Exhibit 1: Agreement — Alameda City Council, September 15, 2026

It’s Electric 1 Service Provider Agreement
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SERVICE PROVIDER AGREEMENT
This SERVICE PROVIDER AGREEMENT ( ಯAgreement”) is entered into this ___ day of ________ 2024 ( ಯEffective Date ”), by and between the CITY OF ALAMEDA, a municipal corporation ( ಯthe City”), and Justworks Employment Group, LLC Labor Contractors, for co- employees of: It ಬs Electric Inc, a Delaware corporation, whose address is 19 Morris Avenue, Brooklyn NY 11204 ( ಯProvider”), in reference to the following facts and circumstances:

RECITALS
A. The City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now be ing conducted under the statutes of the State of Calif ornia and the Charter of the City.

B. The City is in need of the following services: Provide public electric ve hicle (EV) charging.

City staff issued an RFP on January 8, 2024 and after a submittal period of 39 days received four of submitted proposals. Staff rev iewed the proposals, interviewed q ualified firms and selected the service provider that best meets the City’s needs.

C. Provider possesses the skill, e xperience, ability, background, certi fication and knowledge to provide the services described in t his Agreement on the terms and condit ions described herein.

D. The City and Provider desire to enter into an agreement for EV charging on City owned property, upon the terms and conditions herein.

AGREEMENT
NOW, THEREFORE, in consideration of the forgoing, which are incorporated herein by reference, and for good and valuable consideration, the receipt and adequ acy of which are hereby acknowledged, the City and Provider agree as follows:

1. TERM:

The term of this Agreement shall commence on the 1st day of July 2024, and sha ll terminate on the 30th day of June 2029, five years from the first said date un less terminated earlier as set forth herein.

2. SERVICES TO BE PERFORMED:

Provider agrees to do all necessary work at its own cost and expense, to furn ish all labor, tools, equipment, materials, except as otherwise specified, and to do all necessary work included in Exhibit A as requested. The parties may mutually agree to change the work plan included in Exhibit A, and any such change shall be in writing. The work plan does not com mit the City to request Provider to perform all tasks included therein.

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3. COMPENSATION TO PROVIDER:

Provider has outside funding to provide the services and work described in Exhibit A and therefore will not need additional funding from the City in order to provid e such services and work.

4. TIME IS OF THE ESSENCE:

Provider and the City agree that time is of the essence regarding the perfor mance of this Agreement.

5. STANDARD OF CARE:

Provider agrees to perform all services hereunder in a manner commensurat e with the prevailing standards of like professionals or service providers, as appl icable, in the San Francisco Bay Area and agrees that all services shall be performed by qualified and ex perienced personnel who are not employed by the City.

6. INDEPENDENT PARTIES:

Provider hereby declares that Provider is engaged as an independent busin ess and Provider agrees to perform the services as an independent contractor. The manner an d means of conducting the services and tasks are under the control of Provider except to the exten t they are limited by statute, rule or regulation and the express terms of this Agreement. No civ il service status or other right of employment will be acquired by virtue of Provider ಬs services. None of the benefits provided by the City to its employees, including but not limited to unemplo yment insurance, workersಬcompensation plans, vacation and sick leave, are available from the City t o Provider, its employees or agents. Deductions shall not be made for any state or federal t axes, FICA payments, PERS payments, or other purposes normally associated with an employer-em ployee relationship from any compensation due to Provider. Payments of the above items, if requ ired, are the responsibility of Provider.

7. IMMIGRATION REFORM AND CONTROL ACT (IRCA):

Provider assumes any and all respons ibility for verifying the identity an d employment authorization of all of its employees performing work hereunder, pursuan t to all applicable IRCA or other federal, or state rules and re gulations. Provider shall indemnif y, defend, and hold the City harmless from and against any loss, damage, liability, costs or expenses a rising from any noncompliance of this provision by Provider.

8. NON-DISCRIMINATION:

Consistent with the City ಬs policy and state and federal law that harassment and discrimination are unacceptable conduct, Provider and its employees, co ntractors, and agents shall not harass or discriminate against any job applicant, City employee, or an y other person on the basis of any kind of any statutorily (federal, state or local) protected class, including but not limited to: race, religious creed, color, national origin, ancestry, disability (both mental and physical) including HIV and AIDS, medical condition (e.g. cancer), genetic informa tion, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, pregnancy, political affiliation,

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military and veteran status or legitimate union activities. Provider agr ees that any violation of this provision shall constitute a material breach of this Agreement.

9. HOLD HARMLESS:
a. To the fullest extent permitted by law, Provider shall indemnify, defen d (with counsel acceptable to the City) and hold harmless the City, its City Counci l, boards, commissions, officials, employees, a gents and volunteers (“Indemnitee s”) from and against any and all loss, damages, liability, obligations, claims, suits , judgments, costs and expenses whatsoever, including reasonable attorney’s fees and costs of l itigation (“Claims”), arising from or in any manner connected to Provider’s perform ance of its obligations under this Agreement or out of the operations conducted by Pro vider even if the City is found to have been negligen t. If the Claims filed against Indemn itees allege negligence, recklessness or willful misconduct on the part of Provider, P rovider shall have no right of reimbursement against Inde mnitees for the costs of defense eve n if negligence, recklessness or willful misconduct is not found on the part of Provider. Pr ovider shall not have any obligations to indemnify Indemnitees if the loss or damage is foun dt oh a v e resulted solely from the negligence or the willful misconduct of the City. The defense and indemnification obligations of th is Agreement are undertaken in additio n to, and shall not in any way be limited by, the insurance obligations contained in this Agree ment. b. As to Claims for professional liability only, Provider’s obligation to defend Indemnitees (as set forth above) is limited as provided in California Civi l Code Section 2782.8.
c. Provider’s obligation to indemnify, defend and hold harmless Indemnit ies shall expressly survive the expiration or early termination of this Agreement.

10. INSURANCE:
a. On or before the commencement of the terms of this Agreement, Provider sh all furnish the City ಬs Risk Manager with certificates show ing the type, amount, class of operat ions covered, effective dates and dates of expiration of insurance coverage in compliance with Sections

10.b. (1) through (3). The Certificate Holder should be The City of Alameda , 2263 Santa Clara, Ave., Alameda, CA 94501. Such certificates, which do not limit Provider ಬs indemnification, shall also contain substantially the following statement:
ಯShould any of the above insurance covered by this certificate be canceled or coverage reduced before the expiration date thereof, the insurer affording coverage shall provide thirty (30) days ಬ advance written notice to the City of Alameda. Attention: Risk Manager.” Provider shall maintain in force at all times during the performance of thi s Agreement all appropriate coverage of insurance required by this Agreement with an insu rance company licensed to offer insurance business in the State of California with a curr ent A.M. Best’s rating of no less than A:VII or Standard & Poor’s Rating (if rated) of at least BBB unle ss otherwise acceptable to the City. Provider sha ll deliver updated insurance certifi cates to the City at the address described in Section 17.f. prior to the expiration of the existing insurance certificate for

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the duration of the term of Agreement. Endorsements naming the City, its Ci ty Council, boards, commissions, officials, employees, a gents, and volunteers as additiona l insured shall be submitted with the insurance certificates.
_____________
Provider Initials
b. COVERAGE REQUIREMENTS:

Provider shall maintain insurance coverage and limits at least as broad as :
(1) Workers’ Compensation:

Statutory coverage as required by the State of California, as well as a Waiver of Subrogation (Rights o f Recovery) endorsement. (2) Liability:

Commercial general liability coverage in the following minimum limits:

Bodily Injury: $1,000,000 each occurrence
$2,000,000 aggregate - all other
Property Damage: $1,000,000 each occurrence
$2,000,000 aggregate
If submitted, combined single limit policy with per occurrence limits in t he amounts of $2,000,000 and aggregate limits in the amounts of $4,000,000 wi ll be considered equivalent to the required minimum limits shown above. Provid er shall also submit declarations and policy endorsements pages. Additional Insu red Endorsement naming the City, its C ity Council, boards, commissions, offi cials, employees, agents, and volunteers i s required. The Additional Insured Endorsement shall include primary and non-contributory language. (3) Automotive:

Hired and NonOwned Automobile Liability in the following minimum limits:

Combined Single Limit: $1,000,000 each occurrence
Additional Insured Endorsement namin g the City, its City Council, boards , commissions, officials, employees, a gents, and volunteers is required.

As to commercial general liability and automobile liability insurance, s uch insurance will provide that it constitutes primary insurance with respect to claims insu red by such policy. Such insurance is not additional to or contributing with any other insurance ca rried by or for the benefit of the City.

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c. SUBROGATION WAIVER:

Provider hereby agrees to waive rights of subrogation that any insurer of P rovider may acquire from Provider by virtue of the payment of any loss. Provider agrees to obtai n endorsements that may be necessary to affect this waiver of subrogation, but this provision appl ies regardless of whether the City has received a waiver of subrogation endorsement from the insurer. Th e WorkersಬCompensation policy shall be endorsed with a waiver of subrogation in favor of the City fo r all work performed by Provider, its employees, agents and subcontractors.
d. FAILURE TO SECURE:

If Provider at any time during the term he reof should fail to secure or maint ain the foregoing insurance, the City shall be permitted to obtain such insurance in Provider’s name or as an agent of Provider and shall be compensated by Provider for the costs of th e insurance premiums at the maximum rate permitted by law and computed from the date written noti ce is received that the premiums have not been paid.
e. ADDITIONAL INSUREDS:

The City, its City Council, boards, commissions, officials, employees, a gents, and volunteers shall be named as additional i nsured(s) under all insurance co verages, except workers’ compensation and professional liability insurance. The naming of an addi tional insured shall not affect any recovery to which such additional insured would be entitled und er this policy if not named as such additional insured. An a dditional insured named herein shal l not be held liable for any premium, deductible portion of any lo ss, or expense of any nature on thi s policy or any extension thereof. Any other insuran ce held by an additional insured shal l not be required to contribute anything toward any loss or expense covered by the insurance pr ovided by this policy.

