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HomeMy WebLinkAboutDIGITAL MAP PRODUCTS -2007INSURANCE ON FILE WORK MAY PROCEED UNTIL INSURANCE EXPIRES 7 oz6 - C? CLERK OF COUNCIL DATtrp 14 * n: PwA CZ) Ter Cable 2007 DIGITAL MAP PRODUCTS, INC. This document and any portion thereof may not be reproduced without the prior written consent of DIGITAL MAP PRODUCTS, INC. A- 2007 -078 SUBLICENSE AGREEMENT Agreement No. 070401 D This Sublicense Agreement (Agreement) is made and entered into as of April 1, 2007 (the Effective Date) by and between Digital Map Products, Inc. ( "DMP ") and The City of Santa Ana (Licensee). Unless otherwise defined herein, all capitalized terms in this document have the respective meanings assigned to them in Section 1. RECITALS A. DMP is an authorized Sublicensor of certain Contributed Databases which are owned by third parties. B. Licensee desires to acquire from DMP and DMP desires to grant to Licensee a non - exclusive right and sublicense to use the Licensed Products containing all or portions of the contributed databases solely for the Purpose hereinafter defined. C. Licensee desires to acquire from DMP and DMP desires to provide certain Non - licensed Products and Services. D. Licensee currently holds perpetual rights to Rights -of -ways and Parcel database. NOW, THEREFORE, in consideration of the mutual promises, covenants, and agreements set forth herein, the parties of this Agreement hereby agree as follows: DEFINITIONS 1.1 Contributed Database /Contributor Database shall mean those certain Databases licensed by those certain Contributors to DMP with the right to grant sublicenses as set forth herein. The Licensed Products and Contributors relevant to this Agreement are identified in Exhibit A attached hereto and incorporated by reference herein. 1.2 Contributor shall mean a third party licensor of Contributed Databases to DMP. 1.3 Database shall mean a compilation of geographic, cartographic, engineering, architectural, tabular, text and /or other data, information or works, including, but not limited to, graphic and /or file data in automated or manual form. Sublicense Agreement No. 070401 D 1.4 Derivative Databases or Products shall mean all works created by Licensee which incorporate all or part of the Contributed Database, including, but not limited to, a revision, modification, translation, abridgment, condensation, expansion, collection, compilation or any other form of, or modification to the Contributed Database. 1.5 Documentation shall mean all manuals, user documentation, and other related materials pertaining to the Licensed Products which are furnished in order to ensure proper and /or ease of use of the databases by Licensee. 1.6 Licensed Products shall mean those portions of the Contributed Databases set forth in Exhibit A of this Agreement. 1.7 Non - Licensed Products and Services shall mean those Products and Services set forth in Exhibit B that are not Contributor Databases. Non - Licensed Products and Services shall be bound by the same terms as Licensed Products if they are derivatives of Licensed Products. 1.8 Owners shall mean the owners of certain Contributed Databases referred to in Exhibit A. 1.9 Peripheral Databases or Products shall mean any work created by Licensee that does not incorporate, or use as a base, any portion of the Contributed Database or Derivative Product. 1.10 "Purpose" shall mean the non - commercial use of Licensed Products for Licensee's normal business activities by its employees, agents and contractors, subject to the terms and conditions herein or as herein modified in accordance with Section 2. Specifically excluded from the Purpose is the public display or depiction of the Thomas Bros. Maps Digital Database, Commercial Pre - packaged Digital Imagery, Property Records tabular Data, or Raster Tax Maps on the Internet or other public electronic transmission. 1.11 Visual Output shall mean all printouts, plots, displays, photographic film, printed matter and other visual representation of data. 2. EXPANDED DEFINITION OF PURPOSE If in the future, during the term of this Agreement, or any subsequent extensions, Licensee requires an expanded definition of the Purpose to meet its normal non- commercial business objectives, DMP shall not withhold such an expanded definition so long as such expanded definition does not cause Licensee to in any way compete with DMP or Owners. Page 2 Sublicense Agreement No. 070401 D 3. GRANT OF RIGHTS DMP hereby grants, and Licensee hereby accepts, subject to the terms and conditions of this Agreement, a non - exclusive, non - transferable, and non - assignable right and sublicense to use the Licensed Products solely for the Purpose, from the Effective Date hereof until this Agreement is terminated or expires in accordance with its terms. Licensee may produce Visual Output from the Licensed Products and /or from Derivative Products for its normal business use. Licensee may also externally distribute Visual Output, including distribution to Licensee's contractors, consultants and agents that Licensee engages for the Purpose as long as the Visual Output does not compete with or replace, current products and /or services of DMP or any of its affiliates or Owners. Licensee shall not be precluded from charging fees for the distribution of such Visual Output provided that such fees are for the sole purpose of recouping costs consistent with Licensee's normal business practices. Without limiting the foregoing, Licensee understands and agrees that it shall in no event use any aspect of the Licensed Products to produce maps of any kind, or map - related or other information using the Thomas Bros. Maps Page and GridTM, for any use or purpose other than the Purpose. Licensee may create Derivative Products to the extent that such Derivative Products contribute to the Purpose. Licensee shall be entitled to possess and use such Derivative Products, royalty -free, in perpetuity, under the terms of this Agreement, solely for the Purpose provided that use of such does not include any manner of attempt to reverse - engineer any aspect of Licensed Products. Licensee may provide copies of Derivative Products to DMP, but Licensee is not obligated to provide such copies at any time. Licensee shall have no right to assign, transfer, or sublicense any aspect of the Licensed Products or Derivative Products except as and to the extent and on the terms agreed, in writing, in advance, by DMP in its sole and absolute discretion. As a condition for such authorization by DMP, if granted, each such other party must abide by the restrictions on Licensee's use in this Agreement and execute an agreement satisfactory to DMP. Licensee's third party contractors, agents and consultants may use the Licensed Products and Derivatives in digital format for Licensee's Purpose provided however that said third parties do not sell, license, or otherwise distribute Licensed Products, Derivative Products or any portion thereof and that such other parties must execute and abide by the terms of a consultant use agreement to be provided by DMP and approved by Licensee. Licensee shall not be precluded from charging fees for the distribution of Licensed Products and Derivative Products to third party contractors, agents and consultants provided that such fees are for the sole purpose of recouping costs consistent with Licensee's normal business practices. Licensee may distribute Derivative Products in digital format without restrictions to other third parties who have signed agreements with DMP for Licensed Products from which such Derivative Products were created. Licensee may distribute Derivative Products to other third parties without signed agreements with DMP only by signing a separate Page 3 Sublicense Agreement No. 070401 D contributor agreement with DMP in which Licensee becomes a Contributor as defined herein. Upon termination of this Agreement, Licensee's rights to the County Parcel Landbase (Right of Ways and Parcels) as listed on Exhibit A attached hereto, shall continue as a perpetual term license in its most recent state of delivery. Future updates to the County Parcel Landbase will be available to Licensee at prevailing rates and terms. 4. DELIVERY 4.1 Delivery Formats. DMP shall deliver each of the Licensed Products to Licensee in a standard format compatible with Licensee's choice of either Intergraph, ESRI or AutoDesk GIS platform as of the Effective Date. During the term of this Agreement, should Licensee require the Licensed Products compatible with an additional GIS platform supported by DMP, DMP shall deliver such Licensed Products in the requested format within 30 days of written request thereof for a mutually agreed upon service charge. Licensed Products shall be delivered on mutually acceptable media compatible with Licensee's computer system. If Licensee has special delivery and /or format requirements, a predetermined mutually agreed upon service charge will be included in the price of the initial delivery and all subsequent deliveries to which the special requirements apply. DMP shall notify Licensee of any changes in the format of the Licensed Products at least 30 days in advance of delivery. DMP shall format and deliver the Licensed Products within thirty (30) days of DMP's receipt of this signed Sublicense Agreement. 4.2 Delivery Responsibilities. DMP shall be responsible for the delivery of all Licensed Products. Licensee shall be responsible for installation of Licensed Products and maintenance updates, or new Licensed Products. For invoicing purposes installations shall be considered to be complete thirty (30) days from date of delivery. 5. SUPPORT 5.1 Regular Support. For the term of this Agreement DMP will provide telephone support for Licensed Products at the prevailing DMP technical consulting rates. Such support will be provided by technical staff as resources are available. 5.2 On -Call Support. Licensee may elect for On -call customer support and be provided with priority telephone access and an E -Mail address to communicate support issues to DMP for an annual fee. Normal hours of operation for On -Call Support are 8:00 a.m. to 5:00 p.m. PST. A technical consultant will respond to all telephone requests submitted within four business hours and to all emergency requests within two business hours. A technical consultant will provide up to 40 hours per year of technical consulting resources required to address any specific issues as directed by Licensee. Page 4 Sublicense Agreement No. 070401 D Any additional resources requested by Licensee will be made available at the prevailing DMP technical consulting rates. Licensee will appoint one contact person for addressing support issues to DMP. 6. MAINTENANCE AND MODIFICATIONS. 6.1 Maintenance Update Schedule. Licensee shall receive Database updates to the Licensed Products according to the schedules identified in Exhibit C, Product Update Schedule. 6.2 Responsibility for Maintenance Updates. DMP assumes responsibility for providing updates outlined in Exhibit A, to Licensee based upon the Update Schedule specified in Exhibit C. As part of its responsibility, DMP shall ensure that the updates provided are delivered within a reasonable level of accuracy and completeness in accordance with the Product Specification Summaries as detailed in Exhibit F. 6.3 Modifications to the Licensed Product. Licensee shall be entitled to modifications to the Licensed Products as part of the normal update process. Licensee may, from time to time, at no cost to Licensee, request that DMP incorporate certain features, enhancements or modifications into the Licensed Product. DMP may, in its sole and absolute discretion, undertake to incorporate such changes and distribute the Licensed Products, as modified, to all or any of DMP's licensees. Unless otherwise specified by DMP, such modifications and material automatically shall be deemed included within the definition of the term "Licensed Products" and subject to the terms and conditions of this Agreement and shall be the sole property of DMP. DMP shall be under no obligation to make modifications that may be required for Licensee - specific needs. DMP and Licensee reserve the right to separately negotiate terms and conditions for joint projects to upgrade the Licensed Products ( "Upgrade Projects ") that the parties may enter into in writing, in order to create and market new data products and services. 6.4 Errors in the Licensed Product. Licensee may identify errors in the Licensed Product to DMP, but Licensee shall not be responsible for correcting such errors. Any errors detected by Licensee and identified to DMP in writing shall be forwarded to Owners. Owners shall investigate all errors and may at their sole discretion decide to fix such errors in which case such corrections shall be included in the next scheduled update of the Licensed Product to Licensee. DMP shall provide written feedback to Licensee with respect to the disposition of all errors communicated to DMP in writing. 7. FEES, PAYMENT AND ACCEPTANCE. 7.1 Fees and Payments. In consideration of the license rights granted in Section 3 above, Licensee shall pay fees for the Licensed Products and Non - Licensed Products /Services as set forth in Exhibit A and Exhibit B, plus all applicable taxes. All payments will be made in accordance with the schedule in Exhibit E. Page 5 Sublicense Agreement No. 070401 D 8. PROTECTION OF LICENSED PRODUCT. 8.1 Proprietary Notices. Owners claim and reserve all ownership and rights afforded at law and in equity in all data, compilations, and materials that constitute the Licensed Products, including, but not limited to, all rights under federal copyright law. Licensee agrees to respect and not to remove, obliterate, or cancel from view any copyright, trademark, confidentiality, or other proprietary notice, mark, or legend appearing on the Licensed Product or on the Visual Output, including, but not limited to, any such notices displayed to the user during the operation of the Licensed Products and any such notices in the Documentation, and agrees to use its best efforts to reproduce and include the same on any copy of the Licensed Product or any portion thereof distributed to Licensee's consultants, agents and contractors. Map printouts and plots shall bear the following notice: Copyright 2007, All Rights Reserved Licensee shall use the same reasonable effort to include the above notice on all Visual Output and shall at all times exert no lesser effort than that Licensee uses to protect Licensee's own intellectual property. Licensee further agrees to use its best and reasonable efforts to require all contractors, consultants and agents using the Licensed Products, as provided in Section 3, to include the above notice on all Visual Output. 8.2 Ownership. Licensee further acknowledges that the Licensed Products in any form provided by DMP and any copies thereof, including, without limitation, all portions of the Derivative Products that are copied from or based on the Licensed Products, are the sole property of Owners. Except for the rights expressly granted to Licensee herein, Licensee shall not have any right, title, or interest in or to such portions of the Derivative Products or to the Database or Documentation or any copies of any of the foregoing except as expressly provided in this Agreement, and further shall secure and protect the Database consistent the terms of this Agreement. DMP and Owners make no claim of ownership or copyright in or to any original data contributed by Licensee to the Licensed Products or Derivative Products. All copyrights associated with the Licensed Product and relevant Contributed Databases and all other rights thereto not specifically granted to the Licensee in this Agreement are reserved by DMP. Nothing contained in this Agreement shall be construed as conferring any license or right with respect to any trademark, trade name, brand name, or the corporate name of DMP or Owners. 8.3 Licensee's Ownership. DMP acknowledges that the Peripheral Products in any form, and any copies thereof, including, without limitation, any portion thereof which may have been given to DMP, are the sole property of Licensee. DMP shall not have any right, title, or interest in or to said Peripheral Products or the Peripheral Products data or documentation or any copies of the foregoing except as expressly provided in this Agreement. DMP shall secure and protect Peripheral Products consistent with the terms of this Agreement. All copyrights associated with Peripheral Products, and all other rights thereto not specifically granted to DMP in this Agreement are reserved by Licensee. Nothing contained in this Agreement shall be construed as Page 6 Sublicense Agreement No. 070401 D conferring any license or right upon DMP or Owners with respect to any Licensee logo, seal, product name, or the corporate name of Licensee. 9. CONFIDENTIALITY AND INJUNCTIVE RELIEF. 9.1 Acknowledgment. Licensee hereby acknowledges and agrees that the Licensed Products are valuable and proprietary, embodying substantial creative efforts, trade secrets, and confidential information, ideas, and expressions of Owners or DMP. Accordingly, Licensee agrees to treat the Licensed Products as confidential information in accordance with the confidentiality requirements and conditions set forth below. 9.2 Acknowledgment. DMP hereby acknowledges and agrees that the Derivative Products and /or Peripheral Products are valuable proprietary products, embodying substantial creative efforts, trade secrets, and confidential information, ideas and expressions of Licensee. Accordingly, DMP agrees to treat (and take precautions to ensure that its employees treat) the Derivative and /or Peripheral Products as confidential information of the Licensee in accordance with the confidentiality requirements set forth below. 9.3 Injunctive Relief. Licensee acknowledges that the unauthorized use, transfer, assignment, sublicensing, or disclosure of the Licensed Products, Documentation, Derivative Products or copies thereof will (i) substantially diminish the value to Owners of the trade secrets, copyrights, and other proprietary interests that are the subject of this Agreement; (ii) render DMP's remedy at law for such unauthorized use, disclosure, or transfer inadequate; and (iii) cause irreparable injury. If Licensee breaches any of its obligations with respect to the use or confidentiality of the Licensed Products, Documentation, or Derivative Products, DMP shall be entitled to equitable relief to protect its interests therein, including, but not limited to, preliminary and permanent injunctive relief. 9.4 Injunctive Relief. DMP acknowledges that the unauthorized use, transfer, assignment, sublicensing, or disclosure of the Peripheral Products and /or Derivative Products or copies thereof will (i) substantially diminish the value to Licensee of the Peripheral Products and /or Derivative Products; (ii) render Licensee's remedy at law for such unauthorized use, disclosure, or transfer inadequate; and (iii) cause immediate irreparable injury. If DMP breaches any of its obligations with respect to the use or confidentiality of the Peripheral Products and /or Derivative Products, Licensee shall be entitled to equitable relief to protect its interests therein, including, but not limited to, preliminary and permanent injunctive relief. 9.5 Maintenance of Confidential Information. Each party agrees to keep confidential all confidential information disclosed to it by other party in accordance herewith, and to protect the confidentiality thereof, in the same manner in which it protects the confidentiality of similar information and data of its own (at all times exercising at least a reasonable degree of care in the protection of confidential information); provided, however, that neither party shall have such obligation with respect to the use or disclosure to others of any confidential information that can be established to have: (a) been known publicly; (b) been known generally in the industry before communication by the disclosing party; (c) become known publicly, without fault Page 7 Sublicense Agreement No. 070401 D on the part of the receiving party, subsequent to disclosure by the disclosing party; (d) been known otherwise by the receiving party before communication by the disclosing party; (e) been received by the receiving party without any obligation of confidentiality from a source (other than DMP) lawfully having possession of such information or, (f) which is required to be disclosed pursuant to any local, state or federal law or regulation. Upon (presentation of just cause and) ten (10) days' written notice to Licensee, DMP shall have the right to inspect and audit Licensee's procedures and to examine Licensee's computer systems in order to determine whether such procedures and computer systems comply with the requirements set forth in this Agreement. 10. WARRANTY. 10.1 Limited Warranty. DMP represents and warrants to Licensee that the Licensed Product will perform in all material respects. DMP further represents and warrants that it has the right to enter into this Agreement and to grant Licensee the rights granted hereunder. Should DMP be in breach of its representation and warranty under this Section 10.1, DMP's entire liability and Licensee's exclusive remedy under this Agreement shall be, at DMP's option, which option shall be exercised, within thirty (30) business days from the date of Licensee's notice of breach, either (i) return the Licensed Product(s) in exchange for the full refund of all of the fees paid for such Licensed Product, or (ii) repair or replace the Licensed Product upon its return to DMP provided, however, that DMP receives written notice from Licensee of a breach of warranty. Any replacement Licensed Product will be warranted for the remainder of this Agreement. 10.2 Infringement. (a) If any action or proceeding brought against Licensee is based on a claim of infringement arising out of Licensee's use of all or any portion of a Contributed Database included in the Licensed Products, and if Licensee notifies DMP within thirty (30) days after the receipt of knowledge of any such action or proceeding, DMP shall, at its own expense, do the following to assure continuation of the use of the Licensed Products and Documentation: (i) procure for Licensee the right to continue to use any part of the Licensed Product and Documentation affected by such action or proceeding; or (ii) replace or modify, with Licensee's approval, any Licensed Products and Documentation determined to be infringing such that the infringement is removed; or (iii) failing (i) or (ii) above reimburse Licensee for the pro rata portion of the Licensed Products license fee paid to DMP by Licensee, if any, for any period in which Licensee is unable to use the Licensed Product as a result of such action or proceeding. Licensee shall exert its best efforts to cooperate with DMP in DMP's defense of such actions and proceedings. DMP shall give Licensee prompt written notice of any potential infringement problems of which it becomes aware. (b) Notwithstanding anything to the contrary contained herein, DMP and Owners shall have no warranty, liability or obligation with respect to Peripheral Products or to any modifications of the Database by Licensee if, absent the incorporation of the Licensed Products or modifications made by Licensee, the claim of infringement would not have occurred. Further, if any claim, suit or demand is asserted Page 8 Sublicense Agreement No. 070401 D by a third party that, as a result of modifications by the Licensee, the Licensed Products as so modified infringes on intellectual property right of the third party or that Peripheral Products infringe on intellectual property right of the third party, Licensee shall defend, indemnify and hold harmless DMP with respect to any and all losses, necessary and reasonable costs, liabilities or damages resulting from or in conjunction with such claim (including reasonable and necessary attorneys' fees) and any judgment that may be awarded against DMP to the extent based upon such Licensee made modification or Peripheral Product. 10.3 Disclaimer of Warranties. THE WARRANTIES STATED IN SECTION 10.1 ABOVE ARE THE SOLE AND THE EXCLUSIVE WARRANTIES OFFERED BY DMP. THERE ARE NO OTHER WARRANTIES RESPECTING THE LICENSED PRODUCT, DOCUMENTATION, OR SERVICES PROVIDED HEREUNDER, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTY OF DESIGN, OF MERCHANTABILITY, OF FITNESS FOR A PARTICULAR PURPOSE, OR AGAINST INFRINGEMENT, EVEN IF DMP HAS BEEN INFORMED OF SUCH PURPOSE. NO AGENT OF DMP IS AUTHORIZED TO ALTER OR EXCEED THE WARRANTY OBLIGATIONS OF DMP AS SET FORTH HEREIN. 10.4 Limitation of Liability (a) Except as otherwise expressly set forth in this Agreement, neither DMP, Owners nor Licensee shall be liable to any of the others for any special, indirect, incidental or consequential damages resulting from a breach of this Agreement including, but not limited to, loss of use of or under - utilization of labor or facilities, loss of revenue or anticipated profits, or claims of customers, resulting from performance or nonperformance of the obligations under this Agreement. (b) Except for claims of infringement or unauthorized disclosure of the other party's proprietary or confidential information, any provision herein to the contrary notwithstanding, the maximum liability of DMP to any person, firm, or corporation whatsoever arising out of or in connection with any license, use, or other employment of the Database delivered to Licensee hereunder, when such liability arises from any claim based on breach or repudiation of contract or warranty, shall in no case exceed the actual Licensed Product License Fee paid to DMP by Licensee for the Licensed Product, the license, use, or other employment of which gives rise to the liability. Page 9 Sublicense Agreement No. 070401 D 11. TERM OF AGREEMENT. This Agreement shall be effective on the Effective Date and shall continue in effect for a period of five (5) years, unless terminated earlier in accordance with the terms and conditions of Section 12. 12. DEFAULT AND TERMINATION 12.1 Events of Default. This Agreement may be terminated by the non - defaulting party if any of the following events of default occur: (a) a party materially fails to perform or comply with this Agreement or any provision hereof; (b) a party fails to strictly comply with the provisions of Section 8 (Protection) or of Section 9 (Confidentiality and Injunctive Relief) or makes an assignment in violation of Section 16 (Non - assignability); (c) any transfer, sale, merger, or acquisition of more than fifty percent (50 %) of the issued and outstanding shares or assets of either party; (d) a party ceases doing business, becomes insolvent or admits in writing its inability to pay its debts as they mature, or makes an assignment for the benefit of creditors; (e) a petition under any foreign, state, or United States bankruptcy act, receivership statute, or the like, as they now exist, or as they may be amended, is filed by a party; (f) such a petition is filed by any third party, or an application for a receiver is made by anyone and such petition or application is not resolved favorably within ninety (90) days. 12.2 Effective Date of Termination. Termination under subparagraphs 12.1(b), (c), (d), (e), or (f) above shall be effective on notice. Termination under subparagraph 12.1 (a) shall be effective thirty (30) days after notice of termination to the defaulting party if the defaults have not been cured within such thirty -day (30 -day) period. 12.3 Obligations on Expiration or Termination. Upon expiration or termination of this Agreement, Licensee shall cease and desist all use of the Licensed Products, and Licensee shall promptly deliver to DMP at termination all full, or partial, copies of the Licensed Products and Documentation in Licensee's possession or under its control. Expiration or termination shall not prohibit Licensee from continued use of Peripheral Products in perpetuity under the terms specified herein and continued use of Derivative Products in perpetuity under the terms specified herein provided that such use does not include any manner of attempt to recreate any form of the Licensed Products from such Derivative Products and Licensee continues to protect such Derivative Products in perpetuity as outlined in this Agreement. Licensee acknowledges that its failure to comply with the obligations of this Section will constitute unauthorized use of the Licensed Products, entitling DMP to equitable relief as specified herein. 13. INDEPENDENT CONTRACTOR STATUS DMP agrees that DMP is an independent contractor and not an employee of the Licensee and all of DMP's personnel shall be employees or subcontractors of DMP and not employees of the Licensee. DMP 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. Page 10 Sublicense Agreement No. 070401 D 14. INSURANCE REQUIREMENTS DMP shall obtain, at its sole cost and file with licensee prior to exercising any right or performing any obligation pursuant to this Agreement, and maintain for the period in which annually licensed products are in effect, a policy or policies of liability insurance and a certificate of such insurance, satisfactory to Licensee, naming Licensee, its officers and employees as additional insured, which insurance coverage shall not be less than that provided in the form of a comprehensive liability insurance policy against injuries to persons or property resulting from or arising out of negligent operations of DMP, its officers or employees. Said policy or policies of insurance shall provide coverage for both general liability and automobile liability in not less than the following minimum amounts: One Million Dollars ($1,000,000.00) combined single limit for automobile liability, including bodily injury and property damage; One Million Dollars ($1,000,000) general aggregate for general liability. Said policy or policies shall also contain a provision that no termination, cancellation or change of coverage of insured or additional insured shall be effective until after thirty (30) days notice thereof has been given in writing to Licensee. DMP shall give to Licensee prompt and timely notice of claims made or suit instituted arising out of Digital Map Product's operations hereunder. DMP shall procure and maintain, at its own cost and expense, any additional kinds and amounts of insurance, which in its own judgment, may be necessary for its own for its proper protection in the performance of the work. 15. NOTICES. All notices, authorizations, and requests in connection with this Agreement shall be deemed given (a) five days after being deposited in the mail, postage prepaid, certified, or registered, return receipt requested; or (b) one day after being sent by overnight courier, charge prepaid; and addressed as first set forth above or to such other address as the party to receive the notice or request so designates by written notice to the other, addressed as follows: If to Digital Map Products: If to Licensee: Digital Map Products, Inc. 1936 E. Deere Ave., Suite 220 Santa Ana, CA 92705 Attn: Contracts Phone: (714) 727 -1234 16. NON - ASSIGNABILITY City of Santa Ana 20 Civic Center Plaza Santa Ana, California 92701 Attn: James G. Ross Phone: (714) 647 -5654 Licensee may not assign or transfer this Agreement or all or any part of its rights hereunder, by operation of law or otherwise, without the prior written consent of DMP. Any unauthorized assignment or transfer shall be null and void and shall constitute grounds for immediate termination of this Agreement under Section 12 above. DMP may assign this Agreement to a related party, or unrelated party as part of a merger, acquisition or the business re- organization and Licensee hereby consents to such assignment. This Agreement shall inure to the benefit of and be binding upon any permitted successor or assign. Page 11 Sublicense Agreement No. 070401 D 17. GOVERNING LAW The validity, interpretation, construction and performance of this Agreement shall be governed by the laws of the State of California, without regard to the conflicts of laws principals thereof. 18. SEVERABILITY If any provision of this Agreement shall be held by a court of competent jurisdiction to be illegal, invalid, or unenforceable, the remaining provisions shall remain in full force and effect. 19. MISCELLANEOUS. 19.1 Entire Understanding. This Agreement and the exhibits signed or initialed by Licensee attached hereto contain the entire understanding and agreement between the parties respecting the subject matter hereof and all prior quotations, invoices, negotiations, understandings, representations, and agreements of the parties, whether oral or written, are superseded in their entirety. 19.2 Modifications to Agreement. This Agreement may not be supplemented, modified, amended, released, or discharged except by an instrument in writing signed by each party's duly authorized representative. 19.3 Headings Not Controlling All captions and headings in this Agreement are for purposes of convenience only and shall not affect the construction or interpretation of any of its provisions. 