CITY OF RICHMOND
STANDARD CONTRACT
Department: City Project Manager:
City Project Manager E-mail: City Project Manager Phone No:
Vendor No: Contract No:
Description of Services:
The parties to this STANDARD CONTRACT do mutually agree and promise as follows:
1. Parties. The parties to this Contract are the City of Richmond, a municipal corporation (“the City”), and the following named Contractor:
Contractor Name:
Street Address:
City, State, Zip Code:
Contact Person:
Telephone: Email:
Business License No:
☐ A California corporation, ☐ limited liability corporation ☐ general partnership, ☐ limited partnership, ☐ individual, ☐ non-profit corporation, ☐ individual dba as [specify:] ____________________ ☐ other [specify:] _______________________________
2. Term. The effective date of this Contract is _______________________ and terminates _________________ unless terminated earlier as set forth herein.
3. Payment Limit. City’s total payments to Contractor under this Contract shall not exceed $______________ (“Contract Payment Limit”) unless a Contract Amendment has been approved by the City Council or City Manager. If this amount includes a contingency, Contractor acknowledges that any use of such contingency shall be for work beyond the original scope of services and requires prior written authorization by the City. If noted below, Compensation for work done under this Contract, shall not exceed as follows:
FY _________ total compensation shall not exceed $_________________ FY _________ total compensation shall not exceed $_________________ FY _________ total compensation shall not exceed $_________________
4. Contractor’s Obligations. Contractor agrees to perform all work at its own cost and expense, to furnish all labor, tools, equipment, materials, except as otherwise specified, in accordance with the Service Plan set forth in Exhibit A, attached hereto and incorporated herein.
5. City Obligations. City shall make payments to the Contractor in accordance with the Payment Provisions set forth in Exhibit B, attached hereto and incorporated herein.
Economic Development/Port
Charles Gerard
[email protected]
(510) 620-6927
14077
7304
As Needed Engineering Services for the Port of Richmond CSWST2
45 Leveroni Court
Novato, CA, 94549
Robert Stevens
(415) 533-1864
[email protected]
40059351
July 1, 2024
June 30, 2027
294,000.00
24-25
96,000.00
25-26
98,000.00
26-27
100,000.00
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568
6. Authorized Representatives and Notices. This Contract is subject to the Authorized Representatives and Notices Provisions (Exhibit C), attached hereto and incorporated herein.
7. General Conditions. This Contract is subject to the General Conditions (Exhibit D), which are attached hereto and incorporated herein.
8. Special Conditions. This Contract is subject to the Special Conditions (Exhibit E) (if any), which are attached hereto and incorporated herein.
9. Insurance Provisions. This Contract is subject to the Insurance Provisions (Exhibit F), which are attached hereto and incorporated herein.
10. Sanctuary City Compliance Statement. This Contract is subject to the Sanctuary City Compliance Statement (Exhibit G), which is attached hereto and incorporated herein.
11. Signatures. These signatures attest the parties' agreement hereto:
CITY OF RICHMOND,
a municipal corporation [BUSINESS NAME]
(* The Corporation Chairperson of the Board, President, or Vice President should sign below)
By: _________________________ By: ___________________________ Title: ________________________ Title: __________________________ Date Signed: _________________ Date Signed: ___________________
I hereby certify that this Contract (* The Corporation Chief Financial Officer or Assistant has been approved by City Council Treasurer, or Secretary or Assistant Secretary should or the City Manager. sign below)
By: _________________________ By: ___________________________ City Clerk Title: __________________________
Date Signed: ____________________
Approved as to form:
(NOTE: Pursuant to California Corporations Code Section By: _________________________ 313, if Contractor is a corporation or nonprofit organization, City Attorney this Contract (1) must be signed by (a) the Chairperson of the Board, President, or Vice-President and (b) the
Chief Financial Officer or Assistant Treasurer, or
Secretary or Assistant Secretary)
LIST OF ATTACHMENTS:
Service Plan Exhibit A
Payment Provisions Exhibit B
Authorized Representatives and Notices Exhibit C
General Conditions Exhibit D
Special Conditions Exhibit E
Insurance Provisions Exhibit F
Sanctuary City Compliance Statement Exhibit G
CSWST2
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 1/30/2025
President/CEO
2/4/2025
Mayor
Contract No: ________ For the Contract between the City of Richmond and
_____________________________
EXHIBIT A
SERVICE PLAN
Contractor shall, to the satisfaction of the Project Manager ( set forth in Exhibit B) , perform the following services and be compensated as outlined below [or attach service plan if necessary]:
CSWST2
7304
Proposal attached. CSW/ST2 will submit an updated proposal at the start of every fiscal year.
Compensation for work done under this Contract, shall not exceed as follows:
FY 24-25 total compensation shall not exceed $96,000
FY 25-26 total compensation shall not exceed $98,000
FY 26-27 total compensation shall not exceed $100,000
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 Adaptive Solutions for Resilient Designs
121 Park Place
Richmond, CA 94801
415.883.9850
www.cswst2.com
Berkeley | Novato | Petaluma
Pleasanton | Redwood City | Richmond
Project Number: 2300125
August 5, 2024
Charles Gerard
Port Director
City of Richmond
450 Civic Center Plaza
Richmond, CA 94804
SUBJECT: Dear Port of Richmond Support
Mr. Gerard
It has been our pleasure to support the Port of Richmond’s development over the last several years. Our team will supply services on an as needed basis to complete several of the ongoing projects including:
1. Support the 2024 Pavement Rehabilitation Project
2. Complete grant applications to fund capital improvements.
3. Assess, design, and support updates to infrastructure at port facilities.
4. Technical support to tenants regarding dock capacity, berth length, water depth, and utility capacity.
5. Technical support for the shore power project at PPMT.
6. Support the Berth Assessment project.
7. Complete other capital improvement projects outlined for for Fiscal Year 24/25; 25/26; 26/27.
8. Provide other engineering services as requested by the Port of Richmond.
SCHEDULE
We will provide services for Fiscal Year 24/25; 25/26; 26/27.
COMPENSATION
We will provide Robert as the Contract Port Engineer for a labor rate of $223 per hour. We will reimburse sub consultant costs at direct cost with no markup. Assuming we spend about 8 hours per week, please budget $96,000 for FY 24-25 total compensation shall not exceed $96,000; FY 25-26 total compensation shall not exceed $98,000;FY 26-27 total compensation shall not exceed $100,000.
SERVICES AND STANDARD OF CARE
CSWST2’s services shall be limited to those expressly set forth above. We shall have no other obligations or responsibilities for the project except as agreed to in writing, or as provided in this agreement. CSWST2’s services shall be provided consistent with, and limited to, the standard of care applicable to such services.
CSWST2 shall provide its services consistent with the professional skill and care ordinarily provided by consultants practicing in the same or similar locality under the same or similar circumstances.