Additional Insured coverage under Pr ovider’s policy shall be primary and non-contributory and will not seek contribution from the C ity’s insurance or self-insurance. A ny available insurance proceeds broader than or in excess of the specified minimum insurance cove rage requirements and/or limits shall be available to the additional insured(s). f. SUFFICIENCY OF INSURANCE:

The insurance limits required by the City are not represented as being suff icient to protect Provider. Provider is advised to consul t Provider’s insurance broker to d etermine adequate coverage for Provider. The coverage and limits shall be (1) the minimum cov erage and limits specified in this Agreement; or (2) the broader coverage and maximum limit s of the coverage carried by or available to Provider; whichever is greater. g. EXCESS OR UMBRELLA LIABILITY:

If any Excess or Umbrella Liability policies are used to meet the limits of l iability required by this Agreement, then said policies shall be true ಯfollowing form” of the underlying policy coverage, terms, conditions, and provisions and shall meet all of the insu rance requirements stated in this Agreement, including but not limited to, the additional insured, S IR, and primary insurance requirements stated therein. No insur ance policies maintained by the ind emnified parties or Additional Insureds, whether primary or excess, and which also apply to a l oss covered hereunder, shall be called upon to contribute to a loss until all the primary and excess liability policies carried by or available to the Provider are exhausted.

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11. CONFLICT OF INTEREST:

Provider warrants that it is not a conf lict of interest for Provider to perf orm the services required by this Agreement. Provider m ay be required to fill out a conflict of interest form if the services provided under this Agreement require Provider to make certain g overnmental decisions or serve in a staff capacity as defined in Title 2, Division 6, Section 18700 of the California Code of Regulations.

12. PROHIBITION AGAINST TRANSFERS:
a. Provider shall not assign, sublease, hypothecate, or transfer this Agr eement, or any interest therein, directly or indir ectly, by operation of law or otherwis e, without prior written consent of the City Manager. Provider shall submit a written reque st for consent to transfer to the City Manager at least thirty (30) days in advance of the de sired transfer.

The City Manager or their designee may consent or reject such request in the ir sole and absolute discretion. Any attempt to d o so without said consent shall be nul l and void, and any assignee, sublessee, hypothecate o r transferee shall acquire no righ t or interest by reason of such attempted assignment, hypothecation or transfer. However , claims for money against the City under this Agreem ent may be assigned by Provider to a bank, trust company or other financial institution without prior written consent. b. The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock, membershi p interest, partnership interest, or the equivalent, which shall result in changing the cont rol of Provider, shall be construed as an assignment of this Agreement. Control means fifty percent or more of the voting power o f Provider.

13. APPROVAL OF SUB-PROVIDERS:
a. Only those persons and/or businesses whose names and resumés are attach ed to this Agreement shall be used in the performance of this Agreement. However, if a fter the start of this Agreement, Provider wishes t o use sub-providers, at no additional costs to the City, then Provider shall submit a written request for consent to add sub-provid ers including the names of the sub-providers and the re asons for the request to the City Manag er at least five (5) days in advance. The City Manager may consent or reject such requests in their sole and absolute discretion.
b. Each sub-provider shall be required to furnish proof of workers’ compen sation insurance and shall also be required to carry general, automobile and prof essional liability insurance (as applicable) in reasonable conformity to the insurance carr ied by Provider. c. In addition, any tasks or services performed by sub-providers shall be s ubject to each provision of this Agreement. Provider shall include the following la nguage in their agreement with any sub-provider: “Sub- providers hired by Provider agree to be bound to Provider and the City in the same manner and to the same extent as Provider is bound to the City.”
d. The requirements in this Section 13 s hall not apply to persons who are mer ely providing materials, supplies, data or information that Provider then an alyzes and incorporates into its work product.

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14. PERMITS AND LICENSES:

Provider, at its sole expense, shall obtain and maintain during the term of this Agreement, all appropriate permits, certificates and licenses, including a City bus iness license that may be required in connection with the performance of the services and tasks here under.

15. REPORTS:
a. Each and every report, draft, work product, map, record and other docume nt p r o d u c e d ,p r e p a r e do rc a u s e dt ob ep r e p a r e db yP r o v i d e rp u r s u a n tt oo ri nc onnection with this Agreement shall be the exclusive property of the City. b. No report, information or other data given to or prepared or assembled by Provider pursuant to this Agreement shall be made available to any individual or org anization by Provider without prior approval of t he City Manager or their designee. c. Provider shall, at such time and in s uch form as City Manager or their designee may require, furnish reports concerning the status of services and tasks requ ired under this Agreement.

16. RECORDS:
a. Provider shall maintain complete and accurate records with respect to t he services, tasks, work, documents and data in sufficient detail to permit an evaluati on of Provider’s performance under the Agreement, as well as maintain books and records rel ated to sales, costs, expenses, receipts and other s uch information required by the City that relate to the performance of the services and tasks under this Agreement (collectively the “Records”). b. All Records shall be maintained in accordance with generally accepted a ccounting principles and shall be clearly identified and readily accessible. Provi der shall provide free access to the Records to the representatives of the City or its designees du ring regular business hours upon reasonable prior notice. The City has the right to exam ine and audit the Records, and to make copies or transcripts therefrom as necessary, and to allow inspection of all proceedings and activities related to this Agreement. S uch Records, together with supporting documents, s hall be kept separate from other doc uments and records and shall be maintained by Pr ovider for a period of three (3) years a fter receipt of final payment.
c. If supplemental examination or audit of the Records is necessary due to c oncerns raised by the City’s preliminary examination or audit of records, and the C ity’s supplemental examination or audit of the records discloses a failure to adhere to appropriate internal financial controls, or other breach of this Agreement or failure to act in good faith, then Provider shall reimburse the City for all reasonable costs and expenses associated with the supplemental examination or audit.

17. NOTICES:
a. All notices shall be in writing and delivered: (i) by hand; or (ii) sent by registered, express, or certified mail, with return receipt requested or with deliver y confirmation requested from the U.S. postal service; or (iii) sent by overnight or same day courier service

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at the party’s respective address listed in this Section; or sent via an off icial email to the attention of the Provider
b. Each notice shall be deemed to have been received on the earlier to occur o f: (x) actual delivery or the date on which delivery is refused; or (y) three (3) da ys after notice is deposited in the U.S. mail or with a courier service in the manner described above (Sundays and City holidays excepted).
c. Either party may, at any time, change its notice address (other than to a p ost office box address) by giving the other party three (3) days prior written notice of the new address. d. All notices, demands, requests, or approvals from Provider to the City s hall be addressed to the City at:

City of Alameda
Planning, Building and Transportation Department
2263 Santa Clara Ave, Room 120
Alameda, CA 94501
ATTENTION: Danielle Mieler
Ph: (510) 427-8120
Email: [email protected]
e. All notices, demands, requests, or approvals from the City to Provider s hall be addressed to Provider at:

ItಬsE l e c t r i cI n c
19 Morris Ave, Building 128
Brooklyn, NY 11205
ATTENTION: Nathan King, CEO
Ph: (646) 203-6604
email: [email protected]
f. All updated insurance certificates from Provider to the City shall be ad dressed to the City at:

City of Alameda
Planning, Building and Transportation Department
2263 Santa Clara Ave, Room 120
Alameda, CA 94501
ATTENTION: Danielle Mieler
Ph: (510) 427-8120
Email: [email protected]

18. SAFETY:
a. Provider will be solely and completely responsible for conditions of al l vehicles owned or operated by Provider, includi ng the safety of all persons and prop erty during performance of the services and tasks under this Agreement. This requirem ent will apply

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continuously and not be limited to norma l working hours. In addition, Prov ider will comply with all safety provisions in c onformance with U.S. Department of L abor Occupational Safety and Health Act, an y equivalent state law, and all othe r applicable federal, state, county and local laws , ordinances, codes, and any regulat ions that may be detailed in other parts of the Agreement. Where any of these are in conflict ,t h em o r e stringent requirements will be follo wed. Provider’s failure to thorough ly familiarize itself with the aforementioned safety provisions will not relieve it from compli ance with the obligations and penalties set forth herein.
b. Provider will immediately notify the City within 24 hours of any inciden t of death, serious personal injury or substantia l property damage that occurs in con nection with the performance of this Agreement. Provider will promptly submit to the City a written report of all incidents that occur in connection with this Agreement. This report must include the following information: (i) name and ad dress of injured or deceased person (s); (ii) name and address of Provider’s employee(s) involved in the incident; (iii) nam e and address of Provider’s liability insurance carrier; (iv) a detailed description of t he incident; and (v) a police report.

19. TERMINATION:
a. In the event Provider fails or refuses to perform any of the provisions he reof at the time and in the manner required hereunde r, Provider shall be deemed in defa ult in the performance of this Agreement. If such default is not cured within two (2) b usiness days after receipt by Provider from the City of written notice of default, speci fying the nature of such default and the steps necessary to cure such default, the City may ther eafter immediately terminate the Agreement forthwith by giving to Provider writ ten notice thereof.
b. The foregoing notwithstanding, the City shall have the option, at its so le discretion and without cause, of terminating this Agreement by giving seven (7) days’ prior written notice to Provider as provided herein.
c. Upon termination of this Agreement either for cause or for convenience, each party shall pay to the other party that portion of compensation specified in this Agreement that is earned and unpaid prior to the effective date of termination. The obliga tion of the parties under this Section 19.c. shall survive t he expiration or early termination of this Agreement.

20. ATTORNEYS’ FEES:

In the event of any litigation, including administrative proceedings, re lating to this Agreement, including but not limited to any action or suit by any party, ass ignee or beneficiary against any other party, beneficiary or assignee, to enforce, interpret o r seek relief from any provision or obligation arising out of this Agreement, the parties and lit igants shall bear their own attorneyಬs fees and costs. No party or litigant shall be entitled to recover any attor neysಬfees or costs from any other party or litigant, regardless of which party or litiga nt might prevail.

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21. HEALTH AND SAFETY REQUIREMENTS.

Provider acknowledges tha t the City shall have the right to impose, at the C ity’s sole discretion, requirements that it deem s are necessary to protect the healt h and safety of the City employees, residents, and visitors. Provider agrees to comply with all su ch requirements, including, but not limited to, mandatory vaccinations, the use of persona l protective equipment (e.g. masks), physical distancing, an d health screenings. Provider also agrees to make available to the City, at the City’s request, records to demonstrate Provider’s compli ance with this Section.

22. COMPLIANCE WITH ALL APPLICABLE LAWS:

During the term of this Agreement, Provider shall keep fully informed of al l existing and future state and federal laws and all municipal ordinances and regulation s of the City of Alameda which affect the manner in which the services or tasks are to be performed by Provider, as well as all such orders and decrees of bodies or tribunals having any jurisdiction or authority over the same. Provider shall comply with all applicable laws, state and federal an d all ordinances, rules and regulations enacted or issued by the City.