19.4 Consent to Breach Not Waiver. Any waiver by either party of any default or breach hereunder shall not constitute a waiver of any provision of this Agreement or of any subsequent default or breach of the same or a different kind. 19.5 Third Party Beneficiary. Licensee acknowledges that the provisions of this Agreement are intended to inure to the benefit of the Owners. If Licensee breached any of these provisions, the Owners will be entitled to enforce this Agreement directly against the Licensee, whether in DMP's or the Owners' name. Licensee further acknowledges that DMP executes this Agreement as principal on its own behalf and, exclusively to accept or otherwise perfect the Owners' rights against Licensee, as agent on behalf of the Owners. Page 12 Sublicense Agreement No. 070401 D IN WITNESS WHEREOF, the parties have caused their duly authorized representatives to execute and deliver this Agreement as of the date first set forth above. ATTEST: �A� A E. i EALY Clerk of the Council APPROVED AS TO FORM: JOSEPH W. FLETCHER City Attorney Laura Sheedy Assistant City Attorney CITY OF SANTA ANA DAVID N. REA City Manager RECO ENDED FOR PR VAL: CONSULTANT JAM S G. ROSS JAMES SKURZYNSKI Ex cutive Director t P blic Works Agency Digital Map Products, Inc. TAX I D# 201430696 Page 13 Sublicense Agreement No. 070401 D Exhibit A Agreement 070401 D SCHEDULE OF LICENSED PRODUCTS Licensed Product Description Orange County R/W and Parcels Property Records Tabular Data Raster Tax Maps Thomas Bros. Maps Database Census Data & Polygons Geographic Boundaries of Licensed Products All Licensed Products, with the exception of the Thomas Bros. Maps Database, are geographically bound by the data boundary as illustrated in Exhibit G. The Thomas Bros. Maps Database will include all of Orange County. Perpetual License Fee Schedule for all Perpetual Licensed Products Product Description Fee* None $ 0.00 Annual License Fee Schedule for all Annual Licensed Products /Services Product Description I Annual Fee* Right of Ways and Parcel Maintenance $ 4,997.00 Thomas Bros. Maps Database $ 4,500.00 Property Records Tabular Data & Raster Tax Maps $ 16,988.00 1' Stock Aerial Images $ 3,800.00 Census Data and Polygons (To be delivered upon public $ 0.00 release of 2010 data.) * All fees are exclusive of local sales tax which will be itemized at time of invoice Sublicense Agreement No. 070401 D Exhibit B Agreement 070401 D NON - LICENSED PRODUCTS & SERVICES Annual Fee Schedule for Non - licensed Products & Services Products /Services Description Annual Fee* - 3" Custom Ortho Imagery (Revised) (Billed in Years 1 thru 3) ** $ 28,600.00 Wall murals (Qty 7 – 66 x 66) and (Qty 5 – 40 x 40) $ 6,216.00 (Billed in Years 1 thru 3) Licensed data setup & delivery ( years 1 thru 5) $ 20,000.00 Traffic book - 1 full delivery of PDF's ($75 per page) $ 7,875.00 (Billed in Year 3) —Optional Products /Services Annual Fee* On -call services $ 10,000.00 * All fees are exclusive of local sales tax, which will be itemized at time of invoice ** Service Specifications included in Exhibit F Sublicense Agreement No. 070401 D Exhibit C Agreement 070401 D PRODUCT UPDATE SCHEDULE Lt /Service Description Right of Ways and Parcels Property Records Tabular Data Raster Tax Maps Thomas Bros. Maps Database (County Wide) Census Data & Polygons Optional Products F- Update Schedule April 2007 and each year thereafter Monthly — the last day of the following month April 2007 and each year thereafter April 2007 and each year thereafter To be delivered upon public release of 2010 data Update Schedule Sublicense Agreement No. 070401 D Exhibit D Agreement 070401 D EFFECTIVE DATE AND AMENDMENT DATES Effective date of this Agreement is April 1, 2007. The following amendments have been made to this Agreement Amendment Description Date None Sublicense Agreement No. 070401 D Exhibit E Agreement 070401 D FINANCIAL SUMMARY Licensed Products & Services Product Description Fee Yr 1 Fee Yr 2 Fee Yr 3 Fee Yr 4 Fee Yr 5 Original Agreement 2007 2008 2009 2010 2011 County Right of Ways $ 4,997.00 $ 4,997.00 $ 4,997.00 $ 4,997.00 $ 4,997.00 Thomas Bros Maps $ 4,500.00 $ 4,500.00 $ 4,500.00 $ 4,500.00 $ 4,500.00 Property Attribute Data $ 16,988.00 $ 161988.00 $ 16,988.00 $ 16,988.00 $ 16,988.00 & Raster Tax Maps Setup & Delivery $ 20,000.00 $ 20,000.00 $ 20,000.00 $ 20,000.00 $ 20,000.00 1' Stock Aerial Images $ 3,800.00 $ 3,800.00 $ 3,800.00 $ 3,800.00 $ 3,800.00 3" Custom Ortho $ 28,600.00 $ 28,600.00 $ 28,600.00 $ 0.00 $ 0.00 Wall Murals $ 6,216.00 $ 6,216.00 $ 6,216.00 $ 0.00 $ 0.00 Traffic Book Updates $ 0.00 $ 0.00 $ 7,875.00 $ 0.00 $ 0.00 Census $ 0.00 $ 0.00 $ 0.00 $ 0.00 $ 0.00 $ 85,101.00 $ 85,101.00 $ 92,976.00 $ 50,285.00 $ 50,285.00 Totals per year Product Description Fee Yr 1 Fee Yr 2 Fee Yr 3 Fee Yr 4 Fee Yr 5 Optional Products 2007 2008 2009 2010 2011 On -call Services Totals per year $ 10,000.00 $ 10,000.00 $ 10,000.00 $ 10,000.00 $ 10,000.00 $ 10,000.00 $ 10,000.00 $ 10,000.00 $ 10,000.00 $ 10,000.00 NOTE: Any discrepancies in fees between this Exhibit E and Exhibits A or B, Exhibits A and B control. This Exhibit E is for summary purposes only. Sublicense Agreement No. 070401 D Exhibit F Agreement 070401 D SERVICES SPECIFICATIONS ORTHOPHOTOGRAPHY Project Scope The scope of this project is to provide 0.25 -foot pixel resolution color digital Ortho - photography for the City of Santa Ana. In addition to the Ortho - photography a Digital Terrain Model (DTM) and DTM generated 2 -foot contours will be produced and provided as a digital deliverable. The project limits will be based upon the City's boundary plus a buffer as outlined in attached image file in Exhibit G. Project Approach Ground Control and Airborne GPS Procedures We propose to establish (8) eight ground control points that will be constrained and adjusted in relationship with the High Precision Geodetic Network to meet Second Order control specifications, or better. In order to reduce the number of ground control points, we propose to use airborne GPS to supplement the surveyed ground control. GPS field crews will conduct observations in accordance with the guidelines set forth in the draft Federal Geodetic Control Committee (FGCC) "Geometric Geodetic Survey Standards and Specifications for Geodetic Surveys using GPS Relative Positioning Techniques," version 5.0, dated May 1988, reprinted with corrections August 1, 1989. All surveying will be performed under the direction of a licensed land surveyor in California. All surveys will be completed using dual - frequency GPS receivers. Static survey techniques and fieldwork will be documented with field observation sheets to be filed with the project survey files. The observed data will be checked for completeness, accuracy, and conformance to project specifications. We will use an airborne GPS system designed for direct geo- referencing of aerial photography. GPS technology and post - processing software within this system measures the absolute position (X, Y, Z) and rotation elements (omega, kappa, phi) of each photograph. The system also measures the position of the camera perspective center and orientation angles of each photograph at the exact time of exposure. We propose to combine these results with the ground survey points and provide a rigorous bundle adjustment before the start of compilation. GPS Survey Adjustments Upon completion of all GPS observations and baseline post - processing, a comprehensive least squares network adjustment will be made of the entire control network using GeoLab least squares software. The datum for horizontal adjustments and positions will be the North American Datum of 1983 (NAD 83). The datum for vertical adjustments and elevations will be the North American Vertical Datum of 1988 (NAVD 88). All horizontal values will be published in the California Coordinate System 1983 (CCS83), Zone 6, State Plane values in U.S. Survey Feet. Deliverables • Proposed ground control layout and flight map • Complete digital listing of all control station coordinates Sublicense Agreement No. 070401 D Flight Campaign All aerial photography will be performed in accordance with specifications established by the American Society of Photogrammetry and Remote Sensing. A precision aerial camera with 6 -inch nominal focal length and forward motion compensation will be used. The proposed photoscale will be Iinch = 500 feet. Planning and acquisition will be performed under the direction of Psomas' licensed land surveyors and photogrammetry staff. Aerial Photography Negative Processing The exposed film will be processed using the latest technology. All negatives will be clear, sharp, and free of major blemishes or damage. Each individual frame will be labeled with the date ofphotography, photo scale, flight line number, and exposure number. Negative Scanning Negatives will be scanned using a photogrammetric grade scanner at 2100 DPI, 12 -14 micron equivalent scan resolution to be used in the creation of the digital orthophotography. Digital files will be stored in .TIF file format and prepared for the orthorectification processing and subsequent mosaicking and tiling. No resampling will occur on the raw scanned product, prior to final tile production. Contact Print Production Using the indexed negatives acquired in the flight campaign, one (1) set of 9 inch by 9 inch contact prints will be produced using a digitally controlled multi- dodge contact printer. Quality Control A controlled production environment will be employed to minimize the intrusion of dust and particles during all of the above production phase. All efforts will be made to keep the materials free of dust and particles, however due to the high resolution of the final product; minimal artifacts may appear visible under highly magnified viewing. Aerial Triangulation Analytical stereoplotters will be utilized to read the fiducials, passpoints, and control panels. Using aerial triangulation software to collect the required readings, a strip adjustment will be conducted to check for control blunders. After all control is verified, we will use the aerial triangulation software to run the final analytical adjustment. This final adjustment will create x, y, and z coordinates on all passpoints, to be used in subsequent mapping operations. The aerial triangulation software also creates the necessary photo centers for use in the digital orthophotography preparation. Aerial triangulation results will be verified to meet industry standard levels. Deliverables • Camera Calibration Certificate One (1) set of 9 -inch by 9 -inch contact prints ASCII files of coordinate values for all aerial triangulated points Sublicense Agreement No. 070401 D Digital Terrain Modeling (DTM) Compilation and 2-foot Contour Generation During the DTM compilation, elevation data will be captured by photogrammetric techniques using analytical stereo plotter devices. Each stereo model will have a series of breaklines and mass points, created to accurately depict the terrain. From this information, the DTM will be triangulated and utilized for the generation of the digital orthophotography. Quality control will consist of a check of various stereo models and compiled DTM data versus the previously collected photo identification points. Quality control will consist of a systematic check of various stereo models versus the compiled DTM data. Our operators will verify horizontal and vertical positions of the collected mass points and breaklines to check mapping accuracy. From the compiled DTM, a 2 -foot contour dataset will be generated using Industry Standard Site Design software. Contour data will be interpolated from the DTM and not photogrammetrically compiled. This process provides for a highly detailed generation of the contours; however, some level of aesthetic smoothness may be lost in the final representation. Deliverables • Digital file of compiled DTM in DGN file format. • Digital file of DTM derived 2 -foot contours in DGN file format. Digital Orthophotography Production The orthophotography will be prepared with 0.25 -foot resolution, and will meet and /or exceed National Mapping Accuracy Standards. All orthophotography will be delivered in GEO_TIF and MrSID image file formats with associated World files. The images will be mosaic'd and seamless in appearance. Radiometric adjustments will be performed to balance brightness and contrast of the imagery over the entire project area. We will submit for the City's approval a resultant sample to get acceptance of the proposed final product appearance. The orthorectified .TIF files will be tiled for delivery according to an index, tiling scheme, and file naming convention provided by the City. The tiled files will be edge matched and seamless in appearance. The MrSID compression will be conducted at a minimum 20:1 ratio to create a singular file consisting of all seamless orthorectified tiles. Deliverables Detailed Summary • Orthorectified image files in GEO TIF file format • MrSID compressed and mosaic'd imagery Photo index sheet of tiled files • DVD Delivery in bound and labeled binder Project Summary • 3 Inch Imagery • 0.25' pixel (1 " =500' Photoscale with 1 " =100' Horizontal Mapping Accuracy) • 0.25' Respectively Pixel Color Orthophotography • 2 -foot DEM Derived Contours and DTM (1 " =500' Photoscale) • 225 Stereo Models • 236 Exposures • 11 Flight Lines • 8 Aerial Control Points Sublicense Agreement No. 070401 D Services Included. FLIGHT MISSION AND AERIAL CONTROL SURVEY w /AIRBORNE GPS NEGATIVES PROCESSING, SCANNING AND CONTACT PRINTS (1) ONE SET, GPS AND FIELD DATA PROCESSING, PROJECT MGMT & QUALITY CONTROL DIGITAL ORTHO PRODUCTION WITH CONTOURS AND DTM DATA DELIVERED ON DVD Cost Summary Product City of Santa Ana 3" Aerial Imagery $85,800 Fixed Price Professional Services Rate Table: In the event Licensee requires additional services from DMP not covered under the scope of this Agreement, the following rates shall apply for the term of this Agreement: Sr. GIS Consultant $175.00/hr GIS Consultant /Programming $140.00/hr Sr. GIS Technical Consultant $125.00 /hr GIS Technical Consultant $100.00/hr GIS Technician $ 85.00 /hr Sub - contract Surveyor $160.00/hr Timeframe: The flight dates shall be scheduled sometime during the summer /fall of 2008 with said flight date being scheduled when photography can be acquired on a clear day between 10:00am and 2:OOpm PST when clouds, fog, haze, smog or precipitation does not obscure the ground. The actual flight(s) are expected to take from (1) to (2) days, assuming acceptable weather conditions. To the extent adverse weather conditions delay the flight(s), this shall constitute an automatic extension of one (1) day for each day the flights are not able to be flown. Our recommended weather conditions for best quality would be 10 miles of visibility. Once imagery is flown, product will be delivered within 75 days. This document will serve as a framework for arriving at the Digital Map Products solution that best meets the needs of the City of Santa Ana. When you are ready to move forward with this project, Digital Map Products team will prepare a project schedule, involve our Orthophotography Partner along with a Santa Ana Technical Account Manager to begin the services work detailed above. Sublicense Agreement No. 070401 D TRAFFIC BOOK UPDATES Licensee will be provided with 1 complete set of PDF files representing the entire city. This will be a one -time delivery meeting the following specifications: Specifications Size 3400'x 4200' Scale 1" = 100' with a 500' overlap Add major street names Add page number in lower right corner (Match existing grid) Add date in lower right corner WALL MURALS DMP will provide Licensee with a complete upgrade of their wall murals in year three of the contract. The wall murals will be upgraded using 1 -meter imagery with a flight date that falls within five months of the year three flight date representing the entire city. Deliverables: Seven (7) large digital mosaic 1 -Meter stock imagery 66" x 66 ", mounted on 1/2" gator board with black edge stock framing. Because of the size of the wall mural, each deliverable will be two plots seamlessly joined to create a 66" x 66" image mounted on '/2 " gator board with black edge stock framing. Five (5) small digital mosaic 1 -Meter stock imagery 40" x 40 ", mounted on '/2" gator board with black edge stock framing. ON -CALL SERVICES DMP will provide Licensee with GIS services on- demand at a 10% reduction from its best available rates. Services provided will be mutually agreed upon and detailed scope of work documented in writing. Fees for on -call services will be drawn from an account that shall accumulate at a rate of $10,000 per year. Any balance remaining in this account at the conclusion of year 4 of this Agreement may be deducted from the balance due on the payment for year 5 at the sole discretion of Licensee. Any balance at the conclusion of this Agreement at the end of year 5 shall be automatically paid to Licensee within 30 days of request, or kept on account for up to 3 additional years for use toward future services. On -call services shall include but not be limited to the following: • Digital Orthophotography Enhancements • Data Conversion and Data Maintenance • Custom Data Deliveries • Special Training • Data Backup and Emergency Data Access Sublicense Agreement No. 070401 D Exhibit G Agreement 070401 D CITY BOUNDARY AND BUFFER ........ --- ...... .A.......... . 6045461.99309273 6082503.61150537 [2234117.176735031 2234117.17673503 . ............................... 6045461.99309273 2197715.9054492 ......... ............................... 6082503.61150537 2197715.9054492 Copyright 2002, All Rights Reserved Data Boundary for 2007 Digital Map Products Data Licensing Agreement W I ; ACORD CERTIFICATE OF LIABILITY INSURANCE 06/28 2007' 06/28/2007 PRODUCER Woodruff - Sawyer & Co. 220 Bush St., 7th Floor San Francisco CA 94104 (415) 391 -2141 A — oZ`30d2 —d y rJ /i% -oi002 —095' THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE INSURED Digital Map Products 1936 E. Deere Avenue, Suite 220 Santa Ana, CA 92705 nnvcn w r_co A � f —,2 o o 7-0 7.3 INSURER A Federal Insurance company INSURER B: INSURER C: INSURER D: INSURER E: 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LT. TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION MiDnrm LIMITS A GENERAL X LIABILITY COMMERCIAL GENERAL LIABILITY CLAIMS MADE FK OCCUR 35801235 67/26/2007 07/26/2008 EACH OCCURRENCE $ 1,000,000 FIRE DAMAGE (Any one fire) $ 1,000,000 MED EXP (Any one person) $ 10 ,000 PERSONAL & ADV INJURY $- 1-10-0-0-1000 GENERAL AGGREGATE $ 2,000,000 - GEN'L AGGREGATE LIMIT APPLIES PER 1-1 POLICY PR0. LOC PRODUCTS - COMP/OP AGG $ Included A AuroMOBILE LIABILITY ANYAUTO 74992471 07/26/2007 07/26/2008 COMBINED SINGLE LIMIT (Ea accident) $ 1,000,000 ALL OWNED AUTOS SCHEDULED AUTOS BODILY INJURY (Per (Per person) X HIRED AUTOS X NON -OWNED AUTOS - BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ ANY AUTO OTHER THAN EA ACC AUTO ONLY: AGG $ $ EXCESS LIABILITY OCCUR FI CLAIMS MADE EACH OCCURRENCE $ AGGREGATE $ ' DEDUCTIBLE $ RETENTION $ S 1Y1 EMPPLOYERS''LIABN� ON AND APPROVED AS TO 1' RM WCSLIMIT OTH- E.L. EACH ACCIDENT $ E.L. DISEASE -EA EMPLOYE $ OTHER Laura Stitt SLl-edy t ssistant City Attorax,,' E.L. DISEASE - POLICY LIMIT $ $ $ DESCRIPTION OF OPERATIONSJLOCATIONS /VEHICLESIEXCLUSIONS ADDED BY ENDORSEMENTISPECIAL PROVISIONS The City of Santa Ana, its officers, employees, agents, volunteers and representatives are included as Additional Insureds with respect to General Liability per the attached form #80 02 2000. CFRTICICATC un1 nce --- - -•- -- - -_ -- -- _ _ _ _ _ _ -- City of Santa Ana Attn: Teri Cable 20 Civic Center Plaza Ross Annex, M -21 Santa Anna, CA 92701 LOAN #: ACORD 25S (7197) ID #: SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL MAIL 30 r YS:_NIRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, AUTHORIZED REPRESENTATIVE r r-_ m ACORD I IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). 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). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. NAMED INSURED: Digital T I "roducts POLICY NUMBER: 35801235 General Liability Supplementary b. release attachments; Paymm7ft but only for bond amounts within the available Limit Of Insurance. We do not have to (continued) furnish these bonds. C. reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of such claim or suit, including actual loss of earnings up to $1000 a day because of time off from work. D. costs taxed against the insured in the suit, except any: attorney fees or litigation expenses; or other loss, cost or expense; in connection with any injunction or other equitable relief. E. prejudgment interest awarded against the insured on that part of a judgment we pay. If we make an offer to pay the applicable Limit Of Insurance, we will not pay any prejudgment interest based on that period of time after the offer. F. interest on the full amount of a judgment that accrues after entry of the judgment and before we have paid, offered to pay or deposited in court the part of the judgment that is within the applicable Limit Of Insurance. Supplementary Payments does not include any fine or other penalty. These payments will not reduce the Limits Of Insurance. Our obligation to make these payments ends when we have used up the applicable Limit Of Insurance, Coverage Territory This insurance applies anywhere, provided the mstrred's responsibility to pay damages, to which this insurance applies, is determined in a suit on the merits brought in the United States of America (including its possessions and territories), Canada or Puerto Rico, or in a settlement to which we agree. �~ ��s:.:. ��• x����r�^ �a: xsew: �= :x��;:.a�;�zz�:::.a���- .�s:�� Who Is An Insured Sole Proprietorships If you are an individual, you and your spouse are insureds; but you and your spouse are insureds only with respect to the conduct of a business of which you are the sole owner. If you die: persons or organizations having proper temporary custody of your property are insureds; but they are insureds only with respect to the maintenance or use of such property and only for acts until your legal representative has been appointed; and your legal representatives are insureds; but they are insureds only with respect to their duties as your legal representatives. Such legal representatives will assume your rights and duties under this insurance. liability Insurance -_ � -.,.,,, ,, -- - -.1 -,U.,& Page 5 of 32 Who Is An Insured (continued) Partnerships Or Joint If you are a partnership (including a limited liability partnership) or a joint venture, you Ventures are aninsured. Your members, your partners and their spouses are insureds; but they are insureds only with respect to the conduct of your business. .,_.,..:ice ..u_._..ti Z- ��3,..r:. °t;w.,;�.7::..n'..,...i xi:.{ .w- ...,. a`: ..rdt�.s;. .l"z�, u,u'ts.::._ r..e...'? >- n*",d.:e. Limited Liability Companies If you are a limited liability company, you are an insured. Your members and their spouses are insureds; but they are insureds only with respect to the conduct of your business. Your managers are insureds; but they are insureds only with respect to their duties as your managers. ,rr�„,z Other Organizations If you are an organization (including a professional corporation) other than a partner ship, joint venture or limited Iiability company, you are an insured. Your directors and officers are insureds; but they are insureds only with respect to their duties as your directors or officers. Your stockholders and their spouses are insureds; but they are insureds only with respect to their liability as your stockholders. Employees Your employees are insureds; but they are insureds only for acts within the scope of their employment by you or while performing duties related to the conduct of your business. However, no employee is an insured for: A. bodily injury, advertising injury or personal injury: 1. to you, to any of your directors, managers, members, officers or partners (whether or not an employee) or to any co- employee while such injured person is either in the course of his or her employment or while performing duties related to the conduct of your business; 2. to the brother, child, parent, sister or spouse of such injured person as a consequence of any injury described in subparagraph A.1. above; or 3. for which there is any obligation to share damages with or repay someone else who must pay damages because of any injury described in subparagraphs A.1. or A.2. above. With respect to bodily injury only, this limitation does not apply to: • you or to your directors, managers, members, officers, partners or supervisors as insureds; or • your employees, as insureds, with respect to such damages caused by cardio- pulmonary resuscitation or first aid services administered by such an employee; or B. property damage to any property owned, occupied or used by you or by any of your directors, managers, members, officers or partners (whether or not an employee) or by any of your employees. This limitation does not apply to property damage to premises while rented to you or temporarily occupied by you with permission of the owner. Liability Insurance Form 80- 02- 2000(Rev. 4-01) Contract Page 6 of 32 Who is An Insured (continued) Volunteers General Liability Persons who are volunteer workers for you are insureds; but they are insureds only for acts within the scope of their activities for you and at your direction. Real Estate Managers Persons (other than your employees) or organizations acting as your real estate managers are insureds; but they are insureds only with respect to their duties as your real estate managers. ......:- ...:..:...... �::. v:::: :::.v:.::ii }iY.v::; ::::: +•�: ::. Permissive Users i With respect to mobile equipment registered in your name under a motor vehicle registration law: Mobile Equipment A. persons driving such equipment on a public road with your permission are insureds; and B. persons or organizations responsible for the conduct of such. persons described in subparagraph A. above are insureds; but they are insureds only with respect to the operation Of the equipment and only if no other insurance of any kind is available to them. However, no person or organization is an inured with respect to: bodily injury to any co- employee of the person driving the equipment; or property damage to any property owned or occupied by or loaned or rented to you, or in your charge or the charge of the employer of any person who is an inured under this provision. :<;:.:;:.:.: :.:. ::.::: iii::; i:.:; i:;.:.::.:::::;:::.;:::.:.;: i.:. :;:;:;;:i:- :: >.:.,:;.;.;:.;:.;. Vendors Persons or organizations who are vendors of your products are insureds; but they are insureds only with respect to their liability for damages for bodily injury or property damage resulting from the distribution or sale of your products in the regular course of their business and only if this insurance applies to the products - completed operations hazard. However, no such person or organization is an insured with respect to any: • assumption of liability by them in a contract or agreement. This limitation does not apply to the liability for damages for bodily injury or property damage that such vendor would have in the absence of such contract or agreement; • representation or warranty unauthorized by you; • physical or chemical change in your products made intentionally by the vendor; • repackaging, unless unpacked solely for the purpose of inspection, demonstration or testing, or the substitution of parts under instruction from the manufacturer and then repacked in the original container, • failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business in connection with the distribution or sale of your products; • demonstration, installation, servicing or repair operations, except such operations performed at the vendors premises in connection with the sale of your products; or • of your products which, after distribution or sale by you, have been labeled or relabeled or used as a container, ingredient or part of any other thing or substance by or for the vendor. Liability Insurance Form 60-02 -2000 (Rev. 4-01) Contract Page 7 of 32 Who IS An insured Vendors Further, no person or organization from whom you have acquired your products, or any container, (continued) ingredient or part entering into, accompanying or containing your products, is an insured under this provision. ::.........: ...:.......:....:..:........ ......... :...:.......:......... ............:...- ..- ....,... .::.:.......:.,-....,:.,,,,.,,,......-,...:...-,......................,.................:.............::,.:.,............:.:..... .................:,........:.:. Lessors Of Equipment Persons or organizations from whom you lease equipment are insureds; but they are insureds only with respect to the maintenance or use by you of such equipment and only if you are contractually obligated to provide them with such insurance as is afforded by this contract However, no such person or organization is an insured with respect to any: damages arising out of their sole negligence; or occurrence that occurs, or offense that is committed, after the equipment lease ends. Lessors Of Premises Persons or organizations from who you lease premises are insureds; but they are insureds only with respect to the ownership, maintenance or use of that particular part of such premises leased to you and only if you are contractually obligated to provide them with such insurance as is afforded by this contract. However, no such person or organization is an insured with respect to any: • damages arising out of their sole negligence; • occurrence that occurs, or offense that is corrunitted, after you cease to be a tenant in the premises; or • structural alteration, new construction or demolition operations performed by or on behalf of them bsidi afy Or Newly Acquired Or Formed if there is no other insurance available, the following organizations will qualify as named insureds: Organizations a subsidiary organization of the fast named insured shown in the Declarations of which, at the beginning of the policy period and at the time of loss; such first named insured controls, either directly or indirectly, more than fifty (50) percent of the interests entitled to vote generally in the election of the governing body of such organization; or • a subsidiary organization of the first named insured shown in the Declarations that such first named insured acquires or forms during the policy period, if at the time of loss such fast named Insured controls, either directly or indirectly, more than fifty (50) percent of the interests entitled to vote generally in the election of the governing body of such organization. t< ns On Who Is An A. Except to the extent provided under the Subsidiary Or Newly Acquired Or Formed Insured Organizations provision above, no person or organization is an insured with respect to the conduct of any person or organization that is not shown as a named insured in the Declarations. B. No person or organization is an insured with respect to the: 1, ownership, maintenance or use of any assets; or 2. conduct of any person or organization whose assets, business or organization; Liability insurance Form 80-02 -2000 (Rau. 4-01) Contract Page 8 of 32 1 •� �sls Who Is An Insured Limitations On Who is An Insured (conSnued) General Uabliity You acquire, either directly or indirectly, for any: wily injury or property damage that occurred; or • advertising injury or personal injury arising out of an offense fast committed; in whole or in part, before you, directly or indirectly, squired such assets, business or organization. Llmits Of Insurance The Limits Of Insurance shown in the Declarations and the rnles below fix the most we will pay, regazdless of the number of: • insureds; • claims made or suits brought; or • persons or organizations malting claims or bringing suits. The Limits Of Insurance apply separately to each consecutive annual period and to any remaining period of less than twelve (12) months, starting with the beginning of the policy period shown in the Declarations, unless the policy period is extended after issuance for an additional period of less than twelve (12) months. In that case, the additional period will be deemed part of the last preceding period for purposes of determining the Limits Of Insurance. General Aggregate Limit Subject to the Each Occurrence Limit, the General Aggregate Limit is the most we will pay for the sum of: • damages for bodily injury and property damage, except damages included in the products- completed operations hazard; and • medical expenses. Products - Completed Subject to the Each Occurrence Limit, the Products - Completed Operations Aggregate Limit'is 1the Operations Aggregate most we will pay for the sum of damages for bodily injury and property damage included in the Limit products - completed operations hazard, Advertising rtising Injury And The Advertising Injury And Personal Injury Aggregate Limit is the most we will pay for the sum of Personal Injury Aggregate damages for advertising injury and personal injury. Limit ::.:<.:.. _......_.... _ ...................:.. .:..............:.. .................... ............ ................_........-........_....::........................................................ .._..............:.......... Each Occurrence Limit The Each Occurrence Limit is the most we will pay for the sum of: ... damages for bodily injury and property damage; and • medical expenses; arising out of any one occurrence. Any amount paid for damages or medical expenses will reduce the amount of the applicable aggregate limit available for any other payment. Liability Insurance Form 80-02 -2000 (Rev. 4 -01) Contract Page 9 of 32 .ACORD,R CERTIFICATE OF LIABILITY INSURANCE °Aizi?biz007' PRODUCER Woodruff - Sawyer & Co. 220 Bush St., 7th Floor THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. San Francisco CA 94104 POLICY EFFECTIVE POLICY EXPIRATION LIMITS (415) 391 -2141 A--2o07-078 / INSURERS AFFORDING COVERAGE INSURER A. Travelers Indemnity Company of Connecticut NA_IC_# INSURED 25682 Digital Map Products, Inc. 1936 E. Deere Avenue, Suite 220 Santa Ana, CA 92705 INSURERS $ wsuRER c �—I COMMERCIAL GENERAL LIABILITY INSURER _ $ INSURER E. MED EXP (Any one person) $ COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FORTH E 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR T DD' POLICY NUMBER -- SYPF..DE jIjRANCE _ POLICY EFFECTIVE POLICY EXPIRATION LIMITS NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO 00 SO SHALL 20 Civic Center Plaza GENERAL LIABILITY Ross Annex, M -21 REPRESENTATIVES. ^UTBORI ?ED REPRESENTATIVE EACH OCCURRENCE $ I �—I COMMERCIAL GENERAL LIABILITY _ $ DAMAGE TO RENTED PREMISES Ea occurence MED EXP (Any one person) $ 1 CLAIMS MADE ❑ OCCUR PERSONAL& ADV INJURY _ $ GENERAL AGGREGATE S GENTAGGREGATE LIMITAPPLIES PER: I LPRODUCTS- COMPIOPAGG $ POLICY I PRO —1 LOG j A.UTOMOBILELIABILITY ANY AUTO CCMBINED SINGLE LIMIT (Ea accident) $ - -_ INJURY (Per person) (Per co — ALL OWNED AUTOS SCHEDULED AUTOS S —_ i` BODILY INJURY (Per accident) $ HIRED AU LOS I I Y NON OWNED AUTOS - - - - -- PROPERTY DAMAGE (Per accident) I$ GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ OTHERTHAN EAACC $ ANY AUTO $ AUTO ONLY AGG EXC ESSIUMBRELLA LIABILITY C EACH OCCURRENCE $__ AGGREGATE $ OCCUR CLAIMS MADE _ S $ DEDUCTIBLE RETENTION $ 5 A WORHERS COMPENSATION AND EMPLOYERS'LIASILITY HEUB30291-41708 011011..D 008 O1 %012009 X WC STATU OTH -,I — EL EACH ACCIDENT 1,000,000 E L DISEASE EA EMPLOYEE$ _ 1,0(10,000 ANY PROPRIETORIPARTNERIEXECUTIVE OFFICERIMEMBER EXCLUDED' E.L. DISEASE - POLICY LIMIT If yes, describe under SPECIAL PROVISIONS below $ ['000,000 OTHER $ rl DESCRIPTION OF OPERATIONS) LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT) SPECIAL PROVISIONS Certificate of Insurance Only CANCFI 1 OTION 10 Day Notice for Non - Payment of Premium C ERl WICATE RVWV us ' SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION City Of Santa Ana DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN Attn: Teri Cable NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO 00 SO SHALL 20 Civic Center Plaza IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR Ross Annex, M -21 REPRESENTATIVES. ^UTBORI ?ED REPRESENTATIVE Santa Anna. CA. 92701 LOAN# I ACORD 25 (2001108) ID # 0 ACC ZD I " °' IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). 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). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25 (2001108) Client#: 6336 DIGITALMAD DATE (MMIDDNYYY) Ac0'RD_ CERTIFICATE OF -LIABILITY INSURANCE 07/22108 PRODUCER BB&T Insurance Svcs of CA,Inc. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE 2415 Campus Driver Suite 200 Irvine, CA 92612-8530 HOLDER. THIS CERTIFICATE DOES NOT AMEND, E)CrEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. JEXP R ON LATCEY 'M DO I 949 833-246i INSURERS AFFORDING COVERAGE NAIC # INSURED Digital Map Products 1936 East Deere Ave., #220 Santa Ana, CA 92705 INSURERA: Federal Insurance Company 20281 INSURER B: $1 000000 INSURER C X I COMMERCIAL GENERAL LIABILITY CI-AIMS MADE Fx� OCCUR INSURER E: 7A_�GE TO RENTED PREMISES E, Men., 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. 'NSR�ZN LTR TYPE OF INSURANCE POLICY NUMBER PD0ALTCEYfMMFI JEXP R ON LATCEY 'M DO I LIMITS A GENERAL LIABILITY 35801235WUC 107126/08 07126/09 EACH OCCURRENCE $1 000000 X I COMMERCIAL GENERAL LIABILITY CI-AIMS MADE Fx� OCCUR 7A_�GE TO RENTED PREMISES E, Men., sil-oo- _010-0-0 $10,000 MED EXP (My an. Pmorn) PERSONAL & ADV NJURY $1,000,000 GENERAL AGGREGATE s2,000,000 _j'LPALG'GREn L MIT APPLIES PER -1 PRODUCTS - COMPIOP AGG $1 000000 'Y PRO- JE'T F LOC A AUTOMOBILE LIABILITY ANY AUTO 74992471 07/26108 07/26109 COMBINED SINGLE LIMIT (Ea accidentl $1,000,000 ALL OWNED AUTOS SCHEDULED AUTOS BODILY INJURY ( Perperson) $ HIRED AUTOS X NON-OWNED AUTOS BODILY INJURY (Per SGccent) $ X PROPERTY DAMAGE (Per accident) IS GARAGE LIABILITY AUTO ONLY � EA ACCIDENT $ ANY AUTO OTHER THAN EA ACC $ $ AUTO ONLY AGG A EXCESSIUMBRIELLA X] LIABILITY OCCUR CLAIMS MADE 93639107 07126/08 07126/09 EACH OCCURRENCE s3000000 AGGREGATE s3,000,000 $ DEDUCTIBLE S RETENTION $ WORKERS COMPENSATION AND WC STATU-1 OTH EMPLOYERS' LIABILITY E.L. EACH ACCIDENT I ANY PROPRIETORIPARTNEWEXECLTIVE OFFICER/MEMBER EXCLUDED' If y.t, d..mbc �nd., E.L DISEASE - EA EMPLOYEE $ E.L. DISEASE -POLICY LIMIT L CIS POLICY LIM T $ SPECIAL PROVISIONS bate. OTHER DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS The City of Santa Ana, its officers, employees, agents, Volunteers and representatives are included as Additional Insureds with respect to General Liability when required by written contract. TE City of Santa Ana Attn: Teri Cable 20 Civic Center Plaza Ross Annex, M -21 Santa Ana, CA 927DI I ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION HEREOF, THE ISSUING INSURER WILL XIj00WXRX§t MAIL 3n DAYS WRITTEN TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,XX1t&%kXXXxoo3c,0Mj( AUTHORIZED REPRESENTATIVE ,21&, eq 7' ACORD 25 (2001108) 1 of 2 #M450905 KJEAT 0 ACORD CORPORATION 1988 :.; IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). 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). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. rwrtu cu -a keuu uval y of 2 #M450905 Cliantlt- 195979E On&r%2^ITa/ A n AC.ORD- CERTIFICATE OF LIABILITY INSURANCE 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. DATE rSRI /04109D/YYY1� Q2/oa/o9 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION BB$T Insurance Services ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE of Grange County HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 680 Langsdorf Drive Suite 100 �� �� ?.. �.y 2f ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Fullerton, CA 92831 INSURERS AFFORDING COVERAGE NAIC # INSURED Digital Map Products INSURERA Travelers Indemnity Company ofAmeri 25666 INSURER e: 18831 Von Karman Avenue #200 INSURER C: S Irvine, CA 92612 INSURER D: " $ INSURER E: 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LTR rSRI TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION LIMITS GENERAL LIABILITY COMMERCIAL. GENERAL LIABILITY CLAIMS MADE OCCUR EACH OCCURRENCE S DAMAGE TU RENTED $ ; MED EXP (Any one ) PERSONAL E ADv INJURY ; GENERAL AGGREGATE S GENL AGGREGATE LIMIT APPLIES PER: POLICY M PRO LOC PRODUCTS - COMPXW AGG $ AUTOMOBILE LIABILITY ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS HIRED AUTOS NON -OWNED AUTOS i COMBINED SINGLE LIMIT (Ea accident) S BODILY (Per P— M) INJURY $ BODILY INJURY (Peracdderk) S PROPERTY DAMAGE (Per aocid") $ GARAGE LIABILITY ANY AUTO AUTO ONLY - EA ACCIDENT $ OTHER THAN EA ACC AUTO ONLY: AGG ; _ $ EXCESSAIMBRELLA LIABILITY OCCUR 0 CLAIMS MADE DEDUCTIBLE RETENTION $ EACH OCCURRENCE ; — AGGREGATE ;— $ S A WORDS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOWPARTNERIEXECUTIVE OFFICER/MEMBER EXCLUDED? Use describe �r E tAL PROVISIONS below OTHER HSUB8092"1709 01/01109 01101110 X wcsrATU oTH E.L. EACH ACCIDENT _ $1,000,000 E.L. DISEASE - FA EMPLOYE $ 1 000,000 E.L. DISEASE - POLICY LIMIT $1,000,000 10 ORM DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS PROVED As Certificate is Issued as Proof of Insurance. _ Laura Stitt Sheecj�+ �- Assistant City Attorney ccoTrcrrwrc u�, nco City of Santa Ana Attn: Teri Cable 20 Civic Center Plaza Ross Annex, M -21 Santa Ana, CA 92701 ernQn " r mnunot . SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 3_ DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SMALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KINK) UPON THE INSURER, ITS AGENTS OR AUTHORIZED REPRESENTATIVE I . — .. mj.a Iaaoullm.7T7aaoa YMLES a ACORD CORPORATION 1988 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). 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). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 2" (2001 /08) 2 of 2 #S3195857/M3195855 Client*: 1252795 snSnICITUAP AC RD- CERTIFICATE OF LIABILITY INSURANCE DATE(U TR IrSFIN PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION BS&T Insurance Services ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE of Orange County 680 Langsdorf Drive Suite 100 —a t7(' -%-- � / HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. GENERAL LIABILITY Fullerton, CA 92831 INSURERS AFFORDING COVERAGE NAIC # INSURED Digital Map Products 18831 Von Karman Avenue #200 Irvine, CA 92612 INSURER A: Travelers Indemnity Company ofAmeri 25666 INSURER B: COMMERCIAL GENERAL LIABILITY CLAIMS MADE D OCCUR INSURER C: INSURER D: DAMAGE TO RENTED INSURER E: MED EXP (Any one ) $ COVERAGES 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. TR IrSFIN TYPE OF INSURANCE POLICY NUMBER Y EFFECTNE POLICY EXPIRATION LIMITS GENERAL LIABILITY EACH OCCURRENCE $ COMMERCIAL GENERAL LIABILITY CLAIMS MADE D OCCUR DAMAGE TO RENTED $ MED EXP (Any one ) $ PERSONAL 3 ADV INJURY t GENERAL AGGREGATE $ GENL AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMPIOP AGO S POLICY PRO- LOC AUTOMOBILE LIABILITY ANY AUTO COMBINED SINGLE LIMIT (Ea acdderwt) $ BODILY INJURY (Per Person) $ ALL OWNED AUTOS SCHEDULED AUTOS BODILY INJURY (Per ate) $ HIRED AUTOS NON -OWNED AUTOS PROPERTY DAMAGE (Per aocideM) : GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ OTHER THAN EA ACC _ ; ANY AUTO $ AUTO ONLY: AGO EXCESS&MORELLA LIABILITY EACH OCCURRENCE $ AGGREGATE $ OCCUR F1 CLAIMS MADE S $ DEDUCTIBLE $ RETENTION E A WORKERS COMPENSATION Am MP ELOYERS• LIABILrrr HSUB8092L41709 01/01 109 01/01/10 X I WCSTA TU OTH I ER E.L. EACH ACCIDENT $1,000,000 ANY PROPRIETORIPARTNER/EXECUTIVE If be CLUDED9 under PE IAL PRO\nSION$ below E.L. DISEASE - EA EMPLOYEE] $1,000,000 E.L. DISEASE -POLICY LIMIT I s1,000,000 OTHER DESCRIPTION OF OPERATIONS / LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIA PROVISIONS Certificate is Issued as Proof of Insurance. Laura Stitt Shee Assistant City Attorney City of Santa Ana Attn: Teri Cable 20 Civic Center Plaza Ross Annex, M -21 Santa Ana, CA 92701 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 'An DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SMALL IMPOSE NO OBLIGATION OR LUMLITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR 4UTHORIZED REPRESENTATIVE N4VRu AD tLUUT /uaI 'I of 2 #S3195857/M3195855 YMLES a ACORD CORPORATION 1988 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). 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). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract - between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25-S (2001108) 2 of 2 #S31958571M3195855 ., n a0o'7 -0 7F Insurance Company THE INSURANSE COMPANY OF THE STATE OF PENNSYLVANIA This endorsement modifies such insurance as is afforded by the provisions of Policy # GL 650 -64-41 relating to the following; 1. The City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701; its officers, employees, agents, volunteers and representatives are named as additional insureds ( "additional insureds ") with regard to liability and defense of suits arising from the operations and uses performed by or on behalf of the named insured. 2. With respect to claims arising out of the operations and uses performed by or on behalf of the named insured, such insurance as is afforded by this policy is primary and is not additional to or contributing with any other insurance carried by or for the benefit of the additional insureds. 3. This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the company's limits of liability. The inclusion of any person or organization as an insured shall not affect any right which such person or organization would have as a claimant if not so included. 4. With respect to the additional insureds, this insurance shall not be cancelled, or materially reduced in coverage or limits except after thirty (30) days written notice has been given to the City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701. (Completion of the following, including countersignature, is required to make this endorsement effective.) Effective 11/01/2009 , this endorsement form as a part of Policy # Issued to li APPROV ED AS TO Lau :a Stitt Sbeedy Assistant city Attor ey Representative BATL jM#k0041YYY'fI ACORD-, CERTIFICATE OF LIABILITY INSURANCE n7/24A 010 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION EIB&T Insurance Services I ONLY AND CONFERS 90 RIGHTS UPON THE CERTIFICATE of Orange County HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES RELOW 680 Langsdorf Drive Sultry 100 A Ki - Fullerton. CA 92831 ItsSUrtiFit Oigital Map Products, Inc. A Delaware corporation 18831 Von Karman Avenue #200 Irvine, CA 92612 INSURERS AFFORDING COVERAGE - Co MAID # COVERAGES I I 'THE P-)L01'- ' �- BEF_N!!3'AjFrTC,� -fir INN St� RE D NAUE D ABOVE F'OR TH E ;:OLICY PER� OD INCA CX[E0_ NO I 1,il I HS ANDN '4y ;L �NT T T FIRM CIRCONGIT:0N Or ANY "ONIRACT 1� RESPE-1 I(jWHiCH 7­1­!�S C',URTIFICATE W;ky 5F ISSUED OR r, f'FREIN IS SURJECT 7 NE TEIRMS, EXCLUSIONS AND CC)NL3;1 '"i-S S14OWN MAY HAVE BEEN REDUCED SY PA;D CLAIA,13. If-INS 0, SUCH PCBCY NUMBER POLICY E FFECIT/E I POUCYIEXPIRATION DATE I M%otk'yYyy) j JLAIV I MWODLYYYYJ IIMIrS GENERAL LI ABJUTY 72UUNKR3632 10712612010 110712612011 'X11 AL f f _Z' S1 000000 '00" CIAIMli VA­ 8 N 1 00000 $1 000,000 V�l) L XP ;Ar� rem nomrr,' $10000 mINAI 11 A, V V, -ey "1 000 000 I _6"E 4AL AGGREaA-E N "E I —0- F,,, c, F_-7, -irf" IA I I "X'� r R G 1) U C T 5 - C010 P --I A G Q $2000000 A.11.1 A IZOMOA]LE LIAWLA IV j72UUNKR3632 10712,612010 10712612011 ii 11,000,000 %' Xi CYNNE ALII).; vARAGE LIAEPLITv O-HER T Ct X CESS, U M BRE LL A al U TY 72RHUKR3216 0712612010 0712612011 El At Ml, VA�­ AUG _11REN I i 0000000 t 006,000 5 10.000 WORKERS COMPENSATION AND C:MPLOVtR-,- A' TO LIABILITY FORI4 _r[T. :1 SEA- [ - z*0LXf` LW A _0 T10NS!VFHJCLE3' EXCLU54CINSAOIDEO BY ENDORSEMENT SPECIAL PRovISIONS The City of Santa Ana, its Officers, employee$, agentS, Volunteers and representatives are named as Additional Insureds, as respects General Liability, as required by written contract per the attached form HG0001 0606 page 12 of Ia. CERTIFICATE HOLDER rAWrr-1 I A"^t. 12 Dd 5 Jor Non-Payment City Of Santa Ana SHOULD ANY OF TRE AWYE DESCRI13ED POUCIES BE CANCELLED BEFORE rHE EXPIRAT10N DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL A M DAyS WRITTEN A": Teri Cable NOTICE TO THE CERTIFICATE 1401.13 R NAMt,o to T140 LEFT, BUT FAILURE TO 00 SO SHALL 20 Civic Center Ploaza �'"OSE -0 00110-TION OR LIABJLITYOF ANY KIND UPOITHE I131 R1k fTS AGENTS OR Ross Annex M-21 REPRESENTATIVES. Santa Ana, CA 92701 ACORD 25 (20091Di) I of 2 #S5372578fM537256_6 0 1988-2WS ACORD CORPORATION. All rights reserved, The ACORD name and logo are rogistamd, marks of ACORD YMILES ACORD 25 J200910ij It V70' WrtificX0 hoider is on ADDITIONAL INSURED, the POlICKOq) rnust be endorsed, A staterrero on this Certificate does !?at r;orifel- Tghis tO the cerliflcate hold(,r 4n lieu of qucn endorsement(sy If SUBROGATION IS WAIVED, sur,)joCt to the lefTTIS a d condilmis of the Policy, certain policie's require an endor5ernent. A stajqn-i-enj 0,1 1hes Certificate does not confer rights to the certjfj(-,ate hc1cer in I;eu of such endorsempnt(sj DISCLAIMER Tn(., Certificate of Insur-onCe does net COTIS-titule a contract borwe" the isstiing insure"(S, authonzed rv,1)rt,'Ser1t8bvF-1 or P=uce.,-, ant the ccrtific-l'o Ije)jtj*1 (, flor dc'es it affi' , rnalively Gr n egative;y a me, ^d, extend or after the coverage ;,tttorded t>y the pcAieie,,q IiVed thereon 2 of 2: #5537257R1LArT7139ac :f Any 0�tfjer Party � Any other person or orgarriZ21,011 wft,,, is not an insured under paragraphs a. through e, above, but uniy with respect to liability feat 'bodily injury", pfoperly daniage" or '*personal and advertising injury" caused, in whole or in part, by your acts or OnlissionS of the acts or 0,missions of those actinig on your behalf: c- Persons of Orlanizations making claims or bringing "set its ". 2. General Aggregate Limit, (1) In the Performance of your ongoing operations; (2) !n connection with Your P"Urflisets Owned by or rented to YOU: Or (3) In connection with 'your work" �.�tnd includod within the "prodticts-COmpleted operadons 3. hazard-, but Linly if (a) The Written contiart Of agreement requires You to provide such coverage 1() sljc,,Il additional insured: and (b) ThiS Coverage Part provides coverage for "bodily injuW or 'Properly damage" included within the "prim Ucls-cOmPleted Operations hazard" With resp cl lo the. insurance afforded to these additional insureds, (his insurance does net apply. to "BUdilY 'I'litHY", 'Property damagel or "personal and advertising irliury" arising Out ot the rendering of, Or the failure to render, any professional archttectural, engineering or Surveying services, including; (1) The preparing, approving, Of failing to prepare or approve, maps, Shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications: or (2) Supervisory, inspection, arrhilectural Or engineering activities The "units 0' insurance that apply 10 additional insureds under this sit insurance is described in Section III — Limits Of Insurance, l"llow lh'," 'n4urafl0e applies whell other insurance is available to the additional insured is described In the Other Insurance Condition in Section IV — Commercial Genera[ Liabilily COnditions. No person or organization is an insured Wilh respect to the C00duOt Of ally current or past partnership, joint venture or limited liability company that is not $hOwn as a Named Insured in the Declarations. SECTION III — LIMITS OF INSURANCE 1. The Most We will pay The Limit,,; of Insurance shown in the Declarations and the rules below fix the most we will Pay regardless of lhe number of: a. Insureds: b. Claims made or "suits', brought, or The General Aggregate Limit is the most we will pay far the sum Of, a, Mcclical expenses under Coverag` C: b. Damages under Coverage, A, except damages because,, of "bodily injury" or "property dairia ge" included lei the: "products completed operations hazard", and C- DanlaqOS under Goverage B. Products-Completed Operations Aggregate Limit The Products-Cornpleted Operations Aggregate Limit is the most we will Pay under Coverage A for darnage,,, because Of "b%loily injury" and "Properly darnage" included in the "product' - completed oporations hazard", 4- Personal and Advertising injury Limit Subject to 2. above, the Personal and Advertising Injury Limit is the most we Will pay under Coverage 6 for the Burn of all damages because Of 311 ""' personal and advertising i(Ijilf'Y' sustained by any one person or Organization 5- Each Occurrence Limit Subject to 2. of 3, above, whichever applies, the Each Occurrence Limit is the "lost we will pay for the sum of: a- Dattlages under Coverage A; and b. Medical 0XPPrISe-sunderCoveragec because of all "bodily injury" and "Property darnage* arising out of any One Damage To Premises; Rented To You Limit Subject to 5, above, the Damage To Premises Rented To You Limit is the most we will pay under Coverage A for darnages because of *'property damage" to any one Premises. while rented to you, or in t1,10 Case of damage by fire, lightning or explosion, while rented to you Of temporarily occupied by you will) f�rmlssjoll (it the owner. In the case Of damage by fire, lightning of r explosion, the Dannage to Premises Rented To You Limit applies to all damage proximately caused by the same event, whether such damage results from fire, ligtitirlifig of explosion or any combination of these, 7. Medical Expense Limit Subject to S. above, the Medical Expense Limit is the most we Will Pay under Coverage c for all rneoicail expenses because of "bodily injury" sustained by any one Person. 8- How Limits Apply To Additional Insureds It You have agreed in a written contract or written at Ifeement that another person or organization be Page 12 of 18 HG 00 01 o6 05 R DAT E {M M /DDM11') � CERTIFICATE OF LIABILITY INSURANCE DIGIT -3 04/26/11 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE Clifford & Bradford Ins Agency HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 1515 20th Street ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Bakersfield CA 93301 Phone: 661- 283 -8100 Fax: 661- 283 -8111 INSURERS AFFORDING COVERAGE NAIC 9 INSURED INSURER A. Travelers Property Casually 36161 INSURER B'. Digital Ma Products , In INSURER C 18831 Von Karman Avenue W200 INSURER D: Irvine CA 92612 M 10 n1,-7 n INSURER E. CnVFRAGFS 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 RESPECTTO 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LTR INSIRIC TYPE OF INSURANCE POLICY NUMBER DATE (MM /DDM'YY) DATE (MM/DD/YYYY) LIMITS GENERAL LIABILITY EACH OCCURRENCE $ PREMISES (Ea occurence) $ COMMERCIAL GENERAL LIABILITY CLAIMS MADE ❑ OCCUR MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GENERAL AGGREGATE $ GEN'L AGGREGATE LIMIT APPLIES PER PRODUCTS - COMP /OP AGG $ POLICY 7 PRO LOC JECT AUTOMOBILE LIABILITY ANY AUTO COMBINED SINGLE LIMIT (Ea accident) $ BODILY INJURY (Per person) $ ALL OWNED ALITOS SCHEDULED AUTOS BODILY INJURY (Per accident) $ HIRED AUTOS NON-OWNED AUTOS PROPERTY DAMAGE (Per accident) $ GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ OTHER THAN EA ACC $ ANY AUTO $ AUTO ONLY AGG EXCESS / UMBRELLA LIABILITY - EACH OCCURRENCE $ OCCUR ❑ CLAIMS MADE AGGREGATE $ $ DEDUCTIBLE $ RETENTION $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN ANY PROPRIETOR/PARTNER /EXECUTIVE ❑ OFFICERIMEMBER EXCLUDED? HJUB8092L41711 01/01/11 01/01/12 X TORY LIMITS ER E.L EACH ACCIDENT $1000000 EL DISEASE - EA EMPLOYEE $ 1000000 (Mandatory In NH) If yes, describe under SPECIAL PROVISIONS below EL DISEASE - POLICY LIMIT $ 1000000 OTHER DESCRIPTION OF OPERATIONS / LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT f SPECIAL PROVISIONS *10 day cancellation notice will apply in event of non - payment of premium* I.CR I1ri%.X1 C 11VLUll , 1.I11Vl.GLLMI III r -' - "' SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30* DAYS WRITTEN CITY OF SANTA ANA ,;,,','. :` At!w . NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO $O SHALL TERI CABLE IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR 20 CIVIC CENTER PLAZA ROSS ANNEX M -21 REPRESENTATIVES. SANTA ANA CA 92701 AUTHORIZED REPRESENTATIVE SANTA ^ n ACORD 25 (2009101) ACORD COR$ORATION. Airrights reserved. The ACORD name and logo are registered marks of ACORD DIGIT -3 OP ID• NS '4�� °� CERTIFICATE OF LIABILITY INSURANCE DATE (MM /DD/YYYV] OS/1 OF11 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 certifleate holder is an ADDITIONAL INSTIRED ;;�h6�p�oliGy(ieg)�anust ba endorsed. If SUBROGATION IS WAIVED, subject to the terms and eondltlons of the policy, eertaln policies may require an endorsement. `A "statement on this certifleate does not confer rights to the certificate holder in Ileu of such endorsement(s). PRODUCER 6fi1; 263 -8100 Clifford 8 Bradford Ins Agency 66.'1r 283 -8111 1515 20th Street Bakersfield, CA 93301 Herb Cierley NAME: CT Janice Diehl P,,N/�NN° E�t,b61- 283 -8100 Fav°'XC No:661- 283 -8111 nooRless: diehl cliffordandbradford . com GENERAL LIABILITY ��j� i��„i� INSURER 5 AFFORDING COVERAGE NAIC f1 INSURER A: TraVelerS PrOpe Casual 36151 EACH OCCURRENCE INSURED Digital Map Products, InC. INSURER B :The Hartford X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE � OCCUR 18831 Von Kerman Avenue #200 Irvine, CA 92612 INSURER C : LIO ds of London 51 UUNVX3967 07/26/11 07/26/12 PREMISES Ea occurrence INSURER D MED EXP (Any one parson) INSURER E PERSONAL B ADV INJURY $ 1,000,00 INSURER F COVERAGES CERTIFICATE NLIMHER_ REVIA IffN NIIMRFRr 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. ILTR TYPE OF INSURANCE TERI CABLE POLICY NUMBER MM /ODY/YYYY MM DD/WYY LIMITS GENERAL LIABILITY ��j� i��„i� EACH OCCURRENCE $ 1,000,00 B X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE � OCCUR X 51 UUNVX3967 07/26/11 07/26/12 PREMISES Ea occurrence $ 300,00 MED EXP (Any one parson) $ 1 0,000 PERSONAL B ADV INJURY $ 1,000,00 GENERAL AGGREGATE $ 2,000,00 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP /OP AGG $ 2,000,00 POLICY PRO LOC Emp Ben. $ 1,000,00 AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ee accident $ 1,000,00 BODILY INJURY (Per person) $ B ANY AUTO 51 UUNVX3967 0%/26/11 07/26/12 ALL OWNED SCHEDULED AUTOS AUTOS BODILY INJURY (Per accident) $ X PROPERTY DAMAGE Par accident $ HIRED AUTOS X NON -OWNED AUTOS $ UMBRELLA LIAR X OCCUR EACH OCCURRENCE $ 5,000,00 AGGREGATE $ 5,000.00 B EXCESS LIAB CLAIMS -MADE 51RHUVX4078 07/26/11 07/26/12 DED X RETENTION $ 1 0,000 $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER /EXECUTIVE Y/N OFFICER/MEM BER EXGLU DED r � (Mandatory In NH) N / A HJU68092L41711 01/01/11 01/01/12 WC STATU- OTH- T RY LIMIT ER _E- L._EACH_ACCIDE_NT _ E.L. DISEASE - EA EMPLOYEE $ 1,000,00 $ 1,000,00 Ii yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ 1,000,00 C Professional E &O 453529 07/26/11 07/26/12 Limit 5,000,00 DESCRIPTION OF OPERATIONS / LOCATONS /VEHICLES (Attach ACORD 101, Atltlltlonel Remerke Schedule, H more apace la raqulnetl) THE CITY OF SANTA ANA, ITS OFFICER, EMPLOYEES AGENTS VOLUNTEERS AND REPRESENTATIVES ARE INCLUDED AS ADDITIONAL INSURED �JNDER THE GENERAL LIABILITY POLICY PER HG0001 06/05 (PAGE 12 OF 181 WITH RESPECTS TO THE OPERATIONS OF THE NAMED INSURED PER WRITTE CONTRACT IN PLACE PRIOR TO LOSS. rl1?°I'Ii.(�'V 1 i.e «.tom , , Ai {_ (_F RTI FI(_ATF Nrll IIFR r7 . i . r•:ANf_FI 1 ATIf1N —' L:l l:[ _� �, � _. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN CITY OF SANTA ANA .h SS1SLd L1L �.: t y ACCORDANCE WITH THE POLICY PROVISIONS. TERI CABLE 20 CIVIC CENTER PLAZA AUTHORIZED REPRESENTATIVE ROSS ANNEX M -21 SANTA ANA, CA 92701 ��j� i��„i� ® 1988 -2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010/05) The ACORD name and logo era registered marks of ACORD `� f. Any Other Party J'�\, Any other person or organization who is not an insured under Paragraphs a. through e. above, but only with respect to liability for "bodily injury ", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: (i) In the performance of your ongoing operations; (2) In connection with your premises owned by or rented to you; or (3) In connection with "your work" and included within the "products - completed operations hazard ", but only if (a) The written contract cr agreement r::Guires you to provide such coverage to such additional insured; and (b) This Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products- completed operations hazard ". With respect to the insurance afforded to these additional insureds, this insurance does not apply to: "Bodily injury ", "property damage" or "personal and advertising injury" arising out of the rendering of, or the failure to render, any professional architectural, engineering or surveying services, including: {1) l "he 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. The limits of insurance that apply to additional insureds under this provision is described in Section 111 — Limits Oflnsurance. How this insurance applies when other insurance is available to the additional insured is described in the Other Insurance Condition in Section IV — Commercial General Liability Conditions. No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations. SECTION III — LIMITS OF INSURANCE 1. The Most We will Pay The Limits of Insurance shown in the Declarations and the rules below fix the most we will pay regardless of the number of: a. Insureds; b. Claims made or "suits" brought; or c. Persons or organizations making claims or bringing "suits ". 2. General Aggregate Limit The General Aggregate Limit is the most we will pay for the sum of: a_ Medical expenses under Coverage C; b. Damages under Coverage A, except damages because of "bodily injury" or "property damage" included in the "products- completed operations hazard "; and c. Damages under Coverage B. 3. Products - Completed Operations Aggregate Limit The Products - Completed Operations Aggregate Limit is the most we will pay under Coverage A for damages because of "bodily injury" and "property damage" included in the "products - completed operations hazard ". 4. Personal and Advertising Injury Limit Subject to 2. above, the Personal and Advertising Injury Limit is the most we will pay under Coverage B for the sum of all damages because of all "personal and advertising injury" sustained by any one person or organization. 5. Each Occurrence Limit Subject to 2. or 3. above, whichever applies, the Each Occurrence Limit is the most we wilt pay for the sum of: a. Damages under Coverage A; and b. Medical expenses under Coverage C because of all "bodily injury" and "property damage" arising out of any one "occurrence ". 6. Damage To Premises Rented To You Limit Subject io 5. above, the Damage To Premises Rented To You Limit is the most we will pay under Coverage A for damages because of "property damage" to any one premises, wi�ile rented to you, or in the .case of damage by fire, lightning or explosion, while rented to you or temporarily occupied by you with permission of the owner. In the case of damage by fire, lightning or explosion, the Damage to Premises Rented To You Limit applies to all damage proximately caused by the same event, whether such damage results from fire, lightning or explosion or any combination of these. 7. Medical Expense Limit Subject to 5. above, the Medical Expense Limit is the most we will pay under Coverage C for all medical expenses because of "bodily injury" sustained by any one person. 8. How Limits Apply To Additional Insureds If you have agreed in a written contract or written agreement that another person or organization be Page 12 of 18 HG 00 01 06 05 _� DIGIT -3 OP ID• NS CERTIFICATE OF LIABILITY INSURANCE DAT12122DYYIY) 12/22/11 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 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 661 - 283 -8100 CONTACT Janice Diehl Clifford 8 Bradford Ins Agency NAME: 1515 20th Street 661 - 283 -8111 HONNE o Eat 661 - 283 -81 00 661 - 283 -8111 Bakersfield, CA 93301 noDRESS: diehl cliffordandbradford.com Herb Cierley INSURER S) AFFORDING COVERAGE NAIC # INSURER A: Travelers Property Casualty 36161 INSURED Digital Map Products, Inc. INSURER B: The Hartford Leisa Cierley INSURER C: Lloyds of London 18831 Von Karman Ave Ste 200 Irvine, CA 92612 INSURER D: -2 -� 7 V 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. ILTR TYPE OF INSURANCE TERI CABLE POLICY NUMBER MM /UD/YYYY POLICY D/WYY LIMITS GENERAL LIABILITY vv EACH OCCURRENCE $ 1.000,00 B X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE � OCCUR X 51 UUNVX3967 07/26/11 07/26/12 PREMISES Ea occurrence $ 300,00 MED EXP (Any one parson) $ 10,00 PERSONAL BADV INJURY $ 1,000,00 GENERAL AGGREGATE $ 2,000,00 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS -COMP/ AGG $ 2,000,00 POLICY PRO LOC Emp Ben. AUTOMOBILE LIABILITY COMBINED SINGLE LI IT Eaaccident - $� 1,000,00 BODILY INJURY (Per person) B ANY AUTO SIUUNVX3967 07/26/11 07/26/12 ALL OWNED SCHEDULED UTOS AUTOS A -$' BODILY INJURY (Per aeeidenQ' X HIRED AUTOS X NON -OWNED AUTOS PROPERTY DAMAGE Per aeeitlent "- UMBRELLA LIAR X OCCUR EACH OCCURRENCE,. 5,000,00 AGGREGATE 6,000.00 B EXCESS LIAR CLAIMS -MADE 51 RHUVX4078 07/26/11 07/26/12 DELI 1 X RETENTION $ 10,000 -_ -' A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR /PARTNER/EXECUTIVE Y/N OFFICER/ EMBER EXCLUDED? (Mandatory In NH) NIA HJUB8092141712 01/01/12 01/01/13 X WC STA TORY LIMIT ER E. L. EACH ACCIDENT $ 1,000,00 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below - - E.L. DISEASE - POLICY LIMIT _ $ 1,000,000 C Professional E&O 53429 07126111 07/26112 Agg Limit 5.000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (AKaoh ACORD 101, Additional Remarks Schedule, If more space la required) THE CITY OF SANTA ANA ITS OFFICER, EMPLOYEES AGENTS, VOLUNTEERS AND REPRESENTATIVES ARE INCLUDED AS ADDITIONAL INSURED UNDER THE GENERAL LIABILITY POLICY PER HG0001 06/05 (PAGE 12 OF 18) WITH RESPECTS TO THE OPERATIONS OF THE NAMED INSURED PER WRITTEN CONTRACT IN PLACE PRIOR TO LOSS. /'. •�,.alz�:t;. Ci(Y -Allor ley CERTIFICATE HOLDER CANCELLATION © 1988 -2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010/05) The ACORD name and logo are registered marks of ACORD SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION GATE THEREOF, NOTICE WILL BE DELIVERED IN CITY OF SANTA ANA ACCORDANCE WITH THE POLICY PROVISIONS. TERI CABLE 20 CIVIC CENTER PLAZA AUTHORIZED REPRESENTATIVE ROSS ANNEX M -21 SANTA ANA, CA 92701 vv © 1988 -2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010/05) The ACORD name and logo are registered marks of ACORD COMMERCIAL GENERAL LIABILITY COVERAGE FORM Various provisions in this policy restrict coverage. Read the entire policy carefully to determine rights, duties and what is and is not covered. Throughout this policy the words "you" and "your" refer to the Named Insured shown in the Declarations, and any other person or organization qualifying as a Named Insured under this policy. The words "we ", "us" and "our" refer to the stock insurance company member of The Hartford providing this insurance. The word "insured" means any person or organization qualifying as such under Section 11 - Who Is An Insured. Other words and phrases that appear in quotation marks have special meaning. Refer to Section V - Definitions. SECTION I - COVERAGES COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY 1. Insuring Agreement a. We will pay those sums that the insured becomes legally obligated to pay as damages because of "bodily injury" or "property damage" to which this insurance applies. We will have the right and duty to defend the insured against any "suit" seeking those damages. However, we will have no duty to defend the insured against any "suit" seeking damages for "bodily injury" or "property damage" to which this insurance does not apply. We may, at our discretion, investigate any "occurrence" and settle any claim or "suit" that may result. But: (1) The amount we will pay for damages is limited as described in Section III - Limits Of Insurance; and (2) Our right and duty to defend ends when we have used up the applicable limit of insurance in the payment of judgments or settlements under Coverages A or B or medical expenses under Coverage C. No other obligation or liability to pay sums or perform acts or services is covered unless explicitly provided for under Supplementary Payments - Coverages A and B. b. This insurance applies to "bodily injury" and "property damage" only if: (1) The "bodily injury" or "property damage" is caused by an "occurrence" that takes place in the "coverage territory"; (2) The "bodily injury" or "property damage" occurs during the policy period; and (3) Prior to the policy period, rto insured listed under Paragraph 1. of Section It -Who ks An Insured and no "employee" authorized by you to give or receive notice of an "occurrence" or claim, knew that the "bodily injury" or "property damage" had occurred, in whole or in part. If such a listed insured or authorized "employee" knew, prior to the policy period, that the "bodily injury" or "property damage" occurred, then any continuation, change or resumption of such "bodily injury" or "property damage" during or after the policy period will be deemed to have been known prior to the policy period. c. "Bodily injury" or "property damage" will be deemed to have been known to have occurred at the earliest time when any insured listed under Paragraph 1. of Section It - Who Is An Insured or any "employee" authorized by you to give or receive notice of an "occurrence" or claim: (1) Reports all, or any part, of the "bodily injury" or "property damage" to us or any other insurer; (2) Receives a written or verbal demand or claim for damages because of the "bodily injury" or "property damage "; or (3) Becomes aware by any other means that "bodily injury" or "property damage" has occurred or has begun to occur. d. Damages because of "bodily injury" include damages claimed by any person or organization for care, loss of services or death resulting at any time from the "bodily injury", e. incidental Medical Malpractice (1) "Bodily injury" arising out of the rendering of or failure to render professional health care services as a physician, dentist, nurse, emergency medical technician or paramedic shall be deemed to be caused by an "occurrence ", but only if: (a) The physician, dentist, nurse, emergency medical technician or paramedic is employed by you to provide such services; and (b) You are not engaged in the business or occupation of providing such services. HG OD 0106 OS O Page of Is 2005 The Hartford {Includes copyrighted material of Insurance Services Office, Inc. with its permission.