P:\Shared\Projects\2023\2300125 Port
of Richmond\_proposal\2024-08-05-Garrard-Richmond-Port.docx Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568
P:\S
hared\Projects\2023\2300125 Port of Richmond\_proposal\2024-08-05-Garrard-Richmond-Port.docx BILLIN
G RATE SCHEDULE
Effective January 1, 2024 – December 31, 2024
ENGI
NEERING SERVICES HOURLY RATES
Senior Engineer $ 201.00
Engineer I, II, III $ 144.00, $ 175.00, $ 194.00
Technician
Engineer Assistant
$ 131.00
$101.00
SUR
VEY SERVICES HOURLY RATES
OTHER
PROFESSIONAL RATES
Principal $ 269.00
Associate Principal $ 245.00
Senior Project Manager
Project Manager
Senior Landscape Architect
Landscape Architect
$ 240.00
$ 226.00
$ 172.00
$ 156.00
Construction Manager $ 235.00
Resident Engineer
Field Engineer
$ 226.00
$ 194.00
Technical Writer $ 138.00
Graphic Illustrator $ 131.00
Project Assistant $ 101.00
• All expenses for transportation (mileage, bridge fare, etc.) will be charged at the Internal Revenue Service rate plus 10%.
• Filing fees, checking fees, prints, and other outside costs (such as agency submittal/permit fees etc.) will be charged at cost, plus service charges at the rate of 10%. • Billing will be monthly net 30 days.
• Hourly rates are subject to increase annually at a rate commensurate with the San Francisco CPI.
Senior Surveyor $201.00
Surveyor I, II, III $ 144.00, $ 175.00, $ 194.00
Survey Technician
Survey Assistant
$ 131.00
$ 101.00
Two Person Survey Party $ 340.00
Survey Party Chief
Survey Chainman
Survey Apprentice
$ 220.00
$ 120.00
$ 112.00
Aerial Drone Surveyor $ 217.00
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568
P:\
Shared\Projects\2023\2300125 Port of Richmond\_proposal\2024-08-05-Garrard-Richmond-Port.docx Tha
nk you for the opportunity to support the development of your project. We look forward to working with you and your team. If I can provide any additional information, please contact me at [email protected] or 415.533.1864.
Si
ncerely,
CSWST2
Ro
bert Stevens, PE, TE
Principal
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 Contract No: ________ For the Contract between the City of Richmond and
_____________________________
EXHIBIT B
PAYMENT PROVISIONS
1. COMPENSATION TO CONTRACTOR:
a. Provided Contractor is not in default under this Contract, Contractor shall be compensated in the manner set forth herein.
b. All payments made pursuant to this Contract shall be subject to the Contract Payment Limit. The Payment Limit includes expenses (phones, photocopying, meals and travel, etc.). Invoices shall be adequately detailed, based on accurate records, and be in a form reasonably satisfactory to the City. Contractor may be required to provide back-up material upon request.
c. All City vendors receiving new contracts shall sign up to receive electronic payments through the City’s Automated Clearinghouse (ACH) payments service/provider.
2. SUBMISSION OF INVOICES:
Contractor shall submit timely invoices by email to
[email protected] and/or to the following address:
Attention: City of Richmond Finance/Account Payable
Project Manager: _______________________
P.O. Box 4046
Richmond, CA 94804
3. All invoices that are submitted by Contractor shall be subject to the approval of the City Project Manager, _______________________, before payments shall be authorized.
a. The City will pay invoice(s) within 45 days after completion of services to the City’s satisfaction. The City shall not pay late fees or interest.
b. All appropriate permits, certificates, and licenses, including a City business license shall be obtained and maintained for the duration of this Contract before any payment is authorized.
4. All insurance coverage required by this Contract shall be provided by the Contractor before this Contract is executed by the City. The insurance coverage required by this Contract shall be maintained by Contractor for the duration of this Contract and must be in place before any payment is authorized.
7304
CSWST2
Charles Gerard
Charles Gerard
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 Contract No: ________ For the Contract between the City of Richmond and
_____________________________
EXHIBIT C
AUTHORIZED REPRESENTATIVES AND NOTICES
1. All required written notices shall be delivered: (i) by hand; or (ii) sent by registered, express, or certified mail, with return receipt requested or with delivery confirmation requested from the U.S. postal service; or (iii) sent by overnight or same day courier service at the party’s respective address listed in this Section.
2. Each notice shall be deemed to have been received on the earlier to occur of:
actual delivery or the date on which delivery is refused; or three (3) days after notice is deposited in the U.S. mail or with a courier service in the manner described above (Sundays and City holidays excepted).
3. Either party may, at any time, change its notice address (other than to a post office box address) by giving the other party three (3) days prior written notice of the new address.
4. All notices, demands, requests, or approvals from Contractor to the City shall be addressed to the City at:
City of Richmond
450 Civic Center Plaza
Richmond, CA 94804
Email: ________________________________________________
5. All notices, demands, requests, or approvals from the City to Contractor shall be addressed to Contractor at:
Attn:
Email: ________________________________________________ 7304
CSWST2
Charles Gerard
[email protected]
CSWST2
45 Leveroni Court
Novato, CA, 94549
[email protected]
Robert Stevens
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 Contract No: ________ For the Contract between the City of Richmond and
_____________________________
EXHIBIT D
GENERAL CONDITIONS
1. INDEPENDENT PARTIES:
Contractor hereby declares that Contractor is engaged as an independent business and Contractor agrees to perform the services as an independent contractor.
The manner and means of conducting the services and tasks are under the control of Contractor except to the extent they are limited by statute, rule or regulation and the express terms of this Contract. No civil service status or other right of employment will be acquired by virtue of Contractor’s services. None of the benefits provided by the City to its employees, including but not limited to unemployment insurance, workers’ compensation plans, vacation and sick leave, are available from the City to Contractor, its employees or agents. Deductions shall not be made for any state or federal taxes, FICA payments, PERS payments, or other purposes normally associated with an employer-employee relationship from any compensation due to Contractor. Payments of the above items, if required, are the responsibility of Contractor.
2. TIME IS OF THE ESSENCE:
Contractor and the City agree that time is of the essence regarding the performance of this Contract.
3. STANDARD OF CARE:
Contractor agrees to perform all services hereunder in a manner commensurate with the prevailing standards of like professionals or service Contractors, as applicable, in the San Francisco Bay Area and agrees that all services shall be performed by qualified and experienced personnel who are not employed by the City.
4. IMMIGRATION REFORM AND CONTROL ACT (IRCA):
Contractor assumes all responsibility for verifying the identity and employment authorization of all of its employees performing work hereunder, pursuant to all applicable IRCA or other federal, or state rules and regulations. Contractor shall indemnify, defend, and hold the City harmless from and against any loss, damage, liability, costs or expenses arising from any noncompliance of this provision by Contractor.
5. NON-DISCRIMINATION:
Consistent with the City’s policy and state and federal law that harassment and discrimination are unacceptable conduct, Contractor and its employees, contractors, and agents shall not harass or discriminate against any job applicant, City employee, or any 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, 7304
CSWST2
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 Contract No: ________ For the Contract between the City of Richmond and
_____________________________
disability (both mental and physical) including HIV and AIDS, medical condition (e.g. cancer), genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, pregnancy, political affiliation, military and veteran status or legitimate union activities. Contractor agrees that any violation of this provision shall constitute a material breach of this Contract.
6. CITY PROPERTY:
a. Each and every report, draft, work product, map, record, applicable plans, drawings, calculation, data, specification, video, graphic, or any other material or document produced, prepared or caused to be prepared by Contractor pursuant to or in connection with this Contract shall be the exclusive property of the City.
b. Notwithstanding the foregoing, Contractor shall not be obligated to provide to City proprietary software or data which Contractor has developed or had developed for Contractor's own use; provided, however, that Contractor shall, pursuant to Section 11 below, indemnify, defend and hold the City harmless from and against any discovery or Public Records Act request seeking the disclosure of such proprietary software or data.
c. No report, information or other data given to or prepared or assembled by Contractor pursuant to this Contract shall be made available to any individual or organization by Contractor without prior approval of the City Manager or their designee.
d. Contractor shall, at such time and in such form as City Manager or their designee may require, furnish reports concerning the status of services and tasks required under this Contract.