23. CONFLICT OF LAW:

This Agreement shall be interpreted under, and enforced by the laws of the S tate of California without regard to any choice of law rules which may direct the ap plication of laws of another jurisdiction. The Agreement and obligations of the parties are su bject to all valid laws, orders, rules, and regulations of the authorities having jurisdiction ov er this Agreement (or the successors of those authorities). Any suits brought pursuant to this Agre ement shall be filed with the courts of the County of Ala meda, State of California.

24. WAIVER:

A waiver by the City of any breach of any term, covenant, or condition contai ned herein shall not be deemed to be a waiver of any subsequent breach of the same or any o ther term, covenant, or condition contained herein, whether of the same or a differen t character.

25. INTEGRATED CONTRACT:

Subject to the language of Section 30, the Recitals and exhibits are a mater i a lp a r to ft h i s Agreement and are expressly incorporated herein. This Agreement represe nts the full and complete understanding of every kind o r nature whatsoever between the par ties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions h ereof. Any modification of this Agreement will be effective only by written executio n signed by both the City and Provider.

26. PREVAILING WAGES:

Provider is aware of the requirements o f California Labor Code Section 172 0, et seq., and 1770, et seq. as well as California Code of Regulations, Title 8, Section 16 00, et seq., (“Prevailing Wage Laws”) which require the payment of prevailing wage rates and the perf ormance of other requirements on “public works” and “ma intenance” projects. Provider agrees to fully comply with such Prevailing Wage Laws if the services are being performed as part of an a pplicable “public works” or “maintenance” project as defined by the Prevailing Wage Laws and if the total

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compensation is $1,000 or more. City, upon Provider’s request, shall prov ide Provider with a copy of the prevailing rates of per diem wages in effect at the commencement of th is Agreement.

Provider shall make copies of the prevailing rates of per diem wages for eac h craft, classification, or type of worker needed to execute the services available to interested pa rties upon request; and shall post copies at the Provider’s principal place of business and at the p roject site. Provider shall defend, indemnify, and hold the City ( its elected officials, officers, em ployees, and agents) free and harmless from any claim or liability arising out of any failure or alleg ed failure to comply with the Prevailing Wage Laws.

27. CAPTIONS:

The captions in this Agreement are for convenience only, are not a part of th e Agreement and in no way affect, limit or amplify the terms or provisions of this Agreem ent.

28. COUNTERPARTS:

This Agreement may be executed in any number of counterparts (including by fax, PDF, DocuSign, or other electronic means), each of which shall be deemed an orig inal, but all of which shall constitute one and the same instrument.

29. SIGNATORY:

By signing this Agreement, signatory warrants and represents that they ex ecuted this Agreement in their authorized capac ity and that by their signature on this Agreement, they or the entity upon behalf of which they acted, executed this Agreement.

30. CONTROLLING AGREEMENT:

In the event of a conflict between the terms and conditions of this Agreemen t (as amended, supplemented, restated or otherwise modified from time to time) and any other terms and conditions wherever contained, including, without limitation, terms and conditions included within exhibits, the terms and conditions of this Agreement shall control and be p rimary. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

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IN WITNESS WHEREOF, the parties have each caused this Agreement to be duly executed on its behalf as of the Effective Date.

Justworks Employment Group, CITY OF ALAMEDA
LLC Labor Contractor, for co-employees
of: IT’S ELECTRIC INC
a (Delaware corporation,
Registered as Foreign Entity of CA)
Nathan King Allen Tai
CEO Planning, Building and Transportation
Director
Tiya Gordon
COO and President
APPROVED AS TO FORM:

City Attorney
Cara Silver
Special Counsel

Brooklyn Navy Yard, Building 128 | 19 Morris Ave., Brooklyn, NY 11205 [email protected] | (646) 203-6604
Exhibit A
June 14, 2024
it's electric
Scope of Work
City of Alameda
Introduction
it's electric is an electric vehicle (EV) charging station owner-operator (CSO), purpose-built for cities, with a mission to unlock access to clean vehicles for all urban drivers. Launched in 2021, it's electric was founded to solve an urgent challenge: governments are leading the way in setting policy targets to mandate a transition to EVs, but no scalable charging solutions exist for the 40 million drivers across the U.S. who don’t have access to a private driveway or garage. If we want everyone to have access to electric mobility, we must provide drivers with convenient and affordable public charging options where they already park: the curb.

it's electric is addressing this challenge by harnessing spare electrical capacity from nearby buildings to deploy low-footprint curbside Level-2 EV chargers. We create a behind-the-meter connection to property owners’ electrical panels to tap this excess capacity, thereby avoiding the barrier of grid limitations and the costly and time-consuming process of creating a new utility interconnection. Because of these significant savings, we can take on the capital and installation costs ourselves, without requiring contributions from our municipal partners or our host properties.

In return for hosting an it's electric charger, host properties receive a percentage of the charger’s topline revenue, creating a new passive income stream for them while making it easier for everyone in their community to charge an EV. With revenue sharing for non-city owned host properties, plentiful access for (current and future) EV owners, and virtually no impact on municipal budgets: it's electric is a win for everyone.

For this initial Phase 1 of work, we are pleased to offer up to 10 curbside chargers, designed, built, operated, and maintained by it's electric – and installed by a Bay Area-based contractor using IBEW 595 electricians. We believe our local partners, commitment to Alameda, experience, design, and business model make it's electric the clear choice to deliver on the City’s curbside EV charging goals.

2 Building a Public EV Charging Network in Alameda
it's electric was founded precisely because no scalable solution existed to provide near-home charging for drivers who park on the street. While it is easy to picture this scenario in dense urban neighborhoods, the truth is that people park on the street in a variety of land use contexts, whether that’s because they live in multi-family housing, are renters, or own more than one car. In Alameda, we can expect a significant portion of the 76,039 residents (27,630 households) to park on the street, as 47% of the housing stock is multifamily and 51% of residents are renters.1 With an average of two cars per household, and assuming that 30% of those drivers have access to off-street parking, we estimate that over 18,000 drivers rely on on-street parking. Given that the International Energy Association (IEA) has set the benchmark for 10 EVs per public charging station, that means that if all of those cars were EVs, Alameda would need ~1800 public chargers, with ~1400 of them Level-2.

Still, any deployment of public EVSE is difficult if it requires a new interconnection to the grid, which can take up to 18 months to secure.
2 The most efficient way to circumvent this lengthy process is to power public chargers with electricity that is already there, in our buildings.

it's electric’s business model is predicated on the insight that it will take less time to negotiate contracts with property owners, and get municipal permission to deploy in the public right-of-way, than to establish a utility interconnection. With these time savings, it will also be far less expensive, enabling deployment of EVSE in areas that do not yet have high EV adoption rates, including Justice40 neighborhoods, thereby breaking the chicken-or-egg cycle that hamstrings EV adoption. We have confidence in this view because we know that municipalities are looking for affordable, scalable options to meet ambitious electrification targets. Furthermore, we incentivize Host Properties to allow us access to their electrical panel in exchange for a percentage of the revenue generated by the charger.

1 U.S. Census Bureau, ACS 2022 data. “Alameda, CA Census Reporter.” https://censusreporter.org/profiles/16000US0600562-alameda-ca/ 2 Con Edison. “REV Demonstration Project: NYC Curbside EV Charging Network Q2 2023 Quarterly Progress Report.” https://documents.dps.ny.gov/public/Common/ViewDoc.aspx?DocRefId={C003AD89-0000-C15F-9E21- 77EB32659100}

3 Scope of Services
In total, it's electric will identify approximately 15-25 sites (Partner Properties) to host a total of up to 30 curbside EVSE. The initial Phase 1 deployment, to be completed by Q2 of 2025, will consist of (10) chargers. If the City of Alameda were to provide additional funding toward the program, it’s electric will be able to continue the program beyond the initial deployment of 10. Because our chargers are required to tap into buildings’ existing electrical supply, we require locations that have a nearby building.

In addition, it's electric is eager to work with the City and the Alameda Housing Authority (AHA) to identify curbside sites that would serve residents of multi-unit dwellings (MUDs) to help the City meet its goal to “provide affordable public EV chargers within a quarter-mile of all residents within Alameda and within 0.1 miles of multi-unit development (MUD) hot spots.”

Equity Priority Locations (Section 2.6)
Lastly, it's electric would allocate any remaining chargers to address charging deserts in Alameda’s Equity Priority Locations, either in Justice40 tracts, MUD hotspots, or both. We would work hand-in- hand with the City of Alameda and the AHA to identify other promising candidate host properties and spend approximately three months engaging before finalizing this subset of locations.

Team
CEO (Nathan King): As CEO, Nathan will oversee and manage all Alameda pilot staff and consultant activity, including strategic planning and overall project design and schedule.

COO (Tiya Gordon): As COO, Tiya will help lead the identification of host properties and community organizations that will ultimately become locations for chargers and/or play a role in local workforce development support.

Project Director (Judy Chang): Judy will lead stakeholder engagement with potential host properties and community organizations. Until the California Project Manager is brought on board, she will be the principal contact and Project Manager for the City.

California-Based Project Manager (TBD): it's electric’s Deployment Project Manager will be a full-time employee based in California, and will be responsible for managing day-to-day project deployment activities, ensuring project schedules and milestones are met, and interfacing with installation and commissioning subcontractors.

Team of Companies
We work with industrial design firm Billings Jackson to ensure our chargers complement and enhance the urban fabric. While most other U.S. EV charging equipment is designed for installation in garages, parking lots, or highway rest stops – without a focus on aesthetics – it's electric chargers are sleek, durable, and unobtrusive, with a small footprint. Not only does this make our chargers easier and

4 cheaper to install, it also ensures that the majority of the sidewalk is clear of obstruction – a priority for all pedestrians, especially those with mobility limitations.

Additionally, it's electric chargers are the first in North America to feature a bring-your-own charging cord configuration.3 Detachable cords not only streamline the charger’s profile; they reduce the maintenance required from damaged cords or cord management components, which are the most commonly broken element of a public charger. This configuration is predominant in European cities, and is rapidly expanding as these countries electrify, providing a successful precedent for how urban curbside charging can be accomplished in the U.S.

