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T.B. PENICK & SONS, INC.
N-2025-032 C F Y G k1l. �[)Af �- AGREEMENT WITH T.B. PENICK & SONS, INC. TO PROVIDE 0 PR.CAA(0)FEB 2 6 20XITIIOCRETE/LITHOMOSAIC PAVING FOR THE SANTA ANAL ZOO (J,kAY,1 Loy 1� w� THIS AGREEMENT is made and entered into on this 29th day of January, 2025 by and between T.B. Penick & Sons, Inc., a California corporation ("Contractor"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. The City desires to retain a Consultant having special skill and knowledge in the field of providing Lithocrete/LithoMosaic paving for the Santa Ana Zoo. B. City staff, pursuant to City purchasing requirements, has determined that Conti -actor is the sole Contractor for which the purchase of materials, supplies, labor, and equipment is available through one (1) reasonably available Source to provide said services. Consultant represents that it is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor Linder this Agreement will be perfonried 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: I. SCOPE OF SERVICES Contractor shall perform during the term of this Agreement, the tasks and obligations including all labor, materials, tools, equipment, arid incidental customary work required to fully and adequately complete the services described in Exhibit A, attached hereto and incorporated by reference. 2. COMPENSATION a. City agrees to pay, and Contractor agrees to accept as total payment for its services for City, the rates and charges identified in Exhibit A, and in accordance with Section 2- 7.1 of the Greenbook: Standard Specifications for Public Works Construction. The total arnount to be expended during the term of this Agreement shall not exceed the amount of $151,790.00, which is comprised of the following: (1) a base amount of 137,990.00 and (2) a contingency arriOUnt of $13,800.00 for additional and as -needed services to be exercised at City's sole discretion. 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. City and Contractor agree that all payments due and owing Linder this Agreement shall be made through Automated Clearing House (ACH) transfers. Contractor agrees to execute the Page I of It City's standard ACH Vendor Payment Authorization and provide required documentation. Upon verification of the data provided, the City will be authorized to deposit payments directly into Contractor's account(s) with financial institutions. 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. 3. TERM This Agreement shall commence on the date first written above for a one (1) year term with the option for the City to grant up to two (2), six (6) month extensions, exercisable by a writing by the City Manager and the City Attorney, unless terminated earlier in accordance with Section 16, below. . 4. PREVAILING WAGES Contractor is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California. Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the services being performed are part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. 5. INDEPENDENT CONTRACTOR Contractor shall, during the entire term of this Agreement, be construed to be an independent contractor 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 Contractor performs the services which are the subject matter of this Agreement; however, the services to be provided by Contractor shall be provided in a manner consistent with all applicable standards and regulations governing such services. Contractor 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. 6. 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 Contractor under this Agreement ("Documents & Data"). Contractor shall require all subcontractors to agree in writing that City is granted a non-exclusive and Page 2of11 perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Contractor represents and warrants that Contractor has the legal right to license any and all Documents & Data. Contractor makes no such representation and warranty in regard to Documents & Data which were provided to Contractor 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. die purposes intended by this Agreement shall be at City's sole risk. 7. INSURANCE Contractor shall procure and maintain for the duration of the agreement, the following insurance coverages: Minimum Scope and Limit of Insurance. Contractor shall maintain limits of insurance coverage in the following minimum amounts and shall be at least as broad as: 0 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 $1,000,000 per occurrence and $2,000,000 aggregate. P Automobile Liability (AL): Insurance Services Office Form CA 00 01 covering Code 1 (any auto), with combined single limits of $1,000,000. In the event Contractor does not 7.naintain. commercial automobile liability insurance, City will accept evidence of personal automobile insurance with existing limits, which can be lower than $1,000,000. • Workers' Compensation (W/C): 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, per employee, per policy for bodily injury or disease. This requirement can be waived if Vendor has no employees. • If Contractor maintains broader coverage and/or higher limits than the minimums shown above, City requires and shall be entitled to the broader coverage and/or the higher limits maintained by Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to City. Other Insurance Provisions. The insurance policies are to contain, or be endorsed to contain, the following provisions: • CGL and Al, policies: City of Santa Ana, its City Council, its officers, officials, employees, agents, and volunteers are to be covered as additional insureds with respect to liability arising out of work or operations performed by or on behalf of the Permittec including materials, parts, equipment, and personnel furnished in connection with such work or operations. • All required insurance policies: Insurance company(ies) agrees to waive all rights of subrogation against City, its City Council, its officers, officials, employees, agents, and volunteers for losses paid under the terms of any policy which arise from work performed by Permittee for City. Page 3 of 11 • All required insurance policies: For any claims related to this contract, Perrittee's insurance coverage shall be primary and any insurance maintained by City, its City Council, its officers, officials, employees, agents, or volunteers shall not contribute with it. • All required insurance policies: A severability of interest provision must apply for all the additional insureds, ensuring that Permittee's insurance shall apply separately to each insured against whom a claim is made or suit is brought, except with respect to the insurer's limits of liability. • Each insurance policy required herein shall provide that coverage shall not be canceled, suspended, voided, reduced in coverage or in limits, non -renewed by the carrier, or materially changed except after thirty (3 0) days prior written notice has been given to City. Ten (10) days prior written notice shall be provided to City for policy cancellation or non -renewal due to non-payment. • Certificate Holder on each Evidence of Insurance certificate shall be: City of Santa Ana, Attention: Parks, Recreation, & Community Services Agency, 20 Civic Center Plaza, M-23, Santa Ana, CA 92701. The name and location of event should be included in the Description of Operations section of each certificate. Self -Insured Retentions. Self -insured retentions must be declared to and approved by the City. City may require Contractor 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. Acceptability of Insurers. Insurance is to be placed with insurers authorized to conduct business in the state of California with a current A.M. Best rating of no less than ANII, unless otherwise acceptable to City. Verification of Coverage. Permittee shall furnish 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 Entity before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive Permittee's obligation to provide them. City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. basis: Claims Made Policies. if any of the required policies provide coverage on a claims -made The retroactive date must be shown and must be before the date of the contract or the beginning of work. Insurance must be maintained and evidence of insurance must be provided for at least three (3) years after completion 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, Company must purchase "extended reporting" coverage for a minimum of three (3) years after completion of work. Page 4 of 11 Subcontractors. Contractor shall require and verify that all sub -contractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City is an additional insured on insurance required from sub -contractors. 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. 8. INDEMNIFICATION Contractor 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 Contractor, its subcontractors, agents,. employees, .or other persons acting on its behalf which relates to the services described i.n.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 froin this Agreement. The Contractor 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 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 Contractor'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 Contractor. 9. INTELLECTUAL PROPERTY INDEMNIFICATION Contractor 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 Contractor to the City pursuant to this Agreement. 10. RECORDS Contractor shall keep records and invoices in connection with the work to be performed under this Agreement. Contractor 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 Contractor under this Agreement. All such records and Page 5of11 invoices shall be clearly identifiable. Contractor 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. Contractor 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 Contractor under this Agreement. 11. CONFIDENTIALITY If Contractor receives from. the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Contractor 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 Contractor disclosed in a publicly available source; (c) is in rightful possession of the Contractor without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Contractor without reference to information disclosed by the City. 12. CONFLICT OF INTEREST CLAUSE Contractor covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 13. NON-DISCRIMINATION Contractor 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 employment related activities or any services provided under this Agreement. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 14. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor, 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 Contractor. The parties agree that any Page 6 of 11 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 Contractor 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. 15. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Contractor 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 Contractors retained by City. 16. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Contractor compensation for all services performed by Contractor 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 Contractor 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 Contractor consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 17. 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 waiver constitute a continuing waiver unless the writing so specifies. 18. 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. Page 7of11 19. PROFESSIONAL LICENSES Contractor 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. Contractor 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. 20. 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: City Clerk City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: 714- 647-6956 With courtesy copies to: Executive Director Parks, Recreation, & Community Services Agency 20 Civic Plaza (M-23) P.O. Box 1988 Santa Ana, CA 92702 To Contractor: T.B. Penick & Sons, Inc. Attn: Frank Klemaske, EVP 15435 Innovation Drive, Ste. 200 San Diego, CA 92128 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 rcgistered 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 Page 8of11 time frames, weekends, federal, state, County or City holidays shall be excluded. 21. CONDUCTOF OPERATIONS WHILE WORKING AT THE ZOO a. Cooperation with Others - Contractor shall endeavor to maintain good public relations at all times. The work shall be conducted in a manner that will cause the least possible interference with or disturbance to Zoo patrons, animals, and employees. The Department is cornmitted to protecting animal welfare and enforcing the need for the Contractor to adhere to required accommodations for preserving it. b. Inclement Weather - Project work shall be suspended during periods of inclement weather, including extreme heat, high winds, lightning and heavy rain. C. Safety Orders - The Contractor will be responsible for all safety requirements and certifications in accordance with the California - Division of Occupational Safety and Health (CAL -OSHA) rules and regulations, Including the Heat Illness Prevention regulation, California Code of Regulations. Title 8, § 3395, which applies to all outdoor industries. It will be the Contractor's responsibility to assess the work location and implement safety controls and procedures, as appropriate, which are compliant with Title 8 of the California Code of regulations. d. Preservation of Property - The Contractor shall be careful to protect from damage all existing trees, shrubs, plants, fences, buildings, and other structures. The Contractor shall be liable for any and all damages caused by Contractor's vehicles, equipment, staff in their operations to such trees, shrubs, plants, other growth features, and property, irrigation, concrete, hardscape, including Zoo or City of Los Angeles owned buildings, vehicle and equipment. Any damage to Zoo or City - owned vegetation and property shall be replaced or restored to their original condition to the satisfaction of the Zoo, at the Contractor's. If applicable, the CON'mACTOR shall adhere to the CITY'S Community Workforce Agreement (CWA), a pre -hire collective bargaining agreement, which establishes the labor relations policies and procedures for CONTRACTOR to follow in the crafts persons employed to complete the WORK OF IMPROVEMENT as more fully described in the CWA. The CWA may be found oil the City's website at: ILi It, �,//\yww. sail ta- an,l.cLi.-L,A)wa/doCLinients/C'WA.L)�Lf 23. CALIFORNIA AIR RESOURCES BOARD COMPLIANCE Contractor shall comply, and shall ensure all subcontractors comply, with all applicable requirements of the most Current version of the regulations imposed by California Air Resources Board ("CARB"') including, Without 1111litation, all applicable terms of Title 13, California Code of Regulations Division 3, Chapter 9 and all pending amendments (Regrilation"). Page 9 of 11 Throughout the Project, and for three (3) years -thereafter, Contractor shall make available for inspection and copying any and all documents or information associated with Contractor's and its subcontractors' fleets including, without limitation, the - Certificates of Reported Compliance ("CRCs"), fuel/refueling records, thaintendnee records, emissions records, -and any other information the Contractor is required. to .produce; keep. or,maintain pursuant to the Regulation upon two (2) calendar days' notice from the.City. - Contractor shall be solely liable f6x:4dy and all costs associated with compliance with the Regulation as well as for any and all penalties, fines, damages, or costs associated with any and all violations, or failures to comply With the Regulation. Contractor. shall defend, indemnify and hold . harmless the City, its officials; officers, employees and authorized volunteers free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Regulation. 24. 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. [signature page to follow] Page 10 of 11 SIGNATURE PAGE TO AGREEMENT WITH T.B. PENICK & SONS, INC. TO PROVIDE LITHOCRETE/IATROMOSAIC PAVING FOR THE SANT A ANA ZOO IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: CJennifer Mall .:�4, Yall '�---JG44-Y-CA-c - APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney ",-Ionathan 1'. Martinez Assistant City Attorney RECOMMENDED FOR APPROVAL Hawk Scott Executive Director, Parks, Recreation, & Con-imunity Services Agency CITY OF' NTA AN 4f Alvaro Nufiez City Manager T.B. PENICK & SONS, INC. Victor Klernaske Vice President Page 11 of It EXHIBIT A SCOPE OF SERVICES & COSTS Headquarters: 15435 Innovation Drive, Ste San Diego, CA 92128 Phone: (858) 558-1800 www.tboenick.coin FROM PROJECT: BID DATE AZ License ROC212989 CA License 185381 CO License LIC244554 FL License CC1520644 NV License 0066467 TX UT License 7651992-5501 WA License TBPENBP793LI Ethan Fisher Santa Ana Zoo at Prentice Park Frank Klemaske, Executive Vice President Daniel Hidalgo, Estimator Santa Ana Zoo — Lithocretc/Lithomosaic Paving January 9, 2025 T.B. Penick & Sons', Inc. site concrete bid proposal includes the following conditions, inclusions and exclusions as referenced on the attached pages. Decorative Paving Circle: New Integral color concrete - per Sample #23-026E-SD, Approx:780 sf New BILte Glass Lithocrete paving, Approx: 220 sf Lithomosaic Animals, Approx: 70 sf Decorative etched tree branches, 3 each Excavate and haul off spoils $I l,()0() 00 TOTAL. BASE BID $135,100.00 Add/Alternate: Labor to set up/remove temporary Fencing. Fencing provided by owner Acid $2,890.00 Notes: ® To meet current schedule a contract or LOI will be required within 30 days. e Lithomosaic artist requires a 50% deposit prior to start and final payment upon completion prior to delivery of mosaic. m 00-n INNOVATIVE CONCRETE SYSTENAS - L ITHOCRETE , STF - lBOMANITE �� NTfv A I"ERRAZZO - CRASSCRETE T.B. Penick & Sons, Inc. January 9, 2025 Santa Ana Zoo Improvements Project- Lithocrete/Lithomosaic Page 2 of 3 SITE CONCRETE Site Concrete Terms & Conditions: 1. CONCRETE PRICES: The concrete material pricing is based on all known concrete material cost increases thru 06/30/2025. Any increases beyond this date will be billed as an extra to the base bid on the actual material cost increases from our suppliers. (Backup letters from suppliers will be provided.) These extra costs will be based on the actual material left to be shipped to the job. 2. BID DAY ISSUES: This proposal is valid for 30 days. T.B. Penick & Sons, Inc. is a non -union, non - MBE company. Prevailing wage rates included. Waivers of Subrogation, Broad Form and Type I Indemnification at a rate of 1 % is not included in this price. T.B. Penick & Sons is unable to offer a Waivers of Subrogation, Broad Form or Type I Indemnification on projects under $50,000.00. Price based on Project No. 22-2764 Santa Ana Zoo Walkways Improvements -Phase 1, 14 Sheets Rebid #2 set. 3. CONTRACT ISSUES: If a contract between the General Contractor and TBP has not been fully executed prior to the start of any work, then this proposal in its entirely shall become the Agreement and only Agreement between the General. Contractor and TBP. Builder's Risk insurance to be provided by contractor or owner. Work performed on a Time & Material basis will be issued a change order within 30 days of T.B. Penick invoice. Provision of safe legal concrete washout area to be provided by others. T.B. Penick may elect not to perform any work outside of TBP's scope described herein 4. PAYMENT TERMS: 1) T.B. Penick & Sons will submit monthly progress invoices (an invoice upon completion). Payment is due upon receipt of invoice. 