7. RECORDS:
a. Contractor shall maintain complete and accurate records with respect to the services, tasks, work, documents and data in sufficient detail to permit an evaluation of Contractor’s performance under the Contract, as well as maintain books and records related to sales, costs, expenses, receipts and other such information required by the City that relate to the performance of the services and tasks under this Contract (collectively the “Records”).
b. All Records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Contractor shall provide free access to the Records to the representatives of the City or its designees during regular business hours upon reasonable prior notice. The City has the right to examine 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 Contract. Such Records, together with supporting documents, shall be kept separate from other documents and records and shall be maintained by Contractor for a period of five (5) years after receipt of final payment.
7304
CSWST2
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 Contract No: ________ For the Contract between the City of Richmond and
_____________________________
c. If supplemental examination or audit of the Records is necessary due to concerns raised by the City’s preliminary examination or audit of records, and the City’s supplemental examination or audit of the records discloses a failure to adhere to appropriate internal financial controls, or other breach of this Contract or failure to act in good faith, then Contractor shall reimburse the City for all reasonable costs and expenses associated with the supplemental examination or audit.
8. PERMITS AND LICENSES:
Contractor, at its sole expense, shall obtain and maintain during the term of this Contract, all appropriate permits, certificates and licenses, including a City business license, required in connection with the performance of the services and tasks hereunder.
The failure to obtain such permits and licenses shall be a material breach of this Contract and grounds for immediate termination by City; provided, however, that City may waive the business license requirement in writing under unusual or extraordinary circumstances without necessitating any modification of this Contract to reflect such waiver.
9. TERMINATION:
a. Termination Without Default. Notwithstanding any provision herein to the contrary, the City may, in its sole and absolute discretion and without cause, terminate this Contract at any time prior to completion by Contractor of the project or services hereunder immediately upon transmission of written notice to Contractor as provided in Exhibit C “Authorized Representatives and Notices”.
b. Termination in the Event of Default. Should Contractor fail to perform any of its obligations hereunder, within the time and in the manner provided or otherwise violate any of the terms of this Contract, City may immediately terminate this Contract by giving written notice of such termination, stating the reasons for such termination. Contractor shall be compensated as provided in Exhibit B; provided, however, there shall be deducted from such amount the amount of damage, including attorney's fees, expert witness fees and costs, if any, sustained by City by virtue of Contractor's breach of this Contract. Additionally, in the event of such termination, the City may proceed with the work in any reasonable manner it chooses.
10. CONFLICT OF INTEREST:
Contractor acknowledges, represents and warrants that Contractor shall avoid all conflicts of interest (as defined under any federal, state or local statute, rule or regulation, or at common law) with respect to this Contract. Contractor further acknowledges, represents and warrants that no City official or employee has any economic interest, as defined in Title 2, California Code of Regulations §§ 18703.1 through 18703.5, with Contractor that would invalidate this Contract. Contractor acknowledges that in the event that Contractor shall be found by any judicial or administrative body to have any conflict of interest (as defined above) with respect to this Contract, all consideration received under 7304
CSWST2
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 Contract No: ________ For the Contract between the City of Richmond and
_____________________________
this Contract shall be forfeited and returned to City forthwith. This provision shall survive the termination of this Contract for one (1) year.
11. HOLD HARMLESS:
a. To the fullest extent permitted by law, Contractor shall indemnify, defend (with counsel acceptable to the City) and hold harmless the City, its City Council, boards, commissions, officials, employees, agents and volunteers (“Indemnitees”) from and against any and all loss, damages, liability, obligations, claims, suits, judgments, costs and expenses whatsoever, including attorney’s fees and costs of litigation (“Claims”), arising from or in any manner connected to Contractor’s performance of its obligations under this Contract or failure to comply with any of its obligations under this Contract or out of the operations conducted by Contractor even if the City is found to have been negligent. If the Claims filed against Indemnitees allege negligence, recklessness or willful misconduct on the part of Contractor, Contractor shall have no right of reimbursement against Indemnitees for the costs of defense even if negligence, recklessness or willful misconduct is not found on the part of Contractor. Contractor shall not have any obligations to indemnify Indemnitees if the loss or damage is found to have resulted solely from the negligence or the willful misconduct of the City. The defense and indemnification obligations of this Contract are undertaken in addition to, and shall not in any way be limited by, the insurance obligations contained in this Contract.
b. This indemnification obligation shall survive this Contract and shall not be limited by any term of any insurance policy required under this Contract; provided however, that if this Contract is for design professional services, this indemnity provision is limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the design professional (as defined in California Civil Code section 2782.8).
12. LIMITATIONS UPON SUBCONTRACTING AND ASSIGNMENT:
a. This Contract binds the heirs, successors, assigns and representatives of Contractor. The Contractor shall not enter into subcontracts for any work contemplated under this Contract and shall not assign this Contract, nor any portion hereof or monies due or to become due, without the prior written consent of the City Council or its designee.
b. Contractor shall not assign, sublease, hypothecate, or transfer this Contract, or any interest therein, directly or indirectly, by operation of law or otherwise, without prior written consent of the City Manager. Contractor shall submit a written request for consent to transfer to the City Manager at least thirty (30) days in advance of the desired transfer.
The City Manager or their designee may consent or reject such request in their sole and absolute discretion. Any attempt to do so without said consent shall be null and void, and any assignee, sublessee, hypothecate or transferee shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. However, claims for 7304
CSWST2
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 Contract No: ________ For the Contract between the City of Richmond and
_____________________________
money against the City under this Contract may be assigned by Contractor to a bank, trust company or other financial institution without prior written consent.
c. The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Contractor (if applicable), or of the interest of any general partner or joint venturer or syndicate member if Contractor is a partnership or joint- venture or syndicate, which shall result in a change of control of Contractor, shall be deemed an assignment. For this purpose, control shall mean fifty percent or more of the voting power or twenty-five percent or more of the assets of the corporation, partnership or joint-venture.
d. Only those persons and/or businesses whose names and resumés are attached to this Contract shall be used in the performance of this Contract. However, if after the start of this Contract, Contractor wishes to use sub-contractors, at no additional costs to the City, then Contractor shall submit a written request for consent to add sub- contractors including the names of the sub-contractors and the reasons for the request to the City Manager at least five (5) days in advance. The City Manager may consent or reject such requests in their sole and absolute discretion.
e. Each sub-contractor shall be required to furnish proof of workers’ compensation insurance and shall also be required to carry general, automobile and professional liability insurance (as applicable) in reasonable conformity to the insurance carried by Contractor.
f. In addition, any tasks or services performed by sub-contractors shall be subject to each provision of this Contract. Contractor shall include the following language in their Contract with any sub-contractor: “Sub-Contractors hired by Contractor agree to be bound to Contractor and the City in the same manner and to the same extent as Contractor is bound to the City.”
g. The requirements in this Section 12 shall not apply to persons who are merely providing materials, supplies, data or information that Contractor then analyzes and incorporates into its work product.