Since our inception, it's electric has partnered with ChargerHelp!, the only national EVSE-dedicated operations and maintenance (O&M) service provider that is also investing in the workforce development needed to train thousands of EVSE technicians. ChargerHelp! will continue to be our primary O&M partner through their reliability-as-a-service offering. This will ensure that it's electric chargers meet and exceed the 97% uptime (reliability) requirement set by the U.S. Department of Transportation’s Federal Highway Administration (FHWA) under the National electric Vehicle Infrastructure (NEVI) formula program.
4 it's electric’s chargers are powered by SWTCH’s versatile software platform, which offers it's electric seamless insight and control of our charging network, including turnkey driver billing and charging fee remittance, 24/7 monitoring and maintenance alerts to ensure charger uptime, and real-time charger insights and reporting.5 By monitoring charger energy use in real-time, and setting charging rates by energy or time used, SWTCH maximizes charger earnings that will be passed to property owners. Real- time monitoring also enables us to ensure the reliability of our charging network at scale in support of EV adoption in cities. SWTCH’s platform is Open Charge Point Protocol (OCPP) compliant and is used to power over 4,000 public chargers across North America.

We work with local civil engineering firms for site selection, choosing such firms in keeping with our Equitable Procurement Policy, and will utilize Alameda County’s Small, Local and Emerging Business (SLEB) program. All installation and electrical work will be completed by unionized workers from the local International Brotherhood of electrical Workers (IBEW) chapter.

Budget:
it's electric’s business model is one where it's electric assumes full financial responsibility for the manufacture, installation, operations, and maintenance of our charger network. We do not ask our municipal partners or host properties to take on any of the financial obligations. In fact, we cover the

3 https://www.prnewswire.com/news-releases/itselectric-announces-the-first-ul-certified-detachable-cable-ev-charger- 302086811.html
4 Federal Highway Administration, U.S. Department of Transportation. “National electric Vehicle Infrastructure Standards and Requirements.” https://www.federalregister.gov/documents/2023/02/28/2023-03500/national-electric- vehicle-infrastructure-standards-and-requirements February 28, 2023 5

5 cost of any additional electricity we use, so that our host properties never see an increase in their utility bill, and we incentivize host properties to work with us by offering them a percentage of the topline revenue generated by the charger. Below is a high-level budget, outlining the costs of a 10-charger deployment in Alameda.

For Phase 1, it’s electric will cover fees associated with deploying in the right-of-way. For later project phases (Phase 2 under a separate scope of services) it’s electric would ask the City of Alameda to waive any fees associated with deploying in the right-of-way, with an estimated cost of $78,400.

Use of Funds (it’s electric) - 10 Charger Deployment Total Direct Costs Amount
Charging Hardware Manufacture $40,000
Charging Hardware Shipping & Storage $ 6,000
Charging Hardware Installation $ 80,000
Civil Engineering Subcontractor $ 40,000
Permitting Fees $ 39,000
Indirect Costs
Project Management & Oversight $ 125,000
Ongoing Maintenance and Repairs $ 7,500
Total: $ 337,500

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.

INSURER(S) AFFORDING COVERAGE
INSURER F :

INSURER E :

INSURER D :

INSURER C :

INSURER B :

INSURER A :

NAIC #
NAME:

CONTACT
(A/C, No):

FAX
E-MAIL
ADDRESS:

PRODUCER
(A/C, No, Ext):

PHONE

INSURED
REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed.

If SUBROGATION IS WAIVED, subject to the terms and conditions o f the policy, certain policies may require an endorsement. A s tatement on this certificate does not confer rights to the certificate hold er in lieu of such endorsement(s).

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 CON TRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

OTHER:
(Per accident)
(Ea accident)
$
$
N / A
SUBR
WVD
ADDL
INSD

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERI OD 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 AFFORDE D 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. $
$
$
$PROPERTY DAMAGE
BODILY INJURY (Per accident)
BODILY INJURY (Per person)

COMBINED SINGLE LIMIT

AUTOS ONLY

AUTOSAUTOS ONLY

NON-OWNED

SCHEDULEDOWNED

ANY AUTO

AUTOMOBILE LIABILITY
Y / N

WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY
OFFICER/MEMBER EXCLUDED?
(Mandatory in NH)
DESCRIPTION OF OPERATIONS below
If yes, describe under

ANY PROPRIETOR/PARTNER/EXECUTIVE
$
$
$
E.L. DISEASE - POLICY LIMIT
E.L. DISEASE - EA EMPLOYEE
E.L. EACH ACCIDENT
ER
OTH-

STATUTE
PER

LIMITS(MM/DD/YYYY)

POLICY EXP
(MM/DD/YYYY)

POLICY EFF

POLICY NUMBERTYPE OF INSURANCELTR
INSR
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

EXCESS LIAB
UMBRELLA LIAB $EACH OCCURRENCE
$AGGREGATE
$
OCCUR

CLAIMS-MADE
DED RETENTION $
$PRODUCTS - COMP/OP AGG
$GENERAL AGGREGATE
$PERSONAL & ADV INJURY
$MED EXP (Any one person)
$EACH OCCURRENCE

DAMAGE TO RENTED
$PREMISES (Ea occurrence)

COMMERCIAL GENERAL LIABILITY

CLAIMS-MADE OCCUR
GEN'L AGGREGATE LIMIT APPLIES PER:

POLICY PRO-

JECT LOC

CERTIFICATE OF LIABILITY INSURANCE

DATE (MM/DD/YYYY)

CANCELLATION

AUTHORIZED REPRESENTATIVE
ACORD 25 (2016/03)
© 1988-2015 ACORD CORPORATION. All rights reserved.

CERTIFICATE HOLDER
The ACORD name and logo are registered marks of ACORD
HIRED

AUTOS ONLY
05/15/2024
Doug Jones (Justworks)
c/o Artex Risk Solutions, Inc.

P.O. Box 13838
Scottsdale, AZ 85267
(888) 534-1711
Justworks Customer Success
[email protected]
American Zurich Insurance Company 40142
Justworks Employment Group LLC Labor Contractor, for co-employees of: IT'S

ELECTRIC INCORPORATED
PO Box 7119 Church Street Station
New York, NY 10008-7119
Coverage is provided for
only those co-employees
of, but not subcontractors
to:

WC 67-03-257-02 06/01/2024
06/01/2024
06/01/2025
06/01/2025
2,000,000
2,000,000
2,000,000
24NY0171130007
111188-NY

IT'S ELECTRIC INCORPORATED
1169 Dean Street
Brooklyn, NY 11216
City of Alameda Planning, Building and Transportation
Department
2263 Santa Clara Ave
Room 120
Alameda, CA 94501
Client#
A
Location Coverage Period:

INSR ADDL SUBR

LTR INSR WVD

DATE (MM/DD/YYYY)

PRODUCER CONTACT
NAME:

FAXPHONE
(A/C, No):(A/C, No, Ext):

E-MAIL
ADDRESS:

INSURER A :

INSURED INSURER B :

INSURER C :

INSURER D :

INSURER E :

INSURER F :

POLICY NUMBER

POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY) (MM/DD/YYYY)

COMMERCIAL GENERAL LIABILITY

AUTOMOBILE LIABILITY

UMBRELLA LIAB

EXCESS LIAB

WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

AUTHORIZED REPRESENTATIVE
INSURER(S) AFFORDING COVERAGE NAIC #
Y / N
N / A
(Mandatory in NH)

ANY PROPRIETOR/PARTNER/EXECUTIVE
OFFICER/MEMBER EXCLUDED?
EACH OCCURRENCE $
DAMAGE TO RENTED $PREMISES (Ea occurrence)CLAIMS-MADE OCCUR MED EXP (Any one person) $
PERSONAL & ADV INJURY $
GENERAL AGGREGATE $GEN'L AGGREGATE LIMIT APPLIES PER:

PRODUCTS - COMP/OP AGG $
$
PRO-
OTHER:

LOCJECT

COMBINED SINGLE LIMIT
$(Ea accident)
BODILY INJURY (Per person) $ANY AUTO
OWNED SCHEDULED BODILY INJURY (Per accident) $AUTOS ONLY AUTOS

AUTOS ONLY
HIRED PROPERTY DAMAGE $AUTOS ONLY (Per accident)
$
OCCUR EACH OCCURRENCE $
CLAIMS-MADE AGGREGATE $
DED RETENTION $ $

PER OTH-

STATUTE ER
E.L. EACH ACCIDENT $
E.L. DISEASE - EA EMPLOYEE $
If yes, describe under
E.L. DISEASE - POLICY LIMIT $DESCRIPTION OF OPERATIONS below POLICY

NON-OWNED

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.

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.

THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed.

If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer any rights to the certificate holder in lieu of such endorsement(s).

COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

CERTIFICATE HOLDER CANCELLATION
© 1988-2015 ACORD CORPORATION. All rights reserved.

The ACORD name and logo are registered marks of ACORDACORD 25 (2016/03)

ACORDTM CERTIFICATE OF LIABILITY INSURANCE
CNA / Valley Forge Insurance Company
04/16/2024
Brad M Hedberg
The Rockwood Company
20 N Wacker Drive, Suite 600
Chicago, IL 60606
312 621-2326
It's Electric Incorporated
1169 Dean Street
Brooklyn, NY 11216
20508
AX
X
7013180955 04/01/2024 04/01/2025 1,000,000
300,000
10,000
1,000,000
2,000,000
2,000,000
A
XX
7013180955 04/01/2024 04/01/2025 1,000,000
A XX
X 10000
7013645153 04/01/2024 04/01/2025 5,000,000
5,000,000
City of Alameda, its City Council, boards, commissions, officials, employees, agents and volunteers are Additional Insured with respect to the General Liability, on a primary-noncontributory basis including waiver of subrogation.

City of Alameda
Planning, Building and
Transportation Department
2263 Santa Clara Ave, Room 120
Alameda, CA 94501
1 of 1
#S569872/M478956
ITSELEClient#: 30474
LAM1

CNA80103XX
(09-14)
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

PRIMARY AND NONCONTRIBUTORY-

OTHER INSURANCE CONDITION
This endorsement modifies insurance provided under the following:

BUSINESSOWNERS COMMON POLICY CONDITIONS
The following isadded toParagraph H. Other Insuranceand supersedes any provision to thecontrary:

Primary And Noncontributory Insurance
This insurance is primary to andwill not seek contribution from any other insurance available to anadditional insured under your policy provided that:

1. The additional insured is a Named Insured under such other insurance; and

2. You have agreed in writing ina contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to theadditional insured.

All other terms and conditions of thePolicy remain unchanged.

