals and professionals you see in the organization chart will be the same professionals you will see throughout the life of the project. Keeping the continuity of information and decision -making funneled through our professionals, is critical to project success. The Huift-Zollars' design team will be further supported by the current staff of over 500 professionals, committing our depth of resources to respond to your project. Our Project Manager will act as the single point of contact. WATER QUALITYISUSTAINABILIT anru�u, - Carl Taylor, PE, LEED AP (HZ) Hla Htun, PE, PhD (HZ) +1-5%Potential Involvement 5%Potential Involvement Johnny Murad, PE (HZ) 10% Potential Involvement WSTRUCTURAL J� William Wallace, PE (HZ) 10% Potential Involvement �ENVIRONMENV Roxanna Rivera, PE, PTOE (HZ) d- 5% Potential Involvement Jason Pack, TE (FP) +/- 5% Potential Involvement GEOTECHNICAL AI Jeffrey Okamoto, PE (HZ) +/_ 5% Potential Involvement Marc Haslinger, PE David Mackey, PLS (HZ) 5% Potential Involvement ._..LANDSCAPE ARCHITECTURE Chris Scott, RLA, ASLA, LEED AP 10% Potential Involvement Freddie Olmos (EC) Hashmi Quazi, PhD, PE, GE (CC) Chris Loera (Ca) 5%Potential Involvement 5%Potential Involvement 5%Potential Involvement Scott Parma, PE, LEED AP (HZ) John Kluher, PE, LEED AP, CEM 5%Potential Involvement 5%Potential Involvement City of Santa Ana Civil Engineering Services:123-030 KEY PERSONNEL MIGUEL HERNANDEZ,PE, PLS, QSD Project Manager — Huitt-Zollais Miguel Hernandez has more than 25 years of experience in Public Works and is proficient with the design of streets, highways, sewer, water, storm drain, grading, hydrology and hydraulics. His experience combined with his ability to communicate will make him a valuable asset to a project. As a Project Manager he will be helpful in coordinating all design inclinations and finding the appropriate balance. When critical deadlines need to be met his proven ability to work under pressure will be invaluable. RELEVANT PROJECT EXPERIENCE Mojave Solar Project - Hinkley, CA Ensure all construction work conformed to applicable LORS, coordinated traffic detour plans, reviewed QSP activities, prepared documents to initiate revisions to approved drawings, responsible for work load reports and monitored progress of construction schedule. The project moved over 750,000 CY of soil during the grading activities that required coordination with survey crews and grading contractor. To protect the site from large storm events and balance dirt moving activity 18,000 LF of channel were cut. The solar plant included rehabilitation of six existing water wells and drilling of four new water wells. Six existing water wells were used for construction water. After construction, two large existing wells were retrofitted and connected to four new water wells to provide water for domestic and power plant use. The two power plants included four water tanks total. Farragut Avenue Improvements - Moreno Valley, CA Hernandez was the Project Manager for improvements that included sidewalk, curb, gutters, driveways, drainage, access ramps, utility adjustments, short property walls, missing street lights, pavement repairs, and accommodation of upgraded water line (built in advance by BSMWC) in order to enhance safety and accessibility for commuters and pedestrians on Farragut Avenue from Sherman Avenue to Ellsworth Street. Jeffrey RoadlPortola Parkway Street Improvements - Irvine, CA Hernandez was the Project Manager for the civil design and survey of a new alignment of 1.5 miles of Jeffrey Road and 1.0 mile of Portola Parkway. Work included roadway rehabilitation, electrical conduits, cable/telephone improvements, right-of-way engineering, potholing, and grading. Work also included preparation of infrastructure plans, including storm drain design, 72-inches to 10-inches in diameter over 10,000 feet of pipe, hydrology and hydraulic calculations, sewer plans, dry utilities, specifications, and construction cost estimates. Jeffrey Road and Portola Parkway were designed for a six -lane highway with raised medians, new curb and gutter to replace open ditch channels, pedestrian undercrossing. Cerritos Avenue Gap Closure -Anaheim, CA Hernandez was the Project Manager for this project located on Cerritos Avenue from Euclid Street to approximately 600 feet east of Euclid Street. The project constructed a five foot wide ADA compliant sidewalk and new storm drain laterals with catch basins. The work also included the construction of block walls and fences. The new sidewalk eliminates the need for pedestrians to walk along the side of the road. Cerritos is designated as a four lane secondary arterial by the County's Master Plan of Arterial Highways (MPAH) with average daily traffic of 9,400 vehicles per day. The project will provide a safer and better access for the school children and pedestrians in general. The services included right of way acquisition. City of Santa Ana Civil Engineering Services: RFP 23-030 Jeffrey Okamoto has more than 35 years of diverse civil engineering experience and is involved in all aspects of urban development from project management to construction support. His hands-on approach and understanding of grading, hydrology and hydraulics, storm drain, roadway, sewer, and waterdesign for public works/private facilities is result of overseeing the overall civil engineering design during production and resolving problems encountered during construction. He is an expert at coordinating multidiscipline infrastructure projects involving the landowner, various homebuilders, various governmental agencies, a sub -consultants team and coordination of in-house staff and specialists. RELEVANT PROJECT EXPERIENCE La Covina, William Lyon Homes— Glendora, CA Shea Homes - PA-14116 at Baker Ranch, Shea Homes — Lake Forest, CA Adjacent to PA-2, RMV, Santa Margarita Water District — Unincorporated, CA Talega Master Planned Community — San Clemente, CA City of Santa Fe Springs - On -Call Survey — City of Santa Fe Springs, CA Orange County Water District -Survey On -Call — Orange County, CA Orange County On -Call Surveying — Orange County, CA MARC HASLINGER,' Quality Control - Huitt-Zollars Having experience in both the public and private engineering sectors, Marc Haslinger brings a broad wealth of experience to his jobs. He has managed and designed numerous municipal, residential, and commercial projects throughout Southern California from initial planning and feasibility studies through final design, construction, and construction management. His experience has included residential, commercial, and industrial developments; potable and reclaimed water transmission mains and flood control facilities; roadway improvements; and construction management. Haslinger is well -versed in the tools of construction management, contract administration, planning, design, and processing. Complementing Haslinger's project management capabilities is a hands-on approach and technical knowledge of computer programs in the area of coordinate geometry, hydraulics, hydrology, structures, spreadsheets, critical path networking, management, and other tools necessaryfor a successful project. RELEVANT PROJECT EXPERIENCE Western Avenue Rehabilitation — Buena Park, CA Irvine Center Drive, Sand Canyon to Barranca Parkway — Irvine, CA Irvine Center Drive, 1 405 Freeway to Lake Forest Drive — Irvine, CA Bake Parkway,1405 to Irvine Center Drive — Irvine, CA City of Dallas Facilities Capital Planning, Design and Construction - Dallas, IX" Willow Avenue Drain — West Covina, CA City of Santa Ana Civil Engineering Services: RFP 23-030 CARL TAYLOR, PE, LEED AP Civil Engineer - Huiit- ZOIIarS Carl Taylor has a strong background in public infrastructure projects. He has worked on arterial highways and intersections, local and neighborhood streets, master plan and local storm drains, city and community parks, trails, streetscapes, vehicular and pedestrian bridges, city halls, libraries, community centers, memorials and plazas, parking lots, sewer and water facilities, and pedestrian and bicycle/ pedestrian trails. During his professional career, Taylor has provided plans, specifications, estimates, and construction administration and support for numerous city, county, redevelopment agency, federal, and community facilities district projects. RELEVANT PROJECT EXPERIENCE OC Parks On -Call Projects —Orange County, CA » Mathis Trail Repair, Aliso & Wood Canyons » » Creek Restoration, Wagon Wheel Regional Park » General Development Plan, OC Zoo » » Santiago Creekbank Repair at Arden Modjeska » Historic Site, Modjeska Canyon Nature Preserve » » Tijeras Creek Trail Repair, O'Neill Regional Park » Trail Crossing Replacement, Santiago Oaks Regional» Park Wagon Wheel Creek Restorations, Thomas F Riley » Wilderness Park FEMA Repairs, Carbon Canyon Regional Park FEMA Repairs, Limestone / Whiting Ranch Wilderness Park FEMA Repairs, Upper Newport Bay Nature Preserve FEMA Repairs, Laguna Coast Wilderness Park Bakersfield National Cemetery Oso Parkway & Antonio Parkway Intersection Improvements — Orange County, CA La Pats Ave Gap Closure & Del Rio Extension — Orange County, CA Sulphur Creek (Drainage Facility J03) — Laguna Niguel, CA Design -Build of Riverside National Cemetery Phase V — Riverside, CA Homo DetentionMater Quality Basin — Orange County, CA JOHNNY MURAD, PE, MS, QSD Utility Design - Huitt-Zollars Johnny Murad brings 26 years of experience in civil engineering consulting. He has assisted numerous clients in site selections, feasibility studies, preliminary construction cost estimates, earthwork estimates, plan check and permit fee estimates, conceptual site planning, final design, and construction administration. His experience gives him a good understanding of project costing techniques and calculations, which can help keep the project cost at a minimum without losing efficiency and, thereby, help his clients stay within their planned project budget and maintain their strength in the market. RELEVANT PROJECT EXPERIENCE Alder Avenue, Casa Grande Drive, Summit Avenue, and Mango Avenue Sewer Improvements — Rialto, CA Redlands Boulevard Sewer Improvements — Moreno Valley, CA Brodiaea Avenue, Cactus Avenue, Joy Street, Gilbert Street, Rebecca Street, Frederick Street, and Heacock Street Sewer Improvements — Moreno Valley, CA San Bernardino Avenue Sewer Improvements— San Bernardino, CA City of Rialto, Tract No.16304 Sewer Improvements — Rialto, CA City of Santa Ana Civil Engineering Services: RFP 23-030 William Wallace has more than 44 years of experience as a Structural Engineer. He has been involved in the design of many highly complex structures forflood control and soil and water conservation construction programs for the Corps of Engineers (COE) and the Natural Resources Conservation Service (NRCS). Projects have included reinforced concrete hydraulic structures such as trapezoidal channel paving, rectangular channels, impact basins, drop structures, retaining walls, and reinforced concrete for principal and auxiliary spillways of lakes and dams. Wallace provided the structural design or provided peer reviews of projects where the objectives of the project was to design modifications to dams and their appurtenant structures to mitigate risks related to dam safety concerns; and to meet current regulations and standards as proQ4d by Conservation Districts, NRCS, COE, and various Departments of Water Resources. RELEVANT PROJECT EXPERIENCE Oxnard Village Flood Control Facilities — Oxnard, CA Cottonwood Creek Trail and Bank Stabilization — Allen, TX Rush Creek Channel Erosion Control —Arlington, TX Channel Improvement Project — Fort Worth, TX Brazos River Study— TX Lake Ray Roberts Outletworks Conduit and Power Penstock — Lake Ray Roberts, TX DAVID MACKEY, F Land Survey - Huitt-Zollars David Mackey has 21 years of experience in the preparation of Tract Maps, Parcel Maps, Records of Survey, Right -of -Way maps, Legal Descriptions, ALTA Surveys and Lot Line Adjustments. He has been involved in numerous rehabilitation projects for parks, streets and intersections using conventional survey, GPS survey and scanning. David coordinates field crews, processing field work and delivers final CAD product and has extensive survey experience in Southern California. RELEVANT PROJECT EXPERIENCE Topographic Surveys, City of Costa Mesa — Costa Mesa, CA University of California, Irvine — Irvine, CA Topographic Survey, Bristol Street— Santa Ana, CA Topographic Surveys, City of Santa Fe Springs — Santa Fe Springs, CA Wishing Tree Park — Torrance, CA Pacific Electric Bike Trail — Upland, CA City of Santa Ana Civil Engineering Services: RFP 23-030 HLA HTUN, PE, PHD Hydrology & Hydraulics Engineer - Huitt- Zollars Dr. Htun is a Professional Engineer with more than 10 years of experience specializing in surface water modeling, hydraulic design, and water resource management. Currently, he conducts hydrological and hydraulic studies for urban development. He designs and analyzes energy dissipators for a major arterial highway improvement against downstream erosion. He designs Low Impact Developments for flood control and hydrologic condition of concern while preparing the Water Quality Monitoring Report, Drainage Report, and Stormwater Pollution Prevention Plan RELEVANT PROJECT EXPERIENCE East Los Angeles College East and Corporate Stormwater — Monterey Park, CA Gyp ess Ave & Foothill Blvd Storm Drain and Street Improvements — Fontana, CA Pine Avenue Extension — City of Chino, CA "F" Street PS&E — Rancho Mission Viejo, CA JOHN KLUBER, PE, LEED AP, , Mechanical Engineer - Huitt-Zollars John Kluber is Vice President for Huitt-Zollars. Kluber has over 30 years of industry experience in numerous educational, industrial, healthcare, and government projects. He has been involved in all phases of design from programming through preparation of construction documents. He has been FOR and project manager for numerous renovation projects for healthcare, mission -critical facilities, and institutions that are fully occupied and operate 24/71365. He understands the complexities of maintaining and operating building systems for fully occupied buildings while making modifications and incorporates them into his design approach. RELEVANT PROJECT EXPERIENCE Water Tank Replacement at LA Co. Fire Camp No. 9 — Los Angeles, CA Public Safety Building Facility Assessment— Lancaster, CA UT Southwestern Medical Center Zale Lipshy Pavilion Chilled Water Study— Dallas, TX UT Southwestern Medical Center NE Building — Fort Worth, TX UT Southwestern Medical Center NE2.416B Replacement PET CT — Dallas, TX UNIT Discovery Park MEP Upgrades— Denton, TX Children's Health Sleep Center— Dallas, TX CapMetro Bus Elect. Ph. 2 - North Ops — Austin, TX City of Denison Facility Condition Assessment— Denison, TX LVWD • Feasibility Study for New Field — Clint, TX Admin Bldg Air Handling Unit Replacement— Fort Worth, TX City of Santa Ana Civil Engineering Services: RFP 23-030 ROXANNA MEDINA,PE,PT0F,I_,F4 Traffic Engineer - Huitt-Zollars Roxanna Medina has more than 25 years of experience in design and project management for municipal public works, infrastructure, environmental, hydrology, and hydraulics projects. She has managed several design and construction projects that were funded with federally funded. She has also worked extensively with reporting requirements with FHWAso that municipalities are reimbursed under the terms of the Local Project Advanced Funding Agreements (LPAFA). RELEVANT PROJECT EXPERIENCE Oxnard Blvd / Wagon Wheel Road Traffic Signal — Oxnard, CA Oxnard Blvd / Orchard Place Traffic Signal — Oxnard, CA Oxnard Blvd / Vineyard Ave Traffic Signal — Oxnard, CA Vineyard Avenue at Town Center Drive Traffic Signal — Oxnard, CA Lantana Traffic Circulation Study, Lantana Community — Denton County, TX JASON PACK, TE Traffic Engineer - Huitt-Zollal"s Jason D. Pack, P.E., is a Principal with Fehr & Peers located in Southern California. He is actively involved in a wide variety of project work but also finds time to lead the firm's research and development efforts in Emergency Evacuation assessment. Jason has an extensive background in travel demand forecasting, traffic operations assessment (including micro -simulation assessment), VMT analysis, big data analysis, transit ridership forecasting, and transportation impact studies involving NEPA and CEQA. His focus is to utilize his experience and the technical resources of the company to help clients answer their toughest questions related to mobility. His recent work has included forecasting and operations assessment for large infrastructure improvements, developing recommendations for SB 743 implementation (California's new requirements to consider VMT as an impact metric under CEQA), assisting agencies with establishing VMT banks/exchanges, emergency evacuation assessment to respond to new legislative requirements (SB 99 and AB 747) and development of innovative transportation policies to assist City's advancing transportation into the future. RELEVANT PROJECT EXPERIENCE The Academy Charter High School Transportation Impact Analysis — Santa Ana, CA Bat Nha Meditation Center Transportation Impact Analysis — Santa Ana, CA Parking Assessment - numerous parking assessments CEQA/NEPA Assessment —Jason has completed transportation assessments for over 150 projects in support of CEQA or NEPA documentation. General Plans — Jason has worked on a wide variety of General Plans throughout the state of California Specific Plans/Master Plans/Corridor Plans — Jason has completed assessment for more than 20 specific plans, master plans, and corridor plans. Interchange and Corridor Studies - Jason has completed the Traffic Report for numerous transportation infrastructure studies throughout California City of Santa Ana Civil Engineering Services: RFP 23-030 CHRIS SCOTT, RLA, ASLA, Landscape Architect - Huitt-Zollars Chris Scott is the Team Leader for Planning and Landscape Architecture for the Huitt-Zollars Dallas office. His past project experience ranges from master planning and visioning of urban land developments, community amenity design and aesthetics, hike and bike trail development, multi -family, town home, and student housing developments, commercial and retail developments, multi -use urban developments, streetscapes, manufacturing and industrial development, private and public park development, corporate campus design, restaurant and hotel development, tree preservation and identification, and federal and military housing and urban development. RELEVANT PROJECT EXPERIENCE Prima Desecha Landfill Viewshed Study- OC Waste & Recycling — Orange County, CA Coyote Canyon Viewshed Planting PS&E - OC Waste & Recycling — Orange County, CA Irvine Regional Park & Drainage Runoff Control — Orange County, CA Electric Bus Charging & Storage Lot - UCI — Irvine, CA The Landing at Riverpark — Oxnard, CA JESUS "FREDDIE" OLMOS Irnn,, _,;Ii rcne Freddie Olmos has more than 23 years of experience in Environmental Engineering and is proficient with environmental undertaking of the design of streets, basins, sewer, water, storm drain, grading, and public works projects. RELEVANT PROJECT EXPERIENCE West Street and Citron Street Sidewalk Gap Closure Project —Anaheim, CA Lincoln Avenue Widening Project —Anaheim, CA La Palma Avenue at East Street Sidewalk Gap Closure Project —Anaheim, CA State College Boulevard and La Palma Avenue Intersection Improvement Project —Anaheim, CA City of Santa Ana Civil Engineering Services: RFP23-030 HASHMI QUAZI, PHD, Pam, Geotechnical Engineer - Converse Consultants Dr. Quazi has 35 years of experience providing geotechnical engineering services and has earned a reputation for providing quality work in an honest and ethical manner, on time and within budget. Dr. Quazi provides quality control, budget oversight, and technical assistance on various types of projects, including storm drains, pipelines, and wastewater treatment plants. He has supervised site investigations and prepared technical reports for facilities located in areas of high liquefaction potential and difficult subsurface conditions. RELEVANT PROJECT EXPERIENCE County Line Channel Storm Drain Connection Project - Ontario, CA Chino Storm Drain Installation - Chino, CA Ramona Ave. Storm Drain & Pavement Rehabilitation - Rancho Cucamonga, CA Sultana -Cypress Storm Drain - Ontario, CA Three System Storm Drain - Chino, CA CHRIS LOERA Subsurface Imaging - C Below Chris Loera has over 16 years of experience in the construction industry. He maintains a hands-on approach by researching and attending industry workshops. He meets with the equipment manufactures to stay up to speed on the new technologies available. He plans, organizes, directs and controls the activities of the Operations function of the division. Responsible for the performance of all Departments including Research and Development, Material Management, Order Services, Engineering and Surveying. RELEVANT PROJECT EXPERIENCE SR-55 Widening Project— Irvine, CA Port of Long Beach On -Call — Port of Long Beach, CA LAX Delta T21T3 Utility Investigation and Mapping — Los Angeles, CA City of Santa Ana Civil Engineering Services: RFP 23-030 SCOTT PARMA, PE, LEEK Electrical Engineer - Huitt-ZolIsrs Scott Parma's engineering experience includes power distribution, electrical systems analysis, system planning, electrical system design, and construction administration. He has completed a wide array of facilities projects in the utility, transportation, municipal, infrastructure, and commercial sectors of construction. His main expertise is in medium -and low -voltage power systems design and analysis. He also has experience in lighting, telecommunications, and fire alarm system design. RELEVANT PROJECT EXPERIENCE Bakersfield National Cemetery - Phase 1—Arvin, CA Riverside National Cemetery - Phase 5 — Riverside, CA Coyote Canyon Repower Electrical PS&E — Fontana, CA LA Metro Division 13 Bus Maintenance and Operations Facility — Los Angeles, CA UCI Lot 36 Electric Bus Yard — Irvine, CA Maintenance Service Center Solar Canopies — Thousand Oaks, CA City of Santa Ana Civil Engineering Services: RFP 23-030 UNDERSTANDING OF NEED] The City intends to retain civil engineering consultants from a pre -qualified list to provide services for a variety of projects on an as - needed basis. Projects may include: • • drill E 'gineer`in'g„ Construction Documents (PS&E) X instruction Administration X Hydraulics Modeling (Storm, Water, & Sewer) X Street Improvements and Rehabilitation X Utility Design X Right -of -Way Studies X Sustainable Infrastructure Services X Water Well Design X Dry Well Design X Storm Water Treatment X Sewage Lift Station X Pressure Control Systems X Financial and Economic Consulting Engineering X X Grant Writing Services X X Pavement Management X Fire Protection X Special Engineering Studies X X Regulatory Compliance X TransportationfTraffic X Signal Modifications X X Traffic Studies X X Signing and Striping X Bike Path Design X Structural Engineering X Land Surveying X Mapping X Construction Staking X Landscape Architecture X Construction Management X Mechanical Engineering X Electrical Engineering X Geotechnical Engineering X Environmental/Planning Support X Instrumentation and Control Systems X City of Santa Ana Civil Engineering Services. RFP 23-030 Our QAfQC program sets a procedure that ensures all deliverables. As an ISO 9001:2015 compliant firm, the Quality Management Program serves as the foundation for continuous improvement in all aspects of our work. For our staff Quality Assurance is more than just a program that ensures proper internal review and documentation. It is a frame of mind with which we approach our work. The procedure will help us deliver high quality plans at 30%, 60%, and final submittal. Our quality assurance program comprises all activities necessary to ensure that projects perform according to expectations. The QA program places emphasis on planning control, design control, computer software control and records. We institute our CA program through early involvement of experienced members. This process begins with our proposal, is formalized by project kick off, and continues through project close out via our coordination. The program will ensure that an acceptable level of quality is achieved and maintained in each design. We are proposing a highly -specialized team of registered professionals with a history of delivering on similar projects. Ateam :;t)with a bench strength unmatched in the industry. Our project manager will be assisted by the principal -in -charge Est supported by key personnel. The staff we are committing is organized so that redundant leadership is available in critical aspects of design. Our team offers additional value because it will rigorously analyze a design to provide sustainable cost effective solutions. ADVANCEDESIGN — To effectively incorporate advance innovative designs into projects, it is imperative to select a team that has been properly prepared. Our team approach will explore design from all sides, meet challenges from new angles, and help uncover perspectives that are often overlooked. Our design process is interactive and responsive. It engages all stakeholders relevant to the success of the project. We have assembled the right team! At the proposal stage overall project direction is determined, the strategy for project is specified, and general methodology is developed. Milestones are set with measurable timelines for checking progress on budget and scope completion. After award, our project manager prepares a project specific Work Plan. The Project Work Plan adds detail to the proposal scope of work, identifies the project team assignments and responsibilities, the project budget and schedule, and information regarding design criteria, inputs and constraints for the project. The Plan also specifies the governing design codes, guidelines and CAD standards. 1 The Project Work Plan includes a Project Quality Management 1 ; Plan (QMP) that is specific for each project. The QMP identifies the QC Manager and constructability reviewer. It includes project deliverables, design tasks, and schedules — in-house reviews. The QMP verifies that the all requirements are met. It is based on a 4-step process of Plan — Do — Check — Act. By working on continuous improvement we ensure that our services provide added value. Work Breakdown Structure - Huitt-Zollars will develop a Work Breakdown Structure (WBS) that identifies specific tasks needed to accomplish the proposed scope of services. We will determine the level of effort required for each discipline to complete each task under the WBS. This effort is used to establish the proposed compensation for the project and helps overcome potential budget challenges. Detailed Project Schedule — Several characteristics comprise our approach to developing and maintaining a realistic schedule. This starts with participation of the entire project team. It is imperative that the schedule be sensitive to the demands of every discipline and client review periods. A schedule must account for stakeholder considerations and include time contingencies for resolving unforeseen variables. Our PM is assigned the responsibility of developing and tracking the project schedule. Our WBS format allows our PM to review budgets against associated milestones. We require that the PM update the Principal with project progress weekly. This results in a sense of urgency that will benefit each project. Quality project delivery can be impacted by many things. However, there are five areas that will demand our focus. We will design both projects A and B as the City intended to design them. This will be accomplished by listening and clearly understanding your expectations. We will confirm our understanding in our negotiated scope and verify that we are on track by conducting design review meetings on a regular basis from planning through final design. We will design projects as the City intends to design them. This will be accomplished by listening and clearly understanding your City of Santa Ana Civil Engineering Services: RFP 23-030 6 expectations. We will confirm our understanding in our negotiated scope and verify that we are on track by conducting design review meetings on a regular basis from planning through final design. » We will meet with sub -consultants to ensure their scope is complete. » We will design the project in accordance with your schedule. This begins with development of a detailed schedule that includes critical path, agency review times, and milestones. Progress will be reviewed during our design meetings. » We will design a project that is within your budget. We will develop a project budget that includes contingency, probable construction cost, and consultant fees. The probable construction cost will be prepared using current unit prices and submitted for review. » We strive to minimize non -client initiated change orders during construction. Our QA/QC procedure implements a constructability reviewer. It helps us foresee and resolve potential issues before the bidding phase. Our PM will establish the framework and ensure that we capture your expectations for quality prior to publishing our plan. Existing Utility Inventory - Every project presents its own special design challenges. The most frequent chi lieige related to existing utilities we would expect in the City of Santa Ana. Is that improvement to utilities located in developed areas will generally affect or be affected by other utilities. Through experience we have learned that existing records may be non-existent, inaccurate, or lack information. This is why all projects require an effective existing utility locating approach. A precise utility inventory will: » Equal a high quality design » Avoid conflicts during construction » Prevent utility interruptions » Promote public safety » Avoid construction change orders » Prevent construction delays With HZ, utilities will be located, verified, and compiled into a V8i CADD file using a "Four Tier Approach." TIER I: SITE INVESTIGATION - Huitt-Zollars conducts a cursory site investigation that includes pictures used to formulate the scope of services. The information gather identifies utility purveyors in the project vicinity and assesses probable challenges. TIER II: GATHER RECORD DATA - Huitt-Zollars request records from utility purveyors in the project vicinity. The City of Santa Ana will provide information in its possession relevant to the preparation of the project plans. Record information will be reviewed and compiled into a V8i CADD file. The information is further verified during the topographic survey. TIER III: TOPOGRAPHY SURVEY — One week prior to surveying, HZ will contact Dig -Alert USA with a project exhibit to request that existing utilities be marked within the project limits. Our survey department will capture utility markings, visible surface utility features, and dip manholes as necessary. The survey shots will be compiled with the record data and used to verify utility locations, inverts, size, and flow direction. The information will help our civil team foresee potential challenges during design. TIER IV: SUB -SURFACE INVESTIGATION - The data collected in previous tiers is used to arrive at possible utility conflicts during preliminary design. Our goal is to resolve each conflict via good research and design, But we must also prepare with a set aside budget for further sub -surface investigation shall it be necessary. A task sets aside a budget for potholing cost and incidentals. The investigation is kicked off after preliminary design so that the findings help improve the level of quality of future submittals. Environmental Assessment — Verify that the work limits are within areas with existing infrastructure. Small improvements of this nature typically qualify for environmental exclusions but if the work requires a negative declaration. Our first step would be to research existing environmental filing(s). There after our consultant and civil team would assist the City of Santa Ana with supporting studies and documentation to comply with CEQA and/or NEPA. Topography - HZ is leading the industry with fixed wing aerial drone surveying. The new technology has a perfect platform in topography. With on board RTK the data will generate an accuracy that matches conventional aerial photography but a picture quality that is unmatched. It allows for quicker delivery and data control at a competitive fee. The data would be supplemented with a field survey(s) and tied to the most appropriate datum. HZ will acquire necessary permits to perform aerial surveys via drones. Our survey department would also provide legal descriptions, if required. Providing plans, specifications, and estimates (PS&E) for engineering projects is the backbone of our Irvine branch. We are familiar with local, state, and federal codes and regulations. This ensures that the design is in conformance with established guidelines. We are also experience with preparation of special provisions. We have been serving Southern California for over 30 years this includes projects with the City of Santa Ana. We are familiar with the City's criteria for acceptance of plans. City of Santa Ana Civil Engineering Services: RFP 23-030 7 Encroachment— Potential encroachments would be identified in the proposal stage, The work to coordinate, design, provide temporary easements, etc. would be included in the fee proposal. Our goal during design is to make every attempt possible to avoid impact to adjacent properties but it is not always possible. Confirm that all work will fall within City controlled property and that encroachment is not necessary. Water Well Expertise — Our proposed project team has a history of successfully delivering water well design services. Our Bakersfield National Cemetery Project constructed a water well for domestic and irrigation use. Our proposed PM, Mr. Hernandez, rehabilitated several water wells that were used for construction water. The same water wells were later used to feed a cooling system for the Mojave Solar Project. Utility Services — Our project experience offers many projects with sewer, water, and storm drain design. We have also provided dry utilities coordination. We are currently working on projects that install and/or retrofit utilities. Roadway Design Specialists — Our project team has provided roadway design services for urban, rural, primary, secondary, and major roadways. We are equipped to address all aspects including: Conceptual Design Alternatives Utility relocations/adjustments Parkway Landscaping Sound Wall and Retaining Walls Drainage Storm Water Management Rehabilitation Final Design PS&E packages Bike Path Traffic Engineering — We offer complete traffic engineering services. HZ has completed hundreds of traffic engineering projects. Our traffic engineering staff are experts in all aspects of traffic engineering and operations. This includes: Signing and Striping Temporary Traffic Control Schoolzones Pedestrian Safety Bicycle Safety Parking, access, and circulation Traffic Calming Plans Traffic Control —The signing and striping would consider the proposed bike path. Both project will require temporary traffic control during construction, Temporary traffic control could be deferred to construction phase or it could be included with construction documents. Hydrology and Hydraulics Analysis — Include a hydrology and hydraulics analysis that assess drainage improvements. Water Quality Compliance WQMP— In accordance with MS4 Permit Guidelines SWPPP - Prepares PRDs in accordance with the requirements set forth in the NPDES General Permit for Storm Water Discharges Associated with Construction and Land Disturbance Activities. The SWPPP may also be deferred to the construction phase. Geotechnical Recommendations — Our consultant will provide the required analysis to determine the street section thickness, sub- surface soils classification and condition, evaluate soil properties, provide geotechnical parameters, trench stability requirements, and backfill recommendations. We will coordinate with the City to make sure quality and durability are not compromised. Estimates — HZ will generate quantity takeoffs and an opinion of probable construction cost for proposed project improvements. Cost estimates shall include construction, engineering, inspection, administration, right-of-way, and contingency. The estimate shall tie the unit price to a cost index and provide a format that is easily updated or revised. Bid prices from recent city project shall be reviewed to verify unit prices. Specifications — HZ will utilize the City of Santa Ana standard bid specifications and edit them to fit both project requirements. This will include a bid sheet showing the anticipated project quantities. Construction Administration Services 1. Bid Support —Assist City with bid documents, attend bid meeting, and provide bid support. 2. Construction Support —Attend pre -construction meeting, provide ongoing support, and attend construction meetings as required. 3. Project Close Out — Utilize contractor redlines for as -built plans to prepare record plans in Micro -Station V8i CADD and pdf format. City of Santa Ana Civil Engineering Services: RFP 23-030 a Client Satisfaction — Huitt-Zollars achieves client satisfaction by dedicating a concise and experience team that will deliver on schedule and within budget. A key component is effective communication that begins with listening to the City's ideas, concerns, and goals. Our status reports summarize discussions, provide follow up action items, and set dates for follow up items. We will create a project work plan that includes that includes all critical tasks to deliver a design that meets expectations. We will integrate ourselves via meetings, emails, and conversations so that we become an extension of the City's vision for the project. We will attend community meeting to help gain acceptance. Huitt-Zollars has no exceptions to the proposed contract. City of Santa Ana Civil Engineering Services. RFP 23-030 9 As part of a five year On -Call Services with the City of Santa Ana Water Resource Department. Huitt-Zollars is providing Plans, Specifications and Estimates (PS&E) for several projects in the City of Santa Ana. The Sanitary Sewer Septic to Gravity Conversion Project proposes to construct 8" sewer in a neighborhood near 17th Avenue and Tustin Avenue. Huitt-Zollars in providing CEQA documentation and PS&E for over 2500 linear feet of proposed 8" sewer, service laterals, and manholes. 2. Lacy Neighborhood Water Replacement Project proposes to replace over 15,000 linear feet of water line and services. The project is part of a citywide program that proposes to replace and increase capacity of over 30,000 If of water line per year. Huitt-Zollars is preparing PS&E that include topography and temporary high water lines. 