2) All sums not paid after 45 days when due, shall bear interest at the rate of 1 1/2% interest per month or the maximum legal rate permitted by law, whichever is less. 3) For all sums not paid within 30 days of completion of work by T.B. Penick & Sons, Inc., T.B. Penick & Sons, Inc. shall be entitled to all costs relating to unpaid sums including collection costs and attorneys' fees 5. MOVE -INS: One move in to complete all work. Additional move -ins will be charged at $4,500 each. 6. WORKING HOURS: All work to be performed during normal working hours. Requested overtime, weekend or shift work will be charged at cost plus 15%. 7. STAKING REQUIREMENTS: Staking (furnished by others) for site concrete to be as follows: Sidewalk/Pavin: corner, ridgelines and flow lines. 8. WARRANTY: A one (1) year warranty will be issued upon completion of the T.B. Penick & Sons' work. Warranty is contingent upon using recommended products and following T.B. Penick & Sons, Inc.'s maintenance manual. Failure to comply with the T.B. Penick & Sons maintenance manual will result in warranty becoming null and void. Cracks are inherent in all concrete products, T.B. Penick & Sons does not warrantee against cracks. 9. EFFLORESCENCE: Efflorescence are deposits of water soluble mineral such as salt on the concrete surface. Efflorescence is a naturally occurring phenomenon inherent with all concrete products. T.B. Penick does not warranty against the appearance of efflorescence or against their affects on any sealer applied to the concrete surface. 10. SUBGRADE CONDITIONS: Subgrade for flatwork to be provided by others to within. P to balance and at compaction. In the case of retaining walls the subgrade is to be left by others to within .l' of the lowest adjacent finish subgrade for the entire width of the footing. Rough grading by others to provide proper clearance for forms. 11. CONCRETE SEALER: T.B. Penick & Sons protects our concrete with a clear sealer. This sealer needs to be maintained periodically as it is worn off the surface. The need for this maintenance coating will be greater in heavy traffic areas or in areas that are frequently or aggressively cleaned. Refer to your T.B. Penick & Sons maintenance manual for recommended procedures. Concrete sealers can fail at hydrostatic pressure greater than 5 pounds per 1000 square feet per 24 hours. The end user shall determine the suitability of all sealers or concrete coatings for the intended use and assumes all risks and liability in connection therewith. 3 INNOVATIVE CONCRETE SYSTEMS • LITHOCRETE • SrF + oomANITE + NTMA TERRAZZO • GRASSCRETE 09 r. T.B. Penick & Sons, Inc. January 9, 2025 Santa Ana Zoo Improvements Project- [Aliocrete/Lithoniosaic Page 3 of 3 Site Concrete Base Bid Phase I Inclusions: 1. New integral color concrete per sample #23-026E-SD. 4" thick. concrete paving, reinforced with 6x6/1 Ox 10 WWM, over 4" Class 11 recycled base. 1 New Blue Glass Uthocrete paving, integral color 4" concrete paving, reinforced with 6x6/1 Ox 10 WWM over 4" Class 11 base at decorative paving circle. 3. T.Jt lion-iosaic Animals at Decorative paving circle, Macaw, Ocelot, Otter, Monkey per detail G/DD0 1 4. Decorative etched tree branching with TB Penick & Soil's coloration system earth toile color per cletail G/DDO I (Vector Artwork to be provided by others) 5. Labor and equipment to excavate 8" deep and haul off spoil's material. 6. Sealer at all colored concrete & Caulking at expansion joints Add/Alternate Inclusions: 1. Provided all labor to set Lip and to remove temporary fencing. Note: Owner to provide all parts necessary for the proper installation of f'encing. Specific Site Concrete Exclusions: 1. CONCRETE: All other concrete not listed above, footings for masonry walls, wall cap, structural, concrete waits, footings for concrete walls, pan filled stairs, topping on deck, Schedule *J' Paving 2. POST FOOTINGS: equipment post footings, sign footings, fence and gate post footings, pipe bollard footings .Site Concrete Standard Exclusions (typically covered by other trades). 1. WATERPROOFING: joint cleaning, patch or repair waterproofing 2. DRAINAGE STRUCTURES: trench drain fin-nished or installed, cut off walls, drainage structures, inlets, clean outs, catch basins, manholes, wing headwalls, Type D-75 brow ditch, all concrete drainage swales or ditches that are noted as "concrete, air -placed concrete OrgUnite", concrete around area drains, trench resurfacing, 3. ELECTRICAL & MECHANICAL: transformer pad, mechanical or electrical pads, light fiXtUrC footing, light pole bases 4. ENGINEERING: engineering, staking, testing, inspection 5. GENERAL CONTRACTOR: traffic control (signs, barricades, permits, traffic control plan) 6. GRADING: removal or replacement Of unsuitable or wet subgrade material, potholing for/relocation or adjustment of' utilities, weed control, import and export of soils, rock removal or handling, protection of work from runoff", dewatering, scarify and recompact subgrade for curbs or flatwork paving, backfitl curbs, wall or footing backfill, base material beneath site concrete, Dewatering and all added costs associated with re -cleaning footing excavations, grading and compaction of subgrade due to inclement weather and flooding. 7. MISCELLANEOUS: sawcut or demolition of existing work, core drilling for handrails, precast items, furnish or install detectable warning surface S. OWNER RELATED: perrilits, fees, bond fee, waiver of subrogation. NNOVATIVECONCRETE SYSTEMS - HTHOCRETE * SIF - BOMANITE o NIMAJERRAZLO - GRASSCRETE TBPENIC-02 NI DATE (M1110DNYYY) CERTIFICATE OF LIABILITY INSURANCE F� 2111/2025 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 License # OC36861 CONTACT Eric Chi NAME: San Diego-Alliant Insurance Services, Inc. PHONE FAX 701 B St 6th FI (AIC, No, Ext): (619) 849-3734 (AIC,No)� San Diego, CA 92101 EMAILChilli ADDRESS: Eric.@aant.com INSURED TB Penick & Sons, Inc 13280 Evening Creek Drive South, Suite 100 San Diego, CA 92128 INSURER F: American Guarantee and Liability Insurance Endurance American Specialty Insurance COVERAGES CERTIFICATE NUMBER: RIPWRION NIIMRFR: ---- ------ - --- 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 JA�66LS66-R- POLICY-E—FF —FO—LICY� EXP' LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER IMMIQO YYYI fMMIDDIYYYYI LIMITS A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000 CLAIMS -MADE OCCUR X X GL04320150-06 9/1/2024 9/11/2025 DAMAGE TO RENTED 21Wd-00 LA i PREMtSES(Ea ....... ..... . _MED_EXPLAny-one p9 suriL 10,000 ............. IN_JURY y 2,000,000 ---4,000,000 GENT AGGRE - GATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY LOC 4,000,000 PRODUCTS,, COMP/OP AGG OTHER: EBL AGGREGATE $ 2,000,000 B AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT ,(Ea taccident) $ 1,000,000 ANY AUTO X X BAP4328118-06 911/2024 911/2025 BODILY INJURY (Perpqrs OWNED SCHEDULED -o�) AUTOS ONLY AUTOS BODILY INJURY (Per.8190192-nti $ HIRED NON -OWNED AUTOS ONLY AUTOS ONLY PROPERTY , AMAGE cntl� $ C x x OCCUR UMBRELLA LIAR OCCURRENCE....''........ $ -1000,000 EXCESS LIAB CLAIMS -MADE X X CPLXP-00000236 91112024 9/1/2025 AGGREGATE 5,000,000 DED RETENTION$ A WORKERS COMPENSATION X�JPER GTH- $ AND EMPLOYERS' LIABILITY YIN ANY PROPRI ETC R/PARTNE RJEXECUTIVE X WC4320152-06 9/11/2024 9/1/2025 EACH 1,000,000 Fj CERfIVEM%E EXCLUDE( N/A $ �R (MandatoryIn ) E.L. DISEASE - EA EMP $ 1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ 1,000,000 D Professional Liabili x PNV10015473601 12/312024 9/11/2025 Ea. Claim/Aggregate 10,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, m be attached If more space Is required) Digitally Sig, 2nd Layer EXC Liability: XSL-436371 D-00 9/1/2024 - 9/1/2025 Occ./Agg. limit: $5,000,ad,00 Carrier: Westfield Specialty Insurance Company TLI Tran by Tu Trao Nguyen N 9 u y e n Date: 2025.0 RE: Project 4043-5 Santa Ana Zoo Lithomosaic 10:52:25 08' City of Santa Ana is named as Additional Insured as respects to the General Liability, Automobile Liability and Umbrella Liability. Waiver of Subrogation applies to the General Liability, Auto Liability, Workers Compensation, Umbrella Liability & Professional Liability. 30 Days' Notice of Cancellation applies. . ... . ........ . �A�PROVED City of Santa Ana Attention: PRCSA - Zoo Santa Ana Zoo - M-90 1801 E Chestnut Ave. Santa Ana, CA 92701 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) @ 1988-2015 ACORD CORPORATION. All rights reserved, The ACORD name and logo are registered marks of ACORD Additional Insured — Automatic — Owners, Lessees Or Contractors THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ |TCAREFULLY. This endorsement modifies insurance provided under the: Commercial General Liability Coverage Part A. SectionU[—Who IsAmInsured is amended to include as anadditional insured any person ororganization whom you are required to add as an additional insured under a written contract or written agreement executed by you, but only with respect to liability for "bodily injury". "property damage" or "personal and advertising injury^ and subject to the following: 1. If such written contract or written agreement specifically requires that you provide that the person or organization be named as an additional insured under one or both of the following endorsements: a. The Insurance Services Office (ISO) ISO CG 20 10 (10/01 edition); or such person or organization is then an additional insured with respect tosuch endorsemonKa), but only to the extent that "bodily injury", "property damage" or "personal and advertising injury" arises outof: /1\ Your ongoing operations, with respect LoParagraph 1.a.above; or (2) "Your wurk".with respect to Paragraph 1.b.above, which iathe subject ofthe written contract mwritten agreement. However, solely with respect tothis Paragraph 1..insurance afforded bosuch additional insured: /oJ Only applies �the ^budi|y injury", "property damage" or "personal and advertising injury" offense � ' occurs during the policy period and ouheaqua/t to your execution of the written contract or written agreement; and (bJ Does not apply to"bodily injury" or^propedydamage" caused by"your work" and included v�thinthe ' ' "products -completed operations hazard" unless the written contract or written agreement specifically requires that you provide such coverage tosuch additional insured. 2. If such written contract or written agreement specifically requires that you provide that the person or organization be named as an additional insured under one or both of the following endorsements: m. The Insurance Services Office (|SO)ISO CG2O1O(}7K4adiUon);or such person or organization is then on additional insured with respect to such endormement(a). but only tothe extent that "bodily injury", "property damage" or "personal and advertising injury" is caused, in whole or in part, (1) Your acts or omissions; or (2) The acts or omissions of those acting on your behalf, u-G|-21e2-Aom(02/19) TBPENIC-02 VMURTHY ,d►coRo CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 8/26/2025 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 License#OC36861 CONTACT Eric Chi NAME: San Diego-Alliant Insurance Services,Inc. PHONE FAX 701 B St 6th FI (A/C,No,Ext):(619) 849-3734 (A/C,No): San Diego,CA 92101 E-MAIL-ADDRESS:eric.chi@alliant.com INSURERS AFFORDING COVERAGE NAIC# INSURERA:Zurich American Insurance Company 16535 INSURED INSURERB:Palomar Specialty Insurance Company 20338 TB Penick&Sons,Inc INSURERC:Endurance American Specialty Insurance Company 41718 13280 Evening Creek Drive South,Suite 100 INSURER 7 San Diego,CA 92128 INSURER E INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF POLICY EXP LIMITS LTR INSD WVD MM/DD/YYYY MM/DD/YYYY A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000 CLAIMS-MADE X OCCUR GLO 4320150-07 9/1/2025 9/1/2026 DAMAGE TO RENTED 300,000 X X PREMISES Ea occurrence $ MED EXP(Any oneperson) $ 10,000 PERSONAL&ADV INJURY $ 2,000,000 GENT AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 4,000,000 POLICY X 71 PEA LOC PRODUCTS-COMP/OP AGG $ 4,000,000 OTHER: EBL AGGREGATE $ 2,000,000 A AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT 1,000,000 Ea accident $ X ANY AUTO X X BAP 4328118-07 9/1/2025 9/1/2026 BODILY INJURY Perperson) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY Per accident $ HIRED NON-OWNED PROPERTY DAMAGE AUTOS ONLY AUTOS ONLY Per accident) ccident $ B UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 5,000,000 X EXCESS LIAB CLAIMS-MADE X X CPLXP-00000778 9/1/2025 9/1/2026 AGGREGATE $ 5,000,000 DED RETENTION$ $ A WORKERS COMPENSATION X PER OTH- AND EMPLOYERS'LIABILITY X STATUTE ER WC 4320152-07 9/1/2025 9/1/2026 1,000,000 ANY PROPRIETOR/ R/EXECUTIVE ❑ E.L.EACH ACCIDENT $ EXCLU OFFICER/MEMBER EXCLUDED? N/A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ C Professional Liabili X PNV10015473602 9/1/2025 9/1/2026 [Ea.Claim/Aggregate 10,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,maybe attached if more space is required) 2nd Layer EXC Liability:XSL-436371D-01 9/1/2025-9/1/2026 Occ./Agg.limit:$5,000,000 Carrier:Westfield Specialty Insurance Company RE:Project 40435 Santa Ana Zoo Lithomosaic City of Santa Ana is named as Additional Insured as respects to the General Liability,Automobile Liability and Umbrella Liability.Waiver of Subrogation applies to the General Liability,Auto Liability,Workers Compensation,Umbrella Liability&Professional Liability.30 Days'Notice of Cancellation applies. CERTIFICATE HOLDER APPROVED CANCELLATION By Tu Tran Nguyen at 7:27 am,Sep 03, 2025 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Cityof Santa Ana THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Attention: PRCSA-Zoo by Tu Tranlly signed Santa Ana Zoo-M-90 TU Trdn byuy Tran Nguyen 1801 E Chestnut Ave. Nguyen Date:zozs.09.03 AUTHORIZED REPRESENTATIVE Santa Ana,CA 92701 m:za:ol-moo �Y ACORD 25(2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD 9 Additional Insured — Automatic — Owners, Lessees Or Z U RI C H Contractors THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Policy No. GLO 4320150-07 Effective Date: 09/01/2025 This endorsement modifies insurance provided under the: Commercial General Liability Coverage Part A. Section II—Who Is An Insured is amended to include as an additional insured any person or organization whom you are required to add as an additional insured under a written contract or written agreement executed by you, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" and subject to the following: 1. If such written contract or written agreement specifically requires that you provide that the person or organization be named as an additional insured under one or both of the following endorsements: a. The Insurance Services Office (ISO) ISO CG 20 10 (10/01 edition); or b. The ISO CG 20 37 (10/01 edition), such person or organization is then an additional insured with respect to such endorsement(s), but only to the extent that"bodily injury", "property damage" or"personal and advertising injury" arises out of: (1) Your ongoing operations, with respect to Paragraph 1.a. above; or (2) "Your work", with respect to Paragraph 1.b. above, which is the subject of the written contract or written agreement. However, solely with respect to this Paragraph 1., insurance afforded to such additional insured: (a) Only applies if the "bodily injury", "property damage" or "personal and advertising injury" offense occurs during the policy period and subsequent to your execution of the written contract or written agreement; and (b) Does not apply to "bodily injury" or"property damage" caused by "your work" and included within the "products-completed operations hazard" unless the written contract or written agreement specifically requires that you provide such coverage to such additional insured. 2. If such written contract or written agreement specifically requires that you provide that the person or organization be named as an additional insured under one or both of the following endorsements: a. The Insurance Services Office (ISO) ISO CG 20 10 (07/04 edition); or b. The ISO CG 20 37 (07/04 edition), such person or organization is then an additional insured with respect to such endorsement(s), but only to the extent that "bodily injury", "property damage" or "personal and advertising injury" is caused, in whole or in part, by: (1) Your acts or omissions; or (2) The acts or omissions of those acting on your behalf, U-GL-2162-A CW(02/19) Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 1 of 4 in the performance of: (a) Your ongoing operations, with respect to Paragraph 2.a. above; or (b) "Your work" and included in the "products-completed operations hazard", with respect to Paragraph 2.b. above, which is the subject of the written contract or written agreement. However, solely with respect to this Paragraph 2., insurance afforded to such additional insured: (i) Only applies if the "bodily injury", "property damage" or "personal and advertising injury" offense occurs during the policy period and subsequent to your execution of the written contract or written agreement; and (ii) Does not apply to "bodily injury" or"property damage" caused by"your work"and included within the "products-completed operations hazard" unless the written contract or written agreement specifically requires that you provide such coverage to such additional insured. 