Cities Index.
Assignment to Agreement Cypress to Universal PS 2019

Redondo Beach City Council
June 7, 2022

Document
Assignment to Agreement Cypress to Universal PS 2019
Meeting
June 7, 2022
Body
Redondo Beach City Council
Original file
20.8 MB
Text extracted from the city's file for reading and search. Open the original on redondo.legistar1.com. That file is the official record.

CONSENT TO ASSIGNMENT OF THE AGREEMENT

FOR PROJECT SERVICES BETWEEN THE CITY OF REDONDO BEACH AND

CYPRESS PRIVATE SECURITY, LP TO UNIVERSAL PROTECTION SERVICE, LP THIS CONSENT TO ASSIGNMENT (this " Consent") is made by the City of Redondo Beach, a chartered municipal Corporation (" City"), Cypress Private.Security, LP, a California limited partnership ("Assignor'), and Universal Protection Service, a California limited partnership Assignee").

WHEREAS, on November 15, 2011, the City and Cypress Security, LLC, a California limited liability company ("Cypress Security, LLC") are parties to that certain Agreement for Project Services between the City and Cypress Security, LLC (the "Agreement"); and WHEREAS, on November 6, 2012, the City and Cypress Security, LLC entered into the First Amendmentto the Agreement ("First Amendment") to extend the Agreement to June 30, 2014, and increase the limit for the total amount paid to Contractor to $ 115, 000; and WHEREAS, on May 6, 2014, the City and Cypress Security, LLC entered into the Second Amendmentto the.Agreement ("Second Amendment") to extend the Agreement to June 30, 2015, and increase the limit for the total amount paid to Contractor to $ 190,000; and WHEREAS, on May 19, 2015, the City and Cypress Security, LLC entered into the Third Amendment to the Agreement ('Third Amendment") to amend the indemnification provision in the Agreement, extend the Agreement to December 31, 2016, and increase the limit for the total amount paid to Contractor to$ 265,000; and
WHEREAS, on December 6, 2016, the City and Cypress Security, LLC entered into the Fourth Amendment to the Agreement ("Fourth Amendment") to extend the Agreement to June 30, 2018, add a holiday/overtime hourly rate of$ 27.69 effective January 1, 2017, increase the hourly rate and holiday/overtime hourly rate to $ 18. 91 and $28.36 effective July 1, 2017, and increase the limit for the Contractor's total compensation by $78,000 for a total not to exceed amount of$ 343,000; and
WHEREAS, on December 28, 2017, Cypress Security, LLC converted from a California limited liability company to a limited partnership operating under the name of Assignor; and WHEREAS, on May 15, 2018, the Cityand Assignor entered into the Fifth Amendment to the Agreement ("Fifth Amendment") to extend the Agreement to December 31, 2019, increase the hourly rate to $20.85 and overtime/ holiday rate to $ 31. 27 and effective July 1, 2019, increase the hourly rate to $22.29 and the overtime/holiday rate to $ 33.43, and provide a total limit on the Contractor's compensation in the amount of$ 424, 148. 50.

WHEREAS, around June 21, 2019,.Assignee and Assignor will enter into an agreement whereby Assignor will transfer substantially all of its assets and liabilities to Assignee; and WHEREAS, forthe purpose of this Consent, Assignor shall have the authority to assign this Agreement to assignee; and
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WHEREAS, pursuant to Section 18 of the Agreement, the involvement of Consultant or its assets in anytransaction or series of transactions ( by way of merger, sale, acquisition, financing, transfer, leveraged buyout or otherwise), whether or nota formal assignment or hypothecation of this Agreement.or Consultant's assets occurs, which reduces Consultant' s assets or net worth by twenty-five percent (25%) or more shall also constitute an assignment for purposes of this Agreement..

WHEREAS, under the Agreement, Assignor shall obtain City's consent for the assignment of the Agreement; and
WHEREAS, City wishes to provide its consent to the assignment of the Agreement from Assignor to Assignee under the terms and conditions contained herein.

NOW THEREFORE, in consideration of the promises and mutual covenants contained herein, and intending to be legally bound, the City hereby issues its approval and consent to said assignment of the Agreement subject to the following conditions:

1. City consents to the assignment of the Agreement from Assignor to Assignee; provided however that this Consent shall not impose any additional obligations on City or otherwise affect any of the rights of City under the Agreement.

2. Under this Consent, Assignor hereby grants, conveys, transfers, assigns, and sets over its entire rights, and delegates its entire obligations under the Agreement to Assignee.

3.. Assignee accepts the assignment of the Agreement and acknowledges and represents to City that it will assume each and every term, obligation and condition as set forth in the Agreement, whether arising prior to, on, or subsequent to the date of this Consent, which is hereby assigned to Assignee.

4.. City shall remit payments relating to Assignor services and/or products and services covered under the Agreement to Assignee.

5. Except as otherwise set forth herein, the terms and conditions of the Agreement, shall remain in full force and effect between the parties..

6. The individuals executing this Consent represent that they have full authority to execute this document on behalf of the entity for whom they are acting herein. In the event the parties for Assignor and Assignee are not duly authorized to enter into and execute this Consent, the parties shall be personally liable to City.

7. Should any provision of this Consent be found invalid or unenforceable, the decision shall affect only the provision interpreted, and all remaining provisions shall remain enforceable to the fullest extent permitted by law.

8. This Consent may be modified or amended only by a subsequent writing executed by all of the parties.

9. ' This Consent shall be construed in accordance with the laws of the State of California without regard to principles of conflicts of law.
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oan y.01,

10. In the event of any dispute arising hereunder, venue for any action shall reside exclusively in the Superior Court of the County of Los Angeles, Southwest.Judicial District.

11. In the event of any dispute arising out of this Consent, the prevailing party shall be entitled to its reasonable attorney's fees and costs, including expert witness fees.

SIGNATURES FOLLOW ON NEXT PAGE
3 9." Po'
IN WITNESS WHEREOF, the parties have executed this Consent in Redondo Beach, California, as of this 18th dayofJune, 2019.

CITY OF REDONDO BEACH,
a chartered municipal corporation
William C. Brand, Mayor

ASSIGNOR ASSIGNEE
CYPRESS PRIVATE SECURITY, LP UNIVERSAL PROTECTION SERVICE, LP a Caliifo is limi d partnership a California limited partnership By: By:

Name: lea MARe .crrikS Name:

Title: CEO Title:

ATTEST: APPROVED:

L,
Eleanor Manzano, Ci / Perk Jill B Risk Manager
APPROVED AS TO FORM:.

Michael W. Webb, City Attorney
4 t
IN WITNESS WHEREOF, the parties have executed this Consent in Redondo Beach, California, as of this 18Th day of June, 2019.