} (2) For the purpose of determining the limits of insurance for incidental medicat malpractice, any act or omission together with all related acts or omissions in the furnishing of these services to any one person will be considered one "occurrence". 2. Exclusions This insurance does not apply to: a. Expected Or Intended Injury "Bodily injury" or "property damage" expected or intended from the standpoint of the insured. This exclusion does not apply to "bodily injury" or "property damage" resulting from the use of reasonable force to protect persons or property. b. Contractual Liability "Bodily injury" or "property damage" for which the insured is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages: (1) That the insured would have in the absence of the contract or agreement; or (2) Assumed in a contract or agreement that is an "insured contract ", provided the "bodily injury" or "property damage" occurs subsequent to the execution of the contract or agreement. Solely for the purposes of liability assumed in an "insured contract ", reasonable attorney fees and necessary litigation expenses incurred by or for a party other than an insured are deemed to be damages because of "bodily injury" or "property damage ", provided: (a) Liability to such party for, or for the cost of, that party's defense has also been assumed in the same "insured contract "; and (b) Such attorney fees and litigation expenses are for defense of that party against a civil or alternative dispute resolution proceeding in which damages to which this insurance applies are alleged. c. Liquor Liability "Bodily injury" or "property damage" for which any insured may be held liable by reason of: (1) Causing or contributing to the intoxication of any person; (2) The furnishing of alcoholic beverages to a person under the legal drinking age or under the influence of alcohol; or (3) Any statute, ordinance or regulation relating to the sale, gift, distribution or use of alcoholic beverages. This exclusion applies only if you are in the business of manufacturing, distributing, selling, serving or furnishing alcoholic beverages. d. Workers' Compensation And Simi{ar Laws Any obligation of the insured under a workers' compensation, disability benefits or unempleyment compensation law or any similar law. e. Employer's Liability "Bodily injury" to: (1) An "employee" of the insured arising out of and in the course of: (a) Employment by the insured; or (b) Performing duties related to the conduct of the insured's business; or (2) The spouse, child, parent, brother or sister of that "employee" as a consequence of Paragraph (1) above. This exclusion applies: (1) Whether the insured may be liable as an employer or in any other capacity; and (2) To any obligation to share damages with or repay someone else who must pay damages because of the injury. This exclusion does not apply to liability assumed by the insured under an "insured contract ". f. Pollution (1) "Bodily injury" or "property damage" arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of "pollutants ": (a) At or from any premises, site or location which is or was at any time owned or occupied by, or rented or loaned to, any insured. However, this subparagraph does not apply to: (i) "Bodily injury" if sustained within a building and caused by smoke, fumes, vapor or soot produced by or originating from equipment that is used to heat, cool or dehumidify the building, or equipment that is used to heat water for personal use, by the building's occupants or their guests; (ii) "Bodily injury" or "property damage" for which you may be held liable, if you are a contractor and the owner or lessee of such premises, site or location has been added to your policy as an additional insured with respect to your ongoing operations performed for that additional insured at that premises, site or location and such premises, site or location is not and never was owned or occupied by, or rented or loaned to, any insured, other than that additional insured; or Page 2 of 18 HG 00 O't 06 OS (iii) "Bodily injury" or "property damage" arising out of heat, smoke or fumes from a "hoskfle fire "; {b) At or from any premises, site or location which is or was at any time used by or for any insured or others for the handling, storage, disposal, processing or treatment of waste; (c) Which are or were at any time transported, handled, stored, treated, disposed of, or processed as waste by or for: (f) Any insured; or (it) Any person or organization for whom you may be legally responsible; (d) At or from any premises, site or location on which any insured or any contractors or subcontractors working directly or indirectly on any insured's behalf are performing operations if the "pollutants" are brought on or to the premises, site or location in connection with such operations by such insured, contractor or subcontractor. However, this subparagraph does not apply to: (1) "Bodily injury" or "property damage" arising out of the escape of fuels, lubricants or other operating fluids which are needed to perform the normal electrical, hydraulic or mechanical functions necessary for the operation of "mobile equipment" or its parts, if such fuels, lubricants or other operating fluids escape from a vehicle part designed to hold, store or receive them. This exception does not apply if the "bodily injury" or "property damage" arises out of the intentional discharge, dispersal or release of the fuels, lubricants or other operating fluids, or if such fuels, lubricants or other operating fluids are brought on or to the premises, site or location with the intent that they be discharged, dispersed or released as part of the operations being performed by such insured, contractor or subcontractor; (ii) "Bodily injury" or "property damage" sustained within a building and caused by the release of gases, fumes or vapors from materials brought into that building in connection with operations being performed by you or on your behalf by a contractor or subcontractor; or (iii) "Bodily injury" or "property damage" arising out of heat, smoke or fumes from a "hostile fire "; or {e) At or from any premises, site or location on which any insured or any contractors or subcontractors working directly or indirectly on any insured's behalf are performing operations if the operations are to test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of, "pollutants ". (2) Any loss, cost or expense arising out of any: (a) Request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of, "pollutants "; or (b) Claim or suit by or on behalf of a governmental authority for damages because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing, or in any way responding to, or assessing the effects of, "pollutants ". However, this paragraph does not apply to liability for damages because of "property damage" that the insured would have in the absence of such request, demand, order or statutory or regulatory requirement, or such claim or "suit" by or on behalf of a governmental authority. Aircraft, Auto Or Watercraft "Bodily injury" or "property damage" arising out of the ownership, maintenance, use or entrustment to others of any aircraft, "auto" or watercraft owned or operated by or rented or loaned to any insured. Use includes operation and "loading or unloading ". This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "property damage" involved the ownership, maintenance, use or entrustment to others of any aircraft, "auto" or watercraft that is owned or operated by or rented or loaned to any insured. This exclusion does not apply to: (1) A watercraft while ashore on premises you own or rent; (2) A watercraft you do not own that is: (a) Less than 51 feet long; and (b) Not being used to carry persons for a charge; (3) Parking an "auto" on, or on the ways next to, premises you own or rent, provided the "auto" is not owned by or rented or loaned to you or the insured; HG 00 01 06 05 Page 3 of 18 (4} Liability assumed under any "insured contract" for the ownersfiip, maintenance or use of aircraft or watercraft; (5) "Bodily injury" or "property damage" arising out of the operation of any of the equipment listed in Paragraph f.(2) or f.(3) of the definition of "mobile equipment "; or (6) An aircraft that is not owned by any insured and is hired, chartered or loaned with a paid crew. However, this exception does not apply if the insured has any other insurance for such "bodily injury" or "property damage ", whether the other insurance is primary, excess, contingent or on any other basis. Mobile Equipment "Bodily injury" or "property damage" arising out of: (1) The transportation of "mobile equipment" by an "auto" owned or operated by or rented or loaned to any insured; or (2) The use of "mobile equipment" in, or while in practice for, or while being prepared for, any prearranged racing, speed, demolition, or stunting activity. War "Bodily injury" or "property damage ", however caused, arising, directly or indirectly, out of: (1) War, including undeclared or civil war; (2) Warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any government, sovereign or other authority using military personnel or other agents; or (3) Insurrection, rebellion, revolution, usurped power, or action taken by governmental authority in hindering or defending against any of these. Damage To Property "Property damage" to: (1) Property you own, rent, or occupy, including any costs or expenses incurred by you, or any other person, organization or entity, for repair, replacement, enhancement, restoration or maintenance of such property for any reason, including prevention of injury to a person or damage to another's property; (2) Premises you sell, give away or abandon, if the "property damage" arises out of any part of those premises; (3) Property loaned to you; (4) Personal property in the care, custody or control of the insured; (5) That particular part of real property on which you or any contractors or subcontractors working directly ar indirectly on your behalf are performing operations, if the "property damage" arises ouf of those operations; or (6) That particular part of any property that must be restored, repaired or repiaced because "your work" was incorrectly performed on it. Paragraphs (1), (3) and (4) of this exclusion do not apply to "property damage" (other than damage by fire) to premises, including the contents of such premises, rented to you for a period of 7 or fewer consecutive days. A separate limit of insurance applies to Damage To Premises Rented To You as described in Section 111 — Limits Of Insurance. Paragraph (2) of this exclusion does not apply if the premises are "your work" and were never occupied, rented or held for rental by you. Paragraphs (3) and (4) of this exclusion do not apply to "property damage" arising from the use of elevators. Paragraphs (3), (4), (5) and (6) of this exclusion do not apply to liability assumed under a sidetrack agreement. Paragraphs (3) and (4) of this exclusion do not apply to "property damage" to borrowed equipment while not being used to perform operations at the job site. Paragraph (6) of this exclusion does not apply to "property damage" included in the "products - completed operations hazard ". k. Damage To Your Product "Property damage" to "your product" arising out of it or any part of it. 1. Damage To Your Work "Property damage" to "your work" arising out of it or any part of it and included in the "products - completed operations hazard ". This exclusion does not apply if the damaged work or the work out of which the damage arises was performed on your behalf by a subcontractor. m. Damage To Impaired Property Or Property Not Physically Injured "Property damage" to "impaired property" or property that has not been physically injured, arising out of: (1) A defect, deficiency, inadequacy or dangerous condition in "your product" or "your work"; or (2) A delay or failure by you or anyone acting on your behalf to perform a contract or agreement in accordance with its terms. This exclusion does not apply to the loss of use of other property arising out of sudden and accidental physical injury to "your product" or "your work" after it has been put to its intended use. Page 4 of 18 HG 00 01 06 0 5 n. Recall O# Products, Work Or Impaired Property Damages claimed for any foss, cost or expense incurred by you or others for the Toss of use, withdrawal, recall, inspection, repair, replacement, adjustment, removal or disposal of: (1) "Your product "; (2) "Your work "; or (3) "Impaired property "; if such product, work, or property is withdrawn or recalled from the market or from use by any person or organization because of a known or suspected defect, deficiency, inadequacy or dangerous condition in it. Personal And Advertising Injury "Bodily injury" arising out of "personal and advertising injury". Electronic Data Damages arising out of the loss of, loss of use of, damage to, corruption of, inability to access, or inability to manipulate electronic data. As used in this exclusion, electronic data means information, facts or programs stored as or on, created or used on, or transmitted to or from computer software, including systems and applications software, hard or floppy disks, CD- ROMS, tapes, drives, cells, data processing devices or any other media which are used with electronically controlled equipment. Employment- Related Practices "Bodily injury" to: (1) A person arising out of any "employment — related practices "; or (2) The spouse, child, parent, brother or sister of that person as a consequence of "bodily injury" to that person at whom any "employment - related practices" are directed. This exclusion applies: (1) Whether the insured may be liable as an employer or in any other capacity; and (2) To any obligation to share damages with or repay someone else who must pay damages because of the injury. Asbestos (1) "Bodily injury" or "property damage" arising out of the "asbestos hazard ". (2) Any damages, judgments, settlements, loss, costs or expenses that: (a) May be awarded or incurred by reason of any claim or suit alleging actual or threatened injury or damage of any nature or kind to persons or property which would not have occurred in whole or in part but for the "asbestos hazard "; (b) Arise out of any request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, encapsulate, contain, treat, detoxify or neutralize or in any way respond to or assess the effects of an "asbestos hazard "; or (c) Arise out of any claim or suit for damages because of testing for, monitoring, cleaning up, removing, encapsulating, containing, treating, detoxifying or neutralizing or in any way responding to or assessing the effects of an "asbestos hazard ". Damage To Premises Rented To You — Exception For Damage By Fire, Lightning Or Explosion Exclusions c. through h. and j. through n_ do not apply to damage by fire, lightning or explosion to premises while rented to you or temporarily occupied by you with permission of the owner. A separate limit of insurance applies to this coverage as described in Section 111 — Limits Of Insurance. COVERAGE B PERSONAL AND ADVERTISING INJURY LIABILITY 1. Insuring Agreement a. We will pay those sums that the insured becomes legally obligated to pay as damages because of "personal and advertising injury" to which this insurance applies. We will have the right and duty to defend the insured against any "suit" seeking those damages. However, we will have no duty to defend the insured against any "suit" seeking damages for "personal and advertising injury" to which this insurance does not apply. We may, at our discretion, investigate any offense and settle any claim or "suit" that may result_ But: (1) The amount we will pay for damages is limited as described in Section III — Limits Of Insurance; and (2) Our right and duty to defend end when we have used up the applicable limit of insurance in the payment of judgments or settlements under Coverages A or B or medical expenses under Coverage C_ No other obligation or liability to pay sums or perform acts or services is covered unless explicitly provided for under Supplementary Payments — Coverages A and B. b. This insurance applies to "personal and advertising injury" caused by an offense arising out of your business but only if the offense was committed in the "coverage territory" during the policy period. HG 00 01 0605 Page 5 of 18 Exclusions This insurance does not apply to: a. Knowing Violation Of Rights Of Another "Personal and advertising injury" arising out of an offense committed by, at the direction or with the consent or acquiescence of the insured with the expectation of inflicting "personal and advertising injury". b. Material Published With Knowledge Of Falsity "Personal and advertising injury" arising out of oral, written or electronic publication of material, if done by or at the direction of the insured with knowledge of its falsity. c. Material Published Prior To Policy Period "Personal and advertising injury" arising out of oral, written or electronic publication of material whose first publication took place before the beginning of the policy period. d. Criminal Acts "Personal and advertising injury" arising out of a criminal act committed by or at the direction of the insured. e. Contractual Liability "Personal and advertising injury" for which the insured has assumed liability in a contract or agreement. This exclusion does not apply to liability for damages that the insured would have in the absence of the contract or agreement. f. Breach Of Contract "Personal and advertising injury" arising out of a breach of contract, except an implied contract to use anther's "advertising idea" in your "advertisement'. g. Quality Or Performance Of Goods — Failure To Conform To Statements "Personal and advertising injury" arising out of the failure of goods, products or services to conform with any statement of quality or performance made in your "advertisement ". h_ Wrong Description Of Prices "Personal and advertising injury" arising out of the wrong description of the price of goods, products or services. L Infringement Of Intellectual Property Rights "Personal and advertising injury" arising out of any violation of any intellectual property rights such as copyright, patent, trademark, trade name, trade secret, service mark or other designation of origin or authenticity. However, this exclusion does not apply to infringement, in your "advertisement ", of: (1) Copyright; (2) SVogan, unless the slogan is also a trademark, trade name, service mark or other designation of origin or authenticity; or (3) Title of any literary or artistic work. j. Insureds In Media And Internet Type Businesses "Personal and advertising injury" committed by an insured whose business is: (1) Advertising, broadcasting, publishing or telecasting; (2) Designing or determining content of web sites for others; or (3) An Internet search, access, content or service provider. However, this exclusion does not apply to Paragraphs 17.a., b. and c. of "personal and advertising injury" under the Definitions Section. For the purposes of this exclusion, placing an "advertisement" for or linking to others on your web site, by itself, is not considered the business of advertising, broadcasting, publishing or telecasting. k. Electronic Chatrooms Or Bulletin Boards "Personal and advertising injury" arising out of an electronic chatroorn or bulletin board the insured hosts, owns, or over which the insured exercises control. 1. Unauthorized Use Of Another's Name Or Product "Personal and advertising injury" arising out of the unauthorized use of another's name or product in your e -mail address, domain name or metatags, or any other similar tactics to mislead anther's potential customers. m. Pollution "Personal and advertising injury" arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of "pollutants" at any time. n. Pollution- Related Any loss, cost or expense arising out of any: (1) Request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of, "pollutants "; or (2) Claim or suit by or on behalf of a governmental authority for damages because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing, or in any way responding to, or assessing the effects of, "pollutants "_ Page 6 of 18 HG 00 04 06 05 o. War "Personal and adver#ising injury ", however caused, arising, directly or indirectly, out of: (1) War, including undeclared or civil war; (2) Warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any government, sovereign or other authority using military personnel or other agents; or (3) Insurrection, rebellion, revolution, usurped power, or action taken by governmental authority in hindering or defending against any of these. p. Internet Advertisements And Content Of Others "Personal and advertising injury" arising out of: (1) An "advertisement" for others on your web site; (2) Placing a link to a web site of others on your web site; (3) Content, including information, sounds, text, graphics, or images from a web site of others displayed within a frame or border on your web site; or (4) Computer code, software or programming used to enable: (a) Your web site; or (b) The presentation or functionality of an "advertisement" or other content on your web site. q. Right Of Privacy Created By Statute "Personal and advertising injury" arising out of the violation of a person's right of privacy created by any state or federal act. However, this exclusion does not apply to liability for damages that the insured would have in the absence of such state or federal act. r. Violation Of Anti -Trust law "Personal and advertising injury" arising out of a violation of any anti -trust law. s. Securities "Personal and advertising injury" arising out of the fluctuation in price or value of any stocks, bonds or other securities. t. Discrimination Or Humiliation "Personal and advertising injury" arising out of discrimination or humiliation committed by or at the direction of any "executive officer", director, stockholder, partner or member of the insured. u. Employment- Related Practices "Personal and advertising injury" to: (1) A person arising out of any "employment — related practices "; or (2) The spouse, chikd, parent, brother or sister of that person as a consequence of "personas and advertising injury" to that person at whom any "employment - related practices" are directed. This exclusion applies: (1) Whether the insured may be liable as an employer or in any other capacity; and (2) To any obligation to share damages with or repay someone else who must pay damages because of the injury. v. Asbestos (1) "Personal and advertising injury" arising out of the "asbestos hazard ". (2) Any damages, judgments, settlements, loss, costs or expenses that: (a) May be awarded or incurred by reason of any claim or suit alleging actual or threatened injury or damage of any nature or kind to persons or property which would not have occurred in whole or in part but for the "asbestos hazard "; (b) Arise out of any request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, encapsulate, contain, treat, detoxify or neutralize or in any way respond to or assess the effects of an "asbestos hazard "; or (c) Arise out of any claim or suit for damages because of testing for, monitoring, cleaning up, removing, encapsulating, containing, treating, detoxifying or neutralizing or in any way responding to or assessing the effects of an "asbestos hazard "_ COVERAGE C MEDICAL PAYMENTS 1. Insuring Agreement a. We will pay medical expenses as described below for "bodily injury" caused by an accident: (1) On premises you own or rent; (2) On ways next to premises you own or rent; or (3) Because of your operations; provided that: (1) The accident takes place in the "coverage territory" and during the policy period; (2) The expenses are incurred and reported to us within three years of the date of the accident; and (3) The injured person submits to examination, at our expense, by physicians of our choice as often as we reasonably require. HG 00 01 06 OS Page 7 of 18 b. We wiFl make these payments regardless of fault. These payments will not exceed the applicable limit of insurance. We will pay reasonable expenses for: (1) First aid administered at the time of an accident; (2) Necessary medical, surgical, x -ray and dental services, including prosthetic devices; and (3) Necessary ambulance, hospital, professional nursing and funeral services. 2. Exclusions We will not pay expenses for "bodily injury": a. Any Insured To any insured, except "volunteer workers ". b. Hired Person To a person hired to do work for or on behalf of any insured or a tenant of any insured. c. Injury On Normally Occupied Premises To a person injured on that part of premises you own or rent that the person normally occupies. d. Workers Compensation And Similar Laws To a person, whether or not an "employee" of any insured, if benefits for the "bodily injury" are payable or must be provided under a workers' compensation or disability benefits law or a similar law. e. Athletics Activities To a person injured while practicing, instructing or participating in any physical exercises or games, sports, or athletic contests. f. Products - Completed Operations Hazard Included within the "products- completed operations hazard ". g_ Coverage A Exclusions Excluded under Coverage A. SUPPLEMENTARY PAYMENTS — COVERAGES AAND B 1, We will pay, with respect to any claim we investigate or settle, or any "suit" against an insured we defend: a_ All expenses we incur. b. Up to $1,000 for cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to furnish these bonds. c. The cost of appeal bonds or bonds to release attachments, but only for bond amounts within the applicable limit of insurance. We do not have to furnish these bonds. d. All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or "suit ", including actual loss of earnings up to $500 a day because of time off from work. e. All costs taxed against the insured in the "suit ". f. Prejudgment interest awarded against the insured on that part of the judgment we pay. If we make an offer to pay the applicable limit of insurance, we will not pay any prejudgment interest based on that period of time after the offer. g. All interest on the full amount of any judgment that accrues after entry of the judgment and before we have paid, offered to pay, or deposited in court the part of the judgment that is within the applicable limit of insurance_ These payments will not reduce the limits of insurance. 2. If we defend an insured against a "suit" and an indemnitee of the insured is also named as a party to the "suit ", we will defend that indemnitee if all of the following conditions are met: a. The "suit" against the indemnitee seeks damages for which the insured has assumed the liability of the indemnitee in a contract or agreement that is an "insured contract b. This insurance applies to such liability assumed by the insured; c. The obligation to defend, or the cost of the defense of, that indemnitee, has also been assumed by the insured in the same "insured contract"; d. The allegations in the "suit" and the information we know about the "occurrence" are such that no conflict appears to exist between the interests of the insured and the interests of the indemnitee; e. The indemnitee and the insured ask us to conduct and control the defense of that indemnitee against such "suit" and agree that we can assign the same counsel to defend the insured and the indemnitee; and f. The indemnitee: (1) Agrees in writing to: (a) Cooperate with us in the investigation, settlement or defense of the "suit "; (b) Immediately send us copies of any demands, notices, summonses or legal papers received in connection with the "suit "; (c) Notify any other insurer whose coverage is available to the indemnitee; and (d) Cooperate with us with respect to coordinating other applicable insurance available to the indemnitee; and (2) Provides us with written authorization to: (a) Obtain records and other information related to the "suit'; and (b) Conduct and control the defense of the indemnitee in such "suit "_ So long as the above conditions are met, attorneys' fees incurred by us in the defense of that indemnitee, Page 8 of 18 HG 00 01 06 OS necessary litigation expenses incurred by us and necessary litigation expenses incurred by the indemnitee at our request will be paid as Supplementary Payments. i�lotwithstanding the provisions of Paragraph 2.b.(2) of Section I — Coverage A — Bodily Injury And Property Damage Liability, such payments will not be deemed to be damages for "bodily injury" and "property damage" and will not reduce the limits of insurance. Our obligation to defend an insured's indemnitee and to pay for attorneys' fees and necessary litigation expenses as Supplementary Payments ends when: a. We have used up the applicable limit of insurance in the payment of judgments or settlements; or b. The conditions set forth above, or the terms of the agreement described in Paragraph f. above, are no longer met. SECTION tl —WHO IS AN INSURED 1. if you are designated in the Declarations as: a. An individual, you and your spouse are insureds, but only with respect to the conduct of a business of which you are the sole owner. b. A partnership or joint venture, you are an insured. Your members, your partners, and their spouses are also insureds, but only with respect to the conduct of your business. c. A limited liability company, you are an insured. Your members are also insureds, but only with respect to the conduct of your business. Your managers are insureds, but only with respect to their duties as your managers. d. An organization other than a partnership, joint venture or limited liability company, you are an insured. Your "executive officers" and directors are insureds, but only with respect to their duties as your officers or directors. Your stockholders are also insureds, but only with respect to their liability as stockholders. e. A trust, you are an insured. Your trustees are also insureds, but only with respect to their duties as trustees. 