3. If neither Paragraph 1. nor Paragraph 2. above apply and such written contract or written agreement requires that you provide that the person or organization be named as an additional insured: a. Under the ISO CG 20 10 (04/13 edition, any subsequent edition or if no edition date is specified); or b. With respect to ongoing operations (if no form is specified), such person or organization is then an additional insured only to the extent that"bodily injury", "property damage" or"personal and advertising injury" is caused, in whole or in part by: (1) Your acts or omissions; or (2) The acts or omissions of those acting on your behalf, in the performance of your ongoing operations, which is the subject of the written contract or written agreement. However, solely with respect to this Paragraph 3., insurance afforded to such additional insured: (a) Only applies to the extent permitted by law; (b) Will not be broader than that which you are required by the written contract or written agreement to provide for such additional insured; and (c) Only applies if the "bodily injury", "property damage" or "personal and advertising injury" offense occurs during the policy period and subsequent to your execution of the written contract or written agreement. 4. If neither Paragraph 1. nor Paragraph 2. above apply and such written contract or written agreement requires that you provide that the person or organization be named as an additional insured: a. Under the ISO CG 20 37 (04/13 edition, any subsequent edition or if no edition date is specified); or b. With respect to the "products-completed operations hazard" (if no form is specified), such person or organization is then an additional insured only to the extent that "bodily injury" or "property damage" is caused, in whole or in part by "your work" and included in the "products-completed operations hazard", which is the subject of the written contract or written agreement. However, solely with respect to this Paragraph 4., insurance afforded to such additional insured: (1) Only applies to the extent permitted by law; (2) Will not be broader than that which you are required by the written contract or written agreement to provide for such additional insured; (3) Only applies if the "bodily injury" or"property damage" occurs during the policy period and subsequent to your execution of the written contract or written agreement; and U-GL-2162-A CW(02/19) Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 2 of 4 (4) Does not apply to "bodily injury" or "property damage" caused by "your work" and included within the "products-completed operations hazard" unless the written contract or written agreement specifically requires that you provide such coverage to such additional insured. B. Solely with respect to the insurance afforded to any additional insured referenced in Section A. of this endorsement, 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 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 architectural, engineering or surveying services. C. Solely with respect to the coverage provided by this endorsement, the following is added to Paragraph 2. Duties In The Event Of Occurrence, Offense, Claim Or Suit of Section IV—Commercial General Liability Conditions: The additional insured must see to it that: (1) We are notified as soon as practicable of an 'occurrence" or offense that may result in a claim; (2) We receive written notice of a claim or"suit" as soon as practicable; and (3) A request for defense and indemnity of the claim or "suit" will promptly be brought against any policy issued by another insurer under which the additional insured may be an insured in any capacity. This provision does not apply to insurance on which the additional insured is a Named Insured if the written contract or written agreement requires that this coverage be primary and non-contributory. D. Solely with respect to the coverage provided by this endorsement: 1. The following is added to the Other Insurance Condition of Section IV — Commercial General Liability Conditions: Primary and Noncontributory insurance This insurance is primary to and will not seek contribution from any other insurance available to an additional insured provided that: a. The additional insured is a Named Insured under such other insurance; and b. You are required by written contract or written agreement that this insurance be primary and not seek contribution from any other insurance available to the additional insured. 2. The following paragraph is added to Paragraph 4.b. of the Other Insurance Condition under Section IV — Commercial General Liability Conditions: This insurance is excess over: Any of the other insurance, whether primary, excess, contingent or on any other basis, available to an additional insured, in which the additional insured on our policy is also covered as an additional insured on another policy providing coverage for the same 'occurrence", offense, claim or"suit". This provision does not apply to any policy in which the additional insured is a Named Insured on such other policy and where our policy is required by a written contract or written agreement to provide coverage to the additional insured on a primary and non-contributory basis. E. This endorsement does not apply to an additional insured which has been added to this Coverage Part by an endorsement showing the additional insured in a Schedule of additional insureds, and which endorsement applies specifically to that identified additional insured. U-GL-2162-A CW(02/19) Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 3 of 4 F. Solely with respect to the insurance afforded to an additional insured under Paragraph A.3. or Paragraph A.4. of this endorsement, the following is added to Section III— Limits Of Insurance: Additional Insured—Automatic—Owners, Lessees Or Contractors Limit The most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the written contract or written agreement referenced in Section A. of this endorsement; or 2. Available under the applicable Limits of Insurance shown in the Declarations, whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. All other terms, conditions, provisions and exclusions of this policy remain the same. U-GL-2162-A CW(02/19) Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 4 of 4 Other Insurance Amendment — Primary And Non 9 (D - Contributory ZURICH Policy No. Eff. Date of Pol. Exp. Date of Pol. Eff. Date of End. Producer No. Add'I Prem. Return Prem. GLO 4320150-07 09/01/2025 09/01/2026 76139000 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Named Insured: T.B. Penick&Sons, Inc. Address (including ZIP Code): 13280 Evening Creek Drive South Ste 100 San Diego, CA 92128-3443 This endorsement modifies insurance provided under the: Commercial General Liability Coverage Part 1. The following paragraph is added to the Other Insurance Condition of Section IV — Commercial General Liability Conditions: This insurance is primary insurance to and will not seek contribution from any other insurance available to an additional insured under this policy provided that: a. The additional insured is a Named Insured under such other insurance; and b. You are required by a written contract or written agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured. 2. The following paragraph is added to Paragraph 4.b. of the Other Insurance Condition of Section IV — Commercial General Liability Conditions: This insurance is excess over: Any of the other insurance, whether primary, excess, contingent or on any other basis, available to an additional insured, in which the additional insured on our policy is also covered as an additional insured on another policy providing coverage for the same "occurrence", offense, claim or"suit". This provision does not apply to any policy in which the additional insured is a Named Insured on such other policy and where our policy is required by written contract or written agreement to provide coverage to the additional insured on a primary and non-contributory basis. All other terms and conditions of this policy remain unchanged. U-GL-1327-B CW(04/13) Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 1 of 1 POLICY NUMBER: GLO 4320150-07 COMMERCIAL GENERAL LIABILITY CG 25 03 05 09 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED CONSTRUCTION PROJECT(S) GENERAL AGGREGATE LIMIT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Any construction project except a construction project for which a consolidated (wrap-up) or similar insurance Designated Construction Project(s): program has been provided. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. For all sums which the insured becomes legally 3. Any payments made under Coverage A for obligated to pay as damages caused by damages or under Coverage C for medical "occurrences" under Section I — Coverage A, and expenses shall reduce the Designated for all medical expenses caused by accidents under Construction Project General Aggregate Limit Section I — Coverage C, which can be attributed for that designated construction project. Such only to ongoing operations at a single designated payments shall not reduce the General construction project shown in the Schedule above: Aggregate Limit shown in the Declarations nor 1. A separate Designated Construction Project shall they reduce any other Designated General Aggregate Limit applies to each Construction Project General Aggregate Limit designated construction project, and that limit is for any other designated construction project equal to the amount of the General Aggregate shown in the Schedule above. Limit shown in the Declarations. 4. The limits shown in the Declarations for Each 2. The Designated Construction Project General Occurrence, Damage To Premises Rented To Aggregate Limit is the most we will pay for the You and Medical Expense continue to apply. sum of all damages under Coverage A, except However, instead of being subject to the damages because of "bodily injury" or "property General Aggregate Limit shown in the damage" included in the "products-completed Declarations, such limits will be subject to the operations hazard", and for medical expenses applicable Designated Construction Project under Coverage C regardless of the number of: General Aggregate Limit. a. Insureds; b. Claims made or"suits" brought; or c. Persons or organizations making claims or bringing "suits". CG 25 03 05 09 ©Insurance Services Office, Inc., 2008 Page 1 of 2 B. For all sums which the insured becomes legally C. When coverage for liability arising out of the obligated to pay as damages caused by "products-completed operations hazard" is "occurrences" under Section I — Coverage A, and provided, any payments for damages because of for all medical expenses caused by accidents under "bodily injury" or "property damage" included in Section I — Coverage C, which cannot be attributed the "products-completed operations hazard" will only to ongoing operations at a single designated reduce the Products-completed Operations construction project shown in the Schedule above: Aggregate Limit, and not reduce the General 1. Any payments made under Coverage A for Aggregate Limit nor the Designated Construction damages or under Coverage C for medical Project General Aggregate Limit. expenses shall reduce the amount available D. If the applicable designated construction project under the General Aggregate Limit or the has been abandoned, delayed, or abandoned and Products-completed Operations Aggregate Limit, then restarted, or if the authorized contracting whichever is applicable; and parties deviate from plans, blueprints, designs, 2. Such payments shall not reduce any Designated specifications or timetables, the project will still be Construction Project General Aggregate Limit. deemed to be the same construction project. E. The provisions of Section III— Limits Of Insurance not otherwise modified by this endorsement shall continue to apply as stipulated. Page 2 of 2 © Insurance Services Office, Inc., 2008 CG 25 03 05 09 Waiver Of Subrogation (Blanket) Endorsement ZURICH Policy No. Eff. Date of Pol. Exp. Date of Pol. Eff. Date of End. Producer No. Add'I Prem. Return Prem. GLO 4320150-07 09/01/2025 09/01/2026 76139000 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the: Commercial General Liability Coverage Part The following is added to the Transfer Of Rights Of Recovery Against Others To Us Condition: If you are required by a written contract or agreement, which is executed before a loss, to waive your rights of recovery from others, we agree to waive our rights of recovery. This waiver of rights shall not be construed to be a waiver with respect to any other operations in which the insured has no contractual interest. U-GL-925-B CW(12/01) Page 1 of 1 Coverage Extension Endorsement Z U RIC H Policy No. Eff. Date of Pol. Exp. Date of Pol. Eff. Date of End. Producer No. AWL Prem Return Prem. BAP 4328118-07 09/01/2025 09/01/2026 76139000 Incld THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the: Business Auto Coverage Form Motor Carrier Coverage Form A. Amended Who Is An Insured 1. The following is added to the Who Is An Insured Provision in Section II—Covered Autos Liability Coverage: The following are also "insureds": a. Any "employee" of yours is an "insured" while using a covered "auto" you don't own, hire or borrow for acts performed within the scope of employment by you. Any"employee"of yours is also an"insured"while operating an "auto" hired or rented under a contract or agreement in an "employee's" name, with your permission, while performing duties related to the conduct of your business. b. Anyone volunteering services to you is an "insured"while using a covered "auto" you don't own, hire or borrow to transport your clients or other persons in activities necessary to your business. c. Anyone else who furnishes an "auto" referenced in Paragraphs A.1.a. and A.1.b. in this endorsement. d. Where and to the extent permitted by law, any person(s) or organization(s)where required by written contract or written agreement with you executed prior to any "accident", including those person(s) or organization(s) directing your work pursuant to such written contract or written agreement with you, provided the "accident" arises out of operations governed by such contract or agreement and only up to the limits required in the written contract or written agreement, or the Limits of Insurance shown in the Declarations, whichever is less. 2. The following is added to the Other Insurance Condition in the Business Auto Coverage Form and the Other Insurance—Primary and Excess Insurance Provisions Condition in the Motor Carrier Coverage Form: Coverage for any person(s) or organization(s), where required by written contract or written agreement with you executed prior to any"accident", will apply on a primary and non-contributory basis and any insurance maintained by the additional "insured" will apply on an excess basis. However, in no event will this coverage extend beyond the terms and conditions of the Coverage Form. B. Amendment—Supplementary Payments Paragraphs a.(2) and a.(4) of the Coverage Extensions Provision in Section II—Covered Autos Liability Coverage are replaced by the following: (2) Up to $5,000 for the cost of bail bonds (including bonds for related traffic law violations) required because of an "accident"we cover. We do not have to furnish these bonds. U-CA-424-F CW(04/14) Page 1 of 6 INTERNAL USE ONLY Includes copyrighted material of Insurance Services Office,Inc.,with its permission. (4) All reasonable expenses incurred by the "insured"at our request, including actual loss of earnings up to$500 a day because of time off from work. C. Fellow Employee Coverage The Fellow Employee Exclusion contained in Section II—Covered Autos Liability Coverage does not apply. D. Driver Safety Program Liability and Physical Damage Coverage 1. The following is added to the Racing Exclusion in Section II—Covered Autos Liability Coverage: This exclusion does not apply to covered "autos" participating in a driver safety program event, such as, but not limited to, auto or truck rodeos and other auto or truck agility demonstrations. 