CITY OF REDONDO BEACH,
a chartered municipal corporation
William C. Brand, Mayor

ASSIGNOR ASSIGNEE
CYPRESS PRIVATE SECURITY, LP UNIVERSAL PROTECTION SERVICE, LP a Calif° la limi d partnership a California limited partnership By: By: SLIppiarS
Name: lea S AlAReatiTAS Name: Starr , 1%1A% Title: CEO Title: Sia.. ( Zes, c. . I ° tomtviask/ a.

ATTEST: APPROVED:
a
Eleanor Manzano, City Clerk Jill Buchholz, Risk Manager APPROVED AS TO FORM:

Michael W. Webb, City Attorney
4 4
ACo ® CERTIFICATE OF LIABILITY INSURANCE FDATE( MM/ DD/YYYY) 0612112019
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(les) must have ADDITIONAL INSURED provisions or be endorsed.

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

PRODUCER CONTACT
MARSH USA INC NAME:
1717 Arch Street PHONE pAX
Philadelphia, PA 19103 EMAIL [
AIC. Nos:

Attn: Philadelphia.certs@marsh. com / Fax: ( 212) 948.0360 ADDRESS:

CN 118025105-ALL-GAWUC-18- 19

INSURED
Allied Universal Topco, LLC
See Attached for Additional Named Insureds)
161 Washington Street, Suite 600
Conshohocken, PA 19428
INSURERS) AFFORDING COVERAGE NAIC#
Lexington Insurance CompanX 19437
Greenwich Insurance Company 22322
XL Insurance America 24554
Lloyd' s Syndicates - See Acord 101
INSURER E :: XL Specialiv. Insurance Company 37885
INSURER F:

COVERAGES CERTIFICATE NUMBER: CLE -006453505.01 REVISION NUMBER: 0

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.

TYPE OF INSURANCE ry POLICY NUMBER

POLICY EFF POLICY EXP
MM/DD Mminniyyvyi i LIMITS
COMMERCIALGENERALLIABILITY 082695264 06/14! 2019 11/ 01! 2019 EACH OCCURRENCE $

CLAIMS -MADE OCCUR
PREMISES {EaocrLnane $
MED EXP ( Any one person) $
PERSONAL & ADV INJURY $
GENERAL AGGREGATE $
PRODUCTS - COMP/OPAGG $
COMBI SINGLE LIMIT $
Ea accident
BODILY INJURY ( Per person) $
BODILY INJURY ( Per accident) $
PROPERTY DAMAGE $
I Per accident!
X SIR $ 1, 750, 000
GENT AGGREGATE LIMIT APPLIES PER:

X I POLICY 0
PRO -
JECT 1:1 LOC
OTHER:

AUTOMOBILE LIABILITY

XI ANY AUTO

X I OWNED F

SCHEDULED

AUTOS ONLY AUTOS

HIRED X NON -OWNED AUTOS ONLY AUTOS ONLY

UMBRELLA LIAB X OCCUR
EXCESS LIAB n - AIR—
WORKERS COMPENSATION I RWD3001203- 02(AOS) E AND EMPLOYERS' LIABILITY Y / N ANYPROPRIETOR/ PARTNER/ EXECUTIVE ( RWR3001204- 02 AK &WI) OFFICERIMEMBEREXCLUDED? FN1 NIA Mandatory in NH)
If yes, describe under

A PROFESSIONAL LIABILITY
06/ 14/ 2019 111/ 0112019
06/ 14/ 2019 111/ 01/ 2019
10,000, 000
10, 000,000
10,000,000
10,000,000
10,000,000
2, 000,000
EACHOCcuRRENCE $ 10,000, 000
I AGGREGATE $ 10,000, 000
E. L. EACH ACCIDENT I $ 1, 000,000
E. L. DISEASE - EA EMPLOYE $ 1, 000,000
E. L. DISEASE - POLICY LIMIT S 1, 000,000
082695264 106/ 1412019 111/ 01/ 2019 f LIMIT

COMBINED WITH GL LIMIT
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES ( ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Re: Redondo Beach Transit Center, 1820 Kingsdale Avenue, Redondo Beach, CA 90278.

Joyce L. Rooney, Transit Operations & Facilities Manager, The City of Redondo Beach, its officers, elected and appointed officials, employees and volunteers are included as additional insured where required by written contract with respect to General Liability and Auto Liability. Liability coverage shall be primary and noncontributory where required by written contract. Waiver of subrogation is applicable where required by written contract with respect to General Liability, Auto Liability, and Workers Compensation.

TE CANCE
City of Redondo Beach
Joyce L. Rooney, Transit Operations & Facilities Manager SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 415 THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Redondo Beach, CA 90277
Diamond Street
ACCORDANCE WITH THE POLICY PROVISIONS. Red

AUTHORIZED REPRESENTATIVE
of Marsh USA Inc.

Manashi Mukherjee RnLvaoot,
1988- 2016 ACORD CORPORATION. All rights reserved.

ACORD 25 (2016103) The ACORD name and logo are registered marks of ACORD AGENCY

MARSH USA INC

POLICY NUMBER

CARRIER
AGENCY CUSTOMER ID: CN118025105
LOC #: Philadelphia
ADDITIONAL REMARKS SCHEDULE Page 2 of 3

NAIC CODE

NAMED INSURED
Allied Universal Topco, LLC
See Attached for Additional Named Insureds)
161 Washington Street, Suite 600
Conshohocken, PA 19428
EFFECTIVE DATE:

THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liability Insurance Crime Policy:

Carrier: National Union Fire Insurance Co.

Policy Number. 017084809
Policy Effective Date: 6/14/ 19
Policy Expiration Date: 8/01/ 19.

Employee Theftor Dishonesty: $1, 000,000
Clients' Property: $1, 000,000
Additional Named Insureds:

Allied Universal Topco LLC
Allied Security Holdings LLC
Allied Universal Holdco LLC
AlliedBarton ( NC) LLC
AlliedBarton ( NC) LLC, dba Allied Universal Security Services AlliedBarton Security Services LLC
AlliedBarton Security Services LLC, dba Allied Universal Security Services AlliedBarton Security Services LP
AlliedBarton Security Services LP, dba Allied Universal Security Services Andrews International Government Services, Inc.

Andrews International Government Services, Inc., dba Allied Universal Risk Advisory and Consulting Services Andrews International Security Services, Inc.

Apollo Security International, Inc.

C & D Enterprises, Inc.

FJC Security Services, Inc.

Guardsmark ( Puerto Rico), LLC
Guardsmark ( Puerto Rico), LLC, dba Allied Universal Security Services, LLC Guardsmark ( Puerto Rico), LLC, dba Universal Protection Service, LLC Intelligent Access Systems of North Carolina, LLC, dba Allied Universal Technology Services Intelligent Access Systems of North Carolina, LLC, dba Securadyne Systems Mid -Atlantic Peoplemark, LLC
Surveillance Specialties, Ltd., dba Allied Universal Technology Services Surveillance Specialties, Ltd., dba Securadyne Systems Northeast Securadyne Systems Intermediate LLC, dba Allied Universal Technology Services Securadyne Systems Texas LLC, dba Allied Universal Technology Services SFI Electronics, LLC
SFI Electronics, LLC, dba Allied Universal Technology Services SFI Electronics, LLC, dba Allied Universal Security Systems SFI Electronics, LLC, dba Universal Protection Security Systems Spectaguard Acquisition LLC
Staff Pro Inc., dba Allied Universal Event Services
Staff Pro Inc.