3. French Park Water Replacement Project proposes to replace over 15,000 linear feet of water line and services. The project is part of a citywide program that proposes to replace and increase capacity of over 30,000 If of water line per year. Huitt-Zollars is preparing PS&E that include topography and temporary high water lines. COMPONENTS: PS&E Paving Domestic Water Improvements Sewer Improvements Environmental CLIENT CONTACT: City of Santa Ana Armando Fernandez Senior Civil Engineer Public Works I Water Resources aeernandez@santa•ana.org 20 Civic Center Plaza, M-35 Santa Ana, CA 92802 714,647.3316 Huitt-Zollars prepared the design of approximately 6,000 of 12" HDPE highline for recycled water to assist the Water district in the transportation of recycled water through the Santa Margarita Water District. Huiit-Zollars also assisted the Santa Margarita Water district in the design and construction of a booster pump station to boost the pressure of the recycled water line through multiple pressure zones. Additionally, Huitt-Zollars worked with Santa Margarita Water District to prepare multiple details to switch pipe materials and underground the highline into a casing and create a crossing of a secondary arterial highway. The design was completed to allow for the maintenance of the pipe without disrupting traffic on the highway. RELEVANT DESIGN COMPONENTS: Survey Engineering Estimates Water Improvements CLIENT CONTACT: Santa Margarita Water District Jamie Aguilar jaimea@smwd.com 26111 Antonio Parkway Rancho Santa Margarita, CA92688 949.459.6400 City of Santa Ana Civil Engineering Services: RFP 23-030 10 Oxnard Village is an approximately 60-acre privately funded re development project located at the westerly gateway to the City of Oxnard, along the 101 Freeway. The under-utilized site contained 1950's era motel, mobile home park, retail/commercial and light manufacturing uses. This mixed use project will ultimately include 1,500 residential units with row -houses, podium stacked flats, live -work units and luxury high rise condominiums and luxury hotels. Four parking lots have already been designed which included aesthetic, decorative lighting, water quality, space, enhanced paving, vehicular, pedestrian and disabled access, as well as drainage challenges. In each case, both a functional and aesthetically pleasing built environment resulted. The project is ongoing and will continue development while serving the City of Oxnard for many decades into the future. RELEVANT DESIGN COMPONENTS: Street Improvements Sewer, Domestic Water Reclaimed Water Storm Drain Flood Control Mulitple Parking Lots Landscaping Water Quality Vehicular & Disabled Access CLIENT CONTACT: Oxnard CRFL Partners Carl Renezeder carlr@oakwooddev.com 64 Maxwell Irvine, CA92618 949.719.9040 Fehr & Peers guided the City of Santa Ana through the process of updating and adopting the City's traffic impact study guidelines consistent with requirements of SB 743. Fehr & Peers made VMT estimates for the entire Orange County region in support of the recommended thresholds of significance, including screening maps to facilitate City processing of projects. Fehr & Peers also provided a guidance document with sample projects to assist the City with implementation. This effort included education of staff and collaborative meetings to meet City goals. The City VMT thresholds and TIA Guidelines have been adopted by the Santa Ana City Council. This project was delivered on budget and on schedule, within the July 2020 adoption deadline. CLIENT CONTACT: City of Santa Ana Zdenek "Zed" Kekula Senior Civil Engineer zkekula@santa•ana.org 20 Civic Center Plaza, Santa Ana, CA 92701 7114.647.5606 City of Santa Ana Civil Engineering Services. RFP 23-030 11 Huift-Zollars reviewed the RFP and provides the following as a supplemental sample scope of services. Design plans and reports would follow the City's standard format. TA S K A: Project Management and Coordination • After contract award HZ will prepare a Project Work Plan (PWP) and schedule a kick-off meeting. The PWP will be provided to the City for review and comment prior to the kick-off meeting date. Said PWP will expand on: » Design Team (City of Santa Ana/HZ/Consultants) » CADD Standards » Scope of Work/Deliverables » Drawing List » Applicable Criteria/Standards/Codes » Specification Requirements » Schedule/Milestones » Design Budget(s) » Quality Control/Quality Assurance » Value Engineering (Construction Budgets) During the kick-off meeting the development team will review the PWP, identify key staff, and establish lines of communication. The PWP will be updated per comments provided during the kick-off meeting and publish with the City's approval. The published PWP will be used by the project manager to monitor the project during design. Starting from the date of kick-off meeting, Huitt-Zollars will be responsible for project management and coordination of the project. This includes: » Development team meetings between the City of Santa Ana and consulting team » Meetings with affected community members, stakeholders, and utility companies Sample List: City of Santa Ana (Water, Sewer, & Storm) Orange County Sanitation District Union Pacific Railroad Southern California Edison Southern California Gas AT&T Time Warner Cable Santa Ana Unified School District Preparation of progress reports to the City of Santa Ana Monitoring the design elements and schedule per published PWP Securing permits — HZ will coordinate with agencies involved in the project, prepare, and file to acquire required permits on behalf of the City of Santa Ana. TA S K B : Records Research — The utility list will be compared to findings from Underground Service Alert. All Utility agencies will be contacted to gather and review available record data. Record information will be evaluated against the survey and compiled into a master ViB CADD file. HZ will evaluate "record" information against proposed facilities to pinpoint potential conflicts. All potential conflicts will be tagged for further investigation during the pothole investigation. TASK C : Survey —The overall topography includes a design survey that captures surface information within the right-of-way and an aerial that extends the topography beyond the right-of-way to capture private property features. It is assumed that the topography limits will be sufficient for design. The City will also provide the record boundary that will be necessary to evaluate right-of-way and property encroachments. Prior to commencing design the project manager and key personnel will walk the site to evaluate the topography and record information against the existing condition. HZ will review the topography against visible utility features, notate SCE power pole number tags, control panel types, traffic signal types, and mast arm lengths. The information will be compile into the master Micro -Station CAD file for discussion prior to the design phase. City of Santa Ana Civil Engineering Services: RFP 23-030 12 TASK D : Geotechnical Studies/Reports/Boring— Review existing geotechnical report and prepare a comprehensive geotechnical investigation including adequate borings forproperdesign of proposed work. Obtain required permits to conduct geotechnical investigations and perform applicable lab test to provide information necessary for a comprehensive design. A draft copy of the geotechnical report will be provided for review and comment. Traffic control in accordance with W.A.T.C.H. Manual. TAS K E : Traffic Study/Report —As necessary. TASK F: Environmental (CEQA) —As necessary, TAS K G: Right -of -Way Acquisition and Temporary Construction Easements (TCEs) — Right -of Way acquisition as necessary. HZ will incorporate the preferred precise alignment into the Vi8 CADD Files. Plans will be evaluated and TCE's would be provided, if necessary. TAS K H : Drainage - Huitt-Zollars proposes to implement the recommendations from the draft Citywide FLO-2D model that accounts for backwater effects on the storm drain infrastructure. Sizing of the infrastructure will be based on both hydrology and hydraulic computations to be prepared as part of the drainage report. A preliminary drainage report will be created along with the 30% submittal. Afinal drainage report will be provided with the final submittal. TA S K 1: Water Quality Management Plan (WQMP) Sub -Task 1.1— The design will account for the 50% rule in the 2009 MS4 Permit, which requires treatment for 50% of added or replaced impervious areas. It will implement green street principles to the maximum extent practicable. If the underlying soil does not infiltrate we anticipate using the parkway to provide bio-filtration. HZ will prepare a Preliminary WQMP at the 30% stage that identify potential locations for LID BMPs and their interactions with the onsite storm drain network. HZ will develop the Preliminary WQMP into a Final WQMP consistent with the County's Technical Guidance Manual to accompany the final submittal. This will include an engineer's estimate of probable costs inclusive of material, freight, and maintenance for the selected BMPs. Sub -Task 1.2 SWPPP— Deferred: Construction Bid Task TAS K J: Plans, Specifications, and Estimates (PS&E) - HZ will adhere to city criteria, policies, procedure, and standards. PS&E includes three milestone deliverables — 30%, 60%, and Final. Each milestone will commence after HZ has received review comments from the previous milestone submittal. HZ will meet with the City after comments have been reviewed to resolve questions. All plan sheets will be prepared at 20 scale unless otherwise approved and noted. Sub -Task J.1 Street Improvements — HZ will match the precise alignment of the constructed street. Plans will include record information regarding utilities, obstructions, and appurtenant data. Sub -Task J.2 Traffic Design Street Signals Channelization Plan & Details — Plans will be completed to meet California MUTCD standard, signage will be evaluated and updated for proposed lane configuration. Temporary Traffic Control Plans — Deferred: Construction Bid Task Sub -Task J.3 Storm Drain Design - Drainage improvement plans will be prepared at the different milestones. Backbone storm drain profiles will be provided along with the 30% submittal. Profiles for lateral storm drains and storm drain detail sheets will be provided at the 60% and final submittals. Sub -Task JA Wall Design — Design of masonry wall height as specified by sound report or City but not to exceed 12 feet Sound Report — Provided by City Sub -Task J.5 Street Lighting & Electrical Design —Typically existing street lights are owned by SCE. If the proposed improvements relocate more than three street lights the proposed lights will be owned by the City of Santa Ana. Street lighting design standards will be coordinated with the City of Santa Ana prior to commencing the design. The design will be per City of Santa Ana lighting standards and consideration will be given to salvaging the existing light fixtures. Sub -Task J.6 Landscaping and Irrigation Design — Conceptual landscape and irrigation plans will be prepared in conformance with City of Santa Ana standards. Our landscape designers will work closely with our engineers to plan, design, and coordinate gateway features, public art, traffic, and pedestrian lighting, signage, and site amenities. Our team will coordinate with the City to responsibly design landscape and irrigation systems. Planting and irrigation will be mindful of water conservation standards. Sub-TaskJ.7 Dry Utilities — Undergrounding existing powerlines is possible if SCE accepts proposed switch locations. As described in the approach coordination with SCE would occur in two phases. Our current scope is limited to street design. HZ will coordinate City of Santa Ana Civil Engineering Services: RAP 23-030 13 with third party purveyors to find feasible alignments for dry utility. The proposed alignment would be incorporated into a conflict exhibit for evaluation. The coordination is limited to the street improvement design period. Sub -Task J.8 Specifications — HZ will utilize City of Santa Ana standard bid specifications and/or the latest edition of the Standard Specifications for Public Works Construction and edit them to fit the project requirements. Sub -Task J.9 Estimates of Probable Cost— HZ will prepare estimates of probable cost for the proposed improvements. Sub -Task J.10 Utility Plans — HZ will prepare utility plans this includes an option for potholes to investigate existing utility size and depth. Further investigation will be necessary where record information is unreliable and thought to cause a conflict with proposed improvements. Existing manholes will be dipped where possible to verify inverts and pipe size. Notices will be sent to impacted utility companies and every effort will be made to resolve conflicts prior to 60% submittal. Sub -Task J.11 Disposition Plans— Removals are limited to infrastructure within project limits Sub -Task J.12 Water Well Rehabilitation Plan Sub -Task J.13 Offsite Improvement Plans - Excluded Typical Street Improvement set will include: 1. Title Sheet 2. Index Sheet 3. Disposition Plan 4. Street Improvement Plans (5 sheets) 5. Details & Typical Cross Sections 6. Storm Drain Improvements (2 sheets) 7. Drainage Details 8. Signing & Striping Plans (3 sheets -double stacked) TASK K: Construction Administration Services (Optional) 9. Signing & Striping Details 10. Sound Wall Plan - (3 sheets) 11. Sound Wall Details 12. Streetlight Plan (3 sheets double stacked) 13. Streetlight Details 14. Landscape & Irrigation Plan (3 sheets -double stacked) 15. Landscape & Irrigation Details Sub -Task K.1 Bid Support — HZ will be available to attend the pre -bid meeting. Our team will review contractor's RFIs if requested by the City during the bidding phase. Sub -Task IC2 Construction Support — HZ will participate in construction meetings if necessary. HZ will review submittals and shop drawings required to support the construction contract. Reviews will be completed within 10 working days of receipt. Contractor change orders will be completed within two working days of receipt. HZ will be available as requested by the City to resolve discrepancies in contract documents. HZ will furnish necessary revisions to documents due to errors and/or omission at no cost. Sub -Task K.3 Record Drawings — The contractor shall provide as -built redlines, HZ will revise approved plans per contractor comments to produce record drawings. Sub -Task K.4 Project Close -Out - HZ will assist in the development of the project punch list as related to the construction package prepared by our team. City of Santa Ana Civil Engineering Services: RFP 23-030 14 DESIGN SCHEDULE MILESTONE DUE DATE Kick -Off Meeting May 4 Records Research June 1 Base CADD File June 29 Geotechnical Report July 27 Drainage Report July 27 Plans, Reports, Specifications, and Estimates 30% September 14 Plans, Reports, Specifications, and Estimates 60% December 7 Plans, Reports, Specifications, and Estimates 100% March 1 Bidding Period April -May Kick-off Construction June Please find our Fee Proposal in the separate sealed envelope labeled "Fee Proposal." Attachment 3-1 Non Collusion Affidavit Attachment 3-2 Non -Lobbying Certification Attachment 3-3 Non -Discrimination Certification City of Santa Ana Civil Engineering Services. RFP 23-030 15 Appendix ATTACHMENT 3-1: NON -COLLUSION AFFIDAVIT CERTIFICATIONS NON -COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Pgnlic-Coutract Code Section 7106) To the CITY OF SANTA ANA DEPARTMENT OF PUBLIC WORKS In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the BIDDER has not directly or indirectly induced or solicited any other BIDDER to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the BIDDER or any BIDDER, or to fix any overhead, profit, or cost element of the bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the BIDDER has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid. Note: The above Non -collusion Affidavit is part of the Proposal. Signing this Proposal on the signature p to thereof shall iso constitute signature of this Non -collusion Affidavit. BIDDERS are cautio ed at a ing a fade certificatipn7na� subject the certifier to criminal prosecution. Signed State of 0 County of Subscribed and swom to (or affirmed) before me on this day of , 20_, by , proved to me on the basis of satisfactory evidence to be the person(s) who appeared before me. Notary Public Signature Notary Public Seal City of Santa Ana RFP Page A3-1 CALIFORNIA JURAT WITH AFFIANT STATEMENT GOVERNMENT CODE § 8202 .G�ascsasFtxxrr.�F.t:'cczccrrcexcrrnr.�xawxase.2�,�->rz:e�;�t�,sr.Gcts.:zeraferr��.�.o.�ret�x�szr.rosnr.�r�t eee Attached Document (Notary to cross out lines 1-6 below) ❑ See Statement Below (Lines 1-6 to be completed only by document slgner[s], not Notary) Signature of Document Signer No. 1 Signature of Document Signer No. 2 (if any) A notary public or other officer completing this certificate verifies only the identity of the Individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of *11-u--rt.3:¢.---.. 116�- 1 ` CINDI'ONIAIOTe q Notaryputilic. Call/ornla '� Orangge County Cammla5fon R 2327937 My Comm: Expires Nov 20: 2024 Seat Place Notary Seat Above Subscribed and sworn to (or affirmed) before me on this Z7-1, day of t �, 20 z by Date Month Year (and (2) - ) Name(s) of Signers) proved to me on the basis of satisfactory evidence to be the person(s) who appeared before me. Signature Slgn ure of Notary Public OPTIONAL — Though this section is optional, completing this Information can deter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document Title or Type of Document: Document Date: Number of Pages: _ Signer(s) Other Than Named Above: ,__ iR3Fk£'1�f5�(>t2Y'h'4hY%ar'�4'<'VY.V`F4YF.YiGcf.SeV'tiCY(IOW'Sl'�V'f�V`Sie�4:�.4ti4Gk45eVxh'Cl'4iG44'C4'G4'L4N.i.`S:CG%4KhY'apf.'Gr~4'<'6'S;f.'4;CWY 02014 National Notary Association • www.NationalNotary.org • 1-800-US NOTARY (1.800-876-6827) Item k5910 Appendix ATTACHMENT 3-3: NON-DISCRIMINATION CERTIFICATION CERTIFICATIONS The undersigned consultant or corporate officer, during the performance of this contract, certifies as follows: I. The Consultant shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Consultant shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without, regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Consultant shall, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that a[[ qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. 3. The Consultant shall send to each labor union or representative of workers with which he/she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Consultant's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Consultant shall comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 5. The Consultant shall famish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his/her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules, regulations, and orders. 6. In the event of the Consultant's non-compliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. 7. The Consultant shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted City of Santa Ana RFP Page A3-3 by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontract or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a sub -consultant or vendor as a result of such direction by the administering agency, the Consultant may request that the United States enter into such litigation to protect the interests of the United States. 8. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Stats. 1939, and as amended, No discrimination shall be made in the employment of persons upon public works because of race, religious creed, color, national origin, ancestry, physical handicaps, mental condition, marital status, or sex of such persons, except as provided in Section 1420, and any consultant of public works violating this Section is subject to all the penalties imposed for a violation of the Chapter. Signed Title: , /Mbhg ing Principal and Vice President � Firm: Huitt-Zollars, Inc. Date: March 7, 2023 City of Santa Ana RFP Page A3-4 Appendix ATTACHMENT 3-2: NON -LOBBYING CERTIFICATION CERTIFICATIONS The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her loaowledge and belief, that: I. No federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contract, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. 2. If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence any officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this federal contract, grant loan, loan or cooperative agreement, the undersigned shall complete and submit a "Disclosure of Lobbying Activities". This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U. S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such sub recipients shall certify and disclose accordingly. Firm Huitt-Zollars, Inc. Signed and Printed Name: Jeff Okamoto Title Managing Principal and Vice Pr Date March 7, 2023 City of Santa Ana RFP Page A3-2 1w MISSION STATE Our commitment is to undersi clients and to meet those nee services with the highest leve EXHIBIT C COMPENSATION Consultant's Fee Proposal including hourly rates if applicable HUITHOLLARS Southern California 2023 HOURLY RATE SHEET Engineering/Architecture Survey Principal $ 325.00 Survey Manager $ 280.00 Sr. Project Manager $ 300.00 Sr. Project Surveyor $ 220.00 Design Principal $ 260.00 Project Surveyor $ 155.00 QA Manager $ 250.00 Survey Technician $ 125.00 Project Manager $ 250.00 Sr. Civil Engineer $ 240.00 Sr. Structural Engineer $ 270.00 Survey Crews Sr. Mechanical Engineer $ 250.00 Sr. Electrical Engineer $ 225.00 1-Person Survey Crew $ 200.00 Civil Engineer $ 185.00 2-Person Survey Crew $ 305.00 Structural Engineer $ 195.00 3-Person Survey Crew $ 395.00 Mechanical Engineer $ 180.00 Electrical Engineer $ 180.00 Plumbing Engineer $ 180.00 Construction EIT $ 160.00 Sr. Architect $ 215.00 Construction Manager $ 180.00 Sr. NL Architectural Staff $ 200.00 Resident Engineer $ 165.00 Architect $ 200.00 Inspector/Owner's Representative $ 130.00 Architect Intern 3 $ 175.00 Sr. Project Representative $ 125.00 Architect Intern 2 $ 135.00 Resident Project Representative $ 100.00 Architect Intern 1 $ 120.00 Sr. Landscape Architect $ 225.00 Burrola, Melissa From: City of Santa Ana <certificate-request@ctraxjdidata.com> Sent: Wednesday, May 31, 2023 9:58 AM To: Burrola, Melissa; Fernandez, Armando; CBustos@Huitt-Zollars.com; certificatedallas@risk-strategies.com; Frankston, Emerson; Burk, James; Polezhaev, Katerina; mhernandez@huitt-zollars.com Subject: Internal Notice of Compliance NOTICE OF COMPLIANCE CITI' STAFF: PRINT THIS PAGE .AND INCLUDE WITH AGREEMENT TO THE CLERK OF THE COUNCIL Contractor Huitt-Zollars, Inc. Name: Project TBD (058) Number: Project Consultant Agreement Between The City Of Santa Ana And Huitt-Zollars, Name: Inc. For On -Call Engineering Services The Certificate of Insurance (COI) submitted indicates that the coverages are in compliance with the insurance requirements. No further action is required at this time. The compliant coverage(s) are: TYPE OF INSURANCE AUTOMOBILE LIABILITY GENERAL LIABILITY PROFESSIONAL LIABILITY WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Thank you, City of Santa Ana Risk Management Division POLICY NUMBER 46UENOL5276 46UUNOL5275 EXPIRATION DATE 09/01/2023 09/01/2023 EBZ665006012023 01/23/2024 46WEOL6HIG 09/01/2023 COI DATE FILE NAME 08/16/2022 Huitt-Zollars COLpdf 08/16/2022 Huitt-Zollars COLpdf 05/30/2023 City of Santa Ana.pdf 08/16/2022 Huitt-Zollars COLpdf in partnership with 1 EBUF!)NN0EE0ZZZZ* DFSUJGJDBUF!PG!MJBCJMJUZ!JOTVSBODF UIJT!DFSUJGJDBUF!JT!JTTVFE!BT!B!NBUUFS!PG!JOGPSNBUJPO!POMZ!BOE!DPOGFST!OP!SJHIUT!VQPO!UIF!DFSUJGJDBUF!IPMEFS/!UIJT DFSUJGJDBUF!EPFT!OPU!BGGJSNBUJWFMZ!PS!OFHBUJWFMZ!BNFOE-!FYUFOE!PS!BMUFS!UIF!DPWFSBHF!BGGPSEFE!CZ!UIF!QPMJDJFT CFMPX/!!UIJT!DFSUJGJDBUF!PG!JOTVSBODF!EPFT!OPU!DPOTUJUVUF!B!DPOUSBDU!CFUXFFO!UIF!JTTVJOH!JOTVSFS)T*-!BVUIPSJ\[FE SFQSFTFOUBUJWF!PS!QSPEVDFS-!BOE!UIF!DFSUJGJDBUF!IPMEFS/ JNQPSUBOU;!!Jg!uif!dfsujgjdbuf!ipmefs!jt!bo!BEEJUJPOBM!JOTVSFE-!uif!qpmjdz)jft*!nvtu!ibwf!BEEJUJPOBM!JOTVSFE!qspwjtjpot!ps!cf!foepstfe/ Jg!TVCSPHBUJPO!JT!XBJWFE-!tvckfdu!up!uif!ufsnt!boe!dpoejujpot!pg!uif!qpmjdz-!dfsubjo!qpmjdjft!nbz!sfrvjsf!bo!foepstfnfou/!!B!tubufnfou!po uijt!dfsujgjdbuf!epft!opu!dpogfs!sjhiut!up!uif!dfsujgjdbuf!ipmefs!jo!mjfv!pg!tvdi!foepstfnfou)t*/ DPOUBDU QSPEVDFS OBNF; GBY QIPOF )B0D-!Op*; )B0D-!Op-!Fyu*; F.NBJM BEESFTT; JOTVSFS)T*!BGGPSEJOH!DPWFSBHFOBJD!$ Ejhjubmmz!tjhofe!cz!Bohjf!Bdfwfep! 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DESIGNATEDCONSTRUCTIONPROJECT(S) GENERALAGGREGATELIMIT Thisendorsementmodifiesinsuranceprovidedunderthefollowing: COMMERCIALGENERALLIABILITYCOVERAGEPART SCHEDULE DesignatedConstructionProject(s): InformationrequiredtocompletethisSchedule,ifnotshownabove,willbeshownintheDeclarations. A.3.A ForallsumswhichtheinsuredbecomeslegallyAnypaymentsmadeunderCoveragefor C obligatedtopayasdamagescausedbydamagesorunderCoverageformedical IA, "occurrences"underSectionÎCoverageandexpensesshallreducetheDesignated forallmedicalexpensescausedbyaccidentsConstructionProjectGeneralAggregateLimit IC, underSectionÎCoveragewhichcanbeforthatdesignatedconstructionproject.Such attributedonlytoongoingoperationsatasinglepaymentsshallnotreducetheGeneral designatedconstructionprojectshownintheAggregateLimitshownintheDeclarations Scheduleabove:norshalltheyreduceanyotherDesignated ConstructionProjectGeneralAggregateLimit 1. AseparateDesignatedConstructionProject foranyotherdesignatedconstructionproject GeneralAggregateLimitappliestoeach shownintheScheduleabove. designatedconstructionproject,andthatlimit 4. isequaltotheamountoftheGeneralThelimitsshownintheDeclarationsforEach AggregateLimitshownintheDeclarations.Occurrence,DamageToPremisesRentedTo YouandMedicalExpensecontinuetoapply. 2. TheDesignatedConstructionProjectGeneral However,insteadofbeingsubjecttothe AggregateLimitisthemostwewillpayforthe GeneralAggregateLimitshowninthe A, sumofalldamagesunderCoverage Declarations,suchlimitswillbesubjecttothe exceptdamagesbecauseof"bodilyinjury"or applicableDesignatedConstructionProject "propertydamage"includedinthe"products- GeneralAggregateLimit. completedoperationshazard",andfor C medicalexpensesunderCoverage regardlessofthenumberof: a. Insureds; b. Claimsmadeor"suits"brought;or c. Personsororganizationsmakingclaimsor bringing"suits". CG25030509Page1of2 ©InsuranceServicesOffice,Inc.,2008 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ B.C. ForallsumswhichtheinsuredbecomeslegallyWhencoverageforliabilityarisingoutofthe obligatedtopayasdamagescausedby"products-completedoperationshazard"is IA, "occurrences"underSectionÎCoverageandprovided,anypaymentsfordamagesbecauseof forallmedicalexpensescausedbyaccidents"bodilyinjury"or"propertydamage"includedin IC, underSectionÎCoveragewhichcannotbethe"products-completedoperationshazard"will attributedonlytoongoingoperationsatasinglereducetheProducts-completedOperations designatedconstructionprojectshownintheAggregateLimit,andnotreducetheGeneral Scheduleabove:AggregateLimitnortheDesignatedConstruction ProjectGeneralAggregateLimit. 1.A AnypaymentsmadeunderCoveragefor CD. damagesorunderCoverageformedicalIftheapplicabledesignatedconstructionproject expensesshallreducetheamountavailablehasbeenabandoned,delayed,orabandoned undertheGeneralAggregateLimitortheandthenrestarted,oriftheauthorized Products-completedOperationsAggregatecontractingpartiesdeviatefromplans,blueprints, Limit,whicheverisapplicable;anddesigns,specificationsortimetables,theproject willstillbedeemedtobethesameconstruction 2. Suchpaymentsshallnotreduceany project. DesignatedConstructionProjectGeneral E.III AggregateLimit.TheprovisionsofSectionÎLimitsOf Insurancenototherwisemodifiedbythis endorsementshallcontinuetoapplyas stipulated. Page2of2CG25030509 ©InsuranceServicesOffice,Inc.,2008 6HGL Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ 6HGL POLICYNUMBER: Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ THISENDORSEMENTCHANGESTHEPOLICY.PLEASEREADITCAREFULLY. AMENDMENT-DEFINITIONOFINSUREDCONTRACT Thisendorsementmodifiesinsuranceprovidedunderthefollowing: COMMERCIALGENERALLIABILITYCOVERAGEPART SCHEDULE DesignationofContracts: (Ifnoentryappearsabove,informationrequiredtocompletethisendorsementwillbeshowninthe Declarationsasapplicabletothisendorsement.) f. WithrespecttoanycontractshownintheSchedule,thefirstsubparagraphofParagraphofthedefinitionof Definitions "insuredcontract"intheSectionisreplacedbythefollowing: f. Thatpartofanyothercontractoragreementpertainingtoyourbusiness(includinganindemnificationofa municipalityinconnectionwithworkperformedforamunicipality)underwhichyouassumethetortliabilityof anotherpartytopayfor"bodilyinjury"or"propertydamage"toathirdpersonororganization.Tortliability meansaliabilitythatwouldbeimposedbylawintheabsenceofanycontractoragreement. FormHC24920608Page1of1 © 2008,TheHartford (IncludescopyrightedmaterialofInsuranceServicesOffice,Inc.withitspermission.) L6HGL Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ COMMERCIALGENERALLIABILITYCOVERAGEFORM Variousprovisionsinthispolicyrestrictcoverage.(1)The"bodilyinjury"or"propertydamage"is Readtheentirepolicycarefullytodeterminerights, causedbyan"occurrence"thattakes dutiesandwhatisandisnotcovered. placeinthe"coverageterritory"; Throughoutthispolicythewords"you"and"your"(2)The"bodilyinjury"or"propertydamage" refertotheNamedInsuredshowninthe occursduringthepolicyperiod;and Declarations,andanyotherpersonororganization (3)Priortothepolicyperiod,noinsuredlisted qualifyingasaNamedInsuredunderthispolicy.The underParagraph 1.ofSection II ÎWhoIs words"we","us"and"our"refertothestock AnInsuredandno"employee"authorized insurancecompanymemberofTheHartford byyoutogiveorreceivenoticeofan providingthisinsurance. "occurrence"orclaim,knewthatthe Theword"insured"meansanypersonor "bodilyinjury"or"propertydamage"had organizationqualifyingassuchunderSection II Î occurred,inwholeorinpart.Ifsucha WhoIsAnInsured. listedinsuredorauthorized"employee" knew,priortothepolicyperiod,thatthe Otherwordsandphrasesthatappearinquotation "bodilyinjury"or"propertydamage" markshavespecialmeaning.RefertoSection V Î occurred,thenanycontinuation,change Definitions. orresumptionofsuch"bodilyinjury"or SECTIONIÎCOVERAGES "propertydamage"duringorafterthe COVERAGEABODILYINJURYANDPROPERTY policyperiodwillbedeemedtohavebeen DAMAGELIABILITY knownpriortothepolicyperiod. 1.InsuringAgreement c."Bodilyinjury"or"propertydamage"willbe deemedtohavebeenknowntohave a.Wewillpaythosesumsthattheinsured occurredattheearliesttimewhenany becomeslegallyobligatedtopayasdamages insuredlistedunderParagraph 1.ofSection II becauseof"bodilyinjury"or"property ÎWhoIsAnInsuredorany"employee" damage"towhichthisinsuranceapplies.We authorizedbyyoutogiveorreceivenoticeof willhavetherightanddutytodefendthe an"occurrence"orclaim: insuredagainstany"suit"seekingthose damages.However,wewillhavenodutyto (1)Reportsall,oranypart,ofthe"bodily defendtheinsuredagainstany"suit"seeking injury"or"propertydamage"tousorany damagesfor"bodilyinjury"or"property otherinsurer; damage"towhichthisinsurancedoesnot (2)Receivesawrittenorverbaldemandor apply.Wemay,atourdiscretion,investigate claimfordamagesbecauseofthe"bodily any"occurrence"andsettleanyclaimor"suit" injury"or"propertydamage";or thatmayresult.But: (3)Becomesawarebyanyothermeansthat (1)Theamountwewillpayfordamagesis "bodilyinjury"or"propertydamage"has limitedasdescribedinSection III ÎLimits occurredorhasbeguntooccur. OfInsurance;and d.Damagesbecauseof"bodilyinjury"include (2)Ourrightanddutytodefendendswhen damagesclaimedbyanypersonor wehaveuseduptheapplicablelimitof organizationforcare,lossofservicesor insuranceinthepaymentofjudgmentsor deathresultingatanytimefromthe"bodily settlementsunderCoverages A or B or injury". medicalexpensesunderCoverage C. e.IncidentalMedicalMalpracticeAndGood Nootherobligationorliabilitytopaysumsor SamaritanCoverage performactsorservicesiscoveredunless "Bodilyinjury"arisingoutoftherenderingof explicitlyprovidedforunderSupplementary orfailuretorenderthefollowinghealthcare PaymentsÎCoverages A and B. servicesbyany"employee"or"volunteer b.Thisinsuranceappliesto"bodilyinjury"and worker"shallbedeemedtobecausedbyan "propertydamage"onlyif: "occurrence"for: HG00010916Page1of21 ©2016TheHartford (IncludescopyrightedmaterialofInsuranceServicesOffice,Inc.withitspermission.) Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ (1)Professionalhealthcareservicessuchas: (a)Liabilitytosuchpartyfor,orforthe costof,thatparty'sdefensehasalso (a)Medical,surgical,dental,laboratory,x- beenassumedinthesame"insured rayornursingservicesortreatment, contract";and adviceorinstruction,ortherelated furnishingoffoodorbeverages;(b)Suchattorneyfeesandlitigation expensesarefordefenseofthatparty (b)Anyhealthortherapeuticservice, againstaciviloralternativedispute treatment,adviceorinstruction;or resolutionproceedinginwhich (c)Thefurnishingordispensingofdrugs damagestowhichthisinsurance ormedical,dental,orsurgicalsupplies appliesarealleged. orappliances;or c.LiquorLiability (2)Firstaidservices,whichinclude: "Bodilyinjury"or"propertydamage"forwhich (a)Cardiopulmonaryresuscitation, anyinsuredmaybeheldliablebyreasonof: whetherperformedmanuallyorwitha (1)Causingorcontributingtotheintoxication defibrillator;or ofanyperson; (b)ServicesperformedasaGood (2)Thefurnishingofalcoholicbeveragestoa Samaritan. personunderthelegaldrinkingageor Forthepurposeofdeterminingthelimitsof undertheinfluenceofalcohol;or insurance,anyactoromissiontogetherwith (3)Anystatute,ordinanceorregulation allrelatedactsoromissionsinthefurnishing relatingtothesale,gift,distributionoruse oftheseservicestoanyonepersonwillbe ofalcoholicbeverages. consideredone"occurrence". Thisexclusionapplieseveniftheclaims However,thisIncidentalMedicalMalpractice againstanyinsuredallegenegligenceor AndGoodSamaritanCoverageprovision otherwrongdoingin: appliesonlyifyouarenotengagedinthe businessoroccupationofprovidinganyofthe (a)Thesupervision,hiring,employment, servicesdescribedinthisprovision. trainingormonitoringofothersbythat insured;or 2.Exclusions (b)Providingorfailingtoprovide Thisinsurancedoesnotapplyto: transportationwithrespecttoany a.ExpectedOrIntendedInjury personthatmaybeundertheinfluence "Bodilyinjury"or"propertydamage"expected ofalcohol; orintendedfromthestandpointofthe ifthe"occurrence"whichcausedthe"bodily insured.Thisexclusiondoesnotapplyto injury"or"propertydamage",involvedthat "bodilyinjury"or"propertydamage"resulting whichisdescribedinParagraph(1),(2)or(3) fromtheuseofreasonableforcetoprotect above. personsorproperty. However,thisexclusionappliesonlyifyou b.ContractualLiability areinthebusinessofmanufacturing, "Bodilyinjury"or"propertydamage"forwhich distributing,selling,servingorfurnishing theinsuredisobligatedtopaydamagesby alcoholicbeverages.Forthepurposesofthis reasonoftheassumptionofliabilityina exclusion,permittingapersontobring contractoragreement.Thisexclusiondoes alcoholicbeveragesonyourpremises,for notapplytoliabilityfordamages: consumptiononyourpremises,whetheror notafeeischargedoralicenseisrequired (1)Thattheinsuredwouldhaveinthe forsuchactivity,isnotbyitselfconsideredthe absenceofthecontractoragreement;or businessofselling,servingorfurnishing (2)Assumedinacontractoragreementthat alcoholicbeverages. isan"insuredcontract",providedthe d.Workers'CompensationAndSimilarLaws "bodilyinjury"or"propertydamage" occurssubsequenttotheexecutionofthe Anyobligationoftheinsuredunderaworkers' contractoragreement.Solelyforthe compensation,disabilitybenefitsor purposesofliabilityassumedinan unemploymentcompensationlaworany "insuredcontract",reasonableattorney similarlaw. feesandnecessarylitigationexpenses e.Employer'sLiability incurredbyorforapartyotherthanan "Bodilyinjury"to: insuredaredeemedtobedamages becauseof"bodilyinjury"or"property(1)An"employee"oftheinsuredarisingoutof damage",provided: andinthecourseof: Page2of21HG00010916 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ (a)Employmentbytheinsured;or thehandling,storage,disposal, processingortreatmentofwaste; (b)Performingdutiesrelatedtothe conductoftheinsured'sbusiness;or(c)Whichareorwereatanytime transported,handled,stored,treated, (2)Thespouse,child,parent,brotherorsister disposedof,orprocessedaswasteby ofthat"employee"asaconsequenceof orfor: Paragraph(1)above. (i)Anyinsured;or Thisexclusionapplies: (ii)Anypersonororganizationfor (1)Whethertheinsuredmaybeliableasan whomyoumaybelegally employerorinanyothercapacity;and responsible; (2)Toanyobligationtosharedamageswith (d)Atorfromanypremises,siteor orrepaysomeoneelsewhomustpay locationonwhichanyinsuredorany damagesbecauseoftheinjury. contractorsorsubcontractorsworking Thisexclusiondoesnotapplytoliability directlyorindirectlyonanyinsured's assumedbytheinsuredunderan"insured behalfareperformingoperationsifthe contract". "pollutants"arebroughtonortothe f.Pollution premises,siteorlocationinconnection withsuchoperationsbysuchinsured, (1)"Bodilyinjury"or"propertydamage" contractororsubcontractor.However, arisingoutoftheactual,allegedor thissubparagraphdoesnotapplyto: threateneddischarge,dispersal,seepage, migration,releaseorescapeof (i)"Bodilyinjury"or"propertydamage" "pollutants": arisingoutoftheescapeoffuels, lubricantsorotheroperatingfluids (a)Atorfromanypremises,siteor whichareneededtoperformthe locationwhichisorwasatanytime normalelectrical,hydraulicor ownedoroccupiedby,orrentedor mechanicalfunctionsnecessaryfor loanedto,anyinsured.However,this theoperationof"mobileequipment" subparagraphdoesnotapplyto: oritsparts,ifsuchfuels,lubricants (i)"Bodilyinjury"ifsustainedwithina orotheroperatingfluidsescape buildingandcausedbysmoke, fromavehiclepartdesignedto fumes,vapororsootproducedby hold,storeorreceivethem.This ororiginatingfromequipmentthat exceptiondoesnotapplyifthe isusedtoheat,coolordehumidify "bodilyinjury"or"propertydamage" thebuilding,orequipmentthatis arisesoutoftheintentional usedtoheatwaterforpersonal discharge,dispersalorreleaseof use,bythebuilding'soccupantsor thefuels,lubricantsorother theirguests; operatingfluids,orifsuchfuels, (ii)"Bodilyinjury"or"propertydamage" lubricantsorotheroperatingfluids forwhichyoumaybeheldliable,if arebroughtonortothepremises, youareacontractorandtheowner siteorlocationwiththeintentthat orlesseeofsuchpremises,siteor theybedischarged,dispersedor locationhasbeenaddedtoyour releasedaspartoftheoperations policyasanadditionalinsuredwith beingperformedbysuchinsured, respecttoyourongoingoperations contractororsubcontractor; performedforthatadditional (ii)"Bodilyinjury"or"propertydamage" insuredatthatpremises,siteor sustainedwithinabuildingand locationandsuchpremises,siteor causedbythereleaseofgases, locationisnotandneverwas fumesorvaporsfrommaterials ownedoroccupiedby,orrentedor broughtintothatbuildingin loanedto,anyinsured,otherthan connectionwithoperationsbeing thatadditionalinsured;or performedbyyouoronyourbehalf (iii)"Bodilyinjury"or"propertydamage" byacontractororsubcontractor;or arisingoutofheat,smokeorfumes (iii)"Bodilyinjury"or"propertydamage" froma"hostilefire"; arisingoutofheat,smokeorfumes (b)Atorfromanypremises,siteor froma"hostilefire";or locationwhichisorwasatanytime (e)Atorfromanypremises,siteor usedbyorforanyinsuredorothersfor locationonwhichanyinsuredorany contractorsorsubcontractorsworking HG00010916Page3of21 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ directlyorindirectlyonanyinsured's to,premisesyouownorrent,providedthe behalfareperformingoperationsifthe "auto"isnotownedbyorrentedorloaned operationsaretotestfor,monitor, toyouortheinsured; cleanup,remove,contain,treat, (4)Liabilityassumedunderany"insured detoxifyorneutralize,orinanyway contract"fortheownership,maintenance respondto,orassesstheeffectsof, oruseofaircraftorwatercraft; "pollutants". (5)"Bodilyinjury"or"propertydamage" (2)Anyloss,costorexpensearisingoutof arisingoutof: any: (a)Theoperationofmachineryor (a)Request,demand,orderorstatutoryor equipmentthatisattachedto,orpart regulatoryrequirementthatany of,alandvehiclethatwouldqualify insuredorotherstestfor,monitor, underthedefinitionof"mobile cleanup,remove,contain,treat, equipment"ifitwerenotsubjecttoa detoxifyorneutralize,orinanyway compulsoryorfinancialresponsibility respondto,orassesstheeffectsof, laworothermotorvehicleinsurance "pollutants";or lawwhereitislicensedorprincipally (b)Claimorsuitbyoronbehalfofa garaged;or governmentalauthorityfordamages (b)Theoperationofanyofthemachinery becauseoftestingfor,monitoring, orequipmentlistedinParagraph f.(2) cleaningup,removing,containing, or f.