2. The following is added to Paragraph 2. in the Exclusions of Section III — Physical Damage Coverage of the Business Auto Coverage Form and Paragraph 2.b. in the Exclusions of Section IV—Physical Damage Coverage of the Motor Carrier Coverage Form: This exclusion does not apply to covered "autos" participating in a driver safety program event, such as, but not limited to, auto or truck rodeos and other auto or truck agility demonstrations. E. Lease or Loan Gap Coverage The following is added to the Coverage Provision of the Physical Damage Coverage Section: Lease Or Loan Gap Coverage In the event of a total 'loss" to a covered "auto", we will pay any unpaid amount due on the lease or loan for a covered "auto", less: a. Any amount paid under the Physical Damage Coverage Section of the Coverage Form; and b. Any: (1) Overdue lease or loan payments at the time of the 'loss"; (2) Financial penalties imposed under a lease for excessive use, abnormal wear and tear or high mileage; (3) Security deposits not returned by the lessor; (4) Costs for extended warranties, credit life insurance, health, accident or disability insurance purchased with the loan or lease; and (5) Carry-over balances from previous leases or loans. F. Towing and Labor Paragraph A.2. of the Physical Damage Coverage Section is replaced by the following: We will pay up to $75 for towing and labor costs incurred each time a covered "auto" of the private passenger type is disabled. However, the labor must be performed at the place of disablement. G. Extended Glass Coverage The following is added to Paragraph A.3.a. of the Physical Damage Coverage Section: If glass must be replaced, the deductible shown in the Declarations will apply. However, if glass can be repaired and is actually repaired rather than replaced,the deductible will be waived. You have the option of having the glass repaired rather than replaced. H. Hired Auto Physical Damage—Increased Loss of Use Expenses The Coverage Extension for Loss Of Use Expenses in the Physical Damage Coverage Section is replaced by the following: Loss Of Use Expenses U-CA-424-F CW(04/14) Page 2 of 6 INTERNAL USE ONLY Includes copyrighted material of Insurance Services Office,Inc.,with its permission. For Hired Auto Physical Damage, we will pay expenses for which an "insured" becomes legally responsible to pay for loss of use of a vehicle rented or hired without a driver under a written rental contract or written rental agreement. We will pay for loss of use expenses if caused by: (1) Other than collision only if the Declarations indicate that Comprehensive Coverage is provided for any covered "auto"; (2) Specified Causes Of Loss only if the Declarations indicate that Specified Causes Of Loss Coverage is provided for any covered "auto"; or (3) Collision only if the Declarations indicate that Collision Coverage is provided for any covered "auto". However, the most we will pay for any expenses for loss of use is $100 per day, to a maximum of$3000. I. Personal Effects Coverage The following is added to the Coverage Provision of the Physical Damage Coverage Section: Personal Effects Coverage a. We will pay up to$750 for"loss"to personal effects which are: (1) Personal property owned by an "insured"; and (2) In or on a covered "auto". b. Subject to Paragraph a. above, the amount to be paid for"loss"to personal effects will be based on the lesser of: (1) The reasonable cost to replace; or (2) The actual cash value. c. The coverage provided in Paragraphs a. and b. above, only applies in the event of a total theft of a covered "auto". No deductible applies to this coverage. However,we will not pay for"loss"to personal effects of any of the following: (1) Accounts, bills, currency, deeds, evidence of debt, money, notes, securities, or commercial paper or other documents of value. (2) Bullion, gold, silver, platinum,or other precious alloys or metals;furs or fur garments;jewelry,watches, precious or semi-precious stones. (3) Paintings, statuary and other works of art. (4) Contraband or property in the course of illegal transportation or trade. (5) Tapes, records, discs or other similar devices used with audio, visual or data electronic equipment. Any coverage provided by this Provision is excess over any other insurance coverage available for the same 'loss". J. Tapes, Records and Discs Coverage 1. The Exclusion in Paragraph 13.4.a. of Section III — Physical Damage Coverage in the Business Auto Coverage Form and the Exclusion in Paragraph 13.2.c. of Section IV — Physical Damage Coverage in the Motor Carrier Coverage Form does not apply. 2. The following is added to Paragraph 1.a.Comprehensive Coverage under the Coverage Provision of the Physical Damage Coverage Section: We will pay for 'loss" to tapes, records, discs or other similar devices used with audio, visual or data electronic equipment. We will pay only if the tapes, records, discs or other similar audio, visual or data electronic devices: (a) Are the property of an "insured"; and (b) Are in a covered "auto" at the time of"loss". The most we will pay for such'loss"to tapes, records,discs or other similar devices is$500. The Physical Damage Coverage Deductible Provision does not apply to such 'loss". U-CA-424-F CW(04/14) Page 3 of 6 INTERNAL USE ONLY Includes copyrighted material of Insurance Services Office,Inc.,with its permission. K. Airbag Coverage The Exclusion in Paragraph 13.3.a. of Section III—Physical Damage Coverage in the Business Auto Coverage Form and the Exclusion in Paragraph 13.4.a. of Section IV — Physical Damage Coverage in the Motor Carrier Coverage Form does not apply to the accidental discharge of an airbag. L. Two or More Deductibles The following is added to the Deductible Provision of the Physical Damage Coverage Section: If an accident is covered both by this policy or Coverage Form and by another policy or Coverage Form issued to you by us, the following applies for each covered "auto" on a per vehicle basis: 1. If the deductible on this policy or Coverage Form is the smaller(or smallest) deductible, it will be waived; or 2. If the deductible on this policy or Coverage Form is not the smaller(or smallest) deductible, it will be reduced by the amount of the smaller(or smallest) deductible. M. Physical Damage—Comprehensive Coverage—Deductible The following is added to the Deductible Provision of the Physical Damage Coverage Section: Regardless of the number of covered "autos" damaged or stolen, the maximum deductible that will be applied to Comprehensive Coverage for all "loss"from any one cause is $5,000 or the deductible shown in the Declarations, whichever is greater. N. Temporary Substitute Autos—Physical Damage 1. The following is added to Section I—Covered Autos: Temporary Substitute Autos— Physical Damage If Physical Damage Coverage is provided by this Coverage Form on your owned covered "autos", the following types of vehicles are also covered "autos"for Physical Damage Coverage: Any "auto" you do not own when used with the permission of its owner as a temporary substitute for a covered "auto" you do own but is out of service because of its: 1. Breakdown; 2. Repair; 3. Servicing; 4. "Loss"; or 5. Destruction. 2. The following is added to the Paragraph A. Coverage Provision of the Physical Damage Coverage Section: Temporary Substitute Autos— Physical Damage We will pay the owner for"loss" to the temporary substitute "auto" unless the "loss" results from fraudulent acts or omissions on your part. If we make any payment to the owner, we will obtain the owner's rights against any other party. The deductible for the temporary substitute "auto" will be the same as the deductible for the covered "auto" it replaces. O. Amended Duties In The Event Of Accident, Claim, Suit Or Loss Paragraph a. of the Duties In The Event Of Accident, Claim, Suit Or Loss Condition is replaced by the following: a. In the event of"accident", claim, "suit" or"loss", you must give us or our authorized representative prompt notice of the "accident", claim, "suit" or"loss". However, these duties only apply when the "accident", claim, "suit" or"loss" is known to you (if you are an individual), a partner(if you are a partnership), a member(if you are a limited liability company)or an executive officer or insurance manager(if you are a corporation). The failure of any agent, servant U-CA-424-F CW(04/14) Page 4 of 6 INTERNAL USE ONLY Includes copyrighted material of Insurance Services Office,Inc.,with its permission. or employee of the "insured" to notify us of any "accident", claim, "suit" or"loss" shall not invalidate the insurance afforded by this policy. Include, as soon as practicable: (1) How, when and where the"accident" or"loss"occurred and if a claim is made or"suit" is brought, written notice of the claim or"suit" including, but not limited to, the date and details of such claim or"suit"; (2) The "insured's" name and address; and (3) To the extent possible, the names and addresses of any injured persons and witnesses. If you report an "accident", claim, "suit"or"loss"to another insurer when you should have reported to us, your failure to report to us will not be seen as a violation of these amended duties provided you give us notice as soon as practicable after the fact of the delay becomes known to you. P. Waiver of Transfer Of Rights Of Recovery Against Others To Us The following is added to the Transfer Of Rights Of Recovery Against Others To Us Condition: This Condition does not apply to the extent required of you by a written contract, executed prior to any "accident" or "loss", provided that the "accident" or "loss" arises out of operations contemplated by such contract. This waiver only applies to the person or organization designated in the contract. Q. Employee Hired Autos— Physical Damage Paragraph b. of the Other Insurance Condition in the Business Auto Coverage Form and Paragraph f. of the Other Insurance— Primary and Excess Insurance Provisions Condition in the Motor Carrier Coverage Form are replaced by the following: For Hired Auto Physical Damage Coverage, the following are deemed to be covered "autos" you own: (1) Any covered "auto"you lease, hire, rent or borrow; and (2) Any covered "auto" hired or rented under a written contract or written agreement entered into by an "employee" or elected or appointed official with your permission while being operated within the course and scope of that "employee's"employment by you or that elected or appointed official's duties as respect their obligations to you. However, any"auto"that is leased, hired, rented or borrowed with a driver is not a covered "auto". R. Unintentional Failure to Disclose Hazards The following is added to the Concealment, Misrepresentation Or Fraud Condition: However, we will not deny coverage under this Coverage Form if you unintentionally: (1) Fail to disclose any hazards existing at the inception date of this Coverage Form; or (2) Make an error, omission, improper description of"autos" or other misstatement of information. You must notify us as soon as possible after the discovery of any hazards or any other information that was not provided to us prior to the acceptance of this policy. S. Hired Auto—World Wide Coverage Paragraph 7a.(5) of the Policy Period, Coverage Territory Condition is replaced by the following: (5) Anywhere in the world if a covered "auto" is leased, hired, rented or borrowed for a period of 60 days or less, T. Bodily Injury Redefined The definition of"bodily injury" in the Definitions Section is replaced by the following: "Bodily injury" means bodily injury, sickness or disease, sustained by a person including death or mental anguish, resulting from any of these at any time. Mental anguish means any type of mental or emotional illness or disease. U-CA-424-F CW(04/14) Page 5 of 6 INTERNAL USE ONLY Includes copyrighted material of Insurance Services Office,Inc.,with its permission. U. Expected Or Intended Injury The Expected Or Intended Injury Exclusion in Paragraph B. Exclusions under Section II—Covered Auto Liability Coverage is replaced by the following: 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. V. Physical Damage—Additional Temporary Transportation Expense Coverage Paragraph A.4.a. of Section III—Physical Damage Coverage is replaced by the following: 4. Coverage Extensions a. Transportation Expenses We will pay up to $50 per day to a maximum of$1,000 for temporary transportation expense incurred by you because of the total theft of a covered "auto"of the private passenger type. We will pay only for those covered "autos" for which you carry either Comprehensive or Specified Causes of Loss Coverage. We will pay for temporary transportation expenses incurred during the period beginning 48 hours after the theft and ending, regardless of the policy's expiration, when the covered "auto" is returned to use or we pay for its "loss". W. Replacement of a Private Passenger Auto with a Hybrid or Alternative Fuel Source Auto The following is added to Paragraph A. Coverage of the Physical Damage Coverage Section: In the event of a total "loss" to a covered "auto" of the private passenger type that is replaced with a hybrid "auto" or "auto" powered by an alternative fuel source of the private passenger type, we will pay an additional 10% of the cost of the replacement"auto", excluding tax, title, license, other fees and any aftermarket vehicle upgrades, up to a maximum of$2500. The covered "auto" must be replaced by a hybrid "auto" or an "auto" powered by an alternative fuel source within 60 calendar days of the payment of the "loss" and evidenced by a bill of sale or new vehicle lease agreement. To qualify as a hybrid "auto", the "auto" must be powered by a conventional gasoline engine and another source of propulsion power. The other source of propulsion power must be electric, hydrogen, propane, solar or natural gas, either compressed or liquefied. To qualify as an "auto" powered by an alternative fuel source, the "auto" must be powered by a source of propulsion power other than a conventional gasoline engine. An "auto" solely propelled by biofuel, gasoline or diesel fuel or any blend thereof is not an "auto" powered by an alternative fuel source. X. Return of Stolen Automobile The following is added to the Coverage Extension Provision of the Physical Damage Coverage Section: If a covered "auto" is stolen and recovered, we will pay the cost of transport to return the"auto"to you. We will pay only for those covered "autos"for which you carry either Comprehensive or Specified Causes of Loss Coverage. All other terms, conditions, provisions and exclusions of this policy remain the same. U-CA-424-F CW(04/14) Page 6 of 6 INTERNAL USE ONLY Includes copyrighted material of Insurance Services Office,Inc.,with its permission. WORKERS' COMPENSATION AND EMPLOYERS' LIABILITY INSURANCE POLICY WC 04 03 06 (Ed. 4-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT—CALIFORNIA 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 of the California workers' compensation pre-mium otherwise due on such remuneration. Schedule Person or Organization Job Description ALL PERSONS AND/OR ORGANIZATIONS THAT ARE REQUIRED BY WRITTEN CONTRACT OR AGREEMENT WITH THE INSURED, EXECUTED PRIOR TO THE ACCIDENT OR LOSS, THAT WAIVER OF SUBROGATION BE PROVIDED UNDER THIS POLICY FOR WORK PERFORMED BY YOU FOR THAT PERSON AND/OR ORGANIZATION. WC 04 03 Policy Number : WC 4320152-07 06 WC 04 06((Ed.4-84) �' umer : Page 1 of 1 WEST FIELD" FOLLOW FORM COMMERCIAL EXCESS LIABILITY POLICY In consideration of the payment of the premium and in reliance upon the application, underwriting information provided by the Named Insured listed in the Declarations (hereinafter referred to as"Named Insured", "You" and"Your")to the Insurer(hereinafter referred to as"We", "Us"and"Our"),We agree to provide You with the coverage under this policy as follows: I. INSURING AGREEMENT Subject to all of the terms, conditions and limitations of this policy, including endorsements hereto, We shall pay on behalf of the Insured Loss in excess of the Underlying Limits.This policy shall follow form to the terms, conditions and limitations of the Followed Policy(as noted in the Declarations),except as provided herein or in any endorsement hereto. II. POLICY DEFINITIONS A. Insured means any natural person or entity designated as such in the Underlying Insurance. B. Loss means those amounts actuallypaid in the settlement or satisfaction of a claim for injury or damage covered under the Followed Policy, the Underlying Insurance and this policy, which You are legally obligated to pay as damages, after making proper deductions for all recoveries and salvage. C. Underlying Insurance means the Followed Policy and any policy(ies)referenced in Item 5 of the Declarations,as well as all applicable policies and other forms of insurance or self insurance,regardless of whether such underlying is scheduled in Item 5 of the Declarations,applicable to a given loss,claim or occurrence. D. Underlying Limits means the sum of the limits of liability of the Underlying Insurance plus any applicable retentions or deductibles under such Underlying Insurance as well as any insurance, retentions or deductibles applicable to a given loss,claim or occurrence,regardless of whether such is scheduled in Item 5 of the Declarations. III. LIMIT AND PAYMENTS A. After any combination of You and all insurers constituting the Underlying Insurance shall have paid as Loss the full amount of the Underlying Limits, including those amounts not paid by Underlying Insurance in the event the Underlying Insurance provides more restrictive coverage than the Followed Policy or this policy, then We shall be liable to pay only such Loss up to the applicable Limits of Liability set forth in Item 3 of the Declarations. B. In the event of the reduction or exhaustion of the aggregate limits of liability in the Underlying Insurance by reason of Loss paid thereunder,this policy shall(1)in the event of reduction,continue in force in excess of the remaining amount of Underlying Insurance;or(2)in the event of exhaustion, continue in force as primary insurance, subject to all terms, conditions and limitations of this policy, including endorsements hereto;provided that in the event of this policy becoming primary insurance, it shall only pay excess of the applicable retention or deductible amount set forth herein and in the Underlying Insurance,which shall be applied to any subsequent loss,claim or occurrence.Notice of reduction or exhaustion of any Underlying Limits shall be given to Us promptly upon such reduction or exhaustion. C. If the limits of liability of the Underlying Insurance are reduced by the payment of defense costs in accordance with the terms of such policies, any payments for defense costs We pay will reduce the applicable Limits of Liability under this policy in the same manner. D. The stated Each Occurrence Limit of Liability as set forth in Item 3 of the Declarations is the maximum amount which We shall pay for all Loss arising out of any one occurrence to which this policy applies. XX 0000i o622 Page 1 of 3 ©2022 Westfield.All Rights Reserved. WESTFIELD° The stated Policy Aggregate Limit of Liability as set forth in Item 3 of the Declarations is the maximum amount which We shall pay for all Loss that is subject to an aggregate limit provided by the Followed Policy and shall apply in the same manner as the Followed Policy. Subject to the terms,conditions and limitations of this section,the applicable Limits of Liability set forth in Item 3 of the Declarations are the maximum amounts We will pay under this insurance regardless of the number of Insureds, number of occurrences,number of claims brought,or number of claimants or vehicles involved. IV.MAINTENANCE OF UNDERLYING&OTHER INSURANCE A. You shall give Us notice in writing as soon as practicable after any changes are made to the Followed Policy,including but not limited to changes to expand or broaden the coverage provided thereunder or to reduce the limits of liability;,provided