CNA80103XX (09-14)

Page 1 ends

SB146932G31
(Ed. 02-22)

BLANKET ADDITIONAL INSURED
AND
LIABILITY EXTENSION ENDORSEMENT – NEW YORK
This endorsement modifies insurance provided under the following:

BUSINESSOWNERS LIABILITY COVERAGE FORM

BUSINESSOWNERS COMMON POLICY CONDITIONS

TABLE OF CONTENTS
I. Blanket Additional Insured Provisions
A. Additional Insured – Blanket Vendors
B. Miscellaneous Additional Insureds
C. Additional Provisions Pertinent to Additional Insured Coverage

1.a. Primary – Noncontributory provision

1.b. Definition of "written contract".

2. Additional Insured – Extended Coverage
II. Liability Extension Coverages
A. Bodily Injury – Expanded Definition
B. Broad Knowledge of Occurrence
C. Estates, Legal Representatives and Spouses
D. Fellow Employee First Aid
E. Legal Liability – Damage to Premises
F. Personal and Advertising Injury – Discrimination or Humiliation G. Personal and Advertising Injury – Broadened Eviction H. Waiver of Subrogation - Blanket
I. BLANKET ADDITIONAL INSURED PROVISIONS
A. ADDITIONAL INSURED – BLANKET VENDORS
Who Is An Insured is amended to include asan additional insured any person or organization (referred to below as vendor) with whom you agreed under a "written contract" to provide insurance, 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, subjectto thefollowingadditional exclusions:

1. The insurance afforded the vendor 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 ina contract or agreement. This exclusion does not apply to liability for damages that thevendor would have in the absence of thecontract or agreement; b. Any express warranty unauthorized by you;
c. Any physical or chemical change in the product made intentionallyby 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;
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SB146932G31
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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 distributionor sale of theproducts;
f. Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection with the sale of theproduct; g. Products which, after distributionor 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 thesole negligence of thevendor for its own actsor 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 Subparagraphs d. or f.; or (2) 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 distributionor 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.

3. This provision 2. does not apply to any vendor included as an insured by an endorsement issued by usand made a part of this Policy.

4. This provision 2. does not apply if "bodily injury" or "property damage" included within the "products- completed operations hazard"i sexcluded either by the provisions of thePolicy or by endorsement.

B. MISCELLANEOUS ADDITIONAL INSUREDS

1. Who Is An Insured is amended to include as an insured any person or organization (called additional insured) described in paragraphs 3.a. through 3.j. below whom you are required to add as an additional insured on this policyunder a "written contract":

2. However, subject always to theterms and conditions of this policy,including the limits of insurance, we will not provide the additional insured with:
a. A higher limit of insurance than required by such"written contract"; b. Coverage broader than required by such"written contract" and in no event greater than thatdescribed by the applicable paragraph a. through k. below; or
c. Coverage for "bodily injury" or "property damage" included within the "products-completed operations hazard". But this paragraph c. does not apply to the extent coverage for such liability is provided by paragraph 3.j. below.

Any coverage granted by this endorsement shall apply only to theextent permitted by law.

3. Only the followingpersons or organizations can qualifyas additional insureds under this endorsement:
a. Controlling Interest
Any persons or organizations with a controlling interest in you but only with respect to their liability arising out of:
(1) such person or organization's financialcontrol of you; or (2) Premises such person or organization owns, maintains or controls while you lease or occupy these premises;
provided that the coverage granted to such additional insureds does not apply to structural alterations, new construction or demolition operations performed by or for such additional insured. b. Co-owner of Insured Premises
A co-owner of apremises co-owned by you and covered under this insurance but only with respect to the co-owners liability for "bodily injury", "property damage" or "personal and advertising injury" as co- owner of such premises.

SB146932G31 (02-22) Page 2o f8
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SB146932G31
(Ed. 02-22)
c. Grantor of Franchise
Any person or organization that has granted a franchise to you, but only with respect to such person or organization's liability for "bodily injury", "property damage", or "personal and advertising injury" as grantor of afranchise to you.
d. Lessor of Equipment
Any person or organization from whom you lease equipment, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused in whole or in part by your maintenance, operation or use of such equipment, provided that the "occurrence" giving rise to such "bodily injury" or "property damage" or the offense giving rise to such "personal and advertising injury" takes placeprior to thetermination of such lease. e. Lessor of Land
Any person or organization from whom you lease land, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" arising out of theownership, maintenance or use of that specific part of the land leased to you, provided that the "occurrence" giving rise to such "bodily injury" or "property damage" or the offense giving rise to such "personal and advertising injury", takes placeprior to thetermination of such lease. The insurance hereby afforded to theadditional insured does not apply to structural alterations, new construction or demolition operations performed by, on behalf of or for such additional insured.
f. Lessor of Premises
An owner or lessor of premises leased to you, or such owner or lessor's real estate manager, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" arising out of the ownership, maintenance or use of such part of the premises leased to you, and provided that the"occurrence" giving rise to such "bodily injury" or "property damage" or the offense giving rise to such "personal and advertising injury", takes placeprior to thetermination of such lease.

The insurance hereby afforded to the additional insured does not apply to structural alterations, new construction or demolition operations performed by, on behalf of or for such additional insured. g. Mortgagee, Assignee or Receiver
A mortgagee, assignee or receiver of premises but only with respect to such mortgagee, assignee, or receiver's liability for "bodily injury", "property damage" or "personal and advertising injury" arising out of theownership, maintenance, or use of apremises by you.

This insurance does not apply to structural alterations, new construction or demolition operations performed by, on behalf of or for such additional insured. h. State or Political Subdivisions
A state or government agency or subdivision or political subdivision that has issued a permit or authorization, but only with respect to such government agency or subdivision or political subdivision's liabilityfor "bodily injury", "property damage" or "personal and advertising injury" arising out of:
(1) The following hazards in connection with premises you own, rent, or control and to which this insurance applies:
(a) The existence, maintenance, repair, construction, erection, or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoistaway openings, sidewalk vaults,street banners, or decorations and similarexposures; or (b) The construction, erection, or removal of elevators; or (c) The ownership, maintenance or use of any elevators covered by this insurance; or (2) The permitted or authorized operationsperformed by you or on your behalf. But the coverage granted by this paragraph does not apply to:
(a) "Bodily injury", "property damage" or "personal and advertising injury" arising out of operations performed for the state or government agency or subdivision or political subdivision; or
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SB146932G31
(Ed. 02-22)
(b) "Bodily injury" or "property damage" included within the "products-completed operations hazard".

With respect to this provision'srequirement that additional insured status must be requested under a "written contract", we will treat as a "written contract" any governmental permit that requires you to add the governmental entity as an additional insured.
i. Trade Show Event Lessor
With respect to your participation in a trade show event as an exhibitor, presenter or displayer, any person or organization whom you are required to include asan additional insured, but only with respect to such person or organization's liability for "bodily injury", "property damage", or "personal and advertising injury" caused by:
a. Your acts or omissions; or
b. Acts or omissions of those acting on your behalf;
in the performance of your ongoing operations at thetrade show premises during the trade show event. j. Other Person or Organization
Any person or organization who is not anadditional insured under paragraphs a. through i. above. Such additional insured is an insured solely for "bodily injury", "property damage" or "personal and advertising injury" for which such additional insured is liablebecause of your acts or omissions.

The coverage granted by this paragraph does not apply to any person or organization:
(1) For "bodily injury," "property damage," or "personal and advertising injury" arising out of the rendering or failureto render any professional services; (2) For "bodily injury" or "property damage" included in the "products-completed operations hazard". But this provision (2) does not apply to such "bodily injury" or "property damage"i f :
(a) It is entirelydue to your negligence and specifically results from your work for the additional insured which is the subject to the"written contract"; and (b) The "written contract" requires you to make the person or organization an additional insured for such "bodily injury" or "property damage"; or
(3) Who is afforded additional insured coverage under another endorsement attached to this policy.

C. ADDITIONAL PROVISIONS PERTINENTTO ADDITIONAL INSURED COVERAGE

1. With respect only to additional insured coverage provided under paragraphs A. and B. above:
a. The BUSINESSOWNERS COMMON POLICY CONDITIONS are amended to add thefollowing to the Condition entitledOther Insurance:

This insurance is excess of all other valid and collectible insurance available to an additional insured whether primary, excess, contingent or on any other basis. However, if a "written contract" requires that this insurance be either primary or primary and noncontributing, then this insurance will be primary and non-contributory relative solelyto insurance on which the additional insured is a named insured. b. Under Liability and Medical Expense Definitions, the following definition isadded:
"Written contract" means a written contract or agreement that requires you to make a person or organization an additional insured on this policy,provided the contract or agreement:
(1) Is currently in effect or becomes effective during the term of this policy;and (2) Was executed prior to:
(a) The "bodily injury"or "property damage"; or
(b) The offense that caused the "personal and advertising injury"; for which the additional insured seeks coverage.

SB146932G31 (02-22) Page 4o f8
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SB146932G31
(Ed. 02-22)

2. With respect to any additional insured added by this endorsement or by any other endorsement attached to this Coverage Part, the section entitledWho Is An Insured is amended to make the followingnatural persons insureds.

If the additional insured is:
a. An individual,then his or her spouse is an insured;
b. A partnership or joint venture, then its partners, members and their spouses are insureds; c. A limited liabilitycompany, then its members and managers are insureds; d. An organization other than a partnership, joint venture or limited liabilitycompany, then its executive officers,directors and shareholders are insureds; or
e. Any type of entity,then its employees are insureds;
but only with respect to locations and operations covered by the additional insured endorsement's provisions, and only with respect to their respective roles within their organizations. Furthermore, employees of additional insureds are not insureds with respect to liabilityarising out of:
(1) "Bodily injury" or "personal and advertising injury" to any fellow employee or to any natural person listed inparagraphs a. through d. above;
(2) "Property damage" to property owned, occupied or used by their employer or by any fellow employee; or (3) Providing or failing to provide professional health care services.

II. LIABILITY EXTENSION COVERAGES
It isunderstood and agreed that this endorsement amends the Businessowners Liability Coverage Form.I f any other endorsement attached to this policyamends any provision also amended by this endorsement, then thatother endorsement controls with respect to such provision, and thechanges made by this endorsement to such provision do not apply.

A. Bodily Injury – Expanded Definition
Under Liability and Medical Expenses Definitions, the definition of. "Bodily injury"i sdeleted and replaced by the following:
"Bodily injury" means physical injury, sickness or disease sustained by a person, including death, humiliation, shock, mental anguish or mental injury by that person at any timewhich results as a consequence of thephysical injury,sickness or disease.