2. Each of the following is also an insured: a. Employees and Volunteer workers Your "volunteer workers" only while performing duties related to the conduct of your business, or your "employees ", other than either your "executive officers" (if you are an organization other than a partnership, joint venture or limited liability company) or your managers (if you are a limited liability company), but only for acts within the scope of their employment by you or while performing duties related to the conduct of your business. However, none of Yhese "employees" or "volunteer workers" are insureds for: (1) "Bodily injury" or "personal and advertising iI jury (a) To you, to your partners or members (if you are a partnership or joint venture), to your members (if you are a limited liability company), to a co- "employee" while in the course of his or her employment or performing duties related to the conduct of your business, or to your other "volunteer workers" while performing duties related to the conduct of your business; (b) To the spouse, child, parent, brother or sister of that co- "employee" or that "volunteer worker" as a consequence of Paragraph (1)(a) above; (e) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraphs (1)(a) or (b) above; or (d) Arising out of his or her providing or failing to provide professional health care services. If you are not in the business of providing professional health care services, Paragraph (d) does not apply to any nurse, emergency medical technician or paramedic employed by you to provide such services. (2) "Property damage" to property: (a) Owned, occupied or used by, (b) Rented to, in the care, custody or control of, or over which physical control is being exercised for any purpose by you, any of your "employees ", "volunteer workers ", any partner or member (if you are a partnership or joint venture), or any member (if you are a limited liability company). b. Real Estate Manager Any person (other than your "employee" or "volunteer worker"), or any organization while acting as your real estate manager_ c. Temporary Custodians of Your Property Any person or organization having proper temporary custody of your property if you die, but only: (1) With respect to liability arising out of the maintenance or use of that property; and (2) Until your legal representative has been appointed. d. Legal Representative If You Die Your legal representative if you die, but only with respect to duties as such. That representative will HG 00 01 D6 OS Page 9 of 18 have all your rights and duties under this Coverage Part. e. Unnamed Subsidiary Any subsidiary, and subsidiary thereof, of yours which is a legally incorporated entity of which you own a financial interest of more than 50% of the voting stock on the effective date of the Coverage Part. The insurance afforded herein for any subsidiary not named in this Coverage Part as a named insured does not apply to injury or damage with respect to which an insured under this Coverage Part is also an insured under another policy or would be an insured under such policy but for its termination or the exhaustion of its limits of insurance. 3. Newly Acquired or Formed Organization Any organization you newly acquire or form, other than a partnership, joint venture or limited liability company, and over which you maintain financial interest of more than 50% of the voting stock, will qualify as a Named Insured if there is no other similar insurance available to that organization. However: a. Coverage under this provision is afforded only until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier; b. Coverage A does not apply to "bodily injury" or "property damage" that occurred before you acquired or formed the organization; and c. Coverage B does not apply to "personal and advertising injury" arising out of an offense committed before you acquired or formed the organization. 4. Mobile Equipment With respect to "mobile equipment" registered in your name under any motor vehicle registration law, any person is an insured while driving such equipment along a public highway with your permission. Any other person or organization responsible for the conduct of such person is also an insured, but only with respect to liability arising out of the operation of the equipment, and only if no other insurance of any kind is available to that person or organization for this liability. However. no person or organization is an insured with respect to: a. "Bodily injury" to a co-"employee" of the person driving the equipment; or b. "Property damage" to property owned by, rented to, in the charge of or occupied by you or the employer of any person who is an insured under this provision. i. Nonowned Watercraft With respect to watercraft you do not own that Es less than 51 feet long and is nat being used to carry persons for a charge, any person is an insured while operating such watercraft with your permission. Any other person or organization responsible for the conduct of such person is also an insured, but only with respect to liability arising out of the operation of the watercraft, and only if no other insurance of any kind is available to that person or organization for this liability. However, no person or organization is an insured with respect to: a. "Bodily injury" to a co- "employee" of the person operating the watercraft; or b. "Property damage" to property owned by, rented to, in the charge of or occupied by you or the employer of any parson who is an insured under this provision. 6. Additionat Insureds When Required By Written Contract, Written Agreement Or Permit The following person(s) or organization(s) are an additional insured when you have agreed, in a written contract, written agreement or because of a permit issued by a state or political subdivision, that such person or organization be added as an additional insured on your policy, provided the injury or damage occurs subsequent to the execution of the contract or agreement. A person or organization is an additional insured under this provision only for that period of time required by the contract or agreement. However, no such person or organization is an insured under this provision if such person or organization is included as an insured by an endorsement issued by us and made a part of this Coverage Part. a. Vendors Any person(s) or organization(s) (referred to below as vendor), but only with respect to "bodily injury" or "property damage" arising out of "your products" which are distributed or sold in the regular course of the vendor's business and only if this Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products completed operations hazard". (1) The insurance afforded the vendor is subject to the following additional exclusions: This insurance does not apply to: (a) "Bodily injury" or "property damage" for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability far damages that the vendor would have in the absence of th e contract or agreement; Page 10 of 18 HG 00 01 06 OS (b) Any express warranty unauthorized by you; (c) Any physical or chemical change in the product made intentionally by the vendor; (d) Repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; (e) Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products; (f) Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection with the sale of the product; (g) Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or (h) "Bodily injury" or "property damage" arising out of the sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. However, this exclusion does not apply to: (1) The exceptions contained in Sub- paragraphs (d) or (f); or (ii) Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. (2) This insurance does not apply to any insured person or organization, from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing such products. b. Lessors of Equipment (1) Any person or organization from whom you lease equipment; but only with respect to their liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such person or organization. (2) With respect to the insurance afforded to these additional insureds this insurance does not apply to any "occurrence" which takes place after the equipment lease expires. Lessors of Land or Premises Any person or organization from whom you lease land or premises, but only with respect to liability arising out of the ownership, maintenance or use of that part of the land or premises leased to you. With respect to the insurance afforded these additional insureds the following additional exclusions apply: This insurance does not apply to: 1. Any "occurrence" which takes place after you cease to lease that land; or 2. Structural alterations, new construction or demolition operations performed by or on behalf of such person or organization. t. Architects, Engineers or Surveyors Any architect, engineer, or surveyor, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: (1) In connection with your premises; or (2) In the performance of your ongoing operations performed by you or on your behalf. With respect to the insurance afforded these additional insureds, the following additional exclusion applies: This insurance does not apply to "bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of or the failure to render any professional services by or for you, Including: 1. The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or 2. Supervisory, inspection, architectural or engineering activities. e. Permits Issued By State Or Political Subdivisions Any state or political subdivision, but only with respect to operations performed by you or on your behalf for which the state or political subdivision has issued a permit. With respect to the insurance afforded these additional insureds, this insurance does not apply to: (1) "Bodily injury". "property damage" or "personal and advertising injury" arising out of operations performed for the state or municipality; or (2) "Bodily injury" or "property damage" included within the "products- completed operations hazard ". HG 00 01 06 QS Page 11 of 1S f. Any Other Party Any other person or organization who is not an insured under Paragraphs a_ through e_ above, but only with respect to liability for "bodily injury ", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: (1) in the performance of your ongoing operations; (2) in connection with your premises owned by or rented to you; or (3) In connection with "your work" and included within the "products- completed operations hazard ", but only if (a) The written contract or agreement requires you to provide such coverage to such additional insured; and (b) This Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products- completed operations hazard ". With respect to the insurance afforded to these additional insureds, this insurance does not apply to: "Bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of, or the failure to render, any professional architectural, engineering or surveying services, including: (1) The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (2) Supervisory, inspection, architectural or engineering activities_ The limits of insurance that apply to additional insureds under this provision is described in Section IIi — Limits Of Insurance_ How this insurance applies when other insurance is available to the additional insured is described in the Other Insurance Condition in Section IV — Commercial General Liability Conditions. No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations. SECTION ill — LIMITS OF INSURANCE 1. The Most We will Pay The Limits of insurance shown in the Declarations and the rules below fix the most we will pay regardless of the number of: a. Insureds; b. Claims made or "suits" brought; or c. Persons or organizations making claims or bringing "suits". 2. Genera[ Aggregate Limit The General Aggregate Limit is the most we will pay for the sum of: a. Medical expenses under Coverage C; b. Damages under Coverage A, except damages because of "bodily injury" or "property damage" included in the "products- completed operations hazard "; and c. Damages under Coverage B. 3. Products - Completed Operations Aggregate Limit The Products - Completed Operations Aggregate Limit is the most we will pay under Coverage A for damages because of "bodily injury" and "property damage" included in the "products- completed operations hazard ". 4. Personal and Advertising injury Limit Subject to 2. above, the Personal and Advertising Injury Limit is the most we will pay under Coverage B for the sum of all damages because of all "personal and advertising injury" sustained by any one person or organization_ 5. Each Occurrence Limit Subject to 2. or 3. above, whichever applies, the Each Occurrence Limit is the most we will pay for the sum of: a. Damages under Coverage A; and b. Medical expenses under Coverage C because of all "bodily injury" and "property damage" arising out of any one "occurrence "_ 6. Damage To Premises Rented To You Limit Subject to 5. above, the Damage To Premises Rented To You Limit is the most we will pay under Coverage A for damages because of "property damage" to any one premises, while rented to you, or in the case of damage by fire, lightning or explosion, while rented to you or temporarily occupied by you with per-mission of the owner. In the case of damage by fire, lightning or explosion, the Damage to Premises Rented To You Limit applies to ail damage proximately caused by the same event, whether such damage results from fire, lightning or explosion or any combination of these. 7. Medical Expense Limit Subject to S. above, the Medical Expense Limit is the most we will pay under Coverage C for all medical expenses because of "bodily injury" sustained by any one person. 8. How Limits Apply To Additional Insureds If you have agreed in a written contract or written agreement that another person or organization be Page 12 of 18 HG 00 01 06 OS added as an additional insured on your policy, the most we will pay on behalf of such additional insured is the lesser of: a. The limits of insurance specified in the written contract or written agreement; or b. The Limits of Insurance shown in the Declarations. Such amount shalt be a part of and not in addition to Limits of Insurance shown in the Declarations and described in this Section_ The Limits of Insurance of this Coverage Part apply separately to each consecutive annual period and to any remaining period of less than 12 months, starting with the beginning of the policy period shown in the Declarations, unless the policy period is extended after issuance for an additional period of less than 12 months. In that case, the additional period will be deemed part of the last preceding period for purposes of determining the Limits of insurance. SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS I- Bankruptcy Bankruptcy or insolvency of the insured or of the insured's estate will not relieve us of our obligations under this Coverage Part. 2_ Duties In The Event Of Occurrence, Offense, Claim Or Suit a. Notice Of Occurrence Or Offense You or any additional insured must see to it that we are notified as soon as practicable of an "occurrence" or an offense which may result in a claim. To the extent possible, notice should include: (1) How, when and where the "occurrence" or offense took place: (2) The names and addresses of any injured persons and witnesses; and (3) The nature and location of any injury or damage arising out of the "occurrence" or offense. b. Notice Of Claim If a claim is made or "suit" is brought against any insured, you or any additional insured must: (1) Immediately record the specifics of the claim or "suit" and the date received; and (2) Notify us as soon as practicable. You or any additional insured must see to it that we receive written notice of the claim or "suit" as soon as practicable. c. Assistance And Cooperation Of The Insured You and any other involved insured must: (1) Immediately send us copies of any demands, notices, summonses or legal papers received in connection with the claim or "suit "; (2) Authorize us to obtain records and other information; (3) Cooperate with us in the investigation or settlement of the claim or defense againsk the "suit "; and (4) Assist us, upon our request, in the enforcement of any right against any person or organization which may be liable to the insured because of injury or damage to which this insurance may also apply. d. Obligations At The Insureds Own Cost No insured will, except at that insured's own cost, voluntarily make a payment, assume any obligation, or incur any expense, other than for first aid, without our consent. e. Additional Insureds Other Insurance If we cover a claim or "suit" under this Coverage Part that may also be covered by other insurance available to an additional insured, such additional insured must submit such claim or "suit" to the other insurer for defense and indemnity. However, this provision does not apply to the extent that you have agreed in a written contract or written agreement that this insurance is primary and non - contributory with the additional insured's own insurance. f. Knowledge Of An Occurrence, Offense, Claim Or Suit Paragraphs a. and b. apply to you or to any additional insured only when such "occurrence ", offense, claim or "suit" is known to: (1) You or any additional insured that is an individual; (2) Any partner, if you or an additional insured is a partnership; (3) Any manager, if you or an additional insured is a limited liability company; (4) Any "executive officer" or insurance manager, if you or an additional insured is a corporation; (5) Any trustee, if you or an additional insured is a trust; or (6) Any elected or appointed official, if you or an additional insured is a political subdivision or public entity. This duty applies separately to you and any additional insured. Legal Action Against Us No person or organization has a right under this Coverage Part: a_ To join us as a party or otherwise bring us into a "suit" asking for damages from an insured; or b. To sue us on this Coverage Part unless all of its terms have been fully complied with. A person or organization may sue us to recover on an agreed settlement or on a final judgment against an insured; but we will not be liable for damages that are not payable under the terms of this Coverage Part or HG 00 01 06 OS Page 13 of 18 that are in excess of the applicable limit of insurance. An agreed settlement means a settlemenf and release of liability signed by us, the insured and the claimant or the claimant's legal representative. 4. Other Insurance If other valid and collectible insurance is available to the insured for a loss we cover under Coverages A or B of this Coverage Part, our obligations are limited as follows: a. Primary Insurance This insurance is primary except when b. below applies. If other insurance is also primary, we will share with all that other insurance by the method described in c. below. b. Excess Insurance This insurance is excess over any of the other insurance, whether primary, excess, contingent or on any other basis: (1) Your Work That is Fire, Extended Coverage, Builder's Risk, Installation Risk or similar coverage for "your work "; (2) Premises Rented To You That is fire, lightning or explosion insurance for premises rented to you or temporarily occupied by you with permission of the owner; (3) Tenant Liability That is insurance purchased by you to cover your liability as a tenant for "property damage" to premises rented to you or temporarily occupied by you with permission of the owner; (4) Aircraft, Auto Or Watercraft If the loss arises out of the maintenance or use of aircraft, "autos" or watercraft to the extent not subject to Exclusion g. of Section 1 — Coverage A — Bodily Injury And Property Damage Liability. (5) Property Damage to Borrowed Equipment Or Use Of Elevators If the loss arises out of "property damage" to borrowed equipment or the use of elevators to the extent not subject to Exclusion J. of Section 1 - Coverage A - Bodily Injury And Property Damage Liability; (6) When You Are Added As An Additional Insured To Other Insurance Any other insurance available to you covering liability for damages arising out of the premises or operations, or products and completed operations, for which you have been added as an additional insured by that insurance; or (7) When You Add Others As An Additional insured To This Insurance Any other insurance available to an additional insured. However, the following provisions apply to other insurance available to any person or organization who is an additional insured under this coverage part. (a) Primary Insurance When Required By Contract This insurance is primary if you have agreed in a written contract or written agreement that this insurance be primary. If other insurance is also primary, we will share with all that other insurance by the method described in c. below. (b) Primary And Non- Contributory To Other Insurance When Required By Contract If you have agreed in a written contract, written agreement, or permit that this insurance is primary and non- contributory with the additional insured's own insurance, this insurance is primary and we will not seek contribution from that other insurance. Paragraphs (a) and (b) do not apply to other insurance to which the additional insured has been added as an additional insured. When this insurance is excess, we will have no duty under Coverages A or B to defend the insured against any "suit" if any other insurer has a duty to defend the insured against that "suit ". If no other insurer defends, we will undertake to do so, but we will be entitled to the insured's rights against all those other insurers. When this insurance is excess over other insurance, we will pay only our share of the amount of the loss, if any, that exceeds the sum of: (1) The total amount that all such other insurance would pay for the loss in the absence of this insurance; and (2) The total of all deductible and self- insured amounts under all that other insurance. We will share the remaining loss, if any, with any other insurance that is not described in this Excess Insurance provision and was not bought specifically to apply in excess of the Limits of Insurance shown in the Declarations of this Coverage Part. c. Method Of Sharing If all of the other insurance permits contribution by equal shares, we will follow this method also_ Under this approach each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains, whichever comes first. Page 14 of 18 HG 00 01 06 OS If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this method, each insurers share is based on the ratio of its applicable Eimit of insurance to the total applicable limits of insurance of all insurers. Premium Audit a. We will compute all premiums for this Coverage Part in accordance with our rules and rates. b. Premium shown in this Coverage Part as advance premium is a deposit premium only. At the close of each audit period we will compute the earned premium for that period and send notice to the first Named Insured. The due date for audit and retrospective premiums is the date shown as the due date on the bill. If the sum of the advance and audit premiums paid for the policy period is greater than the earned premium, we will return the excess to the first Named Insured. c. The first Named Insured must keep records of the information we need for premium computation, and send us copies at such times as we may request. Representations a. When You Accept This Policy By accepting this policy, you agree: (1) The statements in the Declarations are accurate and complete; (2) Those statements are based upon representations you made to us; and (3) We have issued this policy in reliance upon your representations. b. Unintentional Failure To Disclose Hazards If unintentionally you should fail to disclose all hazards relating to the conduct of your business that exist at the inception date of this Coverage Part, we shall not deny coverage under this Coverage Part because of such failure. Separation Of Insureds Except with respect to the Limits of Insurance, and any rights or duties specifically assigned in this Coverage Part to the first Named Insured, this insurance applies: a. As if each Named Insured were the only Named Insured; and b. Separately to each insured against whom claim is made or "suit" is brought_ Transfer Of Rights Of Recovery Against Others To Us Transfer of Rights Of Recovery If the insured has rights to recover all or part of any payment, including Supplementary Payments, we have made under this Coverage Part , those rights are transferred to us. The insured must do nothing after loss to impair them. At our request, the insured wiEl bring "suit" or transfer those rights to us and help us enforce them. b. Waiver Of Rights Of Recovery {Waiver Of Subrogation) If the insured has waived any rights of recovery against any person or organization for all or part of any payment, including Supplementary Payments, we have made under this Coverage Part, we also waive that right, provided the insured waived their rights of recovery against such person or organization in a contract, agreement or permit that was executed prior to the injury or damage. 9. When We Do Not Renew If we decide not to renew this Coverage Part, we will mail or deliver to the first Named Insured shown in the Declarations written notice of the nonrenewal not less than 30 days before the expiration date. If notice is mailed, proof of mailing will be sufficient proof of notice. SECTION V - DEFINITIONS 1. "Advertisement" means the widespread public dissemination of information or images that has the purpose of inducing the sale of goods, products or services through: a. (1) Radio; (2) Television; (3) Billboard; (4) Magazine; (5) Newspaper; or b_ Any other publication that is given widespread public distribution. However, "advertisement" does not include: a. The design, printed material, information or images contained in, on or upon the packaging or labeling of any goods or products; or b. An interactive conversation between or among persons through a computer network. 2. "Advertising idea" means any idea for an "advertisement". 3. "Asbestos hazard" means an exposure or threat of exposure to the actual or alleged properties of asbestos and includes the mere presence of asbestos in any form. 4. "Auto" means a land motor vehicle, trailer or semitrailer designed for travel on public roads, including any attached machinery or equipment. But "auto" does not include "mobile equipment'. 5. "Bodily injury" means physical: a. Injury; b. Sickness: or c. Disease sustained by a person and, if arising out of the above, mental anguish or death at any time. HG OD 01 06 05 Page 15 of 18 6. "Coverage territory" means: a. The United States of America (including its territories and possessions), Puerto Rico and Canada; b. international waters or airspace, but only if the injury or damage occurs in the course of travel or transportation between any places included in a. above; or c. All other parts of the world if the injury or damage arises out of: (1) Goods or products made or sold by you in the territory described in a. above; (2) The activities of a person whose home is in the territory described in a. above, but is away for a short time on your business; or (3) "Personal and advertising injury" offenses that take place through the Internet or similar electronic means of communication provided the insured's responsibility to pay damages is determined in the United States of America (including its territories and possessions), Puerto Rico or Canada, in a "suit" on the merits according to the substantive law in such territory or in a settlement we agree to. 7. "Employee" includes a "leased worker ". "Employee" does not include a "temporary worker ". 8. "Employment- Related Practices" means: a. Refusal to employ a person; b. Termination of a person's employment; or c. Employment- related practices, policies, acts or omissions, such as coercion, demotion, evaluation, reassignment, discipline, defamation, harassment, humiliation or discrimination directed at a person. 9. "Executive officer" means a person holding any of the officer positions created by your charter, constitution, by -laws or any other similar governing document. 10. "Hostile fire" means one which becomes uncontrollable or breaks out from where it was intended to be. 11. "Impaired property" means tangible property, other than "your product" or "your work ", that cannot be used or is less useful because: a_ It incorporates "your product" or "your work" that is known or thought to be defective, deficient, inadequate or dangerous; or b_ You have failed to fulfill the terms of a contract or agreement; if such property can be restored to use by: a. The repair, replacement, adjustment or removal of "your product" or "your work "; or b_ Your fulfilling the terms of the contract or agreement. 12. "Insured contract" means: a. A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire, lightning or explosion to premises while Page 16 of 18 rented to you or temporarily occupied by you with permission of the owner is subject to the Qamage to Premises Rented To You Linmii described in Section III — Limits of Insurance; b. A sidetrack agreement; c. Any easement or license agreement, including an easement or license agreement in connection with construction or demolition operations on or within 50 feet of a railroad; d. An obligation, as required by ordinance, to indemnify a municipality, except in connection with work for a municipality; e. An elevator maintenance agreement; f. That part of any other contract or agreement pertaining to your business (including an indemnification of a municipality in connection with work performed for a municipality) under which you assume the tort liability of another party to pay for "bodily injury" or "property damage" to a third person or organization, provided the "bodily injury" or "property damage" is caused, in whole or in part, by you or by those acting on your behalf. Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. Paragraph f. includes that part of any contract or agreement that indemnifies a railroad for "bodily injury" or "property damage" arising out of construction or demolition operations, within 50 feet of any railroad property and affecting any railroad bridge or trestle, tracks, road -beds, tunnel, underpass or crossing. However. Paragraph f. does not include that part of any contract or agreement: (1) That indemnifies an architect, engineer or surveyor for injury or damage arising out of: (a) Preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (b) Giving directions or instructions, or failing to give them, if that is the primary cause of the injury or damage; or (2) Under which the insured, if an architect, engineer or surveyor, assumes liability for an injury or damage arising out of the insured's rendering or failure to render professional services, including those listed in (1) above and supervisory, inspection, architectural or engineering activities. 13. "Leased worker" means a person leased to you by a labor leasing firm under an agreement between you and the labor leasing firm, to perform duties related to the conduct of your business. "Leased worker" does not include a "temporary worker'. 14. "Loading or unloading" means the handling of property: a. After it is moved from the place where it is accepted for movement into or onto an aircraft, watercraft or "auto "; HG OO 01 Oo 05 b_ \Nhile it is in or on an aircraft, watercraft or "auto"; or c_ White it is being moved from an aircraft, watercraft or "auto" to the place where it is finally delivered; but "loading or unloading" does not include the movement of property by means of a mechanical device, other than a hand truck, that is not attached to the aircraft, watercraft or "auto ". 15. "Mobile equipment" means any of the following types of land vehicles, including any attached machinery or equipment: a. Bulldozers, farm machinery, forklifts and other vehicles designed for use principally off public roads; b_ Vehicles maintained for use solely on or next to premises you own or rent; c. Vehicles that travel on crawler treads; d. Vehicles, whether self- propelled or not, maintained primarily to provide mobility to permanently mounted: (1) Power cranes, shovels, loaders, diggers or drills; or (2) Road construction or resurfacing equipment such as graders, scrapers or rollers; e. Vehicles not described in a_, b., c. or d. above that are not self - propelled and are maintained primarily to provide mobility to permanently attached equipment of the following types: (1) Air compressors, pumps and generators, including spraying, welding, building cleaning, geophysical exploration, lighting and well servicing equipment; or (2) Cherry pickers and similar devices used to raise or lower workers; f. Vehicles not described in a_, b., c. or d. above maintained primarily for purposes other than the transportation of persons or cargo. However, self - propelled vehicles with the following types of permanently attached equipment are not "mobile equipment" but will be considered "autos ": (1) Equipment, of at least 1,000 pounds gross vehicle weight, designed primarily for: (a) Snow removal; (b) Road maintenance, but not construction or resurfacing; or (c) Street cleaning; (2) Cherry pickers and similar devices mounted on automobile or truck chassis and used to raise or lower workers; and (3) Air compressors, pumps and generators, including spraying, welding, building cleaning, geophysical exploration, lighting and well servicing equipment. 16. "Occurrence" means an accident, including continuous or repeated exposure to substantlaily the same general harmful conditions. 17. "Personal and advertising injury " means injury, including consequential "bodily injury", arising out of one or more of the following offenses: a. False arrest, detention or imprisonment; b. Malicious prosecution; c. The wrongful eviction from, wrongful entry into, or invasion of the right of private occupancy of a room, dwelling or premises that a person occupies, committed by or on behalf of its owner, landlord or lessor; d. Oral, written or electronic publication of material that slanders or libels a person or organization or disparages a person's or organization's goods, products or services; e. Oral, written or electronic publication of material that violates a person's right of privacy; f. Copying, in your "advertisement", a person's or organization's "advertising idea" or style of "advertisement "; g. Infringement of copyright, slogan, or title of any literary or artistic work, in your "advertisement "; or h. Discrimination or humiliation that results in injury to the feelings or reputation of a natural person. 1 B. "Pollutants" mean any solid, liquid, gaseous or thermal irritant or contaminant, including smoke, vapor, soot, fumes, acids, alkalis, chemicals and waste. Waste includes materials to be recycled, reconditioned or reclaimed. 