U.S. Security Associates Aviation Services, Inc.

U.S. Security Associates, Inc., dba Allied Universal Risk Advisory and Consulting Services Universal Building Maintenance, LLC
Universal Building Maintenance, LLC, dba Allied Universal Janitorial Services Universal Protection Security Systems, LP
A 11^ Mn ... --.—
I----•-• 1
9 zoos ACORD CORPORATION. All rights reserved.

The ACORD name and logo are registered marks of ACORD
AGENCY CUSTOMER ID: CN118025105
LOC #: Philadelphia
ORO® ADDITIONAL REMARKS SCHEDULE Page 3 of 3

AGENCY NAMED INSURED
MARSH USA INC Allied Universal Topco, LLC
See Attached for Additional Named Insureds)
POLICY NUMBER 161 Washington Street, Suite 600
Conshohocken, PA 19428

CARRIER NAIC CODE
EFFECTIVE DATE:

ADDITIONAL REMARKS

THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liability Insurance Universal Protection Security Systems, LP, dba Allied Universal Technology Services Universal Protection Security Systems, LP, dba Allied Universal Security Systems Universal Protection Service of Canada Co.

Universal Protection Service of Canada Corporation
Universal Protection Service of Canada Corporation., dba Allied Universal Security Services of Canada Universal Protection Service of Canada Co., dba Allied Universal Security Services of Canada Co.

Universal Protection Service of Seattle, LLC
Universal Protection Service of Seattle, LLC, dba Allied Universal Security Services Universal Protection Service, LLC
Universal Protection Service, LLC, dba Allied Universal Risk Advisory and Consulting Services Universal Protection Service, LLC, dba Allied Universal Security Services Universal Protection Service, LLC, dba Allied Universal Security Services, LLC Universal Protection Service, LP
Universal Protection Service, LP, dba Allied Universal Risk Advisory and Consulting Services Universal Protection Service, LP, dba Allied Universal Security Services Universal Protection Service, LP, dba Allied Universal Security Services, LP Universal Services of America, LP
Universal Thrive Technologies, LLC
Universal Thrive Technologies, LLC, dba Allied Universal Technology Services Universal Thrive Technologies, LLC, dba Allied Universal Monitoring and Response Center Universal Thrive Technologies, LLC, dba Thrive Intelligence U.S. Security Associates Holding Corp.

U. S. Security Associates Holdings II Corp.

U.S. Security Associates Holdings, Inc.

U.S. Security Associates Staffing, Inc.

U. S. Security Associates, Inc.

U.S. Security Holdings, Inc.

Vance Executive Protection, Inc.

Vance International Consulting, Inc.

Umbrella Liability Carriers
Lloyds - Apollo Consortium - AAIN# AA -1122000 (85%)
Lloyds - Hamilton Re, Ltd. - AIIN # AA3191190 ( 15°/6)
Cypress Private Security LP, Cypress Security LLC as an additional insured as required by written contract.

Ar -non . n. r
v ZUl ACORD CORPORATION. All rights reserved.

The ACORD name and logo are registered marks of ACORD
POLICY NUMBER: RAD943781802 XIC 414 1013
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

ADDITIONAL INSURED
This endorsement modifies insurance provided underthe following:

BUSINESS AUTO COVERAGE FORM

MOTOR CARRIER COVERAGE FORM

AUTO DEALERS COVERAGE FORM
With respect to coverage provided bythis endorsement, the provisions of the Coverage Form apply unless modified by the endorsement.

Schedule
Additional Insurec4si Work
Any person or organization you have agreed to All Operations include as an additional insured underwritten contract, provided such contract was executed prior to the date of loss.

COVERED AUTOS LIABILITY COVERAGE, Who Is An Insured, is amended to include as an " insured" the person or organization listed in the Schedule above, but only with respect to liability for "bodily injury" or 'property damage" otherwise covered under this policy caused, in whole or in part, by the negligent acts or omissions of.

1. You, while using a covered " auto; or

2. Any other person, except the additional insured or any employee or agent of the additional insured, operating a covered "auto" with,yourpermission;
in the performance of your work as described in the Schedule above.

In no event shall any person or organization listed in the Schedule become an " insured" pursuant to this Endorsement if such person or organization is solely negligent.

IT IS FURTHER AGREED THAT IN NO EVENT SHALL ANY CONTRACT OR AGREEMENT ALTER THE

CONDITIONS, COVERAGES OR EXCLUSIONS SET FORTH IN THIS POLICY All other terms and conditions of this policy remain unchanged.

XIC 414 1013 © 2013 X.L. America, Inc. All Rights Reserved. Page 1 of 1 May not be copied without permission.

Includes copyrighted material of Insurance Services Cffiee, Inc., with its permission.

POLICY NUMBER: RAD943781802 COMMERCIAL AUTO
CA 04 44 10 13
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

WAIVER OF TRANSFER OF RIGHTS OF RECOVERY

AGAINST OTHERS TO US ( WAIVER OF SUBROGATION)
This endorsement modes insurance provided under the following:

AUTO DEALERS COVERAGE FORM

BUSINESS AUTO COVERAGE FORM

MOTOR CARRIER COVERAGE FORM
With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement.

This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below.

Named Insured: ALLIED UNIVERSAL TOPCO, LLC
Endorsement Effective Date: November 1, 2018

SCHEDULE
Names) Of Person(s) Or Organization(s):

Any person or organization where waiver of our right to recover is required by written contract with such person or organization provided such contract was executed prior to the date of loss.

Information required to complete this Schedule, if not shown above, will be shown in the Declarations.

The Transfer Of Rights Of Recovery Against
Others To Us condition does not apply to the
person( s) or organization(s) shown in the Schedule,
but only to the extent that subrogation is waived prior to the " accident" or the ' loss" under a contract with that person or organization.

CA 04 44 1013 0 Insurance Services Office, Inc., 2011 Page 1 of 1 ENDORSEMENT #050
This endorsement, effective 12: 01 AM 11- 1- 18
Forms part of policy number: 082695264
Issued to: ALLIED UNIVERSAL TOPCO, LLC
By: LEXINGTON INSURANCE COMPANY
ADDITIONAL INSURED - DESIGNATES] PERSON OR ORGANIZATION This endorsement modifies insurance provided by the following:

GUARDSECURE GENERAL AND PROFESSIONAL LIABILITY COVERAGE FORM A. SECTION II - Who Is An Insured is amended to include as an additional insured a person( s) or organization(s) who is required to be added by written contract or written agreement which does not require that a specific form number be used.