B. Broad Knowledge of Occurrence
Under Businessowners Liability Conditions, the Condition entitled Duties In The Event of Occurrence, Offense, Claim or Suit is amended to add thefollowing:

Paragraphs a. and b. above apply to you or to any additional insured only when such "occurrence," offense, claim or "suit" isknown 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 liabilitycompany; (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, ifyou or an additional insured is a politicalsubdivision or public entity.

This paragraph applies separately to you and any additional insured.

C. Estates, Legal Representatives and Spouses
The estates, heirs, legal representatives and spouses of any natural personinsured shall also be insured under this policy;provided, however, coverage is afforded to such estates, heirs, legal representatives and spouses only for claims arising solely out of their capacity as such and, in the case of a spouse, where such claim seeks damages from marital common property, jointly held property, or property transferred from such natural person SB146932G31 (02-22) Page 5o f8
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SB146932G31
(Ed. 02-22)
insured to such spouse. No coverage is provided for any act, error or omission of an estate, heir, legal representative or spouse outsidethe scope of such person's capacity as such, provided however that thespouse of a natural person Named Insured and the spouses of members or partners of joint venture or partnership Named Insureds are insureds with respect to such spouses' acts, errors or omissions in the conduct of theNamed Insured's business.

D. Fellow Employee First Aid Coverage
In thesection entitledWho Is An Insured, paragraph 2.a.1. is amended to add thefollowing:

The limitations described in subparagraphs 2.a.1.(a), (b) and (c) do not apply to your "employees" for "bodily injury" that results from providing cardiopulmonary resuscitation or other first aid services to aco-"employee" or "volunteer worker" that becomes necessary while your "employee"i sperforming duties in the conduct of your business. Your "employees" are hereby insureds for such services. But the insured status conferred by this provision does not apply to "employees" whose duties in your business are to provide professional health care services or health examinations.

E. Legal Liability – Damage To Premises

1. Under B. Exclusions, 1. Applicable to Business Liability Coverage, Exclusion k. Damage To Property,i s replaced by the following:
k. Damage To Property
"Property damage"t o :

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 theinsured;

5. That particular part of any real property on which you or any contractors or subcontractors working directly or indirectly inyour behalf are performing operations, if the "property damage" arises out of those operations; or

6. That particular part of any property that must be restored, repaired or replaced because "your work" was incorrectly performed on it.

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 1, 3, and 4, of this exclusion do notapply to "property damage" (other than damage by fire or explosion) to premises:
(1) rented to you:
(2) temporarily occupied by you with the permission of theowner, or (3) to thecontents of premises rented to you for a period of 7or fewer consecutive days.

A separate limit of insurance applies to Damage To Premises Rented To You as described in Section D – Liabilityand Medical Expenses Limits of Insurance.

Paragraphs 3, 4, 5, and 6 of this exclusion do notapply to liabilityassumed under a sidetrack agreement.

Paragraph 6 of this exclusion does not apply to "property damage" included in the "products- completed operations hazard."

2. Under B. Exclusions, 1. Applicable to Business Liability Coverage, the followingparagraph is added, and replaces the similar paragraph, if any, beneath paragraph (14) of the exclusion entitled Personal and Advertising injury:

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(Ed. 02-22)
Exclusions c, d, e, f, g, h,i, k, l, m, n, and o,do notapply to damage by fire to premises while rented to you or temporarily occupied by you with permission of theowner or to thecontents of premises rented to you for a period of 7or fewer consecutive days. A separate limit of insurance applies to this coverage as described in Section D. Liability And Medical Expenses Limits Of Insurance.

3. The first Paragraph under item 5. Damage To Premises Rented To You Limit of the section entitled Liability And Medical Expenses Limits Of Insurance is replaced by the following:

The most we will pay under Business Liability for damages because of "property damage" to any one premises, while rented to you or temporarily occupied by you with the permission of the owner, including contents of such premises rented to you for a period of 7 or fewer consecutive days, is the Damage to Premises Rented to You Limit. The Damage to Premises Rented to You Limit is the greater of:
a. $1,000,000; or
b. The Damage to Premises Rented to You Limit shownin the Declarations.

F. Personal and Advertising Injury – Discrimination or Humiliation

1. Under Liability and Medical Expenses Definitions, the definition of "personal and advertising injury"i s amended to add thefollowing:
h. Discrimination or humiliation that results in injuryto thefeelings or reputation of anatural person,but only if such discrimination or humiliation is based solely on either disparate impact (as opposed to disparate treatment) or vicarious liability,and:
(1) Not done intentionallyby or at thedirection of:
(a) The insured; or
(b) Any "executive officer," director, stockholder, partner, member or manager (if you are a limited liabilitycompany) of theinsured; and
(2) Not directly or indirectly related to the employment, prospective employment, past employment or termination of employment of any person or person by any insured.

2. Under B. Exclusions, 1. Applicable to Business Liability Coverage, the exclusion entitled Personal and Advertising injury is amended to add thefollowingadditional exclusions:
(15) Discrimination Relating to Room, Dwelling or Premises Caused by discrimination directly or indirectly related to the sale, rental, lease or sub-lease or prospective sale, rental, lease or sub-lease of any room, dwelling or premises by or at thedirection of any insured.
(16) Employment Related Discrimination
Discrimination or humiliation directly or indirectly related to the employment, prospective employment, past employment or termination of employment of any person by any insured. (17) Fines or Penalties
Fines or penalties levied or imposed by a governmental entity because of discrimination.

3. This provision (Personal and Advertising Injury – Discrimination or Humiliation) does not apply if Personal and Advertising Injury Liability is excluded either by the provisions of the Policy or by endorsement.

G. Personal and Advertising Injury - Broadened Eviction Under Liability and Medical Expenses Definitions, the definition of "Personal and advertising injury" is amended to delete Paragraph c. and replace it withthe following:
c. The wrongful eviction from, wrongful entry into, or invasion of the right of private occupancy of a room dwelling or premises that aperson or organization occupies committed by or on behalf of its owner, landlord or lessor.

SB146932G31
(Ed. 02-22)
H. Waiver of Subrogation - Blanket
We waive any right of recovery we may have against:
a. Any person or organization with whom you have a written contract that requires such a waiver.

All other terms and conditions of thePolicy remain unchanged.

This endorsement, which forms a part of andis for attachment to thePolicy issued by the designated Insurers, takes effect on theeffective date ofsaid Policy at thehour stated in said Policy, unless another effective date is shown below,and expires concurrently with said Policy.

SB-146936-A
(Ed. 01/06)
THIS ENDORSEMENT CHANGES THE POLICY. PLEASEREAD IT CAREFULLY.

INFLATION GUARD
This endorsement modifies insurance provided under the following:

BUSINESSOWNERS SPECIAL PROPERTY COVERAGE FORM
The following coverage is added to your Businessowners b. The percentage of annual increase shown in Special Property Coverage Form: the Declarations, expressed as a decimal (example: 5% is .05); timesInflation Guard
c. The number of days since the beginning of1. The limit of Insurance for Building will be the current policy year or the effective date ofincreased by the annual percentage shown in the the most recent policy change amending theDeclarations, if you choosethis optional coverage. limit, divided by365.

The limit of Insurance for Business Personal Example:Property will be increased by the annual percentage shown in the Declarations, if you If: the applicable limit is$100,000. choose this optional coverage. The annual increase is 5%.

2. The amount of increase will be: The number of days since the beginning of a. The limit that applied on the most recent of the policy year (or last policychange) is 146. the policy inception date, the policy The amount of increase is:anniversary date, or any other policy change amending the limit; times $100,000 x .05 x 146 / 365 = $2,000.

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SB147006G
(Ed. 12-18)
THIS ENDORSEMENT CHANGES THE POLICY. PLEASEREAD IT CAREFULLY.

NEW YORK CHANGES
This endorsement modifies insurance provided under the following:

BUSINESSOWNERS SPECIAL PROPERTY COVERAGE FORM

BUSINESSOWNERS LIABILITY COVERAGE FORM

BUSINESSOWNERS COMMON POLICY CONDITIONS

CHANGES TO BUSINESSOWNERS COMMON POLICY CONDITIONS
The changes described in Paragraphs A. through C. below apply unless this policy covers buildings or structures containing one tofour dwelling units. In thatcase, the provisions of Paragraphs D. through F. below apply instead.

The changes described in paragraphs G. through K. apply to all insured buildings and structures.

A. Paragraphs 1., 2.,3. and 5. of theCancellation Common Policy Condition are replaced by the following:

1. The first Named Insured shown in the Declarations may cancel this entire policy by mailing or delivering to us advance written notice of cancellation.

2. Cancellation Of Policies In Effect
a. 60 Days Or Less
We may cancel this policyby mailing or delivering to thefirst Named Insured written notice of cancellation at least:
(1) 30 days before the effective date ofcancellation if we cancel for any reason not included in Paragraph (2) below.
(2) 15 days before the effective date ofcancellation if we cancel for any of thefollowingreasons:
(a) Nonpayment of premium, provided however, that anotice of cancellation on this ground shall inform the first Named Insured of theamount due;
(b) Conviction of acrime arising out ofacts increasing the hazard insured against; (c) Discovery of fraud or material misrepresentation in the obtaining of thepolicy or in the presentation of a claim;
(d) After issuance of the policy or after the last renewal date, discovery of an act or omission, or a violation of any policy condition, that substantially and materially increases the hazard insured against, and which occurred subsequent to inception of thecurrent policy period; (e) Material physical change in the property insured, occurring after issuance or last annual renewal anniversary date of thepolicy,which results in the property becoming uninsurable in accordance with our objective, uniformly applied underwriting standards in effect at thetime the policy was issued or last renewed; or material change in the nature or extent of the risk, occurring after issuance or last annual renewal anniversary date of thepolicy, which causes the risk of loss to besubstantiallyand materially increased beyond that contemplated at thetime the policy was issued or last renewed; (f) Required pursuant to a determination by the Superintendent that the continuation of our present premium volume would jeopardize our solvency or be hazardous to theinterest of our policyholders, our creditors or the public;
(g) A determination by the Superintendent that the continuation of the policy would violate, or would place us in violation of,any provision of theInsurance Code; or (h) Where we have reason to believe, in good faith and with sufficientcause, that there is a probable risk of danger that theinsured will destroy, or permit to bedestroyed, the insured property for the purpose of collectingthe insurance proceeds. If we cancel for this reason, you maymake a written request to the Insurance Department, within 10 days of receipt of this notice, to review our cancellation decision. Also, we will simultaneously send a copy of this cancellation notice to the Insurance Department.