13. SAFETY:
a. Contractor acknowledges that the City is committed to the highest standards of workplace safety. Contractor will be solely and completely responsible for conditions of all vehicles owned or operated by Contractor, including the safety of all persons and property during performance of the services and tasks under this Contract.
Contractor shall assume sole and complete responsibility for the safety of Contractor's employees and any of subcontractor's employees This requirement will apply continuously and not be limited to normal working hours. In addition, Contractor will comply with all safety provisions in conformance with U.S. Department of Labor Occupational Safety and Health Act, any equivalent state law, and all other applicable 7304
CSWST2
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 Contract No: ________ For the Contract between the City of Richmond and
_____________________________
federal, state, county and local laws, ordinances, codes, and any regulations that may be detailed in other parts of the Contract. Where any of these are in conflict, the more stringent requirements will be followed. Contractor’s failure to thoroughly familiarize itself with the aforementioned safety provisions will not relieve it from compliance with the obligations and penalties set forth herein.
b. Contractor will immediately notify the City (in no event less than 24 hours) of any incident of death, serious personal injury or substantial property damage that occurs in connection with the performance of this Contract. Contractor will promptly submit to the City a written report of all incidents that occur in connection with this Contract. This report must include the following information: (i) name and address of injured or deceased person(s); (ii) name and address of Contractor’s employee(s) involved in the incident; (iii) name and address of Contractor’s liability insurance carrier; (iv) a detailed description of the incident; and (v) a police report.
c. Contractor acknowledges that the City shall have the right to impose, at the City’s sole discretion, requirements that it deems are necessary to protect the health and safety of the City employees, residents, and visitors. Contractor agrees to comply with all such requirements, including, but not limited to, mandatory vaccinations, the use of personal protective equipment (e.g. masks), physical distancing, and health screenings.
Contractor also agrees to make available to the City, at the City’s request, records to demonstrate Contractor’s compliance with this Section.
14. INSURANCE:
Insurance requirements are set forth in Exhibit F to this Contract. Contractor shall abide by the insurance requirements set forth in said Exhibit F.
15. COMPLIANCE WITH ALL APPLICABLE LAWS:
a. During the term of this Contract, Contractor shall keep fully informed of all existing and future state and federal laws and all municipal ordinances and regulations of the City of Richmond which affect the manner in which the services or tasks are to be performed by Contractor, as well as all such orders and decrees of bodies or tribunals having any jurisdiction or authority over the same. Contractor shall comply with all applicable laws, state and federal and all ordinances, rules and regulations enacted or issued by the City. Compliance under this provision includes compliance with all provisions of the Richmond Municipal Code ("Municipal Code"), including Chapters 2.50,
2.52, 2.56, and 2.60, if applicable.
b. Contractor acknowledges that under § 2.60.070 of the Municipal Code ("Living Wage Ordinance"), Contractor is required to provide the City with documents and information verifying its compliance with the Living Wage Ordinance. Contractor shall notify each of its affected employees with regards to the wages that are required to be paid pursuant to the Living Wage Ordinance as prescribed in § 2.60.070 of the Municipal Code.
7304
CSWST2
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 Contract No: ________ For the Contract between the City of Richmond and
_____________________________
c. Contractor shall comply with § 2.28.030 of the Municipal Code, obligating every Contractor or sub-Contractor under an agreement or sub-agreement with the City for public works, goods or services to refrain from discriminatory employment or practices on the basis of race, color, sex, sexual orientation, religious creed, national origin or ancestry of any employee, any applicant for employment or any potential sub-contractor.
d. Contractor acknowledges that the City’s Drug Free Workplace Policy, Violence in the Workplace Policy and the Policy Against Workplace Harassment, are available on the City’s website at http://www.ci.richmond.ca.us/workplacepolicies.
Contractor agrees to abide by the terms and conditions of said policies.
16. INTEGRATED CONTRACT:
The Recitals and exhibits are a material part of this Contract and are expressly incorporated herein. This Contract represents the full and complete understanding of every kind or nature whatsoever between the parties 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 hereof. Any modification of this Contract will be effective only by written execution signed by both the City and Contractor.
17. CONFLICTING PROVISIONS:
In the event of a conflict between these General Conditions and those of any Exhibit or attachment hereto, these General Conditions shall prevail; provided, however, that any Special Condition as set forth in Exhibit E shall prevail over these General Conditions. In the event of a conflict between the terms and conditions of any two or more Exhibits or attachments hereto, those prepared by City shall prevail over those prepared by the Contractor, and the terms and conditions preferred by the City shall prevail over those preferred by the Contractor.
18. FORCE MAJEURE:
Neither party hereto shall be considered in default in the performance of its obligations hereunder to the extent that the performance of such an obligation is prevented or delayed by reason of acts of God, strikes, boycotts, lock-outs, inability to procure materials not related to the price thereof, failure of power, restrictive governmental laws and regulations enacted after the date of this Contract, riots, civil unrest, acts of terrorism, insurrection, war, declaration of a state or national emergency or other reasons of a like nature not within the reasonable control of such party.
19. CONFLICT OF LAW:
This Contract shall be interpreted under, and enforced by the laws of the State of 7304
CSWST2
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 Contract No: ________ For the Contract between the City of Richmond and
_____________________________
California without regard to any choice of law rules which may direct the application of laws of another jurisdiction. The Contract and obligations of the parties are subject to all valid laws, orders, rules, and regulations of the authorities having jurisdiction over this Contract (or the successors of those authorities). Any suits brought pursuant to this Contract shall be filed with the courts of the County of Contra Costa, State of California.
20. CLAIMS:
Any claim by Contractor against City hereunder shall be subject to Government Code §§ 800 et seq. The claims presentation provisions of said Act are hereby modified such that the presentation of all claims hereunder to the City shall be waived if not made within six months after accrual of the cause of action.
21. INTERPRETATION:
This Contract shall be interpreted as if drafted by both parties.
22. WARRANTY:
If any product is be provided to the City as part of this Contract, Contractor warrants as follows: Contractor possesses good title to the product and the right to transfer the product to City; the product shall be delivered to the City free from any security interest or other lien; the product meets any specifications contained herein; the product shall be free from material defects in materials and workmanship under normal use for a period of one (1) year from the date of delivery; and the product shall be fit for its intended purpose(s). Notwithstanding the foregoing, consumable and maintenance items (such as light bulbs and batteries) shall be warranted for a period of one hundred and eighty (180) days from the date of delivery. All repairs during the warranty period shall be promptly performed by Contractor, at Contractor's expense, including shipping.
23. SEVERABILITY:
In the event that any of the provisions or portions or applications thereof of this Contract are held to be unenforceable or invalid by any court of competent jurisdiction, City and Contractor shall negotiate an equitable adjustment in the provisions of the Contract with a view toward effecting the purpose of this Contract, and the validity and enforceability of the remaining provisions or portions or applications thereof, shall not be affected thereby.
24. AUTHORITY:
City warrants and represents that the signatory hereto (the Mayor of the City of Richmond or the City Manager) is duly authorized to enter into and execute this Contract on behalf of City. The party signing on behalf of Contractor warrants and represents that they are duly authorized to enter into and execute this Contract on behalf of Contractor, 7304
CSWST2
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 Contract No: ________ For the Contract between the City of Richmond and
_____________________________
and shall be personally liable to City if they are not duly authorized to enter into and execute this Contract on behalf of Contractor.