B. The insurance provided to additional insureds applies only to "bodily injury", "property damage", professional liability" or "personal and advertising injury" caused, in whole or in part, by. 1, Your acts or omissions; or
2, The acts or omissions of those acting on your behalf In the performance of your ongoing operations for the additional insured; or "your work" performed for that additional insured and included in the " products -completed operations hazard" However:

1. The insurance afforded to such additional insured only applies to the extent permitted by law; and

2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured.

C. With respect to the insurance afforded to these additional insureds, the following is added to Section []I — Limits of Insurance:

If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance:
1, Required by the contract or agreement; or

2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less.

This endorsement shall not increase the applicable Limits of Insuranc a shown in the Declarations.

D. The additional insured must seer to it that:

1. We are notified as soon as practicable of an " occurrence" or offense that may result in a claim.

2. We receive written notice of a claim or "suit" as soon as practicable; and 3, A request for defense and indemnity of the claim or "suit" will promptly be brought against any policy issued by another insurer under which the additional insured also has rights an insured or additional insured.

E. This insurance is primary to and will not seek contribution from any other insurance available to an additional 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 in a contract or agreement that this Insurance would be primary and would not seek contribution from any other insurance available to the additional insured.

All other terms and conditions remain as written.

ENDORSEMENT #24
This endorsement, effective 12: 01 AM 11- 1- 18
Forms part of policy number: 082695264
Issued to; ALLIED UNIVERSAL TOPCO, LLC
By: LEXINGTON INSURANCE COMPANY

WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following:

SECURITY GUARD GENERAL AND PROFESSIONAL LIABILITY COVERAGE PART

SCHEDULE
Name of person or Organization:

Where required by written contract_
If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement)
The TRANSFER OF RECOVERY AGAINST OTHERS TO US Condition (Section IV — CONDITIONS) is amended by the addition of the following:

We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the "products -completed operations hazard." This waived applies only to the person or organization shown in the Schedule above.

All other terms and conditions remain as written.

It/
holbVIzedR" SA- nlnti+VCit
Countersignature pa atnt" whefe appilcabie)
LEXD00O21
LX0404
WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 00 03 13 Ed. 4- 84)

WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT
We have the right to recover our payments from anyone liable for an injury covered by this policy. We will n of enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule.

Schedule
Any person or organization where waiver of our right to recover is required by written contract with such person or organization provided such contract was executed prior to the date of loss.

This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated.

The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective 11- 01- 2018 Policy No. RWD3001203-02 Endorsement No.

Insured ALLIED UNIVERSAL TOPCO, LLC
Insurance Company Countersigned by
XL Insurance Am erica, Inc.

WC 00 0313
Ed. 4-84)
0 1903 National Council on Compensation Insurance.
iia.

O
CERTIFICATE OF LIABILITY INSURANCE FD0612112019DmvY)
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

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

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

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

PRODUCER

MARSH USA INC
1717 Arch Street
Philadelphia, PA 19103
Attn: [email protected] / Fax: ( 212) 948- 0360

CONTACT
NAME:

PHONE VAX
No]:

ADDRESS:

INSURENSAFFORDING COVERAGE NAIC #
INSURER A: Lexington Insurance Company CN118025105-ALL-GAWUGI9- 19437 19

INSURED
Allied Universal Topco, LLC INSURER B: Greenwich Insurance Company_ 22322 See Attached for Additional Named Insureds) INSURER C: XL Insurance America 24554 161 Washington Street, Suite 600
Conshohocken, PA 19428 INSURER D: LI d' s Syndicates - See Acord 101 INSURER E : XL ecialty Insurance Company 37885
INSURER F:

COVERAGES CERTIFICATE NUMBER: CLF -006453532-01 RFVICInkl Wl1MRF12- 0

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS

CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

INSR ADD. SUBR
LTRf TYPE OF INSURANCE POLICYNUMBER MMDDS MM/LDIU LIMITS

A I X COMMERCIAL GENERAL LIABILITY

CLAIMS -MADE OCCUR
082695264 06114/ 2019 11/ 01/ 2019 EACHOCCURRENCE $ 10,000, 000 RENT
PREMISESTSES Ea occurrence $ 10,000, 000
MED EXP ( Any one person) $
X SIR $ 1, 750,000 PERSONAL & ADV INJURY $ 10,000,000
GENT AGGREGATE LIMIT APPLIES PER:

X ' OL JECT ICY
PRO
LOC
GENERAL AGGREGATE $ 10,000,000
PRODUCTS- COMPJOPAGG $ 10, 000,000
OTHER:

B AUTOMOBILE LIABILITY
AUTO
RAD9437818-02 06/14/2019 11/ 01/ 2019 COMBINED SINGLE LIMIT $ Ea accident 2, 000,000
BODILY INJURY ( Per person) $ _ IxANY

OWNED SCHEDULED
AUTOS ONLY AUTOS BODILY INJURY ( Per accident) $

HIRED X NON -OWNED AUTOS ONLY AUTOS ONLY

PROPERTY DAMAGE
Per accident $
X UMBRELLA uaB X OCCUR BOWCN1800836 06/14/ 2019 11101/ 2019 EACH OCCURRENCE $ 10, 000,000 EXCESS LIAB CLAIMS -MADE AGGREGATE $ 10, 000,000
DED I I RETENTION $ I I C WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY

E ANYPROPRIETOR/ PARTNER/ EXECUTIVE YIN
OFFICER/MEMBEREXCLUDED? N NIA
RWD3001203- 02(AOS)/
RWR3001204- 02(AK& WI) 06114/ 2019
112019
11/ 01/ 2019
X PER OTHSTATUTE ER
E. L. EACHCIDENT $ AC 1, 000,000
E. L. DISEASE - EA EMPLOYEE $ Mandatory in NH) 1, 000,000 If yes, describe under
E. L. DISEASE - POLICY LIMIT $ DESCRIPTION OF OPERATIONS below 1, 000,000 A PROFESSIONAL LIABILITY 082695264 06114/ 2019 11/ 01/ 2019 LIMIT 2, 000,000

COMBINED WITH GL LIMIT
DESCRIPTION OF OPERATIONS 1 LOCATIONS / VEHICLES ( ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Re: As Per Contract or Agreement on File with Insured.

City of Redondo Beach is included as additional insured where required by written contract with respect to General Liability and Auto Liability. Liability coverage shall be primary and non- contributory where required by written contract. Waiver of subrogation is applicable where required by written contract with respect to General Liability, Auto Liability, and Workers Compensation. cERTiFiCATE HOLUER _ CANCELLATION
City of Redondo Beach
I
415 Diamond Street SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Redondo Beach, CA 90277 ACCORDANCE WITH THE POLICY PROVISIONS.