however,such changes shall only be effective with respect to and apply to this policy if accepted in writing by Us.Except as provided by endorsement to this policy, the coverage provided under this policy will not be broader than the applicable Followed Policy. B. The Underlying Insurance shall be maintained in full effect while this policy is in force,except for any reduction of the aggregate limits contained therein as provided for in Section III.B.above,and such maintenance shall be a condition precedent to the attachment of Our liability under this policy.To the extent that any Underlying Insurance are not maintained in full effect while this policy is in force, You shall be deemed to be self-insured and fully responsible for the amount of the limit of liability of the Underlying Insurance,that is not so maintained and shall retain any Loss for the amount of the limit of liability which You failed to maintain. C. If other insurance applies to a loss, claim or occurrence that is also covered by this policy,this policy will apply excess of such other insurance. However,this provision will not apply if the other insurance is specifically written to be excess of this policy.Other insurance includes any type of self-insurance or other mechanism by which any Insured arranges for funding of legal liabilities. V. CLAIM AND OTHER NOTICES A. Written notice of any loss,claim or occurrence shall be given to Us in the same manner and at the same time as given to the insurers of the Followed Policy and shall be sent or delivered to Us at the address set forth in Item 7 of the Declarations. B. You must make certain that We are notified as soon as practicable of a loss,claim or occurrence which may result in a claim or suit which may involve this policy.If the Underlying Insurance is exhausted solely by payment of Loss, no Insured will, except at its own cost, voluntarily make any payment, assume any obligation,or incur any expense,other than for first aid,without Our prior written consent. C. We shall be given notice in writing as soon as practicable after the cancellation or non-renewal of any Underlying Insurance. Any changes in the Insured that would require notice under the Underlying Insurance shall be reported to Us in writing as soon as practicable,provided always that We shall not be bound by any such changes without Our prior written consent. VI.CANCELLATION A. The first Named Insured shown in the Declarations may cancel this policy by mailing or delivering advance written notice of cancellation to Us.We may cancel this policy by mailing or delivering written notice of cancellation to the first Named Insured at least: 1. io days before the effective date of cancellation if We cancel for nonpayment of premium;or 2. 6o days before the effective date of cancellation if We cancel for any other reason. B. We will mail or deliver Our notice to the Named Insured's last mailing address known to Us.Notice of cancellation will state the effective date of cancellation. XX 0000i o622 Page 2 of 3 ©2022 Westfield.All Rights Reserved. WESTFIELD° C. If this policy is cancelled,We will send the first Named Insured any premium refund due.If We cancel, the refund will be pro rata.If the first Named Insured cancels,the refund may be less than pro rata.The cancellation will be effective even if We have not made or offered a refund.If notice is mailed,proof of mailing will be sufficient proof of notice. XX 0000i o622 Page 3 of 3 ©2022 Westfield.All Rights Reserved. Endorsement Number: 7 Policy Number: XSL-436371D-oi Issued To: TB Penick&Sons, Inc. Policy Period: 09/01/2025 to 09/01/2026 Issued By: Westfield Specialty Insurance Company Effective Date of Endorsement: 09/01/2025 PRIMARY NON-CONTRIBUTORY ENDORSEMENT THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: Follow Form Commercial Excess Liability Policy In consideration of the premium charged, the following is added to Subsection C of Section IV. Maintenance of Underlying&Other Insurance: When required by written contract or agreement,the insurance provided by the policy will not be excess of other insurance, other than the Underlying Insurance, and we will not seek contribution from any other insurance,provided the written contract or agreement is executed prior to the date of Loss for which coverage is sought. Any terms contained herein not defined within this endorsement or this policy shall be defined as may be defined within the Followed Policy. This endorsement does not change any other provision of the policy. XX 01052 0622 Page 1 of 1 ©2022 Westfield.All Rights Reserved. Endorsement Number: 12 Policy Number: XSL-436371D-ol Issued To: TB Penick&Sons, Inc. Policy Period: 09/01/2025 to 09/01/2026 Issued By: Westfield Specialty Insurance Company Effective Date of Endorsement: 09/01/2025 WAIVER OF SUBROGATION ENDORSEMENT THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: Follow Form Commercial Excess Liability Policy We waive our right of subrogation against any person or organization to whom or to which You are obligated,prior to any loss,by an Insured Contract to provide such a waiver,but only with respect to Your Work,Your Product or facilities owned,operated,or used by You. Any terms contained herein not defined within this endorsement or this policy shall be defined as may be defined within the Followed Policy. This endorsement does not change any other provision of the policy. XX 01022 o622 Page 1 of 1 ©2022 Westfield.All Rights Reserved. PRIMARY NONCONTRIBUTORY - OTHER INSURANCE PROVISION The following Condition is added to the policy: Primary Noncontributory—Other Insurance The insurance provided by this policy is primary, and will not seek contribution from any insurance available to an additional insured under this policy, provided that: (a) The additional insured is a named insured under such other insurance; and (b) Prior to an "occurrence" you agreed, in a fully executed written contract or agreement, that this insurance would be primary and would not seek contribution from any insurance available to that additional insured. This endorsement does not change any other provision of the policy. Page 1 of 1 PXS 21030 1221 Waiver of Transfer of Rights of Recovery Against Others to Us (Waiver of Subrogation) Endorsement The following is added to SECTION III —CONDITIONS: 13. Transfer of Rights of Recovery Against Others to Us We waive any right of recovery against any person or organization, because of any payment we make under this Coverage Part, to whom the insured has waived its right of recovery in a written contract or agreement. Such waiver by us applies only to the extent that the insured has waived its right of recovery against such person or organization prior to loss. This endorsement does not change any other provision of the policy. Page 1 of 1 PXS 30000 1221 TBPENIC-02 VMURTHY ,d►coRo CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 8/26/2025 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 License#OC36861 CONTACT Eric Chi NAME: San Diego-Alliant Insurance Services,Inc. PHONE FAX 701 B St 6th FI (A/C,No,Ext):(619) 849-3734 (A/C,No): San Diego,CA 92101 E-MAIL-ADDRESS:eric.chi@alliant.com INSURERS AFFORDING COVERAGE NAIC# INSURERA:Zurich American Insurance Company 16535 INSURED INSURER B:Palomar Specialty Insurance Company 20338 TB Penick&Sons,Inc INSURERC:Endurance American Specialty Insurance Company 41718 13280 Evening Creek Drive South,Suite 100 INSURER 7 San Diego,CA 92128 INSURER E INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF POLICY EXP LIMITS LTR INSD WVD MM/DD/YYYY MM/DD/YYYY A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000 CLAIMS-MADE X OCCUR GLO 4320150-07 9/1/2025 9/1/2026 DAMAGE TO RENTED 300,000 X X PREMISES Ea occurrence $ MED EXP(Any oneperson) $ 10,000 PERSONAL&ADV INJURY $ 2,000,000 GENT AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 4,000,000 POLICY X 71 PEA LOC PRODUCTS-COMP/OPAGG $ 4,000,000 OTHER: EBL AGGREGATE $ 2,000,000 A AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT 1,000,000 Ea accident $ X ANY AUTO X X BAP 4328118-07 9/1/2025 9/1/2026 BODILY INJURY Perperson) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY Per accident $ HIRED NON-OWNED PROPERTY DAMAGE AUTOS ONLY AUTOS ONLY Per accident) ccident $ B UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 5,000,000 X EXCESS LIAB CLAIMS-MADE X X CPLXP-00000778 9/1/2025 9/1/2026 AGGREGATE $ 5,000,000 DED RETENTION$ $ A WORKERS COMPENSATION X PER OTH- AND EMPLOYERS'LIABILITY STATUTE ER WC 4320152-07 9/1/2025 9/1/2026 1,000,000 ANY PROPRIETOR/ R/EXECUTIVE ❑ X E.L.EACH ACCIDENT $ EXCLU OFFICER/MEMBER EXCLUDED? N/A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ C Professional Liabili X PNV10015473602 9/1/2025 9/1/2026 [Ea.Claim/Aggregate 10,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,maybe attached if more space is required) 2nd Layer EXC Liability:XSL-436371D-01 9/1/2025-9/1/2026 Occ./Agg.limit:$5,000,000 Carrier:Westfield Specialty Insurance Company RE:Project 4043-5 Santa Ana Zoo Lithomosaic City of Santa Ana is named as Additional Insured as respects to the General Liability,Automobile Liability and Umbrella Liability.Waiver of Subrogation applies to the General Liability,Auto Liability,Workers Compensation,Umbrella Liability&Professional Liability.30 Days'Notice of Cancellation applies. CERTIFICATE HOLDER APPROVED CANCELLATION By Tu Tran Nguyen at 2:40 pm,Sep 22,2025 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Santa Ana THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN u ran Digitally signed by ACCORDANCE WITH THE POLICY PROVISIONS. T T Attention: PRCSA-Zoo Tu Tran Nguyen Santa Ana Zoo-M-90 Date:2025.09.22 1801 E Chestnut Ave. NgUy2n ia:ao:as-moo AUTHORIZED REPRESENTATIVE Santa Ana,CA 92701 ACORD 25(2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD 9 Additional Insured — Automatic — Owners, Lessees Or Z U RI C H Contractors THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Policy No. GLO 4320150-07 Effective Date: 09/01/2025 This endorsement modifies insurance provided under the: Commercial General Liability Coverage Part A. Section II—Who Is An Insured is amended to include as an additional insured any person or organization whom you are required to add as an additional insured under a written contract or written agreement executed by you, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" and subject to the following: 1. If such written contract or written agreement specifically requires that you provide that the person or organization be named as an additional insured under one or both of the following endorsements: a. The Insurance Services Office (ISO) ISO CG 20 10 (10/01 edition); or b. The ISO CG 20 37 (10/01 edition), such person or organization is then an additional insured with respect to such endorsement(s), but only to the extent that"bodily injury", "property damage" or"personal and advertising injury" arises out of: (1) Your ongoing operations, with respect to Paragraph 1.a. above; or (2) "Your work", with respect to Paragraph 1.b. above, which is the subject of the written contract or written agreement. However, solely with respect to this Paragraph 1., insurance afforded to such additional insured: (a) Only applies if the "bodily injury", "property damage" or "personal and advertising injury" offense occurs during the policy period and subsequent to your execution of the written contract or written agreement; and (b) Does not apply to "bodily injury" or"property damage" caused by "your work" and included within the "products-completed operations hazard" unless the written contract or written agreement specifically requires that you provide such coverage to such additional insured. 2. If such written contract or written agreement specifically requires that you provide that the person or organization be named as an additional insured under one or both of the following endorsements: a. The Insurance Services Office (ISO) ISO CG 20 10 (07/04 edition); or b. The ISO CG 20 37 (07/04 edition), such person or organization is then an additional insured with respect to such endorsement(s), but only to the extent that "bodily injury", "property damage" or "personal and advertising injury" is caused, in whole or in part, by: (1) Your acts or omissions; or (2) The acts or omissions of those acting on your behalf, U-GL-2162-A CW(02/19) Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 1 of 4 in the performance of: (a) Your ongoing operations, with respect to Paragraph 2.a. above; or (b) "Your work" and included in the "products-completed operations hazard", with respect to Paragraph 2.b. above, which is the subject of the written contract or written agreement. However, solely with respect to this Paragraph 2., insurance afforded to such additional insured: (i) Only applies if the "bodily injury", "property damage" or "personal and advertising injury" offense occurs during the policy period and subsequent to your execution of the written contract or written agreement; and (ii) Does not apply to "bodily injury" or"property damage" caused by"your work"and included within the "products-completed operations hazard" unless the written contract or written agreement specifically requires that you provide such coverage to such additional insured. 3. If neither Paragraph 1. nor Paragraph 2. above apply and such written contract or written agreement requires that you provide that the person or organization be named as an additional insured: a. Under the ISO CG 20 10 (04/13 edition, any subsequent edition or if no edition date is specified); or b. With respect to ongoing operations (if no form is specified), such person or organization is then an additional insured only to the extent that"bodily injury", "property damage" or"personal and advertising injury" is caused, in whole or in part by: (1) Your acts or omissions; or (2) The acts or omissions of those acting on your behalf, in the performance of your ongoing operations, which is the subject of the written contract or written agreement. However, solely with respect to this Paragraph 3., insurance afforded to such additional insured: (a) Only applies to the extent permitted by law; (b) Will not be broader than that which you are required by the written contract or written agreement to provide for such additional insured; and (c) Only applies if the "bodily injury", "property damage" or "personal and advertising injury" offense occurs during the policy period and subsequent to your execution of the written contract or written agreement. 4. If neither Paragraph 1. nor Paragraph 2. above apply and such written contract or written agreement requires that you provide that the person or organization be named as an additional insured: a. Under the ISO CG 20 37 (04/13 edition, any subsequent edition or if no edition date is specified); or b. With respect to the "products-completed operations hazard" (if no form is specified), such person or organization is then an additional insured only to the extent that "bodily injury" or "property damage" is caused, in whole or in part by "your work" and included in the "products-completed operations hazard", which is the subject of the written contract or written agreement. However, solely with respect to this Paragraph 4., insurance afforded to such additional insured: (1) Only applies to the extent permitted by law; (2) Will not be broader than that which you are required by the written contract or written agreement to provide for such additional insured; (3) Only applies if the "bodily injury" or"property damage" occurs during the policy period and subsequent to your execution of the written contract or written agreement; and U-GL-2162-A CW(02/19) Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 2 of 4 (4) Does not apply to "bodily injury" or "property damage" caused by "your work" and included within the "products-completed operations hazard" unless the written contract or written agreement specifically requires that you provide such coverage to such additional insured. B. Solely with respect to the insurance afforded to any additional insured referenced in Section A. of this endorsement, 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 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 architectural, engineering or surveying services. C. Solely with respect to the coverage provided by this endorsement, the following is added to Paragraph 2. Duties In The Event Of Occurrence, Offense, Claim Or Suit of Section IV—Commercial General Liability Conditions: The additional insured must see to it that: (1) We are notified as soon as practicable of an 'occurrence" or offense that may result in a claim; (2) We receive written notice of a claim or"suit" as soon as practicable; and (3) A request for defense and indemnity of the claim or "suit" will promptly be brought against any policy issued by another insurer under which the additional insured may be an insured in any capacity. This provision does not apply to insurance on which the additional insured is a Named Insured if the written contract or written agreement requires that this coverage be primary and non-contributory. D. Solely with respect to the coverage provided by this endorsement: 1. The following is added to the Other Insurance Condition of Section IV — Commercial General Liability Conditions: Primary and Noncontributory insurance This insurance is primary to and will not seek contribution from any other insurance available to an additional insured provided that: a. The additional insured is a Named Insured under such other insurance; and b. You are required by written contract or written agreement that this insurance be primary and not seek contribution from any other insurance available to the additional insured. 