25. WAIVER:
The waiver by City of any breach of any term or provision of this Contract shall not be construed as a waiver of any subsequent breach. Inspections or approvals, or statements by any officer, agent or employee of the City relating to the Contractor’s performance, or payment therefore, or any combination of these acts, shall not relieve the Contractor’s obligation to fulfill this Contract as prescribed; nor shall the City be thereby stopped from bringing any action for damages or enforcement arising from any failure to comply with any of the terms and conditions of this Contract.
26. COUNTERPARTS:
This Contract may be executed in any number of counterparts (including by fax, PDF, DocuSign, or other electronic means), each of which shall be deemed an original, but all of which shall constitute one and the same instrument.
27. SANCTUARY CITY CONTRACTING ORDINANCE (SCCO):
The Richmond Sanctuary City Contracting Ordinance No. 12-18 prohibits the City from granting and or retaining contracts with any person or entity that provides Data Broker or Extreme Vetting services to the U.S. Immigration and Customs Enforcement Division of the United States Department of Homeland Security (“ICE”). Contractor must submit the Sanctuary City Compliance Statement, attached hereto as Exhibit G. 7304
CSWST2
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 Contract No: ________ For the Contract between the City of Richmond and
_____________________________
EXHIBIT E
SPECIAL CONDITIONS
The General Conditions are hereby amended to include the following modifications and/or provisions (if applicable, otherwise please state “NONE”):
7304
CSWST2
NONE
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 Contract No: ________ For the Contract between the City of Richmond and
_____________________________
EXHIBIT F
INSURANCE PROVISIONS
☐ CHECK HERE IF RISK MANAGEMENT HAS APPROVED WAIVING INSURANCE REQUIREMENTS FOR THIS CONTRACT.
1. CERTIFICATES: Before the commencement of the terms of this Contract, and during the entire term of this Contract and any extension or modification thereof, Contractor shall furnish the City’s Risk Manager with certificates showing the type, amount, class of operations covered, effective dates and dates of expiration of insurance coverage in compliance with coverage requirements set forth by the City and incorporated herein.
Such certificates, which do not limit Contractor’s indemnification, shall also contain substantially the following statement:
“Should 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’ advance written notice to the City of Richmond.
Attention: Risk Manager.”
Contractor shall maintain in force at all times during the performance of this Contract all appropriate coverage of insurance required by this Contract with an insurance company licensed to offer insurance business in the State of California with a current A.M. Best’s rating of no less than A:VII or Standard & Poor’s Rating (if rated) of at least BBB unless otherwise acceptable to the City. Contractor shall deliver updated insurance certificates to the City at the address set forth in Exhibit C prior to the expiration of the existing insurance certificate for the duration of the term of Contract.
Endorsements naming the City, its City Council, boards, commissions, officials, employees, agents, and volunteers as additional insured shall be submitted with the insurance certificates.
2. COVERAGE REQUIREMENTS: The City’s insurance requirements depend upon the type of service being provided and/or the provider. The City’s insurance requirements will fall into one of the following categories (unless otherwise provided by the City):
Consultants and Contractors – Type 1
Professional Services – Type 2
Environmental Risk/Hazardous Waste Material – Type 3
Lease of City Property – Type 4
Vendors, Suppliers, Small Grant Recipients & Nonprofit Organizations – Type 5 Transportation Providers – Type 6
Professional Services Pyrotechnics – Type 7
Cyber and I.T. Risks – Type 8
7304
CSWST2
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 Contract No: ________ For the Contract between the City of Richmond and
_____________________________
The insurance requirements classification applicable to this Contract shall be attached to this Exhibit F and made a part hereof.
3. FAILURE TO SECURE: If Contractor at any time during the term hereof should fail to secure or maintain the foregoing insurance, the City shall be permitted to obtain such insurance in Contractor’s name or as an agent of Contractor and shall be compensated by Contractor for the costs of the insurance premiums at the maximum rate permitted by law and computed from the date written notice is received that the premiums have not been paid.
4. SUFFICIENCY OF INSURANCE: The insurance limits required by the City are not represented as being sufficient to protect Contractor. Contractor is advised to consult Contractor’s insurance broker to determine adequate coverage for Contractor. The coverage and limits shall be (1) the minimum coverage and limits specified in this Contract; or (2) the broader coverage and maximum limits of the coverage carried by or available to Contractor; whichever is greater.
INSERT INSURANCE REQUIREMENTS CLASSIFICATION APPLICABLE TO THIS CONTRACT: (IF NECESSARY, CONFIRM WITH RISK MANAGER)
7304
CSWST2
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 ___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:
Professional Services
Type 2 – Page 1 of 3
Revised: September 2011
In all instances where CONTRACTOR or its representatives will provide professional services (architects, engineers, construction management, counselors, medical professionals, hospitals, clinics, attorneys, consultants, accountants, etc.) to the City of Richmond (City), the City requires the following MINIMUM insurance requirements and limits.
CONTRACTOR shall procure and maintain for the duration of the contract, agreement, or other order for work, services or supplies, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the CONTRACTOR, its agents, representatives, employees or subcontractors. Maintenance of proper insurance coverage is a material element of the contract. Failure to maintain or renew coverage or to provide evidence of renewal may be treated by the City as a material breach of contract.
CONTRACTOR agrees that in the event of loss due to any of the perils for which it has agreed to provide Commercial General Liability insurance, CONTRACTOR shall look solely to its insurance for recovery.
CONTRACTOR hereby grants to CITY, on behalf of any insurer providing Commercial General Liability insurance to either CONTRACTOR or CITY with respect to the services of CONSULTANT herein, a waiver of any right to subrogation which any such insurer of said CONTRACTOR may acquire against the CITY by virtue of the payment of any loss under such insurance.
Original, signed certificates and original, separate policy endorsements, naming the City as an additional insured for general liability coverage, as well as a waiver of subrogation for Workers’ Compensation insurance, shall be received and approved by the City before any work may begin. However, failure to do so shall not operate as a waiver of these insurance requirements.
City reserves the right to modify or require additional coverages for specific risk exposures depending on scope of CONTRACTORS work.
Minimum coverage is detailed below. The policy limits of coverage shall be made available to the full limits of the policy. The minimum limits stated herein shall not serve to reduce the policy limits of coverage of CONTRACTOR.
Minimum Scope of Insurance – the following forms shall be provided and coverage shall be at least as broad as the following:
1. Insurance Services Office Commercial General Liability coverage (ISO Occurrence Form CG 0001), and including coverage for bodily and personal injury, property damage, and products and completed operations (if applicable).
2. Insurance Services Office Automobile Liability coverage (ISO Form CA 0001, Code 1, Any Auto).
3. Original and Separate Additional Insured Endorsement for General Liability (ISO Form CG 20 10 11/85 or its equivalent) with primary and non-contributory language.
4. Workers’ Compensation Insurance as required by the State of California including Employer’s Liability coverage.
5. Original and Separate Waiver of Subrogation for Workers’ Compensation insurance.
6. Professional Liability or Errors & Omissions Liability Insurance appropriate to the CONTRACTOR’s profession (if required.)
Required Coverage Minimum Limits
Workers’ Compensation and
Employers’ Liability
Statutory limits as required by the State of California including $1 million Employers’ Liability per accident, per employee for bodily injury or disease.