AUTHORIZED REPRESENTATIVE
of Marsh USA Inc.

Manashi Mukherjee K0.aaaot
1988-2016 ACORD CORPORATION. All rights reserved.

ACORD 25 (2016103) The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: CN118025105
LOC #: Philadelphia
ADDITIONAL REMARKS SCHEDULE Page 2 of s

AGENCY NAMED INSURED
MARSH USA INC Allied Universal Topoo, LLC
See Attached for Additional Named Insureds)
POLICY NUMBER 161 Washington Street, Suite 600
Conshohocken, PA 19428

CARRIER NAIC CODE
EFFECTIVE DATE:

ADDITIONAL REMARKS

THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liability Insurance Crime Policy:

Carrier: National Union Fire Insurance Co.

Policy Number: 017084809
Policy Effective Date: 6114/ 19
Policy Expiration Date: 8/01/ 19.

Employee Theft or Dishonesty: $ 1, 000, 000
Clients' Property: $ 1, 000,000
Additional Named Insureds:

Allied Universal Topco LLC
Allied Security Holdings LLC
Allied Universal Holdco LLC
AlliedBarton ( NC) LLC
AlliedBarton ( NC) LLC, dba Allied Universal Security Services AlliedBarton Security Services LLC
AlliedBarton Security Services LLC, dba Allied Universal Security Services AlliedBarton Security Services LP
AlliedBarton Security Services LP, dba Allied Universal Security Services Andrews International Government Services, Inc.

Andrews International Government Services, Inc., dba Allied Universal Risk Advisory and Consulting Services Andrews International Security Services, Inc.

Apollo Security International, Inc.

C & D Enterprises, Inc.

FJC Security Services, Inc.

Guardsmark (Puerto Rico), LLC
Guardsmark (Puerto Rico), LLC, dba Allied Universal Security Services, LLC Guardsmark (Puerto Rico), LLC, dba Universal Protection Service, LLC Intelligent Access Systems of North Carolina, LLC, dba Allied Universal Technology Services Intelligent Access Systems of North Carolina, LLC, dba Securadyne Systems Mid -Atlantic Peoplemark, LLC
Surveillance Specialties, Ltd., dba Allied Universal Technology Services Surveillance Specialties, Ltd., dba Securadyne Systems Northeast Securadyne Systems Intermediate LLC, dba Allied Universal Technology Services Securadyne Systems Texas LLC, dba Allied Universal Technology Services SFI Electronics, LLC
SFI Electronics, LLC, dba Allied Universal Technology Services SFI Electronics, LLC, dba Allied Universal Security Systems SFI Electronics, LLC, dba Universal Protection Security Systems Spectaguard Acquisition LLC
Staff Pro Inc., dba Allied Universal Event Services
Staff Pro Inc.

U.S. Security Associates Aviation Services, Inc.

U.S. Security Associates, Inc., dba Allied Universal Risk Advisory and Consulting Services Universal Building Maintenance, LLC
Universal Building Maintenance, LLC, dba Allied Universal Janitorial Services Universal Protection Security Systems, LP
U 2008 ACORD CORPORATION. All rights reserved.

The ACORD name and logo are registered marks of ACORD
AGENCY

MARSH USA INC

POLICY NUMBER

CARRIER

ADDITIONAL REMARM
AGENCY CUSTOMER ID: CN118025105
LOC #: Philadelphia
ADDITIONAL REMARKS SCHEDULE Page 3 of 3

NAIC CODE

NAMED INSURED
Allied Universal Topco, LLC
See Attached for Additional Named Insureds)
161 Washington Street, Suite 600
Conshohocken, PA 19428
EFFECTIVE DATE:

THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liabili-_, Insurance Universal Protection Security Systems, LP, dba Allied Universal Technology Services Universal Protection Security Systems, LP, dba Allied Universal Security Systems Universal Protection Service of Canada Co.

Universal Protection Service of Canada Corporation
Universal Protection Service of Canada Corporation., dba Allied Universal Security Services of Canada Universal Protection Service of Canada Co., dba Allied Universal Security Services of Canada Co.

Universal Protection Service of Seattle, LLC
Universal Protection Service of Seattle, LLC, dba Allied Universal Security Services Universal Protection Service, LLC
Universal Protection Service, LLC, dba Allied Universal Risk Advisory and Consulting Services Universal Protection Service, LLC, dba Allied Universal Security Services Universal Protection Service, LLC, dba Allied Universal Security Services, LLC Universal Protection Service, LP
Universal Protection Service, LP, dba Allied Universal Risk Advisory and Consulting Services Universal Protection Service, LP, dba Allied Universal Security Services Universal Protection Service, LP, dba Allied Universal Security Services, LP Universal Services of America, LP
Universal Thrive Technologies, LLC
Universal Thrive Technologies, LLC, dba Allied Universal Technology Services Universal Thrive Technologies, LLC, dba Allied Universal Monitoring and Response Center Universal Thrive Technologies, LLC, dba Thrive Intelligence U.S. Security Associates Holding Corp.

U. S. Security Associates Holdings II Corp.

U. S. Security Associates Holdings, Inc.

U. S. Security Associates Staffing, Inc.

U. S. Security Associates, Inc.

U. S. Security Holdings, Inc.

Vance Executive Protection, Inc.

Vance International Consulting, Inc.

Umbrella Liability Carders
Lloyds - Apollo Consortium - AAIN# AA -1122000 ( 85%)
Lloyds - Hamilton Re, Ltd. - AIIN # AA3191190 ( 15%)
Cypress Private Security LP, Cypress Security LLC as an additional insured as required by written contract. wrnon n. .

W zoos ACORD CORPORATION. All rights reserved.

The ACORD name and logo are registered marks of ACORD
POLICY NUMBER: RAD943781802 XIC 414 1013
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

ADDITIONAL INSURED
This endorsement modifies insurance provided under the following:

BUSINESS AUTO COVERAGE FORM

MOTOR CARRIER COVERAGE FORM

AUTO DEALERS COVERAGE FORM
With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement.

Schedule
xaaitionai insureais Work
Any person or organization you have agreed to All Operations include as an additional insured underwritten contract, provided such contract was executed prior to the date of loss.

COVERED AUTOS LIABILITY COVERAGE, Who Is An Insured, is amended to include as an " insured" the person or organization listed in the Schedule above, but only with respect to liability for "bodily injury" or 'property damage" otherwise covered under this policy caused, in whole or in part, by the negligent acts or omissions of.

1. You, while using a covered "auto"; or

2. Any other person, except the additional insured or any employee or agent of the additional insured, operating a covered "auto" with your permission;
in the performance of your work as described in the Schedule above.

In no event shall any person or organization listed in the Schedule become an " insured" pursuant to this Endorsement if such person or organization is solely negligent.