(3)ofthedefinitionof"mobile treating,detoxifyingorneutralizing,or equipment";or inanywayrespondingto,orassessing (6)Anaircraftthatisnotownedbyany theeffectsof,"pollutants". insuredandishired,charteredorloaned However,thisparagraphdoesnotapplyto withapaidcrew.However,thisexception liabilityfordamagesbecauseof"property doesnotapplyiftheinsuredhasanyother damage"thattheinsuredwouldhavein insuranceforsuch"bodilyinjury"or theabsenceofsuchrequest,demand, "propertydamage",whethertheother orderorstatutoryorregulatory insuranceisprimary,excess,contingent requirement,orsuchclaimor"suit"byor oronanyotherbasis. onbehalfofagovernmentalauthority. h.MobileEquipment g.Aircraft,AutoOrWatercraft "Bodilyinjury"or"propertydamage"arising "Bodilyinjury"or"propertydamage"arising outof: outoftheownership,maintenance,useor (1)Thetransportationof"mobileequipment" entrustmenttoothersofanyaircraft,"auto"or byan"auto"ownedoroperatedbyor watercraftownedoroperatedbyorrentedor rentedorloanedtoanyinsured;or loanedtoanyinsured.Useincludesoperation (2)Theuseof"mobileequipment"in,orwhile and"loadingorunloading". inpracticefor,orwhilebeingpreparedfor, Thisexclusionapplieseveniftheclaims anyprearrangedracing,speed, againstanyinsuredallegenegligenceor demolition,orstuntingactivity. otherwrongdoinginthesupervision,hiring, i.War employment,trainingormonitoringofothers bythatinsured,ifthe"occurrence"which "Bodilyinjury"or"propertydamage",however causedthe"bodilyinjury"or"property caused,arising,directlyorindirectly,outof: damage"involvedtheownership, (1)War,includingundeclaredorcivilwar; maintenance,useorentrustmenttoothersof (2)Warlikeactionbyamilitaryforce,including anyaircraft,"auto"orwatercraftthatisowned actioninhinderingordefendingagainstan oroperatedbyorrentedorloanedtoany actualorexpectedattack,byany insured. government,sovereignorotherauthority Thisexclusiondoesnotapplyto: usingmilitarypersonnelorotheragents; (1)Awatercraftwhileashoreonpremisesyou or ownorrent; (3)Insurrection,rebellion,revolution,usurped (2)Awatercraftyoudonotownthatis: power,oractiontakenbygovernmental authorityinhinderingordefendingagainst (a)Lessthan51feetlong;and anyofthese. (b)Notbeingusedtocarrypersonsfora j.DamageToProperty charge; "Propertydamage"to: (3)Parkingan"auto"on,oronthewaysnext Page4of21HG00010916 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ (1)Propertyyouown,rent,oroccupy, Thisexclusiondoesnotapplyifthedamaged includinganycostsorexpensesincurred workortheworkoutofwhichthedamage byyou,oranyotherperson,organization ariseswasperformedonyourbehalfbya orentity,forrepair,replacement, subcontractor. enhancement,restorationormaintenance m.DamageToImpairedPropertyOrProperty ofsuchpropertyforanyreason,including NotPhysicallyInjured preventionofinjurytoapersonordamage "Propertydamage"to"impairedproperty"or toanother'sproperty; propertythathasnotbeenphysicallyinjured, (2)Premisesyousell,giveawayorabandon, arisingoutof: ifthe"propertydamage"arisesoutofany (1)Adefect,deficiency,inadequacyor partofthosepremises; dangerousconditionin"yourproduct"or (3)Propertyloanedtoyou; "yourwork";or (4)Personalpropertyinthecare,custodyor (2)Adelayorfailurebyyouoranyoneacting controloftheinsured; onyourbehalftoperformacontractor (5)Thatparticularpartofrealpropertyon agreementinaccordancewithitsterms. whichyouoranycontractorsor Thisexclusiondoesnotapplytothelossof subcontractors useofotherpropertyarisingoutofsudden workingdirectlyorindirectlyonyourbehalf andaccidentalphysicalinjuryto"your areperformingoperations,ifthe"property product"or"yourwork"afterithasbeenput damage"arisesoutofthoseoperations;or toitsintendeduse. (6)Thatparticularpartofanypropertythat n.RecallOfProducts,WorkOrImpaired mustberestored,repairedorreplaced Property because"yourwork"wasincorrectly Damagesclaimedforanyloss,costor performedonit. expenseincurredbyyouorothersfortheloss Paragraphs(1),(3)and(4)ofthisexclusion ofuse,withdrawal,recall,inspection,repair, donotapplyto"propertydamage"(otherthan replacement,adjustment,removalordisposal damagebyfire)topremises,includingthe of: contentsofsuchpremises,rentedtoyoufora (1)"Yourproduct"; periodofsevenorfewerconsecutivedays.A (2)"Yourwork";or separatelimitofinsuranceappliestoDamage ToPremisesRentedToYouasdescribedin (3)"Impairedproperty"; Section III ÎLimitsOfInsurance. ifsuchproduct,work,orpropertyiswithdrawn Paragraph(2)ofthisexclusiondoesnotapply orrecalledfromthemarketorfromuseby ifthepremisesare"yourwork"andwere anypersonororganizationbecauseofa neveroccupied,rentedorheldforrentalby knownorsuspecteddefect,deficiency, you. inadequacyordangerousconditioninit. Paragraphs(3)and(4)ofthisexclusiondo o.PersonalAndAdvertisingInjury notapplyto"propertydamage"arisingfrom "Bodilyinjury"arisingoutof"personaland theuseofelevators. advertisinginjury". Paragraphs(3),(4),(5)and(6)ofthis p.AccessorDisclosureOfConfidentialOr exclusiondonotapplytoliabilityassumed PersonalInformationAndData-related underasidetrackagreement. Liability Paragraphs(3)and(4)ofthisexclusiondo Damagesarisingoutof: notapplyto"propertydamage"toborrowed (1)Anyaccesstoordisclosureofany equipmentwhilenotbeingusedtoperform person'sororganization'sconfidentialor operationsatthejobsite. personalinformation,includingpatents, Paragraph(6)ofthisexclusiondoesnotapply tradesecrets,processingmethods, to"propertydamage"includedinthe customerlists,financialinformation,credit "products-completedoperationshazard". cardinformation,healthinformationorany k.DamageToYourProduct othertypeofnonpublicinformation;or "Propertydamage"to"yourproduct"arising (2)Thelossof,lossofuseof,damageto, outofitoranypartofit. corruptionof,inabilitytoaccess,or inabilitytomanipulateelectronicdata. l.DamageToYourWork Thisexclusionappliesevenifdamagesare "Propertydamage"to"yourwork"arisingout claimedfornotificationcosts,credit ofitoranypartofitandincludedinthe monitoringexpenses,forensicexpenses, "products-completedoperationshazard". HG00010916Page5of21 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ publicrelationsexpensesoranyotherloss, assesstheeffectsofan"asbestos costorexpenseincurredbyyouorothers hazard";or arisingoutofthatwhichisdescribedin (c)Ariseoutofanyclaimorsuitfor Paragraph(1)or(2)above. damagesbecauseoftestingfor, However,unlessParagraph(1)above monitoring,cleaningup,removing, applies,thisexclusiondoesnotapplyto encapsulating,containing,treating, damagesbecauseof"bodilyinjuryÑ. detoxifyingorneutralizingorinany wayrespondingtoorassessingthe Asusedinthisexclusion,electronicdata effectsofan"asbestoshazard". meansinformation,factsorprogramsstored asoron,createdorusedon,ortransmittedto s.RecordingAndDistributionOfMaterialOr orfromcomputersoftware,includingsystems InformationInViolationOfLaw andapplicationssoftware,hardorfloppy "Bodilyinjury"or"propertydamage"arising disks,CD-ROMS,tapes,drives,cells,data directlyorindirectlyoutofanyactionor processingdevicesoranyothermediawhich omissionthatviolatesorisallegedtoviolate: areusedwithelectronicallycontrolled (1)TheTelephoneConsumerProtectionAct equipment. (TCPA),includinganyamendmentofor q.Employment-RelatedPractices additiontosuchlaw; "Bodilyinjury"to: (2)TheCAN-SPAMActof2003,including (1)Apersonarisingoutofany"employmentÎ anyamendmentoforadditiontosuchlaw; relatedpractices";or (3)TheFairCreditReportingAct(FCRA),and (2)Thespouse,child,parent,brotherorsister anyamendmentoforadditiontosuchlaw, ofthatpersonasaconsequenceof"bodily includingtheFairandAccurateCredit injury"tothatpersonatwhomany TransactionAct(FACTA);or "employment-relatedpractices"are (4)Anyfederal,stateorlocalstatute, directed. ordinanceorregulation,otherthanthe Thisexclusionapplies: TCPAorCAN-SPAMActof2003orFCRA andtheiramendmentsandadditions,that (1)Whethertheinjury-causingevent addresses,prohibitsorlimitstheprinting, describedinthedefinitionof"employment- dissemination,disposal,collecting, relatedpractices"occursbefore recording,sending,transmitting, employment,duringemploymentorafter communicatingordistributionofmaterial employmentofthatperson; orinformation. (2)Whethertheinsuredmaybeliableasan DamageToPremisesRentedToYouÎ employerorinanyothercapacity;and ExceptionForDamageByFire,LightningOr (3)Toanyobligationtosharedamageswith Explosion orrepaysomeoneelsewhomustpay Exclusions c.through h.and j.through n.donot damagesbecauseoftheinjury. applytodamagebyfire,lightningorexplosionto r.Asbestos premiseswhilerentedtoyouortemporarily (1)"Bodilyinjury"or"propertydamage" occupiedbyyouwithpermissionoftheowner.A arisingoutofthe"asbestoshazard". separatelimitofinsuranceappliestothis coverageasdescribedinSection III ÎLimitsOf (2)Anydamages,judgments,settlements, Insurance. loss,costsorexpensesthat: COVERAGEBPERSONALANDADVERTISING (a)Maybeawardedorincurredbyreason INJURYLIABILITY ofanyclaimorsuitallegingactualor threatenedinjuryordamageofany 1.InsuringAgreement natureorkindtopersonsorproperty a.Wewillpaythosesumsthattheinsured whichwouldnothaveoccurredin becomeslegallyobligatedtopayasdamages wholeorinpartbutforthe"asbestos becauseof"personalandadvertisinginjury" hazard"; towhichthisinsuranceapplies.Wewillhave (b)Ariseoutofanyrequest,demand, therightanddutytodefendtheinsured orderorstatutoryorregulatory againstany"suit"seekingthosedamages. requirementthatanyinsuredorothers However,wewillhavenodutytodefendthe testfor,monitor,cleanup,remove, insuredagainstany"suit"seekingdamages encapsulate,contain,treat,detoxifyor for"personalandadvertisinginjury"towhich neutralizeorinanywayrespondtoor thisinsurancedoesnotapply.Wemay,atour Page6of21HG00010916 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ discretion,investigateanyoffenseandsettle useanother's"advertisingidea"inyour anyclaimor"suit"thatmayresult.But: "advertisement". (1)Theamountwewillpayfordamagesis g.QualityOrPerformanceOfGoodsÎ limitedasdescribedinSection III ÎLimits FailureToConformToStatements OfInsurance;and "Personalandadvertisinginjury"arisingoutof (2)Ourrightanddutytodefendendwhenwe thefailureofgoods,productsorservicesto haveuseduptheapplicablelimitof conformwithanystatementofqualityor insuranceinthepaymentofjudgmentsor performancemadeinyour"advertisement". settlementsunderCoverages A or B or h.WrongDescriptionOfPrices medicalexpensesunderCoverage C. "Personalandadvertisinginjury"arisingoutof Nootherobligationorliabilitytopaysumsor thewrongdescriptionofthepriceofgoods, performactsorservicesiscoveredunless productsorservices. explicitlyprovidedforunderSupplementary i.InfringementOfIntellectualProperty PaymentsÎCoverages A and B. Rights b.Thisinsuranceappliesto"personaland (1)"Personalandadvertisinginjury"arising advertisinginjury"causedbyanoffense outofanyactualorallegedinfringement arisingoutofyourbusinessbutonlyifthe orviolationofanyintellectualproperty offensewascommittedinthe"coverage rightssuchascopyright,patent, territory"duringthepolicyperiod. trademark,tradename,tradesecret,trade 2.Exclusions dress,servicemarkorotherdesignation Thisinsurancedoesnotapplyto: oforiginorauthenticity;or a.KnowingViolationOfRightsOfAnother (2)Anyinjuryordamageallegedinanyclam or"suit"thatalsoallegesaninfringement "Personalandadvertisinginjury"arisingoutof orviolationofanyintellectualproperty anoffensecommittedby,atthedirectionor right,whethersuchallegationof withtheconsentoracquiescenceofthe infringementorviolationismadebyyouor insuredwiththeexpectationofinflicting byanyotherpartyinvolvedintheclaimor "personalandadvertisinginjury". "suit",regardlessofwhetherthis b.MaterialPublishedWithKnowledgeOf insurancewouldotherwiseapply. Falsity However,thisexclusiondoesnotapplyifthe "Personalandadvertisinginjury"arisingoutof onlyallegationintheclaimor"suit"involving oral,writtenorelectronicpublication,inany anyintellectualpropertyrightislimitedto: manner,ofmaterial,ifdonebyoratthe (1)Infringement,inyour"advertisement",of: directionoftheinsuredwithknowledgeofits falsity.(a)Copyright; c.MaterialPublishedPriorToPolicyPeriod (b)Slogan;or "Personalandadvertisinginjury"arisingoutof(c)Titleofanyliteraryorartisticwork;or oral,writtenorelectronicpublication,inany (2)Copying,inyour"advertisement",a manner,ofmaterialwhosefirstpublication personÓsororganizationÓs"advertising tookplacebeforethebeginningofthepolicy idea"orstyleof"advertisement". period. j.InsuredsInMediaAndInternetType d.CriminalActs Businesses "Personalandadvertisinginjury"arisingoutof "Personalandadvertisinginjury"committed acriminalactcommittedbyoratthedirection byaninsuredwhosebusinessis: oftheinsured. (1)Advertising,broadcasting,publishingor e.ContractualLiability telecasting; "Personalandadvertisinginjury"forwhichthe (2)Designingordeterminingcontentofweb insuredhasassumedliabilityinacontractor sitesforothers;or agreement.Thisexclusiondoesnotapplyto (3)AnInternetsearch,access,contentor liabilityfordamagesthattheinsuredwould serviceprovider. haveintheabsenceofthecontractor However,thisexclusiondoesnotapplyto agreement. Paragraphs a.,b.and c.ofthedefinitionof f.BreachOfContract "personalandadvertisinginjury"underthe "Personalandadvertisinginjury"arisingoutofa DefinitionsSection. breachofcontract,exceptanimpliedcontractto HG00010916Page7of21 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ Forthepurposesofthisexclusion,theplacing "Personalandadvertisinginjury"arisingout offrames,bordersorlinks,oradvertising,for of: youorothersanywhereontheInternet,isnot (1)An"advertisement"forothersonyourweb byitself,consideredthebusinessof site; advertising,broadcasting,publishingor (2)Placingalinktoawebsiteofotherson telecasting. yourwebsite; k.ElectronicChatroomsOrBulletinBoards (3)Content,includinginformation,sounds, "Personalandadvertisinginjury"arisingoutof text,graphics,orimagesfromawebsite anelectronicchatroomorbulletinboardthe ofothersdisplayedwithinaframeor insuredhosts,owns,oroverwhichthe borderonyourwebsite;or insuredexercisescontrol. (4)Computercode,softwareorprogramming l.UnauthorizedUseOfAnother'sNameOr usedtoenable: Product (a)Yourwebsite;or "Personalandadvertisinginjury"arisingoutof (b)Thepresentationorfunctionalityofan theunauthorizeduseofanother'snameor "advertisement"orothercontenton productinyoure-mailaddress,domainname yourwebsite. ormetatags,oranyothersimilartacticsto q.RightOfPrivacyCreatedByStatute misleadanother'spotentialcustomers. "Personalandadvertisinginjury"arisingoutof m.Pollution theviolationofaperson'srightofprivacy "Personalandadvertisinginjury"arisingoutof createdbyanystateorfederalact. theactual,allegedorthreateneddischarge, However,thisexclusiondoesnotapplyto dispersal,seepage,migration,releaseor liabilityfordamagesthattheinsuredwould escapeof"pollutants"atanytime. haveintheabsenceofsuchstateorfederal n.Pollution-Related act. Anyloss,costorexpensearisingoutofany: r.ViolationOfAnti-Trustlaw (1)Request,demand,orderorstatutoryor "Personalandadvertisinginjury"arisingoutof regulatoryrequirementthatanyinsuredor aviolationofanyanti-trustlaw. otherstestfor,monitor,cleanup,remove, s.Securities contain,treat,detoxifyorneutralize,orin anywayrespondto,orassesstheeffects "Personalandadvertisinginjury"arisingoutof of,"pollutants";or thefluctuationinpriceorvalueofanystocks, bondsorothersecurities. (2)Claimorsuitbyoronbehalfofa governmentalauthorityfordamages t.RecordingAndDistributionOfMaterialOr becauseoftestingfor,monitoring, InformationInViolationOfLaw cleaningup,removing,containing, "Personalandadvertisinginjury"arising treating,detoxifyingorneutralizing,orin directlyorindirectlyoutofanyactionor anywayrespondingto,orassessingthe omissionthatviolatesorisallegedtoviolate: effectsof,"pollutants". (1)TheTelephoneConsumerProtectionAct o.War (TCPA),includinganyamendmentofor "Personalandadvertisinginjury",however additiontosuchlaw; caused,arising,directlyorindirectly,outof: (2)TheCAN-SPAMActof2003,including (1)War,includingundeclaredorcivilwar; anyamendmentoforadditiontosuchlaw; (2)Warlikeactionbyamilitaryforce,including (3)TheFairCreditReportingAct(FCRA),and actioninhinderingordefendingagainstan anyamendmentoforadditiontosuchlaw, actualorexpectedattack,byany includingtheFairandAccurateCredit government,sovereignorotherauthority TransactionAct(FACTA);or usingmilitarypersonnelorotheragents; (4)Anyfederal,stateorlocalstatute, or ordinanceorregulation,otherthanthe (3)Insurrection,rebellion,revolution,usurped TCPAorCAN-SPAMActof2003orFCRA power,oractiontakenbygovernmental andtheiramendmentsandadditions,that authorityinhinderingordefendingagainst addresses,prohibitsorlimitstheprinting, anyofthese. dissemination,disposal,collecting, recording,sending,transmitting, p.InternetAdvertisementsAndContentOf communicatingordistributionofmaterial Others orinformation. Page8of21HG00010916 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ informationoranyothertypeofnonpublic u.Employment-RelatedPractices information. "Personalandadvertisinginjury"to: Thisexclusionappliesevenifdamagesare (1)Apersonarisingoutofany"employmentÎ claimedfornotificationcosts,credit relatedpractices";or monitoringexpenses,forensicexpenses, (2)Thespouse,child,parent,brotherorsister publicrelationsexpensesoranyotherloss, ofthatpersonasaconsequenceof costorexpenseincurredbyyouorothers "personalandadvertisinginjury"tothat arisingoutofanyaccesstoordisclosureof anyperson'sororganization'sconfidentialor personatwhomany"employment-related personalinformation. practices"aredirected. COVERAGECMEDICALPAYMENTS Thisexclusionapplies: 1.InsuringAgreement (1)Whethertheinjury-causingevent describedinthedefinitionof"employment- a.Wewillpaymedicalexpensesasdescribed relatedpractices"occursbefore belowfor"bodilyinjury"causedbyan employment,duringemploymentorafter accident: employmentofthatperson; (1)Onpremisesyouownorrent; (2)Whethertheinsuredmaybeliableasan (2)Onwaysnexttopremisesyouownor employerorinanyothercapacity;and rent;or (3)Toanyobligationtosharedamageswith (3)Becauseofyouroperations; orrepaysomeoneelsewhomustpay providedthat: damagesbecauseoftheinjury. (1)Theaccidenttakesplaceinthe"coverage v.Asbestos territory"andduringthepolicyperiod; (1)"Personalandadvertisinginjury"arising (2)Theexpensesareincurredandreported outofthe"asbestoshazard". touswithinthreeyearsofthedateofthe (2)Anydamages,judgments,settlements, accident;and loss,costsorexpensesthat: (3)Theinjuredpersonsubmitsto (a)Maybeawardedorincurredbyreason examination,atourexpense,by ofanyclaimorsuitallegingactualor physiciansofourchoiceasoftenaswe threatenedinjuryordamageofany reasonablyrequire. natureorkindtopersonsorproperty b.Wewillmakethesepaymentsregardlessof whichwouldnothaveoccurredin fault.Thesepaymentswillnotexceedthe wholeorinpartbutforthe"asbestos applicablelimitofinsurance.Wewillpay hazard"; reasonableexpensesfor: (b)Ariseoutofanyrequest,demand, (1)Firstaidadministeredatthetimeofan orderorstatutoryorregulatory accident; requirementthatanyinsuredorothers testfor,monitor,cleanup,remove, (2)Necessarymedical,surgical,X-rayand encapsulate,contain,treat,detoxifyor dentalservices,includingprosthetic neutralizeorinanywayrespondtoor devices;and assesstheeffectsofan"asbestos (3)Necessaryambulance,hospital, hazard";or professionalnursingandfuneralservices. (c)Ariseoutofanyclaimorsuitfor 2.Exclusions damagesbecauseoftestingfor, Wewillnotpayexpensesfor"bodilyinjury": monitoring,cleaningup,removing, encapsulating,containing,treating, a.AnyInsured detoxifyingorneutralizingorinany Toanyinsured,except"volunteerworkers". wayrespondingtoorassessingthe b.HiredPerson effectsofan"asbestoshazard". Toapersonhiredtodoworkfororonbehalf w.AccessOrDisclosureOfConfidentialOr ofanyinsuredoratenantofanyinsured. PersonalInformation c.InjuryOnNormallyOccupiedPremises "Personalandadvertisinginjury"arisingoutof anyaccesstoordisclosureofanyperson'sor Toapersoninjuredonthatpartofpremises organization'sconfidentialorpersonal youownorrentthatthepersonnormally information,includingpatents,tradesecrets, occupies. processingmethods,customerlists,financial d.WorkersCompensationAndSimilarLaws information,creditcardinformation,health Toaperson,whetherornotan"employee"of HG00010916Page9of21 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ anyinsured,ifbenefitsforthe"bodilyinjury"are partytothe"suit",wewilldefendthatindemnitee payableormustbeprovidedunderaworkers' ifallofthefollowingconditionsaremet: compensationordisabilitybenefitslawora a.The"suit"againsttheindemniteeseeks similarlaw. damagesforwhichtheinsuredhasassumed e.AthleticsActivities theliabilityoftheindemniteeinacontractor agreementthatisan"insuredcontract"; Toapersoninjuredwhilepracticing, instructingorparticipatinginanyphysical b.Thisinsuranceappliestosuchliability exercisesorgames,sports,orathletic assumedbytheinsured; contests. c.Theobligationtodefend,orthecostofthe f.Products-CompletedOperationsHazard defenseof,thatindemnitee,hasalsobeen assumedbytheinsuredinthesame"insured Includedwithinthe"products-completed contract"; operationshazard". d.Theallegationsinthe"suit"andthe g.CoverageAExclusions informationweknowaboutthe"occurrence" ExcludedunderCoverage A. aresuchthatnoconflictappearstoexist SUPPLEMENTARYPAYMENTSÎCOVERAGES betweentheinterestsoftheinsuredandthe AANDB interestsoftheindemnitee; 1.Wewillpay,withrespecttoanyclaimwe e.Theindemniteeandtheinsuredaskusto investigateorsettle,orany"suit"againstan conductandcontrolthedefenseofthat insuredwedefend: indemniteeagainstsuch"suit"andagreethat wecanassignthesamecounseltodefend a.Allexpensesweincur. theinsuredandtheindemnitee;and b.Upto$1,000forcostofbailbondsrequired f.Theindemnitee: becauseofaccidentsortrafficlawviolations arisingoutoftheuseofanyvehicletowhich (1)Agreesinwritingto: theBodilyInjuryLiabilityCoverageapplies. (a)Cooperatewithusintheinvestigation, Wedonothavetofurnishthesebonds. settlementordefenseofthe"suit"; c.Thecostofappealbondsorbondstorelease (b)Immediatelysenduscopiesofany attachments,butonlyforbondamounts demands,notices,summonsesorlegal withintheapplicablelimitofinsurance.Wedo papersreceivedinconnectionwiththe nothavetofurnishthesebonds. "suit"; d.Allreasonableexpensesincurredbythe (c)Notifyanyotherinsurerwhose insuredatourrequesttoassistusinthe coverageisavailabletothe investigationordefenseoftheclaimor"suit", indemnitee;and includingactuallossofearningsupto$500a (d)Cooperatewithuswithrespectto daybecauseoftimeofffromwork. coordinatingotherapplicable e.Allcourtcoststaxedagainsttheinsuredin insuranceavailabletotheindemnitee; the"suit".However,suchcostsdonot and includeattorneys'fees,attorneys'expenses, (2)Providesuswithwrittenauthorizationto: witnessorexpertfees,oranyotherexpenses ofapartytaxedtotheinsured.(a)Obtainrecordsandotherinformation relatedtothe"suit";and f.Prejudgmentinterestawardedagainstthe insuredonthatpartofthejudgmentwepay.If(b)Conductandcontrolthedefenseofthe wemakeanoffertopaytheapplicablelimitof indemniteeinsuch"suit". insurance,wewillnotpayanyprejudgment Solongastheaboveconditionsaremet, interestbasedonthatperiodoftimeafterthe attorneys'feesincurredbyusinthedefenseof offer. thatindemnitee, g.Allinterestonthefullamountofanyjudgment necessarylitigationexpensesincurredbyusand thataccruesafterentryofthejudgmentand necessarylitigationexpensesincurredbythe beforewehavepaid,offeredtopay,or indemniteeatourrequestwillbepaidas depositedincourtthepartofthejudgment SupplementaryPayments.Notwithstandingthe thatiswithintheapplicablelimitofinsurance.provisionsofParagraph 2.b.(2)ofSection I Î Coverage A ÎBodilyInjuryAndProperty Thesepaymentswillnotreducethelimitsof DamageLiability,suchpaymentswillnotbe insurance. deemedtobedamagesfor"bodilyinjury"and 2.Ifwedefendaninsuredagainsta"suit"andan "propertydamage"andwillnotreducethelimits indemniteeoftheinsuredisalsonamedasa ofinsurance. Page10of21HG00010916 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ Ourobligationtodefendaninsured'sindemnitee liabilitycompany),toaco-"employee" andtopayforattorneys'feesandnecessary whileinthecourseofhisorher litigationexpensesasSupplementaryPayments employmentorperformingduties endswhen: relatedtotheconductofyour business,ortoyourother"volunteer a.Wehaveuseduptheapplicablelimitof workers"whileperformingduties insuranceinthepaymentofjudgmentsor relatedtotheconductofyour settlements;or business; b.Theconditionssetforthabove,orthetermsof (b)Tothespouse,child,parent,brotheror theagreementdescribedinParagraph f. sisterofthatco-"employee"orthat above,arenolongermet. "volunteerworker"asaconsequence SECTIONIIÎWHOISANINSUREDSECTIONIIÎWHOISANINSURED ofParagraph(1)(a)above; 1.IfyouaredesignatedintheDeclarationsas: (c)Forwhichthereisanyobligationto a.Anindividual,youandyourspouseare sharedamageswithorrepaysomeone insureds,butonlywithrespecttotheconduct elsewhomustpaydamagesbecause ofabusinessofwhichyouarethesole oftheinjurydescribedinParagraphs owner. (1)(a)or(1)(b)above;or b.Apartnershiporjointventure,youarean (d)Arisingoutofhisorherprovidingor insured.Yourmembers,yourpartners,and failingtoprovideprofessionalhealth theirspousesarealsoinsureds,butonlywith careservices. respecttotheconductofyourbusiness. Ifyouarenotinthebusinessofproviding c.Alimitedliabilitycompany,youarean professionalhealthcareservices: insured.Yourmembersarealsoinsureds,but (a)Subparagraphs(1)(a),(1)(b)and(1)(c) onlywithrespecttotheconductofyour abovedonotapplytoany"employee" business.Yourmanagersareinsureds,but or"volunteerworker"providingfirstaid onlywithrespecttotheirdutiesasyour services;and managers. (b)Subparagraph(1)(d)abovedoesnot d.Anorganizationotherthanapartnership,joint applytoanynurse,emergencymedical ventureorlimitedliabilitycompany,youare technicianorparamedicemployedby aninsured.Your"executiveofficers"and youtoprovidesuchservices. directorsareinsureds,butonlywithrespectto (2)"Propertydamage"toproperty: theirdutiesasyourofficersordirectors.Your stockholdersarealsoinsureds,butonlywith(a)Owned,occupiedorusedby, respecttotheirliabilityasstockholders. (b)Rentedto,inthecare,custodyor e.Atrust,youareaninsured.Yourtrusteesare controlof,oroverwhichphysical alsoinsureds,butonlywithrespecttotheir controlisbeingexercisedforany dutiesastrustees. purposeby 2.Eachofthefollowingisalsoaninsured: you,anyofyour"employees","volunteer workers",anypartnerormember(ifyou a.EmployeesAndVolunteerWorkers areapartnershiporjointventure),orany Your"volunteerworkers"onlywhile member(ifyouarealimitedliability performingdutiesrelatedtotheconductof company). yourbusiness,oryour"employees",other b.RealEstateManager thaneitheryour"executiveofficers"(ifyouare anorganizationotherthanapartnership,joint Anyperson(otherthanyour"employee"or ventureorlimitedliabilitycompany)oryour "volunteerworker"),oranyorganizationwhile managers(ifyouarealimitedliability actingasyourrealestatemanager. company),butonlyforactswithinthescope c.TemporaryCustodiansOfYourProperty oftheiremploymentbyyouorwhile Anypersonororganizationhavingproper performingdutiesrelatedtotheconductof temporarycustodyofyourpropertyifyoudie, yourbusiness. butonly: However,noneofthese"employees"or (1)Withrespecttoliabilityarisingoutofthe "volunteerworkers"areinsuredsfor: maintenanceoruseofthatproperty;and (1)"Bodilyinjury"or"personalandadvertising (2)Untilyourlegalrepresentativehasbeen injury": appointed. (a)Toyou,toyourpartnersormembers(if d.LegalRepresentativeIfYouDie youareapartnershiporjointventure), Yourlegalrepresentativeifyoudie,butonly toyourmembers(ifyouarealimited HG00010916Page11of21 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ AdditionalInsuredsWhenRequiredqByy withrespecttodutiesassuch.That 5.AdditionalInsuredsWhenRequiredBy WrittenContract,WrittenAgreementOr representativewillhaveallyourrightsand WrittenContract,WrittenAgreementOr Permit dutiesunderthisCoveragePart.Permit e.UnnamedSubsidiary Thefollowingperson(s)ororganization(s)arean additionalinsuredwhenyouhaveagreed,ina Anysubsidiary,andsubsidiarythereof,of writtencontract,writtenagreementorbecauseof yourswhichisalegallyincorporatedentityof apermitissuedbyastateorpoliticalsubdivision, whichyouownafinancialinterestofmore thatsuchpersonororganizationbeaddedasan than50%ofthevotingstockontheeffective additionalinsuredonyourpolicy,providedthe dateoftheCoveragePart. injuryordamageoccurssubsequenttothe Theinsuranceaffordedhereinforany executionofthecontractoragreement. subsidiarynotnamedinthisCoveragePart Apersonororganizationisanadditionalinsured asanamedinsureddoesnotapplytoinjury underthisprovisiononlyforthatperiodoftime ordamagewithrespecttowhichsuchinsured requiredbythecontractoragreement. isalsoanamedinsuredunderanotherpolicy orwouldbeanamedinsuredundersuch However,nosuchpersonororganizationisan policybutforitsterminationortheexhaustion insuredunderthisprovisionifsuchpersonor ofitslimitsofinsurance. organizationisincludedasaninsuredbyan endorsementissuedbyusandmadeapartof 3.NewlyAcquiredOrFormedOrganization thisCoveragePart. Anyorganizationyounewlyacquireorform, a.Vendors otherthanapartnership,jointventureorlimited liabilitycompany,andoverwhichyoumaintain Anyperson(s)ororganization(s)(referredto financialinterestofmorethan50%ofthevoting belowasvendor),butonlywithrespectto stock,willqualifyasaNamedInsuredifthereis "bodilyinjury"or"propertydamage"arising noothersimilarinsuranceavailabletothat outof"yourproducts"whicharedistributedor organization.However: soldintheregularcourseofthevendor's businessandonlyifthisCoveragePart a.Coverageunderthisprovisionisaffordedonly providescoveragefor"bodilyinjury"or untilthe180thdayafteryouacquireorform "propertydamage"includedwithinthe theorganizationortheendofthepolicy "products-completedoperationshazard". period,whicheverisearlier; (1)Theinsuranceaffordedthevendoris b.Coverage A doesnotapplyto"bodilyinjury" subjecttothefollowingadditional or"propertydamage"thatoccurredbefore exclusions: youacquiredorformedtheorganization;and Thisinsurancedoesnotapplyto: c.Coverage B doesnotapplyto"personaland advertisinginjury"arisingoutofanoffense(a)"Bodilyinjury"or"propertydamage"for committedbeforeyouacquiredorformedthe whichthevendorisobligatedtopay organization. damagesbyreasonoftheassumption ofliabilityinacontractoragreement. 4.NonownedWatercraft Thisexclusiondoesnotapplyto Withrespecttowatercraftyoudonotownthatis liabilityfordamagesthatthevendor lessthan51feetlongandisnotbeingusedto wouldhaveintheabsenceofthe carrypersonsforacharge,anypersonisan contractoragreement; insuredwhileoperatingsuchwatercraftwithyour (b)Anyexpresswarrantyunauthorizedby permission.Anyotherpersonororganization you; responsiblefortheconductofsuchpersonis alsoaninsured,butonlywithrespecttoliability(c)Anyphysicalorchemicalchangeinthe arisingoutoftheoperationofthewatercraft,and productmadeintentionallybythe onlyifnootherinsuranceofanykindisavailable vendor; tothatpersonororganizationforthisliability. (d)Repackaging,exceptwhenunpacked However,nopersonororganizationisaninsured solelyforthepurposeofinspection, withrespectto: demonstration,testing,orthe substitutionofpartsunderinstructions a."Bodilyinjury"toaco-"employee"ofthe fromthemanufacturer,andthen personoperatingthewatercraft;or repackagedintheoriginalcontainer; b."Propertydamage"topropertyownedby, (e)Anyfailuretomakesuchinspections, rentedto,inthechargeoforoccupiedbyyou adjustments,testsorservicingasthe ortheemployerofanypersonwhoisan vendorhasagreedtomakeornormally insuredunderthisprovision. Page12of21HG00010916 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ undertakestomakeintheusual Thisinsurancedoesnotapplyto: courseofbusiness,inconnectionwith 1.Any"occurrence"whichtakesplaceafter thedistributionorsaleoftheproducts; youceasetoleasethatland;or (f)Demonstration,installation,servicing 2.Structuralalterations,newconstructionor orrepairoperations,exceptsuch demolitionoperationsperformedbyoron operationsperformedatthevendor's behalfofsuchpersonororganization. premisesinconnectionwiththesaleof d.Architects,EngineersOrSurveyors theproduct; Anyarchitect,engineer,orsurveyor,butonly (g)Productswhich,afterdistributionor withrespecttoliabilityfor"bodilyinjury", salebyyou,havebeenlabeledor "propertydamage"or"personaland relabeledorusedasacontainer,part advertisinginjury"caused,inwholeorinpart, oringredientofanyotherthingor byyouractsoromissionsortheactsor substancebyorforthevendor;or omissionsofthoseactingonyourbehalf: (h)"Bodilyinjury"or"propertydamage" (1)Inconnectionwithyourpremises;or arisingoutofthesolenegligenceofthe (2)Intheperformanceofyourongoing vendorforitsownactsoromissionsor operationsperformedbyyouoronyour thoseofitsemployeesoranyoneelse behalf. actingonitsbehalf.However,this exclusiondoesnotapplyto: Withrespecttotheinsuranceaffordedthese additionalinsureds,thefollowingadditional (i)TheexceptionscontainedinSub- exclusionapplies: paragraphs(d)or(f);or Thisinsurancedoesnotapplyto"bodily (ii)Suchinspections,adjustments, injury","propertydamage"or"personaland testsorservicingasthevendorhas advertisinginjury"arisingoutoftherendering agreedtomakeornormally oforthefailuretorenderanyprofessional undertakestomakeintheusual servicesbyorforyou,including: courseofbusiness,inconnection withthedistributionorsaleofthe 1.Thepreparing,approving,orfailingto products. prepareorapprove,maps,shopdrawings, opinions,reports,surveys,fieldorders, (2)Thisinsurancedoesnotapplytoany changeordersordrawingsand insuredpersonororganization,from specifications;or whomyouhaveacquiredsuchproducts, oranyingredient,partorcontainer, 2.Supervisory,inspection,architecturalor enteringinto,accompanyingorcontaining engineeringactivities. suchproducts. Thisexclusionapplieseveniftheclaims b.LessorsOfEquipment againstanyinsuredallegenegligenceor otherwrongdoinginthesupervision,hiring, (1)Anyperson(s)ororganization(s)from employment,trainingormonitoringofothers whomyouleaseequipment;butonlywith bythatinsured,ifthe"occurrence"which respecttotheirliabilityfor"bodilyinjury", causedthe"bodilyinjury"or"property "propertydamage"or"personaland damage",ortheoffensewhichcausedthe advertisinginjury"caused,inwholeorin "personalandadvertisinginjury",involvedthe part,byyourmaintenance,operationor renderingoforthefailuretorenderany useofequipmentleasedtoyoubysuch professionalservicesbyorforyou. person(s)ororganization(s). e.PermitsIssuedByStateOrPolitical (2)Withrespecttotheinsuranceaffordedto Subdivisions theseadditionalinsuredsthisinsurance doesnotapplytoany"occurrence"which Anystateorpoliticalsubdivision,butonlywith takesplaceaftertheequipmentlease respecttooperationsperformedbyyouoron expires. yourbehalfforwhichthestateorpolitical subdivisionhasissuedapermit. c.LessorsOfLandOrPremises Withrespecttotheinsuranceaffordedthese Anypersonororganizationfromwhomyou additionalinsureds,thisinsurancedoesnot leaselandorpremises,butonlywithrespect applyto: toliabilityarisingoutoftheownership, maintenanceoruseofthatpartofthelandor (1)"Bodilyinjury","propertydamage"or premisesleasedtoyou. "personalandadvertisinginjury"arising outofoperationsperformedforthestate Withrespecttotheinsuranceaffordedthese ormunicipality;or additionalinsuredsthefollowingadditional exclusionsapply: HG00010916Page13of21 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ (2)"Bodilyinjury"or"propertydamage" bythatinsured,ifthe"occurrence"which includedwithinthe"products-completed causedthe"bodilyinjury"or"property operationshazard". damage",ortheoffensewhichcausedthe "personalandadvertisinginjury",involvedthe f.AnyOtherPartyAnyOtherParty renderingoforthefailuretorenderany Anyotherpersonororganizationwhoisnot professionalservicesbyorforyou. anadditionalinsuredunderParagraphs a. Thelimitsofinsurancethatapplytoadditional through e.above,butonlywithrespectto insuredsisdescribedinSection III ÎLimitsOf liabilityfor"bodilyinjury","propertydamage" Insurance. or"personalandadvertisinginjury"caused,in wholeorinpart,byyouractsoromissionsor Howthisinsuranceapplieswhenotherinsurance theactsoromissionsofthoseactingonyour isavailabletotheadditionalinsuredisdescribed behalf:intheOtherInsuranceConditioninSection IV Î CommercialGeneralLiabilityConditions. (1)IntheperformanceofyourongoingIntheperformanceofyourongoingp operations;operations; Nopersonororganizationisaninsuredwithrespect totheconductofanycurrentorpastpartnership, (2)(2)InconnectionwithyourpremisesownedInconnectionwithyourpremisesownedy jointventureorlimitedliabilitycompanythatisnot byorrentedtoyou;orbyorrentedtoyou;or shownasaNamedInsuredintheDeclarations. (3)(3)Inconnectionwith"yourwork"andInconnectionwith"yourywork"and SECTIONIIIÎLIMITSOFINSURANCE includedwithinthe"products-completedincludedwithinthe"products-completedp operationshazard",butonlyifoperationshazard",butonlyif 1.TheMostWeWillPay (a)(a)ThewrittencontractoragreementThewrittencontractoragreementg TheLimitsofInsuranceshowninthe requiresyoutoprovidesuchcoveragerequiresyoutoprovidesuchcoverageqyp Declarationsandtherulesbelowfixthemostwe tosuchadditionalinsured;andtosuchadditionalinsured;and willpayregardlessofthenumberof: (b)(b)ThisCoveragePartprovidescoverageThisCoveragePartprovidescoverage a.Insureds; for"bodilyinjury"or"propertydamage"for"bodilyinjury"or"propertydamage"jyppyg b.Claimsmadeor"suits"brought;or includedwithinthe"products-includedwithinthe"products-p c.Personsororganizationsmakingclaimsor completedoperationshazard". completedoperationshazard". bringing"suits". However: 2.GeneralAggregateLimit (1)Theinsuranceaffordedtosuchadditional TheGeneralAggregateLimitisthemostwewill insuredonlyappliestotheextent payforthesumof: permittedbylaw;and a.MedicalexpensesunderCoverage C; (2)Ifcoverageprovidedtotheadditional b.DamagesunderCoverage A,except insuredisrequiredbyacontractor damagesbecauseof"bodilyinjury"or agreement,theinsuranceaffordedtosuch "propertydamage"includedinthe"products- additionalinsuredwillnotbebroaderthan completedoperationshazard";and thatwhichyouarerequiredbythecontract oragreementtoprovideforsuch c.DamagesunderCoverage B. additionalinsured. 3.Products-CompletedOperationsAggregate Withrespecttotheinsuranceaffordedto Limit theseadditionalinsureds,thisinsurancedoes TheProducts-CompletedOperationsAggregate notapplyto: LimitisthemostwewillpayunderCoverage A "Bodilyinjury","propertydamage"or fordamagesbecauseof"bodilyinjury"and "personalandadvertisinginjury"arisingoutof "propertydamage"includedinthe"products- therenderingof,orthefailuretorender,any completedoperationshazard". professionalarchitectural,engineeringor 4.PersonalAndAdvertisingInjuryLimit surveyingservices,including: Subjectto 2.above,thePersonaland (1)Thepreparing,approving,orfailingto AdvertisingInjuryLimitisthemostwewillpay prepareorapprove,maps,shopdrawings, underCoverage B forthesumofalldamages opinions,reports,surveys,fieldorders, becauseofall"personalandadvertisinginjury" changeordersordrawingsand sustainedbyanyonepersonororganization. specifications;or 5.EachOccurrenceLimit (2)Supervisory,inspection,architecturalor Subjectto 2.or 3.above,whicheverapplies,the engineeringactivities. EachOccurrenceLimitisthemostwewillpayfor Thisexclusionapplieseveniftheclaims thesumof: againstanyinsuredallegenegligenceor a.DamagesunderCoverage A;and otherwrongdoinginthesupervision,hiring, employment,trainingormonitoringofothers Page14of21HG00010916 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ b.MedicalexpensesunderCoverage C a.NoticeOfOccurrenceOrOffense becauseofall"bodilyinjury"and"property Youoranyadditionalinsuredmustseetoit damage"arisingoutofanyone"occurrence". thatwearenotifiedassoonaspracticableof an"occurrence"oranoffensewhichmay 6.DamageToPremisesRentedToYouLimit resultinaclaim.Totheextentpossible, Subjectto 5.above,theDamageToPremises noticeshouldinclude: RentedToYouLimitisthemostwewillpay (1)How,whenandwherethe"occurrence"or underCoverage A fordamagesbecauseof offensetookplace; "propertydamage"toanyonepremises,while rentedtoyou,orinthecaseofdamagebyfire,(2)Thenamesandaddressesofanyinjured lightningorexplosion,whilerentedtoyouor personsandwitnesses;and temporarilyoccupiedbyyouwithpermissionof (3)Thenatureandlocationofanyinjuryor theowner. damagearisingoutofthe"occurrence"or Inthecaseofdamagebyfire,lightningor offense. explosion,theDamagetoPremisesRentedTo b.NoticeOfClaim YouLimitappliestoalldamageproximately Ifaclaimismadeor"suit"isbroughtagainst causedbythesameevent,whethersuch anyinsured,youoranyadditionalinsured damageresultsfromfire,lightningorexplosion must: oranycombinationofthese. (1)Immediatelyrecordthespecificsofthe 7.MedicalExpenseLimit claimor"suit"andthedatereceived;and Subjectto 5.above,theMedicalExpenseLimitis (2)Notifyusassoonaspracticable. themostwewillpayunderCoverage C forall Youoranyadditionalinsuredmustseetoit medicalexpensesbecauseof"bodilyinjury" thatwereceivewrittennoticeoftheclaimor sustainedbyanyoneperson. "suit"assoonaspracticable. 8.HowLimitsApplyToAdditionalInsureds c.AssistanceAndCooperationOfThe Ifyouhaveagreedinawrittencontractorwritten Insured agreementthatanotherpersonororganization Youandanyotherinvolvedinsuredmust: be addedasanadditionalinsuredonyourpolicy, (1)Immediatelysenduscopiesofany themostwewillpayonbehalfofsuchadditional demands,notices,summonsesorlegal insuredisthelesserof: papersreceivedinconnectionwiththe claimor"suit"; a.Thelimitsofinsurancespecifiedinthewritten contractorwrittenagreement;or (2)Authorizeustoobtainrecordsandother information; b.TheLimitsofInsuranceshowninthe Declarations. (3)Cooperatewithusintheinvestigationor settlementoftheclaimordefenseagainst Suchamountshallbeapartofandnotin the"suit";and additiontoLimitsofInsuranceshowninthe DeclarationsanddescribedinthisSection. (4)Assistus,uponourrequest,inthe enforcementofanyrightagainstanyperson TheLimitsofInsuranceofthisCoveragePartapply ororganizationwhichmaybeliabletothe separatelytoeachconsecutiveannualperiodandto insuredbecauseofinjuryordamageto anyremainingperiodoflessthan12months, whichthisinsurancemayalsoapply. startingwiththebeginningofthepolicyperiod shownintheDeclarations,unlessthepolicyperiod d.ObligationsAtTheInsuredsOwnCost isextendedafterissuanceforanadditionalperiodof Noinsuredwill,exceptatthatinsured'sown lessthan12months.Inthatcase,theadditional cost,voluntarilymakeapayment,assume periodwillbedeemedpartofthelastpreceding anyobligation,orincuranyexpense,other periodforpurposesofdeterminingtheLimitsof thanforfirstaid,withoutourconsent. Insurance. e.AdditionalInsuredsOtherInsurance SECTIONIVÎCOMMERCIALGENERAL Ifwecoveraclaimor"suit"underthis LIABILITYCONDITIONS CoveragePartthatmayalsobecoveredby 1.Bankruptcy otherinsuranceavailabletoanadditional Bankruptcyorinsolvencyoftheinsuredorofthe insured,suchadditionalinsuredmustsubmit insured'sestatewillnotrelieveusofour suchclaimor"suit"totheotherinsurerfor obligationsunderthisCoveragePart. defenseandindemnity. 