If CONTRACTOR is self-insured, provide a certificate of Permission to Self- Insure, signed by the California Department of Industrial Relations and Self- Insurance. If contractor is a sole proprietor (has no employees) than contractor must sign “Contractor Release of Liability” found at:
http://www.ci.richmond.ca.us/index.aspx?nid=61.
General Liability
(primary and excess limits
combined)
$2,000,000 per occurrence for bodily injury, personal injury and property damage. If the policy includes a general aggregate, either the general aggregate shall apply separately to this project, service or location or the minimum required aggregate limit shall be twice the per occurrence limit ($4 million aggregate limit).
Policy shall be endorsed to name the City of Richmond as an additional insured per the conditions detailed below.
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 ___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:
Professional Services
Type 2 – Page 2 of 3
Revised: September 2011
Automobile Liability $1,000,000 per occurrence for bodily injury and property damage.
PROJECT COST R EQUIRED LIMIT
$0 - $1 million $1 million p/o
$1 million - $5 million $2 million p/o
Over $5 million $5 million p/o
Professional Liability or Errors &
Omissions Liability –
Required for all professionals
including architects, engineers,
consultants, construction
management, counselors, medical
professionals, hospitals, clinics,
attorneys and accountants, & other
consultants as may be required by
the City.
Required Policy Conditions
Additional Insured Endorsement
Applicable to General Liability coverage.
The City of Richmond, its officers, officials, employees, agents and volunteers are to be named as additional insureds for all liability arising out of the operations by or on behalf of the named insured including bodily injury, deaths and property damage or destruction arising in any respect directly or indirectly in the performance of this contract.
ISO form CG 20 10 (11/85) or its equivalent is required. If the Contractor is supplying their product or providing a service then the endorsement must not
exclude products and completed operations
coverage. If it does, then CG 20 37 (10/01) is also required.
SAMPLE Endorsements can be found at
http://www.ci.richmond.ca.us/index.aspx?nid=61
.
Primary and Noncontributory The contractor’s insurance coverage must be primary coverage as it pertains to the City, its officers, officials, employees, agents and volunteers. Any insurance or self insurance maintained by the City is wholly separate from the insurance of the contractor and in no way relieves the contractor from its responsibility to provide insurance.
Waiver of Subrogation
Endorsement Form
Contractor’s insurer will provide a Waiver of Subrogation in favor of the City for Workers’ Compensation Insurance during the life of this contract.
SAMPLE Endorsements can be found at
http://www.ci.richmond.ca.us/index.aspx?nid=61.
Deductibles and Self-Insured
Retentions
Any deductible or self-insured retention must be declared to and approved by the City. At the option of the City either the insurer shall reduce or eliminate such deductibles or self-insured retention as respects the City or the CONTRACTOR shall procure a financial guarantee in an amount equal to the deductible or self-insured retention guaranteeing payment of losses and related investigations, claims administration and defense expenses.
Contractor is responsible for satisfaction of the deductible and/or self-insured retention for each loss.
A. M. Best Rating A:VII or Better. If the A.M. Best Rating falls below the required rating, CONTRACTOR must replace coverage immediately and provide notice to City.
Umbrella/Excess Liability Policies
If an Umbrella or Excess Liability Policy is used to meet the liability limits, coverage shall be as broad as specified for underlying coverage’s and cover those insured in the underlying policies.
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 ___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:
Professional Services
Type 2 – Page 3 of 3
Revised: September 2011
Claims-Made Policies
If any insurance policy is written on a claims-made form: 1) the retroactive date must be shown, and must be before the date of the contract or the beginning of contract work. 2) Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3) If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a retroactive date prior to the contract effective date, the Contractor must purchase an extended period coverage for a minimum of five (5) years after completion of contract work.
Subcontractors
CONTRACTOR
shall include all subcontractors as insured under its policies or shall furnish to the City for review and approval, separate certificates and endorsements for each subcontractor. All coverage for subcontractors shall be subject to all of the requirements stated herein.
CONTRACTOR agrees to defend and indemnify the City of Richmond for any damage resulting to it from failure of either CONTRACTOR or any subcontractor to take out or maintain the required insurance policies.
The fact that
insurance is obtained by CONTRACTOR, and/or CONTRACTOR’s subcontractors, will not be deemed to release or diminish the liability of CONTRACTOR, including, without limitation, liability under the indemnity provisions of this contract. Damages recoverable by CITY from CONTRACTOR or any third party will not be limited by the amount of the required insurance coverage.
Verification of Coverage
All original certificates and endorsements shall be received and approved by the City before work may begin .
The City of Richmond reserves the right to require complete, certified copies of all required insurance policies including endorsements affecting the coverage at any time.
Original insurance certificates and required policy endorsements shall be mailed or delivered to the Designated Project Manager for the City of Richmond.
Insurance certificates and endorsements may be faxed to the Designated Project Manger. However, CONTRACTOR must mail the original certificates and endorsements to Designated Project Manager once faxed.
Continuous Coverage
CONTRACTOR shall maintain the required insurance for the life of the contract. Should the CONTRACTOR cease to have insurance as required during this time, all work by the CONTRACTOR pursuant to this agreement shall cease until insurance acceptable to the City is provided. In the event that CONTRACTOR fails to comply with the City’s insurance requirements, the City may take such action as it deems necessary to protect the City’s interests. Such action may include but is not limited to termination of the contract, withholding of payments, or other actions as the City deems appropriate.
If services or the scope of work extend beyond the expiration dates of the required insurance policies initially approved by the City, CONTRACTOR must provide updated certificates and endorsements indicating that the required coverage, terms and conditions are still in place. Renewal certificates and updated endorsements shall be mailed to the Designated Project Manager.
Cancellation
CONTRACTOR shall ensure that coverage shall not be cancelled, reduced or otherwise materially changed except after thirty (30) days’ prior written notice has been given to the City.
Reporting Requirements
Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees or volunteers.
Consistent with Public Policy
The insuring provisions, insofar as they may be judged to be against public policy shall be void and unenforceable only to the minimum extent necessary so that the remaining terms and provisions herein may be consistent with public policy and thus enforceable.
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568
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 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).
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.
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 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. $ $
$
$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
3/31/2024
AssuredPartnersDesignProfessionalsInsuranceServices,LLC 3697Mt.DiabloBlvd.,Suite230
LafayetteCA94549
EliseFisher
510-272-1435
[email protected]
License#:6003745
USSpecialtyInsuranceCompany
29599
CSWSENG-01
SentinelInsuranceCompany
11000
CSW/Stuber-StroehEngineeringGroupInc.
504RedwoodBlvd.,Suite310
NovatoCA94947
HartfordAccidentandIndemnityCompany
22357
HARTFORDINSURANCECOMPANY
38288
1744863612
B
X
2,000,000
X
1,000,000
X
ContractualLiab
10,000
Included
2,000,000
4,000,000
X
X
Y
Y
57SBWBO0500
3/31/2024
3/31/2025
4,000,000
C
1,000,000
X
X
X
Y
Y
57UEGBC2987
3/31/2024
3/31/2025
B
X
X
4,000,000
Y
57SBWBO0500
3/31/2024
Y
3/31/2025
4,000,000
X
10,000
D
X
Y
57WEGAL1BZF
3/31/2024
3/31/2025
1,000,000
1,000,000
1,000,000
A
ProfessionalLiability
USS2434626
3/31/2024
3/31/2025
PerClaim
AggregateLimit
$2,000,000
$4,000,000
TheUmbrellaPolicyisfollowformtoitsunderlyingPolicies:GeneralLiability/AutoLiability/EmployersLiability/EmployeeBenefitsLiability.