SB147006G
(Ed. 12-18)
b. For More Than60 Days
If this policyhas been in effect for more than 60days, or if this policy isa renewal or continuation of apolicy we issued, we may cancel only for any of thereasons listed inParagraph a.(2) above, provided:
(1) We will mail the first Named Insured written notice at least 15 days before the effective date of cancellation; and
(2) If we cancel for nonpayment of premium, our notice of cancellation informs the first Named Insured of the amount due.

3. We will mail or deliver our notice, including the reason for cancellation, to thefirst Named Insured at theaddress shown in the policy and theauthorized agent or broker.

5. If this policy iscancelled, we will send the first Named Insured any premium refund due. If we cancel, the refund will be pro rata. If the first Named Insured cancels, the refund may be less than pro rata.

However, when the premium is advanced under a premium finance agreement, the cancellation refund will be pro rata. Under such financed policies, we will be entitled to retain a minimum earned premium of 10% of the total policy premium or $60, whichever is greater. The cancellation will be effective even if we have not made or offered a refund.

B. The following isadded to theCancellation Common Policy Condition:

7. If one of thereasons for cancellation in Paragraph A.2.a.(2) or D.2.b.(2) exists, we may cancel this entire policy, even if the reason for cancellation pertains only to anew coverage or endorsement initially effective subsequent to theoriginalissuance of this policy.

C. The followingConditions are added:

1. Nonrenewal
If we decide not torenew this policywe will send notice as provided in Paragraph C.3. below.

2. Conditional Renewal
If we condition renewal of this policyupon:
a. Change of limits;
b. Change in type of coverage;
c. Reduction of coverage;
d. Increased deductible;
e. Addition of exclusion; or
f. Increased premiums in excess of 10%, exclusive of any premium increase due to andcommensurate with insured value added; or increased exposure units; or as a result of experience rating, loss rating, retrospective rating or audit;
we will send notice as provided in Paragraph C.3. below.

3. Notices Of Nonrenewal And Conditional Renewal
a. If we decide not torenew this policyor to conditionallyrenew this policyas provided in Paragraphs C.1. and C.2. above, we will mail or deliver writtennotice to thefirst Named Insured shown in the Declarations at least 60 but notmore than 120days before:
(1) The expiration date; or
(2) The anniversary date if this isa continuous policy. b. Notice will be mailed or delivered to the first Named Insured at the address shown in the policy and the authorized agent or broker. If notice is mailed, proof of mailing will be sufficientproof of notice. c. Notice will include the specific reason(s) for nonrenewal or conditional renewal, including the amount of any premium increase for conditional renewal and description of any other changes.

SB147006G
(Ed. 12-18)
d. If we violate any of theprovisions of Paragraph C.3.a., b. or c. above by sending the first Named Insured an incomplete or late conditional renewal notice or a late nonrenewal notice:
(1) Coverage will remain in effect at thesame terms and conditions of this policyat thelower of thecurrent rates or the prior period's rates until 60 days after such notice is mailed or delivered, unless the first Named Insured, during this 60 day period, has replaced the coverage or elects to cancel. (2) On or after the expiration date of this policy, coverage will remain in effect at the same terms and conditions of this policyfor another policy period, at the lower of the current rates or the prior period's rates, unless the first Named Insured, during this additional policy period, has replaced the coverage or elects to cancel.
e. If you elect to renew on thebasis of alate conditional renewal notice, the terms, conditions and rates set forth in such notice shall apply:
(1) Upon expiration of the 60day period; or
(2) Notwithstanding the provisions in Paragraphs d.(1) and d.(2), as of the renewal date of thepolicy ifwe send the first Named Insured the conditional renewal notice at least 30 days prior to the expiration or anniversary date of thepolicy.
f. We will not send you notice of nonrenewal or conditional renewal if you, your authorized agent or broker or another insurer of yours mails or delivers notice that thepolicy has been replaced or is no longer desired.

If this policycovers buildings or structures containing 1t o4 dwelling units, the provisions of Paragraphs D., E. and F. below apply instead of paragraphs A., B. and C. above.

D. In the Businessowners Common Policy Condition entitled "Cancellation", paragraph 2. is replaced by the following:

2. Procedure And Reasons For Cancellation
a. We may cancel this entire policy by mailing or delivering to the first Named Insured written notice of cancellation at least:
(1) 15 days before the effective date of cancellation if we cancel for nonpayment of premium, provided however, that anotice of cancellation on this ground shall inform the first Named Insured of theamount due; or
(2) 30 days before the effective date ofcancellation if we cancel for any other reason. b. But if this policy:
(1) Has been in effect for more than 60days; or
(2) Is a renewal of apolicy we issued;
we may cancel this policyonly for one or more of thefollowingreasons:
(a) Nonpayment of premium provided however, that anotice of cancellation on this ground shall inform the first Named Insured of theamount due;
(b) Conviction of acrime arising out ofacts increasing the risk of loss; (c) Discovery of fraud or material misrepresentation in obtaining the policy or in making a claim; (d) Discovery of willful or reckless acts or omissions increasing the risk of loss; (e) Physical changes in the covered property that make that property uninsurable in accordance with our objective and uniformly applied underwriting standards in effect when we:
(i) Issued the policy,or
(ii) Last voluntarilyrenewed the policy;
(f) The Superintendent of Insurance's determination that continuing the policy would violate Chapter 28 of the Insurance Law; or
(g) Required pursuant to a determination by the Superintendent of Insurance that the continuation of our present premium volume would be hazardous to the interests of our policyholders, our creditors or the public.

SB147006G
(Ed. 12-18)
E. The followingcondition is added:

Conditional Continuation
Instead of cancelling this policy,we may continue it on thecondition that:

1. The policy limitsbe changed; or

2. Any coverage not required by law be eliminated.

If this policy is conditionallycontinued, we will mail or deliver to thefirst Named Insured written notice at least 20 days before the effective date of thechange or elimination. We will mail or deliver our notice to the first Named Insured's last mailing address known to us. If notice is mailed, proof of mailing will be sufficient proof of notice. Delivery of the notice will be thesame as mailing.

F. The followingcondition is added:

Nonrenewal
If, as allowed by the laws of New York State, we:

1. Do not renew this policy;or

2. Condition policy renewal upon:
a. Change of limits; or
b. Elimination of coverage;
we will mail or deliver writtennotice of nonrenewal or conditional renewal:
(1) At least 45 days; but
(2) Not more than 60days;
before the expiration date of thepolicy. We will mail or deliver our notice to the first Named Insured's last mailing address known to us. If notice is mailed, proof of mailing will be sufficientproof of notice. Delivery of thenotice will be the same as mailing.

G. The last subparagraph in Paragraph 3. of thePremiums Common Policy Condition is replaced by the following:

Our forms then in effect will apply. If you do not pay the continuation premiums, this policy willbe cancelled in accordance with the cancellation procedures for nonpayment of premium as amended in Paragraph A. above.

H. When the property is subject to the Anti-Arson Application in accordance with New York Insurance Department Regulation No. 96, thefollowingprovisions are added:

Property Subject to Anti-Arson Regulation 96
If you fail to return the completed, signed and affirmed anti-arson application to us:

1. Or our broker or agent within 45 days of the effective date of anew policy, we will cancel the entire policy by giving 20 days' written notice to you and to themortgageholder shown in the Declarations.

2. Before the expiration date of any policy, we will cancel the policy by giving written notice to you and to the mortgageholder shown in the Declarations at least 15 days before the effective date ofcancellation.

If the notice in L.1. or L.2. above is mailed, proof of mailing will be sufficientproof of notice. Delivery of thenotice will be thesame as mailing.

The cancellation provisions set forth in L.1. and L.2. above supersede any contrary provisions in this policyincluding this endorsement.

I. The Common Policy Condition entitled Concealment, Misrepresentation Or Fraud is deleted in its entirety and replaced by the following:

C. Concealment, Misrepresentation Or Fraud
This policy iscancelled in any case of fraud by you as it relates to this policyat any time. It isalso cancelled if you or any other insured, at any time, intentionallyconceal or misrepresent a material fact concerning:

SB147006G
(Ed. 12-18)

2. The Covered Property;

3. Your interest in the Covered Property; or

4. A claim under this policy.

A fact or circumstance is deemed material if the Insurer would not have issued the policy if such factor or circumstance were known to it prior to issuance.

J. The followingchanges are made with regard to other valid and collectibleinsurance.

1. Paragraph H.1. and H.2 of theBusinessowners Common Policy Conditions are deleted and replaced by:

1. If there is other insurance covering the same loss or damage, we will pay only for the amount of covered loss or damage in excess of theamount that is validand collectiblefrom that other insurance. But we will not pay more than theapplicable Limit of Insurance.

2. Business LiabilityCoverage is excess over:
a. Any other valid and collectibleinsurance that insures for direct physical loss or damage; or b. Any other valid and collectible primary insurance available to you covering liability for damages arising out of thepremises or operations for which you have been addedas an additional insured.

2. If Liquor Liability Coverage is attached to this policy viaendorsement, Paragraph 3.A.s. is amended to add the following:

In the event the insured purchases liquor liability coverage under more than one policy, thisendorsement will provide the limits of coverage purchased and will not be restricted by the presence of other liquor liability coverage.

K. Paragraph J.2. of theBusinessowners Common Policy Conditions is replaced by the following:

J. Premium Audit

2. Premium shown in this policyas 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 thefirst Named Insured. The due date for audit premiums is the date shown as the due date on thebill. An audit to determine the final premium due or to berefunded will be completed within 180 days after the expiration date of thepolicy and may not bewaived, except when:
a. The total annual premium attributable to the auditable exposure is not reasonably expected to exceed $1,500; or
b. The policy requires notification to the insurer with specificinformation of any additional exposure units (e.g., buildings) for which coverage is requested.

If the sum of theadvance and audit premiums paid for the policy period is greater than theearned premium, we will return the excess to thefirst Named Insured.

Except as provided in Paragraph J.2., the Examination Of Your Books And Records Businessowners Common Policy Condition continues to apply.

CHANGES TO PROPERTY COVERAGES
A. Section E. PropertyLoss Conditions is amended to delete Condition 2. Appraisal in itsentirety and replace it with the following:

2. Appraisal
a. If we and you disagree on theamount of loss, either may make written demand for an appraisal of theloss. In this event, each party will select a competent and impartial appraiser and notify the other of the appraiser selected within 20 days of such demand.
b. If we or you fail to proceed with the appraisal of the covered loss after a written demand is made by either party, then either partymay apply to acourt having jurisdiction for an order directing the party that failed to proceed with the appraisal to comply with the demand for the appraisal of theloss. In this event, each party will select a competent and impartial appraiser and notify the other of theappraiser selected within 20 days of such order.