2. The following paragraph is added to Paragraph 4.b. of the Other Insurance Condition under Section IV — Commercial General Liability Conditions: This insurance is excess over: Any of the other insurance, whether primary, excess, contingent or on any other basis, available to an additional insured, in which the additional insured on our policy is also covered as an additional insured on another policy providing coverage for the same 'occurrence", offense, claim or"suit". This provision does not apply to any policy in which the additional insured is a Named Insured on such other policy and where our policy is required by a written contract or written agreement to provide coverage to the additional insured on a primary and non-contributory basis. E. This endorsement does not apply to an additional insured which has been added to this Coverage Part by an endorsement showing the additional insured in a Schedule of additional insureds, and which endorsement applies specifically to that identified additional insured. U-GL-2162-A CW(02/19) Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 3 of 4 F. Solely with respect to the insurance afforded to an additional insured under Paragraph A.3. or Paragraph A.4. of this endorsement, the following is added to Section III— Limits Of Insurance: Additional Insured—Automatic—Owners, Lessees Or Contractors Limit The most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the written contract or written agreement referenced in Section A. of this endorsement; or 2. Available under the applicable Limits of Insurance shown in the Declarations, whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. All other terms, conditions, provisions and exclusions of this policy remain the same. U-GL-2162-A CW(02/19) Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 4 of 4 Other Insurance Amendment — Primary And Non 9 (D - Contributory ZURICH Policy No. Eff. Date of Pol. Exp. Date of Pol. Eff. Date of End. Producer No. Add'I Prem. Return Prem. GLO 4320150-07 09/01/2025 09/01/2026 76139000 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Named Insured: T.B. Penick&Sons, Inc. Address (including ZIP Code): 13280 Evening Creek Drive South Ste 100 San Diego, CA 92128-3443 This endorsement modifies insurance provided under the: Commercial General Liability Coverage Part 1. The following paragraph is added to the Other Insurance Condition of Section IV — Commercial General Liability Conditions: This insurance is primary insurance to and will not seek contribution from any other insurance available to an additional insured under this policy provided that: a. The additional insured is a Named Insured under such other insurance; and b. You are required by a written contract or written agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured. 2. The following paragraph is added to Paragraph 4.b. of the Other Insurance Condition of Section IV — Commercial General Liability Conditions: This insurance is excess over: Any of the other insurance, whether primary, excess, contingent or on any other basis, available to an additional insured, in which the additional insured on our policy is also covered as an additional insured on another policy providing coverage for the same "occurrence", offense, claim or"suit". This provision does not apply to any policy in which the additional insured is a Named Insured on such other policy and where our policy is required by written contract or written agreement to provide coverage to the additional insured on a primary and non-contributory basis. All other terms and conditions of this policy remain unchanged. U-GL-1327-B CW(04/13) Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 1 of 1 POLICY NUMBER: GLO 4320150-07 COMMERCIAL GENERAL LIABILITY CG 25 03 05 09 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED CONSTRUCTION PROJECT(S) GENERAL AGGREGATE LIMIT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Any construction project except a construction project for which a consolidated (wrap-up) or similar insurance Designated Construction Project(s): program has been provided. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. For all sums which the insured becomes legally 3. Any payments made under Coverage A for obligated to pay as damages caused by damages or under Coverage C for medical "occurrences" under Section I — Coverage A, and expenses shall reduce the Designated for all medical expenses caused by accidents under Construction Project General Aggregate Limit Section I — Coverage C, which can be attributed for that designated construction project. Such only to ongoing operations at a single designated payments shall not reduce the General construction project shown in the Schedule above: Aggregate Limit shown in the Declarations nor 1. A separate Designated Construction Project shall they reduce any other Designated General Aggregate Limit applies to each Construction Project General Aggregate Limit designated construction project, and that limit is for any other designated construction project equal to the amount of the General Aggregate shown in the Schedule above. Limit shown in the Declarations. 4. The limits shown in the Declarations for Each 2. The Designated Construction Project General Occurrence, Damage To Premises Rented To Aggregate Limit is the most we will pay for the You and Medical Expense continue to apply. sum of all damages under Coverage A, except However, instead of being subject to the damages because of "bodily injury" or "property General Aggregate Limit shown in the damage" included in the "products-completed Declarations, such limits will be subject to the operations hazard", and for medical expenses applicable Designated Construction Project under Coverage C regardless of the number of: General Aggregate Limit. a. Insureds; b. Claims made or"suits" brought; or c. Persons or organizations making claims or bringing "suits". CG 25 03 05 09 ©Insurance Services Office, Inc., 2008 Page 1 of 2 B. For all sums which the insured becomes legally C. When coverage for liability arising out of the obligated to pay as damages caused by "products-completed operations hazard" is "occurrences" under Section I — Coverage A, and provided, any payments for damages because of for all medical expenses caused by accidents under "bodily injury" or "property damage" included in Section I — Coverage C, which cannot be attributed the "products-completed operations hazard" will only to ongoing operations at a single designated reduce the Products-completed Operations construction project shown in the Schedule above: Aggregate Limit, and not reduce the General 1. Any payments made under Coverage A for Aggregate Limit nor the Designated Construction damages or under Coverage C for medical Project General Aggregate Limit. expenses shall reduce the amount available D. If the applicable designated construction project under the General Aggregate Limit or the has been abandoned, delayed, or abandoned and Products-completed Operations Aggregate Limit, then restarted, or if the authorized contracting whichever is applicable; and parties deviate from plans, blueprints, designs, 2. Such payments shall not reduce any Designated specifications or timetables, the project will still be Construction Project General Aggregate Limit. deemed to be the same construction project. E. The provisions of Section III— Limits Of Insurance not otherwise modified by this endorsement shall continue to apply as stipulated. Page 2 of 2 © Insurance Services Office, Inc., 2008 CG 25 03 05 09 Waiver Of Subrogation (Blanket) Endorsement ZURICH Policy No. Eff. Date of Pol. Exp. Date of Pol. Eff. Date of End. Producer No. Add'I Prem. Return Prem. GLO 4320150-07 09/01/2025 09/01/2026 76139000 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the: Commercial General Liability Coverage Part The following is added to the Transfer Of Rights Of Recovery Against Others To Us Condition: If you are required by a written contract or agreement, which is executed before a loss, to waive your rights of recovery from others, we agree to waive our rights of recovery. This waiver of rights shall not be construed to be a waiver with respect to any other operations in which the insured has no contractual interest. U-GL-925-B CW(12/01) Page 1 of 1 Coverage Extension Endorsement Z U RIC H Policy No. Eff. Date of Pol. Exp. Date of Pol. Eff. Date of End. Producer No. AWL Prem Return Prem. BAP 4328118-07 09/01/2025 09/01/2026 76139000 Incld THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the: Business Auto Coverage Form Motor Carrier Coverage Form A. Amended Who Is An Insured 1. The following is added to the Who Is An Insured Provision in Section II—Covered Autos Liability Coverage: The following are also "insureds": a. Any "employee" of yours is an "insured" while using a covered "auto" you don't own, hire or borrow for acts performed within the scope of employment by you. Any"employee"of yours is also an"insured"while operating an "auto" hired or rented under a contract or agreement in an "employee's" name, with your permission, while performing duties related to the conduct of your business. b. Anyone volunteering services to you is an "insured"while using a covered "auto" you don't own, hire or borrow to transport your clients or other persons in activities necessary to your business. c. Anyone else who furnishes an "auto" referenced in Paragraphs A.1.a. and A.1.b. in this endorsement. d. Where and to the extent permitted by law, any person(s) or organization(s)where required by written contract or written agreement with you executed prior to any "accident", including those person(s) or organization(s) directing your work pursuant to such written contract or written agreement with you, provided the "accident" arises out of operations governed by such contract or agreement and only up to the limits required in the written contract or written agreement, or the Limits of Insurance shown in the Declarations, whichever is less. 2. The following is added to the Other Insurance Condition in the Business Auto Coverage Form and the Other Insurance—Primary and Excess Insurance Provisions Condition in the Motor Carrier Coverage Form: Coverage for any person(s) or organization(s), where required by written contract or written agreement with you executed prior to any"accident", will apply on a primary and non-contributory basis and any insurance maintained by the additional "insured" will apply on an excess basis. However, in no event will this coverage extend beyond the terms and conditions of the Coverage Form. B. Amendment—Supplementary Payments Paragraphs a.(2) and a.(4) of the Coverage Extensions Provision in Section II—Covered Autos Liability Coverage are replaced by the following: (2) Up to $5,000 for the cost of bail bonds (including bonds for related traffic law violations) required because of an "accident"we cover. We do not have to furnish these bonds. U-CA-424-F CW(04/14) Page 1 of 6 INTERNAL USE ONLY Includes copyrighted material of Insurance Services Office,Inc.,with its permission. (4) All reasonable expenses incurred by the "insured"at our request, including actual loss of earnings up to$500 a day because of time off from work. C. Fellow Employee Coverage The Fellow Employee Exclusion contained in Section II—Covered Autos Liability Coverage does not apply. D. Driver Safety Program Liability and Physical Damage Coverage 1. The following is added to the Racing Exclusion in Section II—Covered Autos Liability Coverage: This exclusion does not apply to covered "autos" participating in a driver safety program event, such as, but not limited to, auto or truck rodeos and other auto or truck agility demonstrations. 2. The following is added to Paragraph 2. in the Exclusions of Section III — Physical Damage Coverage of the Business Auto Coverage Form and Paragraph 2.b. in the Exclusions of Section IV—Physical Damage Coverage of the Motor Carrier Coverage Form: This exclusion does not apply to covered "autos" participating in a driver safety program event, such as, but not limited to, auto or truck rodeos and other auto or truck agility demonstrations. E. Lease or Loan Gap Coverage The following is added to the Coverage Provision of the Physical Damage Coverage Section: Lease Or Loan Gap Coverage In the event of a total 'loss" to a covered "auto", we will pay any unpaid amount due on the lease or loan for a covered "auto", less: a. Any amount paid under the Physical Damage Coverage Section of the Coverage Form; and b. Any: (1) Overdue lease or loan payments at the time of the 'loss"; (2) Financial penalties imposed under a lease for excessive use, abnormal wear and tear or high mileage; (3) Security deposits not returned by the lessor; (4) Costs for extended warranties, credit life insurance, health, accident or disability insurance purchased with the loan or lease; and (5) Carry-over balances from previous leases or loans. F. Towing and Labor Paragraph A.2. of the Physical Damage Coverage Section is replaced by the following: We will pay up to $75 for towing and labor costs incurred each time a covered "auto" of the private passenger type is disabled. However, the labor must be performed at the place of disablement. G. Extended Glass Coverage The following is added to Paragraph A.3.a. of the Physical Damage Coverage Section: If glass must be replaced, the deductible shown in the Declarations will apply. However, if glass can be repaired and is actually repaired rather than replaced,the deductible will be waived. You have the option of having the glass repaired rather than replaced. H. Hired Auto Physical Damage—Increased Loss of Use Expenses The Coverage Extension for Loss Of Use Expenses in the Physical Damage Coverage Section is replaced by the following: Loss Of Use Expenses U-CA-424-F CW(04/14) Page 2 of 6 INTERNAL USE ONLY Includes copyrighted material of Insurance Services Office,Inc.,with its permission. For Hired Auto Physical Damage, we will pay expenses for which an "insured" becomes legally responsible to pay for loss of use of a vehicle rented or hired without a driver under a written rental contract or written rental agreement. We will pay for loss of use expenses if caused by: (1) Other than collision only if the Declarations indicate that Comprehensive Coverage is provided for any covered "auto"; (2) Specified Causes Of Loss only if the Declarations indicate that Specified Causes Of Loss Coverage is provided for any covered "auto"; or (3) Collision only if the Declarations indicate that Collision Coverage is provided for any covered "auto". However, the most we will pay for any expenses for loss of use is $100 per day, to a maximum of$3000. I. Personal Effects Coverage The following is added to the Coverage Provision of the Physical Damage Coverage Section: Personal Effects Coverage a. We will pay up to$750 for"loss"to personal effects which are: (1) Personal property owned by an "insured"; and (2) In or on a covered "auto". b. Subject to Paragraph a. above, the amount to be paid for"loss"to personal effects will be based on the lesser of: (1) The reasonable cost to replace; or (2) The actual cash value. c. The coverage provided in Paragraphs a. and b. above, only applies in the event of a total theft of a covered "auto". No deductible applies to this coverage. However,we will not pay for"loss"to personal effects of any of the following: (1) Accounts, bills, currency, deeds, evidence of debt, money, notes, securities, or commercial paper or other documents of value. (2) Bullion, gold, silver, platinum,or other precious alloys or metals;furs or fur garments;jewelry,watches, precious or semi-precious stones. (3) Paintings, statuary and other works of art. (4) Contraband or property in the course of illegal transportation or trade. (5) Tapes, records, discs or other similar devices used with audio, visual or data electronic equipment. Any coverage provided by this Provision is excess over any other insurance coverage available for the same 'loss". J. Tapes, Records and Discs Coverage 1. The Exclusion in Paragraph 13.4.a. of Section III — Physical Damage Coverage in the Business Auto Coverage Form and the Exclusion in Paragraph 13.2.c. of Section IV — Physical Damage Coverage in the Motor Carrier Coverage Form does not apply. 2. The following is added to Paragraph 1.a.Comprehensive Coverage under the Coverage Provision of the Physical Damage Coverage Section: We will pay for 'loss" to tapes, records, discs or other similar devices used with audio, visual or data electronic equipment. We will pay only if the tapes, records, discs or other similar audio, visual or data electronic devices: (a) Are the property of an "insured"; and (b) Are in a covered "auto" at the time of"loss". The most we will pay for such'loss"to tapes, records,discs or other similar devices is$500. The Physical Damage Coverage Deductible Provision does not apply to such 'loss". U-CA-424-F CW(04/14) Page 3 of 6 INTERNAL USE ONLY Includes copyrighted material of Insurance Services Office,Inc.,with its permission. K. Airbag Coverage The Exclusion in Paragraph 13.3.a. of Section III—Physical Damage Coverage in the Business Auto Coverage Form and the Exclusion in Paragraph 13.4.a. of Section IV — Physical Damage Coverage in the Motor Carrier Coverage Form does not apply to the accidental discharge of an airbag. L. Two or More Deductibles The following is added to the Deductible Provision of the Physical Damage Coverage Section: If an accident is covered both by this policy or Coverage Form and by another policy or Coverage Form issued to you by us, the following applies for each covered "auto" on a per vehicle basis: 1. If the deductible on this policy or Coverage Form is the smaller(or smallest) deductible, it will be waived; or 2. If the deductible on this policy or Coverage Form is not the smaller(or smallest) deductible, it will be reduced by the amount of the smaller(or smallest) deductible. M. Physical Damage—Comprehensive Coverage—Deductible The following is added to the Deductible Provision of the Physical Damage Coverage Section: Regardless of the number of covered "autos" damaged or stolen, the maximum deductible that will be applied to Comprehensive Coverage for all "loss"from any one cause is $5,000 or the deductible shown in the Declarations, whichever is greater. N. Temporary Substitute Autos—Physical Damage 1. The following is added to Section I—Covered Autos: Temporary Substitute Autos— Physical Damage If Physical Damage Coverage is provided by this Coverage Form on your owned covered "autos", the following types of vehicles are also covered "autos"for Physical Damage Coverage: Any "auto" you do not own when used with the permission of its owner as a temporary substitute for a covered "auto" you do own but is out of service because of its: 1. Breakdown; 2. Repair; 3. Servicing; 4. "Loss"; or 5. Destruction. 