IT IS FURTHER AGREED THAT IN NO EVENT SHALL ANY CONTRACT OR AGREEMENT ALTER THE CONDITIONS, COVERAGES OR EXCLUSIONS SET FORTH IN THIS POLICY.

All other terms and conditions of this policy remain unchanged.

XIC 414 1013 © 2013 X.L. America, Inc. All Rights Reserved. Page 1 of 1 May not be copied without permission.

Includes copyrighted material of Insurance Services office, Inc., with its permission.

POLICY NUMBER: RAD943781802 COMMERCIAL AUTO
CA 04 44 10 13
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

WAIVER OF TRANSFER OF RIGHTS OF RECOVERY

AGAINST OTHERS TO US (WAIVER OF SUBROGATION)
This endorsement modifies insurance provided under the following:

AUTO DEALERS COVERAGE FORM

BUSINESS AUTO COVERAGE FORM

MOTOR CARRIER COVERAGE FORM
With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement.

This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below.

Named Insured: ALLIED UNIVERSAL TOPCO, LLC
Endorsement Effective Date: November 1, 2018

SCHEDULE
Names) Of Person(s) Or Organization(s):

Any person or organization where waiver of our right to recover is required by written contract with such person or organization provided such contract was executed prior to the date of loss.

Information required to complete this Schedule, if not shown above, will be shown in the Declarations.

The Transfer Of Rights Of Recovery Against
Others To Us condition does not apply to the
person( s) or organization( s) shown in the Schedule,
but only to the extent that subrogation is waived prior to the " accident" or the ' loss" under a contract with that person or organization.

CA 04 44 1013 © Insurance Services Office, Inc., 2011 Page 1 of 1 ENDORSEMENT #058
This endorsement, effective 12: 01 AM 11- 1- 18
Forms part of policy number: 082695264
Issued to: ALLIE=D UNIVERSAL TOPCO, LLC
By: LEXINGTON INSURANCE COMPANY

ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION
This endorsement modifies insurance provided by the following.

GUARDSECURE GENERAL AND PROFESSIONAL LIABILITY COVERAGE FORM A. SECTION II - Who is An Insured is amended to include as an additional insured a person(s) or organization(s) who is required to be added by written contract or written agreement which does not require that a specific form number be used,
B. The insurance provided to additional insureds applies only to "bodily injury", "property damage", professional liability" or "personal and advertising injury' caused, in whole or in part, by:

1. Your acts or omissions; or

2. The acts or omissions of those. acting on your behalf In the performance of your ongoing operations for the additional insured, or "your work" performed for that additional insured and included in the " products -completed operations hazard" However:

1. The insurance afforded to such additional insured only applies to the extent permitted by law; and

2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured.

C. With respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits of Insurance.

If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance:

1. Required by the contract or agreement; or

2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less.

This endorsement shall not increase the applicable Limits of Insuranc a shown in the Declarations.

D. The additional insured must see, to it that:

1. We are notified as soon as practicable of an "occurrence" or offense that may result in a claim.

2. We receive written notice of a claim or "suit" as soon as practicable; and 3, A request for defense and indemnity of the claim or "suit" will promptly be brought against any policy issued by another insurer under which the additional Insured also has rights an insured or additional insured.

E. This insurance is primary to and will not seek contribution from any other insurance available to an additional 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 in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured.

All other terms and conditions remain as written.

ENDORSEMENT #24
This endorsement, effective 12: 01 AM 11- 1- 18
Forms part of policy number: 082595264
Issued to: ALLIED UNIVERSAL TOPCO, LLC
By: LEXINGTON INSURANCE COMPANY

WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following:

SECURITY GUARD GENERAL AND PROFESSIONAL LIABILITY COVERAGE PART

SCHEDULE
Name of person or Organization:

Where required by written contract.

If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement)
The TRANSFER OF RECOVERY AGAINST OTHERS TO US Condition (Section IV — CONDITIONS) is amended by the addition of the following:

We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the " products -completed operations hazard." This waived applies only to the person or organization shown in the Schedule above.

All other terms and conditions remain as written.
tauntersW t wlled Ra oSerslativv OR
gnatura (in awlet V* e+e apmIcawr)
LEXD00O21
LXo404
WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 00 0313 Ed. 4-84)

WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT
We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule.

Schedule
Any person or organization where waiver of our right to recover is required by written contract with such person or organization provided such contract was executed prior to the date of loss.

This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated.

The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective 11- 01- 2018 Policy No. RWD3001203-02 Endorsement No.

Insured ALLIED UNIVERSAL TOPCO, LLC
Insurance Company Countersigned by
XL Insurance America, Inc.

WC 00 0313
Ed. 4-84)
0 1933 National Council on Compensation Insurance.

MI6. CERTIFICATE OF LIABILITY INSURANCE FD06/ l
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(les) must have ADDITIONAL INSURED provisions or be endorsed.

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

PRODUCER

MARSH USA INC
1717 Arch Street
Philadelphia, PA 19103
Attn: [email protected] / Fax: (212) 948-0360

CONTACT
NAME:

MR% Extr:_ _ FNC No):

E- MAIL ss:

INSURE 3 AFFORDING COVERAGE NAIC#
EACH OCCURRENCE $ 10, 000, 000
INSURER A: Lexington Insurance Company CN118025105-ALL-GAWUGI8- 19437 19

INSURED
Allied Universal Topco, LLC INSURER B: Greenwich Insurance Company 22322 See Attached for Additional Named Insureds) INSURER C: XL Insurance America 24554 161 Washington Street, Suite 600
Conshohocken, PA 19428 INSURER D : LIO d'S S ndicates - See Acord 101 INSURER E : XL Specialty Insurance Company 37885
X SIR $ 1, 750, 000 PERSONAL & ADV INJURY $ 10, 000, 000

INSURER F
COVERAGES CERTIFICATE NUMBER: CLE -006453508-01 RFVIRIAM MI IMRFR• n

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS

CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

INSR ADDU$ UB POLICY EFF POLICY EXP LTR TYPE OF INSURANCE POLICY NUMBER MMIDD MWDDffYYYI LIMITS

A X COMMERCIAL GENERAL LIABILITY
CLAIMS -MADE FxI OCCUR
082695264 06/ 14/ 2019 11/ 01/ 2019 EACH OCCURRENCE $ 10, 000, 000 OXMAG_" RENTE
PREMISES Ea occurrence $ 10, 000,000
MED EXP (Any one person) $
X SIR $ 1, 750, 000 PERSONAL & ADV INJURY $ 10, 000, 000 GE_N' LAGGREGATELIMIT APPLIES PER:

X i POLICY [:] PRO

JECT LOC
GENERAL AGGREGATE $ 10,000,000
PRODUCTS - COMP/OPAGG $ 10,000,000
OTHER:

B AUTOMOBILE
X

LIABILITY

ANY AUTO
RAD9437818-02 06/ 1412019 11/ 01/ 2019 COMBINED SINLE LIMIT$ Ea aden cc 2, 000,000
BODILY INJURY ( Per person) $
X
X