19. "Products- completed operations hazard ": a. Includes all "bodily injury" and "property damage" occurring away from premises you own or rent and arising out of "your product" or "your work" except: (1) Products that are still in your physical possession; or (2) Work that has not yet been completed or abandoned. However, "your work" will be deemed completed at the earliest of the following times: (a) When all of the work called for in your contract has been completed. (b) When all of the work to be done at the job site has been completed if your contract calls for work at more than one job site. (c) When that part of the work done at a job site has been put to its intended use by any person or organization other than another contractor or subcontractor working on the same project. Work that may need service, maintenance, correction, repair or replacement, but which is otherwise complete, will be treated as completed. HG 00 01 08 05 Page 17 of 18 b. Does not include "bodily injury" or "property damage" arising out of: (1) The transportation of property, unless the injury or damage arises out of a condition in or on a vehicle not owned or operated by you, and that condition was created by the "loading or unloading" of that vehicle by any insured; (2) The existence of tools, uninstalied equipment or abandoned or unused materials; or (3) Products or operations for which the classification, listed in the Declarations or in a policy schedule, states that products - completed operations are subject to the General Aggregate Limit. 20. "Property damage" means: a. Physical injury to tangible property, including all resulting loss of use of that property. All such loss of use shall be deemed to occur at the time of the physical injury that caused it; or b. Loss of use of tangible property that is not physically injured. All such loss of use shall be deemed to occur at the time of the "occurrence" that caused it. As used in this definition, computerized or electronically stored data, programs or software are not tangible property. Electronic data means information, facts or programs: a. Stored as or on; b. Created or used on; or c. Transmitted to or from; computer software, including systems and applications software, hard or floppy disks, CD- ROMS, tapes, drives, cells, data processing devices or any other media which are used with electronically controlled equipment. 21. "Suit" means a civil proceeding in which damages because of "bodily injury", "property damage" or "personal and advertising injury" to which this insurance applies are alleged. "Suit" includes: a. An arbitration proceeding in which such damages are claimed and to which the insured must submit or does submit with our consent; or b. Any other alternative dispute resolution proceeding in which such damages are claimed and to which the insured submits with our consent. 22. "Temporary worker" �neans a person who is furnished to you to substitute for a permanent "employes" on leave or to meet seasonal or short - term workload conditions. 23. "Volunteer worker" means a person who a. Is not your "employee "; b. Donates his or her work; c. Acts at the direction of and within the scope of duties determined by you; and d. Is not paid a fee, salary or other compensation by you or anyone else for their work performed for you. 24. "Your product ": a_ Means: (1) Any goods or products, other than real property, manufactured, sold, handled, distributed or disposed of by: (a) You; (b) Others trading under your name; or (c) A person or organization whose business or assets you have acquired; and (2) Containers (other than vehicles), materials, parts or equipment furnished in connection with such goods or products. b. Includes (1) Warranties or representations made at any time with respect to the fitness, quality, durability, performance or use of "your product": and (2) The providing of or failure to provide warnings or instructions. c. Does not include vending machines or other property rented to or located for the use of others but not sold. 25_ "Your work ": a. Means: (1) Work or operations performed by you or on your behalf; and (2) Materials, parts or equipment furnished in connection with such work or operations. b. Includes (1) Warranties or representations made at any time with respect to the fitness, quality, durability, performance or use of "your work ", and (2) The providing of or failure to provide warnings or instructions. Page 18 of 18 HG 00 01 06 OS \ J DIGIT -3 OP ID: JD A�ORO CERTIFICATE OF LIABILITY INSURANCE DATE 07/26D.rvYVYI 07/26112 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 'LOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWE� S Tgg,JS ?t N$,TSYRRR(S), AUTHORIZED _PRESENTATIVE OR PRODUCER. AND THE CERTIFICATE HOLDER. 7 (j""�� 9 IMPORTANT: H the certificate holder is an ADDITIONAL INSURED, the policylies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terns and conditions of the policy, certain policies may require an endorsement. A statement pP this cartificate does not ppnfer rights to the certificate holder in lieu of such endorsement(s). Clifford Bradford ins Agency LO_E diehl@cliffordandbradford.com (AIc L PRODUCER 661-283-8100 NAME; Janice Diehl g y 661 - 283 -8111 Prlo "E 661- 2.83 -8100 F°C.Nor 661 - 283 -8111 Bakersfield, CA 93301 ADDRESS. Herb Cieriey INSURER(S) AFFORDING COVERAGE NAIL e INSURER A: Travelers Property Casualty 36161 INSURED Digital Map Products, Inc. INSURER a The Hartford 19682 Leis& Cierley INSURER C. Lloyds of London 18831 Von Karman Ave Ste 200 Irvine. CA 92612 INSURER 0: Navigators Ins. Co. 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 20 CIVIC CENTER PLAZA ROSS ANNEX M -21 SANTA ANA, CA 92701 INSR _.. IADDL'SUBR -P5Lc €rlt _ PSUCY exP LTR TYPE OF INSURANCE ', INSR MfVD POLICY NUMBER IMM/DOJYYYYI (MMIDONYYY} LIMITS GENERAL LIABILITY EACH OCCURRENCE S 1,000,00 B X COMMERCIAL GENERAL LIABILITY X 151 UUNVX3967 07!26!12 07/26/13 DAMAGETO RENTED PREMISES LEa octunmce; _ 300,00 CLAIMS -MADE` X OCCUR - MED EXP 1Anv one person $ 10,00 PERSONAL 6 ADV INJURY S 11000100 GENERAL AGGREGATE S 21000,00 GENL AGGREGATE LIMIT APPLIES PER PRODUCTS - COM -IOP AGG S 2,000,00 pouC� �E LDC - Emp Ben. S 11000,00 AUTOMOBILE LIABILITY COMBINED SINGLE L III . �_Ea acaoenli - S 1000,00 , _ B A AUTC 51 UUNVX3967 07/26112 07126113 NY BODILY INJURY IPer De,scn S ALL OWNED SCHEDULED AUTOS AUTOS BODILY INJURY Me, accment, S NON-OWNED X X - pROPE�RTYDAMAGE S HIRED4UTJS AUTOS :pe,acc,aentJ S X UMBRELLA UAB X D--CUR EACH OCCURRENCE S 5,000,00 A EXCESS LIAR CLAIMS E) i51RHUVX4078 07/26/12 07126/13 AGGREGATE S 5,000,00 DEC X RETENTIONS 10000 Prod /COps S 5,000,00 WORKERS COMPENSATION WC STATU- OTH - ". X AND EMPLOYERS' UA9ILRY Y:N TORY LIMITS _._ER_ _ A ETOR PARTNcRrxE a VE HJU88092L41712 01101112 01/01113 E L EACH ACCIDEN' S 1,000,00 OF:ICSR/M'cMBcR E?iC.I�OF.G' N I A OFCERIM - - -- - _. - (M"Irtory in NH) ` -.. -_ E L DISEASE EA EMPLOYEE. S 1,000,00 N yes. destnpe undo, DESCRIPTION OF OPERATIONS Delo% - - EL DISEASE • POLICY LIMIT S - 1,000,00 C !Errors 3 Omissions 459856 �r 07/26/12 07/26/13 Eb0 5,000,00 D 'Exc Errors & Omiss SF12MPLO176681C 07/26/12 07/26113 Exc E80 5,000,00 DESCRIPTION OF OPERATIONS i LOCATIONS! VEHICLES (Attach ACORD 101, Additional Remarks Schedule, If more space is required) THE CITY OF SANTA ANA, ITS OFFICER, EMPLOYEES, AGENTS, VOLUNTEERS AND REPRESENTATIVES AM INCLUDED AS ADDITIONAL INSURED UNDER THE GENERAL LIABILITY POLICY PER HGO001 06/05 (PAGE 12 OF 18) WITH RESPECTS TO THE OPERATIONS OF THE NAND INSURED PER WRITTEN CONTRACT IN PLACE PRIOR TO LOSS. CERTIFICATE HOLDER CANCELLATION ,;t (O 1988 -2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010105) The ACORD name and logo are registered marks of ACORD �, �01 I SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE CITY OF SANTA ANA THE EXPIRATION DATE THEREOF, NOTICE 1NILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. TERI CABLE 20 CIVIC CENTER PLAZA ROSS ANNEX M -21 SANTA ANA, CA 92701 AUTHORIZED REPRESENTATIVE %3v„ (O 1988 -2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010105) The ACORD name and logo are registered marks of ACORD �, �01 I 1 (2) Fo: the purpose of determining the limits of d. Workers' Compensation And Similar Claws insurance for incidental medical malpractice Any obligatior of the insured under workers' anv alit or omission together with all related acts compensation disability benefits or un ployrneni or omissions in the fumishing of these services compensation law or any similar law i to any one person will be conside,ed one e. Employer's Liability "occurrence" "Bodily injury" to 2. Exclusions (1) An "employee" I,-)f the insured arisin!1 out of and This insurance does not aoply!o in the course of: a. Expected Or Intended Injury (a) Employment by Inc insured, or "i3adsly injury" or "property damage" expected or (b) Performing duties related to th? conduct of intended from the standpoint of the insured Th!s the insured's business; or exclusion does not apply to "bodily injury" of "property damage" resulting from the use of (2) The spouse child, parent brother for sister of reasonable force to protect persons or property that "employee" as a consequence of Paragraph (1) above. b. Contractual Liability "Bodily injury " or "property damage" for which the This exclusion applies insurea is obligated to pay damages by reason of (1) Whether the insured may be li ble, as an the assumption of liability in a contract or employer or in any other capacity, a d agreement This exclusion does not apply to liability (2) To any obligation to share damages with or for damages repay someone else who must pay damages (1) That the insured would have in the absence of because of the injury. the contract or agreement: or This exclusion does not apply to fiabili y assumed (2) Assumed in a contract or agreement that is an by the Insured under an "insured contract" "insured contract', provided the "bodily injury" or f. Pollution "property damage" occurs subsequent to the (1) "Bodily injury" or "property damage arising out execution of the contract or agreement. Solely of the actual, alleged or threaten discharge. for the purposes of liability assumed in an dispersal, seepage, migration re lease or "insured contract", reasonabie attomey fees and escape of "pollutants' necessary litigation expenses incurred by or for a party other than an insured are deemed to be (a} At or from any premises. site or location damages because of "bodily injury" or "properly which is or was at any time owned or damage ", provided occupied by, or rented or loaded to, any insured. However, this subpar (a) Liability to such party for, or for the cost of, raph does n ot apply to that party's defense has also been assumed it the same "insured contract ": and (i) "Bodily injury" if sustained within a building and caused by sin ke. fumes. (b) Such attorney fees and litigation expenses vapor or soot produced by or originating are for defense of that party against a civil or from equipment that is used heat, cool alternative dispute resoiuiian proceeding in or dehumidify the building. equipment which damages to which this insurance that is used to heat water or ,personal applies are alleged, use, by the building's occupants or their c. Liquor Liability guests; "Bodily injury" or "property damage" for which any (it) "Bodily injury" or "property damage" for insured may be held liable by reason of: which you may be held liable it you are a (1) Causing or contributing to the intoxication of any contractor and the owner c r lessee of person, such premises, site or locatii on has been (2) The furnishing of alcoholic beverages to a added to your policy as insured with respect to additional your ongoing person under the legal drinking age or under the operations performed for th t additional influence of alcohol: or insured at that premises. sit or location (3) Any statute, ordinance or regulation relating to and such premises, site or Ic canon is -not the sale, gift, distribution or use of alcoholic and never was owned or oa upied by, or beverages rented or loaned to, any in ured. other This exclusion applies only if you are in the than that additional insured. or business of manufacturing, d►strinuting selling, serving or furnishing alcoholic beverages. Page 2 of 19 H *01 06 05 (iii) "Bodily injury" or "property damage" (e) At or from any premises, sae or iocation on arising out of heat, smoke or fumes from which any insured or any contractors or a "hostile fire"; subcontractors worxino directly or mdirecl!y (b) At cr from any premises, site or location on any irsured's behalf are performing which is or was at any time used by or for operations if the operations are to test for any insured or others for the handling monitor clean up. remove, contain, treat storage disposal, processing or treatment rib detoxify or neutralize, or in any way responc waste to, or assess the effects of, "pollutants" (c) Which are or were at any time transported, (2) Any loss, cost or expense arising out of any. handled, stored, treated, disposed of or (a) Request. demand order or statutory or processed as waste by or for regulatory requirement that any insured or (i) Any insured, or others test for, monitor. clean up, remove. contain. treat. detoxify or neutralize, or in (ii) Any person or organization for wham you any way respond to, or assess the effects of may be legally responsible "pollutants" or (d) At or from any premises, site or location on (b) Claim or suit by or or behalf of a which any insured or any contractors or governmental authority for damages a subcontractors working directly or indirect) because of testing for. monitoring. deamn g on any insured's behalf a r P performing removing, containing. treating. ^ operations if the "pollutants" are brought on detoxifying or neutralizing, or in any way de or to the remises, site or location in X p responding to, or assessing the effects of connection with such operations by such "pollutants" u, insured. contractor or subcontractor However, this paragraph does not apply to However. this subparagraph does not apply "properly liability for damages because of to damage" that the insured would have in the (i) "Bodily mu�ry" or "property damage" absence of such request, demand, order or arising out of the escape of fuels. statutory or regulatory requirement, or such lubricants or other operating fluids which claim or "suit" by or on behalf of a governmental are needed to perform the normal authority. electrical, hydraulic or mechanical functions necessary for the operation of 9 Aircraft Auto Or Watercraft "mobile equipment" or its parts, if such "Bodily injury" or "properly damage" arising out of fue'.s, lubricants or other operating fluids the ownership, maintenance, use or entrustment to escape from a vehicle part designed to others of any aircraft, "auto" or watercraft owned or hold. store or receive them. This operated by or rented or loaned to any insured. Use _ exception does not apply if the "bodily includes operation and "loading or unloading ". injury" or "property damage" arises out of This exclusion applies even if the claims against =M the intentional discharge, dispersal or any insured allege negligence or other wrongdoing release of the fuels, lubricants or other in the supervision, hiring, employment, training or operating fluids, or if such fuels. monitoring of others by that insured, if the lubricants or other operating fluids are "occurrence" which caused the "bodily injury" or brought on or to the premises, site or "properly damage" involved the ownership, location with the intent that they be maintenance, use or entrustment to others of any WE discharged, dispersed or released as pail aircraft. "auto" or watercraft that is owned or of the operations being performed by operated by or rented or loaned to any insured. t� such insured, contractor or This exclusion does not apply to: subcontractor; (ii) 'Bodily injury" or "property damage" (1) A watercraft while ashore on premises you own am sustained within a building and caused or rent: am � by the release of gases, fumes or vapors (2) A watercraft you do not overt that is' from materials brought into that building (a) Less than 51 feet long, and in connection with operations being (b) Not being used to carry persons for a ® perfomled by you or on your behalf by a contractor or subcontractor: or charge (iii) "Bodily injury" or "properly damage" (3) Parking an "auto" on, or on the ways next to. arising out of heat, smoke or fumes from prerises you own or rent, provided the "auto" is a "hostile fire ", or not owned by or rented or loaned to you or the insured, HG 00 01 06 05 ?age 3 of 18 (4) Liability assumed under any "insurao contract' for the ownership, maintenance or use of aircraft or watercraft (5) "Bodily injury" or "property damage" arising out of the operation of any of the equipment listed in Paragraph f.(2) or f,(3) of the definition of ,'mobile equipment", or (6) An aircraft that is not owned by any insured arc is hired. chartered or loaned with a paid crew. Howevefr this exception does not apply it the insured has any other insurance for such "bodily injury" or "property damage ". whether ,he other insurance is primary. excess, contingent or on any other basis. h. Mobile Equipment "Bodily injury" or "property damage" ansing out of (1) The transportation of "mobile equipment" by an "auto" owned or operated by or rented or loaned to any insured, or (2) The use of "mobile equipment" in, or while in practice for_ or while being prepared for, any prearranged racing, speed. demolition or stunting activity. i. War "Bodily injury" or "property damage ", however caused arising, directly or indirectly, out of (1) War. including undeclared or civil war; (2) Warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any government, sovereign or other authority using military personnel or other agents; or (3) Insurrection, rebellion. revolution. usurped power or action taken by governmental authority in hindering or defending against any of these. j. Damage To Property "Property damage" to' (1) Property you own, rent, or occupy, including any costs or expenses incurred by you, or any other person. organization or entity. for repair, replacement, enhancement, restoration or maintenance of such property for any reason including prevention of injury to a person or damage to another's property; (2) Premises you sell, give away or abandon. if the "property damage" arises out of any part of those premises; (3) Property loaned to you. (4) Personal property in the rare. custody or control of the insured; (5) That particular part of real properly on which you or any contractors or subcontractors Page 4 of 18 working directly or indirectly on you behalf are performing operations, it the "pfope y damage" arises out of those operations, or (6) That particular par of any property t liat must ibe restored, repaired or replaced because "your work" was incorrectly performed on Paragraphs (1), (3) and (4) of this excl sion,do not apply to "properly damage" (other than dartnage,by fire) to premises including the comet is {oif such premises, rented to you for a period ol 7 or fewer consecutive days. A separate linit o insurance applies to Damage To Premises Rente To you as described in Section III — Limits Of nsu nee. Paragraph (2) of this exclusion does not apply if the premises are "your work" and were never occupied rented or held for rental by you. Paragraphs (3) and (4) of this exclusion do not apply to "property damage- arising front the use of elevators. Paragraphs (3), (4), (5) and (6) of this exclusion do not apply to liability assumed under a sidetrack agreement Paragraphs (3) and (4) of this exctu ion do not apply to "property damage" to borrowed equipment while not being used to perform oper lions at the job site. Paragraph (6) of this exclusion does tot aipply to "property damage" included in the "products - completed operations hazard" k. Damage To Your Product "Property damage" to "your product" an ing out of it or any part of it. 1. Damage To Your Work "Property damage" to "your work" arising out of it or any part of it and included it the prioducts- completed operations hazard" This exclusion does not apply if the da abtd work or the work out of which the damage arises was performed on your behalf by a suboontfactor, m. Damage To Impaired Property Or Property Not Physically Injured "Property damage" to "impaired ropefty" or property that has not been physi Ily, iinjured, arising out of: (1) A defect, deficiency, inadequacy or dangerous condition in "your product" or "your rk-,,; or (2) A delay or failure by you or any a acting on your behalf to perform a contract agreement in accordance with its terns This exclusion does not apply to the loss of use of other property arising out of sudden a d accidental physical injury to 'your product" or "YO r work" after it has been put to its intended use. H9 00 01 06 05 a x u- 0 t s >r� TIM n_ Recall Of Products, Work Or Impaired Property Damages clairned for any loss, cost or expense incurred by you or others for the ioss of use oAthdrawal. recall, inspection, repair replacement, adjustment, removal or disposal of (1) "Your product (2) "Your work" or (3) "Impaired property ", if such product. work, or property is withdrawn or recalled from the market or from use by any person or organization because of a known or suspected defec% deficiency, inadequacy or dangerous condition in it o. Personal And Advertising Injury "Bodily injury" arising out of "personal and advertising injury". p. Electronic Data Damages ansmg out of the loss of, loss of use of, damage to, corruption of, inability to access, or inability to manipulate electronic data. As used m this exclusion, electronic data means information, facts or programs stored as or on, created or used on, or transmitted to or from computer software, including systems and applications software, hard or floppy disks, CD- ROMS, tapes, drives, cells, data processing devices or any other media which are used with electronically controlled equipment. q. Employment - Related Practices "Bodily injury" toy (1) A person arising out of any "employment— related practices ": or (2) The spouse, child, parent, brother or sister of that person as a consequence of "bodily injury' to that person at whom any "employment - related practices" are directed_ This exclusion applies (1) Whether the insured may be liable as an employer or in any other capacity: and (2) To any obligation to share damages with or repay someone else who must pay damages because of the injury . r. Asbestos (1) "Bodily injury" or "property damage" arising out of the "asbestos hazard ". (2) Any damages. judgments, settlements loss, costs or expenses that: (a) May be awarded or incurred by reason of any claim or suit alleging actual or threatened injury or damage of any nature or HG 00 01 06 05 kind to persons or property which would not have occurred in whole or in part but for the "asbestos hazard ". (b) Arise out of any request, demanc, crcier or statutory or regulatory requirement that any insured or others test for monitor, clean up . remove, encapsulate, contain, treat, deloxify or neutralize or in any way resoond to or assess the effects of an "asbestos hazard". or (c) Anse out of any claim or suit for damages because of testing for, monitoring. cleaning up, removing, encapsulating. containing. treating, detoxifying or neutralizing or in any way responding to or assessing the effects of an "asbestos hazard ". Damage To Premises Rented To You — Exception For Damage By Fire, Lightning Or Explosion Exclusions c. through h. and j. through n. do not apply to damage by fire, lightning or explosion to premises while rented to you or temporarily occupied oy you with permission of the owner. A separate limit of insurance applies to this coverage as described in Section III — Limits Of Insurance. COVERAGE B PERSONAL AND ADVERTISING INJURY LIABILITY 1. insuring Agreement a. We will pay those sums that the insured becornes legally obligated to pay as damages because of ..personal and advertising injury" to which this insurance applies. We will have the right and duty to defend the insured against any "suit" seeking those damages. However, we will have no duty to defend the insured against any "suit" seeking damages for "personal and advertising injury" to which this insurance does not apply. We may, at our discretion, investigate any offense and settle any claim or "suit" that may result. But: (1) The amount we will pay for damages is limited as described in Section III — Limits Of Insurance: and (2) Our right and duty to defend end when we have used up the applicable limit of insurance in the payment of judgments or settlements under Coverages A or B or medical expenses under Coverage C. No other obligation or liability to pay sums or perform acts or services is covered unless explicitly provided for under Supplementary Payments — Coverages A and B. b. This insurance applies to "personal and advertising injury" caused by an offense arising out of your business but only if the offense was committed in the "coverage territory" during the policy period Page 5 of 18 2. Exclusions This insurance does not apply to a. Knowing Violation Of Rights Of Another "Personal and advertising injury" arising out of an offense committed by. at the direction or with the consent or acquiescence of the insured with the expectation of inflicting "personal and acverbsing injury' b. Material Published With Knowledge Of Falsity "Personal and advertising injury" arising out of oral written or electronic publication of material. if done by or at the direction of the insured with knowiedge of its falsity c. Material Published Prior To Policy Period "Personal and advertising injury" arising out of oral, written or electronic publication of material whose first publication took place before the beginning of the policy period d. Criminal Acts "Personal and advertising injury" arising out of a criminal act committed by or at the direction of the insured e. Contractual Liability 'Personal and advertising injury' for which the insured has assumed liability in a contract or agreement. This exclusion does not apply to liability for damages that the insured would have in the absence of the contract or agreement. f. Breach Of Contract "Personal and advertising injury" arising out of a oreach of contract, except an implied contract to use anthers "advertising idea" in your "advertisement ". g. Quality Or Performance Of Goods — Failure To Conform To Statements "Personal and advertising injury" arising out of the failure of goods, products or services to conform with any statement of quality or performance made in your "advertisement ". h. Wrong Description Of Prices "Personal and advertising injury" arising out of the wrong description of the price of goods, products or services i. Infringement Of Intellectual Property Rights "Personal and advertising injury" arising out of any violation of any intellectual property rights such as copyright, patent, trademark, trade name, trade secret, service mark or other designation of origin or authenticity. However this exclusion does not apply to infringement, in your "advertisement". of. (1) Copyright: Page 6 of 18 (2) Slogan. unless the slogan is also a trademark trade name, service mark or other Jesignalioc of origin or authenticity, or (3) Title of any literary or artistic work j. Insureds In Media And Inter wt Type Businesses "Personal and advertising injury" committed! by an insured whose business is (1) Advertising, broadcasting, publshing of telecasting (2) Designing or determining content o web sites for others, or (3) An Internet search, access ccntent or service provider However this exclusion does not apply to Paragraphs 17.a., b. and c. of "personal and advertising injury" under the Definitions ection For the purposes of this exclusion, acing an "advertisement" for or linking to others your wet) site, by itself, is not considered the usiness of advertising. broadcasting. publishing or t IecaSting. k. Electronic Chatroorns Or Bulletin So s "Personal scape of and advertising injury" arisin out of sin electronic chatroom or bulletin board e'!itisured hosts, owns. or over which the insure exercises control. or I. Unauthorized Use Of Another's acne Or Product remove, "Personal and advertising injury" arising out of the unauthorized use of another's name or product in your e-mail address, domain name or ff etatags, or any other similar tactics to mislead anather's potential customers. m. Pollution "Personal and advertising injury" arising out of the actual, alleged or threatened discharge dispersal, seepage. migration, release or e scape of "pollutants" at any time. n. Pollution - Related Any loss, cost or expense arising out of i ny: (1) Request, demand, order or statutory or regulatory requirement that any nsured or others test for, monitor. clean up, remove, contain, treat, detoxify or neutralize or In arty way respond to, or assess the effedts of, "pollutants ": or (2) Claim or suit by or on oehalf of a governrental authorlty for damages because of iesling for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing, or in any way responding to, or assessing th effects of, "pollutants" HG 7 01 06 05 0 a 0 CN P 0 a a� its rltrr� tee i� arm tee tom! ara z 'o. War "Pe-scnat and advertising Injury", however caused, ansing, directly or indirectly, ou. of (1) War, including undeclared or civil war. (2) Warlike action by a military force, including action in hindering or defending against an actual or expected attack. by any government, sovereign or other authority using military pe-sonnel or other agents; or (3) insurrection, rebellion, revolution, usurped power, or action taken by governmental authonty in hindenng or defending against any of these. p. Internet Advertisements And Content Of Others "Personal and advertising injury" arising out of (1) An "advertisement" for others on your web site. (2) Placing a link to a web site of others on your web site (3) Content, including information. sounds, text graphics. or images from a web site of others displayed within a frame or border on your web site: or (4) Computer code. software or programming used to enable: (a) Your web site; or (b) The presentation or functionatity of an ' "advertisement" or other content on your web site. q. Right Of Privacy Created By Statute "Personal and advertising injury" ansing out of the violation of a person's right of privacy created by any state or federal act. However, this exclusion does not apply to liability for damages that the insured would have in the absence of such state or federal act. r. Violation Of Anti -Trust law "Personal and advertising injury" arising out of a violation of any anti -trust law s. Securities "Personal and advertising injury" arising out of the fluctuation in price or value of any stocks, bonds or other securities. t. Discrimination Or HumiNation "Personal and advertising injury" ansing out of discrimination or humiliation committed by or at the direction of any "executive officer", director. stockholder. partner or member of the insured. u. Employment - Related Practices "Personal and advertising injury" to: (1) A person arising out of any "employment— related practices "; or HG 00 01 06 05 (2) The spouse. cnitd, parent brother or sister of that person as a consequence of "personal and advertising injury" to that person at whom any "employment - related practices" are directed. This exclusion applies (1) Whether the insured may be liable as an employer or in any other capacity and (2) To any obligation to snare damages wth or repay someone else who must pay damages because of the injury. v. Asbestos (1) "Personal and advertising irnur ` ansing out of the "asbestos hazard" (2) Any damages, judgments. settlements, loss, costs or expenses that: (a) May be awarded or incurred by reason of any claim or suit alleging actual or threatened injury or damage of any nature or kind to persons or property which would not have occurred in whole or in part but for the "asbestos hazard ": (b) Anse out of any request. demand, order or statutory or regulatory requirement trial any insured or others test for, monitor, dean up, remove, encapsulate, contain, treat, detoxify or neutralize or in any way respond to or assess the effects of an "asbestos hazard"; or (c) Arise out of any claim or suit for damages because of testing for monrtonng, cleaning up, removing, encapsulating, containing, treating, detoxifying or neutralizing or in any way responding to or assessing the effects of an "asbestos hazard ". COVERAGE C MEDICAL PAYMENTS 1. Insuring Agreement a. We will pay medical expenses as described below for "bodily injury" caused by an accident: (1) On premises you own or rent; (2) On ways next to premises you own or rent: or (3) Because of your operations; provided that: (1) The accident takes place in the "coverage territory" and during the policy period; (2) The expenses are incurred and reported to us within three years of the date of the accident: and (3) The injured person submits to examination, at our expense, by physicians of our choice as often as we reasonably require. Page 7 of 18 b. Ale will make these payments regardless of fault. These payments will not exceed the applicable limit of insurance We will pay reasonable expenses for- (1) First aid administered at the time of an accident, (2) Necessary medical. surgical, x -ray and dental seances including prosthetic devices. and (3) Necessary ambulance. hospital, professional nursing and funeral services 2. Exclusions We will not pay expenses for "bodily injury" a. Any Insured To any insured, except "volunteer workers" b. Hired Person To a person hired to do work for or on behalf of any insured or a tenant of any insured c. Injury On Normally Occupied Premises To a oerson injured on that part of premises you own or rent that the person normally occupies. d. Workers Compensation And Similar Laws To a person, whether or not an "employee" of any insured, if benefits for the "bodily injury" are payable or must be provided under a workers' compensation or disability benefits law or a similar law. e. Athletics Activities To a person injured while practicing. instructing or participating in any physical exercises or games. sports. or athletic contests f. Products - Completed Operations Hazard Included within the "products- completed operations hazard ". g. Coverage A Exclusions Excluded under Coverage A SUPPLEMENTARY PAYMENTS — COVERAGES A AND B 1. We will pay. with respect to any claim we investigate or settle, or any "suit" against an insured we defend, a. All expenses we incur b. Up to $1,000 for cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies We do not have to furnish these bonds. c. The cost of appeal bonds or bonds to release attachments, but only for bond amounts within the applicable limit of insurance. We do not have to furnish these bonds. d" All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or "suit ", including actual loss of earnings up to $500 a day because of time off from work. e. All costs taxed against the insured in thel "'suit" f. Prejudgment interest awarded against the insured on that part of the judgment we pay If Ae make an offer to pay the applicable limit of insura ce we will not pay any prejudgment interest based ''on 'hat period of time after the offer. g. All interest on the full amount of ary judgment that accrues after entry of the judgmen: ani oggre we have paid. offered to pay, or deposited r court the part of the judgment that is within the{ applicabie limit of insurance. These payments will not reduce the limits oflinsurande. 