2.DutiesInTheEventOfOccurrence,Offense, However,thisprovisiondoesnotapplytothe ClaimOrSuit extentthatyouhaveagreedinawritten HG00010916Page15of21 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ contractorwrittenagreementthatthis b.ExcessInsurance insuranceisprimaryandnon-contributory Thisinsuranceisexcessoveranyoftheother withtheadditionalinsured'sowninsurance. insurance,whetherprimary,excess, f.KnowledgeOfAnOccurrence,Offense, contingentoronanyotherbasis: ClaimOrSuit (1)YourWork Paragraphs a.and b.applytoyouortoany ThatisFire,ExtendedCoverage,Builder's additionalinsuredonlywhensuch Risk,InstallationRiskorsimilarcoverage "occurrence",offense,claimor"suit"isknown for"yourwork"; to: (2)PremisesRentedToYou (1)Youoranyadditionalinsuredthatisan Thatisfire,lightningorexplosion individual; insuranceforpremisesrentedtoyouor (2)Anypartner,ifyouortheadditional temporarilyoccupiedbyyouwith insuredisapartnership; permissionoftheowner; (3)Anymanager,ifyouortheadditional (3)TenantLiability insuredisalimitedliabilitycompany; Thatisinsurancepurchasedbyyouto (4)Any"executiveofficer"orinsurance coveryourliabilityasatenantfor manager,ifyouortheadditionalinsuredis "propertydamage"topremisesrentedto acorporation; youortemporarilyoccupiedbyyouwith (5)Anytrustee,ifyouortheadditional permissionoftheowner; insuredisatrust;or (4)Aircraft,AutoOrWatercraft (6)Anyelectedorappointedofficial,ifyouor Ifthelossarisesoutofthemaintenanceor theadditionalinsuredisapolitical useofaircraft,"autos"orwatercrafttothe subdivisionorpublicentity. extentnotsubjecttoExclusiong.of ThisdutyappliesseparatelytoyouandanySection I ÎCoverageAÎBodilyInjury additionalinsured. AndPropertyDamageLiability; 3.LegalActionAgainstUs (5)PropertyDamageToBorrowed EquipmentOrUseOfElevators Nopersonororganizationhasarightunderthis CoveragePart: Ifthelossarisesoutof"propertydamage" toborrowedequipmentortheuseof a.Tojoinusasapartyorotherwisebringus elevatorstotheextentnotsubjectto intoa"suit"askingfordamagesfroman Exclusion j.ofSection I-Coverage A- insured;or BodilyInjuryAndPropertyDamage b.TosueusonthisCoveragePartunlessallof Liability; itstermshavebeenfullycompliedwith. (6)WhenYouAreAddedAsAnAdditional Apersonororganizationmaysueustorecover InsuredToOtherInsurance onanagreedsettlementoronafinaljudgment Anyotherinsuranceavailabletoyou againstaninsured;butwewillnotbeliablefor coveringliabilityfordamagesarisingout damagesthatarenotpayableunderthetermsof ofthepremisesoroperations,orproducts thisCoveragePartor andcompletedoperations,forwhichyou thatareinexcessoftheapplicablelimitof havebeenaddedasanadditionalinsured insurance.Anagreedsettlementmeansa bythatinsurance;or settlementandreleaseofliabilitysignedbyus, theinsuredandtheclaimantortheclaimant's(7)WhenYouAddOthersAsAn legalrepresentative.AdditionalInsuredToThisInsurance 4.OtherInsurance Anyotherinsuranceavailabletoan additionalinsured. Ifothervalidandcollectibleinsuranceis availabletotheinsuredforalosswecoverunder However,thefollowingprovisionsapplyto Coverages A or B ofthisCoveragePart,our otherinsuranceavailabletoanypersonor obligationsarelimitedasfollows: organizationwhoisanadditionalinsured underthiscoveragepart. a.PrimaryInsurance PrimaryInsuranceWhenRequiredy (a)PrimaryInsuranceWhenRequired Thisinsuranceisprimaryexceptwhen b. ByContract ByContract belowapplies.Ifotherinsuranceisalso primary,wewillsharewithallthatother Thisinsuranceisprimaryifyouhave insurancebythemethoddescribedin c. agreedinawrittencontractorwritten below. agreementthatthisinsurancebe primary.Ifotherinsuranceisalso Page16of21HG00010916 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ primary,wewillsharewithallthat 5.PremiumAudit otherinsurancebythemethod a.Wewillcomputeallpremiumsforthis describedin c.below. CoveragePartinaccordancewithourrules (b)PrimaryAndNon-ContributoryToPrimaryAndNon-ContributoryToyy andrates. OtherInsuranceWhenRequiredByOtherInsuranceWhenRequiredBy b.PremiumshowninthisCoveragePartas ContractContract advancepremiumisadepositpremiumonly. Ifyouhaveagreedinawritten Atthecloseofeachauditperiodwewill contract,writtenagreement,orpermit computetheearnedpremiumforthatperiod thatthisinsuranceisprimaryandnon- andsendnoticetothefirstNamedInsured. contributorywiththeadditional Theduedateforauditandretrospective insured'sowninsurance,thisinsurance premiumsisthedateshownastheduedate isprimaryandwewillnotseek onthebill.Ifthesumoftheadvanceand contributionfromthatotherinsurance. auditpremiumspaidforthepolicyperiodis greaterthantheearnedpremium,wewill Paragraphs(a)and(b)donotapplyto returntheexcesstothefirstNamedInsured. otherinsurancetowhichtheadditional insuredhasbeenaddedasanadditional c.ThefirstNamedInsuredmustkeeprecordsof insured. theinformationweneedforpremium computation,andsenduscopiesatsuch Whenthisinsuranceisexcess,wewillhave timesaswemayrequest. nodutyunderCoverages A or B todefend theinsuredagainstany"suit"ifanyother 6.Representations insurerhasadutytodefendtheinsured a.WhenYouAcceptThisPolicy againstthat"suit".Ifnootherinsurerdefends, Byacceptingthispolicy,youagree: wewillundertaketodoso,butwewillbe (1)ThestatementsintheDeclarationsare entitledtotheinsured'srightsagainstall accurateandcomplete; thoseotherinsurers. (2)Thosestatementsarebasedupon Whenthisinsuranceisexcessoverother representationsyoumadetous;and insurance,wewillpayonlyourshareofthe amountoftheloss,ifany,thatexceedsthe (3)Wehaveissuedthispolicyinreliance sumof: uponyourrepresentations. (1)Thetotalamountthatallsuchother b.UnintentionalFailureToDiscloseHazards insurancewouldpayforthelossinthe Ifunintentionallyyoushouldfailtodiscloseall absenceofthisinsurance;and hazardsrelatingtotheconductofyour (2)Thetotalofalldeductibleandself-insured businessthatexistattheinceptiondateof amountsunderallthatotherinsurance. thisCoveragePart,weshallnotdeny coverageunderthisCoveragePartbecause Wewillsharetheremainingloss,ifany,with ofsuchfailure. anyotherinsurancethatisnotdescribedin thisExcessInsuranceprovisionandwasnot 7.SeparationOfInsureds boughtspecificallytoapplyinexcessofthe ExceptwithrespecttotheLimitsofInsurance, LimitsofInsuranceshownintheDeclarations andanyrightsordutiesspecificallyassignedin ofthisCoveragePart. thisCoverageParttothefirstNamedInsured, c.MethodOfSharing thisinsuranceapplies: Ifalloftheotherinsurancepermits a.AsifeachNamedInsuredweretheonly contributionbyequalshares,wewillfollow NamedInsured;and thismethodalso.Underthisapproacheach b.Separatelytoeachinsuredagainstwhom insurercontributesequalamountsuntilithas claimismadeor"suit"isbrought. paiditsapplicablelimitofinsuranceornone 8.TransferOfRightsOfRecoveryAgainst ofthelossremains,whichevercomesfirst. OthersToUs Ifanyoftheotherinsurancedoesnotpermit a.TransferOfRightsOfRecovery contributionbyequalshares,wewill contributebylimits.Underthismethod,each Iftheinsuredhasrightstorecoverallorpart insurer'sshareisbasedontheratioofits ofanypayment,includingSupplementary applicablelimitofinsurancetothetotal Payments,wehavemadeunderthis applicablelimitsofinsuranceofallinsurers. CoveragePart,thoserightsaretransferredto us.Theinsuredmustdonothingafterlossto HG00010916Page17of21 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ impairthem.Atourrequest,theinsuredwill othermotorvehicleinsurancelawwhereitis bring"suit"ortransferthoserightstousand licensedorprincipallygaraged. helpusenforcethem. However,"auto"doesnotinclude"mobile b.WaiverOfRightsOfRecovery(WaiverOfb.WaiverOfRightsOfRecovery(WaiverOfgtsOfRecovery equipment". Subrogation)Subrogation) 5."Bodilyinjury"meansphysical: Iftheinsuredhaswaivedanyrightsof a.Injury; recoveryagainstanypersonororganization b.Sickness;or forallorpartofanypayment,including c.Disease SupplementaryPayments,wehavemade underthisCoveragePart,wealsowaivethat sustainedbyapersonand,ifarisingoutofthe right,providedtheinsuredwaivedtheirrights above,mentalanguishordeathatanytime. ofrecoveryagainstsuchpersonor 6."Coverageterritory"means: organizationinacontract,agreementor a.TheUnitedStatesofAmerica(includingits permitthatwasexecutedpriortotheinjuryor territoriesandpossessions),PuertoRicoand damage. Canada; 9.WhenWeDoNotRenew b.Internationalwatersorairspace,butonlyif IfwedecidenottorenewthisCoveragePart,we theinjuryordamageoccursinthecourseof willmailordelivertothefirstNamedInsured travelortransportationbetweenanyplaces shownintheDeclarationswrittennoticeofthe includedin a.above;or nonrenewalnotlessthan30daysbeforethe c.Allotherpartsoftheworldiftheinjuryor expirationdate. damagearisesoutof: Ifnoticeismailed,proofofmailingwillbe (1)Goodsorproductsmadeorsoldbyyouin sufficientproofofnotice. theterritorydescribedin a.above; SECTIONVÎDEFINITIONS (2)Theactivitiesofapersonwhosehomeis 1."Advertisement"meansthewidespreadpublic intheterritorydescribedin a.above,butis disseminationofinformationorimagesthathas awayforashorttimeonyourbusiness;or thepurposeofinducingthesaleofgoods, (3)"Personalandadvertisinginjury"offenses productsorservicesthrough: thattakeplacethroughtheInternetor a.(1)Radio; similarelectronicmeansofcommunication (2)Television; providedtheinsured'sresponsibilitytopay (3)Billboard; damagesisdeterminedintheUnitedStatesof America(includingitsterritoriesandpossessions), (4)Magazine; PuertoRicoorCanada,ina"suit"onthemerits (5)Newspaper;or accordingtothesubstantivelawinsuchterritoryor b.Anyotherpublicationthatisgivenwidespread inasettlementweagreeto. publicdistribution. 7."Employee"includesa"leasedworker". However,"advertisement"doesnotinclude: "Employee"doesnotincludea"temporary a.Thedesign,printedmaterial,informationor worker". imagescontainedin,onoruponthe 8."Employment-RelatedPractices"means: packagingorlabelingofanygoodsor a.Refusaltoemploythatperson; products;or b.Terminationofthatperson'semployment;or b.Aninteractiveconversationbetweenor c.Employment-relatedpractices,policies,acts amongpersonsthroughacomputernetwork. oromissions,suchascoercion,demotion, 2."Advertisingidea"meansanyideaforan evaluation,reassignment,discipline, "advertisement". defamation,harassment,humiliation, 3."Asbestoshazard"meansanexposureor discriminationormaliciousprosecution threatofexposuretotheactualoralleged directedatthatperson. propertiesofasbestosandincludesthemere 9."Executiveofficer"meansapersonholdingany presenceofasbestosinanyform. oftheofficerpositionscreatedbyyourcharter, 4."Auto"means: constitution,by-lawsoranyothersimilar a.Alandmotorvehicle,trailerorsemitrailer governingdocument. designedfortravelonpublicroads,including 10."Hostilefire"meansonewhichbecomes anyattachedmachineryorequipment;or uncontrollableorbreaksoutfromwhereitwas b.Anyotherlandvehiclethatissubjecttoa intendedtobe. compulsoryorfinancialresponsibilitylawor Page18of21HG00010916 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ 11."Impairedproperty"meanstangibleproperty, (a)Preparing,approving,orfailingto otherthan"yourproduct"or"yourwork",that prepareorapprove,maps,shop cannotbeusedorislessusefulbecause: drawings,opinions,reports,surveys, fieldorders,changeordersordrawings a.Itincorporates"yourproduct"or"yourwork" andspecifications;or thatisknownorthoughttobedefective, deficient,inadequateordangerous;or(b)Givingdirectionsorinstructions,or failingtogivethem,ifthatisthe b.Youhavefailedtofulfillthetermsofa primarycauseoftheinjuryordamage; contractoragreement; or ifsuchpropertycanberestoredtousebythe (2)Underwhichtheinsured,ifanarchitect, repair,replacement,adjustmentorremovalof engineerorsurveyor,assumesliabilityfor "yourproduct"or"yourwork",oryourfulfillingthe aninjuryordamagearisingoutofthe termsofthecontractoragreement. insured'srenderingorfailuretorender 12."Insuredcontract"means: professionalservices,includingthoselisted a.Acontractforaleaseofpremises.However, in(1)aboveandsupervisory,inspection, thatportionofthecontractforaleaseof architecturalorengineeringactivities. premisesthatindemnifiesanypersonor 13."Leasedworker"meansapersonleasedtoyou organizationfordamagebyfire,lightningor byalaborleasingfirmunderanagreement explosiontopremiseswhilerentedtoyouor betweenyouandthelaborleasingfirm,to temporarilyoccupiedbyyouwithpermission performdutiesrelatedtotheconductofyour oftheownerissubjecttotheDamageto business."Leasedworker"doesnotincludea PremisesRentedToYouLimitdescribedin "temporaryworker". Section III ÎLimitsofInsurance; 14."Loadingorunloading"meansthehandlingof b.Asidetrackagreement; property: c.Anyeasementorlicenseagreement, a.Afteritismovedfromtheplacewhereitis includinganeasementorlicenseagreement acceptedformovementintoorontoan inconnectionwithconstructionordemolition aircraft,watercraftor"auto"; operationsonorwithin50feetofarailroad; b.Whileitisinoronanaircraft,watercraftor d.Anobligation,asrequiredbyordinance,to "auto";or indemnifyamunicipality,exceptinconnection c.Whileitisbeingmovedfromanaircraft, withworkforamunicipality; watercraftor"auto"totheplacewhereitis e.Anelevatormaintenanceagreement; finallydelivered; f.Thatpartofanyothercontractoragreement but"loadingorunloading"doesnotincludethe pertainingtoyourbusiness(includingan movementofpropertybymeansofamechanical indemnificationofamunicipalityinconnection device,otherthanahandtruck,thatisnot withworkperformedforamunicipality)under attachedtotheaircraft,watercraftor"auto". whichyouassumethetortliabilityofanother 15."Mobileequipment"meansanyofthefollowing partytopayfor"bodilyinjury"or"property typesoflandvehicles,includinganyattached damage"toathirdpersonororganization, machineryorequipment: providedthe"bodilyinjury"or"property damage"iscaused,inwholeorinpart,by a.Bulldozers,farmmachinery,forkliftsandother youorbythoseactingonyourbehalf.Tort vehiclesdesignedforuseprincipallyoffpublic liabilitymeansaliabilitythatwouldbe roads; imposedbylawintheabsenceofany b.Vehiclesmaintainedforusesolelyonornext contractoragreement. topremisesyouownorrent; Paragraph f.includesthatpartofanycontract c.Vehiclesthattraveloncrawlertreads; oragreementthatindemnifiesarailroadfor d.Vehicles,whetherself-propelledornot, "bodilyinjury"or"propertydamage"arising maintainedprimarilytoprovidemobilityto outofconstructionordemolitionoperations, permanentlymounted: within50feetofanyrailroadpropertyand (1)Powercranes,shovels,loaders,diggersor affectinganyrailroadbridgeortrestle,tracks, drills;or road-beds,tunnel,underpassorcrossing. (2)Roadconstructionorresurfacing However,Paragraph f.doesnotincludethat equipmentsuchasgraders,scrapersor partofanycontractoragreement: rollers; (1)Thatindemnifiesanarchitect,engineeror e.Vehiclesnotdescribedin a.,b.,c.or d.above surveyorforinjuryordamagearisingout thatarenotself-propelledandaremaintained of: HG00010916Page19of21 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ primarilytoprovidemobilitytopermanently e.Oral,writtenorelectronicpublication,inany attachedequipmentofthefollowingtypes: manner,ofmaterialthatviolatesaperson's rightofprivacy; (1)Aircompressors,pumpsandgenerators, includingspraying,welding,building f.Copying,inyour"advertisement",apersonÓs cleaning,geophysicalexploration,lighting ororganizationÓs"advertisingidea"orstyleof andwellservicingequipment;or "advertisement";or (2)Cherrypickersandsimilardevicesusedto g.Infringementofcopyright,slogan,ortitleof raiseorlowerworkers; anyliteraryorartisticwork,inyour "advertisement". f.Vehiclesnotdescribedin a.,b.,c.or d.above maintainedprimarilyforpurposesotherthan 18."Pollutants"meananysolid,liquid,gaseousor thetransportationofpersonsorcargo. thermalirritantorcontaminant,includingsmoke, vapor,soot,fumes,acids,alkalis,chemicalsand However,self-propelledvehicleswiththe waste.Wasteincludesmaterialstoberecycled, followingtypesofpermanentlyattached reconditionedorreclaimed. equipmentarenot"mobileequipment"butwill beconsidered"autos":19."Products-completedoperationshazard": (1)Equipmentdesignedprimarilyfor: a.Includesall"bodilyinjury"and"property damage"occurringawayfrompremisesyou (a)Snowremoval; ownorrentandarisingoutof"yourproduct" (b)Roadmaintenance,butnot or"yourwork"except: constructionorresurfacing;or (1)Productsthatarestillinyourphysical (c)Streetcleaning; possession;or (2)Cherrypickersandsimilardevices (2)Workthathasnotyetbeencompletedor mountedonautomobileortruckchassis abandoned.However,"yourwork"willbe andusedtoraiseorlowerworkers;and deemedcompletedattheearliestofthe (3)Aircompressors,pumpsandgenerators, followingtimes: includingspraying,welding,building (a)Whenalloftheworkcalledforinyour cleaning,geophysicalexploration,lighting contracthasbeencompleted. andwellservicingequipment. (b)Whenalloftheworktobedoneatthe However,"mobileequipment"doesnotinclude jobsitehasbeencompletedifyour anylandvehiclethatissubjecttoacompulsory contractcallsforworkatmorethan orfinancialresponsibilitylaworothermotor onejobsite. vehicleinsurancelawwhereitislicensedor (c)Whenthatpartoftheworkdoneata principallygaraged.Landvehiclessubjecttoa jobsitehasbeenputtoitsintended compulsoryorfinancialresponsibilitylaworother usebyanypersonororganization motorvehicleinsurancelawareconsidered otherthananothercontractoror "autos". subcontractorworkingonthesame 16."Occurrence"meansanaccident,including project. continuousorrepeatedexposuretosubstantially Workthatmayneedservice, thesamegeneralharmfulconditions. maintenance,correction,repairor 17."Personalandadvertisinginjury"means replacement,butwhichisotherwise injury,includingconsequential"bodilyinjury", complete,willbetreatedascompleted. arisingoutofoneormoreofthefollowing b.Doesnotinclude"bodilyinjury"or"property offenses: damage"arisingoutof: a.Falsearrest,detentionorimprisonment; (1)Thetransportationofproperty,unlessthe b.Maliciousprosecution; injuryordamagearisesoutofacondition c.Thewrongfulevictionfrom,wrongfulentry inoronavehiclenotownedoroperated into,orinvasionoftherightofprivate byyou,andthatconditionwascreatedby occupancyofaroom,dwellingorpremises the"loadingorunloading"ofthatvehicle thatapersonororganizationoccupies, byanyinsured; committedbyoronbehalfofitsowner, (2)Theexistenceoftools,uninstalled landlordorlessor; equipmentorabandonedorunused d.Oral,writtenorelectronicpublication,inany materials;or manner,ofmaterialthatslandersorlibelsa (3)Productsoroperationsforwhichthe personororganizationordisparagesa classification,listedintheDeclarationsor person'sororganization'sgoods,productsor inapolicySchedule,statesthatproducts- services; Page20of21HG00010916 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ completedoperationsaresubjecttothe 24."Yourproduct": GeneralAggregateLimit. a.Means: 20."Propertydamage"means: (1)Anygoodsorproducts,otherthanreal a.Physicalinjurytotangibleproperty,including property,manufactured,sold,handled, allresultinglossofuseofthatproperty.All distributedordisposedofby: suchlossofuseshallbedeemedtooccurat (a)You; thetimeofthephysicalinjurythatcausedit; (b)Otherstradingunderyourname;or or (c)Apersonororganizationwhose b.Lossofuseoftangiblepropertythatisnot businessorassetsyouhaveacquired; physicallyinjured.Allsuchlossofuseshall and bedeemedtooccuratthetimeofthe (2)Containers(otherthanvehicles), "occurrence"thatcausedit. materials,partsorequipmentfurnishedin Asusedinthisdefinition,computerizedor connectionwithsuchgoodsorproducts. electronicallystoreddata,programsorsoftware b.Includes arenottangibleproperty.Electronicdatameans information,factsorprograms: (1)Warrantiesorrepresentationsmadeat anytimewithrespecttothefitness, a.Storedasoron; quality,durability,performanceoruseof b.Createdorusedon;or "yourproduct";and c.Transmittedtoorfrom; (2)Theprovidingoforfailuretoprovide computersoftware,includingsystemsand warningsorinstructions. applicationssoftware,hardorfloppydisks,CD- c.Doesnotincludevendingmachinesorother ROMS,tapes,drives,cells,dataprocessing propertyrentedtoorlocatedfortheuseof devicesoranyothermediawhichareusedwith othersbutnotsold. electronicallycontrolledequipment. 25."Yourwork": 21."Suit"meansacivilproceedinginwhich a.Means: damagesbecauseof"bodilyinjury","property damage"or"personalandadvertisinginjury"to (1)Workoroperationsperformedbyyouor whichthisinsuranceappliesarealleged."Suit" onyourbehalf;and includes: (2)Materials,partsorequipmentfurnishedin a.Anarbitrationproceedinginwhichsuch connectionwithsuchworkoroperations. damagesareclaimedandtowhichthe b.Includes insuredmustsubmitordoessubmitwithour (1)Warrantiesorrepresentationsmadeat consent;or anytimewithrespecttothefitness, b.Anyotheralternativedisputeresolution quality,durability,performanceoruseof proceedinginwhichsuchdamagesare "yourwork",and claimedandtowhichtheinsuredsubmitswith (2)Theprovidingoforfailuretoprovide ourconsent. warningsorinstructions. 22."Temporaryworker"meansapersonwhois furnishedtoyoutosubstituteforapermanent "employee"onleaveortomeetseasonalor short-termworkloadconditions. 23."Volunteerworker"meansapersonwho a.Isnotyour"employee"; b.Donateshisorherwork; c.Actsatthedirectionofandwithinthescope ofdutiesdeterminedbyyou;and d.Isnotpaidafee,salaryorother compensationbyyouoranyoneelsefortheir workperformedforyou. HG00010916Page21of21 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ 6HJF Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ UMBRELLALIABILITYPOLICYPROVISIONS Inthispolicythewords"you"and"your"refertothe the"bodilyinjury"or"propertydamage" NamedInsuredfirstshownintheDeclarationsand occurred,thenanycontinuation,change anyotherpersonororganizationqualifyingasa orresumptionofsuch"bodilyinjury"or NamedInsuredunderthispolicy."We","us"and "propertydamage"duringorafterthe "our"refertothestockinsurancecompanymember "policyperiod"willbedeemedtohave ofTheHartfordFinancialServicesGroupInc.shown beenknownpriortothe"policyperiod". intheDeclarations. 3."Bodilyinjury"or"propertydamage"willbe Otherwordsandphrasesthatappearinquotation deemedtohavebeenknowntohave marksalsohavespecialmeaning.Referto occurredattheearliesttimewhenany DEFINITIONS(SectionVII).insuredlistedunderparagraph A.ofSection IIIÎWhoIsAnInsuredorany"employee" INRETURNFORTHEPAYMENTOFTHE authorizedbyyoutogiveorreceivenotice PREMIUM,inrelianceuponthestatementsinthe ofan"occurrence"orclaim: Declarationsmadeaparthereofandsubjecttoallof thetermsofthispolicy,weagreewithyouas a.Reportsall,oranypart,ofthe"bodily follows: injury"or"propertydamage"tousorany otherinsurer; SECTIONI-COVERAGES b.Receivesawrittenorverbaldemandor INSURINGAGREEMENTS claimfordamagesbecauseofthe A.UmbrellaLiabilityInsurance "bodilyinjury"or"propertydamage";or 1.Wewillpaythosesumsthatthe"insured" c.Becomesawarebyanyothermeans becomeslegallyobligatedtopayas that"bodilyinjury"or"propertydamage" "damages"inexcessofthe"underlying hasoccurredorhasbeguntooccur. insurance"orofthe"self-insuredretention" B.Exclusions whenno"underlyinginsurance"applies, becauseof"bodilyinjury","property Thispolicydoesnotapplyto: damage"or"personalandadvertisinginjury" 1.Pollution towhichthisinsuranceappliescausedbyan Anyobligation: "occurrence".But,theamountwewillpay a.Topayforthecostofinvestigation, as"damages"islimitedasdescribedin defenseorsettlementofanyclaimor SectionIVÎLIMITSOFINSURANCE. suitagainstany"insured"allegingactual Nootherobligationorliabilitytopaysumsor orthreatenedinjuryordamageofany performactsorservicesiscoveredunless natureorkindtopersonsorproperty explicitlyprovidedforunder SectionII- whicharisesoutoforwouldnothave INVESTIGATION,DEFENSE, occurredbutforthepollutionhazard;or SETTLEMENT. b.Topayany"damages",judgments, 2.Thisinsuranceappliesto"bodilyinjury", settlements,loss,costsorexpenses "propertydamage"or"personaland thatmaybeawardedorincurred: advertisinginjury"onlyif: i.Byreasonofanysuchclaimorsuit a.The"bodilyinjury","propertydamage"or oranysuchinjuryordamage;or "personalandadvertisinginjury"occurs ii.Incomplyingwithanyaction duringthe"policyperiod";and authorizedbylawandrelatingto b.Priortothe"policyperiod",noinsured suchinjuryordamage. listedunderParagraph A.ofSection III Î Asusedinthisexclusion,pollution WhoIsAnInsuredandno"employee" hazardmeansanactualexposureor authorizedbyyoutogiveorreceivenotice threatofexposuretothecorrosive,toxic ofan"occurrence"orclaim,knewthatthe orotherharmfulpropertiesofanysolid, "bodilyinjury"or"propertydamage"had liquid,gaseousorthermal: occurred,inwholeorinpart.Ifsucha listedinsuredorauthorized"employee" a.Pollutants; knew,priortothe"policyperiod",that b.Contaminants; FormXL00030916Page1of14 ©2016,TheHartford Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ c.Irritants;or (b)Otherwiseinthecourseof transitbyoronbehalfofthe d.Toxicsubstances; "insured";or Including: (c)Beingstored,disposedof, Smoke; treatedorprocessedinor Vapors; uponany"auto"; Soot; (2)Beforethe"pollutants"orany propertyinwhichthe Fumes; "pollutants"arecontainedare Acids; movedfromtheplacewhere Alkalis; theyareacceptedbythe "insured"formovementintoor Chemicals,and ontoany"auto";or Wastematerialsconsistingofor (3)Afterthe"pollutants"orany containinganyoftheforegoing. propertyinwhichthe Wasteincludesmaterialstobe "pollutants"arecontainedare recycled,reconditionedor movedfromany"auto"tothe reclaimed. placewheretheyarefinally EXCEPTION delivered,disposedofor Thisexclusiondoesnotapply: abandonedbythe"insured". a.To"bodilyinjury"toanyofyour Paragraph(1)abovedoesnotapply "employees"arisingoutofandin tofuels,lubricants,fluids,exhaust thecourseoftheiremploymentby gasesorothersimilar"pollutants" you;or thatareneededfororresultfrom thenormalelectrical,hydraulicor b.Toinjuryordamageastowhich mechanicalfunctioningofan"auto", validandcollectible"underlying coveredbythe"underlying insurance"withatleastthe insurance"oritsparts,if: minimumlimitsshowninthe ScheduleofUnderlyingInsurance a.The"pollutants"escape,seep, Policiesisinforceandapplicableto migrate,oraredischargedor the"occurrence".Insuchevent, releaseddirectlyfroman"auto" anycoverageaffordedbythispolicy partdesignedbyits forthe"occurrence"willbesubject manufacturertohold,store, tothepollutionexclusionsofthe receiveordisposeofsuch "underlyinginsurance"andtothe "pollutants";and conditions,limitsandother b.TheÐbodilyinjury,ÓÐproperty provisionsofthispolicy.Intheevent damageÑorÐcoveredpollution that"underlyinginsurance"isnot costorexpenseÑdoesnotarise maintainedwithlimitsofliabilityas outoftheoperationofany setforthintheScheduleof followingequipment: UnderlyingInsurancePolicies, i.Aircompressors,pumpsand coverageunderanyofthe generators,including provisionsofthisexceptiondoesnot spraying,welding,building apply. cleaning,geophysical Exception b.doesnotapplyto: exploration,lightingorwell "Bodilyinjury"or"propertydamage" servicingequipment;and arisingoutoftheactual,allegedor ii.Cherrypickersandsimilar threateneddischarge,dispersal, devicesmountedon seepage,migration,releaseor automobileortruckchassis escapeof"pollutants": andusedtoraiseorlower (1)Thatare,orthatarecontained workers. inanypropertythatis: Paragraphs(2)and(3)abovedonot (a)Beingtransportedortowed applyto"accidents"thatoccuraway by,handled,orhandledfor frompremisesownedbyorrented movementinto,ontoor toan"insured"withrespectto from,any"auto"; "pollutants"notinoruponan"auto" Page2of14FormXL00030916 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ coveredbythe"underlying maintenance,use,entrustmenttoothers, insurance"if: loadingorunloadingofanyaircraft: a.The"pollutants"oranyproperty a.Ownedbyany"insured";or inwhichthe"pollutants"are b.Charteredorloanedtoany"insured". containedareupset,overturned Thisexclusionapplieseveniftheclaims ordamagedasaresultofthe allegenegligenceorotherwrongdoinginthe maintenanceoruseofthe"auto", supervision,hiring,employment,trainingor and monitoringofothersbyaninsured,ifthe b.Thedischarge,dispersal, "occurrence"whichcausedthe"bodily seepage,migration,releaseor injury"or"propertydamage"involvedthe escapeofthe"pollutants"is ownership,maintenance,useorentrustment causeddirectlybysuchupset, toothersofanyaircraftthatisownedor overturnordamage. operatedbyorrentedorloanedtoany 2.WorkersCompensationAndSimilar insured. Laws Thisexclusiondoesnotapplytoaircraftthat Anyobligationoftheinsuredundera is: workers'compensation,disabilitybenefitsor a.Hired,charteredorloanedwithapaid unemploymentcompensationlaworany crew;but similarlaw. b.Notownedbyany"insured". 3.ContractualLiability Thisexclusiondoesnotapplyto"bodily Liabilityassumedbythe"insured"underany injury"toanyofyour"employees"arisingout contractoragreementwithrespecttoan ofandinthecourseoftheiremploymentby "occurrence"takingplacebeforethe you. contractoragreementisexecuted. 7.Watercraft 4.PersonalAndAdvertisingInjury "Bodilyinjury"or"propertydamage"arising Thispolicydoesnotapplyto"personaland outoftheownership,operation, advertisinginjury". maintenance,use,entrustmenttoothers, EXCEPTION loadingorunloadingofanywatercraft. Thisexclusiondoesnotapplytotheextent Thisexclusionapplieseveniftheclaims thatcoverageforsuch"personaland allegenegligenceorotherwrongdoinginthe advertisinginjury"isprovidedby"underlying supervision,hiring,employment,trainingor insurance",butinnoeventshallany monitoringofothersbyaninsured,ifthe "personalandadvertisinginjury"coverage "occurrence"whichcausedthe"bodily providedunderthispolicyapplytoanyclaim injury"or"propertydamage"involvedthe or"suit"towhich"underlyinginsurance" ownership,maintenance,useorentrustment doesnotapply. toothersofanywatercraftthatisownedor operatedbyorrentedorloanedtoany Anycoveragerestoredbythis EXCEPTION insured. appliesonlytotheextentthatsuchcoverage providedbythe"underlyinginsurance"is Thisexclusiondoesnotapplyto: maintainedhavinglimitsassetforthinthe a.Watercraftyoudonotownthatis: ScheduleofUnderlyingInsurancePolicies. (1)Lessthan51feetlong,and 5.UnderlyingInsurance (2)Notbeingusedtocarrypersonsor Anyinjuryordamage: propertyforacharge; a.Coveredby"underlyinginsurance"but b."Bodilyinjury"toanyofyour foranydefensewhichanyunderlying "employees"arisingoutofandinthe insurermayassertbecauseofthe courseoftheiremploymentbyyou;or "insured's"failuretocomplywithany c.Anywatercraftwhileashoreon conditionofitspolicy;or premisesownedby,rentedtoor b.Forwhich"damages"wouldhavebeen controlledbyyou. payableby"underlyinginsurance"but 8.War fortheactualorallegedinsolvencyor Anyinjuryordamage,howevercaused, financialimpairmentofanunderlying arising,directlyorindirectly,outof: insurer. a.War,includingundeclaredorcivilwar; 6.Aircraft or "Bodilyinjury"or"propertydamage"arising outoftheownership,operation, FormXL00030916Page3of14 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ b.Warlikeactionbyamilitaryforce, deficiency,inadequacyordangerous includingactioninhinderingor conditioninit. defendingagainstanactualorexpected 14.ExpectedOrIntended attack,byanygovernment,sovereignor "Bodilyinjury"or"propertydamage" otherauthorityusingmilitarypersonnel expectedorintendedfromthestandpointof orotheragents;or the"insured". c.Insurrection,rebellion,revolution, Thisexclusiondoesnotapplyto"bodily usurpedpower,oractiontakenby injury"or"propertydamage"resultingfrom governmentalauthorityinhinderingor theuseofreasonableforcetoprotect defendingagainstanyofthese. personsorproperty. 9.DamageToProperty 15.EmployerLiability "Propertydamage"topropertyyouown. CoverageaffordedanyofyourÐemployeesÑ 10.DamageToYourProduct for"bodilyinjury"or"personaland "Propertydamage"to"yourproduct"arising advertisinginjury": outofitoranypartofit. a.Toother"employees"arisingoutofand 11.DamageToYourWork inthecourseoftheiremployment; "Propertydamage"to"yourwork"arisingout b.Tothespouse,child,parent,brotheror ofitoranypartofitandincludedinthe sisterofthat"employee"asa "products-completedoperationshazard". consequenceofsuch"bodilyinjury"to that"employee". Thisexclusiondoesnotapplyifthe damagedworkortheworkoutofwhichthe c.Toyouor,anyofyourpartnersor damageariseswasperformedonyour members,(ifyouareapartnership,joint behalfbyasubcontractor. venture),oryourmembers(ifyouarea limitedliabilitycompany);or 12.DamageToImpairedPropertyOr PropertyNotPhysicallyInjured d.Arisingoutoftheprovidingorfailingto provideprofessionalhealthcare "Propertydamage"to"impairedproperty"or services. propertythathasnotbeenphysically injured,arisingoutof:Subparagraphs a.and b.ofthisexclusion apply: a.Adefect,deficiency,inadequacyor dangerousconditionin"yourproduct"or(1)Whetherthe"insured"maybeliableas "yourwork";or anemployerorinanyothercapacity; and b.Adelayorfailurebyyouoranyone actingonyourbehalftoperforma(2)Toanyobligationtoshare"damages" contractoragreementinaccordance withorrepaysomeoneelsewhomust withitsterms. pay"damages"becauseoftheinjury. Thisexclusiondoesnotapplytolossofuse EXCEPTION ofotherpropertyarisingoutofsuddenand Subparagraphsa.andb.ofthisexclusiondo accidentalphysicalinjuryto"yourproduct" notapplyif"underlyinginsurance"is or"yourwork"afterithasbeenputtoits maintainedprovidingcoverageforsuch intendeduse. liabilitywithminimumunderlyinglimits,as 13.RecallOfProducts,WorkOrImpaired describedintheScheduleofUnderlying Property InsurancePolicies. "Damages"claimedforanyloss,costor 16.PropertyDamageToEmployeeÓs expenseincurredbyyouorothersforthe Property lossofuse,withdrawal,recall,inspection, Coverageaffordedanyofyour"employees" repair,replacement,adjustment,removalor for"propertydamage"topropertyownedor disposalof: occupiedbyorrentedorloanedto: a."Yourproduct"; a.That"employee"; b."Yourwork";or b.Anyofyourother"employees"; c."ImpairedProperty"; c.Anyofyourpartnersormembers(ifyou ifsuchproduct,workorpropertyis areapartnershiporjointventure);or withdrawnorrecalledfromthemarketor d.Anyofyourmembers(ifyouarea fromusebyanypersonororganization limitedliabilitycompany). becauseofaknownorsuspecteddefect, Page4of14FormXL00030916 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ 17.UninsuredOrUnderinsuredMotorists 20.Asbestos Anyclaimfor: Anyinjury,damages,loss,costorexpense, includingbutnotlimitedto"bodilyinjury", a.UninsuredorUnderinsuredMotorists "propertydamage"or"personaland Coverage; advertisinginjury"arisingoutof,orrelating b.Personalinjuryprotection; to,inwholeorinpart,the"asbestoshazard" c.Propertyprotection;or that: d.Anysimilarno-faultcoverageby a.Maybeawardedorincurredbyreason whatevernamecalled; ofanyclaimorsuitallegingactualor threatenedinjuryordamageofany Unlessthispolicyisendorsedtoprovide natureorkindtopersonsorproperty suchcoverage. whichwouldnothaveoccurredinwhole 18.EmploymentPracticesLiability orinpartbutforthe"asbestoshazard"; a.Anyinjuryordamageto: or (1)Apersonarisingoutofany: b.Ariseoutofanyrequest,demand,order, orstatutoryorregulatoryrequirement (a)Refusaltoemploythatperson; thatanyinsuredorotherstestfor, (b)TerminationofthatpersonÓs monitor,cleanup,remove,encapsulate, employment;or contain,treat,detoxifyorneutralizeorin (c)Employment-relatedpractices, anywayrespondtoorassessthe policies,actsoromissions,such effectsofany"asbestoshazard";or asbutnotlimitedto:coercion, c.Ariseoutofanyclaimorsuitfor demotion,evaluation, damagesbecauseoftestingfor, reassignment,discipline, monitoring,cleaningup,removing, defamation,harassment, encapsulating,containing,treating, humiliation,discriminationor detoxifyingorneutralizingorinanyway maliciousprosecutiondirected respondingtoorassessingtheeffectsof atthatperson;or an"asbestoshazard". (2)Thespouse,child,parent,brotheror 21.RacingAndStuntingActivities sisterofthatperson,asa "Bodilyinjury"or"propertydamage"arising consequenceofanyinjuryor outoftheownership,operation, damagetothatpersonatwhomany maintenance,use,entrustmenttoothers,or oftheemployment-relatedpractices loadingorunloadingofany"auto"or"mobile describedinparagraphs(a),(b),or equipment"whilebeingusedinany: (c)aboveisdirected. a.Prearrangedororganizedracing,speed Thisexclusionapplies: ordemolitioncontest; i.Whethertheinjury-causingevent b.Stuntingactivity;or describedinpart(1)aboveoccurs beforeemployment,during c.Preparationforanysuchcontestor employmentorafteremploymentof activity. thatperson; 22.AccessOrDisclosureOfConfidentialOr ii.Whetherthe"insured"maybeliable PersonalInformationAndData-related asanemployerorinanyother Liability capacity;and Damagesarisingoutof: iii.Toanyobligationtoshare a.Anyaccesstoordisclosureofany "damages"withorrepaysomeone person'sororganization'sconfidentialor elsewhomustpay"damages" personalinformation,includingpatents, becauseoftheinjury. tradesecrets,processingmethods, 19.EmployeeRetirementIncomeSecurity customerlists,financialinformation, Act creditcardinformation,health informationoranyothertypeof Anyliabilityarisingoutofintentionalor nonpublicinformation;or unintentionalviolationofanyprovisionofthe EmployeeRetirementIncomeSecurityAct b.Thelossof,lossofuseof,damageto, of1974,PublicLaw93-406(commonly corruptionof,inabilitytoaccess,or referredtoastheRevisionActof1974),or inabilitytomanipulateelectronicdata. anyamendmentstothem. Thisexclusionappliesevenifdamagesare claimedfornotificationcosts,credit FormXL00030916Page5of14 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ monitoringexpenses,forensicexpenses, transmitting,communicatingor publicrelationsexpensesoranyotherloss, distributionofmaterialorinformation. costorexpenseincurredbyyouorothers SECTIONII-INVESTIGATION,DEFENSE, arisingoutofthatwhichisdescribedin SETTLEMENT Paragraph(1)or(2)above. A.Withrespectto"bodilyinjury","property However,unlessParagraph(1)above damage"or"personalandadvertisinginjury"to applies,thisexclusiondoesnotapplyto whichthisinsuranceapplies(whetherornotthe damagesbecauseof"bodilyinjury". "self-insuredretention"applies)and Asusedinthisexclusion,electronicdata 1.Forwhichnocoverageisprovidedunder meansinformation,factsorprogramsstored any"underlyinginsurance";or asoron,createdorusedon,ortransmitted 2.Forwhichtheunderlyinglimitsofany toorfromcomputersoftware,including "underlyinginsurance"policyhavebeen systemsandapplicationssoftware,hardor exhaustedsolelybypaymentsof"damages" floppydisks,CD-ROMS,tapes,drives,cells, becauseof"occurrences"duringthe"policy dataprocessingdevicesoranyothermedia period", whichareusedwithelectronicallycontrolled We: equipment. 1.Willhavetherightandthedutytodefend 23.LimitedUnderlyingCoverage any"suit"againstthe"insured"seeking Anyinjury,damage,loss,costorexpense, "damages"onaccountthereof,evenifsuch includingbutnotlimitedtoÐbodilyinjuryÑ, "suit"isgroundless,falseorfraudulent;but ÐpropertydamageÑorÐpersonaland ourrightanddutytodefendendwhenwe advertisinginjuryÑforwhich: haveuseduptheapplicablelimitof a.anÐunderlyinginsuranceÑpolicyor insuranceinthepaymentofjudgmentsor policiesspecificallyprovidescoverage; settlementsundercoveragesaffordedby but thispolicy; b.becauseofaprovisionwithinthe 2.Maymakesuchinvestigationandsettlement ÐunderlyinginsuranceÑsuchcoverageis ofanyclaimor"suit"aswedeemexpedient; providedatalimitorlimitsofinsurance 3.Willpayallexpensesincurredbyus,all thatarelessthanthelimit(s)forthe courtcoststaxedagainstthe"insured"in ÐunderlyinginsuranceÑpolicyorpolicies any"suit"defendedbyusandallintereston shownontheScheduleofUnderlying theentireamountofanyjudgmenttherein InsurancePolicies. whichaccruesaftertheentryofthe 24.RecordingAndDistributionOfMaterial judgmentandbeforewehavepaidor OrInformationInViolationOfLaw tenderedordepositedincourtthatpartof Anyinjury,damage,loss,costorexpense, thejudgmentwhichdoesnotexceedthe includingbutnotlimitedto"bodilyinjury", applicablelimitofinsurance.However,such "propertydamage",or"personaland costsdonotincludeattorneys'fees, advertisinginjury"arisingdirectlyor attorneys'expenses,witnessorexpertfees, indirectlyoutofanyactionoromissionthat oranyotherexpensesofapartytaxedto violatesorisallegedtoviolate: theinsured; a.TheTelephoneConsumerProtection 4.Willpayallpremiumsonappealbonds Act(TCPA),includinganyamendment requiredinanysuch"suit",premiumson oforadditiontosuchlaw; bondstoreleaseattachmentsinanysuch b.TheCAN-SPAMActof2003,including "suit"foranamountnotinexcessofthe anyamendmentoforadditiontosuch applicablelimitofinsurance,andthecostof law; bailbondsrequiredofthe"insured"because c.TheFairCreditReportingAct(FCRA), ofanaccidentortrafficlawviolationarising andanyamendmentoforadditionto outoftheoperationofanyvehicletowhich suchlaw,includingtheFairand thispolicyapplies,butwewillhaveno AccurateCreditTransactionAct obligationtoapplyfororfurnishanysuch (FACTA);or bonds; d.Anyfederal,stateorlocalstatute, 5.Willpayallreasonableexpensesincurredby ordinanceorregulation,otherthanthe the"insured"atourrequestinassistingusin TCPA,CAN-SPAMActof2003or theinvestigationordefenseofanyclaimor FCRAandtheiramendmentsand "suit",includingactuallossofearningsnotto additions,thataddresses,prohibitsor exceed$500perdayper"insured"; limitstheprinting,dissemination, andtheamountssoincurred,exceptsettlement disposal,collecting,recording,sending, ofclaimsand"suits,"arenotsubjecttothe"self- Page6of14FormXL00030916 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ insuredretention"andarepayableinadditionto organizationotherthanapartnership,joint anyapplicablelimitofinsurance. ventureorlimitedliabilitycompany)oryour managers(ifyouarealimitedliability The"Insured"agreestoreimburseuspromptly company),butonlyforacts: foramountspaidinsettlementofclaimsor "suits"totheextentthatsuchamountsarewithin a.Withinthescopeoftheiremploymentby the"self-insuredretention". youorwhileperformingdutiesrelatedto theconductofyourbusiness;and B.Youagreetoarrangefortheinvestigation, defenseorsettlementofanyclaimor"suit"in b.Onlyifsuch"volunteerworkers"or anycountrywherewemaybepreventedbylaw "employees"areinsuredsunder fromcarryingoutthisagreement.Wewillpay "underlyinginsurance"withlimitsof defenseexpensesincurredwithourwritten liabilitynolessthanstatedinthe consentinconnectionwithanysuchclaimor ScheduleofUnderlyingInsurance "suit"inadditiontoanyapplicablelimitof Policies,subjecttoallthecoverage, insurance.Wewillalsopromptlyreimburseyou terms,conditionsandlimitationsofsuch forourpropershare,butsubjecttothe "underlyinginsurance". applicablelimitofinsurance,ofanysettlement Anypersonororganizationwithwhomyouypgy 2.Anypersonororganizationwithwhomyou abovethe"self-insuredretention"madewithour aggreed,becauseofawrittencontract, agreed,becauseofawrittencontract, writtenconsent. writtenaggpreementorbecauseofapermit writtenagreementorbecauseofapermit C.Wewillhavetherighttoassociateatour issuedbyypastateorpoliticalsubdivision,to issuedbyastateorpoliticalsubdivision,to provideinsurancesuchasisaffordedunderp expensewiththe"insured"oranyunderlying provideinsurancesuchasisaffordedunder thispolicy,butonlywithrespecttoyourpy,ypy insurerintheinvestigation,defenseor thispolicy,butonlywithrespecttoyour operations,"yourwork"orfacilitiesownedorpy settlementofanyclaimor"suit"whichinour operations,"yourwork"orfacilitiesownedor usedbyyou. opinionmayrequirepaymenthereunder.Inno usedbyyou. event,however,willwecontributetothecost Thisprovisiondoesnotapply: andexpensesincurredbyanyunderlying a.Unlessthewrittencontractorwritten insurer. agreementhasbeenexecuted,orthe SECTIONIII-WHOISANINSURED SECTIONIII-WHOISANINSURED permithasbeenissuedpriortothe A.Ifyouaredoingbusinessas: "bodilyinjury,""propertydamage,"or "personalandadvertisinginjury";and 1.Anindividual,youandyourspouseare "insureds",butonlywithrespecttothe b.Unlesslimitsofliabilityspecifiedinsuch conductofabusinessofwhichyouarethe writtencontract,writtenagreementor soleowner. permitisgreaterthanthelimitsshown for"underlyinginsurance";or 2.Apartnershiporjointventure,youarean "insured".Yourmembers,yourpartners,and c.Beyondtheperiodoftimerequiredby theirspousesarealso"insureds",butonly thewrittencontractorwritten withrespecttotheconductofyourbusiness. agreement. 