OWNED SCHEDULED

AUTOS ONLY AUTOS

HIREDX NON -OWNED AUTOS ONLY AUTOS ONLY
BODILY INJURY ( Per accident ) $

PROPERTY DAMAGE
Per accident $
X I UMBRELLA LIAB X OCCUR BOWCNI800836 06/14/2019 11/ 0112019 EACH OCCURRENCE $ 10,000,000 EXCESS LIAB CLAIMS -MADE AGGREGATE $ 10,000,000
DED RETENTION $
C
E

WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY

ANYPROPRIETOR/ PARTNER/ EXECUTIVE YIN
OFFICER/ MEMBEREXCLUDED? 5_1 NIA
RWD3001203-02(AOS)
RWR3001204-02(AK& WI)
M7fVZ7r
06/ 14/ 2019
11/ 011
11/ 01/ 2019
X PER OTHSTATUTE ER
E. L. EACH ACCIDENT $ 1, 000,000
Mandatory in NH) E. L. DISEASE - EA EMPLOYEE $ 1, 000,000 If yes, describe under
E. L. DISEASE - POLICY LIMIT $ DESCRIPTION OF OPERATIONS below 1, 000,000 A FIR FESSIONAL LIABILITY 082695264 0611412019 11/ 01/ 2019 LIMIT 2,000,000

COMBINED WITH GL LIMIT
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES ( ACORD 101, Additional Remarks Schedule, maybe attached if more space is required) Re: 415 Diamond Street, Redendo Beach, CA 90277.

Joyce L. Rooney, Transit Operations & Facilities Manager, The City of Redondo Beach, its officers, elected and appointed officials, employees and volunteers are included as additional insured where required by written contract with respect to General Liability and Auto Liability. Liability coverage shall be primary and non-oontributory where required by written contract. Waiver of subrogation is applicable where required by written contract with respect to General Liability, Auto Liability, and Workers Compensation.

CERTIFICATE HOLDER
City of Redondo Beach
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Attn: Joyce L. Rooney, Transit Operations & Facilities Manager THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 415 Diamond Street ACCORDANCE WITH THE POLICY PROVISIONS.

Redondo Beach, CA 90277

AUTHORIZED REPRESENTATIVE
of Marsh USA Inc.

Manashi Mukherjee _ tii0.uao. d
@ 1988-2016 ACORD CORPORATION. All rights reserved.

ACORD 25 ( 2016/03) The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: CN118025105
LOC #: Philadelphia
ACOR" ADDITIONAL REMARKS SCHEDULE Page 2 of 3

AGENCY NAMED INSURED
MARSH USA INC Allied Universal Topco, LLC
See Attached for Additional Named Insureds)
POLICY NUMBER 161 Washington Street, Suite 600
Conshohocken, PA 19428

CARRIER NAIC CODE
EFFECTIVE DATE:

THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liability Insurance Crime Policy:

Cartier: National Union Fire Insurance Co.

Policy Number. 017084809
Policy Effective Date: 6114/ 19
Policy Expiration Date: 8101119.

Employee Theft or Dishonesty: $ 1, 000,000
Clients' Property: $ 1, 000,000
Additional Named Insureds:

Allied Universal Topco LLC
Allied Security Holdings LLC
Allied Universal Holdco LLC
AlliedBarton ( NC) LLC
AlliedBadon ( NC) LLC, dba Allied Universal Security Services AlliedBarton Security Services LLC
AlliedBarton Security Services LLC, dba Allied Universal Security Services AlliedBarton Security Services LP
AlliedBarton Security Services LP, dba Allied Universal Security Services Andrews International Government Services, Inc.

Andrews International Government Services, Inc., dba Allied Universal Risk Advisory and Consulting Services Andrews International Security Services, Inc.

Apollo Security International, Inc.

C & D Enterprises, Inc.

FJC Security Services, Inc.

Guardsmark (Puerto Rico), LLC
Guardsmark (Puerto Rico), LLC, dba Allied Universal Security Services, LLC Guardsmark (Puerto Rico), LLC, dba Universal Protection Service, LLC Intelligent Access Systems of North Carolina, LLC, dba Allied Universal Technology Services Intelligent Access Systems of North Carolina, LLC, dba Securadyne Systems Mid -Atlantic Peoplemark, LLC
Surveillance Specialties, Ltd., dba Allied Universal Technology Services Surveillance Specialties, Ltd., dba Securadyne Systems Northeast Securadyne Systems Intermediate LLC, dba Allied Universal Technology Services Securadyne Systems Texas LLC, dba Allied Universal Technology Services SFI Electronics, LLC
SFI Electronics, LLC, dba Allied Universal Technology Services SFI Electronics, LLC, dba Allied Universal Security Systems SFI Electronics, LLC, dba Universal Protection Security Systems Spectaguard Acquisition LLC
Staff Pro Inc., dba Allied Universal Event Services
Staff Pro Inc.

U. S. Security Associates Aviation Services, Inc.

U.S. Security Associates, Inc., dba Allied Universal Risk Advisory and Consulting Services Universal Building Maintenance, LLC
Universal Building Maintenance, LLC, dba Allied Universal Janitorial Services Universal Protection Security Systems, LP
1 V ZU08 ACORD CORPORATION. All rights reserved.

The ACORD name and logo are registered marks of ACORD
AGENCY

MARSH USA INC

POLICY NUMBER

CARRIER

ADDITIONAL REMARKS
AGENCY CUSTOMER ID: CN118025105
LOC #.- Philadelphia
ADDITIONAL REMARKS SCHEDULE Page 3 of 3

NAIC CODE

NAMED INSURED
Allied Universal Topco, LLC
See Attached for Additional Named Insureds)
161 Washington Street, Suite 600
Conshohocken, PA 19428
EFFECTIVE DATE:

THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: _ 25 FORM TITLE: Certificate of Liabili v Insurance Universal Protection Security Systems, LP, dba Allied Universal Technology Services Universal Protection Security Systems, LP, dba Allied Universal Security Systems Universal Protection Service of Canada Co.

Universal Protection Service of Canada Corporation
Universal Protection Service of Canada Corporation., dba Allied Universal Security Services of Canada Universal Protection Service of Canada Co., dba Allied Universal Security Services of Canada Co.

Universal Protection Service of Seattle, LLC
Universal Protection Service of Seattle, LLC, dba Allied Universal Security Services Universal Protection Service, LLC
Universal Protection Service, LLC, dba Allied Universal Risk Advisory and Consulting Services Universal Protection Service, LLC, dba Allied Universal Security Services Universal Protection Service, LLC, dba Allied Universal Security Services, LLC Universal Protection Service, LP
Universal Protection Service, LP, dba Allied Universal Risk Advisory and Consulting Services Universal Protection Service, LP, dba Allied Universal Security Services Universal Protection Service, LP, dba Allied Universal Security Services, LP Universal Services of America, LP
Universal Thrive Technologies, LLC
Universal Thrive Technologies, LLC, dba Allied Universal Technology Services Universal Thrive Technologies, LLC, dba Allied Universal Monitoring and Response Center Universal Thrive Technologies, LLC, dba Thrive Intelligence U. S. Security Associates Holding Corp.