2. If we defend an insured against a "su " and an indemnitee of the insured is also named a a party fo the "suit" we will defend that indemnitee f all of the following conditions are met a. The "suit" against the indemnitee seeks damages for which the insured has assumed the, liability .of the indemnitee in a contrast or agreeme t that is an "insured contract" b. This insurance applies to such liab dy assumed by the insured. c. The obligation to defend, or the cost oll trie defense of. that indemnitee" has also been assurned by the , nsured in the same "insured contract' d. The allegations in the "suit" and the inf mallon we know about the "occurrence" are su h that tic conflict appears to exist between the erests of the insured and the interests of the "nde nilee; e. The indemnitee and the insured ask us to conduct and control the defense of that indemnitee, imst such "suit" and agree that we can assig ri the same counsel to defend the insured and the derrinitee. and f. The indemnitee (1) Agrees in writing to (a) Cooperate with us in the in�estigati0n, settlement or defense of the "suit'; (b) Immediately send us copies of any demands, notices, summonses or; legal papers received in connection wit title! "suit (c) Notify any other insurer whose doverage is available to the indemnitee: and I (d) Cooperate with us with spebt to coordinating other applicable inlsuranae available to the indemnitee: and ; (2) Provides us with written author,zatiolto; (a) Obtain records and other inform ion ('elated to the "suit"; and (b) Conduct and control the clefeiise of the indemnitee in such "suit" I So long as the above conditions are met attorneys' ?ees incurred by us in the defense of that ndetnnitee, Page 8 of 18 HG 00 01 06 ,05 r n M P) N_ :7 c • necessary litigation expenses incurred by us and necessary litigation expenses incurred by the indemnitee at our request will oe paid as Supplementary Payments. Notwithstanding the provisions of Paragraph 2.b.(2) of Section I - Coverage A - Bodily Injury And Property Damage Liability, such payments will not be deemed to be damages for "bodily injury" and "property damage" and will not reduce the limits of insurance. Our obligation to defend an insured's indemnitee and to pay for attorneys' fees and necessary litigation expenses as Supplementary Payments ends when: a. We have used up the applicable limit of insurance in the payment of judgments or settlements, or b. The conditions set forth above, or the terms of the agreement described in Paragraph f. above, are no longer met. SECTION 11 - WHO IS AN INSURED sr� Via i� — 2. ` tt� z If you are designated in the Declarations as: a. An individual, you and your spouse are insureds but only with respect to the conduct of a business of which you are the sole owner. b. A partnership or joint venture, you are an insured Your members, your partners, and their spouses are also insureds, but only with respect to the conduct of your business. c. A limited liability company, you are an insured Your members are also insureds, but only with respect to the conduct of your business. Your managers are insureds, but only with respect to their duties as your managers. d. An organization other than a partnership, point venture or limited liability company, you are an insured. Your "executive officers" and directors are insureds, but only with respect to their duties as your officers or directors. Your stockholders are also insureds, but only with respect to their liability as stockholders. e. A trust, you are an insured. Your trustees are also insureds, but only with respect to their duties as trustees. Each of the following is also an insured a. Employees and Volunteer workers Your "volunteer workers" only while performing duties related to the conduct of your business, or your "employees ", other than either your "executive officers" (if you are an organization other than a partnership. Joint venture or limited liability company) or your managers (if you are a limited liability company), but only for acts within the scope of their employment by you or while performing duties related to the conduct of your business. However, none of these "employees" or "volunteer workers" are insureds for'. 11) "Bodily injury" or "personal and advertising injury": (a) To you. to your partner or members (if yoE. are a partnership or joint venture) to your members (if you are a limited liability company), to a co- "employee" while in the course of his or her employment cr performing duties related to the conduct of your business, or to your other "volunteer workers" while performing duties related to the conduct of your business: (b) To the spouse, child, parent, brother or sister of that co- "employee" or that "volunteer worker" as a consequence of Paragraph (1)(a) above: (c) For which there is any obligation to snare damages with or repay someone else who must pay damages because of the injury described in Paragraphs (1)(a) or (b) above or (d) Arising out of his or tier providing or failing to provide professional health rare services. It you are not in the business of providing professional health care services, Paragraph (d) does not apply to any nurse, emergency medical technician or paramedic employed by you to provide such services. (2) "Property damage" to property: (a) Owned, occupied or used by (b) Rented to, in the care, custody or control of, or over which physical control is being exercised for any purpose by you, any of your "employees ", "volunteer workers ", any partner or member (if you are a partnership or joint venture), or any member (if you are a limited liability company). b. Real Estate Manager Any person (other than your " emproeee" or "volunteer worker"), or any organization while acting as your real estate manager. c. Temporary Custodians of Your Property Any person or organization having proper temporary custody of your property if you die, but only: (1) With respect to liability arising out of the maintenance or use of that property, and (2) Until your legal representative has been appointed. d. Legal Representative It You Die Your legal representative if you die, but only with respect to duties as such. That representative will HG 00 01 06 05 Page 9 of I$ have all your rignts and duties under this Coverage Par e. Unnamed Subsidiary Any subsidiary, and subsidiary thereof, of yours which is a legally incorporated entity of which you own a financial interest of more than 50% of the voting stock on the effective date of the Coverage ?art The insurance afforded herein for any subsidiary not named in this Coverage Part as a named insured does not apply to injury or damage with respect to which an insured under this Coverage Part is also an insured under another policy or would be an insured under such policy but for its termination or the exhaustion of its limits of insurance. 3. Newly Acquired or Formed Organization Any organization you newly acquire or form other than a partnership, joint venture or limited liability company, and over which you maintain financial interest of more than 50% of the voting stock. will qualify as a Named Insured if there is no other similar insurance available to that organization. However a. Coverage under this provision is afforded only until the 180t1h day after you acquire or form the organization or the end of the policy period, whichever is earlier: b. Coverage A does not apply to "bodily injury" or "property damage" that occurred before you acquired or formed the organization: and c. Coverage B does not apply to "personal and advertising injury" arising out of an offense committed before you acquired or formed the organization. 4. Mobile Equipment Wdn respect to "mobile equipment" registered in your name under any motor vehicle registration law, any ,)arson is ar insured while driving such equipment along a public highway with your permission. Any other person or organization responsible for the conduct of such person is also an insured, but only with respect to liability arising out of the operation of the equipment, and only if no other insurance of any kind is available to that person or organization for this liability. However, no person or organization is an insured with respect to: a. "Bodily injury" to a co- "employee" of the person driving the equipment. or b. "Property damage" to property owned by, rented to, in the charge of or occupied by you or the employer of any person who is an insured under this provision Page 10 of 18 5. Nonowned Watercraft With respect to watercraft you do not own hai is less than 51 feet long and is not being used to can persons for a charge, any person is an in urid wh6e operating such watercraft with your pens siork. Any other person or organization responsib a Ifor the conduct of such person is also an Incur , brit only with respect to liability arising out of ,he cperaiion of the watercraft, and only if no other insure ct# bf any kind is available m that person or organiza ion for this liability. However. no person or organization is an i isurec earth respect to a. "Bodily injury" to a co -" employee" of heI person operating the watercraft: or b. "Property damage" to property owned b . rented to, in the charge of or occupied by you or the eimptoyer of any person who is an insured under this provision. 1 6. Additional Insureds When Required Ely Written Contract, Written Agreement Or Permit The following person(s) or organization s) i are an additional insured when you have agreed, 'n a Wntten contract, written agreement or because f a permit issued by a state or political subdivision than such person or organization be added as ar additional insured on your policy, provided the injury or idimage occurs subsequent to the execution of the contract or agreement I j A person or organization is an additional in ured under this provision only for that period of time req6red 'by the contract or agreement. However, no such person or organization ic. an insured under this provision if such person or organization is included as an insured by an endorsemes, issoued by us and made a pail of this Coverage Part. a. Vendors Any person(s) or organization(s) (refer tq below as vendor), but only with respect to "b i(yl injury" or "property damage" arising out of "yo r produals" which are distributed or sold in the r Iar course of the vendor's business and only if th s Coverage Part provides coverage for "bodily ing ry" or "property damage" included within th "prbducis- completed operations hazard ". (1) The insurance afforded the vendor ' subject to the following additional exclusions: This insurance does not apply to: (a) "Bodily injury" or "property d mage" for which the vendor is obligat to pay damages by reason of the as riijOion of liability in a contract or agre me . This exclusion does not apply to liabi ity for damages that the vendor would aye in the absence of the contract or agree lent; HG Di 06 05 (b) Any express warranty unauthorzed by you. ic) Any ohysical or chemical change in the product made intentionally by the vendor (d) Repackaging, except when unpacked solely for the purpose of inspection. demonstration, testing. or the substitution of parts under instructions from the manufacturer. and then repackaged in the original container: (e) Any failure to make such inspections adjustments. tests or servicing as the vendor has agreed to make or normally undertakes tc make in the usual course of business in connection with the distribution or sale of the r products. (f) Demonstration. installation, senncing or r repair operations, except such operations ? performed at the vendor's premises in n connection with the sale of the product, (g) Products which. after distribution or sale by rn you, have been labeled or relabeled or used y as a container, part or ingredient of any other thing or substance by or for the o vendor. or (h) "Bodily injury" or "properly damage" arising " out of the sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its gins behalf. However, this exclusion does not apply to: (i) The exceptions contained in Sutr tt� paragraphs (d) or (fl; or �= (ii) Such inspections. adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of �i the products. tip (2) This insurance does not apply to any insured person or organization, from whom you have acquired such products, or any ingredient. part a or container, entering into, accompanying or containing such products )))))))E b. Lessors of Equipment (1) Any person or organization from whom you a� lease equipment: but only with respect to their m liability for "bodily injury ", "property damage" or "personal and advertising injury" caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such person or organization (2) With respect to the insurance afforded to these = additional insureds this insurance does not apply to any "occurrence" which takes place after the equipment lease expires. c. Lessors of Land or Premises Any person or organization, from whom you lease land or premises, but only with respect to liability arising out of the ownership, maintenance or use of that part of the land or premises leased to you With respect to the insurance afforded these additional insureds the follovAnc, additional exclusions apply This insurance does not apply to: 1. Any "occurrence" which takes place alter you cease to lease that land; or 2. Struclural alterations, new constriction or demolition operations performed by or on behalf of such person or organization d. Architects, Engineers or Surveyors Any archttect engineer, or surveyor, but only with respect to liability for "bodily injury "property damage" or "personal and advertising injury" caused. in whole or in part, by your acts or omissions or the ads or omissions of those acting on your behalf (1) In connection with your premises; or (2) In the performance of your ongoing operations performed by you or on your benalf With respect to the insurance afforded these additional insureds, the following additional exclusion applies: This insurance does not apply to "bodily injury". "property damage" or "personal and advertising injury" arising out of the rendering of or the failure to render any professional services by or for you. including: 1. The preparing, approving, or failing to prepare or approve. maps, shop drawings, opinions, reports. surveys, field orders, change orders or drawings and specifications: or 2. Supervisory, inspection. architectural or engineering activities. Permits Issued By State Or Political Subdivisions Any state or political subdivision, but only with respect to operations performed by you or on your behalf for which the state or political subdivision has issued a permit. With respect to the insurance afforded these additional insureds, this insurance does not apply to (1) "Bodily injury", "property damage" or "personal and advertising injury" arising out of operations performed for the state or municupaldy; or (2) "Bodily injury" or "property damage" included within the "products- completed operations hazard" HG 00 01 06 06 Page 11 of 18 f. Any Other Party Any other person or organization who is not an insured under Paragraphs a, through e. above. but 2. only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused in whole or in part. by your acts or omissions or the acts or omissions of those acting on your behalf (1) in the performance of your ongoing operations (2) ,r connection with your premises owned by or rented to you, or (3) in connection with "your work" and included within the "products - completed operations 3' hazard ", but only if (a) The written contract or agreement requires you to provide such coverage to such additional insured. and (b) This Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products - completed operations hazard ". With respect to the insurance afforded to these additional insureds. this insurance does not apply to "Bodily injury", "property damage" or "personal and advertising injury" arising out of the rendenng of, or the failure to render, any professional architectural, engineering or surveying services, including: (1) The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (2) Supervisory. inspection. architectural Or engineering activities. The limns of insurance that apply to additional insureds under this provision is described in Section III - Limits Ofinsurance. How this insurance applies when other insurance is available to the additional insured is described in the Other Insurance Condition in Section IV - Commercial General Liability Conditions. No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations. SECTION III - LIMITS OF INSURANCE 1. The Most We will Pay The Limits of Insurance shown in the Declarations and the rules below fix the most we will pay regardless of the number of, a. Insureds; b. Claims made or'suits" brought. or c. Persons or organizations making ciaimslgor bringing "suits" General Aggregate Limit �e will The General Aggregate Limit is the most pray for the sum of: a. Medical expenses under Coverage C; b. Damages under Coverage A, excepl damages because of "bodily injury" or "property damage" included in the "products - completed operations hazard ". and c. Damages under Coverage B. Products - Completed Operations Aggregi ite Limit The Products - Completed Operations Agg ga�e Limit is the most we will pay under Coverage A f r daana9es because of "bodily Injury" and "property daFnage' included in the "products- completed operations hazard" 4. Personal and Advertising Injury Limit Subject to 2, above. the Personal and kdy1rtising Injury Limit is the most we will pay under C overiageiB for the sum of all damages because of a "delrsonai and advertising injury" sustained by any o person of organization. 5. Each Occurrence Limit Subject to 2. or 3. above, whichever applie , the Each Occurrence Limit is the most we will pay f it the sum of: II a. Damages under Coverage A; and b. Medical expenses under Coverage C because of all "bodily injury" and "propeft damage" arising out of any one "occurrence ". 6. Damage To Premises Rented To You Lim t Subject to 5. above, the Damage To Premil ies IRented To You Limit is the most we will pay under C overiagei A for damages because of "property damage" to any one premises, while rented to you, or in the 6ase of damage by fire, lightning or explosion. whit rented stn you or temporarily occupied by you with pe lision of the owner_ In the case of damage by fire, lightning or explosion, the Damage to Premises Rented To You Lirnit,alpplies to all damage proximately caused by the same event. whether such damage results from fire, Ightning or explosion or any combination of these. T. Medical Expense Limit Subject to S. above, the Medical Expense urritlis the most we will pay under Coverage C for ill medical expenses because of "bodily injury" susta' ed1by any one person. 8. How Limits Apply To Additional Insureds If you have agreed in a written contract or written agreement that another person or Drga izatibn be Page 12 of 18 HG t 0 1 06 06 added as an additional insured on your policy the most we will pay on behalf of such additional insured is the !esser of a. The limns of insurance specified in the written contract or written agreement, or b. The Limits of Insurance shown in the Declarations. Such amount shall be a part of and not in addition to Limits of Insurance shown in the Declarations and described in this Section The Limits of Insurance of this Coverage Parl apply separately to each consecutive annual period and to any remaining period of less than 12 months, starting with the n beginning of the policy period shown in the Declarations. o unless the policy period is extended after issuance for an additional period of less than 12 months. In that case, the additional period will be deemed part of the ;ast preceding ° period for purposes of determining the Limits of Insurance. SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS 1. Bankruptcy Bankruptcy or insolvency of the insured or of the insured's estate will not relieve us of our obligations under this Coverage Pan. w 2. Duties In The Event Of Occurrence, Offense, Claim Or Suit — - a. Notice Of Occurrence Or Offense You or any additional insured must see to it that we are notified as soon as practicable of an "occurrence' or an offense which may result in a !0111111li claim. To the extent possible, notice. should include an (1) How, when and where the "occurrence" or offense took place; (2) The names and addresses of any injured persons and witnesses: and (3) The nature and location of any injury or damage arising out of the "occurrence" or offense. �e b. Notice Of Claim If a claim is made or "suit" is brought against any insured, you or any additional insured must (1) Immediately record the specifics of the claim or s "suit" and the date received; and (2) Notify us as soon as practicable. You or any additional insured must see to it that we s� receive written notice of the claim or "suit" as soon _ as practicable. c. Assistance And Cooperation Of The Insured t� You and any other involved insured must: (1) Immediately send us copies of any demands, notices, summonses or legal papers received in connection with the claim or "suit "; (2) Autnorize us to obtain records and other information: (3) C000erate with us in the investigation or settlement of the claim or defense against the "suit ": and (4) Assist us, upon our request, in the enforcement of any right against any person or organization which may be liable to the insured because of injury or damage to which this insurance may also apply. d. Obligations At The insureds Own Cost No insured will, except at that insured's own xst voluntarily make a payment. assume any obligation, or incur any expense, other than for first aid, without our consent. e. Additional Insureds Other Insurance It we cover a claim or "suit" under this Coverage Part that may also be covered by other insurance available to an additional insured, such additional insured must submit such claim or "suit" to the other insurer for defense and indemnity However, this provision does not apply to the extent that you have agreed in a written contract or written agreement that this insurance is primary and non - contributory with the additional insureds own insurance. f. Knowledge Of An Occurrence, Offense, Claim Or Suit Paragraphs a. and b. apply to you or to any additional insured only when such "occurrence ". offense. claim or "suit" is known to: (1) You or any additional insured that is an individual; (2) Any partner, if you or an additional insured is a partnership; (3) Any manager, if you or an additional insured is a limited liability company: (4) Any "executive officer" or insurance manager, a you or an additional insured is a corporation; (5) Any trustee, 0 you or an additional insured is a trust; or (6) Any elected or appointed official, if you or ar additional insured is a political subdivision or public entity. This duty applies separately to you and any additional insured. 3. Legal Action Against Us No person or organization has a right under this Coverage Part: a. To join us as a party or otherwise bring us into a "suit" asking for damages from an insured; or b. To sue us on this Coverage Part unless all of its terns have been fully complied with. A person or organization may sue us to recover on an agreed settlement or on a final judgment against an insured; but we will not be liable for damages that are not payable under the terrns of this Coverage Part or HG 00 011 06 05 Page 13 of 18 that are in excess of the applicable limit of insurance An agreed settlement means a settlement and release of liability signed by us. the insured and the claimant or the claimant's legai representative 4. Other Insurance If other valid and collectible insurance is available to the insured for a loss we cover under Coverages A or B of this Coverage Part. our obligations are limited as follows: a. Primary Insurance This insurance is primary except when b, below aoplies If other insurance is also primary, we will share with all that other insurance by the method described in c. below, b. Excess Insurance This insurance is excess over any of the other insurance. whether primary, excess contingent or on any other basis (1) Your Work That is Fire, Extended Coverage, Builder's Risk, Installation Risk or simkar coverage for "your work ", (2) Premises Rented To You That is fire, lightning or explosion insurance for premises rented to you or temporarily occupied by you with permission of the owner. (3) Tenant Uability That is insurance purchased by you to cover your liability as a tenant for "property damage" I o premises rented to you or temporarily occupied by you with permission of the owner (4) Aircraft, Auto Or Watercraft If the loss arises out of the maintenance or use of aircraft, "autos" or watercraft to the extent not subject to Exclusion g. of Section I — Coverage A — Bodily Injury And Property Damage Liability: (5) Property damage to Borrowed Equipment Or Use Of Elevators f the loss arises out of "property damage" to borrowed equipment or the use of elevators to the extent not subject to Exclusion 1 of Section I - Coverage A - Bodily Injury And Property Damage Liabllhy; (6) When You Are Added As An Additional Insured To Other Insurance Any other insurance available to you covering liability for damages arising out of the premises or operations, or products and completed operations, for which you have been added as an additional insured by that insurance; or Page 14 of 18 (7) When You Add Others As An Additioital Insured To This Insurance Any other insurance available to ar additional insured However. the following provisions ap y no other insurance available to any ersoln or organization who is an additional insurediunder this coverage part. (a) Primary Insurance When Re uirad By Contract This insurance is primary V you have agreed in a written contract or written agreement that this insurance be pr ma I`fIother insurance is also primary, we will shade with all that other insurance by t e irroethod described in c. below. (b) Primary And Non- Contributory To iOther Insurance When Required By C nWct If you have agreed in a writtei contract, written agreement, or permit that this insurance is primary and non- oniribuiory with the additional insured's own insr4ance. this insurance is primary aril Mill riot seek contribution from that other f surance. Paragraphs (a) and (b) do not app y to' other insurance to which the additional f surd has been added as an additional insured. When this insurance is excess, we 1 ai�e no duty under Coverages A or B to defend helinsured against any "suit" if any other insurer h alttuty!to defend the insured against that "suit`, If nod other insurer defends, we will undertake to do so. but we will be entitled to the insured's rights against all those other insurers. When this insurance is excess er other insurance, we will pay only our share of a a(riount of the loss, if any, that exceeds the sum f- (1) The total amount that all such othe insurance would pay for the loss in the abse ce of this insurance: and (2) The total of all deductible and elfainsured amounts under all that other insuran . We will share the remaining loss, if any, vOt!h any other insurance that is not described in t iis ILxcei;s Insurance provision and was not bought peelfically I o apply in excess of the Limits of Insure ce shown in the Declarations of this Coverage Part c. Method Of Sharing If all of the other insurance permits can bbl ` n by equal shares, we will follow this method Iso(�nder this approach each insurer contri esi equal amounts until it has paid its appliaa a !1111 it of insurance or none of the loss remains, whi hever comes first HG t1b 011 106 05 if any of the other insurance does not permit contribution by equal shares, we will contribute by limits Under this method. each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers 5. Premium Audit r. a+ x tr c 6 0 •a r. i� ♦rte its Itttll� 7. mm ao� a. We will compute all premiums for this Coverage Part in accordance with our rules and rates. b. Premium shown in this Coverage Pan as advance premium is a deposit premium only At the close of each audit period we will compute the earned premium for that period and send notice to the first Named Insured. The due date for audit and retrospective premiums is the date shown as the due date on the bill If the sum of the advance and audit premiums paid for the policy period is greater than the earned premium, we will return the excess to the first Named Insured. c. The first Named Insured must keep records of the information we need for premium computation, and send us copies at such times as we may request. Representations a. When You Accept This Policy By accepting this policy, you agree: (1) The statements in the Declarations are accurate and complete. (2) Those statements are based upon representations you made to us: and (3) We have issued this policy in reliance upon your representations. b. Unintentional Failure To Disclose Hazards It unintentionally you should fail to disciose all hazards relating to the conduct of your business that exist at the inception date of this Coverage Part, we shall not deny coverage under this Coverage Part because of such failure. Separation Of Insureds Except with respect to the Limits of insurance, and any rights or duties specifically assigned in this Coverage Part to the first Named Insured, this insurance applies a. As if each Named Insured were the only Named Insured, and b. Separately to each insured against whom claim is made or "suit" is brought. Transfer Of Rights Of Recovery Against Others To Us a. Transfer of Rights Of Recovery If the insured has rights to recover all or part of any payment, including Supplementary Payments, we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request. the insured will bring "suit" or transfer those rights to as and help us enforce them. b. Waiver Of Rights Of Recovery (Waiver Of Subrogation) If the insured has waived any rights of recovery against any person or organization for all or part of any payment, including Supplementary Payments, we have made under this Coverage Part. we also waive that right, provided the insured waived their rights of recovery against such person or organization in a contract, agreement or permit that was executed prior to the injury or damage 9. When We Do Not Renew If we decide not to renew this Coverage Part, we will mail or deliver to the first Named Insured snows in the Declarations written notice of the nonrenewal not less than 30 days before the expiration date If notice is mailed, proof of mailing will be sufficient proof of notice. SECTION V — DEFINITIONS 1. "Advertisement" means the widespread public dissemination of information or images that has the purpose of inducing the sate of goods. products or services through a. (1) Radio; (2) Tetevision; (3) Billboard. (4) Magazine: (5) Newspaper, or b. Any other publication that is given widespread public distribution. However. "advertisement' does not include. a. The design, printed material, information or images contained in, on or upon the packaging or labeling of any goods or products; or b. An interactive conversation between or among persons through a computer network. 2. "Advertising idea" means any idea for an "advertisement'. 3. "Asbestos hazard" means an exposure or threat of exposure to the actual or alleged properties of asbestos and includes the mere presence of asbestos in any form. 4. "Auto" means a land motor vehicle, trailer or semitrailer designed for travel on public roads, including any attached machinery or equipment. But "auto" does not include "motile equipment" S. 