RE:AllOperationsoftheNamedInsured.TheCityofRichmond,itsofficers,officials,employees,agentsandvolunteers;Parisi-CSWDesignGroup,Parisi Transportation,andHighlandConsultingGroupareAdditionalInsuredtoGeneralLiabilityandAutomobileLiabilityasrequiredbywrittencontract.Insuranceis primaryandnon-contributoryperpolicyform.ScheduleofUnderlyingCoveragetoUmbrella:GeneralLiability,AutoLiabilityandEmployer'sLiability.The Umbrellaisfollowform.AWaiverofSubrogationappliestoGeneralLiability,AutoLiabilityandWorkers'Compensation. 30DaysNoticeofCancellation.
DEDUCTIBLES:ProfessionalLiabilityDeductible=$35,000perclaim. ExcessLiabilitySIR=$10,000eachoccurrence.OtherLiabilityDeductibles=$0. 30DayNoticeofCancellation
CityofRichmond
450CivicCenterPlaza
RichmondCA94804
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568
COMMERCIAL AUTOMOBILE BROAD FORM
ENDORSEMENT
This endorsement modifies insurance provided under the following:
BUSINESS AUTO COVERAGE FORM
To the extent that the provisions of this endorsement provide broader benefits to the "insured" than other provisions of the Coverage Form, the provisions of this endorsement apply.
COMMERCIAL AUTOMOBILE
HA 99 16 12 21
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
1. BROAD FORM INSURED
Paragraph .1. - WHO IS AN INSURED - of
Section II - Liability Coverage is amended to
add the following:
d. Subsidiaries and Newly Acquired or
Formed Organizations
The Named Insured shown in the Declarations
is amended to include:
(1) Any legal business entity other than a
partnership or joint venture, formed as a
subsidiary in which you have an
ownership interest of more than 50% on
the effective date of the Coverage Form.
However, the Named Insured does not
include any subsidiary that is an "insured"
under any other automobile policy or
would be an "insured" under such a policy
but for its termination or the exhaustion of
its Limit of Insurance.
(2) Any organization that is acquired or
formed by you and over which you
maintain majority ownership. However,
the Named Insured does not include any
newly formed or acquired organization:
(a) That is a partnership or joint venture,
(b) That is an "insured" under any other
policy,
(c) That has exhausted its Limit of
Insurance under any other policy, or
(d) 180 days or more after its acquisition
or formation by you, unless you have
given us notice of the acquisition or
formation.
Coverage does not apply to "bodily injury"
or "property damage" that results from an
"accident" that occurred before you
formed or acquired the organization.
e. Employees as Insureds
(1). Any "employee" of yours while using a
covered "auto" you don't own, hire or
borrow in your business or your personal
affairs.
f. Lessors as Insureds
(1). The lessor of a covered "auto" while the
"auto" is leased to you under a written
agreement if:
(a) The agreement requires you to
provide direct primary insurance for
the lessor and
(b) The "auto" is leased without a driver.
Such a leased "auto" will be considered a
covered "auto" you own and not a covered
"auto" you hire.
g. Additional Insured if Required by Contract
(1) When you have agreed, in a written
contract or written agreement, that a
person or organization be added as an
additional insured on your business auto
policy, such person or organization is an
"insured", but only to the extent such
person or organization is liable for "bodily
injury" or "property damage" caused by
the conduct of an "insured" under
paragraphs a. or b. of Who Is An Insured
with regard to the ownership,
maintenance or use of a covered "auto."
The insurance afforded to any such
additional insured applies only if the
"bodily injury" or "property damage"
occurs:
(a) During the policy period, and
(b) Subsequent to the execution of such
written contract, and
Form HA 99 16 12 21 Page 1 of 5
© 2021, The Hartford
(Includes copyrighted material of Insurance Services Office, Inc. with its permission.) 57UEGBC2987
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 (c) Prior to the expiration of the period of
time that the written contract requires
such insurance be provided to the
additional insured.
(2) How Limits Apply
If you have agreed in a written contract or
written agreement that another person or
organization be added as an additional
insured on your policy, the most we will
pay on behalf of such additional insured is
the lesser of:
(a) The limits of insurance specified in the
written contract or written agreement;
or
(b) The Limits of Insurance shown in the
Declarations.
Such amount shall be a part of and not in
addition to Limits of Insurance shown in
the Declarations and described in this
Section.
(3) Additional Insureds Other Insurance
If we cover a claim or "suit" under this
Coverage Part that may also be covered
by other insurance available to an
additional insured, such additional insured
must submit such claim or "suit" to the
other insurer for defense and indemnity.
However, this provision does not apply to
the extent that you have agreed in a
written contract or written agreement that
this insurance is primary and
non-contributory with the additional
insured's own insurance.
(4) Duties in The Event Of Accident, Claim,
Suit or Loss
If you have agreed in a written contract or
written agreement that another person or
organization be added as an additional
insured on your policy, the additional
insured shall be required to comply with
the provisions in LOSS CONDITIONS 2. -
DUTIES IN THE EVENT OF ACCIDENT,
CLAIM , SUIT OR LOSS – OF SECTION
IV – BUSINESS AUTO CONDITIONS, in
the same manner as the Named Insured.
2. Primary and Non-Contributory if Required
by Contract
Only with respect to insurance provided to an
additional insured in A.1.g. - Additional
Insured If Required by Contract, the following
provisions apply:
(1) Primary Insurance When Required By
Contract
This insurance is primary if you have
agreed in a written contract or written
agreement that this insurance be primary.
If other insurance is also primary, we will
share with all that other insurance by the
method described in Other Insurance 5.d.
(2) Primary And Non-Contributory To Other
Insurance When Required By Contract
If you have agreed in a written contract or
written agreement that this insurance is
primary and non-contributory with the
additional insured's own insurance, this
insurance is primary and we will not seek
contribution from that other insurance.
Paragraphs (1) and (2) do not apply to other
insurance to which the additional insured has
been added as an additional insured.
When this insurance is excess, we will have
no duty to defend the insured against any
"suit" if any other insurer has a duty to defend
the insured against that "suit". If no other
insurer defends, we will undertake to do so,
but we will be entitled to the insured's rights
against all those other insurers.
When this insurance is excess over other
insurance, we will pay only our share of the
amount of the loss, if any, that exceeds the
sum of:
(1) The total amount that all such other
insurance would pay for the loss in the
absence of this insurance; and
(2) The total of all deductible and self-insured
amounts under all that other insurance.
We will share the remaining loss, if any, by
the method described in SECTION IV-
Business Auto Conditions, B. General
Conditions, Other Insurance 5.d.
3. AUTOS RENTED BY EMPLOYEES
Any "auto" hired or rented by your "employee" on
your behalf and at your direction will be
considered an "auto" you hire.
The SECTION IV- Business Auto Conditions, B.
General Conditions, 5. OTHER INSURANCE
Condition is amended by adding the following:
e. If an "employee’s" personal insurance also
applies on an excess basis to a covered
"auto" hired or rented by your "employee" on
your behalf and at your direction, this
insurance will be primary to the "employee’s"
personal insurance.