3.Alimitedliabilitycompany,youarean 3.Anypersonororganizationhavingproper "insured".Yourmembersarealso temporarycustodyofyourpropertyifyou "insureds",butonlywithrespecttothe die,butonly: conductofyourbusiness.Yourmanagers a.Withrespecttoliabilityarisingoutofthe are"insureds",butonlywithrespecttotheir maintenanceoruseofthatproperty; dutiesasyourmanagers. and 4.Anorganizationotherthanapartnership, b.Untilyourlegalrepresentativehasbeen jointventureorlimitedliabilitycompany,you appointed. arean"insured".Your"executiveofficers" 4.Yourlegalrepresentativeifyoudie,butonly anddirectorsare"insureds",butonlywith withrespecttohisorherdutiesassuch. respecttotheirdutiesasyourofficersor Thatrepresentativewillhaveallyourrights directors.Yourstockholdersarealso anddutiesunderthispolicy. "insureds",butonlywithrespecttotheir C.Withrespectto"auto",any"insured"inthe liabilityasstockholders. "underlyinginsurance"isan"insured"underthis 5.Atrust,youareanÐinsuredÑ.Yourtrustees insurancepolicy,subjecttoallthelimitationsof arealsoÐinsuredsÑ,butonlywithrespectto such"underlyinginsurance". theirdutiesastrustees. D.Anyorganizationyounewlyacquireorform, B.Eachofthefollowingisalsoan"insured": otherthanapartnership,jointventureorlimited 1.Your"volunteerworkers"onlywhile liabilitycompany,andoverwhichyoumaintain performingdutiesrelatedtotheconductof financialinterestofmorethan50%ofthevoting yourbusiness,oryour"employees,"other stock,willqualifyasan"insured"ifthereisno thanyour"executiveofficers"(ifyouarean FormXL00030916Page7of14 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ othersimilarinsuranceavailabletothat 1.Becauseofinjuryordamageincludedwithin organization. the"products-completedoperationshazard"; However:2.Becauseof"bodilyinjury"bydiseasetoyour "employees"arisingoutofandinthecourse 1.Coverageunderthisprovisionisafforded oftheiremploymentbyyou;and onlyuntilthe180thdayafteryouacquireor formtheorganizationortheendofthe 3.Becauseof"bodilyinjury"and"property "policyperiod",whicheverisearlier; damage"arisingoutoftheownership, operations,maintenance,use,entrustment 2.Thisinsurancedoesnotapplyto"bodily toothers,loadingorunloadingofany"auto". injury"or"propertydamage"thatoccurred beforeyouacquiredorformedthe C.TheLimitofInsurancestatedastheProducts organization;and CompletedOperationsAggregateLimitisthe mostwewillpayfor"damages"becauseof 3.Thisinsurancedoesnotapplyto"personal injuryordamageincludedwithinthe"products- andadvertisinginjury"arisingoutofan completedoperationshazard". offensecommittedbeforeyouacquiredor formedtheorganization.D.TheLimitofInsurancestatedastheBodily InjuryByDiseaseAggregateLimitisthemost E.Eachpersonororganization,notincludedasan wewillpayfor"damages"becauseof"bodily "insured"inParagraphsA.,B.,C.,orD.,whois injury"bydiseasetoyour"employees"arising an"insured"inthe"underlyinginsurance"isan outofandinthecourseoftheiremploymentby "insured"underthisinsurancesubjecttoallthe you. terms,conditionsandlimitationsofsuch "underlyinginsurance". E.Subjectto B.,C.,or D above,whicheverapplies, theEachOccurrenceLimitisthemostwewill Nopersonororganizationisan"insured"with payfor"damages"becauseofall"bodilyinjury", respecttotheconductofanycurrentorpast "propertydamage",and"personaland partnership,jointventureorlimitedliability advertisinginjury"arisingoutofanyone companythatisnotshownasaNamedInsured "occurrence". intheDeclarations. F.Ourobligationsunderthisinsuranceendwhen Withrespecttoanypersonororganizationwho theapplicableLimitofInsuranceavailableis isnotan"insured"under"underlyinginsurance", usedup.Ifwepayanyamountsfor"damages" coverageunderthispolicyshallapplyonlyto inexcessofthatLimitofInsurance,youagreeto lossinexcessoftheamountofthe"underlying reimburseusforsuchamounts. insurance"or"self-insuredretention"applicable toyou.G.TheLimitsofInsuranceofthispolicyapply separatelytoeachconsecutiveannualperiod However,coverageaffordedbyreasonofthe andtoanyremainingperiodoflessthan12 provisionssetforthaboveappliesonlytotheextent: months,startingwiththebeginningofthe"policy (i)Ofthescopeofcoverageprovidedbythe period"shownintheDeclarations.However,if "underlyinginsurance"butinnoeventshall the"policyperiod"isextendedafterissuancefor coveragebebroaderthanthescopeofcoverage anadditionalperiodoflessthan12months,the providedbythispolicyandanyendorsements additionalperiodwillbedeemedpartofthelast attachedhereto;and precedingperiodforthepurposeofdetermining (ii)Thatsuchcoverageprovidedbythe"underlying theLimitsofInsurance. insurance"ismaintainedhavinglimitsasset SECTIONV-NUCLEARENERGYLIABILITY forthintheScheduleofUnderlyingInsurance EXCLUSION(BroadForm) Policies. A.Theinsurancedoesnotapply: SECTIONIV-LIMITSOFINSURANCE 1.To"bodilyinjury"or"propertydamage": A.TheLimitsofInsuranceshowninthe a.Withrespecttowhichan"insured"under Declarationsandtherulesbelowfixthemostwe thepolicyisalsoaninsuredundera willpayregardlessofthenumberof: nuclearenergyliabilitypolicyissuedby 1."Insureds"; NuclearEnergyLiabilityInsurance 2.Claimsmadeor"suits"brought; Association,MutualAtomicEnergy LiabilityUnderwriters,NuclearInsurance 3.Personsororganizationsmakingclaimsor AssociationofCanadaoranyoftheir bringing"suits";or successors,orwouldbeaninsured 4.Coveragesunderwhichdamagesare underanysuchpolicybutforits coveredunderthispolicy. terminationuponexhaustionofitslimit B.TheLimitofInsurancestatedastheGeneral ofliability;or AggregateLimitisthemostwewillpayforthe b.Resultingfromthe"hazardous sumof"damages",otherthan"damages": properties"of"nuclearmaterial"and Page8of14FormXL00030916 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ withrespecttowhich(a)anypersonor facility"includedunderthefirsttwoparagraphs organizationisrequiredtomaintain ofthedefinitionof"nuclearfacility". financialprotectionpursuanttothe "Nuclearfacility"means: AtomicEnergyActof1954,oranylaw (1)Any"nuclearreactor"; amendatorythereof,or(b)the"insured" (2)Anyequipmentordevicedesignedorused is,orhadthispolicynotbeenissued for(a)separatingtheisotopesofuraniumor wouldbe,entitledtoindemnityfromthe plutonium,(b)processingorutilizing"spent UnitedStatesofAmerica,oranyagency fuel,"or(c)handling,processingor thereof,underanyagreemententered packaging"waste"; intobytheUnitedStatesofAmerica,or anyagencythereof,withanypersonor (3)Anyequipmentordeviceusedforthe organization. processing,fabricatingoralloyingof"special nuclearmaterial"ifatanytimethetotal 2.To"bodilyinjury"or"propertydamage" amountofsuchmaterialinthecustodyof resultingfromthe"hazardousproperties"of the"insured"atthepremiseswheresuch "nuclearmaterial"if: equipmentordeviceislocatedconsistsofor a.The"nuclearmaterial"(a)isatany containsmorethan25gramsofplutonium "nuclearfacility"ownedby,oroperated oruranium233oranycombinationthereof, byoronbehalfof,an"insured"or(b) ormorethan250gramsofuranium235; hasbeendischargedordispersed (4)Anystructure,basin,excavation,premises therefrom; orplacepreparedorusedforthestorageor b.The"nuclearmaterial"iscontainedin disposalof"waste";andincludesthesiteon "spentfuel"or"waste"atanytime whichanyoftheforegoingislocated,all possessed,handled,used,processed, operationsconductedonsuchsiteandall stored,transportedordisposedofbyor premisesusedforsuchoperations; onbehalfofan"insured";or "Nuclearreactor"meansanyapparatus c.The"bodilyinjury"or"propertydamage" designedorusedtosustainnuclearfissionina arisesoutofthefurnishingbyan"insured" self-supportingchainreactionortocontaina ofservices,materials,partsorequipment criticalmassoffissionablematerial; inconnectionwiththeplanning, "Propertydamage"includesallformsof construction,maintenance,operationor radioactivecontaminationofproperty. useofany"nuclearfacility",butifsuch facilityislocatedwithintheUnited SECTIONVI-CONDITIONS StatesofAmerica,itsterritoriesor A.Premium possessionsorCanada,thisexclusion Allpremiumsforthispolicyshallbecomputedin c.appliesonlyto"propertydamage"to accordancewithItem5oftheDeclarations.The such"nuclearfacility"andanyproperty premiumstatedassuchintheDeclarationsisa thereat. depositpremiumonlywhichshallbecreditedto B.Asusedinthisexclusion: theamountofanyearnedpremium.Atthe "Hazardousproperties"includeradioactive,toxic closeofeach"policyperiod",theearned orexplosiveproperties; premiumshallbecomputedforsuchperiod,and uponnoticethereoftotheNamedInsuredfirst "Nuclearmaterial"means"sourcematerial", shownintheDeclarationsshallbecomedueand "specialnuclearmaterial"or"by-product payablebysuchNamedInsured. material"; Ifthetotalearnedpremiumforthe"policy "Sourcematerial","specialnuclearmaterial"and period"islessthanthepremiumpreviouslypaid "by-productmaterial"havethemeaningsgiven andmorethantheminimumpremium,weshall themintheAtomicEnergyActof1954orinany returntosuchNamedInsuredtheunearned lawamendatorythereof; portionpaidbysuchNamedInsured. "Spentfuel"meansanyfuelelementorfuel TheNamedinsuredfirstshowninthe component,solidorliquid,whichhasbeenused Declarationsshallmaintainrecordsofsuch orexposedtoradiationina"nuclearreactor"; informationasisnecessaryforpremium "Waste"meansanywastematerial(a) computation,andshallsendcopiesofsuch containing"by-productmaterial"otherthanthe recordstousattheendofthe"policyperiod" tailingsorwastesproducedbytheextractionor andatsuchtimesduringthe"policyperiod"as concentrationofuraniumorthoriumfromany wemaydirect. oreprocessedprimarilyforits"sourcematerial" B.InspectionAndAudit content,and(b)resultingfromtheoperationby anypersonororganizationofany"nuclear Weshallbepermittedbutnotobligatedto inspectyourpropertyandoperationsatany FormXL00030916Page9of14 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ time.Neitherourrighttomakeinspections,nor exceedtheamountofthe"self-insured themakingthereof,noranyreportthereon,shall retention"or"underlyinginsurance", constituteanundertakingonyourbehalforfor whicheverapplies. yourbenefitorthatofotherstodetermineor 3.Youandanyotherinvolvedinsuredmust: warrantthatsuchpropertyoroperationsare: a.Immediatelysenduscopiesofany 1.Safe; demands,notices,summonsesorlegal 2.Healthful;or papersreceivedinconnectionwiththe claimor"suit"involvingorlikelyto 3.Incompliancewithanylaw,ruleor involveasuminexcessofany"self- regulation. insuredretention"or"underlying Wemayexamineandaudityourbooksand insurance",whicheverapplies"; recordsatanytimeduringthe"policyperiod" b.Authorizeustoobtainrecordsandother andextensionsthereofandwithinthreeyears information; afterthefinalterminationofthispolicy,insofar astheyrelatetothesubjectmatterofthispolicy.c.Cooperatewithusintheinvestigationor settlementoftheclaimordefense C.DutiesInTheEventOfOccurrence,ClaimOr againstthe"suit";and Suit d.Assistus,uponourrequestinthe 1.Youmustseetoitthatwearenotifiedas enforcementofanyrightagainstany soonaspracticableofan"occurrence" personororganizationwhichmaybe whichmayresultinaclaimunderthispolicy. liabletotheinsuredbecauseofinjuryor Thisrequirementappliesonlywhensuch damagetowhichthispolicyorany "occurrence"isknowntoanyofthe "underlyinginsurance"or"self-insured following: retention"mayapply. a.Youoranyadditionalinsuredthatisan 4.Noinsuredwill,exceptatthatinsured'sown individual; cost,makeoragreetoanysettlementfora b.Anypartner,ifyouoranadditional suminexcessof: insuredareapartnership; a.Thetotallimitsof"underlying c.Anymanager,ifyouoranadditional insurance";or insuredarealimitedliabilitycompany; b The"self-insuredretention"ifno d.Any"executiveofficer"orinsurance "underlyinginsurance"applieswithout manager,ifyouoranadditionalinsured ourconsent. areacorporation; 5.Noinsuredswill,exceptatthatinsured's e.Anytrustee,ifyouoranadditional owncost,makeapayment,assumeany insuredisatrust;or obligation,orincuranyexpenses,otherthan f.Anyelectedorappointedofficial,ifyou firstaid,withoutourconsent. oranadditionalinsuredisapolitical D.AssistanceAndCooperationOfTheInsured subdivisionorpublicentity. The"insured"shall: Thisdutyappliesseparatelytoyouandany 1.Cooperatewithusandcomplywithallthe additionalinsured. termsandconditionsofthispolicy;and Totheextentpossible,noticeshould 2.Cooperatewithanyoftheunderlying include: insurersasrequiredbythetermsofthe a.How,whenandwherethe"occurrence" "underlyinginsurance"andcomplywithall tookplace; thetermsandconditionsthereof. b.Thenamesandaddressesofany The"insured"shallenforceanyrightof injuredpersonsandwitnesses;and contributionorindemnityagainstanypersonor c.Thenatureandlocationofanyinjuryor organizationwhomaybeliabletothe"insured" damagearisingoutofthe"occurrence" becauseof"bodilyinjury","propertydamage"or or"offense". "personalandadvertisinginjury"withrespectto thispolicyorany"underlyinginsurance". 2.Ifaclaimismadeor"suit"isbroughtagainst anyinsured,youmust: E.LegalActionAgainstUs a.Immediatelyrecordthespecificsofthe Nopersonororganizationhasarightunderthis claimor"suit"andthedatereceived; policy: and a.Tojoinusasapartyorotherwisebringus b.Notifyusinwritingassoonas intoa"suit"askingfordamagesfroman practicableiftheclaimislikelyto insured;or Page10of14FormXL00030916 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ b.Tosueusonthispolicyunlessallofits H.TransferOfRightsOfRecoveryAgainst termsandthoseofthe"underlying OthersToUs insurance"havebeenfullycompliedwith. 1.TransferOfRightsOfRecovery Apersonororganizationmaysueustorecover Iftheinsuredhasrightstorecoverallora onanagreedsettlementoronafinaljudgment partofanypaymentwehavemadeunder againstaninsured;but,wewillnotbeliablefor thispolicy,thoserightsaretransferredtous. damagesthatarenotpayableundertheterms Theinsuredmustdonothingafteralossto ofthispolicyorthatareinexcessofthelimitof impairthem.Atourrequest,theinsuredwill liability.Anagreedsettlementmeansa bring"suit"ortransferthoserightstousand settlementandreleaseofliabilitysignedbyus, helpusenforcethem. theinsuredandtheclaimantortheclaimant's a.Recoveriesshallbeappliedto legalrepresentative. reimburse: F.Appeals (1)First,anyinterest(includingthe Intheeventthe"insured"orthe"insured's" NamedInsured)thatpaidany underlyinginsurerelectsnottoappeala amountinexcessofourlimitof judgmentinexcessofthe"underlyinginsurance" liability; orthe"self-insuredretention,"wemayelectto (2)Second,us,alongwithanyother makesuchappeal,atourcostandexpense. insurershavingaquotashare Ifwesoelect,weshallbeliableinadditionto interestatthesamelevel; theapplicableLimitofInsurance,forthe: (3)Third,suchinterests(includingthe 1.Taxablecosts; NamedInsured)ofwhomthis 2.Disbursements;and insuranceisexcess. 3.Additionalinterestincidentaltosuchappeal; However,adifferentapportionmentmay bemadetoeffectsettlementofaclaim Butinnoeventwillwebeliablefor"damages"in byagreementsignedbyallinterests. excessoftheapplicableaggregateLimitof Insurance.b.Reasonableexpensesincurredinthe exerciseofrightsofrecoveryshallbe Ifajudgmentisrenderedinexcessofthelimits apportionedamongallinterestsinthe of"underlyinginsurance"andweoffertopayour ratiooftheirrespectivelossesforwhich fullshareofsuchjudgment,butyouoryour recoveryissought. underlyinginsurerselecttoappealit,you,your underlyinginsurersorbothwillbear:2.WaiverOfRightsOfRecovery(WaiverOf2.WaiverOfRightsOfRecovery(WaiverOf2.WaiverOfRightsOfRecovery(WaiverOf Subrogation)Subrogation) a.Thecostanddutyofobtaininganyappeal bond; Ifthe"insured"haswaivedanyrightsof recoveryagainstanypersonororganization b.Thetaxablecosts,disbursementsand forallorpartofanypaymentwehavemade additionalinterestincidentaltosuchappeal; underthispolicy,wealsowaivethatright, and providedthe"insured"waivedtheirrightsof c.Anyincreaseindamagesovertheamount recoveryagainstsuchpersonor themattercouldhavebeensettledforafter organizationinacontract,agreementor theverdictwasenteredandbeforethe permitthatwasexecutedpriortotheinjury appealwasfiled. ordamage. G.OtherInsurance I.Changes Thispolicyshallapplyinexcessofall Thispolicycontainsalltheagreementsbetween "underlyinginsurance"whetherornotvalidand youandusconcerningtheinsuranceafforded. collectible.Itshallalsoapplyinexcessofother Noticetoanyagent,orknowledgepossessedby validandcollectibleinsurance(exceptother anyagentoranyotherpersonshallnoteffecta insurancepurchasedspecificallytoapplyin waiverorachangeinanypartofthispolicy,or excessofthisinsurance)whichalsoappliesto stopusfromassertinganyrightsunderthe anylossforwhichinsuranceisprovidedbythis termsofthispolicy. policy. TheNamedInsuredfirstshowninthe Theseexcessprovisionsapply,whethersuch Declarationsisauthorizedonbehalfofall otherinsuranceisstatedtobe: "insureds"toagreewithusonchangesinthe 1.Primary; termsofthispolicy. 2.Contributing; Ifthetermsarechanged,thechangeswillbe showninanendorsementissuedbyusand 3.Excess;or madeapartofthispolicy. 4.Contingent. FormXL00030916Page11of14 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ J.SeparationOfInsureds InsuredfirstshownintheDeclarationsorby uswillbeequivalenttomailing. ExceptwithrespecttotheLimitsofLiability,and anyrightsordutiesspecificallyassignedinthis 4.IftheNamedInsuredfirstshowninthe policytotheNamedInsuredfirstshowninthe Declarationscancels,therefundmaybe declarations,thisinsuranceapplies: lessthanprorata,butwewillretainany minimumpremiumstatedassuchinthe a.AsifeachNamedInsuredweretheonly Declarations.Ifwecancel,therefundwillbe NamedInsured:and prorata.Thecancellationwillbeeffective b.Separatelytoeachinsuredagainstwhom evenifwehavenotmadeoroffereda claimismadeor"suit"isbrought. refund. K.MaintenanceOfUnderlyingInsurance M.Non-Renewal Policiesaffordingintotalthecoverageandlimits 1.Ifwedecidenottorenew,wewillmailor statedintheScheduleofUnderlyingInsurance delivertotheNamedInsuredfirstshownin Policiesshallbemaintainedinfulleffectduring theDeclarations,attheaddressshownin thecurrencyofthispolicy.Yourfailureto thispolicy,writtennoticeofnon-renewalat complywiththeforegoingshallnotinvalidate least30daysbeforetheendofthe"policy thispolicy,butintheeventofsuchfailure,we period". shallbeliableonlytotheextentthatwewould 2.Ifnoticeismailed,proofofmailingwillbe havebeenliablehadyoucompliedherewith. sufficientproofofnotice. TheNamedInsuredfirstshowninthe 3.IfweoffertorenewbutsuchNamedInsured Declarationsshallgiveuswrittennoticeassoon doesnotaccept,thispolicywillnotbe aspracticableofanyofthefollowing: renewedattheendofthecurrent"policy 1.Anychangeinthecoverageorinthelimits period". ofany"underlyinginsurance",includingbut N.Workers'CompensationAgreement notlimitedtoachangefromoccurrence coveragetoclaimsmadecoverage; Withrespectto"bodilyinjury"toanyofficeror otheremployeearisingoutofandinthecourse 2.Terminationofpartorallofoneormoreof ofemploymentbyyou,yourepresentandagree thepoliciesof"underlyinginsurance"; thatyouhavenotabrogatedandwillnot 3.Reductionorexhaustionofanaggregate abrogateyourcommon-lawdefensesunderany limitofliabilityofany"underlyinginsurance". Workers'CompensationLawbyrejectionof The"self-insuredretention"shallnotapply suchlaworotherwise.Ifatanytimeduringthe shouldthe"underlyinginsurance"beexhausted "policyperiod"youabrogatesuchdefenses,the bythepaymentofclaimsor"suits"whichare insurancefor"bodilyinjury"tosuchofficeror alsocoveredbythispolicy. otheremployeeautomaticallyterminatesatthe sametime. L.Cancellation O.BankruptcyOrInsolvency 1.TheNamedInsuredfirstshowninthe Declarationsmaycancelthispolicyby Intheeventofthebankruptcyorinsolvencyof mailingordeliveringtousortoanyofour the"insured"oranyentitycomprisingthe authorizedagentsadvancewrittennoticeof "insured",weshallnotberelievedofanyofour cancellation. obligationsunderthispolicy. 2.Wemaycancelthispolicybymailingor P.Representations deliveringtotheNamedInsuredfirstshown Byacceptingthispolicy,youagree: intheDeclarationsattheaddressshownin a.ThestatementsintheDeclarationsare thispolicy,writtennoticeofcancellationat accurateandcomplete; least: b.ThestatementsintheScheduleOf a.10daysbeforetheeffectivedateof UnderlyingInsurancePoliciesareaccurate cancellationifsuchNamedInsuredfails andcomplete; topaythepremiumoranyinstallment whendue;or c.Thestatementsina.andb.arebasedupon representationsyoumadetous: b.30daysbeforetheeffectivedateof cancellationifwecancelforanyother d.Wehaveissuedthispolicyinrelianceupon reason. yourrepresentations;and 3.Ifnoticeismailed,proofofmailingwillbe e.Ifunintentionallyyoushouldfailtodisclose sufficientproofofnotice.Noticewillstate allhazardsattheinceptionofthispolicy,we theeffectivedateofcancellation.The shallnotdenycoverageunderthispolicy "policyperiod"willendonthatdate. becauseofsuchfailure. DeliveryofsuchnoticebytheNamed Page12of14FormXL00030916 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ SECTIONVII-DEFINITIONS Paragraph a.abovedoesnotapplytofuels, lubricants,fluids,exhaustgasesorothersimilar Exceptasotherwiseprovidedinthissectionor "pollutants"thatareneededfororresultfromthe amendedbyendorsement,thewordsorphrases normalelectrical,hydraulicormechanical thatappearinquotationmarkswithinthispolicy functioningofan"auto",coveredbythe"underlying shallfollowthedefinitionsoftheapplicable insurance"oritsparts,if: "underlyinginsurance"policy. (1)The"pollutants"escape,seep,migrate,orare "Accident"includescontinuousorrepeated dischargedorreleaseddirectlyfroman"auto" exposuretothesameconditionsresultingin"bodily partdesignedbyitsmanufacturertohold,store, injury"or"propertydamage". receiveordisposeofsuch"pollutants";and "Asbestoshazard"meansanexposureorthreatof (2)The"bodilyinjury,""propertydamage"or exposuretotheactualorallegedpropertiesof "coveredpollutioncostorexpense"doesnot asbestosandincludesthemerepresenceof ariseoutoftheoperationofanyequipment asbestosinanyform. listedinparagraphs 6.b and 6.c.ofthedefinition "Auto"means: of"mobileequipment". a.Alandmotorvehicle,trailerorsemitrailer Paragraphs b.and c.abovedonotapplyto designedfortravelonpublicroads,including "accidents"thatoccurawayfrompremisesownedby anyattachedmachineryorequipment;or orrentedtoan"insured"withrespectto"pollutants" b.Anyotherlandvehiclethatissubjecttoa notinoruponan"auto"coveredbythe"underlying compulsoryorfinancialresponsibilitylawor insurance"if: othermotorvehicleinsurancelawwhereitis (1)The"pollutants"oranypropertyinwhichthe licensedorprincipallygaraged. "pollutants"arecontainedareupset,overturned However,"auto"doesnotinclude"mobile ordamagedasaresultofthemaintenanceor equipment". useofthe"auto";and "Coveredpollutioncostorexpense"meansany (2)Thedischarge,dispersal,seepage,migration, costorexpensearisingoutof: releaseorescapeofthe"pollutants"iscaused 1.Anyrequest,demand,orderorstatutoryor directlybysuchupset,overturnordamage. regulatoryrequirement;or "Damages"includeprejudgmentinterestawarded 2.Anyclaimor"suit"byoronbehalfofa againstthe"insured"onthatpartofthejudgmentwe governmentalauthoritydemanding pay. thatthe"insured"orotherstestfor,monitor,clean "Damages"donotinclude: up,remove,contain,treat,detoxifyorneutralize,or 1.Fines; inanywayrespondto,orassesstheeffectsof "pollutants".2.Penalties;or "Coveredpollutioncostorexpense"doesnotinclude 3.Damagesforwhichinsuranceisprohibitedby anycostorexpensearisingoutoftheactual,alleged thelawapplicabletotheconstructionofthis orthreateneddischarge,dispersal,seepage, policy. migration,releaseorescapeof"pollutants": Subjecttotheforegoing,"damages"include (1)Thatare,orthatarecontainedinanyproperty damagesforanyofthefollowingwhichresultatany thatis: timefrom"bodilyinjury"towhichthispolicyapplies: a.Beingtransportedortowedby,handled,or 1.Death; handledformovementinto,ontoorfrom, 2.Mentalanguish; any"auto"; 3.Shock; b.Otherwiseinthecourseoftransitbyoron 4.Disability;or behalfofthe"insured";or 5.Careandlossofservicesorconsortium. c.Beingstored,disposedof,treatedor "Insured"meansanypersonororganization processedinoruponany"auto";or qualifyingasaninsuredintheapplicableWHOIS (2)Beforethe"pollutants"oranypropertyinwhich ANINSUREDprovisionofthispolicy.Theinsurance the"pollutants"arecontainedaremovedfrom affordedappliesseparatelytoeach"insured"against theplacewheretheyareacceptedbythe whomclaimismadeor"suit"isbrought,exceptwith "insured"formovementintoorontoany"auto"; respecttothelimitofourliabilityunderLIMITSOF or INSURANCE(SECTIONIV). (3)Afterthe"pollutants"oranypropertyinwhich "Occurrence"means the"pollutants"arecontainedaremovedfrom 1.Withrespectto"bodilyinjury"or"property any"auto"totheplacewheretheyarefinally damage":anaccident,includingcontinuousor delivered,disposedoforabandonedbythe "insured". FormXL00030916Page13of14 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ repeatedexposuretosubstantiallythesame 1.Anydeductibleamount; generalharmfulconditions,and 2.Anyparticipationofany"insured";and 2.Withrespectto"personalandadvertisinginjury": 3.Any"self-insuredretention"aboveorbeneath anoffensedescribedinoneofthenumbered anysuchpolicy; subdivisionsofthatdefinitioninthe"underlying Lesstheamount,ifany,bywhichtheaggregatelimit insurance". ofsuchinsurancehasbeenreducedbyany "Policyperiod"meanstheperiodbeginningwith paymentrelatingtoanyact,error,omission,injury, theinceptiondatestatedassuchintheDeclarations damageoroffenseforwhichinsuranceisprovided andendingwiththeearlierof: bythispolicy,includingMedicalPaymentsCoverage 1.Thedateofcancellationofthispolicy;or asdescribedinthe"underlyinginsurance."The coveragesandlimitsofsuchpoliciesandanysuch 2.Theexpirationdatestatedassuchinthe deductibleamount,participationor"self-insured Declarations. retention"shallbedeemedtobeapplicable "Self-insuredretention"meanstheamountstated regardlessof: assuchintheDeclarationswhichisretainedand 1.Anydefensewhichanyunderlyinginsurermay payablebythe"insured"withrespecttoeach assertbecauseofthe"insured's"failureto "occurrence". complywithanyconditionofitspolicy;or "Underlyinginsurance"meanstheinsurance 2.Theactualorallegedinsolvencyorfinancial policieslistedintheScheduleofUnderlying impairmentofanyunderlyinginsurerorany InsurancePolicies,includinganyrenewalsor "insured". replacementsthereof,whichprovidetheunderlying coveragesandlimitsstatedintheScheduleof Theriskofinsolvencyorfinancialimpairmentofany UnderlyingInsurancePolicies.Thelimitof underlyinginsurerorany"insured"isbornebyyou "underlyinginsurance"includes:andnotbyus. Page14of14FormXL00030916 UIJT!FOEPSTFNFOU!DIBOHFT!UIF!QPMJDZ/QMFBTF!SFBE!JU!DBSFGVMMZ/ XBJWFS!PG!PVS!SJHIU!UP!SFDPWFS GSPN!PUIFST!FOEPSTFNFOU Qpmjdz!Ovncfs;!57!XF!PM7I2H!Foepstfnfou!Ovncfs; Fggfdujwf!Ebuf;!1:012035!Fggfdujwf!ipvs!jt!uif!tbnf!bt!tubufe!po!uif!Jogpsnbujpo!Qbhf!pg!uif!qpmjdz/! Obnfe!Jotvsfe!boe!Beesftt;!IVJUU!\[PMMBST-!JOD/ 6541!MCK!GSFFXBZ-!TVJUF!2611! 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EBMMBT!UY!86351 UijtqpmjdzjttvckfduupuifgpmmpxjohbeejujpobmBozopujgjdbujposjhiutqspwjefeczuijtfoepstfnfou Dpoejujpo;bqqmzpomzupbdujwfdfsujgjdbufipmefs)t*xipxfsfjttvfe b!dfsujgjdbuf!pg!jotvsbodf!bqqmjdbcmf!up!uijt!qpmjdzt!ufsn/ B/JguijtqpmjdzjtdbodfmmfeczuifDpnqbozgpsopo. qbznfoupgqsfnjvn-psczuifjotvsfe-opujdfpgGbjmvsfupqspwjeftvdiopujdfupuifdfsujgjdbufipmefs)t* tvdidbodfmmbujpoxjmmcfqspwjefexjuijoufo)21*xjmmopubnfoepsfyufoeuifebufuifdbodfmmbujpo ebztpguifdbodfmmbujpofggfdujwfebufupuifcfdpnftfggfdujwf-opsxjmmjuofhbufdbodfmmbujpopguif dfsujgjdbufipmefs)t*xjuinbjmjohbeesfttftpogjmfqpmjdz/Gbjmvsfuptfoeopujdftibmmjnqptfopmjbcjmjuzpg xjui!uif!bhfou!pg!sfdpse!ps!uif!Dpnqboz/bozljoevqpouifDpnqbozpsjutbhfoutps sfqsftfoubujwft/ Jgopujdfjtnbjmfe-qsppgpgnbjmjohupuifmbtulopxo nbjmjohbeesfttpguifdfsujgjdbufipmefs)t*pogjmfxjui uifbhfoupgsfdpsepsuifDpnqbozxjmmcftvggjdjfou qsppg!pg!opujdf/ Gpsn!XD!::!16!42!Qsjoufe!jo!V/T/B/ Qspdftt!Ebuf;!Qpmjdz!Fyqjsbujpo!Ebuf;!1:012036 ª!3122-!Uif!Ibsugpse Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/ Qpmjdz$!57VFOPM6387 COMMERCIAL AUTOMOBILE HA 99 16 12 21 Ibsugpse!Dbtvbmuz!Jotvsbodf!Dp/ THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL AUTOMOBILE BROAD FORM ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM To the extent that the provisions of this endorsement provide broader benefits to the "insured" than other provisions of the Coverage Form, the provisions of this endorsement apply. 1. BROAD FORM INSURED e. Employees as Insureds Paragraph .1. - WHO IS AN INSURED - of (1). Any "employee" of yours while using a Section II - Liability Coverage is amended to covered "auto" you don't own, hire or add the following: borrow in your business or your personal affairs. d. Subsidiaries and Newly Acquired or Formed Organizationsf. Lessors as Insureds The Named Insured shown in the (1). The lessor of a covered "auto" while the Declarations is amended to include: "auto" is leased to you under a written agreement if: (1) Any legal business entity other than a partnership or joint venture, formed as a (a) The agreement requires you to subsidiary in which you have an provide direct primary insurance for ownership interest of more than 50% on the lessor and the effective date of the Coverage Form. (b) The "auto" is leased without a However, the Named Insured does not driver. include any subsidiary that is an Such a leased "auto" will be considered a "insured" under any other automobile covered "auto" you own and not a covered policy or would be an "insured" under "auto" you hire. such a policy but for its termination or g. Additional Insured if Required by Contract g. Additional Insured if Required by Contract the exhaustion of its Limit of Insurance. (1) When you have agreed, in a written (2) Any organization that is acquired or contract or written agreement, that a formed by you and over which you person or organization be added as an maintain majority ownership. However, additional insured on your business auto the Named Insured does not include any policy, such person or organization is an newly formed or acquired organization: "insured", but only to the extent such (a) That is a partnership or joint person or organization is liable for venture, "bodily injury" or "property damage" (b) That is an "insured" under any other caused by the conduct of an "insured" policy, under paragraphs a. or b. of Who Is An (c) That has exhausted its Limit of Insured with regard to the ownership, Insurance under any other policy, or maintenance or use of a covered "auto." (d) 180 days or more after its The insurance afforded to any such acquisition or formation by you, additional insured applies only if the unless you have given us notice of "bodily injury" or "property damage" the acquisition or formation. occurs: Coverage does not apply to "bodily (a) During the policy period, and injury" or "property damage" that results (b) Subsequent to the execution of such from an "accident" that occurred before written contract, and you formed or acquired the organization. Form HA 99 16 12 21 Page 1 of 5 © 2021, The Hartford (Includes copyrighted material of Insurance Services Office, Inc. with its permission.) Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/!Qpmjdz!$!57VFOPM6387 Ibsugpse!Dbtvbmuz!Jotvsbodf!Dp/ (c) Prior to the expiration of the period This insurance is primary if you have of time that the written contract agreed in a written contract or written requires such insurance be provided agreement that this insurance be to the additional insured. primary. If other insurance is also primary, we will share with all that other (2) How Limits Apply insurance by the method described in If you have agreed in a written contract Other Insurance 5.d. or written agreement that another (2} Primary And Non-Contributory To Other person or organization be added as an Insurance When Required By Contract additional insured on your policy, the most we will pay on behalf of such If you have agreed in a written contract or written agreement that this insurance additional insured is the lesser of: is primary and non-contributory with the (a) The limits of insurance specified in additional insured's own insurance, this the written contract or written insurance is primary and we will not agreement; or seek contribution from that other (b) The Limits of Insurance shown in insurance. the Declarations. Paragraphs (1) and (2) do not apply to other Such amount shall be a part of and not insurance to which the additional insured in addition to Limits of Insurance shown has been added as an additional insured. in the Declarations and described in this When this insurance is excess, we will have Section. no duty to defend the insured against any (3) Additional Insureds Other Insurance "suit" if any other insurer has a duty to If we cover a claim or "suit" under this defend the insured against that "suit". If no Coverage Part that may also be covered other insurer defends, we will undertake to by other insurance available to an do so, but we will be entitled to the insured's additional insured, such additional rights against all those other insurers. insured must submit such claim or "suit" When this insurance is excess over other to the other insurer for defense and insurance, we will pay only our share of the indemnity. amount of the loss, if any, that exceeds the However, this provision does not apply sum of: to the extent that you have agreed in a (1) The total amount that all such other written contract or written agreement insurance would pay for the loss in the that this insurance is primary and non- absence of this insurance; and contributory with the additional insured's (2) The total of all deductible and self- own insurance. insured amounts under all that other (4) Duties in The Event Of Accident, Claim, insurance. Suit or Loss We will share the remaining loss, if any, by If you have agreed in a written contract the method described in SECTION IV- or written agreement that another Business Auto Conditions, B. General person or organization be added as an Conditions, Other Insurance 5.d. additional insured on your policy, the 3. AUTOS RENTED BY EMPLOYEES additional insured shall be required to comply with the provisions in LOSS Any "auto" hired or rented by your "employee" CONDITIONS 2. - DUTIES IN THE on your behalf and at your direction will be EVENT OF ACCIDENT, CLAIM , SUIT considered an "auto" you hire. OR LOSS – OF SECTION IV – The SECTION IV- Business Auto Conditions, B. BUSINESS AUTO CONDITIONS, in the General Conditions, 5. OTHER INSURANCE same manner as the Named Insured. Condition is amended by adding the following: 2. Primary and Non-Contributory if 2. Primary and Non-Contributory if e. If an "employee’s" personal insurance also Required by Contract Required by Contract applies on an excess basis to a covered Only with respect to insurance provided to "auto" hired or rented by your "employee" on an additional insured in A.1.g. - Additional your behalf and at your direction, this Insured If Required by Contract, the insurance will be primary to the following provisions apply: "employee’s" personal insurance. (1) Primary Insurance When Required By Contract Page 2 of 5 Form HA 99 16 12 21 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/!Qpmjdz!$!57VFOPM6387 Ibsugpse!Dbtvbmuz!Jotvsbodf!Dp/ 4. AMENDED FELLOW EMPLOYEE EXCLUSION obligation for any difference between the actual cash value of the "auto" at the time of the "loss" EXCLUSION 5. - FELLOW EMPLOYEE - of and the "outstanding balance" of the loan/lease. SECTION II - LIABILITY COVERAGE does not apply if you have workers' compensation "Outstanding balance" means the amount you insurance in-force covering all of your owe on the loan/lease at the time of "loss" less "employees". any amounts representing taxes; overdue payments; penalties, interest or charges Coverage is excess over any other collectible resulting from overdue payments; additional insurance. mileage charges; excess wear and tear charges; 5. HIRED AUTO PHYSICAL DAMAGE COVERAGE lease termination fees; security deposits not If hired "autos" are covered "autos" for Liability returned by the lessor; costs for extended Coverage and if Comprehensive, Specified warranties, credit life Insurance, health, accident Causes of Loss, or Collision coverages are or disability insurance purchased with the loan provided under this Coverage Form for any or lease; and carry-over balances from previous "auto" you own, then the Physical Damage loans or leases. Coverages provided are extended to "autos" you 8. AIRBAG COVERAGE hire or borrow, subject to the following limit. Under Paragraph B. EXCLUSIONS - of The most we will pay for "loss" to any hired SECTION III - PHYSICAL DAMAGE "auto" is: COVERAGE, the following is added: (1) $100,000; The exclusion relating to mechanical breakdown (2) The actual cash value of the damaged or does not apply to the accidental discharge of an stolen property at the time of the "loss"; or airbag. (3) The cost of repairing or replacing the 9. ELECTRONIC EQUIPMENT - BROADENED damaged or stolen property, COVERAGE whichever is smallest, minus a deductible. The a. The exceptions to Paragraphs B.4 - deductible will be equal to the largest deductible EXCLUSIONS - of SECTION III - PHYSICAL applicable to any owned "auto" for that DAMAGE COVERAGE are replaced by the coverage. No deductible applies to "loss" following: caused by fire or lightning. Hired Auto Physical Exclusions 4.c. and 4.d. do not apply to Damage coverage is excess over any other equipment designed to be operated solely by collectible insurance. Subject to the above limit, use of the power from the "auto's" electrical deductible and excess provisions, we will system that, at the time of "loss", is: provide coverage equal to the broadest (1) Permanently installed in or upon the coverage applicable to any covered "auto" you covered "auto"; own. (2) Removable from a housing unit which is We will also cover loss of use of the hired "auto" permanently installed in or upon the if it results from an "accident", you are legally covered "auto"; liable and the lessor incurs an actual financial loss, subject to a maximum of $1000 per (3) An integral part of the same unit housing "accident". any electronic equipment described in Paragraphs (1) and (2) above; or This extension of coverage does not apply to any "auto" you hire or borrow from any of your (4) Necessary for the normal operation of the "employees", partners (if you are a partnership), covered "auto" or the monitoring of the members (if you are a limited liability company), covered "auto's" operating system. or members of their households. b. Section III, Physical Damage Coverage, 6. PHYSICAL DAMAGE - ADDITIONAL Limit of Insurance, Paragraph C.2. is TEMPORARY TRANSPORTATION EXPENSE amended to add the following: COVERAGE $1,500 is the most we will pay for "loss" in Paragraph A.4.a. of SECTION III - PHYSICAL any one "accident" to all electronic DAMAGE COVERAGE is amended to provide a equipment (other than equipment designed limit of $50 per day and a maximum limit of solely for the reproduction of sound, and $1,000. accessories used with such equipment) that reproduces, receives or transmits audio, 7. LOAN/LEASE GAP COVERAGE visual or data signals which, at the time of Under SECTION III - PHYSICAL DAMAGE "loss", is: COVERAGE, in the event of a total "loss" to a covered "auto", we will pay your additional legal Form HA 99 16 12 21 Page 3 of 5 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/!Qpmjdz!