'Bodily injury" means physical. a. Injury: b. Sickness; or c. Disease sustained by a person and, if arising out of the above, mental anguish or death at any time. HG 00 01 06 05 Page 15 of 18 6. "Coverage territory" means rented to you or temporarily occupied t y yoke with a. The United States of America (including its temtones permission of the owner is subject to It a Damage and possessions). Puerto Rico and Canada. to Premises Rented To You Limit d scibed in b. International waters or airspace, but only it the Section III — Limits of Insurancei - injury or damage occurs in the course of travel or b. A sidetrack agreement transportation between any places included in a. c. Any easement or license agreement, i cluding an above, or easement or license agreement in connection with c. All other Darts of the world if the injury or damage construction or demolition operations o i of iwithin arises out of 50 feel of a railroad. (1) GcDos or products made or sold by you in the d. An obligation. as required by ordinance. to territory described in a. above, indemnify a municipality, except in con ectloln with (2) The activities of a person whose home is in the work for a municipality, territory described in a. above, but is away for a e. An elevator maintenance agreement. short time on your business: or f. That part of any other contract or agreement (3) "Personal and advertising injury" offenses that pertaining to your business (in ding an take place through the Internet or similar indemnification of a municipality in can toil with electronic means of communication work performed for a municipality) unde which you provided the insured's responsibility to pay damages is assume the tort liability of another part "bodily injury" or "property damage` to pay for to .a third determined in the United States of America (including its person or organization, provided the "b dily injuryy" territories and possessions), Puerto Rico or Canada, in a "suit" or "property damage" is caused, in whole on ih part on the merits according to the substantive law m by you or by those acting on your hall. Tort such territory or in a settlement we agree to. liability means a liability that would be i nposed by 7. "Employee" includes a "leased worker ". "Employee" law in the absence of any contract or agi Reme'nt does not include a "temporary worker". Paragraph f. includes that part of any retract or S. "Employment - Related Practices" means: agreement that indemnifies a railroad for! "bodily a. Refusal to employ a person: injury" or "property damage" ainsirg out of b. Termination of a person's employment, or construction or demolition operations, wi of an railroad and hin 50 feet lrilroad c. Employment- related practices, policies, acts or Y property affecting bridge or trestle, tracks, road -be y , tunnel, omissions. such as coercion, demotion, evaluation, underpass or crossing reassignment, discipline, defamation, harassment, However. Paragraph f. does not include that part 'of humiliation or discrimination directed at a person any contract or agreement: 9. "Executive officer" means a person holding any of the I1) That indemnifies an architect, a irieif" or officer positions created by your charter, constitution, art surveyor for injury or damage arising utldf: by -laws or any other similar governing document. 1 "Hostile fire" means one which becomes uncontrollable (a) Preparing, approving, or failing to prepare or breaks out from where it was intended to be rvA ngs approve. maps, shop dawn0. op pions, s, reports, surveys, field orders, change orders 11. "Impaired property" means tangible property, other or drawings and specifications; or than "your product" or "your work ", that cannot be used or is less useful because. (b) Giving directions or instructions, or faking to give them, rf that is the primary use of the a. It incorporates "your product" or "your worts" that is Y P Y injury or damage; or known or thought to be detective, defiaent. inadequate or dangerous: or (2) Under which the insured. if an architect, engineer b. You have failed to fulfill the terms of a contract or or surveyor. assumes liabikty for a damage arising out of the insureds injury or deting -or agreement: failure to render professional services, including if such property can be restored to use by: those fisted in (1) above and pe'rvisory, a. The repair replacement, adjustment or removal of inspection, architectural or engineering ctivitieS. "your product" or "your work ": or 13. "Leased worker' means a person leased t yoq by a fill b. Your fulfilling the terms of the contract or agreement, labor leasing firm under an agreement we en you 12. "Insured contract" means: and the labor leasing firm, to perform dutied the conduct of your business. "Leased related ;to rker'j does a. A contract for a lease of premises. However. that not include a "temporary worker". portion of the contract for a lease of premises that 14. "Loading or unloading" means the handling property: indemnifies any person or organization for damage by tiro, lightning or explosion to premises while a. After it is moved from the place where it accepted for movement into or onto an aircraft, erciraft ,or „auto ": Page 16 of 1$ HG 01 � 06 05 • b. While it is in or on an aircraft. watercraft or "auto ". or _c. While it is being moved from an aircraft watercraft or "auto" to the place where it is finally delivered: but "loading or unloading" does not include the movement of property by means of a mechanical device, other than a hand truck, that is not attached to the aircraft, watercraft or "auto". 15. "Mobile equipment" means any of the following types of land vehicles, including any attachad machinery or equipment: s, a. Bulldozers, farm machinery, forklifts and other vehicles designed for use principally off public ° roads, rn. 5 L'1 N 0 a r.� a= slow >t! I� :c t>� i� b. Vehicles maintained for use solely on or next to premises you own or rent, c. Vehicles that travel on crawler treads d. Vehicles, whether self - propelled or not, maintained primarily io provide mobility to permanently mounted (1) Power cranes, shovels, loader, diggers or drills. or (2) Road construction or resurfacing equipment such as graders, scrapers or rollers. e. Vehicles not described in a., b., c. or d. above that are not self- propelled and are maintained primarily to provide mobility to permanently attached equipment of the following types: (1) Air compressors, pumps and generators, including spraying, welding, building cleaning. geophysical exploration. lighting and well servicing equipment; or (2) Cherry pickers and similar devices used to raise or lower workers: f. Vehicles not described in a., b., c. or d. above maintained primarily for purposes other than the transportation of persons or cargo However, self - propelled vehicles with the following types of permanently attached equipment are not "mobile equipment" but will be consiiered "autos ": (1) Equipment. of at least 1,000 pounds gross vehicle weight, designed primarily for. (a) Snow removal; (b) Road maintenance. but not construction or resurfacing; or (c) Street cleaning: (2) Cherry pickers and similar devices mounted on automobile or truck chassis and used to raise or lower workers: and (3) Air compressors, pumps and generators, including spraying, welding, building cleaning. geophysical exploration, lighting and wel servicing equipment. 16. "Occurrence" means an accident. including continuous or repeated exposure to substantially tre same general harmful conditions. 17. "Personal and advertising injury" means injury, including consequential "bodily injury ", arising out of one or more of the following offenses a. False arrest, detention or imprisonment, b. Malicious prosecution; c. The wrongful eviction from, wrongful entry into, or invasion of the right of private occupancy of a room, dwelling or premises `hat a person occupies committed by or on behalf of its owner, landlord or lessor: d. Oral, written or electronic publication of material that slanders or libels a person or organization or disparages a person's or organization's goods. products or services; e. Oral, written or electronic publication of material that violates a person's right of privacy; f. Copying, in your "advertisement ", a person's or organization's "advertising idea" or style of "advertisement ": g. infringement of copyright, slogan. or title of any literary or artistic work, in your "advertisement", or h. Discrimination or humidiation that results in injury to the feelings or reputation of a natural person. 18. "Pollutants" mean any solid, liquid, gaseous or thermal irritant or contaminant. including smoke, vapor. soot. fumes, acids, alkalis chemicals and waste Waste includes materials to be recycled, reconditioned or reclaimed. 19. "Products - completed operations hazarc ": a. Includes all "bodily injury" and "property damage" occurring away from premises you own or rent and arising out of "your product" or "your work" except: (1) Products that are stilt in your physical possession: or (2) Work that has not yet been completed or abandoned However. "your work" will be deemed completed at the earliest of the following times (a) When all of the work called for in your contract has been completed. (b) When all of the work to be done at the job site has been completed if your contract calls for work at more than one job site. (c) When that part of the work done at a job site has been put to its intended use by any person or organization other than another contractor or subcontractor working on the same project. Work that may need service, maintenance, correction, repair or replacement, but which is otherwise complete, will be treated as completed. HG 00 01 06 05 Page 17 of 18 b. Noes not include "bodily injury" of "property damage` arising out of (1) The transportation of property. unless the injury cr damage arises out of a condition in or on a vehicle not owned or operated by you. and that condition was created by the "loading or unloading" of that vehicle by any insured: (2) The existence of tools, uninstalled equipment or abandoned or unused materials; or (3) Products or operations for which the classification, listed in the Declarations or in a policy schedule, states that prxfucts- completed operations are subject to the General Aggregate Limit. 20. "Property damage" means a. Physical infury to tangible property, including all resulting loss of use of that property All such loss of use shall be deemed to occur at the time of ?he pnysical injury that caused it: or b. toss of use of tangible properly trial is not physically injiued. All such loss of use shall be deemed to occur at the time of the 'occurrence" that caused it As used in this definition. computerized or electronically stored data, programs or software are not tangible property. Electronic data means information, facts or programs a. Stored as or on: b, Created or used on: or c. Transmitted to or from. computer software, including systems and applications software, hard or floppy disks. CD- ROMS, tapes, drives, cells. data processing devices or any other media which are used with electronically controlled equipment_ 21. "Suit" means a civil proceeding in which damages because of "bodily injury", "property damage" or "personal and advertising injury" to which this insurance applies are alleged. "Suit" includes: a. An arbitration proceeding in which such damages are claimed and to which the insured must submit or does submit with our consent, or b. Any other alternative dispute resolution proceeding in which such damages are claimed and to which the insured submits with our consent Page 18 of 18 22. "Temporary worker-" means a person} "to -is furnished to you to substitute for a Permanent "employee" on leave or to meet season I CO, short - term workload conditions 23. "Volunteer worker" means a person who a. Is not your "employee ": b. Donates his or her work, c. Acts at the direction of and within thin scope of duties determined by you and d. Is not paid a tee, salary or other compnsation by you or anyone else for their work pe+ omtleed for you. 24. "Your product a. Means (1) Any goods or products, other property, manufactured, sold, distributed or disposed of by- (a) You, (b) Others trading under your name (c) A person or organization whips or assets you have acquired; an (2) Containers (other than vehicles), parts or equipment furnished in with such goods or products than real handled. orl i business I b. Includes I (1) Warranties or representations m Ide at any time with respect to the fitne s quality durability, performance or use of "your product and (2) The providing of or failure to provide rtairnings or instructions. c. Does not include vending machine or other properly rented to or located for the ue df lather's but not sold. 25. "Your work ". a. Means (1) Work or operations performed by you or on your behalf: and (2) Materials, parts or equipment f mished in connection with such work or operations. b. Includes (1) Warranties or representations m del, at any time with respect to the Fitne s, fjualilty, durability, performance or use of " our work° and 1 (2) The providing of or failure to provide warnings or instructions 1 HG 00 0106 05 0 0 N t� > COMMERCIAL GENERAL LIABILITY COVERAGE FORM Various provisions in this policy restrict coverage. Read -he entire policy carefully to determine rights duties and what is and is not covered Throughout this policy the words "you" and "your" refer to the Named Insured shown in the Declarations. and any other person or organization qualifying as a Named Insured under this policy The words "we ", "us" and ''our' refer to the stock insurance company member of The, Hartford providing this insurance The word "insured" means any person or organization qualifying as such under Section 11 - Who Is An Insured Other words and phrases that appear in quotation marks have special meaning. Refer to Section V - Definitions SECTION 1 - COVERAGES COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY Insuring Agreement a. We will pay those sums that the insured becomes legally obligated to pay as damages because of "bodily injury" or "property damage" to which this insurance applies. We will have the right and duty to defend the insured against any "suit" seeking those damages. However, we will have no duty to defend the insured against any "suit" seeking damages for "bodily injury" or "property damage" to which this insurance does not apply. We may, at our discretion investigate any "occurrence" and settle any claim or "suit" that may result. But. (1) The amount we will pay for damages is limited as described in Section III - Limits Of Insurance. and (2) Our right and duty to defend ends when we have used up the applicable limit of insurance in the payment of judgments or settlements under Coverages A or B or medical expenses under Coverage C. No other obligation or liability to pay sums or perform acts or services is covered unless explicitly provided for under Supplementary Payments - Coverages A and B. t �t (2) The "bodily injury" or "property damage" occurs during the policy period: and (3) Prior to the policy period, no insured listee under Paragraph 1. of Section II - Who Is An Insured and no "employee" authorized by you to give or receive notice of an "occurrence" Jr claim knew that the "bodily injury" or "properly damage" had occurred in whole or in part If such a listed insured or authorized "employee" knew, prior to the policy period that the "bodily injury" or "property damage" occurred, then any continuation, change or resumption of such "bodily injury" or "property damage" during or after the policy period will be deemed to have been known prior to the policy period. c. "Bodily injury" or "property damage' will be deemed to have been known to have occurred at the earliest time when any insured listed under Paragraph 1. of Section 11 - Who is An Insured or any "employee" authorized by you to give or receive notice of an "occurrence" or Gaim: (1) Reports all, or any part. of the "bodily injury" or "properly damage" to us or any other insurer: (2) Receives a written or verbal demand or claim for damages because of the "5odily injury" or "property damage "; or (3) Becomes aware by any other means that "bodily injury" or "property damage" has occurred or has begun to occur d. Damages because of "bodily injury" include damages claimed by any person or organization for care, loss of services or, death resulting at any time from the "bodily injury" e. Incidental Medical Malpractice (1) "Bodily injury" arising out of the rendering of or failure to render professional health care services as a physician, dentist, nurse. emergency medical technician or paramedic shall be deemed to be caused by an "occurrence ", but only if, b. This insurance applies to "bodily injury" and (a) The physician, dentist, nurse, emergency "property damage" only if: medical technician or paramedic is employed by you to provide such services; (1) The "bodily injury" or "property damage" is and caused by an "occurrence" that takes place in (b) You are not engaged in the business or the "coverage territory": occupation of providing such services HG 00 01 06 05 0 2005 Page t of 18 T`te Hanford (Includes copyrighted material of Insurance Services Office. Inc. with its permission ) DIGIT -3 OP ID: VP CERTIFICATE OF LIABILITY INSURANCE 702106 193rY) THIS CERTIFICATE IS ISSUED AS A MATTER` OFAIAFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFMRMATIVELX OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIPIOATE 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(les) must 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 PRODUCER 661. 283 -8100 NAMEa,I Janice Diehl ^lifford86mdford ins Agency 661- 283 -8117 PHONtE En;661 - 283 -8100 lac No): 661 1515 20th Street - Bakersfield, CA 93301 ADORES& diehl @cliffordandbradford.com Herb Clerley r INSURER A: INSURED Digital Map Products, Inc. I INSURER B: The Hartford Leisa Clerley INSURER C:Lloyds of London 18631 Von Kerman Ave Ste 200 Irvine, CA 92612 INSURER 0,Navigators Ins. Co. W c-� 7 0711 [INSURER F' r'nVFRAn FC r`F TIFIr.ATF NI IMRFR• 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, EXCLUSIONSAND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE IN L SUB POLICY NUMBER POLICY MNYW POLICY NEYXYPY LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 1,000,00 B X COMMERCMLGENERALUABILITY X SlUUNVX3967 07/26/12 07/26113 $ 300,00 D A TO RENTED PREMISES Es occurrence MED EXP (Any one person) $ 10,00 CLAIMS -MADE OCCUR PERSONAL &AOV INJURY $ 1,000,00 GENERAL AGGREGATE S 2,000,00 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMPfOP AGO S 2,000,00 Emp Ben. s 1,000,00 POLICY 7 PRO JECT LOC AUTOMOBILE LIABILITY D COMBINED LIMIT MBI N C OMB[ ED $ 1,000,08 BODILY INJURY (Per person) $ B ANY AUTO 51 UUNVX3967 07126/12 07/26113 BODILY INJURY (P., accidwd) $ ALLOWNED SCHEDULED AUTOS AUTOS X HIRED AUTOS X NON -OWNED AUTOS PROPERTY DAMAGE Peraccidenl $ X UMBRELLA LIAR X OCCUR EACH OCCURRENCE $ 6,000,08 AGGREGATE $ 5,000,00 B EXCESS UAe I I CLAIMS -MADE 51RHUVX4078 07/26/12 07126113 ED I X I RETENTION $ 10000 Prod /COps $ S,D00,00 A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETORIPARTNERIEXECUTIVE VF HJUB80921.41712 01101/13 01/01/14 X WC STATU- OEH- E.L. EACH ACCIDENT $ 1,000,00 OFFICER /MEMBER EXCLUDED? (Mandatory in NH) NIA E. L. DISEASE - EA EMPLOYEE $ 1,000,00 E. L. DISEASE - POLICY LIMIT $ 1,DD0,08 d ff yes, describe uner DESCRIPTION OF OPERATIONS below C Errors & Omissions 459856 07/26112 07126113 E &O 5,000,00 D Exc Errors & Omiss SF12MPLO175681C 07126112 07/26113 Exc E &O 5,000,00 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, If more space Is required) THE CITY OF SANTA ANA, ITS OFFICER, EMPLOYEES, AGENTS, VOLUNTEERS AND f YRU VLll REPRESENTATIVES ARE INCLUDED AS ADDITIONAL INSURED UNDER THE GENERAL ... LIABILITY POLICY PER HG0001 06/05 (PAGE 12 OF 18) WITH RESPECTS TO THE OPERATIONS OF THE NAMED INSURED PER WRITTEN CONTRACT IN PLACE PRIOR TO LOSS. nn � Gt2.2� LUUfO lLlf ji.3�U, � /�l..I tiI811 ±�ILV F IIOrH.. CITYSA5 CITY OF SANTA ANA TERICABLE 20 CIVIC CENTER PLAZA ROSS ANNEX M -21 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. AUTHHOORRIIZEDD REPRESENTATIVE v v� All rinhfR. insnreAd ACORD 25 (2010105) The ACORD name and logo are registered marks of ACORD have all your rights and duties under this Coverage Part. e. Unnamed Subsidiary Any subsidiary, and subsidiary thereof, of yours which Is a legally incorporated entity of which you own a financial interest of more than 50% of the voting stock on the effective date of the Coverage Pad. The insurance afforded herein for any subsidiary not named in this Coverage Part as a named Insured does not apply to injury or damage with respect to which an insured under this Coverage Part is also an insured under another policy or would be an insured under such policy but for its termination or the exhaustion of its limits of insurance. 3. Newly Acquired or Formed Organization Any organization you newly acquire or form, other than a partnership, joint venture or limited liability company, and over which you maintain financial interest of more than 50% of the voting stock, will qualify as a Named Insured if there is no other similar insurance available to that organization. However. a. Coverage under this provision is afforded only until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier: b. Coverage A does not apply to "bodily injury" or "property damage" that occurred before you acquired or formed the organization; and c. Coverage B does not apply to "personal and advertising injury" arising out of an offense committed before you acquired or formed the organization. 4. Mobile Equipment With respect to "mobile equipment" registered in your name under any motor vehicle registration law, any person is an insured while driving such equipment along a public highway with your permission. Any other person or organization responsible for the conduct of such person is also an insured, but only with respect to liability arising out of the operation of the equipment, and only if no other insurance of any kind is available to that person or organization forthis liability. However, no person or organization is an Insured with respect to: a. "Bodily injury" to a co- "employee" of the person driving the equipment; or b. "Property damage" to property owned by, rented to, In the charge of or occupied by you or the employer of any person who Is an insured under this provision. Page 10 of 18 5. Nonowned Watercraft d I'I With respect to watercraft you do not own iha s less than 51 feet long and is not being useJ 10 cagy persons for a charge, any person is an in un ic wfttle operating such watercraft with your perm ssi . Ahy other person or organization responsib e for the conduct of such person is also an Insure , t oply with respect to liability arising out of the C pa a JOM of the watercraft, and only if no other Insurance s s IF any kind is available to that person or organize !or or this liability. However, no person or organization is an i isured Ah respect to: to bay a. "Bodily injury' to a co- "employee" of he pers bn operating the watercraft; or m n . this b. "Property damage" to property owned b , re ted lo, in the charge of or occupied by you or ft e en ploger of any person who Is an Insured under this provision. 0 06j 05 6. Additional Insureds When Rgquired Ily Written Contract, Written Agreement Or Permit The following person(s) or organizations) f re Ian additional Insured when you have agreed, in a writ(en contract, written agreement or because f perinit issued by a state or political subdivision it a such person or organization be added as ar slditioj Etl insured on your policy, provided the injury or damage occurs subsequent to the execution of the co ilractl or agreement. A person or organization is an additional iru iur c under this provision only for that period of time eq rediby the contract or agreement. However, no such person or organization i ar suted under this provision if such person or org 3nl uation Is included as an Insured by an endorsemer l If s jed iby us and made a part of this Coverage Pod. a. Vendors Any person(s) or organization(s) (referr d below as vendor), but only with respect to "b dl y injrl y or "property damage" arising out of "your r r dudts" which are distributed or sold in the regular ou e of the vendor's business and only if this o er4ge Part provides coverage for "bodily injury" 1 or "property damage" included within the "f r dutits- completed operations hazard ". (1) The insurance afforded the vendor i s s • jec( to the following additional exclusions: This insurance does not apply to: (a) "Bodily Injury" or "property d image" 'for which the vendor is obligated to bay damages by reason of the assurriftionl of liability in a contract or agre m n . this exclusion does not apply to lie I ity ;for damages that the vendor would have in the absence of the contract or agreement HO 0 06j 05 N 0 0 m N 0 a e l� r� r+m s (b) Any express warranty unauthorized by you; (c) Any physical or chemical change in the product made intentionally by the vendor; (d) Repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; (e) Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products; (f) Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises In connection with the sale of the product; (g) Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or (h) "Bodily injury" or "property damage" arising out of the sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. However, this exclusion does not apply to: (i) The exceptions contained In Sub- paragraphs (d) or (f); or ()i) Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. c. Lessors of Land or Premises Any person or organization from whom you lease land or premises, but only with respect to liability arising out of the ownership, maintenance or use of that part of the land or premises leased to you. With respect to the insurance afforded these additional insureds the following additional exclusions apply: This Insurance does not apply to: 1. Any "occurrence" which lakes place after you cease to lease that land; or 2. Structural alterations, new construction or demolition operations performed by or on behalf of such person or organization. d. Architects, Engineers or Surveyors (2) This insurance does not apply to any insured person or organization, from whom you have acquired such products, or any ingredient, part e or container, entering into, accompanying or containing such products. b. Lessors of Equipment (1) Any person or organization from whom you lease equipment; but only with respect to their liability for "bodily Injury", "property damage" or "personat and advertising injury" caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such person or organization. (2) With respect to the insurance afforded to these additional insureds this insurance does not apply to any "occurrence" which takes place after the equipment lease expires. HO 00 01106 06 Any architect, engineer, or surveyor, but only with respect to liability for "bodily injury", "properly damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: (1) In connection with your premises; or (2) In the performance of your ongoing operations performed by you or on your behalf. With respect to the Insurance afforded these additional insureds, the following additional exclusion applies: This Insurance does not apply to "bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of or the failure to render any professional services by or for you, including: 1. The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or 2. Supervisory, Inspection, architectural or engineering activities. Permits Issued By State Or Political Subdivisions Any state or political subdivision, but only with respect to operations performed by you or on your behalf for which the state or political subdivision has issued a permit. With respect to the insurance afforded these additional insureds, this insurance does not apply to: (1) "Bodily injury", "property damage" or "personal and advertising injury" arising out of operations performed for the slate or municipality; or (2) "Bodily injury" or "property damage" included within the "products•compieted operations hazard ". Page 11 of 18 f. Any Other Party Any other person or organization who is not an insured under Paragraphs a. through e. above, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: (1) In the performance of your ongoing operations; (2) In connection with your premises owned by or rented to you; or (3) In connection with "your work" and included within the "products - completed operations hazard ", but only if (a) The written contract or agreement requires you to provide such coverage to such additional insured; and (b) This Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products - completed operations hazard ". With respect to the insurance afforded to these additional insureds, this insurance does not apply to: "Bodily Injury", "property damage" or "personal and advertising injury" arising out of the rendering of, or the failure to render, any professional architectural, engineering or surveying services, including: (1) The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (2) Supervisory, inspection, architectural or engineering activities. The limits of insurance that apply to additional insureds under this provision is described in Section III — Limits Oflnsurance. How this insurance applies when other insurance is available to the additional insured is described in the Other Insurance Condition in Section IV — Commercial General Liability Conditions. No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations. SECTION III — LIMITS OF INSURANCE 1. The Most We will Pay The Limits of Insurance shown In the Declarations and the rules below fix the most we will pay regardless of the number of: a. Insureds; b. Claims made or "suits" brought; or c. Persons or organizations making claim "suits ", 2. General Aggregate Limit The General Aggregate Limit is the most forthe sum of: a. Medical expenses under Coverage C; b, Damages under Coverage A, excel because of "bodily injury" or "proper included in the "products- completed hazard "; and c. Damages under Coverage B. 3. Products - Completed Operations Aggreg The Products- Completed Operations Agg is the most we will pay under Coverage A I because of "bodily injury" and "proper included in the "products- completed hazard ". 4. Personal and Advertising Injury Limit Subject to 2. above, the Personal and Injury Limit is the most we will pay under for the sum of all damages because of i and advertising Injury" sustained by any or organization. S. Each Occurrence Limit Subject to 2. or 3. above, whichever applit Occurrence Limit is the most we will pay of: a. Damages under Coverage A; and b. Medical expenses under Coverage C because of all "bodily injury" and "proper arising out of any one "occurrence ". 6. Damage To Premises Rented To You Lin Subject to 6, above, the Damage To Prem To You Limit is the most we will pay under for damages because of "property damage' premises, while rented to you, or in ti damage by fire, lightning or explosion, whl you or temporarily occupied by you with pi the owner. In the case of damage by fire, lightning o the Damage to Premises Rented To You L to all damage proximately caused by the r whether such damage results from fire, explosion or any combination of these, 7. Medical Expense Limit Subject to S. above, the Medical Expense most we will pay under Coverage C for expenses because of "bodily injury" sustal one person. S. How Limits Apply To Additional Insured. If you have agreed In a written contras agreement that another person or orga pray Lirhit or Eaph sum ope of Page 12 of 16 HG 10 84106 06 "^q DIGIT -6 OP ID: J1 A�COR °° CERTIFICATE OF LIABILITY INSURANCE D 12130//3 Y) 12/30/13 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 pollcy(ies) must 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 949. 757 -0270 NAME; Roger Stone Insurance Agency 949 - 757.0375 PHONE A 5015 Birch Street AIC No Eel: AIC No: Newport Beach, CA 92666 EMAIL Herb Cierley ADDRESS: INSURERS) AFFORDING COVERAGE NAIC p NSURERA:Hartford Casualty 129424 INSURED Diaital Man Products Inc. .,s„—o. 18831 Von Karman Ave #200 Irvine, CA 92612 '] 0(10 / O �y INSURER F: rf)VPPAQPR CRRTIPIC�TF NI RI DC\ /Iclnnl Alllifti . THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTN ITH STANDING 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, EXCLUSIONSAND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAYHAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE POLICY NUMBER SEE MMIDDIYYYY POLICY E P MMIDDIYYVY LIMITS GENERAL LIABILITY EACH OCCURRENCE $ COMMERCIAL GENERAL LIABILITY CLAIMS MADE E OCCUR TO RENTED PREMISES Ee occurren ce $ MED EXP (Any one person) $ PERSONAL A ADV INJURY $ GENERAL AGGREGATE $ GEN'L AGGREGATE LI MI T APPLIES PER: PRODUCTS - COMP/Ore AGE $ POLICY PRO- ET LOC $ AUTOMOBILE LIABILITY COMBINEeD SINGLE LIMIT E d $ BODILY INJURY (Per perennl $ ANY AUTO SCHEDULED ALL OS U AUTOS ATOS BODILY INJURY Per accident) $ HIRED AUTOS NON -OWNED AUTOS PROPERTY DAMAGE Per accident $ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCES6 LIAB CLAIMS MADE AGGR EGA I'E $ DED RETENTION $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ETORIPARNERIEXECU FIVE YIN ANY PROPR T OFFICER/MEMBER EXCLUDED? NIA 72WEGC3734 01/01/14 09/01 /15 X WCSTATU- OTH E. L. EACH ACCIDENT $ 1,000,000 EL DISEASE - EA EMPLOYEE $ 1,000,000 (Mandatory In Ni If yes, describe under DESCRIPTION OF OPERATIONS below E. L. DISEASE POLICY LIMIT $ 1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS !VEHICLES (Attach ACORD 101, Additional Remarks Schedule, If more space is required) Verification of coverage. *Except for non - payment of premium, then 10 days notice shall apply. CITYSA9 City of Santa Ana Attn: Teri Cable 20 Civic Center Plaza Ross Annex M -21 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 i' O 1988 -2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010105) The ACORD name and logo are registered marks of ACORD