2. The following is added to the Paragraph A. Coverage Provision of the Physical Damage Coverage Section: Temporary Substitute Autos— Physical Damage We will pay the owner for"loss" to the temporary substitute "auto" unless the "loss" results from fraudulent acts or omissions on your part. If we make any payment to the owner, we will obtain the owner's rights against any other party. The deductible for the temporary substitute "auto" will be the same as the deductible for the covered "auto" it replaces. O. Amended Duties In The Event Of Accident, Claim, Suit Or Loss Paragraph a. of the Duties In The Event Of Accident, Claim, Suit Or Loss Condition is replaced by the following: a. In the event of"accident", claim, "suit" or"loss", you must give us or our authorized representative prompt notice of the "accident", claim, "suit" or"loss". However, these duties only apply when the "accident", claim, "suit" or"loss" is known to you (if you are an individual), a partner(if you are a partnership), a member(if you are a limited liability company)or an executive officer or insurance manager(if you are a corporation). The failure of any agent, servant U-CA-424-F CW(04/14) Page 4 of 6 INTERNAL USE ONLY Includes copyrighted material of Insurance Services Office,Inc.,with its permission. or employee of the "insured" to notify us of any "accident", claim, "suit" or"loss" shall not invalidate the insurance afforded by this policy. Include, as soon as practicable: (1) How, when and where the"accident" or"loss"occurred and if a claim is made or"suit" is brought, written notice of the claim or"suit" including, but not limited to, the date and details of such claim or"suit"; (2) The "insured's" name and address; and (3) To the extent possible, the names and addresses of any injured persons and witnesses. If you report an "accident", claim, "suit"or"loss"to another insurer when you should have reported to us, your failure to report to us will not be seen as a violation of these amended duties provided you give us notice as soon as practicable after the fact of the delay becomes known to you. P. Waiver of Transfer Of Rights Of Recovery Against Others To Us The following is added to the Transfer Of Rights Of Recovery Against Others To Us Condition: This Condition does not apply to the extent required of you by a written contract, executed prior to any "accident" or "loss", provided that the "accident" or "loss" arises out of operations contemplated by such contract. This waiver only applies to the person or organization designated in the contract. Q. Employee Hired Autos— Physical Damage Paragraph b. of the Other Insurance Condition in the Business Auto Coverage Form and Paragraph f. of the Other Insurance— Primary and Excess Insurance Provisions Condition in the Motor Carrier Coverage Form are replaced by the following: For Hired Auto Physical Damage Coverage, the following are deemed to be covered "autos" you own: (1) Any covered "auto"you lease, hire, rent or borrow; and (2) Any covered "auto" hired or rented under a written contract or written agreement entered into by an "employee" or elected or appointed official with your permission while being operated within the course and scope of that "employee's"employment by you or that elected or appointed official's duties as respect their obligations to you. However, any"auto"that is leased, hired, rented or borrowed with a driver is not a covered "auto". R. Unintentional Failure to Disclose Hazards The following is added to the Concealment, Misrepresentation Or Fraud Condition: However, we will not deny coverage under this Coverage Form if you unintentionally: (1) Fail to disclose any hazards existing at the inception date of this Coverage Form; or (2) Make an error, omission, improper description of"autos" or other misstatement of information. You must notify us as soon as possible after the discovery of any hazards or any other information that was not provided to us prior to the acceptance of this policy. S. Hired Auto—World Wide Coverage Paragraph 7a.(5) of the Policy Period, Coverage Territory Condition is replaced by the following: (5) Anywhere in the world if a covered "auto" is leased, hired, rented or borrowed for a period of 60 days or less, T. Bodily Injury Redefined The definition of"bodily injury" in the Definitions Section is replaced by the following: "Bodily injury" means bodily injury, sickness or disease, sustained by a person including death or mental anguish, resulting from any of these at any time. Mental anguish means any type of mental or emotional illness or disease. U-CA-424-F CW(04/14) Page 5 of 6 INTERNAL USE ONLY Includes copyrighted material of Insurance Services Office,Inc.,with its permission. U. Expected Or Intended Injury The Expected Or Intended Injury Exclusion in Paragraph B. Exclusions under Section II—Covered Auto Liability Coverage is replaced by the following: 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. V. Physical Damage—Additional Temporary Transportation Expense Coverage Paragraph A.4.a. of Section III—Physical Damage Coverage is replaced by the following: 4. Coverage Extensions a. Transportation Expenses We will pay up to $50 per day to a maximum of$1,000 for temporary transportation expense incurred by you because of the total theft of a covered "auto"of the private passenger type. We will pay only for those covered "autos" for which you carry either Comprehensive or Specified Causes of Loss Coverage. We will pay for temporary transportation expenses incurred during the period beginning 48 hours after the theft and ending, regardless of the policy's expiration, when the covered "auto" is returned to use or we pay for its "loss". W. Replacement of a Private Passenger Auto with a Hybrid or Alternative Fuel Source Auto The following is added to Paragraph A. Coverage of the Physical Damage Coverage Section: In the event of a total "loss" to a covered "auto" of the private passenger type that is replaced with a hybrid "auto" or "auto" powered by an alternative fuel source of the private passenger type, we will pay an additional 10% of the cost of the replacement"auto", excluding tax, title, license, other fees and any aftermarket vehicle upgrades, up to a maximum of$2500. The covered "auto" must be replaced by a hybrid "auto" or an "auto" powered by an alternative fuel source within 60 calendar days of the payment of the "loss" and evidenced by a bill of sale or new vehicle lease agreement. To qualify as a hybrid "auto", the "auto" must be powered by a conventional gasoline engine and another source of propulsion power. The other source of propulsion power must be electric, hydrogen, propane, solar or natural gas, either compressed or liquefied. To qualify as an "auto" powered by an alternative fuel source, the "auto" must be powered by a source of propulsion power other than a conventional gasoline engine. An "auto" solely propelled by biofuel, gasoline or diesel fuel or any blend thereof is not an "auto" powered by an alternative fuel source. X. Return of Stolen Automobile The following is added to the Coverage Extension Provision of the Physical Damage Coverage Section: If a covered "auto" is stolen and recovered, we will pay the cost of transport to return the"auto"to you. We will pay only for those covered "autos"for which you carry either Comprehensive or Specified Causes of Loss Coverage. All other terms, conditions, provisions and exclusions of this policy remain the same. U-CA-424-F CW(04/14) Page 6 of 6 INTERNAL USE ONLY Includes copyrighted material of Insurance Services Office,Inc.,with its permission. WORKERS' COMPENSATION AND EMPLOYERS' LIABILITY INSURANCE POLICY WC 04 03 06 (Ed. 4-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT—CALIFORNIA 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 of the California workers' compensation pre-mium otherwise due on such remuneration. Schedule Person or Organization Job Description ALL PERSONS AND/OR ORGANIZATIONS THAT ARE REQUIRED BY WRITTEN CONTRACT OR AGREEMENT WITH THE INSURED, EXECUTED PRIOR TO THE ACCIDENT OR LOSS, THAT WAIVER OF SUBROGATION BE PROVIDED UNDER THIS POLICY FOR WORK PERFORMED BY YOU FOR THAT PERSON AND/OR ORGANIZATION. WC 04 03 Policy Number : WC 4320152-07 06 WC 04 06((Ed.4-84) �' umer : Page 1 of 1 WEST FIELD" FOLLOW FORM COMMERCIAL EXCESS LIABILITY POLICY In consideration of the payment of the premium and in reliance upon the application, underwriting information provided by the Named Insured listed in the Declarations (hereinafter referred to as"Named Insured", "You" and"Your")to the Insurer(hereinafter referred to as"We", "Us"and"Our"),We agree to provide You with the coverage under this policy as follows: I. INSURING AGREEMENT Subject to all of the terms, conditions and limitations of this policy, including endorsements hereto, We shall pay on behalf of the Insured Loss in excess of the Underlying Limits.This policy shall follow form to the terms, conditions and limitations of the Followed Policy(as noted in the Declarations),except as provided herein or in any endorsement hereto. II. POLICY DEFINITIONS A. Insured means any natural person or entity designated as such in the Underlying Insurance. B. Loss means those amounts actuallypaid in the settlement or satisfaction of a claim for injury or damage covered under the Followed Policy, the Underlying Insurance and this policy, which You are legally obligated to pay as damages, after making proper deductions for all recoveries and salvage. C. Underlying Insurance means the Followed Policy and any policy(ies)referenced in Item 5 of the Declarations,as well as all applicable policies and other forms of insurance or self insurance,regardless of whether such underlying is scheduled in Item 5 of the Declarations,applicable to a given loss,claim or occurrence. D. Underlying Limits means the sum of the limits of liability of the Underlying Insurance plus any applicable retentions or deductibles under such Underlying Insurance as well as any insurance, retentions or deductibles applicable to a given loss,claim or occurrence,regardless of whether such is scheduled in Item 5 of the Declarations. III. LIMIT AND PAYMENTS A. After any combination of You and all insurers constituting the Underlying Insurance shall have paid as Loss the full amount of the Underlying Limits, including those amounts not paid by Underlying Insurance in the event the Underlying Insurance provides more restrictive coverage than the Followed Policy or this policy, then We shall be liable to pay only such Loss up to the applicable Limits of Liability set forth in Item 3 of the Declarations. B. In the event of the reduction or exhaustion of the aggregate limits of liability in the Underlying Insurance by reason of Loss paid thereunder,this policy shall(1)in the event of reduction,continue in force in excess of the remaining amount of Underlying Insurance;or(2)in the event of exhaustion, continue in force as primary insurance, subject to all terms, conditions and limitations of this policy, including endorsements hereto;provided that in the event of this policy becoming primary insurance, it shall only pay excess of the applicable retention or deductible amount set forth herein and in the Underlying Insurance,which shall be applied to any subsequent loss,claim or occurrence.Notice of reduction or exhaustion of any Underlying Limits shall be given to Us promptly upon such reduction or exhaustion. C. If the limits of liability of the Underlying Insurance are reduced by the payment of defense costs in accordance with the terms of such policies, any payments for defense costs We pay will reduce the applicable Limits of Liability under this policy in the same manner. D. The stated Each Occurrence Limit of Liability as set forth in Item 3 of the Declarations is the maximum amount which We shall pay for all Loss arising out of any one occurrence to which this policy applies. XX 0000i o622 Page 1 of 3 ©2022 Westfield.All Rights Reserved. WEST FIELD" The stated Policy Aggregate Limit of Liability as set forth in Item 3 of the Declarations is the maximum amount which We shall pay for all Loss that is subject to an aggregate limit provided by the Followed Policy and shall apply in the same manner as the Followed Policy. Subject to the terms,conditions and limitations of this section,the applicable Limits of Liability set forth in Item 3 of the Declarations are the maximum amounts We will pay under this insurance regardless of the number of Insureds, number of occurrences,number of claims brought,or number of claimants or vehicles involved. IV.MAINTENANCE OF UNDERLYING&OTHER INSURANCE A. You shall give Us notice in writing as soon as practicable after any changes are made to the Followed Policy,including but not limited to changes to expand or broaden the coverage provided thereunder or to reduce the limits of liability;,provided however,such changes shall only be effective with respect to and apply to this policy if accepted in writing by Us.Except as provided by endorsement to this policy, the coverage provided under this policy will not be broader than the applicable Followed Policy. B. The Underlying Insurance shall be maintained in full effect while this policy is in force,except for any reduction of the aggregate limits contained therein as provided for in Section III.B.above,and such maintenance shall be a condition precedent to the attachment of Our liability under this policy.To the extent that any Underlying Insurance are not maintained in full effect while this policy is in force, You shall be deemed to be self-insured and fully responsible for the amount of the limit of liability of the Underlying Insurance,that is not so maintained and shall retain any Loss for the amount of the limit of liability which You failed to maintain. C. If other insurance applies to a loss, claim or occurrence that is also covered by this policy,this policy will apply excess of such other insurance. However,this provision will not apply if the other insurance is specifically written to be excess of this policy.Other insurance includes any type of self-insurance or other mechanism by which any Insured arranges for funding of legal liabilities. V. CLAIM AND OTHER NOTICES A. Written notice of any loss,claim or occurrence shall be given to Us in the same manner and at the same time as given to the insurers of the Followed Policy and shall be sent or delivered to Us at the address set forth in Item 7 of the Declarations. B. You must make certain that We are notified as soon as practicable of a loss,claim or occurrence which may result in a claim or suit which may involve this policy.If the Underlying Insurance is exhausted solely by payment of Loss, no Insured will, except at its own cost, voluntarily make any payment, assume any obligation,or incur any expense,other than for first aid,without Our prior written consent. C. We shall be given notice in writing as soon as practicable after the cancellation or non-renewal of any Underlying Insurance. Any changes in the Insured that would require notice under the Underlying Insurance shall be reported to Us in writing as soon as practicable,provided always that We shall not be bound by any such changes without Our prior written consent. VI.CANCELLATION A. The first Named Insured shown in the Declarations may cancel this policy by mailing or delivering advance written notice of cancellation to Us.We may cancel this policy by mailing or delivering written notice of cancellation to the first Named Insured at least: 1. io days before the effective date of cancellation if We cancel for nonpayment of premium;or 2. 