$!57VFOPM6387 Ibsugpse!Dbtvbmuz!Jotvsbodf!Dp/ (1) Permanently installed in or upon the (2) A partner, if you are a partnership; covered "auto" in a housing, opening or (3) A member, if you are a limited liability other location that is not normally used company; or by the "auto" manufacturer for the (4) An executive officer or insurance manager, if installation of such equipment; you are a corporation. (2) Removable from a permanently installed 14. UNINTENTIONAL FAILURE TO DISCLOSE housing unit as described in Paragraph HAZARDS 2.a. above or is an integral part of that If you unintentionally fail to disclose any hazards equipment; or existing at the inception date of your policy, we (3) An integral part of such equipment. will not deny coverage under this Coverage c. For each covered "auto", should loss be Form because of such failure. limited to electronic equipment only, our 15. HIRED AUTO - COVERAGE TERRITORY obligation to pay for, repair, return or replace SECTION IV, BUSINESS AUTO CONDITIONS, damaged or stolen electronic equipment will PARAGRAPH B. GENERAL CONDITIONS, 7. - be reduced by the applicable deductible POLICY PERIOD, COVERAGE TERRITORY - shown in the Declarations, or $250, is added to include the following: whichever deductible is less. (6) For short-term hired "autos", the coverage 10. EXTRA EXPENSE - BROADENED territory with respect to Liability Coverage is COVERAGE anywhere in the world provided that if the Under Paragraph A. - COVERAGE - of SECTION "insured's" responsibility to pay damages for III - PHYSICAL DAMAGE COVERAGE, we will "bodily injury" or "property damage" is pay for the expense of returning a stolen covered determined in a "suit," the "suit" is brought in "auto" to you. the United States of America, the territories 11. GLASS REPAIR - WAIVER OF DEDUCTIBLE and possessions of the United States of Under Paragraph D. - DEDUCTIBLE - of America, Puerto Rico or Canada or in a SECTION III - PHYSICAL DAMAGE COVERAGE, settlement we agree to. the following is added: 16. WAIVER OF SUBROGATION 16. WAIVER OF SUBROGATION No deductible applies to glass damage if the Paragraph 5. TRANSFER OF RIGHTS OF glass is repaired rather than replaced. RECOVERY AGAINST OTHERS TO US - of 12. TWO OR MORE DEDUCTIBLES SECTION IV - BUSINESS AUTO CONDITIONS A. Loss Conditions is amended by adding the Under Paragraph D. - DEDUCTIBLE - of following: SECTION III - PHYSICAL DAMAGE COVERAGE, the following is added: We waive any right of recovery we may have against any person or organization with whom If another Hartford Financial Services Group, you have a written contract that requires such Inc. company policy or coverage form that is not waiver because of payments we make for an automobile policy or coverage form applies to damages under this Coverage Form. the same "accident", the following applies: 17. RESULTANT MENTAL ANGUISH COVERAGE (1) If the deductible under this Business Auto Coverage Form is the smaller (or smallest) The definition of "bodily injury" in SECTION V- deductible, it will be waived; DEFINITIONS, C. is replaced by the following: (2) If the deductible under this Business Auto "Bodily injury" means bodily injury, sickness or Coverage Form is not the smaller (or disease sustained by any person, including smallest) deductible, it will be reduced by mental anguish or death resulting from any of the amount of the smaller (or smallest) these. deductible. 18. EXTENDED CANCELLATION CONDITION 13. AMENDED DUTIES IN THE EVENT OF Paragraph 2. of the COMMON POLICY ACCIDENT, CLAIM, SUIT OR LOSS CONDITIONS - CANCELLATION - applies The requirement in LOSS CONDITIONS 2.a. - except as follows: DUTIES IN THE EVENT OF ACCIDENT, If we cancel for any reason other than CLAIM, SUIT OR LOSS - of SECTION IV - nonpayment of premium, we will mail or deliver BUSINESS AUTO CONDITIONS that you must to the first Named Insured written notice of notify us of an "accident" applies only when the cancellation at least 60 days before the effective "accident" is known to: date of cancellation. (1) You, if you are an individual; Page 4 of 5 Form HA 99 16 12 21 Obnfe!Jotvsfe;!Ivjuu.\[pmmbst-!Jod/!Qpmjdz!$!57VFOPM6387 Ibsugpse!Dbtvbmuz!Jotvsbodf!Dp/ 19. HYBRID, ELECTRIC, OR NATURAL GAS b. A "hybrid" auto is defined as an auto with an internal combustion engine and one or more VEHICLE PAYMENT COVERAGE electric motors; and that uses the internal In the event of a total loss to a "non-hybrid" auto combustion engine and one or more electric for which Comprehensive, Specified Causes of motors to move the auto, or the internal Loss, or Collision coverages are provided under combustion engine to charge one or more this Coverage Form, then such Physical electric motors, which move the auto. Damage Coverages are amended as follows: 20. VEHICLE WRAP COVERAGE a. If the auto is replaced with a "hybrid" auto or an auto powered solely by electricity or In the event of a total loss to an "auto" for which natural gas, we will pay an additional 10%, Comprehensive, Specified Causes of Loss, or to a maximum of $2,500, of the "non-hybrid" Collision coverages are provided under this auto’s actual cash value or replacement Coverage Form, then such Physical Damage cost, whichever is less, Coverages are amended to add the following: b. The auto must be replaced and a copy of a In addition to the actual cash value of the "auto", bill of sale or new lease agreement received we will pay up to $1,000 for vinyl vehicle wraps by us within 60 calendar days of the date of which are displayed on the covered "auto" at the "loss," time of total loss. Regardless of the number of autos deemed a total loss, the most we will pay c. Regardless of the number of autos deemed under this Vehicle Wrap Coverage provision for a total loss, the most we will pay under this any one "loss" is $5,000. For purposes of this Hybrid, Electric, or Natural Gas Vehicle coverage provision, signs or other graphics Payment Coverage provision for any one painted or magnetically affixed to the vehicle are "loss" is $10,000. not considered vehicle wraps. For the purposes of the coverage provision, a. A "non-hybrid" auto is defined as an auto that uses only an internal combustion engine to move the auto but does not include autos powered solely by electricity or natural gas. Form HA 99 16 12 21 Page 5 of 5 DATE(MM/DD/YYYY) A�" CERTIFICATE OF LIABILITY INSURANCE 8/28/2025 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: Jerrod Hughey Marsh &McLennan Agency LLC PHONE FAX 8144 Walnut Hill Lane, 16th Floor vC No Ext: 972 770-1643 vc,No:972-376-8108 E-MDallas TX 75231 ADDRESS: Jerrod.Hughey@MarshMMA.com INSURER(S)AFFORDING COVERAGE NAIC# INSURERA: Hartford Casualty Insurance Company 29424 INSURED HUITTZOL INSURERB: Hartford Underwriters Insurance Company 30104 Huitt-Zollars, Inc. 5430 LBJ Freeway, Suite 1500 INsuRERc: Hartford Fire Insurance Company 19682 Dallas TX 75240 INSURERD: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER:1835376467 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LIMITS LTR INSD WVD POLICYNUMBER MM/DD MM/DD A X COMMERCIAL GENERAL LIABILITY 46UUNOL6HGL 9/1/2025 9/1/2026 EACH OCCURRENCE $1,000,000 CLAIMS-MADE � OCCUR PREMISES DAMAGE TO PREMISES Ea occurrence) ccurrence $300,000 X Deductible:$0 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� PRO- � LOC PRODUCTS-COMP/OP AGG $2,000,000 OTHER: $ A AUTOMOBILE LIABILITY 46UENOL5276 9/1/2025 9/1/2026 COMBINED SINGLE LIMIT $1,000,000 Ea accident X ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED FIR ER DAMAGE $ AUTOS ONLY AUTOS ONLY Per accident X Coll$1 k/$2k Lx Comp$1 k/$2k $ A X UMBRELLALIAB X OCCUR 46XHUOL6HJF 9/1/2025 9/1/2026 EACH OCCURRENCE $10,000,000 EXCESS LAB CLAIMS-MADE AGGREGATE $10,000,000 DED X RETENTION$1 n nnn $ B WORKERS COMPENSATION 46WEOL6H1G 9/1/2025 9/1/2026 X PER OTH- AND EMPLOYERS'LIABILITY Y/N STATUTE ER $0 Deductible ANYPROPRIETOR/PARTNER/EXECUTIVE FN] N/A E.L.EACH ACCIDENT $1,000,000 OFFICE R/M EMBER EXCLUDED? (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $1,000,000 A Hired Car Physical Dam:$100,000 46UENOL5276 9/1/2025 9/1/2026 Hired PD Comp/Coll Ded$1,000/$1,000 C Employee Theft 46KBO67367125 9/1/2025 9/1/2026 Employee Theft Limit:$1,000,000 A Valuable Papers 46UUNOL6HGL 9/1/2025 9/1/2026 Included in BPP Limit DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,maybe attached if more space is required) Additional Insured form#HG0001 edition 09/16 applies to the General Liability policy. Digitally signed by Waiver of subrogation form#HG0001 edition 09/16 applies to the General Liability policy. Tu Tran Tu Tran Nguyen Primary& Non-Contributory General Liability form#HG0001 edition 09/16. Date:2025.09.03 Additional Insured form#HA9916 edition 12/21 applies to the Automobile Liability policy. Nguyen 10:08:23-07'00' Waiver of subrogation form#HA9916 edition 12/21 applies to the Automobile Liability policy. Primary& Non-Contributory Auto Liability form#HA9916 edition 12/21. APPROVED See Attached... By Tu Tran Nguyen at 10:07 am,Sep 03,2025 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Santa Ana ACCORDANCE WITH THE POLICY PROVISIONS. Attn: Public Works Agency CIP/Design Engineering AUTHORIZED REPRESENTATIVE 20 Civic Center Plaza M-36 Santa Ana CA 92701 y ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: HUITTZOL LOC#: ,a`oRo ADDITIONAL REMARKS SCHEDULE Page 1 of 1 AGENCY NAMED INSURED Marsh&McLennan Agency LLC Huitt-Zollars, Inc. 5430 LBJ Freeway,Suite 1500 POLICY NUMBER Dallas TX 75240 CARRIER NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: CERTIFICATE OF LIABILITY INSURANCE Waiver of subrogation forms#WC000313,#WC040306 and#WC420304B apply to the Workers Compensation policy. Additional Insured form#XL0003 edition 09/16 applies to the Umbrella policy. Waiver of Subrogation form#XL0003 edition 09/16 applies to the Umbrella policy. Umbrella is follow form pursuant to form#XL0003 edition 09/16. Notice of Cancellation form#I1-10307 edition 6/11 applies to the General Liability policy. Notice of Cancellation form IH0307 edition 06/11 applies to the Auto Liability policy. Notice of Cancellation forms#WC990394 and#WC990531 apply to the Workers Compensation policy. Notice of Cancellation form#I1-10307 edition 6/11 applies to the Umbrella Liability policy. The General Liability policy contains language that provides additional insured status to the certificate holder only when there is a written contract between the named insured and the certificate holder that requires such status. The General Liability policy contains an endorsement with"Primary and NonContributory"wording that may apply only when there is a written contract between the named insured and the certificate holder that requires such wording. The General Liability policy contains a blanket waiver of subrogation endorsement that may apply only when there is a written contract between the named insured and the certificate holder that requires such wording. The Automobile Liability policy contains language that provides additional insured status to the certificate holder only when there is a written contract between the named insured and the certificate holder that requires such status. The Automobile liability policy includes waiver of subrogation wording that may apply only when there is a written contract between the named insured and the certificate holder that requires such wording. The Auto Liability policy contains an endorsement with"Primary and NonContributory"wording that may apply only when there is a written contract between the named insured and the certificate holder that requires such wording. The Umbrella policy includes additional insured endorsement to the certificate holder only when there is a written contract between the named insured and the certificate holder that requires such status. The Umbrella policy includes waiver of subrogation endorsement to the certificate holder only when there is a written contract between the named insured and the certificate holder that requires such status. The Worker's Compensation policy includes a waiver of subrogation endorsement that may apply only when there is a written contract between the named insured and the certificate holder that requires such wording. The General Liability,Auto Liability,Worker's Compensation and Umbrella Liability policies include a blanket notice of cancellation to the certificate holder endorsement,providing for(30)days'advance written notice if the policy is canceled by the company,or 10 days'written notice before the policy is canceled for nonpayment of premium. Notice is sent to certificate holders with mailing addresses on file with the agent or the company. The endorsement does not provide for notice of cancellation to the certificate holder if the named insured requests cancellation. RE:A-2023-088-03. Certificate Holder Includes: City of Santa Ana, its officers,employees,agents,volunteers and representatives. ACORD 101 (2008/01) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD 79/3/2025 E(MM/DD/YYYY) A�" CERTIFICATE OF LIABILITY INSURANCE 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: Joe Bryant Risk Strategies PHONE FAX 12801 North Central Expy. Suite 1725 MA E-MAIL Ext: 214 323-4602 A/C No): 214 503-8899 Dallas,TX 75243 ADDRESS: RSCcertrequest@risk-strategies.com INSURER(S)AFFORDING COVERAGE NAIC# INSURERA: AXIS Surplus Insurance Company 26620 INSURED INSURER B: Huitt-Zollars, Inc. 5430 LBJ Freeway INSURERC: Suite 1500 INSURERD: Dallas TX 75240 INSURERE: INSURER F: COVERAGES CERTIFICATE NUMBER: 86985817 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LIMITS LTR INSD WVD POLICYNUMBER MM/DD MM/DD COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ OCCUR DAMAGE S( RENTED CLAIMS-MADE PREMISES Ea occurrence) ccurrence) $ MED EXP(Any one person) $ PERSONAL&ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERALAGGREGATE $ POLICY❑ PRO- ❑ JECT LOC PRODUCTS-COMP/OP AGG $ OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ Ea accident ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY Per accident UMBRELLA LAB OCCUR EACH OCCURRENCE $ EXCESS LAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ WORKERS COMPENSATION PER OTH- AND EMPLOYERS'LIABILITY Y/N STATUTE ER ANYPROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? ❑ N/A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ A Professional Liability EBZ665006/01/2025 1/23/2025 1/23/2026 Per Claim $1,000,000 Pollution Liability Annual Aggregate $1,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,maybe attached if more space is required) The claims made professional liability coverage is the total aggregate limit for all claims presented within the annual policy period and is subject to a deductible.Thirty(30)day notice of cancellation in favor of certificate holder on all policies. Re:Contract#A-2021-035-06,Contractor Agreement For On-Call Engineering Services. APPROVED CERTIFICATE HOLDER CANCELLATION BY Tu Tran Nguyen at 10:07 am,Sep 03,2025 �] SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Santa Ana THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 20 Civic Center Plaza ACCORDANCE WITH THE POLICY PROVISIONS. Santa Ana, CA 92702 AUTHORIZED REPRESENTATIVE Joe Bryant ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016103) The ACORD name and logo are registered marks of ACORD 86985817 125/26 PL Master ($1M/$1M Default) Danielle Braid 19/3/2025 11:59:58 AM (EDT) I Page 1 of 1 A I■ 5. Reimbursement If, at our option, we have paid any amounts for Damages or Claim Expense in excess of the Limit of Liability, or if we have paid part or all of any deductible, you shall reimburse us for such amounts upon demand.We will have the right to seek recovery from you for any Claim Expense or Damages paid by us as a result of any portion of a Claim that is not covered by this Policy. K. Otherinsurance If other collectible insurance, including but not limited to project specific insurance, applies to a Claim covered under this Policy, the other insurance must pay first and this Policy is excess over such other insurance. However, this Policy will not be excess over other insurance that is specifically arranged by you or on your behalf to apply in excess of this Policy, and no other insurance applies to the Claim. L. Policy Territory Coverage under this Policy applies to Claims made in any jurisdiction in the world. If a Claim is made outside the United States of America and its territories and possessions, Puerto Rico or Canada: 1. We shall have the right but not the duty to investigate, defend or settle any such Claims brought against you. 2. If we do not exercise such right, you shall, under our supervision, arrange for such investigation and defense of the Claim as is reasonably necessary, and subject to our prior authorization, shall effect such settlement thereof as we and you deem expedient; 3. Subject to the terms of this Policy, we will reimburse the Named Insured for the reasonable cost of such investigation and defense and the amount of any such settlement or judgment. 4. Such reimbursement shall be made in United States currency at the conversion rate published in The Wall Street Journal on the date the judgment is rendered or the date that the amount of the settlement is agreed upon or the date expenditure is made. M. Representations By accepting this Policy,you agree that: 1. the statements made and information contained in the Application for this insurance furnished to us are true, accurate and complete, and are representations that the Named Insured made on behalf of all Insureds; and 2. we have issued this Policy in reliance upon those representations. If such representations or such information are not true, accurate and complete, this Policy shall be null and void in its entirety and we shall have no liability hereunder. N. Severability Misrepresentations, concealment, breach of condition or violation of any duty under this Policy by one Insured shall not prejudice the interest or coverage of another Insured under this Policy. O. Subrogation and Recovery In the event of any payment under this Policy, we will be subrogated to all of your rights of recovery therefore against any person or organization, and you shall execute and deliver instruments and papers and do whatever else is necessary to secure such rights.You shall do nothing to prejudice such rights. We will have no rights of subrogation against any Insured hereunder, or against your clients if prior to the Claim, a waiver of subrogation was so required and accepted under a specific contractual undertaking by you for such client. Any recoveries shall be applied first to us up to the amount we have paid for Damages and Claim Expense; then,to you as recovery of Deductible amounts paid as Damages and Claim Expense. DP 0001(Ed.02 11) Page 10 of 10 HUITT ZOLLARS INC POLICY NUMBER: 46 UUN OL6HGL THE HARTFORD COMMERCIAL GENERAL LIABILITY COVERAGE FORM Various provisions in this policy restrict coverage. Read the entire policy carefully to determine rights, duties and what is and is not covered. Throughout this policy the words "you" and "your" refer to the Named Insured shown in the Declarations, and any other person or organization qualifying as a Named Insured under this policy. The words "we", "us" and 'bur" refer to the stock insurance company member of The Hartford providing this insurance. The word "insured" means any person or organization qualifying as such under Section II -Who Is An Insured. Other words and phrases that appear in quotation marks have special meaning. Refer to Section V- Definitions. SECTION I -COVERAGES COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY 1. Insuring Agreement a. We will pay those sums that the insured becomes legally obligated to pay as damages because of "bodily injury" or "property damage" to which this insurance applies. We will have the right and duty to defend the insured against any "suit" seeking those damages. However, we will have no duty to defend the insured against any "suit" seeking damages for "bodily injury" or "property damage" to which this insurance does not apply. We may, at our discretion, investigate any "occurrence" and settle any claim or"suit" that may result. But: (1) The amount we will pay for damages is limited as described in Section III - Limits Of Insurance; and (2) Our right and duty to defend ends when we have used up the applicable limit of insurance in the payment of judgments or settlements under Coverages A or B or medical expenses under Coverage C. No other obligation or liability to pay sums or perform acts or services is covered unless explicitly provided for under Supplementary Payments - Coverages A and B. b. This insurance applies to "bodily injury" and "property damage" only if: (1) The "bodily injury" or "property damage" is caused by an 'occurrence" that takes place in the "coverage territory"; (2) The "bodily injury" or"property damage" occurs during the policy period; and (3) Prior to the policy period, no insured listed under Paragraph 1. of Section II - Who Is An Insured and no "employee" authorized by you to give or receive notice of an 'occurrence" or claim, knew that the "bodily injury" or "property damage" had occurred, in whole or in part. If such a listed insured or authorized "employee" knew, prior to the policy period, that the "bodily injury" or "property damage" occurred, then any continuation, change or resumption of such "bodily injury" or "property damage" during or after the policy period will be deemed to have been known prior to the policy period. c. "Bodily injury" or "property damage" will be deemed to have been known to have occurred at the earliest time when any insured listed under Paragraph 1. of Section II - Who Is An Insured or any "employee" authorized by you to give or receive notice of an 'occurrence" or claim: (1) Reports all, or any part, of the "bodily injury" or"property damage"to us or any other insurer; (2) Receives a written or verbal demand or claim for damages because of the "bodily injury" or "property damage"; or (3) Becomes aware by any other means that "bodily injury" or "property damage" has occurred or has begun to occur. d. Damages because of "bodily injury" include damages claimed by any person or organization for care, loss of services or death resulting at any time from the "bodily injury". e. Incidental Medical Malpractice And Good Samaritan Coverage "Bodily injury" arising out of the rendering of or failure to render the following health care services by any "employee" or"volunteer worker" shall be deemed to be caused by an 'occurrence"for: Form HG 00 01 09 16 Page 1 of 22 ©2016 The Hartford (Includes copyrighted material of Insurance Services Office, Inc. with its permission.) (1) Professional health care services such as: (a) Medical, surgical, dental, laboratory, x-ray or nursing services or treatment, advice or instruction, or the related furnishing of food or beverages; (b) Any health or therapeutic service, treatment, advice or instruction; or (c) The furnishing or dispensing of drugs or medical, dental, or surgical supplies or appliances; or (2) First aid services, which include: (a) Cardiopulmonary resuscitation, whether performed manually or with a defibrillator; or (b) Services performed as a Good Samaritan. For the purpose of determining the limits of insurance, any act or omission together with all related acts or omissions in the furnishing of these services to any one person will be considered one "occurrence". However, this Incidental Medical Malpractice And Good Samaritan Coverage provision applies only if you are not engaged in the business or occupation of providing any of the services described in this provision. 2. Exclusions This insurance does not apply to: a. Expected Or Intended Injury "Bodily injury" or "property damage" expected or intended from the standpoint of the insured. This exclusion does not apply to "bodily injury" or "property damage" resulting from the use of reasonable force to protect persons or property. b. Contractual Liability "Bodily injury" or "property damage" for which the insured is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages: (1) That the insured would have in the absence of the contract or agreement; or (2) Assumed in a contract or agreement that is an "insured contract", provided the "bodily injury" or "property damage" occurs subsequent to the execution of the contract or agreement. Solely for the purposes of liability assumed in an "insured contract", reasonable attorney fees and necessary litigation expenses incurred by or for a party other than an insured are deemed to be damages because of"bodily injury" or "property damage", provided: (a) Liability to such party for, or for the cost of, that party's defense has also been assumed in the same "insured contract"; and (b) Such attorney fees and litigation expenses are for defense of that party against a civil or alternative dispute resolution proceeding in which damages to which this insurance applies are alleged. c. Liquor Liability "Bodily injury" or"property damage"for which any insured may be held liable by reason of: (1) Causing or contributing to the intoxication of any person; (2) The furnishing of alcoholic beverages to a person under the legal drinking age or under the influence of alcohol; or (3) Any statute, ordinance or regulation relating to the sale, gift, distribution or use of alcoholic beverages. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in: (a) The supervision, hiring, employment, training or monitoring of others by that insured; or (b) Providing or failing to provide transportation with respect to any person that may be under the influence of alcohol; if the "occurrence" which caused the "bodily injury" or "property damage", involved that which is described in Paragraph (1), (2) or(3) above. However, this exclusion applies only if you are in the business of manufacturing, distributing, selling, serving or furnishing alcoholic beverages. For the purposes of this exclusion, permitting a person to bring alcoholic beverages on your premises, for consumption on your premises, whether or not a fee is charged or a license is required for such activity, is not by itself considered the business of selling, serving or furnishing alcoholic beverages. d. Workers' Compensation And Similar Laws Any obligation of the insured under a workers' compensation, disability benefits or unemployment compensation law or any similar law. Page 2 of 22 Form HG 00 01 0916 e. Employer's Liability "Bodily injury" to: (1) An "employee"of the insured arising out of and in the course of: (a) Employment by the insured; or (b) Performing duties related to the conduct of the insured's business; or (2) The spouse, child, parent, brother or sister of that"employee" as a consequence of Paragraph (1) above. This exclusion applies: (1) Whether the insured may be liable as an employer or in any other capacity; and (2) To any obligation to share damages with or repay someone else who must pay damages because of the injury. This exclusion does not apply to liability assumed by the insured under an "insured contract". f. Pollution (1) "Bodily injury" or "property damage" arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of"pollutants": (a) At or from any premises, site or location which is or was at any time owned or occupied by, or rented or loaned to, any insured. However, this subparagraph does not apply to: (i) "Bodily injury" if sustained within a building and caused by smoke, fumes, vapor or soot produced by or originating from equipment that is used to heat, cool or dehumidify the building, or equipment that is used to heat water for personal use, by the building's occupants or their guests; (ii) "Bodily injury" or "property damage" for which you may be held liable, if you are a contractor and the owner or lessee of such premises, site or location has been added to your policy as an additional insured with respect to your ongoing operations performed for that additional insured at that premises, site or location and such premises, site or location is not and never was owned or occupied by, or rented or loaned to, any insured, other than that additional insured; or (iii) "Bodily injury" or"property damage" arising out of heat, smoke or fumes from a "hostile fire"; (b) At or from any premises, site or location which is or was at any time used by or for any insured or others for the handling, storage, disposal, processing or treatment of waste; (c) Which are or were at any time transported, handled, stored, treated, disposed of, or processed as waste by or for: (i) Any insured; or (ii) Any person or organization for whom you may be legally responsible; (d) At or from any premises, site or location on which any insured or any contractors or subcontractors working directly or indirectly on any insured's behalf are performing operations if the "pollutants" are brought on or to the premises, site or location in connection with such operations by such insured, contractor or subcontractor. However, this subparagraph does not apply to: (i) "Bodily injury" or "property damage" arising out of the escape of fuels, lubricants or other operating fluids which are needed to perform the normal electrical, hydraulic or mechanical functions necessary for the operation of "mobile equipment" or its parts, if such fuels, lubricants or other operating fluids escape from a vehicle part designed to hold, store or receive them. This exception does not apply if the "bodily injury" or "property damage" arises out of the intentional discharge, dispersal or release of the fuels, lubricants or other operating fluids, or if such fuels, lubricants or other operating fluids are brought on or to the premises, site or location with the intent that they be discharged, dispersed or released as part of the operations being performed by such insured, contractor or subcontractor; (ii) "Bodily injury" or "property damage" sustained within a building and caused by the release of gases, fumes or vapors from materials brought into that building in connection with operations being performed by you or on your behalf by a contractor or subcontractor; or (iii) "Bodily injury" or"property damage" arising out of heat, smoke or fumes from a "hostile fire"; or (e) At or from any premises, site or location on which any insured or any contractors or subcontractors working directly or indirectly on any insured's behalf are performing operations if the operations are to test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of, "pollutants". Form HG 00 01 0916 Page 3 of 22 (2) Any loss, cost or expense arising out of any: (a) Request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of, "pollutants"; or (b) Claim or suit by or on behalf of a governmental authority for damages because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing, or in any way responding to, or assessing the effects of, "pollutants". However, this paragraph does not apply to liability for damages because of "property damage" that the insured would have in the absence of such request, demand, order or statutory or regulatory requirement, or such claim or"suit" by or on behalf of a governmental authority. g. Aircraft, Auto Or Watercraft "Bodily injury" or "property damage" arising out of the ownership, maintenance, use or entrustment to others of any aircraft, "auto" or watercraft owned or operated by or rented or loaned to any insured. Use includes operation and "loading or unloading". This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "property damage" involved the ownership, maintenance, use or entrustment to others of any aircraft, "auto" or watercraft that is owned or operated by or rented or loaned to any insured. This exclusion does not apply to: (1) A watercraft while ashore on premises you own or rent; (2) A watercraft you do not own that is: (a) Less than 51 feet long; and (b) Not being used to carry persons for a charge; (3) Parking an "auto" on, or on the ways next to, premises you own or rent, provided the "auto" is not owned by or rented or loaned to you or the insured; (4) Liability assumed under any "insured contract"for the ownership, maintenance or use of aircraft or watercraft; (5) "Bodily injury" or"property damage" arising out of: (a) The operation of machinery or equipment that is attached to, or part of, a land vehicle that would qualify under the definition of"mobile equipment" if it were not subject to a compulsory or financial responsibility law or other motor vehicle insurance law where it is licensed or principally garaged; or (b) The operation of any of the machinery or equipment listed in Paragraph f.(2) or f.(3) of the definition of "mobile equipment"; or (6) An aircraft that is not owned by any insured and is hired, chartered or loaned with a paid crew. However, this exception does not apply if the insured has any other insurance for such "bodily injury" or "property damage", whether the other insurance is primary, excess, contingent or on any other basis. h. Mobile Equipment "Bodily injury" or"property damage" arising out of: (1) The transportation of "mobile equipment" by an "auto" owned or operated by or rented or loaned to any insured; or (2) The use of"mobile equipment" in, or while in practice for, or while being prepared for, any prearranged racing, speed, demolition, or stunting activity. L War "Bodily injury" or"property damage", however caused, arising, directly or indirectly, out of: (1) War, including undeclared or civil war; (2) Warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any government, sovereign or other authority using military personnel or other agents; or (3) Insurrection, rebellion, revolution, usurped power, or action taken by governmental authority in hindering or defending against any of these. j. Damage To Property "Property damage"to: (1) Property you own, rent, or occupy, including any costs or expenses incurred by you, or any other person, organization or entity, for repair, replacement, enhancement, restoration or maintenance of such property for any reason, including prevention of injury to a person or damage to another's property; Page 4 of 22 Form HG 00 01 09 16 (2) Premises you sell, give away or abandon, if the "property damage" arises out of any part of those premises; (3) Property loaned to you; (4) Personal property in the care, custody or control of the insured; (5) That particular part of real property on which you or any contractors or subcontractors working directly or indirectly on your behalf are performing operations, if the "property damage" arises out of those operations; or (6) That particular part of any property that must be restored, repaired or replaced because "your work" was incorrectly performed on it. Paragraphs (1), (3) and (4) of this exclusion do not apply to "property damage" (other than damage by fire) to premises, including the contents of such premises, rented to you for a period of seven or fewer consecutive days. A separate limit of insurance applies to Damage To Premises Rented To You as described in Section III - Limits Of Insurance. Paragraph (2) of this exclusion does not apply if the premises are "your work" and were never occupied, rented or held for rental by you. Paragraphs (3) and (4) of this exclusion do not apply to "property damage" arising from the use of elevators. Paragraphs (3), (4), (5) and (6) of this exclusion do not apply to liability assumed under a sidetrack agreement. Paragraphs (3) and (4) of this exclusion do not apply to"property damage"to borrowed equipment while not being used to perform operations at the job site. Paragraph (6) of this exclusion does not apply to "property damage" included in the "products-completed operations hazard". k. Damage To Your Product "Property damage"to "your product" arising out of it or any part of it. I. Damage To Your Work "Property damage" to "your work" arising out of it or any part of it and included in the "products-completed operations hazard". This exclusion does not apply if the damaged work or the work out of which the damage arises was performed on your behalf by a subcontractor. m. Damage To Impaired Property Or Property Not Physically Injured "Property damage"to "impaired property" or property that has not been physically injured, arising out of: (1) A defect, deficiency, inadequacy or dangerous condition in "your product" or"your work"; or (2) A delay or failure by you or anyone acting on your behalf to perform a contract or agreement in accordance with its terms. This exclusion does not apply to the loss of use of other property arising out of sudden and accidental physical injury to"your product" or"your work" after it has been put to its intended use. n. Recall Of Products, Work Or Impaired Property Damages claimed for any loss, cost or expense incurred by you or others for the loss of use, withdrawal, recall, inspection, repair, replacement, adjustment, removal or disposal of: (1) "Your product"; (2) "Your work"; or (3) "Impaired property"; if such product, work, or property is withdrawn or recalled from the market or from use by any person or organization because of a known or suspected defect, deficiency, inadequacy or dangerous condition in it. o. Personal And Advertising Injury "Bodily injury" arising out of"personal and advertising injury". p. Access or Disclosure Of Confidential Or Personal Information And Data-related Liability Damages arising out of: (1) Any access to or disclosure of any person's or organization's confidential or personal information, including patents, trade secrets, processing methods, customer lists, financial information, credit card information, health information or any other type of nonpublic information; or (2) The loss of, loss of use of, damage to, corruption of, inability to access, or inability to manipulate electronic data. Form HG 00 01 09 16 Page 5 of 22 This exclusion applies even if damages are claimed for notification costs, credit monitoring expenses, forensic expenses, public relations expenses or any other loss, cost or expense incurred by you or others arising out of that which is described in Paragraph (1) or(2) above. However, unless Paragraph (1) above applies, this exclusion does not apply to damages because of "bodily injury". As used in this exclusion, electronic data means information, facts or programs stored as or on, created or used on, or transmitted to or from computer software, including systems and applications software, hard or floppy disks, CD-ROMS, tapes, drives, cells, data processing devices or any other media which are used with electronically controlled equipment. q. Employment-Related Practices "Bodily injury" to: (1) A person arising out of any "employment-related practices"; or (2) The spouse, child, parent, brother or sister of that person as a consequence of"bodily injury"to that person at whom any"employment-related practices" are directed. This exclusion applies: (1) Whether the injury-causing event described in the definition of "employment-related practices" occurs before employment, during employment or after employment of that person; (2) Whether the insured may be liable as an employer or in any other capacity; and (3) To any obligation to share damages with or repay someone else who must pay damages because of the injury. r. Asbestos (1) "Bodily injury" or"property damage" arising out of the"asbestos hazard". (2) Any damages,judgments, settlements, loss, costs or expenses that: (a) May be awarded or incurred by reason of any claim or suit alleging actual or threatened injury or damage of any nature or kind to persons or property which would not have occurred in whole or in part but for the "asbestos hazard"; (b) Arise out of any request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, encapsulate, contain, treat, detoxify or neutralize or in any way respond to or assess the effects of an "asbestos hazard"; or (c) Arise out of any claim or suit for damages because of testing for, monitoring, cleaning up, removing, encapsulating, containing, treating, detoxifying or neutralizing or in any way responding to or assessing the effects of an "asbestos hazard". s. Recording And Distribution Of Material Or Information In Violation Of Law "Bodily injury" or "property damage" arising directly or indirectly out of any action or omission that violates or is alleged to violate: (1) The Telephone Consumer Protection Act (TCPA), including any amendment of or addition to such law; (2) The CAN-SPAM Act of 2003, including any amendment of or addition to such law; (3) The Fair Credit Reporting Act (FCRA), and any amendment of or addition to such law, including the Fair and Accurate Credit Transaction Act (FACTA); or (4) Any federal, state or local statute, ordinance or regulation, other than the TCPA or CAN-SPAM Act of 2003 or FCRA and their amendments and additions, that addresses, prohibits or limits the printing, dissemination, disposal, collecting, recording, sending, transmitting, communicating or distribution of material or information. Damage To Premises Rented To You - Exception For Damage By Fire, Lightning Or Explosion Exclusions c. through h. and j. through n. do not apply to damage by fire, lightning or explosion to premises while rented to you or temporarily occupied by you with permission of the owner. A separate limit of insurance applies to this coverage as described in Section III - Limits Of Insurance. COVERAGE B PERSONAL AND ADVERTISING INJURY LIABILITY 1. Insuring Agreement a. We will pay those sums that the insured becomes legally obligated to pay as damages because of"personal and advertising injury" to which this insurance applies. We will have the right and duty to defend the insured against any "suit" seeking those damages. However, we will have no duty to defend the insured against any "suit" seeking damages for "personal and advertising injury" to which this insurance does not apply. We may, at our discretion, investigate any offense and settle any claim or"suit'that may result. But: Page 6 of 22 Form HG 00 01 09 16 (1) The amount we will pay for damages is limited as described in Section III - Limits Of Insurance; and (2) Our right and duty to defend end when we have used up the applicable limit of insurance in the payment of judgments or settlements under Coverages A or B or medical expenses under Coverage C. No other obligation or liability to pay sums or perform acts or services is covered unless explicitly provided for under Supplementary Payments - Coverages A and B. b. This insurance applies to "personal and advertising injury" caused by an offense arising out of your business but only if the offense was committed in the "coverage territory" during the policy period. 