SB147006G
(Ed. 12-18)
c. The two appraisers will select an umpire. If they cannot agree within 15 days upon such umpire, either may request that selection be made by a judge of acourt having jurisdiction.The appraisers will state separately the amount of loss. Ifthey fail to agree, they will submit their differences to theumpire. A decision agreed to by any two will be binding.
d. Each party will:
(1) Pay its chosen appraiser; and
(2) Bear the other expenses of theappraisal and umpire equally.

If there is an appraisal, we will stillretain our right to deny the claim.

B. The following is added to the Duties In The Event Of Loss Or Damage Property Loss Condition in the Businessowners Special Property Coverage Form:
a. Notice given by or on your behalf; or
b. Written notice by or on behalf of any claimant;
to any of our agents in New York State, which adequately identifiesyou, will be thesame as notice to us.

C. The following isadded toParagraph E. PropertyLoss Conditions:

12. Estimation Of Claims
Upon request, we will furnish you or your representative with a written estimate of damages to real property, specifying all deductions, provided such an estimate has been prepared by usor has been prepared on our behalf for our own purposes. This estimate will be provided within thirtydays after your request or its preparation, whichever is later.

D. Paragraphs F.11.f. and F.11.g. of theMortgageholders Property General Condition are replaced by the following:
f. Cancellation
(1) If we cancel this policy,we will give written notice to themortgageholder at least:
(a) 10 days before the effective date ofcancellation if we cancel for your nonpayment of premium; or (b) 30 days before the effective date ofcancellation if we cancel for any other reason. (2) If you cancel this policy, we will give written notice to the mortgageholder. With respect to the mortgageholder's interest only, cancellationwill become effective on thelater of:
(a) The effective date ofcancellation of theinsured's coverage; or (b) 10 days after we give notice to themortgageholder.
g. Nonrenewal
(1) If we elect not torenew this policy,we will give written notice to themortgageholder at least 10 days before the expiration date ofthis policy.
(2) If you elect not to renew this policy,we will give written notice to the mortgageholder. With respect to the mortgageholder's interest only, nonrenewal will become effective on thelater of:
(a) The expiration date of thepolicy;or
(b) 10 days after we give notice to themortgageholder.

E. If this policycovers the interest of theowner of any of thefollowingtypes of buildings or structures:
(1) Residential (except owner-occupied single-family or owner-occupied two-family buildings or structures); (2) Commercial; or
(3) Industrial;
the followingprovision is added:

Before payment to you for loss or damage to theabove buildings or structures caused by or resulting from fire, we will:

SB147006G
(Ed. 12-18)

1. Deduct from your payment the claim of any tax district that issues a certificate of lien inaccordance with the Insurance Law; and

2. Pay directlyto thetax districtthe amount of theclaim.

When we pay that claim, we will have no obligation to pay the amount of thatclaim to you. Our payment of thatclaim within 30 days of our receipt of the certificate of lien willbe a conclusive presumption that the claim was valid and properly paid.

F. Section B. EXCLUSIONS of the Businessowners Special Property Coverage Form is amended to add the followingparagraph after exclusion B.1.j. Malicious Code and after exclusion B.1.k. System Penetration:

However, the company will provide coverage for any ensuing loss or damage caused by a specified cause of loss.

G. Section B. EXCLUSIONS of theBusinessowners Special Property Coverage Form is amended to delete exclusion B.2.d.(2) and replace it withthe following:
(2) Rust, corrosion, decay, deterioration, hidden or latent defect, or any quality inproperty that causes it to damage or destroy itself.

CHANGES TO LIABILITY COVERAGES
A. With respect to those liabilitycoverages provided by this policywhose Insuring Agreements stipulate we have the right and duty to defend theinsured against "suits" to which that coverage applies, such Insuring Agreements are hereby amended to also stipulate that such right and duty applies even if the allegations of the"suits" are groundless, false or fraudulent.

B. The followingprovision is added andsupersedes any provision to thecontrary:

Failure to give notice to us as required under this policy shallnot invalidate any claim made by the insured, injured person or any other claimant, unless the failure to provide such timely notice has prejudiced us. However, no claim made by the insured, injured person or other claimant will be invalidated if it shallbe shown not to have been reasonably possible to give such timely notice and that notice was given as soon as was reasonable possible thereafter.

C. The following isadded to theDuties In TheEvent Of Occurrence, Offense, Claim Or Suit Liability And Medical Expenses Condition in the Businessowners Liability Coverage Form:
a. Notice given by or on your behalf; or
b. Written notice by or on behalf of any claimant;
to any of our agents in New York State, which adequately identifiesyou, will be thesame as notice to us.

D. The Legal Action Against Us Condition in the Businessowners Liability Coverage Form is replaced by the following:

4. Legal Action Against Us
a. No person or organization has a right under this policy:

1. To join us asa party or otherwise bring us into a "suit" asking for damages from an insured; or

2. To sue us on this policyunless all of its terms have been fully complied with.

A person or organization may sueus to recover on an agreed settlement or on a final judgment against an insured; but we will not beliable for damages that are not payable under the terms of this policyor that are in excess of theapplicable limit of insurance. An agreed settlement means a settlement and arelease of liability signed by us, the insured and theclaimant or the claimant's legal representative. b. With respect to all claims which are covered under the policy, ifwe deny coverage or do not admit liability because an insured or the injured person, someone acting for the injured person, or other claimant fails to give us written notice as soon as practicable, then theinjured person, someone acting for the injured person or other claimant may bring an action against us, provided the sole question is whether the denial of coverage or non admission of liability isbased on thefailureto provide timely notice.

However, the injured person, someone acting for the injured person or other claimant may not bring an action if within60 days after we deny coverage or do notadmit liability,we or an insured:
(1) Brings an action to declare the rights of theparties under the policy;and SB147006G (Ed. 12-18) Page 7o f9
CopyrightCNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission.

SB147006G
(Ed. 12-18)
(2) Names the injured person, someone acting for the injured person or other claimant as a party to the action.

E. The section entitled Businessowners Liability Conditions in the Businessowners Liability Coverage Form is amended to add thefollowingCondition:

Transfer of Duties When A Limit of Insurance Is Used Up a. If we conclude that, based on "occurrences," offenses, claims or "suits" which have been reported to us and to which this insurance may apply, the:
(1) General Aggregate Limit (other than theProducts - Completed Operations Aggregate Limit); (2) Products - Completed Operations Aggregate Limit;
(3) Personal and Advertising Injury Limit;
(4) Each Occurrence Limit; or
(5) Fire Damage Limit
is likelyto be used up in the payment of judgments or settlements, we will notifythe first Named Insured, in writing,to thateffect.
b. When a limit of insurance described in paragraph a. above has actually been used up in the payment of judgments or settlements:
(1) We will notifythe first Named Insured, in writing,as soon as practicable, that:
(a) Such a limit has actuallybeen used up; and
(b) Our duty to defend"suits"seeking damages subject to thatlimit has also ended. (2) We will initiate,and cooperate in, the transfer of control, to any appropriate insured, of all claims and "suits" seeking damages which are subject to thatlimit and which are reported to us before that limit isused up. That insured must cooperate in the transfer of control of said claims and "suits." We agree to take such steps, as we deem appropriate, to avoid a default in, or continue the defense of, such "suits" untilsuch transfer is completed, provided the appropriate insured is cooperating in completing such transfer.

We will take no action whatsoever with respect to any claim or "suit" seeking damages that would have been subject to thatlimit, had it not beenused up, if the claim or "suit" isreported to us after that limit of insurance has been used up.
(3) The first Named Insured, and any other insured involved in a "suit" seeking damages subject to that limit, must arrange for the defense of such "suit" withinsuch time period as agreed to between the appropriate insured and us. Absent any such agreement, arrangements for the defense of such "suit" must be made as soon as practicable.
c. The first Named Insured will reimburse us for expenses we incur in taking those steps we deem appropriate in accordance with paragraph b.(2) above.

The duty of thefirst Named Insured to reimburse us will begin on:
(1) The date onwhich the applicable limit of insurance is used up, if we sent notice in accordance with paragraph a. above; or
(2) The date on which we sent notice in accordance with paragraph b.(1) above, if we did not send notice in accordance with paragraph a. above.
d. The exhaustion of any limit of insurance by the payments of judgments or settlements, and the resulting end of our duty to defend,will not beaffected by our failureto comply with any of theprovisions of this Condition.

F. The definitionof "Loading or unloading" found in the section entitled Liability And Medical Expenses Definitions in the Businessowners Liability Coverage Form does not apply, and references to thedefinitionare deleted.

G. The followingprovisions apply to theBusinessowners Liability Coverage Form:

1. The aggregate limits of this policyas shown in the Declarations will be increased in proportion to any policy extension provided in accordance with Paragraph C.3.d. of this endorsement.

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2. The last sentence of Limit Of Insurance does not apply whenthe policy period is extended because we sent the first Named Insured an incomplete or late conditional renewal notice or a late nonrenewal notice.

H. In the Businessowners Liability Coverage Form, the section entitled Liability And Medical Expense LimitsOf Insurance is amended to delete the paragraph in Provision 5. that begins with the sentence "If more than onelimit of insurance under this policyand any endorsements attached thereto applies to any claim or "suit", the most we will pay under this policyand theendorsements is the single highest limit of liability of all coverages applicable to such claim or "suit."
I. Paragraph E.3. in the Businessowners Liability Coverage Form is deleted in itsentirety and does not apply.

J. The followingchanges are made to allow for first dollar coverage if such coverages are endorsed on to thepolicy.

1. If Printers Errors and Omissions Liability is attached to this policy viaendorsement, Paragraph F. is deleted.

2. If Broad Form Products Coverage is attached to this policy viaendorsement, the paragraph beneath 'LIABILITY COVERAGE is changed as follows:' isdeleted and replaced by the following:

Under Exclusions, the exclusion entitledDamage To Your Product is deleted.

K. If Watercraft Liability Coverage is attached to this policy viaendorsement, then in that form's section entitled ADDITIONAL CONDITIONS, the condition entitledDuties in the Event of Occurrence, Claim or Suit is amended to add thefollowing:

Notificationto alicensed agent ofany duty listed under a. b. or c. above will serve as notificationto "us." All other terms and conditions of thePolicy remain unchanged.

Alameda City CouncilSeptember 15, 2026

Alameda City Council
September 15, 2026