6o days before the effective date of cancellation if We cancel for any other reason. B. We will mail or deliver Our notice to the Named Insured's last mailing address known to Us.Notice of cancellation will state the effective date of cancellation. XX 0000i o622 Page 2 of 3 ©2022 Westfield.All Rights Reserved. WEST FIELD" C. If this policy is cancelled,We will send the first Named Insured any premium refund due.If We cancel, the refund will be pro rata.If the first Named Insured cancels,the refund may be less than pro rata.The cancellation will be effective even if We have not made or offered a refund.If notice is mailed,proof of mailing will be sufficient proof of notice. XX 0000i o622 Page 3 of 3 ©2022 Westfield.All Rights Reserved. Endorsement Number: 7 Policy Number: XSL-436371D-oi Issued To: TB Penick&Sons, Inc. Policy Period: 09/01/2025 to 09/01/2026 Issued By: Westfield Specialty Insurance Company Effective Date of Endorsement: 09/01/2025 PRIMARY NON-CONTRIBUTORY ENDORSEMENT THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: Follow Form Commercial Excess Liability Policy In consideration of the premium charged, the following is added to Subsection C of Section IV. Maintenance of Underlying&Other Insurance: When required by written contract or agreement,the insurance provided by the policy will not be excess of other insurance, other than the Underlying Insurance, and we will not seek contribution from any other insurance,provided the written contract or agreement is executed prior to the date of Loss for which coverage is sought. Any terms contained herein not defined within this endorsement or this policy shall be defined as may be defined within the Followed Policy. This endorsement does not change any other provision of the policy. XX 01052 0622 Page 1 of 1 ©2022 Westfield.All Rights Reserved. Endorsement Number: 12 Policy Number: XSL-436371D-ol Issued To: TB Penick&Sons, Inc. Policy Period: 09/01/2025 to 09/01/2026 Issued By: Westfield Specialty Insurance Company Effective Date of Endorsement: 09/01/2025 WAIVER OF SUBROGATION ENDORSEMENT THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: Follow Form Commercial Excess Liability Policy We waive our right of subrogation against any person or organization to whom or to which You are obligated,prior to any loss,by an Insured Contract to provide such a waiver,but only with respect to Your Work,Your Product or facilities owned,operated,or used by You. Any terms contained herein not defined within this endorsement or this policy shall be defined as may be defined within the Followed Policy. This endorsement does not change any other provision of the policy. XX 01022 o622 Page 1 of 1 ©2022 Westfield.All Rights Reserved. COMMERCIAL EXCESS LIABILITY CX 00 01 04 13 COMMERCIAL EXCESS LIABILITY COVERAGE FORM ❑flu❑mCr❑❑emu❑m❑7❑Mum❑❑❑fir❑LTn❑Iumm❑❑❑EE ❑ ❑❑❑E❑❑1❑❑mm❑A EdCFu❑d❑❑❑E❑®❑m❑ R Dlid DI]DE1111foEED DED Ed 111or❑Door MI HM E11111r11111110 Mlid❑111Cd orDEED[IT mID❑=❑[[]❑MI❑❑ d❑m❑FP[jd ifli❑❑O[[I[ID❑d mD❑mDm❑d m d 111011mEE0 TR❑❑ID❑❑-❑d[11❑111EI❑❑EIDm FEET F MFFffl ❑1❑❑❑❑❑❑❑7❑7❑FF1I1 IDED❑❑❑Ord❑II'mI1'❑❑❑d I1'MET"❑ m❑=❑Cd❑❑11111❑1T-17111ID1❑ZIrA❑❑❑❑T m r 11111 mm❑❑]❑❑Od m❑❑'❑d OD❑❑❑mm❑ID❑❑❑r❑m❑❑ZI] 111111❑❑❑'=❑m❑II❑❑m=OEd❑ Ed❑IIDOd❑ 1111 ❑❑dam❑FFIEa-Ela m❑❑ r[Ir11❑❑❑Dm❑TI❑D ❑II-MO ❑7❑Er lid m❑❑❑IFFFT] ❑FFM❑CAI❑❑❑❑❑❑SID❑ ❑❑❑❑d❑❑❑❑•❑d❑❑❑d IT❑❑17110 ❑❑❑❑❑Ord❑ I'❑I1'❑7 ❑ODD❑❑]❑Er❑❑m❑❑Cd IT❑❑7❑D Do❑❑m❑❑D "❑I1'❑❑❑d I1'❑Er'❑l] r❑[ID❑EID❑❑m❑❑❑❑m❑'O❑[d❑1]0=1❑ ❑❑❑= ❑]❑❑r❑❑mDID❑❑EE Ord 17❑EEr❑d"❑1❑❑❑❑M11-Ma EE111 r❑ ❑❑]❑❑rlid M 11FM11111❑❑❑❑❑m❑]m❑1I❑❑❑11❑❑m ErDOO I m❑ 111111 ]❑❑Q]mE11111dd'❑ID117m0f❑❑ID❑❑ "Om❑C7❑❑7❑❑]❑❑m❑]m❑I7❑❑)❑I7❑❑7'❑❑m❑❑❑d❑ ❑❑d ErMOm❑❑-❑❑❑EI'm m❑❑EE❑❑lt❑ELIM11 117❑❑r❑17❑❑❑]Ell❑mDELI❑❑ ❑IMETO❑Ord m❑Od❑❑IT❑mm❑❑❑7❑❑❑❑Ir❑❑]❑❑❑❑❑m❑❑ ❑❑mm❑Cd❑❑T Cd❑❑7❑d[FM R❑[Pr❑MELI❑❑1❑❑1V Ir m 11FMmFM11=❑Ir m Ord❑m❑d❑ ❑❑'❑m❑❑❑❑❑IIP❑111❑11d❑m❑d❑Ed Erm=❑❑❑-❑❑❑❑01TED (1) ❑D❑❑❑❑❑m❑I7❑m❑❑EE d'=❑❑ EJEJ ❑❑1 d❑m❑d FIDEIIOC1'DEOTOQ MOODIA I7=11FH❑❑❑❑❑LI'❑ IMm'D [m and EEI❑[l❑❑❑-❑]❑d DID11O❑ MOA I - ❑❑ID❑❑m❑❑71111❑❑❑❑❑111d❑❑❑-❑]❑d❑❑O U1111❑❑❑Im❑❑I 011 nFU F M❑ET❑❑mm❑d "EE11T 111111d Er=Om❑❑-❑❑❑EI'M (2) ❑a-[r111❑❑ID❑d Cd❑DIVA❑❑IDd❑1❑d m7 1111❑❑1❑ ❑❑❑❑❑❑E D❑m❑]'❑❑[d lid E101id❑'❑❑❑EE D❑E❑❑❑EE❑'DID[LIID ❑Dm❑ ❑❑❑d❑ ❑❑❑ DID] ❑❑❑❑ID❑❑7❑ FF[fl m ❑❑ ❑I❑D❑F D❑MO❑QQ-❑mI➢❑❑❑I DJEEH❑❑Flid DFM mm❑❑❑ ❑❑LT❑❑m❑ID❑I ❑m❑m❑❑H1[HHd❑❑❑❑ m [ID❑OJ❑'❑❑m❑❑]❑7❑d❑❑]❑❑ 11❑❑❑=111❑"m❑T❑❑❑❑❑ m0FMO❑❑[Im O❑dEr11 [11 OD ❑❑❑❑'❑❑❑❑ ❑ErED ❑❑d❑-[ II11-IM❑❑-1111❑LI'M111 111a-0FFT111d©11❑11dmm 11❑❑ODET❑1 m DID] ❑❑❑Im ❑❑ "m❑1f❑❑ID❑ ❑I❑MEE ❑❑m❑❑❑❑❑❑EEI=[] 7m❑]-❑❑IIIID❑❑d❑ rEll11 ❑❑dd'=❑❑❑❑❑'❑❑❑EI'❑m❑❑IMm=❑❑7FF[flm m❑ 11711❑Ir❑mIID❑m❑❑]IIDOD❑❑❑ET❑❑❑❑❑Er EE❑I[Im ❑'❑Tlid❑❑❑d EEE[d❑❑]❑mom❑❑m❑❑1FE rIr DID] 11011=11❑❑❑❑❑-110 1111❑❑m❑E-❑❑❑❑Ir❑❑[d❑d❑❑❑d Ir❑[ID[m ❑Od❑d❑==lid❑MOd❑❑❑d m❑❑❑❑❑❑❑❑❑❑m ❑❑❑Q=[][IMID❑IDI'7m❑lt❑[I[ID❑=❑d Ir[[I®❑1F1fl❑❑-❑11❑E1'❑I ❑71111 ❑❑m❑❑❑1 ❑❑] d[ID❑m❑ ❑m❑❑mm ❑❑❑-❑�❑❑1❑❑�J11DID❑❑�❑❑11m❑�❑�❑�❑dEf=D❑ ❑7d❑❑❑❑DD a❑ m0�❑❑❑OD ❑❑da❑ ❑I❑ ❑EErDOEEI'O[�d OmDIDDID Dm r❑m❑❑Z id QIr❑❑IIIID❑❑ID➢❑ ❑❑❑�❑❑❑IDC] ID ❑11mom❑❑III➢m17❑ ❑d Ell]❑❑D❑Zr 11111❑❑ 11ET❑❑d❑d❑ b. ❑❑❑IIID❑❑-❑❑mm❑❑FFFnm❑7d'❑7❑1 OUT Ed❑❑❑❑ 1' ❑❑ 11DEr❑❑III➢❑FFF❑TFn=❑❑ETO❑OmEr FMmm❑ [[[11❑❑IFF1I[1 EEI❑❑7❑❑❑ID❑❑I[Ir❑❑I❑❑dFFMEn❑ mm0M❑EUrO❑ZI ODIL❑❑❑❑ID❑I-F❑d[I®mm❑DZI fHOO m❑❑m❑❑I❑-❑FU FTM mm❑❑❑ZI]❑❑m❑QID "m❑r❑EHE❑❑❑❑dQ-=❑❑❑EETDOEI110111 1110 11111111111111 m❑❑IIII D ❑11 MI❑❑ "m❑r❑❑❑❑❑ ❑❑dd'M❑ ❑T=111r 11❑m❑C1❑ID-Ell]❑❑D❑11=111❑IIIID❑d❑[Ir FM ❑]❑E]❑❑❑LI'❑I❑I❑D❑7❑E]❑❑mCj1❑❑m❑❑❑I❑❑❑❑D❑I ❑'❑❑❑❑m MMOL❑IID "❑7111r❑1Q A❑❑❑❑o'QQ-TU❑❑7❑DIDilm❑D[Pm❑❑E]r❑ SECTION I-COVERAGES ❑D1❑�O®EH=IIE IIDddm[I[ o[DE]❑❑r❑®❑❑ ❑❑d Ir❑Z IDmmOd❑ImmMI'm❑1V❑❑ID❑m❑d Er®❑ 1. Insuring Agreement Im❑E1❑❑❑1'❑ a. D ❑❑❑❑-tu❑Om[1D❑❑❑❑❑m❑❑]❑71111 1E7❑1:r❑d 11111111 c. m E101111 "m❑T❑®❑❑ ❑❑d❑ME1111 ❑7❑❑r❑❑❑E1' "❑❑ID❑❑7m❑1TIM❑I'MEEIM DIID❑I7'r❑1I11❑d r❑❑❑©❑❑❑dIIrO1E11Er❑UI T=[H][ IID❑D11❑C1❑7❑[r❑ ❑D 111m❑m❑m=11'IDIDrmDrCd❑❑11❑I1'=m❑OD ITOd m 11111'm❑m❑d❑DID]Z ID❑ ET[lid m] ❑❑ 1]❑m❑7❑❑[d lid mCdlrmI=11EE ❑❑❑mIT❑ Ord Er11of❑❑I gym❑❑'❑❑❑❑=❑O❑❑❑I❑❑OE11DID ❑❑❑❑Dm ❑]❑Er❑❑m❑❑®❑❑OD❑❑❑110❑]❑❑11E"11711rm Er ❑ ❑❑❑❑MOD11=1Ir OD❑DID❑d Ed❑D»Ed❑❑❑d❑ 11 d❑❑❑❑T❑®❑Z]❑lI a-❑ =E11❑ Er[lid❑11 IZELr lid m❑❑❑IDIE11 m❑❑m❑m❑Cd❑❑❑❑❑mID M= ❑❑❑----- ❑❑-m m ❑Im "m❑T❑®❑ mmll'❑❑r❑EET❑d m❑❑ 1'm❑❑❑❑❑IDm❑❑❑ID❑❑] EEd-ri11❑❑m❑E]r❑❑❑ I'Ir❑❑❑©❑❑❑ []=Dl I❑m1117 ❑❑❑❑❑ ❑m❑❑❑❑ld❑ Im❑ ❑❑EE rd❑Om❑ ❑mD ❑11 111umCd I7❑]mTIIID❑❑ILIDa•❑]d❑ID❑Ord ErEt Ir❑ID❑❑ -ZL❑m ❑❑] mm❑ "m❑Ca❑❑❑❑❑ ❑Od❑'TUO m❑❑'1111111111011❑❑❑=OJ❑❑❑110❑I7 111EIT DOm❑❑FFM E111I❑7 Door OUT Ed DO❑❑I1'❑IDmFM❑]m 1i❑HOUHI] ❑❑ Er[lid❑I❑FF❑IID❑❑ET❑❑❑❑]I]'❑] CX 00 01 04 13 11mmr❑❑m110ErDL7 MMFFFM❑ZID 11111111 Pagel of 5 d. ❑❑m❑dd®❑❑--m❑d❑❑❑d a❑❑❑m❑❑mom] (b) ❑--❑❑-❑mm❑m a❑❑❑❑❑❑❑❑m❑-❑❑ "m❑T❑11111❑❑ ❑d a=❑❑ -m❑❑EI�'❑ ❑FFF 111EEr❑❑❑❑-- ❑❑-a-ffu Elor❑d❑❑❑❑❑m ❑❑ED❑__❑❑❑❑❑❑❑ddTF❑❑®FFmr❑d❑❑dd'❑ ❑❑m❑m❑ ❑- -UM❑❑ H-® ❑❑❑❑I]-®❑- -FF-m❑❑m®MM ELIEUr❑❑❑❑a❑E[d❑d❑-❑-❑❑ m]m-❑❑ ❑❑- r❑❑❑== HUMME- ❑dd FFFM❑❑mDm-d mrr❑❑❑©❑d ELIm7=❑IV❑m a❑ T❑❑m❑d❑10 1111 -❑❑T❑mID❑[I FF❑ ❑a❑❑❑❑❑gym❑❑=❑m®m®❑m❑❑❑=- 111TT7❑®❑m❑❑d-=11EY-FFF_❑ 111 -❑❑ ❑dd®❑❑- -m❑d❑ FFF -❑❑ ❑❑❑❑❑- ❑- ❑MM [1FF=FFFFFn -m❑❑ma❑❑❑©❑d❑❑m-❑❑m❑[V❑FFFFn-=❑❑m ❑❑==mIld❑❑ 11❑=T110H ❑E ❑❑❑❑❑=❑m❑--m7❑❑17 m❑lr❑®❑®d a®❑❑ mild C:'m®❑[HE❑mal a-=❑gym❑❑m'ELI[r_❑❑ =r❑❑m'MFn ❑❑mm❑TMO E=r =d-❑❑mIDmffiID-❑ ❑dd FFT11111110EEr❑d❑mmr❑❑❑❑a❑E[d❑d❑❑m-FF ❑=Cd m❑mmmL-d mC=:r==mm❑❑m❑❑m® Hm❑❑m❑❑FTM❑=❑❑d'[Did a'❑=❑❑❑mm❑❑❑❑ F-::d❑WHIM 11D1Cr=r1dF---❑EI'= -r=❑d=d- ❑m -❑❑ "m❑ff❑FF❑❑ ❑dd=❑❑ d. Workers' Compensation And Similar Laws ❑❑m ❑m❑1E❑11i=❑❑❑E1:-r lid==d❑ -r=rM 2. Exclusions m❑❑❑❑mm❑- d=❑® _- a❑ ❑❑❑MUFF11-❑-=m11=1id-❑m7-a-=m7❑m ❑❑❑❑❑-m❑❑- m❑❑❑❑m®❑❑ -_ ❑❑m ❑dd❑d❑❑m❑❑d❑-m❑❑❑FF❑❑❑FF-❑-FFF1❑❑m❑❑❑❑ m 1[flr m❑- ❑aF7F11ddM❑mD]EE=mIDEff❑❑=❑- 11J= SECTION II-LIMITS OF INSURANCE m❑1r❑1111❑❑❑❑d aMU❑❑-m❑❑m'❑❑❑❑FFF-❑®nn 11BEEIr❑❑m❑❑❑-=m❑a and❑d❑❑m-❑❑-m❑-❑❑ 1. ❑❑❑--m-FMm❑❑mom❑❑❑mom❑D 11m1r❑®❑m7 ❑MMODEE-FTFImrmd lid-m7m®-a-mIDm]❑m 111Jd11111111r111flm111111011_F111111111M11111111FFF❑❑m aid lid-m7dam❑❑❑FTMFFM®❑m❑❑❑®a® r❑mrd-=FTF1❑110❑❑❑ate -m❑❑mom❑E[d d-❑d a==❑m❑❑❑®❑ral❑❑m a. ®m ad mID ❑❑P❑❑_FU b. ❑IM FM ad❑EE❑EE ❑❑❑❑mMm❑❑❑a-❑❑® a. Medical Payments m❑MFUMmILd= M❑d FFFP-❑❑m--- ::Er❑❑mamm❑❑m=❑E c. ❑am❑m a-❑a❑❑❑FFF®❑m❑=❑❑FH®m o-❑ ar❑®-❑Eld d m❑❑a❑❑ads❑mID❑❑-a-Ell❑ a--❑-❑E®❑ ❑❑®aC❑:d=d-=z-❑❑❑❑❑=❑-❑"m❑K❑®❑❑ ❑ d. ❑-_ ❑mom❑-❑ ❑d a❑ ❑mo "m❑IV❑®❑❑ ❑❑da-�-=msrLLM'[D ❑❑d❑ram❑mm❑❑m' b. Auto 2. ❑❑❑1111® EE❑❑mELIMI]IFFM❑m❑❑❑tea®® ❑❑m-=m mm❑❑m❑❑❑m❑IIIm❑dam❑ ==❑®FMm❑FM r❑mom T❑❑❑❑❑m ❑- -❑❑ -TM❑U❑❑❑mo❑ a. ❑❑gym❑❑mm❑=❑❑FMmIDm FFM®❑❑ mm❑❑❑ TT "r❑--❑dam m7- (1) 11®aMUm=1 d❑❑❑❑❑gym❑❑❑- ❑ b. ❑❑❑-❑ar❑❑❑®-- ❑-❑®❑ED®❑mm❑ (2) ❑❑FF❑=m❑❑❑- FM❑FM❑EI[I®FFM❑ F❑-[l]❑mDm'®-FFIFFFn-E-m (3) ❑am❑❑�❑rmE-❑-=❑m DEEMED ode® and❑❑❑m'�m❑d®❑d Er mMM❑m❑❑❑D a® ❑❑m❑❑gym 1111HEIr❑ ❑❑❑❑m®=mr❑❑❑-m-_❑FTFFI❑❑®m�❑ (4) ❑❑-Tr d❑ a❑ ❑❑d a--mrad❑ ❑❑11ir "I❑rm a❑d m❑❑0'❑-❑-FFT1 m❑-1M-❑❑❑❑ ❑❑a-❑❑❑-❑ ®m ❑® -m❑❑m❑ ❑❑da❑ -❑❑ ZSr „m❑T❑FFF11-❑da®❑®m❑❑m'- c. Pollution ❑ c.Ell]❑❑ IM=11a❑a❑❑❑❑2.b.❑❑❑❑mom-❑❑❑❑m❑ (1) "---m7 ad❑❑❑❑E1' ❑❑gym❑❑Cd m❑1TI-I❑m11 ❑mar❑❑m-- ❑ M❑MI FW11E111r M❑❑ ❑m❑r❑d FTF❑❑❑❑=Er ll ❑❑Er m❑❑E=❑-❑❑ m❑❑❑-❑m"❑FFFM❑-❑❑❑--m'❑❑d a❑-TTI ❑FTHIm❑m❑❑d❑a-❑❑r❑❑-❑❑d❑d=Er❑❑® FFflm❑❑m❑❑❑m❑m❑❑ [V'EID❑rma-al❑❑❑❑EI'❑ dMam®m❑❑❑❑❑0❑❑r❑m❑-r❑-❑m❑a❑ a=❑-❑mom❑=❑❑[71]m❑17- ❑_❑❑-FFM❑TIfl-❑=FFM❑mom❑Ell ❑ d. FU-❑❑❑®Fw❑--m❑❑m❑❑--❑E�'m❑lr❑FFFM❑❑ (2) ❑❑m-= a❑❑m❑❑m❑❑-UE❑❑❑❑-❑F[fl ❑❑da-M❑FUmr❑❑m'❑a❑rt lid❑mdELImi[ID❑m❑ ❑❑mID ❑m❑❑mm m❑-❑❑Ell❑m❑®MIL Ell] ❑❑m (a) R❑❑❑❑md❑❑❑❑d®-d am FFFME1011H-mEr❑ ❑❑m❑❑®Ed❑-❑mmm❑❑mm7❑m❑mom FFFM r❑❑❑-❑ram❑❑❑r7❑❑❑❑mD❑[HE❑mIDm-❑d❑ r❑d❑m-aEM =❑---=mom❑❑mmFFF1❑❑ a❑❑-a-m-FFM[Ir-❑[11Hr FFflMm❑❑❑E m❑❑-❑❑mr- rm❑m- m❑--- T❑❑® d❑EE ❑-❑ Page 2 of 5 ❑gym❑❑EIMEr FFTFFIFMMm-❑❑❑- CX 00 01 04 13 m. FFM OEM"m❑X❑FFFI❑❑❑dd"TV1❑❑-m❑❑m'❑❑❑m❑ 3. Duties In The Event Of An Event, Claim Or Suit ❑❑ Or[lid MM❑Md mr❑❑®❑❑MM❑MEFFFMIa®d a. ❑❑❑IT] 11Ufl®❑M®❑ []mod ❑❑ ®m❑❑m=[17r❑--dam Qj'1EE1MM❑M❑<rd❑md ❑❑[111m0❑FFFREID❑EIV❑m®ELUIMIE]EL❑dErFTM- O-❑❑m❑❑m7d❑❑m❑❑m❑❑IM❑❑d❑❑Cm 17'111❑1-ma- Hmr❑❑mom❑❑❑CID❑❑❑m7❑IE❑❑mID[MU HIM d❑❑111117'=mr-❑d F[P❑d❑'❑DCITMm❑❑m❑ m11111d mmxl❑❑ ❑❑❑❑❑❑a-❑❑❑=❑❑111TM01- ❑❑m❑❑❑EEIa-cID❑❑❑®m (1) ❑❑❑®❑❑❑❑❑❑❑d❑❑❑a-❑❑FF[❑❑"❑m❑C7❑FFF❑❑ m❑a-❑MMIDm❑mFM❑mmITUm❑❑❑❑IDIDa-[lid mFUMM ❑gym❑ ❑❑m❑❑❑m a IDD❑d FTFnm❑m❑❑❑--❑mE-11jd❑❑MTFHmD ❑❑m❑❑❑mE-MIIFFFMmm❑❑m❑m❑❑CO FFM❑mm❑ (2) ❑❑❑m❑❑❑FM13imddr❑ ==11FM1rd D❑m}-❑m❑M❑❑11IFFFID❑❑II]mZ7❑a-[lid❑FFT1❑FTIn❑dlid❑ (3) ❑❑❑❑❑❑fir❑m❑d FTMmm❑❑❑IFFI-111m'[HIJ mEr ❑mr mID❑m❑DIrE11❑mdd®❑❑❑Darted[HImDm❑ID❑❑110❑❑ d❑❑❑❑EI'MM10❑-❑MUmo❑11❑m❑17❑ ❑❑❑-m1Elo❑-❑-mmUE[o❑❑❑dd FFrM❑11E❑a--d❑❑FFFM❑❑❑ b. �FM-�lid❑1 � ❑❑❑EM❑❑-=❑❑ d III]lid EDEr ❑U Ir❑md-❑�a-�d�r�a❑❑mm FFflm❑d MOOED❑m1 111d❑fir❑®H❑FFU❑=-MYLUMmr❑❑m® SECTION III-CONDITIONS (1) ®❑❑d HUM r❑mrd❑M1❑❑m❑m»❑MF11❑ FH®❑r HO®d MR111d❑ter❑mIDDd®❑d ❑❑❑❑EEm111111111 m❑dIDID❑m❑❑❑HM=❑lid dFFFM❑®M111 (2) ❑❑ m7 ❑❑-mr❑mm❑-❑ m❑d®❑m❑❑❑®❑-❑M❑❑❑m'm❑r❑IDID❑❑❑❑d o-®❑❑ -mr❑❑m'❑Er❑❑❑=❑ =❑=11 mm❑❑❑❑ ❑EE❑❑❑m7m❑❑-❑m=❑=❑❑❑ 11mom❑❑ram❑❑ a'❑E[d lid and a'= mr❑❑mm❑110 []E'EE:d❑dmm ❑11TT❑❑=M❑❑ME❑a❑mm❑m m❑❑❑❑m 1. Appeals c. 11❑❑mo1Jd11111TI7110armm1JdmmI[Dd11fl ETj=LV'm11T111TIM❑❑❑❑d a-M❑❑gym a-"❑a-❑®m❑d (1) FFP❑❑d MOM and❑ ❑m m❑®m ❑- ❑❑❑ ❑H 1 gym❑❑❑❑FFREMid❑❑II] FM =11 d❑❑❑❑d m7❑ m❑❑❑❑mm Er I]®❑❑❑ ❑❑❑❑❑1FMmD❑I�r❑-mod®107FFM❑=❑®I mlEI1FMa- ❑0❑Orm r❑ ❑Ell]mm❑M❑❑❑®❑®❑ ❑❑❑mm❑❑mom ❑m MMFFFF1m❑mIIrDIDm❑ID)m]O 11 M11®=m m a-11111 ❑❑d❑ ❑❑mId❑❑❑❑B FMEJ❑FTIn ❑❑d (2) ❑❑moo mD❑❑m-❑❑❑E]I-a-❑m d m❑d❑❑tea d-__rm❑❑❑IFFMFM ED mFMm1111❑❑❑❑mIDE111❑ HE[O❑❑m❑❑ ❑m—[I®-FFT]Er11EE ❑❑-Er❑❑m❑❑a-❑m❑® (3) ❑❑❑❑a-❑U❑❑m❑❑mom❑=❑❑-mFFF[fl❑m❑❑a- d-�-Ed m=❑MOM 1-4-=110�mom❑❑m❑ mom❑❑��❑�®�Cal❑�❑mm❑❑gym 2. Bankruptcy (4) ❑mIIIID ❑1M ❑❑❑❑❑ mr❑ r❑❑❑❑= 111l FM❑ a. Bankruptcy Of Insured ❑❑I-m❑❑❑M ❑M ❑❑m r-❑- ❑❑❑EIM ❑❑❑ -,E_❑r---==r=EZIELEE ❑gym❑dm m❑ ❑Erm❑[Ir[Ir❑❑❑gym❑E111❑FFFFIE111❑IM❑IM1111 E1011=_r❑d=FTH111mFTM❑Q➢❑mmmELEHOd' E1011 =❑❑ -m d❑ ❑❑m❑m❑ ❑1fl"FM❑rEll a- ❑❑m❑m❑m7❑da-IDDMM❑m❑❑❑10JIM d❑❑❑❑E1'=m❑== EEr❑❑mED❑m7FFFF1 b. Bankruptcy Of Controlling Underlying E11]HO Insurer d. ❑❑m1m d m ❑1ME1HU❑®m❑d flM❑❑ ❑❑❑a"❑❑tea"❑BTU❑m]❑=-❑❑"m❑T❑®❑ EEJ ❑IDr®❑mLLE1111m❑❑FMm]❑❑[I❑] ❑❑dOrM❑❑MmQr'[11FFFM❑❑QIr❑mm❑❑m11U❑d' EEMEME 'FFm111❑gym❑❑mMUMITMII E ❑1m❑1FM11=1jd d'FFMM❑m❑❑❑tea'® ®F-FUCd®m❑=a-FFFrl❑m❑Fln ❑❑❑❑mom❑❑mE[r❑E[d lid lida-MPMM❑m❑❑❑❑ 4. First Named Insured Duties ❑Er-❑FW❑❑QDr❑❑-m❑❑❑m'm❑r❑®❑❑❑❑da'®❑❑ ❑❑❑❑ ® ❑❑❑❑d❑ ®m❑d❑ FFFF1 =❑❑ ❑a-m❑❑ a- [HEIT❑❑EEI'❑ 11111 =❑❑ ❑m11M ❑M ❑❑❑❑111= a'❑ a'❑❑❑=m❑®EE=EjdF[PMFn❑ED❑mr❑m❑m7❑dm =FFFF11 =11'm1r❑®FFTI❑darM❑m1m a"® r❑m❑❑m1111ELDrM❑m❑m❑❑11E=MEr❑❑11011 mID❑❑ ❑❑❑gym❑m❑❑a❑E[d❑d El❑d a-[1M=❑mr❑❑❑EE1 a-® ®mID❑]❑d=m d m MMmID❑m❑❑❑TM= Er [I® ❑❑❑IDD ❑m m -❑❑ "m❑TELUE❑❑ and Er ❑❑❑❑d FMFEEY❑d®®M❑1111❑d If❑mM❑ETEIT❑ITU HLIT❑❑m'®0-❑FFM=TV ❑d Ir❑mm❑❑1110 ❑M m❑mmm❑❑a-❑11011 r❑mom=111M❑❑m r❑IDr❑ a-❑❑-❑❑D❑MIn 11M❑m❑❑=❑m❑[[]❑ CX 00 01 04 13 ❑gym❑❑EIMEr ID1IDFITM 11111111 Page 3 of 5 ❑❑IDD T❑❑❑❑ate❑®aDD❑❑❑d MMm❑d FF ❑❑D❑ 11DmmDOODDIMOE1 a-❑d 11=11 OFFFFIFTHIT❑FTPI❑ ❑am ate]❑❑maw❑D❑ID❑ID=mmFM❑111MEDIFM❑DO ❑❑[I]EIDI[DCIm❑[fl[ImID❑=❑d Or=1 gym❑❑m'FFF[❑111D❑❑ ❑❑ID❑m m❑T❑FFFFI]mad D-=❑❑IDm❑❑m'm❑d m❑m FFFm❑EIED[Iff�DE1❑1V❑TU❑m❑d D-M❑❑IDm❑❑m'm mID m❑mDE11❑m❑❑IDd❑❑❑d Or m❑❑DDI]Or❑❑❑Fm ❑❑L IMmQd❑D)❑ 111m❑❑m❑❑r❑Dd ad❑❑ad D-❑ FFn❑D ❑❑❑D❑❑❑m 11111❑❑m❑❑m❑®mo E11111 111m❑❑m❑ ❑❑m OOOEE Or FIMII=m❑❑mom❑❑d ad m❑d Or❑IDmD D'❑❑d❑d 1111❑d D FUMM DDD'❑❑❑111 a FFM ❑❑m 1111111111 D-110❑FMM❑❑❑❑D❑m m EM❑❑"m❑T❑mID❑❑ 5. Cancellation ❑lidEr=❑FFflDEr❑❑m 110D•❑1FMFFflmIDDIDDFFM a. -❑❑❑ [I= ❑D❑❑d❑ DDD'd❑ m❑❑❑❑ 11111 110❑❑ ❑❑❑®Dm]❑❑lid DIDDD'lid Fri❑Dm11 Ell]r®❑1E D❑a❑r❑m❑FM 11DDI7❑mmD=❑1FFFMmo❑FFFFT❑❑ ❑m m❑❑❑ ❑m D-❑ 011101 m ❑❑m"m❑1V❑mID❑❑ D-d 1111E 11111D m❑D A m❑mm r DID❑❑❑❑mOm110 ❑Dd Cr DID❑❑ EErOOEE1'mIID❑mid DD❑D}❑❑❑❑❑d ED m❑D7EFFF❑DID r❑❑D D=d[Er SOD❑mDDm❑111❑1nd IlEr ❑M ❑ DFU❑❑zFzTr❑❑❑m=❑a:7 m❑1fl❑FFF1fl❑m❑dOr=❑❑ b. ❑ ❑❑❑❑m DDDm111 ADD❑❑ ❑m❑❑FFM❑❑D-❑ [EEr-DEl' ❑❑❑❑d ED d❑1111E FM❑❑1D❑=❑❑1r=O❑❑d E1EE11r d❑❑r®❑❑ D❑HOEUDMO❑mmDFFM❑MMO 8. Other Insurance (1) ❑❑❑d❑DZ]❑❑Dr❑❑ =❑❑ ❑FDA❑d❑[111❑ ❑O] a. CD LE]r❑❑m DD DDd F-M❑®❑❑ED m❑mmE[E]❑FTM ODUDELITIr E111❑❑❑❑m❑❑❑IDS D==Ir[E❑IE❑❑m❑❑❑m❑O]Fill]❑=D-❑111m❑❑mom D'❑❑D❑HTED ❑❑❑MEr[❑r1]Or FM ❑FFF1❑❑❑gym❑m❑m (2) ❑❑❑d❑Dm ❑❑❑r❑❑ ED❑❑ ❑FFM El dD®D mD FMm❑❑m❑m❑DM[IME❑ram❑❑❑m❑DD IDm❑DD❑ m❑m❑DH❑❑FF[n 111111 mDZIM❑r❑❑❑D7 111MD-11 ❑7MID❑DD'❑mDJdrMF r❑❑m❑❑7 ❑ ❑❑❑❑❑7ME❑❑7'❑❑m❑DD❑DmD7IDFFM❑❑❑mDd❑ c. ❑ ❑m FTM❑ME]d❑=r E[]D'm[IFTU=F MIIFT MDO] 1E1DD'Dr d❑❑7❑d DOE❑m❑Dmd Or EME11❑ Ed❑DmED 111111❑d 1Emr d DFFFFFFM❑m III[Ad r❑DEE11]❑❑❑ 11 111D❑m FqM❑m❑❑mod==[]=Q-r d 111Er 11IFF11 d. ❑❑DID❑❑❑7m❑m❑DFFM❑❑❑FD❑]❑❑❑7❑❑❑FFM 11 b. ❑ ❑❑❑❑❑7❑D❑EEKIDm❑DD❑DmD1]❑DD'❑11❑7❑-❑ d❑❑Ell=[Immm❑❑ID❑❑m❑ Or[lid m❑71id❑ ❑]❑D'❑❑m❑D Dm FgM[I ❑DIDD-DmD-❑m❑ZID❑❑ ❑ODm❑Dd❑❑IE "❑DID[1❑]❑]❑DID❑E1'❑m❑FFn❑ 1jd FFFMO 11 EL❑7 e. ❑❑ MED11 ❑mmDd DID❑❑l] ❑d DID❑®FM (1)❑❑❑❑❑ HOME 11111111110 110111111 ❑❑D mD❑❑❑11DD D ❑❑❑lid❑❑❑7'lid❑7❑DID'11111111 Id❑❑❑dA❑❑ ❑❑ ❑]❑E❑❑mDD[Old❑❑❑m❑?❑❑011117FM1111❑71111 m❑❑❑❑❑ID❑r❑❑7Dd m DM❑❑D-❑Cr❑❑❑ID❑ID❑❑IY]DII] ❑❑m❑m❑❑❑7❑OOMIDD'❑❑m❑D'❑❑d❑d❑[Dd Or❑ ❑❑❑lid❑D❑T lid❑m❑m❑IMMIDEr❑❑lid❑❑❑m❑❑❑ -F-]=❑DD'❑mD Or❑❑l❑dFF ❑Dz7110111111 Or 111r❑1D❑7❑❑❑❑m❑mmDm❑❑❑mID❑❑❑ ❑11FFT ]DJm❑®❑DJ❑mD1❑DID❑d❑QD EL®-d Ell] - (2) =❑❑❑ID110DDDD1Ed ad❑DII➢❑m❑d F-MFFIMMEE]r d❑ r❑❑❑d❑7 ❑ ❑❑❑❑I❑❑d Or OFFF[❑7D-FFFfl❑rD❑m❑7 f. i❑❑❑[❑IDDmD❑Olrid ED Or DEEM Eld]D❑®❑❑D®❑❑❑ 9• Premium Audit m ❑❑m-❑❑IM❑m❑❑ID❑7 a. _ ❑❑ ❑C Z]❑❑= ❑mD Ir❑❑110❑m ]Ir❑ EE❑D 6. Changes ❑❑❑L]r❑❑❑❑❑D-FFniii❑❑❑ Erd❑❑m❑❑mD❑❑DtD-❑[I]m ❑❑d IV❑❑7= 11117❑❑❑❑m❑❑❑❑d 111]mm❑❑7'❑❑]❑❑❑7111111]D7❑❑m❑ ❑ b. =❑I❑❑❑=ad❑❑❑❑]❑M❑❑]❑❑❑O]❑ 110❑FF111 D❑ 7d❑d DID❑❑MIMFM❑❑❑d DIDmr❑d❑❑❑❑DEt DDd❑7m ❑MED❑DD'❑❑❑m Or❑ EEL]d m❑m❑D'❑❑❑11 DIED =110D-F1FnD7'1jd❑❑❑❑7❑m❑1]❑❑❑❑D❑d❑❑ID❑❑ID'❑❑❑❑ d❑❑❑DI❑D'❑❑❑]❑❑❑❑❑ []=111]❑❑❑❑m❑❑❑]❑❑❑❑❑ FFn❑z] ❑❑m❑❑❑❑ ❑J EE ❑m❑ ❑J O m❑m❑FFFn ❑❑❑D ❑❑d mD❑D-❑]d ED❑❑❑❑mID m❑11111111111101111❑D-❑d❑ ❑❑DD'101117 D-❑1❑m❑=1117❑m❑❑❑d❑d QD'❑7❑DDd❑ Or 111111011 EEt=[I❑❑D-❑]d❑7Dd❑17Dd❑D=DIDDID❑❑ ---1--F-d D'm❑1111E ®D❑l❑D❑❑d❑❑7❑D'❑d❑7❑❑❑❑d❑❑❑d❑❑1I[E ❑❑❑d FF[n Or❑❑11011❑❑❑❑[lid D❑IM]❑D❑❑0=111d[❑Cd❑❑7❑7❑❑ 7. Maintenance Of/Changes To Controlling ED❑mom❑Dm❑m❑ I]Eljdm❑mmadm❑dFFF1 Underlying Insurance Or DO Ill Q❑7DCd❑ID-❑IDDmD Or[lid 111][Ir D ❑CD=" j =r❑FFFM❑❑❑❑dOr❑I❑❑❑❑fir ❑❑DD]❑❑❑ EMOOFTITIODElEr Elid EEr❑❑[Ell]=11❑❑11111r 111Er11=1111 ❑1111WILLad❑❑]❑❑]F[fl❑❑❑=❑FFF❑❑�W r❑d❑=1111 1117 ❑❑Z] ❑❑mD❑❑❑❑lid❑❑❑7r❑d❑❑ D7DD❑❑❑❑D-❑mD DID❑Dm❑❑7 Dr❑❑Dllr❑d❑DII➢[I❑❑❑7 c. ❑❑❑®Dm]❑❑❑d=EE: ❑d m❑DIDI]11IF❑❑7rd FH11E 111]D'111117❑I❑❑IIID❑7❑17d1111m❑7❑❑❑❑❑❑d'11D❑II➢DZ FF❑❑ ❑IMrO❑FFM❑❑ ❑❑❑ ❑❑❑d❑ DID D-❑❑❑]❑❑ D❑]mm❑"m❑T❑FTF❑❑❑Dd D'DIm❑❑❑]D7❑❑❑EI'❑EDOM] D7❑❑❑❑7FFFfl❑❑❑❑d❑I]❑d❑=1111]D❑]❑IIDm❑II➢❑m r❑mDID T❑❑❑"❑❑r m Or❑d❑❑❑❑1T❑❑11❑❑=❑❑7❑D ❑FTE D❑]DDW❑❑❑❑DM ADD'❑❑m❑7❑❑1111= Page 4 of 5 11 MMEE-r DOE11110 Or DEFITF MMFMM IIDI❑❑❑= CX 00 01 04 13 11 10.Loss Payable ❑ ❑ID ❑❑D-❑EID❑IDD-❑®❑❑❑❑ram=❑[r❑❑D- ❑FFT❑D dDr=DFIT OUT❑❑❑ID ErAOOFMOM1❑❑= d 1110EIDEFTMEEDIDDUMElir Er FFT1I r=mm ---❑L-= EM❑EMDEHd[1110® ❑FMB ODEr❑ [Iff❑FF1 ❑IIDllr❑❑❑❑ ❑d'ED] ❑M ❑❑m ❑❑=d-❑❑-Fill DLI]r❑z7mZD❑❑ID❑Cd D❑❑❑❑m a. ❑❑❑mmr d❑7 m❑lr d FF7 m❑[r❑®❑-d Er=1111 -❑❑❑❑D❑-❑D 110❑D-❑❑m❑❑❑❑IDm❑❑d 1111❑❑D❑ mrEr"--❑m❑❑m❑❑❑❑❑ID❑mod❑[111]❑❑m-❑❑ ❑❑❑Cd m❑mm❑❑❑=❑D-d mom?❑d'm❑V❑FFFP❑❑ "r'Li=LLd L li m9mod❑ ❑❑d ErMII=❑D❑❑m'mdJ❑ID❑mmDID❑--[➢m ❑ b.❑❑❑❑❑❑❑ID❑m❑❑❑1111-❑❑IIIm❑d❑M❑❑❑m-❑❑ ❑❑m❑❑❑-m❑❑D1117d- "❑❑ID111111m11TU❑EI'❑ EETM m❑1'r❑1IG❑IDd11 -❑ID❑IDm111EM❑DIDErOFMM DID❑D-❑❑mIDrFFIM❑❑ ID FIr-❑❑❑7❑❑-d❑oor11 Mod EMDM1I ID❑DID❑ ❑❑❑- ❑m❑❑m❑m❑m❑-=-❑m❑❑❑❑❑Erm❑❑❑❑FTM Dr❑❑d❑❑❑❑❑EDr Ell rFTM❑mD'❑❑❑❑❑❑ 11[DOOMED m❑❑D-DIED frh-❑Cr--om❑❑-m®❑--❑-❑❑ EIImr❑d- _-❑❑m "m❑r❑®❑❑ ❑❑d a❑ID-- -Tr❑d rl-d=A- --=d It[DIr❑m❑oM=[M =rd"=]rIDC?❑D-❑m❑-DIDID❑ID❑❑❑l1 ED D-❑u-- 13.When We Do Not Renew -MCz -d-I❑- 11.Legal Action Against Us MF1i '--d-=d - -- ❑[111TE❑DEr❑❑11IDr=1111 ❑[ID G L---r-d- r- ❑-❑❑®FTIn❑m❑d=❑D-d❑ ❑❑❑❑DrmE=r=r_ ❑mm❑m❑❑z]Cr-❑=lidErF IOD m❑❑❑❑[[]❑--D-=r-im❑m❑ram❑❑mDID❑❑IIEE[O❑❑ ❑❑❑D-❑❑❑-[=ram 1111]r❑❑❑❑❑-mELL,[-om-❑❑❑❑❑❑d❑❑m[][Door Do[11❑❑ a. ❑❑m--❑-❑--Dr --D'❑❑D❑7-❑-FUMED❑ ❑mr❑m❑Cd❑[M- ❑❑DDFM❑m]❑❑HYCd❑❑❑❑❑❑Zr❑❑-❑mom❑d IffEr Ell ❑-❑gym❑ ❑[mod❑1Y❑❑mm❑®❑®®mI] [Do b. ❑❑❑FT1111-MEEIDS❑D7r111111[11D=11111 7❑[IDIDM] iEr--_M7❑m=MI �❑❑-❑m-❑❑❑mom❑❑om-m- SECTION IV-DEFINITIONS ❑-D'm❑QD'QIr❑❑❑oDm❑-❑❑❑I]❑-❑m[r❑m❑D"11LCG -- d-IJMMEE - _ZG-❑ -❑ ❑❑m "m❑r❑Nn❑❑ ❑❑❑11]r❑❑d❑m®❑❑❑-D-111111111111 m❑IEI[lid❑❑❑❑- --d r=❑❑IDmr--z ID7mDEIIIm❑TTFFn❑ID❑M❑D-❑❑m❑DD❑ ❑❑❑-D❑I7❑=❑D-d❑ O=❑m FTFFFI❑=❑❑IID❑[[]❑ZD-❑ Ed ❑ID❑❑»❑moD❑-❑Cd❑m❑ID❑D❑]❑❑HE -DID❑❑D-❑❑❑md-DEr❑ZI-DDr❑❑ EEIFM =o=❑❑ 1. "❑❑❑TODID❑❑❑❑ddr=❑❑-❑D-❑❑❑EI'❑❑❑❑❑m❑❑m ❑❑❑DID❑-®FTMFMUEEr❑❑mm❑-D-❑❑d❑D❑M❑❑❑1111 ❑❑ ❑D-❑❑m❑ErF_MT DEr1IOm❑IDIIDd❑IDFrm❑❑ ❑❑❑❑ 11❑11❑T1idI>7111❑mID11m❑ ❑❑d❑ D❑❑IIr❑m❑m❑❑ddr❑=❑❑❑m❑d❑M❑❑❑7'm❑IE❑FFFM❑❑ ❑D-m-❑m❑D❑d QPl m1IlV01111❑ID❑d D-ffH❑m❑D-D.,,❑ ❑d D-DID❑m❑D-❑❑❑M'❑ d'- -❑❑ ❑I➢[Ifl❑❑- D'❑ -❑❑ ❑❑DID -❑❑M 2.D"❑❑❑r❑®❑-d D'DID❑ EE]Er"Ho 000❑❑7❑❑m❑D-Dr11 12.Transfer Of Defense D❑❑ID❑m❑m❑❑ddr❑=❑❑❑m❑d❑UT❑❑Q➢"m❑if❑FFFFTI❑ ❑❑d D-=❑m❑D❑❑DE1'- a. Defense Transferred To Us 3.D"❑m❑IIDo❑❑❑❑ID❑mmD r❑❑m=m❑m=❑Zd❑❑m ❑ ❑❑❑❑=0 ID DID❑[L_"—_r- __--d rZ❑❑ ❑❑�I]Dr❑❑EMDr❑ODIUM Do]❑❑oD❑FOOD❑ ID❑❑❑D ❑ ❑D•❑❑❑V'❑ ❑❑m❑ ❑❑❑❑❑ ❑m- d-u Dill "m❑r❑mID❑-dD-DID❑m❑D-❑❑❑EI'-❑❑ID❑❑7 ❑EE rd❑❑mm mO11❑❑Gr0�❑oz�' -r❑®❑❑ ❑❑dd-M❑m❑D-❑❑❑M'❑D❑m 4. "-[IIr❑ED'Cd❑❑11111'm❑❑❑ M11 =11rm7d❑❑❑❑❑E -❑❑ d❑-❑m❑ [r❑❑❑❑rr❑d❑ -❑ ❑= G ❑❑ ❑® m❑Et❑d❑[EI❑-❑❑❑❑❑DID❑-[�'m❑[ ❑DID❑❑❑❑d D-DID❑❑ m❑❑D'❑-mm❑®❑❑❑❑r-=®❑FT[nE[]❑ZIIm❑m -❑Er❑❑❑ 1'QIrM❑®❑❑-❑'7❑m❑['7ll] ❑❑❑=d Mi -❑UTFMmGID❑❑ID❑d❑❑❑❑❑m 5. "R❑-mod❑T1fl[Inn❑❑❑❑m-❑❑DOGm❑-❑ID DID❑D -❑❑❑oD❑HIM-❑D'❑❑m❑❑❑❑IDm❑❑d 1111❑oD❑ "m❑r❑DID❑mod D'M❑m❑D'❑❑LI'-❑❑DID❑-mm❑❑ ❑❑❑rd m❑mm❑❑❑=❑Dr Ed m❑m]❑d'm❑V❑MID❑❑ FIM11❑ ❑❑dErMII ID❑D-❑❑❑E1'❑ d=_zmDID❑[IFTFM m 6. "❑FFFM❑-❑❑❑--❑EI'❑❑❑❑❑m-❑❑---m❑on❑mr❑ ❑❑m❑❑❑-m❑❑]-d[Ell r❑d❑❑❑➢❑❑❑r d-❑m❑D--FTMD-❑mmD❑❑m 1101H] b. Defense Transferred By Us -❑❑ID❑DID❑D-lid D]❑m❑❑❑❑ID❑❑=❑IDm7d❑IDID❑m ❑ ❑❑❑❑❑Dr❑ID DID❑--❑D-❑❑m❑❑❑m❑❑❑❑❑❑ ❑❑[I❑❑❑m ❑❑m❑-m ❑m❑❑❑❑]d ❑Er Ed❑ ❑ErOEd❑md❑-❑mm® a. ❑❑EM1❑❑❑❑mod Ell]❑❑❑FFfl][I]Jd-mr❑®❑m❑❑1lr❑ m❑m❑ b. ❑-Dr❑ ❑mod DOE ❑Dr❑❑-❑d❑D❑-❑r❑m-m❑❑ D•❑m❑d-❑-❑QIr d m--m-D'oD❑m❑m ❑DID❑-1]0❑❑-❑E1'❑ID❑❑d❑❑d❑�❑mmm❑❑momI -❑❑"m❑r❑®❑❑❑❑d D'M❑❑-❑D❑❑❑M'❑m❑❑IIDm -❑❑T ❑[r❑d❑❑d-❑lI❑-❑m-m❑❑mom CX 00 01 04 13 11 MMEEr 1111][11111 Er=FTFn MMFMM 11❑❑= Page 5 of 5 PRIMARY NONCONTRIBUTORY - OTHER INSURANCE PROVISION The following Condition is added to the policy: Primary Noncontributory—Other Insurance The insurance provided by this policy is primary, and will not seek contribution from any insurance available to an additional insured under this policy, provided that: (a) The additional insured is a named insured under such other insurance; and (b) Prior to an "occurrence" you agreed, in a fully executed written contract or agreement, that this insurance would be primary and would not seek contribution from any insurance available to that additional insured. This endorsement does not change any other provision of the policy. Page 1 of 1 PXS 21030 1221 Waiver of Transfer of Rights of Recovery Against Others to Us (Waiver of Subrogation) Endorsement The following is added to SECTION III —CONDITIONS: 13. Transfer of Rights of Recovery Against Others to Us We waive any right of recovery against any person or organization, because of any payment we make under this Coverage Part, to whom the insured has waived its right of recovery in a written contract or agreement. Such waiver by us applies only to the extent that the insured has waived its right of recovery against such person or organization prior to loss. This endorsement does not change any other provision of the policy. Page 1 of 1 PXS 30000 1221