2. Exclusions This insurance does not apply to: a. Knowing Violation Of Rights Of Another "Personal and advertising injury" arising out of an offense committed by, at the direction or with the consent or acquiescence of the insured with the expectation of inflicting "personal and advertising injury". b. Material Published With Knowledge Of Falsity "Personal and advertising injury" arising out of oral, written or electronic publication, in any manner, of material, if done by or at the direction of the insured with knowledge of its falsity. c. Material Published Prior To Policy Period "Personal and advertising injury" arising out of oral, written or electronic publication, in any manner, of material whose first publication took place before the beginning of the policy period. d. Criminal Acts "Personal and advertising injury" arising out of a criminal act committed by or at the direction of the insured. e. Contractual Liability "Personal and advertising injury" for which the insured has assumed liability in a contract or agreement. This exclusion does not apply to liability for damages that the insured would have in the absence of the contract or agreement. f. Breach Of Contract "Personal and advertising injury" arising out of a breach of contract, except an implied contract to use another's "advertising idea" in your"advertisement". g. Quality Or Performance Of Goods -Failure To Conform To Statements "Personal and advertising injury" arising out of the failure of goods, products or services to conform with any statement of quality or performance made in your"advertisement". h. Wrong Description Of Prices "Personal and advertising injury" arising out of the wrong description of the price of goods, products or services. i. Infringement Of Intellectual Property Rights (1) "Personal and advertising injury" arising out of any actual or alleged infringement or violation of any intellectual property rights such as copyright, patent, trademark, trade name, trade secret, trade dress, service mark or other designation of origin or authenticity; or (2) Any injury or damage alleged in any clam or "suit" that also alleges an infringement or violation of any intellectual property right, whether such allegation of infringement or violation is made by you or by any other party involved in the claim or"suit", regardless of whether this insurance would otherwise apply. However, this exclusion does not apply if the only allegation in the claim or "suit" involving any intellectual property right is limited to: (1) Infringement, in your"advertisement", of: (a) Copyright; (b) Slogan; or (c) Title of any literary or artistic work; or (2) Copying, in your"advertisement", a person's or organization's "advertising idea" or style of"advertisement". j. Insureds In Media And Internet Type Businesses "Personal and advertising injury" committed by an insured whose business is: (1) Advertising, broadcasting, publishing or telecasting; (2) Designing or determining content of web sites for others; or (3) An Internet search, access, content or service provider. Form HG 00 01 09 16 Page 7 of 22 However, this exclusion does not apply to Paragraphs a., b. and c. of the definition of "personal and advertising injury" under the Definitions Section. For the purposes of this exclusion, the placing of frames, borders or links, or advertising, for you or others anywhere on the Internet, is not by itself, considered the business of advertising, broadcasting, publishing or telecasting. k. Electronic Chatrooms Or Bulletin Boards "Personal and advertising injury" arising out of an electronic chatroom or bulletin board the insured hosts, owns, or over which the insured exercises control. I. Unauthorized Use Of Another's Name Or Product "Personal and advertising injury" arising out of the unauthorized use of another's name or product in your e-mail address, domain name or metatags, or any other similar tactics to mislead another's potential customers. m. Pollution "Personal and advertising injury" arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of"pollutants" at any time. n. Pollution-Related Any loss, cost or expense arising out of any: (1) Request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of, "pollutants"; or (2) Claim or suit by or on behalf of a governmental authority for damages because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing, or in any way responding to, or assessing the effects of, "pollutants". o. War "Personal and advertising injury", however caused, arising, directly or indirectly, out of: (1) War, including undeclared or civil war; (2) Warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any government, sovereign or other authority using military personnel or other agents; or (3) Insurrection, rebellion, revolution, usurped power, or action taken by governmental authority in hindering or defending against any of these. p. Internet Advertisements And Content Of Others "Personal and advertising injury" arising out of: (1) An "advertisement"for others on your web site; (2) Placing a link to a web site of others on your web site; (3) Content, including information, sounds, text, graphics, or images from a web site of others displayed within a frame or border on your web site; or (4) Computer code, software or programming used to enable: (a) Your web site; or (b) The presentation or functionality of an "advertisement" or other content on your web site. q. Right Of Privacy Created By Statute "Personal and advertising injury" arising out of the violation of a person's right of privacy created by any state or federal act. However, this exclusion does not apply to liability for damages that the insured would have in the absence of such state or federal act. r. Violation Of Anti-Trust law "Personal and advertising injury" arising out of a violation of any anti-trust law. s. Securities "Personal and advertising injury" arising out of the fluctuation in price or value of any stocks, bonds or other securities. t. Recording And Distribution Of Material Or Information In Violation Of Law "Personal and advertising injury" arising directly or indirectly out of any action or omission that violates or is alleged to violate: Page 8 of 22 Form HG 00 01 09 16 (1) The Telephone Consumer Protection Act (TCPA), including any amendment of or addition to such law; (2) The CAN-SPAM Act of 2003, including any amendment of or addition to such law; (3) The Fair Credit Reporting Act (FCRA), and any amendment of or addition to such law, including the Fair and Accurate Credit Transaction Act (FACTA); or (4) Any federal, state or local statute, ordinance or regulation, other than the TCPA or CAN-SPAM Act of 2003 or FCRA and their amendments and additions, that addresses, prohibits or limits the printing, dissemination, disposal, collecting, recording, sending, transmitting, communicating or distribution of material or information. u. Employment-Related Practices "Personal and advertising injury"to: (1) A person arising out of any "employment-related practices"; or (2) The spouse, child, parent, brother or sister of that person as a consequence of "personal and advertising injury"to that person at whom any "employment-related practices" are directed. This exclusion applies: (1) Whether the injury-causing event described in the definition of "employment-related practices" occurs before employment, during employment or after employment of that person; (2) Whether the insured may be liable as an employer or in any other capacity; and (3) To any obligation to share damages with or repay someone else who must pay damages because of the injury. v. Asbestos (1) "Personal and advertising injury" arising out of the "asbestos hazard". (2) Any damages,judgments, settlements, loss, costs or expenses that: (a) May be awarded or incurred by reason of any claim or suit alleging actual or threatened injury or damage of any nature or kind to persons or property which would not have occurred in whole or in part but for the "asbestos hazard"; (b) Arise out of any request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, encapsulate, contain, treat, detoxify or neutralize or in any way respond to or assess the effects of an "asbestos hazard"; or (c) Arise out of any claim or suit for damages because of testing for, monitoring, cleaning up, removing, encapsulating, containing, treating, detoxifying or neutralizing or in any way responding to or assessing the effects of an "asbestos hazard". w. Access Or Disclosure Of Confidential Or Personal Information "Personal and advertising injury" arising out of any access to or disclosure of any person's or organization's confidential or personal information, including patents, trade secrets, processing methods, customer lists, financial information, credit card information, health information or any other type of nonpublic information. This exclusion applies even if damages are claimed for notification costs, credit monitoring expenses, forensic expenses, public relations expenses or any other loss, cost or expense incurred by you or others arising out of any access to or disclosure of any person's or organization's confidential or personal information. COVERAGE C MEDICAL PAYMENTS 1. Insuring Agreement a. We will pay medical expenses as described below for"bodily injury" caused by an accident: (1) On premises you own or rent; (2) On ways next to premises you own or rent; or (3) Because of your operations; provided that: (1) The accident takes place in the "coverage territory" and during the policy period; (2) The expenses are incurred and reported to us within three years of the date of the accident; and (3) The injured person submits to examination, at our expense, by physicians of our choice as often as we reasonably require. b. We will make these payments regardless of fault. These payments will not exceed the applicable limit of insurance. We will pay reasonable expenses for: (1) First aid administered at the time of an accident; (2) Necessary medical, surgical, X-ray and dental services, including prosthetic devices; and Form HG 00 01 09 16 Page 9 of 22 (3) Necessary ambulance, hospital, professional nursing and funeral services. 2. Exclusions We will not pay expenses for"bodily injury": a. Any Insured To any insured, except"volunteer workers". b. Hired Person To a person hired to do work for or on behalf of any insured or a tenant of any insured. c. Injury On Normally Occupied Premises To a person injured on that part of premises you own or rent that the person normally occupies. d. Workers Compensation And Similar Laws To a person, whether or not an "employee" of any insured, if benefits for the "bodily injury" are payable or must be provided under a workers' compensation or disability benefits law or a similar law. e. Athletics Activities To a person injured while practicing, instructing or participating in any physical exercises or games, sports, or athletic contests. f. Products-Completed Operations Hazard Included within the "products-completed operations hazard". g. Coverage A Exclusions Excluded under Coverage A. SUPPLEMENTARY PAYMENTS -COVERAGES A AND B 1. We will pay, with respect to any claim we investigate or settle, or any"suit" against an insured we defend: a. All expenses we incur. b. Up to $1,000 for cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to furnish these bonds. c. The cost of appeal bonds or bonds to release attachments, but only for bond amounts within the applicable limit of insurance. We do not have to furnish these bonds. d. All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or"suit", including actual loss of earnings up to $500 a day because of time off from work. e. All court costs taxed against the insured in the "suit". However, such costs do not include attorneys' fees, attorneys' expenses, witness or expert fees, or any other expenses of a party taxed to the insured. f. Prejudgment interest awarded against the insured on that part of the judgment we pay. If we make an offer to pay the applicable limit of insurance, we will not pay any prejudgment interest based on that period of time after the offer. g. All interest on the full amount of any judgment that accrues after entry of the judgment and before we have paid, offered to pay, or deposited in court the part of the judgment that is within the applicable limit of insurance. These payments will not reduce the limits of insurance. 2. If we defend an insured against a "suit" and an indemnitee of the insured is also named as a party to the "suit", we will defend that indemnitee if all of the following conditions are met: a. The "suit" against the indemnitee seeks damages for which the insured has assumed the liability of the indemnitee in a contract or agreement that is an "insured contract"; b. This insurance applies to such liability assumed by the insured; c. The obligation to defend, or the cost of the defense of, that indemnitee, has also been assumed by the insured in the same "insured contract"; d. The allegations in the "suit" and the information we know about the "occurrence" are such that no conflict appears to exist between the interests of the insured and the interests of the indemnitee; e. The indemnitee and the insured ask us to conduct and control the defense of that indemnitee against such "suit" and agree that we can assign the same counsel to defend the insured and the indemnitee; and f. The indemnitee: (1) Agrees in writing to: (a) Cooperate with us in the investigation, settlement or defense of the "suit"; Page 10 of 22 Form HG 00 01 09 16 (b) Immediately send us copies of any demands, notices, summonses or legal papers received in connection with the "suit"; (c) Notify any other insurer whose coverage is available to the indemnitee; and (d) Cooperate with us with respect to coordinating other applicable insurance available to the indemnitee; and (2) Provides us with written authorization to: (a) Obtain records and other information related to the "suit"; and (b) Conduct and control the defense of the indemnitee in such "suit". So long as the above conditions are met, attorneys' fees incurred by us in the defense of that indemnitee, necessary litigation expenses incurred by us and necessary litigation expenses incurred by the indemnitee at our request will be paid as Supplementary Payments. Notwithstanding the provisions of Paragraph 2.b.(2) of Section I - Coverage A - Bodily Injury And Property Damage Liability, such payments will not be deemed to be damages for"bodily injury" and "property damage" and will not reduce the limits of insurance. Our obligation to defend an insured's indemnitee and to pay for attorneys' fees and necessary litigation expenses as Supplementary Payments ends when: a. We have used up the applicable limit of insurance in the payment of judgments or settlements; or b. The conditions set forth above, or the terms of the agreement described in Paragraph f. above, are no longer met. SECTION II -WHO IS AN INSURED 1. If you are designated in the Declarations as: a. An individual, you and your spouse are insureds, but only with respect to the conduct of a business of which you are the sole owner. b. A partnership or joint venture, you are an insured. Your members, your partners, and their spouses are also insureds, but only with respect to the conduct of your business. c. A limited liability company, you are an insured. Your members are also insureds, but only with respect to the conduct of your business. Your managers are insureds, but only with respect to their duties as your managers. d. An organization other than a partnership, joint venture or limited liability company, you are an insured. Your "executive officers" and directors are insureds, but only with respect to their duties as your officers or directors. Your stockholders are also insureds, but only with respect to their liability as stockholders. e. A trust, you are an insured. Your trustees are also insureds, but only with respect to their duties as trustees. 2. Each of the following is also an insured: a. Employees And Volunteer Workers Your "volunteer workers" only while performing duties related to the conduct of your business, or your "employees", other than either your "executive officers" (if you are an organization other than a partnership, joint venture or limited liability company) or your managers (if you are a limited liability company), but only for acts within the scope of their employment by you or while performing duties related to the conduct of your business. However, none of these"employees" or"volunteer workers" are insureds for: (1) "Bodily injury" or"personal and advertising injury": (a) To you, to your partners or members (if you are a partnership or joint venture), to your members (if you are a limited liability company), to a co-"employee" while in the course of his or her employment or performing duties related to the conduct of your business, or to your other "volunteer workers" while performing duties related to the conduct of your business; (b) To the spouse, child, parent, brother or sister of that co-"employee" or that "volunteer worker" as a consequence of Paragraph (1)(a) above; (c) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraphs (1)(a) or(1)(b) above; or (d) Arising out of his or her providing or failing to provide professional health care services. If you are not in the business of providing professional health care services: (a) Subparagraphs (1)(a), (1)(b) and (1)(c) above do not apply to any "employee" or "volunteer worker" providing first aid services; and (b) Subparagraph (1)(d) above does not apply to any nurse, emergency medical technician or paramedic employed by you to provide such services. (2) "Property damage"to property: (a) Owned, occupied or used by, Form HG 00 01 09 16 Page 11 of 22 (b) Rented to, in the care, custody or control of, or over which physical control is being exercised for any purpose by you, any of your "employees", "volunteer workers", any partner or member (if you are a partnership or joint venture), or any member(if you are a limited liability company). b. Real Estate Manager Any person (other than your "employee" or "volunteer worker"), or any organization while acting as your real estate manager. c. Temporary Custodians Of Your Property Any person or organization having proper temporary custody of your property if you die, but only: (1) With respect to liability arising out of the maintenance or use of that property; and (2) Until your legal representative has been appointed. d. Legal Representative If You Die Your legal representative if you die, but only with respect to duties as such. That representative will have all your rights and duties under this Coverage Part. e. Unnamed Subsidiary Any subsidiary, and subsidiary thereof, of yours which is a legally incorporated entity of which you own a financial interest of more than 50% of the voting stock on the effective date of the Coverage Part. The insurance afforded herein for any subsidiary not named in this Coverage Part as a named insured does not apply to injury or damage with respect to which such insured is also a named insured under another policy or would be a named insured under such policy but for its termination or the exhaustion of its limits of insurance. 3. Newly Acquired Or Formed Organization Any organization you newly acquire or form, other than a partnership, joint venture or limited liability company, and over which you maintain financial interest of more than 50% of the voting stock, will qualify as a Named Insured if there is no other similar insurance available to that organization. However: a. Coverage under this provision is afforded only until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier; b. Coverage A does not apply to "bodily injury" or "property damage" that occurred before you acquired or formed the organization; and c. Coverage B does not apply to "personal and advertising injury" arising out of an offense committed before you acquired or formed the organization. 4. Nonowned Watercraft With respect to watercraft you do not own that is less than 51 feet long and is not being used to carry persons for a charge, any person is an insured while operating such watercraft with your permission. Any other person or organization responsible for the conduct of such person is also an insured, but only with respect to liability arising out of the operation of the watercraft, and only if no other insurance of any kind is available to that person or organization for this liability. However, no person or organization is an insured with respect to: a. "Bodily injury" to a co-"employee" of the person operating the watercraft; or b. "Property damage" to property owned by, rented to, in the charge of or occupied by you or the employer of any person who is an insured under this provision. 5. Additional Insureds When Required By Written Contract, Written Agreement Or Permit The following person(s) or organization(s) are an additional insured when you have agreed, in a written contract, written agreement or because of a permit issued by a state or political subdivision, that such person or organization be added as an additional insured on your policy, provided the injury or damage occurs subsequent to the execution of the contract or agreement. A person or organization is an additional insured under this provision only for that period of time required by the contract or agreement. However, no such person or organization is an insured under this provision if such person or organization is included as an insured by an endorsement issued by us and made a part of this Coverage Part. a. Vendors Any person(s) or organization(s) (referred to below as vendor), but only with respect to "bodily injury" or"property damage" arising out of"your products" which are distributed or sold in the regular course of the vendor's business Page 12 of 22 Form HG 00 01 09 16 and only if this Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products-completed operations hazard". (1) The insurance afforded the vendor is subject to the following additional exclusions: This insurance does not apply to: (a) "Bodily injury" or "property damage" for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; (b) Any express warranty unauthorized by you; (c) Any physical or chemical change in the product made intentionally by the vendor; (d) Repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; (e) Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products; (f) Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection with the sale of the product; (g) Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or (h) "Bodily injury" or "property damage" arising out of the sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. However, this exclusion does not apply to: (i) The exceptions contained in Sub-paragraphs (d) or(f); or (ii) Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. (2) This insurance does not apply to any insured person or organization, from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing such products. b. Lessors Of Equipment (1) Any person(s) or organization(s) from whom you lease equipment; but only with respect to their liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such person(s)or organization(s). (2) With respect to the insurance afforded to these additional insureds this insurance does not apply to any "occurrence"which takes place after the equipment lease expires. c. Lessors Of Land Or Premises Any person or organization from whom you lease land or premises, but only with respect to liability arising out of the ownership, maintenance or use of that part of the land or premises leased to you. With respect to the insurance afforded these additional insureds the following additional exclusions apply: This insurance does not apply to: 1. Any"occurrence"which takes place after you cease to lease that land; or 2. Structural alterations, new construction or demolition operations performed by or on behalf of such person or organization. d. Architects, Engineers Or Surveyors Any architect, engineer, or surveyor, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: (1) In connection with your premises; or (2) In the performance of your ongoing operations performed by you or on your behalf. With respect to the insurance afforded these additional insureds, the following additional exclusion applies: This insurance does not apply to "bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of or the failure to render any professional services by or for you, including: 1. The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or Form HG 00 01 0916 Page 13 of 22 2. Supervisory, inspection, architectural or engineering activities. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the 'occurrence" which caused the "bodily injury" or "property damage", or the offense which caused the "personal and advertising injury", involved the rendering of or the failure to render any professional services by or for you. e. Permits Issued By State Or Political Subdivisions Any state or political subdivision, but only with respect to operations performed by you or on your behalf for which the state or political subdivision has issued a permit. With respect to the insurance afforded these additional insureds, this insurance does not apply to: (1) "Bodily injury", "property damage" or "personal and advertising injury" arising out of operations performed for the state or municipality; or (2) "Bodily injury" or"property damage" included within the "products-completed operations hazard". f. Any Other Party Any other person or organization who is not an additional insured under Paragraphs a. through e. above, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: (1) In the performance of your ongoing operations; (2) In connection with your premises owned by or rented to you; or (3) In connection with "your work" and included within the "products-completed operations hazard", but only if (a) The written contract or agreement requires you to provide such coverage to such additional insured; and (b) This Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products-completed operations hazard". However: (1) The insurance afforded to such additional insured only applies to the extent permitted by law; and (2) If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. With respect to the insurance afforded to these additional insureds, this insurance does not apply to: "Bodily injury", "property damage" or"personal and advertising injury" arising out of the rendering of, or the failure to render, any professional architectural, engineering or surveying services, including: (1) The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (2) Supervisory, inspection, architectural or engineering activities. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the 'occurrence" which caused the "bodily injury" or "property damage", or the offense which caused the "personal and advertising injury", involved the rendering of or the failure to render any professional services by or for you. The limits of insurance that apply to additional insureds is described in Section III - Limits Of Insurance. How this insurance applies when other insurance is available to the additional insured is described in the Other Insurance Condition in Section IV- Commercial General Liability Conditions. No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations. SECTION III -LIMITS OF INSURANCE 1. The Most We Will Pay The Limits of Insurance shown in the Declarations and the rules below fix the most we will pay regardless of the number of: a. Insureds; b. Claims made or"suits" brought; or c. Persons or organizations making claims or bringing "suits". 2. General Aggregate Limit The General Aggregate Limit is the most we will pay for the sum of: a. Medical expenses under Coverage C; Page 14 of 22 Form HG 00 01 09 16 b. Damages under Coverage A, except damages because of "bodily injury" or "property damage" included in the "products-completed operations hazard"; and c. Damages under Coverage B. 3. Products-Completed Operations Aggregate Limit The Products-Completed Operations Aggregate Limit is the most we will pay under Coverage A for damages because of"bodily injury" and "property damage" included in the "products-completed operations hazard". 4. Personal And Advertising Injury Limit Subject to 2. above, the Personal and Advertising Injury Limit is the most we will pay under Coverage B for the sum of all damages because of all "personal and advertising injury" sustained by any one person or organization. 5. Each Occurrence Limit Subject to 2. or 3. above, whichever applies, the Each Occurrence Limit is the most we will pay for the sum of: a. Damages under Coverage A; and b. Medical expenses under Coverage C because of all "bodily injury" and "property damage" arising out of any one "occurrence". 6. Damage To Premises Rented To You Limit Subject to 5. above, the Damage To Premises Rented To You Limit is the most we will pay under Coverage A for damages because of "property damage" to any one premises, while rented to you, or in the case of damage by fire, lightning or explosion, while rented to you or temporarily occupied by you with permission of the owner. In the case of damage by fire, lightning or explosion, the Damage to Premises Rented To You Limit applies to all damage proximately caused by the same event, whether such damage results from fire, lightning or explosion or any combination of these. 7. Medical Expense Limit Subject to 5. above, the Medical Expense Limit is the most we will pay under Coverage C for all medical expenses because of"bodily injury" sustained by any one person. 8. How Limits Apply To Additional Insureds If you have agreed in a written contract or written agreement that another person or organization be added as an additional insured on your policy, the most we will pay on behalf of such additional insured is the lesser of: a. The limits of insurance specified in the written contract or written agreement; or b. The Limits of Insurance shown in the Declarations. Such amount shall be a part of and not in addition to Limits of Insurance shown in the Declarations and described in this Section. The Limits of Insurance of this Coverage Part apply separately to each consecutive annual period and to any remaining period of less than 12 months, starting with the beginning of the policy period shown in the Declarations, unless the policy period is extended after issuance for an additional period of less than 12 months. In that case, the additional period will be deemed part of the last preceding period for purposes of determining the Limits of Insurance. SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS 1. Bankruptcy Bankruptcy or insolvency of the insured or of the insured's estate will not relieve us of our obligations under this Coverage Part. 2. Duties In The Event Of Occurrence, Offense, Claim Or Suit a. Notice Of Occurrence Or Offense You or any additional insured must see to it that we are notified as soon as practicable of an "occurrence" or an offense which may result in a claim. To the extent possible, notice should include: (1) How, when and where the "occurrence" or offense took place; (2) The names and addresses of any injured persons and witnesses; and (3) The nature and location of any injury or damage arising out of the "occurrence" or offense. b. Notice Of Claim If a claim is made or"suit" is brought against any insured, you or any additional insured must: (1) Immediately record the specifics of the claim or"suit" and the date received; and (2) Notify us as soon as practicable. Form HG 00 01 09 16 Page 15 of 22 You or any additional insured must see to it that we receive written notice of the claim or "suit" as soon as practicable. c. Assistance And Cooperation Of The Insured You and any other involved insured must: (1) Immediately send us copies of any demands, notices, summonses or legal papers received in connection with the claim or"suit"; (2) Authorize us to obtain records and other information; (3) Cooperate with us in the investigation or settlement of the claim or defense against the "suit"; and (4) Assist us, upon our request, in the enforcement of any right against any person or organization which may be liable to the insured because of injury or damage to which this insurance may also apply. d. Obligations At The Insureds Own Cost No insured will, except at that insured's own cost, voluntarily make a payment, assume any obligation, or incur any expense, other than for first aid, without our consent. e. Additional Insureds Other Insurance If we cover a claim or"suit" under this Coverage Part that may also be covered by other insurance available to an additional insured, such additional insured must submit such claim or "suit" to the other insurer for defense and indemnity. However, this provision does not apply to the extent that you have agreed in a written contract or written agreement that this insurance is primary and non-contributory with the additional insured's own insurance. f. Knowledge Of An Occurrence, Offense, Claim Or Suit Paragraphs a. and b. apply to you or to any additional insured only when such "occurrence", offense, claim or "suit" is known to: (1) You or any additional insured that is an individual; (2) Any partner, if you or the additional insured is a partnership; (3) Any manager, if you or the additional insured is a limited liability company; (4) Any"executive officer" or insurance manager, if you or the additional insured is a corporation; (5) Any trustee, if you or the additional insured is a trust; or (6) Any elected or appointed official, if you or the additional insured is a political subdivision or public entity. This duty applies separately to you and any additional insured. 3. Legal Action Against Us No person or organization has a right under this Coverage Part: a. To join us as a party or otherwise bring us into a "suit" asking for damages from an insured; or b. To sue us on this Coverage Part unless all of its terms have been fully complied with. A person or organization may sue us to recover on an agreed settlement or on a final judgment against an insured; but we will not be liable for damages that are not payable under the terms of this Coverage Part or that are in excess of the applicable limit of insurance. An agreed settlement means a settlement and release of liability signed by us, the insured and the claimant or the claimant's legal representative. 4. Other Insurance If other valid and collectible insurance is available to the insured for a loss we cover under Coverages A or B of this Coverage Part, our obligations are limited as follows: a. Primary Insurance This insurance is primary except when b. below applies. If other insurance is also primary, we will share with all that other insurance by the method described in c. below. b. Excess Insurance This insurance is excess over any of the other insurance, whether primary, excess, contingent or on any other basis: (1) Your Work That is Fire, Extended Coverage, Builder's Risk, Installation Risk or similar coverage for"your work"; (2) Premises Rented To You That is fire, lightning or explosion insurance for premises rented to you or temporarily occupied by you with permission of the owner; Page 16 of 22 Form HG 00 01 09 16 (3) Tenant Liability That is insurance purchased by you to cover your liability as a tenant for "property damage" to premises rented to you or temporarily occupied by you with permission of the owner; (4) Aircraft, Auto Or Watercraft If the loss arises out of the maintenance or use of aircraft, "autos" or watercraft to the extent not subject to Exclusion g. of Section I - Coverage A- Bodily Injury And Property Damage Liability; (5) Property Damage To Borrowed Equipment Or Use Of Elevators If the loss arises out of "property damage" to borrowed equipment or the use of elevators to the extent not subject to Exclusion j. of Section I - Coverage A- Bodily Injury And Property Damage Liability; (6) When You Are Added As An Additional Insured To Other Insurance Any other insurance available to you covering liability for damages arising out of the premises or operations, or products and completed operations, for which you have been added as an additional insured by that insurance; or (7) When You Add Others As An Additional Insured To This Insurance Any other insurance available to an additional insured. However, the following provisions apply to other insurance available to any person or organization who is an additional insured under this coverage part. (a) Primary Insurance When Required By Contract This insurance is primary if you have agreed in a written contract or written agreement that this insurance be primary. If other insurance is also primary, we will share with all that other insurance by the method described in c. below. (b) Primary And Non-Contributory To Other Insurance When Required By Contract If you have agreed in a written contract, written agreement, or permit that this insurance is primary and non-contributory with the additional insured's own insurance, this insurance is primary and we will not seek contribution from that other insurance. Paragraphs (a) and (b) do not apply to other insurance to which the additional insured has been added as an additional insured. When this insurance is excess, we will have no duty under Coverages A or B to defend the insured against any "suit" if any other insurer has a duty to defend the insured against that "suit". If no other insurer defends, we will undertake to do so, but we will be entitled to the insured's rights against all those other insurers. When this insurance is excess over other insurance, we will pay only our share of the amount of the loss, if any, that exceeds the sum of: (1) The total amount that all such other insurance would pay for the loss in the absence of this insurance; and (2) The total of all deductible and self-insured amounts under all that other insurance. We will share the remaining loss, if any, with any other insurance that is not described in this Excess Insurance provision and was not bought specifically to apply in excess of the Limits of Insurance shown in the Declarations of this Coverage Part. c. Method Of Sharing If all of the other insurance permits contribution by equal shares, we will follow this method also. Under this approach each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains, whichever comes first. If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this method, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. 5. Premium Audit a. We will compute all premiums for this Coverage Part in accordance with our rules and rates. b. Premium shown in this Coverage Part as advance premium is a deposit premium only. At the close of each audit period we will compute the earned premium for that period and send notice to the first Named Insured. The due date for audit and retrospective premiums is the date shown as the due date on the bill. If the sum of the advance and audit premiums paid for the policy period is greater than the earned premium, we will return the excess to the first Named Insured. Form HG 00 01 09 16 Page 17 of 22 c. The first Named Insured must keep records of the information we need for premium computation, and send us copies at such times as we may request. 