U.S. Security Associates Holdings II Corp.

U.S. Security Associates Holdings, Inc.

U.S. Security Associates Staffing, Inc.

U.S. Security Associates, Inc.

U.S. Security Holdings, Inc.

Vance Executive Protection, Inc.

Vance International Consulting, Inc.

Umbrella Liability Carriers
Lloyds - Apollo Consortium - AAIN# AA -1122000 (850/6)
Lloyds - Hamilton Re, Ltd. - AIIN # AA3191190 (15%)
Cypress Private Security LP, Cypress Security LLC as an additional insured as required by written contract.

W 2008 ACORD CORPORATION. All rights reserved.

The ACORD name and logo are registered marks of ACORD
POLICY NUMBER: RAD943781802 XIC 414 1013
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

ADDITIONAL INSURED
This endorsement modifies insurance provided under the following:

BUSINESS AUTO COVERAGE FORM

MOTOR CARRIER COVERAGE FORM

AUTO DEALERS COVERAGE FORM
With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement.

Schedule
Additional Insureds Work
Any person or organization you have agreed to All Operations include as an additional insured underwritten contract, provided such contract was executed prior to the date of loss.

COVERED AUTOS LIABILITY COVERAGE, Who Is An Insured, is amended to include as an " insured" the person or organization listed in the Schedule above, but only with respect to liability for "bodily injury" or "property damage" otherwise covered under this policy caused, in whole or in part, by the negligent acts or omissions of:

1. You, while using a covered `auto"; or

2. Any other person, except the additional insured or any employee or agent of the additional insured, operating a covered "auto" with your permission;
in the performance of your work as described in the Schedule above.

In no event shall any person or organization listed in the Schedule become an " insured" pursuant to this Endorsement if such person or organization is solely negligent.

IT IS FURTHER AGREED THAT IN NO EVENT SHALL ANY CONTRACT OR AGREEMENT ALTER THE CONDITIONS, COVERAGES OR EXCLUSIONS SET FORTH IN THIS POLICY.

All other terms and conditions of this policy remain unchanged.

XIC 414 1013 © 2013 X.L. America, Inc. All Rights Reserved. Page 1 of 1 May not be copied without permission.

Includes copyrighted material of Insurance Services Office, Inc., with its permission.

POLICY NUMBER: RAD943781802 COMMERCIAL AUTO
CA 04 44 10 13
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

WAIVER OF TRANSFER OF RIGHTS OF RECOVERY

AGAINST OTHERS TO US ( WAIVER OF SUBROGATION)
This endorsement modifies insurance provided under the following:

AUTO DEALERS COVERAGE FORM

BUSINESS AUTO COVERAGE FORM

MOTOR CARRIER COVERAGE FORM
With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement.

This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below.

Named Insured: ALLIED UNIVERSAL TOPCO, LLC
Endorsement Effective Date: November 1, 2018

SCHEDULE
Name(s) Of Person(s) Or Organization(s):

Any person or organization where waiver of our right to recover is required by written contract with such person or organization provided such contract was executed prior to the date of loss.

Information required to complete this Schedule, if not shown above, will be shown in the Declarations.

The Transfer Of Rights Of Recovery Against
Others To Us condition does not apply to the
person( s) or organization(s) shown in the Schedule,
but only to the extent that subrogation is waived prior to the " accident" or the ' loss" under a contract with that person or organization.

CA 04 44 1013 @ Insurance Services Office, Inc., 2011 Page 1 of 1 ENDORSEMENT #050
This endorsement, effective 12: 01 AM 11- 1- 18
Forms part of policy number: 082695264
Issued to: ALLIED UNIVERSAL TOPCO, LLC
By: LEXINGTON INSURANCE COMPANY

ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION
This endorsement modifies insurance provided by the following.

GUARDSECURE GENERAL AND PROFESSIONAL LIABILITY COVERAGE FORM A. SECTION 11- Who Is An Insured is amended to include as an additional insured a person( s) or organization(s) who is required to be added by written contract or written agreement which does not require that a specific form number be used.

B. The insurance provided to additional insureds applies only to "bodily injury", " property damage", professional liability" or "personal and advertising injury" caused, in whole or in part, by:

1. Your acts or omissions; or

2. The acts or omissions of those acting on your behalf In the performance of your ongoing operations for the additional insured; or "your work" performed for that additional insured and included ir: the " products -completed operations hazard' However:

1. The insurance afforded to such additional insured only applies to the extent permitted by law; and

2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured.

C. With respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits of insurance:

If Coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance:

1. Required by the contract or agreement; or

2. Available under the applicable Limits of insurance shown in the Declarations; whichever is less.

This endorsement shall not increase the applicable Limits of Insuranc a shown in the Declarations. b. The additional insured must $eel to it that:

1. We are notified as soon as practicable of an " occurrence" or offense that may result in a claim.

2. We receive written notice of a claim or "suit" as soon as practicable; and

3. A request for defense and indemnity of the claim or "suit" will promptly be brought against any policy issued by another insurer under which the additional insured also has rights an insured or additional insured.

E. This insurance is primary to and will not seek contribution from any other insurance available to an additional 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 in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured.

All other terms and conditions remain as written
ENDORSEMENT #24
This endorsement, effective 12: 01 AM 11- 1- 18
Forms part of policy number: 082695264
Issued to: ALLIED UNIVERSAL TOPCO, LLC
By: LEXINGTON INSURANCE COMPANY

WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement mod'dies insurance provided under the following:

SECURITY GUARD GENERAL AND PROFESSIONAL LIABILITY COVERAGE PART

SCHEDULE
Name of person or Organization:

Where required by written contract.
if no entry appears above, Information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement) The TRANSFER OF RECOVERY AGAINST OTHERS TO US Condition (Section IV — CONDITIONS) is amended by the addition of the following:

We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the " products -completed operations hazard." This waived applies only to the person or organization shown in the Schedule above.

All other terms and conditions remain as written.

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WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 00 0313 Ed. 4- 84)

WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT
We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. ( This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule.

Schedule
Any person or organization where waiver of our right to recover is required by written contract with such person or organization provided such contract was executed prior to the date of loss.

This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated.

The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective 11- 01- 2018 Policy No. RWD3001203-02 Endorsement No.

Insured ALLIED UNIVERSAL TOPCO, LLC
Insurance Company Countersigned by
XL Insurance. America, Inc.

VVC 00 03 13
Ed. 4-84)
1983 National Council on Compensation Insurance.

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