6. Representations a. When You Accept This Policy By accepting this policy, you agree: (1) The statements in the Declarations are accurate and complete; (2) Those statements are based upon representations you made to us; and (3) We have issued this policy in reliance upon your representations. b. Unintentional Failure To Disclose Hazards If unintentionally you should fail to disclose all hazards relating to the conduct of your business that exist at the inception date of this Coverage Part, we shall not deny coverage under this Coverage Part because of such failure. 7. Separation Of Insureds Except with respect to the Limits of Insurance, and any rights or duties specifically assigned in this Coverage Part to the first Named Insured, this insurance applies: a. As if each Named Insured were the only Named Insured; and b. Separately to each insured against whom claim is made or"suit" is brought. 8. Transfer Of Rights Of Recovery Against Others To Us a. Transfer Of Rights Of Recovery If the insured has rights to recover all or part of any payment, including Supplementary Payments, we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request, the insured will bring "suit" or transfer those rights to us and help us enforce them. b. Waiver Of Rights Of Recovery (Waiver Of Subrogation) If the insured has waived any rights of recovery against any person or organization for all or part of any payment, including Supplementary Payments, we have made under this Coverage Part, we also waive that right, provided the insured waived their rights of recovery against such person or organization in a contract, agreement or permit that was executed prior to the injury or damage. 9. When We Do Not Renew If we decide not to renew this Coverage Part, we will mail or deliver to the first Named Insured shown in the Declarations written notice of the nonrenewal not less than 30 days before the expiration date. If notice is mailed, proof of mailing will be sufficient proof of notice. SECTION V-DEFINITIONS 1. "Advertisement" means the widespread public dissemination of information or images that has the purpose of inducing the sale of goods, products or services through: a. (1) Radio; (2) Television; (3) Billboard; (4) Magazine; (5) Newspaper; or b. Any other publication that is given widespread public distribution. However, "advertisement" does not include: a. The design, printed material, information or images contained in, on or upon the packaging or labeling of any goods or products; or b. An interactive conversation between or among persons through a computer network. 2. "Advertising idea" means any idea for an "advertisement". 3. "Asbestos hazard" means an exposure or threat of exposure to the actual or alleged properties of asbestos and includes the mere presence of asbestos in any form. 4. "Auto" means: a. A land motor vehicle, trailer or semitrailer designed for travel on public roads, including any attached machinery or equipment; or Page 18 of 22 Form HG 00 01 09 16 b. Any other land vehicle that is subject to a compulsory or financial responsibility law or other motor vehicle insurance law where it is licensed or principally garaged. However, "auto" does not include"mobile equipment". 5. "Bodily injury" means physical: a. Injury; b. Sickness; or c. Disease sustained by a person and, if arising out of the above, mental anguish or death at any time. 6. "Coverage territory" means: a. The United States of America (including its territories and possessions), Puerto Rico and Canada; b. International waters or airspace, but only if the injury or damage occurs in the course of travel or transportation between any places included in a. above; or c. All other parts of the world if the injury or damage arises out of: (1) Goods or products made or sold by you in the territory described in a. above; (2) The activities of a person whose home is in the territory described in a. above, but is away for a short time on your business; or (3) "Personal and advertising injury" offenses that take place through the Internet or similar electronic means of communication provided the insured's responsibility to pay damages is determined in the United States of America (including its territories and possessions), Puerto Rico or Canada, in a "suit" on the merits according to the substantive law in such territory or in a settlement we agree to. 7. "Employee" includes a "leased worker". "Employee" does not include a "temporary worker". 8. "Employment-Related Practices" means: a. Refusal to employ that person; b. Termination of that person's employment; or c. Employment-related practices, policies, acts or omissions, such as coercion, demotion, evaluation, reassignment, discipline, defamation, harassment, humiliation, discrimination or malicious prosecution directed at that person. 9. "Executive officer" means a person holding any of the officer positions created by your charter, constitution, by-laws or any other similar governing document. 10. "Hostile fire" means one which becomes uncontrollable or breaks out from where it was intended to be. 11. "Impaired property" means tangible property, other than "your product" or"your work", that cannot be used or is less useful because: a. It incorporates "your product" or "your work" that is known or thought to be defective, deficient, inadequate or dangerous; or b. You have failed to fulfill the terms of a contract or agreement; if such property can be restored to use by the repair, replacement, adjustment or removal of "your product" or "your work", or your fulfilling the terms of the contract or agreement. 12. "Insured contract" means: a. A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire, lightning or explosion to premises while rented to you or temporarily occupied by you with permission of the owner is subject to the Damage to Premises Rented To You Limit described in Section III - Limits of Insurance; b. A sidetrack agreement; c. Any easement or license agreement, including an easement or license agreement in connection with construction or demolition operations on or within 50 feet of a railroad; d. An obligation, as required by ordinance, to indemnify a municipality, except in connection with work for a municipality; e. An elevator maintenance agreement; f. That part of any other contract or agreement pertaining to your business (including an indemnification of a municipality in connection with work performed for a municipality) under which you assume the tort liability of another party to pay for"bodily injury" or"property damage" to a third person or organization, provided the "bodily Form HG 00 01 09 16 Page 19 of 22 injury" or "property damage" is caused, in whole or in part, by you or by those acting on your behalf. Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. Paragraph f. includes that part of any contract or agreement that indemnifies a railroad for "bodily injury" or "property damage" arising out of construction or demolition operations, within 50 feet of any railroad property and affecting any railroad bridge or trestle, tracks, road-beds, tunnel, underpass or crossing. However, Paragraph f. does not include that part of any contract or agreement: (1) That indemnifies an architect, engineer or surveyor for injury or damage arising out of: (a) Preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (b) Giving directions or instructions, or failing to give them, if that is the primary cause of the injury or damage; or (2) Under which the insured, if an architect, engineer or surveyor, assumes liability for an injury or damage arising out of the insured's rendering or failure to render professional services, including those listed in (1) above and supervisory, inspection, architectural or engineering activities. 13. "Leased worker" means a person leased to you by a labor leasing firm under an agreement between you and the labor leasing firm, to perform duties related to the conduct of your business. "Leased worker" does not include a "temporary worker". 14. "Loading or unloading" means the handling of property: a. After it is moved from the place where it is accepted for movement into or onto an aircraft, watercraft or"auto"; b. While it is in or on an aircraft, watercraft or"auto"; or c. While it is being moved from an aircraft, watercraft or"auto" to the place where it is finally delivered; but "loading or unloading" does not include the movement of property by means of a mechanical device, other than a hand truck, that is not attached to the aircraft, watercraft or"auto". 15. "Mobile equipment" means any of the following types of land vehicles, including any attached machinery or equipment: a. Bulldozers, farm machinery, forklifts and other vehicles designed for use principally off public roads; b. Vehicles maintained for use solely on or next to premises you own or rent; c. Vehicles that travel on crawler treads; d. Vehicles, whether self-propelled or not, maintained primarily to provide mobility to permanently mounted: (1) Power cranes, shovels, loaders, diggers or drills; or (2) Road construction or resurfacing equipment such as graders, scrapers or rollers; e. Vehicles not described in a., b., c. or d. above that are not self-propelled and are maintained primarily to provide mobility to permanently attached equipment of the following types: (1) Air compressors, pumps and generators, including spraying, welding, building cleaning, geophysical exploration, lighting and well servicing equipment; or (2) Cherry pickers and similar devices used to raise or lower workers; f. Vehicles not described in a., b., c. or d. above maintained primarily for purposes other than the transportation of persons or cargo. However, self-propelled vehicles with the following types of permanently attached equipment are not "mobile equipment" but will be considered "autos": (1) Equipment designed primarily for: (a) Snow removal; (b) Road maintenance, but not construction or resurfacing; or (c) Street cleaning; (2) Cherry pickers and similar devices mounted on automobile or truck chassis and used to raise or lower workers; and (3) Air compressors, pumps and generators, including spraying, welding, building cleaning, geophysical exploration, lighting and well servicing equipment. However, "mobile equipment" does not include any land vehicle that is subject to a compulsory or financial responsibility law or other motor vehicle insurance law where it is licensed or principally garaged. Land vehicles subject to a compulsory or financial responsibility law or other motor vehicle insurance law are considered "autos". Page 20 of 22 Form HG 00 01 09 16 16. "Occurrence" means an accident, including continuous or repeated exposure to substantially the same general harmful conditions. 17. "Personal and advertising injury" means injury, including consequential "bodily injury", arising out of one or more of the following offenses: a. False arrest, detention or imprisonment; b. Malicious prosecution; c. The wrongful eviction from, wrongful entry into, or invasion of the right of private occupancy of a room, dwelling or premises that a person or organization occupies, committed by or on behalf of its owner, landlord or lessor; d. Oral, written or electronic publication, in any manner, of material that slanders or libels a person or organization or disparages a person's or organization's goods, products or services; e. Oral, written or electronic publication, in any manner, of material that violates a person's right of privacy; f. Copying, in your"advertisement", a person's or organization's "advertising idea" or style of"advertisement"; or g. Infringement of copyright, slogan, or title of any literary or artistic work, in your"advertisement". 18. "Pollutants" mean any solid, liquid, gaseous or thermal irritant or contaminant, including smoke, vapor, soot, fumes, acids, alkalis, chemicals and waste. Waste includes materials to be recycled, reconditioned or reclaimed. 19. "Products-completed operations hazard": a. Includes all "bodily injury" and "property damage" occurring away from premises you own or rent and arising out of"your product" or"your work" except: (1) Products that are still in your physical possession; or (2) Work that has not yet been completed or abandoned. However, "your work" will be deemed completed at the earliest of the following times: (a) When all of the work called for in your contract has been completed. (b) When all of the work to be done at the job site has been completed if your contract calls for work at more than one job site. (c) When that part of the work done at a job site has been put to its intended use by any person or organization other than another contractor or subcontractor working on the same project. Work that may need service, maintenance, correction, repair or replacement, but which is otherwise complete, will be treated as completed. b. Does not include "bodily injury" or"property damage" arising out of: (1) The transportation of property, unless the injury or damage arises out of a condition in or on a vehicle not owned or operated by you, and that condition was created by the "loading or unloading" of that vehicle by any insured; (2) The existence of tools, uninstalled equipment or abandoned or unused materials; or (3) Products or operations for which the classification, listed in the Declarations or in a policy Schedule, states that products-completed operations are subject to the General Aggregate Limit. 20. "Property damage" means: a. Physical injury to tangible property, including all resulting loss of use of that property. All such loss of use shall be deemed to occur at the time of the physical injury that caused it; or b. Loss of use of tangible property that is not physically injured. All such loss of use shall be deemed to occur at the time of the "occurrence"that caused it. As used in this definition, computerized or electronically stored data, programs or software are not tangible property. Electronic data means information, facts or programs: a. Stored as or on; b. Created or used on; or c. Transmitted to or from; computer software, including systems and applications software, hard or floppy disks, CD- ROMS, tapes, drives, cells, data processing devices or any other media which are used with electronically controlled equipment. 21. "Suit" means a civil proceeding in which damages because of "bodily injury", "property damage" or "personal and advertising injury" to which this insurance applies are alleged. "Suit" includes: a. An arbitration proceeding in which such damages are claimed and to which the insured must submit or does submit with our consent; or Form HG 00 01 09 16 Page 21 of 22 b. Any other alternative dispute resolution proceeding in which such damages are claimed and to which the insured submits with our consent. 22. "Temporary worker" means a person who is furnished to you to substitute for a permanent "employee" on leave or to meet seasonal or short-term workload conditions. 23. "Volunteer worker" means a person who a. Is not your"employee"; b. Donates his or her work; c. Acts at the direction of and within the scope of duties determined by you; and d. Is not paid a fee, salary or other compensation by you or anyone else for their work performed for you. 24. "Your product": a. Means: (1) Any goods or products, other than real property, manufactured, sold, handled, distributed or disposed of by: (a) You; (b) Others trading under your name; or (c) A person or organization whose business or assets you have acquired; and (2) Containers (other than vehicles), materials, parts or equipment furnished in connection with such goods or products. b. Includes (1) Warranties or representations made at any time with respect to the fitness, quality, durability, performance or use of"your product"; and (2) The providing of or failure to provide warnings or instructions. c. Does not include vending machines or other property rented to or located for the use of others but not sold. 25. "Your work": a. Means: (1) Work or operations performed by you or on your behalf; and (2) Materials, parts or equipment furnished in connection with such work or operations. b. Includes (1) Warranties or representations made at any time with respect to the fitness, quality, durability, performance or use of"your work", and (2) The providing of or failure to provide warnings or instructions. Page 22 of 22 Form HG 00 01 09 16 HUITT ZOLLARS INC POLICY NUMBER: 46 UUN OL6HGL THE HARTFORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION TO CERTIFICATE HOLDER(S) This policy is subject to the following additional Conditions: A. If this policy is cancelled by the Company, other than for nonpayment of premium, notice of such cancellation will be provided at least thirty (30) days in advance of the cancellation effective date to the certificate holder(s) with mailing addresses on file with the agent of record or the Company. B. If this policy is cancelled by the Company for nonpayment of premium, or by the insured, notice of such cancellation will be provided within (10) days of the cancellation effective date to the certificate holder(s) with mailing addresses on file with the agent of record or the Company. If notice is mailed, proof of mailing to the last known mailing address of the certificate holder(s) on file with the agent of record or the Company will be sufficient proof of notice. Any notification rights provided by this endorsement apply only to active certificate holder(s) who were issued a certificate of insurance applicable to this policy's term. Form IH 03 07 06 11 Page 1 of 1 ©2011, The Hartford HUITT ZOLLARS INC POLICY NO. : 46 UEN OL5276 COMMERCIAL AUTOMOBILE HA99161221 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL AUTOMOBILE BROAD FORM ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM To the extent that the provisions of this endorsement provide broader benefits to the "insured" than other provisions of the Coverage Form, the provisions of this endorsement apply. 1. BROAD FORM INSURED e. Employees as Insureds Paragraph .1. - WHO IS AN INSURED - of (1).Any "employee" of yours while using a Section II - Liability Coverage is amended to covered "auto" you don't own, hire or add the following: borrow in your business or your personal d. Subsidiaries and Newly Acquired or affairs. Formed Organizations f. Lessors as Insureds The Named Insured shown in the Declarations (1). The lessor of a covered "auto" while the is amended to include: "auto" is leased to you under a written (1) Any legal business entity other than a agreement if: partnership or joint venture, formed as a (a) The agreement requires you to subsidiary in which you have an provide direct primary insurance for ownership interest of more than 50% on the lessor and the effective date of the Coverage Form. (b) The "auto" is leased without a driver. However, the Named Insured does not Such a leased "auto" will be considered a include any subsidiary that is an "insured" covered "auto" you own and not a covered under any other automobile policy or "auto" you hire. would be an "insured" under such a policy but for its termination or the exhaustion of g. Additional Insured if Required by Contract its Limit of Insurance. (1) When you have agreed, in a written (2) Any organization that is acquired or contract or written agreement, that a formed by you and over which you person or organization be added as an maintain majority ownership. However, additional insured on your business auto the Named Insured does not include any policy, such person or organization is an newly formed or acquired organization: "insured", but only to the extent such person or organization is liable for "bodily (a) That is a partnership or joint venture, injury" or "property damage" caused by (b) That is an "insured" under any other the conduct of an "insured" under policy, paragraphs a. or b. of Who Is An Insured (c) That has exhausted its Limit of with regard to the ownership, Insurance under any other policy, or maintenance or use of a covered "auto." (d) 180 days or more after its acquisition The insurance afforded to any such or formation by you, unless you have additional insured applies only if the given us notice of the acquisition or "bodily injury" or "property damage" formation. occurs: Coverage does not apply to "bodily injury" (a) During the policy period, and or "property damage" that results from an (b) Subsequent to the execution of such "accident" that occurred before you written contract, and formed or acquired the organization. Form HA 99 16 12 21 Page 1 of 5 C 2021, The Hartford (Includes copyrighted material of Insurance Services Office, Inc. with its permission.) (c) Prior to the expiration of the period of This insurance is primary if you have time that the written contract requires agreed in a written contract or written such insurance be provided to the agreement that this insurance be primary. additional insured. If other insurance is also primary, we will (2) How Limits Apply share with all that other insurance by the If you have agreed in a written contract or method described in Other Insurance 5.d. written agreement that another person or (2) Primary And Non-Contributory To Other organization be added as an additional Insurance When Required By Contract insured on your policy, the most we will If you have agreed in a written contract or pay on behalf of such additional insured is written agreement that this insurance is the lesser of: primary and non-contributory with the (a) The limits of insurance specified in the additional insured's own insurance, this written contract or written agreement; insurance is primary and we will not seek or contribution from that other insurance. (b) The Limits of Insurance shown in the Paragraphs (1) and (2) do not apply to other Declarations. insurance to which the additional insured has Such amount shall be a part of and not in been added as an additional insured. addition to Limits of Insurance shown in When this insurance is excess, we will have the Declarations and described in this no duty to defend the insured against any Section. "suit" if any other insurer has a duty to defend (3) Additional Insureds Other Insurance the insured against that "suit". If no other insurer defends, we will undertake to do so, If we cover a claim or "suit" under this but we will be entitled to the insured's rights Coverage Part that may also be covered against all those other insurers. by other insurance available to an When this insurance is excess over other additional insured, such additional insured insurance, we will pay only our share of the must submit such claim or suit to the amount of the loss, if any, that exceeds the other insurer for defense and indemnity. sum of: However, this provision does not apply to (1) The total amount that all such other the extent that you have agreed in a insurance would pay for the loss in the written contract or written agreement that absence of this insurance; and this insurance is primary and non-contributory with the additional (2) The total of all deductible and self-insured insured's own insurance. amounts under all that other insurance. (4) Duties in The Event Of Accident, Claim, We will share the remaining loss, if any, by Suit or Loss the method described in SECTION IV- Business Auto Conditions, B. General If you have agreed in a written contract or Conditions, Other Insurance 5.d. written agreement that another person or organization be added as an additional 3. AUTOS RENTED BY EMPLOYEES insured on your policy, the additional Any "auto" hired or rented by your "employee" on insured shall be required to comply with your behalf and at your direction will be the provisions in LOSS CONDITIONS 2. - considered an "auto" you hire. DUTIES IN THE EVENT OF ACCIDENT, The SECTION IV- Business Auto Conditions, B. CLAIM , SUIT OR LOSS — OF SECTION General Conditions, 5. OTHER INSURANCE IV — BUSINESS AUTO CONDITIONS, in Condition is amended by adding the following: the same manner as the Named Insured. 2. Primary and Non-Contributory if Required e• If an "employee's" personal insurance also by Contract applies on an excess basis to a covered "auto" hired or rented by your "employee" on Only with respect to insurance provided to an your behalf and at your direction, this additional insured in A.1.g. - Additional insurance will be primary to the "employee's" Insured If Required by Contract, the following personal insurance. provisions apply: (1) Primary Insurance When Required By Contract Page 2 of 5 Form HA 99 16 12 21 4. AMENDED FELLOW EMPLOYEE EXCLUSION obligation for any difference between the actual EXCLUSION 5. - FELLOW EMPLOYEE - of cash value of the "auto" at the time of the "loss" SECTION II - LIABILITY COVERAGE does not and the "outstanding balance" of the loan/lease. apply if you have workers' compensation "Outstanding balance" means the amount you insurance in-force covering all of your owe on the loan/lease at the time of "loss" less "employees". any amounts representing taxes; overdue Coverage is excess over any other collectible payments; penalties, interest or charges resulting insurance. from overdue payments; additional mileage charges; excess wear and tear charges; lease 5. HIRED AUTO PHYSICAL DAMAGE COVERAGE termination fees; security deposits not returned by If hired "autos" are covered "autos" for Liability the lessor; costs for extended warranties, credit Coverage and if Comprehensive, Specified life Insurance, health, accident or disability Causes of Loss, or Collision coverages are insurance purchased with the loan or lease; and provided under this Coverage Form for any "auto" carry-over balances from previous loans or you own, then the Physical Damage Coverages leases. provided are extended to "autos" you hire or g, AIRBAG COVERAGE borrow, subject to the following limit. Under Paragraph B. EXCLUSIONS - of SECTION The most we will pay for "loss" to any hired "auto" III - PHYSICAL DAMAGE COVERAGE, the is: following is added: (1) $100,000; The exclusion relating to mechanical breakdown (2) The actual cash value of the damaged or does not apply to the accidental discharge of an stolen property at the time of the "loss"; or airbag. (3) The cost of repairing or replacing the 9. ELECTRONIC EQUIPMENT - BROADENED damaged or stolen property, COVERAGE whichever is smallest, minus a deductible. The a. The exceptions to Paragraphs BA - deductible will be equal to the largest deductible EXCLUSIONS - of SECTION III - PHYSICAL applicable to any owned "auto" for that coverage. DAMAGE COVERAGE are replaced by the No deductible applies to "loss" caused by fire or following: lightning. Hired Auto Physical Damage coverage Exclusions 4.c. and 4.d. do not apply to is excess over any other collectible insurance. equipment designed to be operated solely by Subject to the above limit, deductible and excess use of the power from the "auto's" electrical provisions, we will provide coverage equal to the system that, at the time of"loss", is: broadest coverage applicable to any covered "auto" you own. (1) Permanently installed in or upon the We will also cover loss of use of the hired "auto" if covered "auto"; it results from an "accident", you are legally liable (2) Removable from a housing unit which is and the lessor incurs an actual financial loss, permanently installed in or upon the subject to a maximum of$1000 per"accident". covered "auto"; This extension of coverage does not apply to any (3) An integral part of the same unit housing "auto" you hire or borrow from any of your any electronic equipment described in "employees", partners (if you are a partnership), Paragraphs (1) and (2) above; or members (if you are a limited liability company), (4) Necessary for the normal operation of the or members of their households. covered "auto" or the monitoring of the 6. PHYSICAL DAMAGE - ADDITIONAL covered "auto's" operating system. TEMPORARY TRANSPORTATION EXPENSE b. Section III, Physical Damage Coverage, Limit COVERAGE of Insurance, Paragraph C.2. is amended to Paragraph AA.a. of SECTION III - PHYSICAL add the following: DAMAGE COVERAGE is amended to provide a $1,500 is the most we will pay for "loss" in limit of $50 per day and a maximum limit of any one "accident" to all electronic equipment $1,000. (other than equipment designed solely for the 7. LOAN/LEASE GAP COVERAGE reproduction of sound, and accessories used Under SECTION III - PHYSICAL DAMAGE with such equipment) that reproduces, receives or transmits audio, visual or data COVERAGE, in the event of a total "loss" to a signals which, at the time of"loss", is: covered "auto", we will pay your additional legal Form HA 99 16 12 21 Page 3 of 5 (1) Permanently installed in or upon the (2) A partner, if you are a partnership; covered "auto" in a housing, opening or (3) A member, if you are a limited liability other location that is not normally used by company; or the "auto" manufacturer for the installation of such equipment; (4) An executive officer or insurance manager, if (2) Removable from a permanently installed you are a corporation. housing unit as described in Paragraph 14. UNINTENTIONAL FAILURE TO DISCLOSE 2.a. above or is an integral part of that HAZARDS equipment; or If you unintentionally fail to disclose any hazards (3) An integral part of such equipment. existing at the inception date of your policy, we c. For each covered "auto", should loss be will not deny coverage under this Coverage Form limited to electronic equipment only, our because of such failure. obligation to pay for, repair, return or replace 15. HIRED AUTO -COVERAGE TERRITORY damaged or stolen electronic equipment will SECTION IV, BUSINESS AUTO CONDITIONS, be reduced by the applicable deductible PARAGRAPH B. GENERAL CONDITIONS, 7. - shown in the Declarations, or $250, whichever POLICY PERIOD, COVERAGE TERRITORY - is deductible is less. added to include the following: 10. EXTRA EXPENSE - BROADENED COVERAGE (6) For short-term hired "autos", the coverage Under Paragraph A. - COVERAGE - of SECTION territory with respect to Liability Coverage is III - PHYSICAL DAMAGE COVERAGE, we will anywhere in the world provided that if the pay for the expense of returning a stolen covered "insured's" responsibility to pay damages for "auto"to you. "bodily injury" or "property damage" is 11. GLASS REPAIR -WAIVER OF DEDUCTIBLE determined in a "suit," the "suit" is brought in the United States of America, the territories Under Paragraph D. - DEDUCTIBLE - of and possessions of the United States of SECTION III - PHYSICAL DAMAGE COVERAGE, America, Puerto Rico or Canada or in a the following is added: settlement we agree to. No deductible applies to glass damage if the glass 16. WAIVER OF SUBROGATION is repaired rather than replaced. Paragraph 5. TRANSFER OF RIGHTS OF 12. TWO OR MORE DEDUCTIBLES RECOVERY AGAINST OTHERS TO US - of Under Paragraph D. - DEDUCTIBLE - of SECTION IV - BUSINESS AUTO CONDITIONS SECTION III - PHYSICAL DAMAGE COVERAGE, A. Loss Conditions is amended by adding the the following is added: following: If another Hartford Financial Services Group, Inc. We waive any right of recovery we may have company policy or coverage form that is not an against any person or organization with whom you automobile policy or coverage form applies to the have a written contract that requires such waiver same "accident", the following applies: because of payments we make for damages (1) If the deductible under this Business Auto under this Coverage Form. Coverage Form is the smaller (or smallest) 17. RESULTANT MENTAL ANGUISH COVERAGE deductible, it will be waived; The definition of "bodily injury" in SECTION V- (2) If the deductible under this Business Auto DEFINITIONS, C. is replaced by the following: Coverage Form is not the smaller (or "Bodily injury" means bodily injury, sickness or smallest) deductible, it will be reduced by the disease sustained by any person, including amount of the smaller (or smallest) mental anguish or death resulting from any of deductible. these. 13. AMENDED DUTIES IN THE EVENT OF 18. EXTENDED CANCELLATION CONDITION ACCIDENT, CLAIM, SUIT OR LOSS Paragraph 2. of the COMMON POLICY The requirement in LOSS CONDITIONS 2.a. - CONDITIONS - CANCELLATION - applies except DUTIES IN THE EVENT OF ACCIDENT, CLAIM, as follows: SUIT OR LOSS - of SECTION IV - BUSINESS If we cancel for any reason other than AUTO CONDITIONS that you must notify us of an nonpayment of premium, we will mail or deliver to "accident" applies only when the "accident" is the first Named Insured written notice of known to: cancellation at least 60 days before the effective (1) You, if you are an individual; date of cancellation. Page 4 of 5 Form HA 99 16 12 21 19. HYBRID, ELECTRIC, OR NATURAL GAS b. A "hybrid" auto is defined as an auto with an VEHICLE PAYMENT COVERAGE internal combustion engine and one or more In the event of a total loss to a "non-hybrid" auto electric motors; and that uses the internal for which Comprehensive, Specified Causes of combustion engine and one or more electric Loss, or Collision coverages are provided under motors to move the auto, or the internal this Coverage Form, then such Physical Damage combustion engine to charge one or more Coverages are amended as follows: electric motors, which move the auto. a. If the auto is replaced with a "hybrid" auto or 20. VEHICLE WRAP COVERAGE an auto powered solely by electricity or In the event of a total loss to an "auto" for which natural gas, we will pay an additional 10%, to Comprehensive, Specified Causes of Loss, or a maximum of $2,500, of the "non-hybrid" Collision coverages are provided under this auto's actual cash value or replacement cost, Coverage Form, then such Physical Damage whichever is less, Coverages are amended to add the following: b. The auto must be replaced and a copy of a In addition to the actual cash value of the "auto", bill of sale or new lease agreement received we will pay up to $1,000 for vinyl vehicle wraps by us within 60 calendar days of the date of which are displayed on the covered "auto" at the "loss," time of total loss. Regardless of the number of c. Regardless of the number of autos deemed a autos deemed a total loss, the most we will pay total loss, the most we will pay under this under this Vehicle Wrap Coverage provision for Hybrid, Electric, or Natural Gas Vehicle any one "loss" is $5,000. For purposes of this Payment Coverage provision for any one coverage provision, signs or other graphics "loss" is $10,000. painted or magnetically affixed to the vehicle are For the purposes of the coverage provision, not considered vehicle wraps. a. A "non-hybrid" auto is defined as an auto that uses only an internal combustion engine to move the auto but does not include autos powered solely by electricity or natural gas. Form HA 99 16 12 21 Page 5 of 5 HUITT ZOLLARS INC POLICY NO. : 46 UEN OL5276 tLaY it THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION TO CERTIFICATE HOLDER(S) This policy is subject to the following additional days of the cancellation effective date to the Conditions: certificate holder(s) with mailing addresses on file A. If this policy is cancelled by the Company, other with the agent of record or the Company. than for nonpayment of premium, notice of such If notice is mailed, proof of mailing to the last known cancellation will be provided at least thirty (30) mailing address of the certificate holder(s) on file with days in advance of the cancellation effective date the agent of record or the Company will be sufficient to the certificate holder(s) with mailing addresses proof of notice. on file with the agent of record or the Company. Any notification rights provided by this endorsement B. If this policy is cancelled by the Company for apply only to active certificate holder(s) who were nonpayment of premium, or by the insured, notice issued a certificate of insurance applicable to this of such cancellation will be provided within (10) policy's term. Form IH 03 07 06 11 Page 1 of 1 © 2011, The Hartford THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT Policy Number: 46 WE 01-61-11 G Endorsement Number: Effective Date: 09/01/25 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: HUITT ZOLLARS, INC. 5430 Lyndon B Johnson Fwy, Suite 1500 Dallas TX 75240 We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. SCHEDULE Any person or organization for whom you are required by contract or agreement to obtain this waiver from us. Endorsement is not applicable in KY, NH, NJ or for any MO construction risk Countersigned by Authorized Representative Form WC 00 03 13 Printed in U.S.A. Policy Expiration Date: 09/01/26 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. TEXAS WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT Policy Number: 46 WE 01-61-11 G Endorsement Number: Effective Date: 09/01/25 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: HUITT ZOLLARS, INC. 5430 Lyndon B Johnson Fwy, Suite 1500 Dallas TX 75240 This endorsement applies only to the insurance provided respect to bodily injury arising out of the operations by the policy because Texas is shown in Item 3.A. of the described in the Schedule where you are required by a Information Page. written contract to obtain this waiver from us. We have the right to recover our payments from anyone This endorsement shall not operate directly or indirectly liable for an injury covered by this policy. We will not to benefit anyone not named in the Schedule. enforce our right against the person or organization The premium for this endorsement is shown in the named in the Schedule, but this waiver applies only with Schedule. Schedule 1. ( ) Special Waiver Name of person or organization (X) Blanket Waiver Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver. 2. Operations: All Texas Operations 3. Premium: The premium charge for this endorsement shall be 2 percent of the premium developed on payroll in connection with work performed for the above person(s) or organization(s) arising out of the operations described. 4. Advance Premium: Form WC 42 03 04 B Printed in U.S.A. Policy Expiration Date: 09/01/26 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT - CALIFORNIA Policy Number: 46 WE 01-61-11 G Endorsement Number: Effective Date: 09/01/25 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: HUITT ZOLLARS, INC. 5430 Lyndon B Johnson Fwy, Suite 1500 Dallas TX 75240 We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be 2 % of the California workers' compensation premium otherwise due on such remuneration. SCHEDULE Person or Organization Job Description Any person or organization for whom you are required by written contract or agreement to obtain this waiver of rights from us Countersigned by Authorized Representative Form WC 04 03 06 (1) Printed in U.S.A. Policy Expiration Date: 09/01/26 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION TO CERTIFICATE HOLDER(S) Policy Number: 46 WE 0L6H1 G Endorsement Number: Effective Date: 09/01/25 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: HUITT ZOLLARS, INC. 5430 Lyndon B Johnson Fwy, Suite 1500 Dallas TX 75240 This policy is subject to the following additional If notice is mailed, proof of mailing to the last known Conditions: mailing address of the certificate holder(s) on file with A. If this policy is cancelled by the Company, other than the agent of record or the Company will be sufficient for non-payment of premium, notice of such proof of notice. cancellation will be provided at least thirty (30) days Any notification rights provided by this endorsement in advance of the cancellation effective date to the apply only to active certificate holder(s) who were issued certificate holder(s) with mailing addresses on file a certificate of insurance applicable to this policy's term. with the agent of record or the Company. Failure to provide such notice to the certificate holder(s) B. If this policy is cancelled by the Company for will not amend or extend the date the cancellation non-payment of premium, or by the insured, notice becomes effective, nor will it negate cancellation of the of such cancellation will be provided within ten (10) policy. Failure to send notice shall impose no liability of days of the cancellation effective date to the any kind upon the Company or its agents or certificate holder(s) with mailing addresses on file representatives. with the agent of record or the Company. Form WC 99 03 94 Printed in U.S.A. Policy Expiration Date: 09/01/26 ©2011, The Hartford