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568
4. AMENDED FELLOW EMPLOYEE EXCLUSION
EXCLUSION 5. - FELLOW EMPLOYEE - of
SECTION II - LIABILITY COVERAGE does not
apply if you have workers' compensation
insurance in-force covering all of your
"employees".
Coverage is excess over any other collectible
insurance.
5. HIRED AUTO PHYSICAL DAMAGE COVERAGE
If hired "autos" are covered "autos" for Liability
Coverage and if Comprehensive, Specified
Causes of Loss, or Collision coverages are
provided under this Coverage Form for any "auto"
you own, then the Physical Damage Coverages
provided are extended to "autos" you hire or
borrow, subject to the following limit.
The most we will pay for "loss" to any hired "auto"
is:
(1) $100,000;
(2) The actual cash value of the damaged or
stolen property at the time of the "loss"; or
(3) The cost of repairing or replacing the
damaged or stolen property,
whichever is smallest, minus a deductible. The
deductible will be equal to the largest deductible
applicable to any owned "auto" for that coverage.
No deductible applies to "loss" caused by fire or
lightning. Hired Auto Physical Damage coverage
is excess over any other collectible insurance.
Subject to the above limit, deductible and excess
provisions, we will provide coverage equal to the
broadest coverage applicable to any covered
"auto" you own.
We will also cover loss of use of the hired "auto" if
it results from an "accident", you are legally liable
and the lessor incurs an actual financial loss,
subject to a maximum of $1000 per "accident".
This extension of coverage does not apply to any
"auto" you hire or borrow from any of your
"employees", partners (if you are a partnership),
members (if you are a limited liability company),
or members of their households.
6. PHYSICAL DAMAGE - ADDITIONAL
TEMPORARY TRANSPORTATION EXPENSE
COVERAGE
Paragraph A.4.a. of SECTION III - PHYSICAL
DAMAGE COVERAGE is amended to provide a
limit of $50 per day and a maximum limit of
$1,000.
7. LOAN/LEASE GAP COVERAGE
Under SECTION III - PHYSICAL DAMAGE
COVERAGE, in the event of a total "loss" to a
covered "auto", we will pay your additional legal
obligation for any difference between the actual
cash value of the "auto" at the time of the "loss"
and the "outstanding balance" of the loan/lease.
"Outstanding balance" means the amount you
owe on the loan/lease at the time of "loss" less
any amounts representing taxes; overdue
payments; penalties, interest or charges resulting
from overdue payments; additional mileage
charges; excess wear and tear charges; lease
termination fees; security deposits not returned by
the lessor; costs for extended warranties, credit
life Insurance, health, accident or disability
insurance purchased with the loan or lease; and
carry-over balances from previous loans or
leases.
8. AIRBAG COVERAGE
Under Paragraph B. EXCLUSIONS - of SECTION
III - PHYSICAL DAMAGE COVERAGE, the
following is added:
The exclusion relating to mechanical breakdown
does not apply to the accidental discharge of an
airbag.
9. ELECTRONIC EQUIPMENT - BROADENED
COVERAGE
a. The exceptions to Paragraphs B.4 -
EXCLUSIONS - of SECTION III - PHYSICAL
DAMAGE COVERAGE are replaced by the
following:
Exclusions 4.c. and 4.d. do not apply to
equipment designed to be operated solely by
use of the power from the "auto's" electrical
system that, at the time of "loss", is:
(1) Permanently installed in or upon the
covered "auto";
(2) Removable from a housing unit which is
permanently installed in or upon the
covered "auto";
(3) An integral part of the same unit housing
any electronic equipment described in
Paragraphs (1) and (2) above; or
(4) Necessary for the normal operation of the
covered "auto" or the monitoring of the
covered "auto's" operating system.
b. Section III, Physical Damage Coverage, Limit
of Insurance, Paragraph C.2. is amended to
add the following:
$1,500 is the most we will pay for "loss" in
any one "accident" to all electronic equipment
(other than equipment designed solely for the
reproduction of sound, and accessories used
with such equipment) that reproduces,
receives or transmits audio, visual or data
signals which, at the time of "loss", is:
Form HA 99 16 12 21 Page 3 of 5
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 (1) Permanently installed in or upon the
covered "auto" in a housing, opening or
other location that is not normally used by
the "auto" manufacturer for the installation
of such equipment;
(2) Removable from a permanently installed
housing unit as described in Paragraph
2.a. above or is an integral part of that
equipment; or
(3) An integral part of such equipment.
c. For each covered "auto", should loss be
limited to electronic equipment only, our
obligation to pay for, repair, return or replace
damaged or stolen electronic equipment will
be reduced by the applicable deductible
shown in the Declarations, or $250, whichever
deductible is less.
10. EXTRA EXPENSE - BROADENED COVERAGE
Under Paragraph A. - COVERAGE - of SECTION
III - PHYSICAL DAMAGE COVERAGE, we will
pay for the expense of returning a stolen covered
"auto" to you.
11. GLASS REPAIR - WAIVER OF DEDUCTIBLE
Under Paragraph D. - DEDUCTIBLE - of
SECTION III - PHYSICAL DAMAGE COVERAGE,
the following is added:
No deductible applies to glass damage if the glass
is repaired rather than replaced.
12. TWO OR MORE DEDUCTIBLES
Under Paragraph D. - DEDUCTIBLE - of
SECTION III - PHYSICAL DAMAGE COVERAGE,
the following is added:
If another Hartford Financial Services Group, Inc.
company policy or coverage form that is not an
automobile policy or coverage form applies to the
same "accident", the following applies:
(1) If the deductible under this Business Auto
Coverage Form is the smaller (or smallest)
deductible, it will be waived;
(2) If the deductible under this Business Auto
Coverage Form is not the smaller (or
smallest) deductible, it will be reduced by the
amount of the smaller (or smallest)
deductible.
13. AMENDED DUTIES IN THE EVENT OF
ACCIDENT, CLAIM, SUIT OR LOSS
The requirement in LOSS CONDITIONS 2.a. -
DUTIES IN THE EVENT OF ACCIDENT, CLAIM,
SUIT OR LOSS - of SECTION IV - BUSINESS
AUTO CONDITIONS that you must notify us of an
"accident" applies only when the "accident" is
known to:
(1) You, if you are an individual;
(2) A partner, if you are a partnership;
(3) A member, if you are a limited liability
company; or
(4) An executive officer or insurance manager, if
you are a corporation.
14. UNINTENTIONAL FAILURE TO DISCLOSE
HAZARDS
If you unintentionally fail to disclose any hazards
existing at the inception date of your policy, we
will not deny coverage under this Coverage Form
because of such failure.
15. HIRED AUTO - COVERAGE TERRITORY
SECTION IV, BUSINESS AUTO CONDITIONS,
PARAGRAPH B. GENERAL CONDITIONS, 7. -
POLICY PERIOD, COVERAGE TERRITORY - is
added to include the following:
(6) For short-term hired "autos", the coverage
territory with respect to Liability Coverage is
anywhere in the world provided that if the
"insured's" responsibility to pay damages for
"bodily injury" or "property damage" is
determined in a "suit," the "suit" is brought in
the United States of America, the territories
and possessions of the United States of
America, Puerto Rico or Canada or in a
settlement we agree to.
16. WAIVER OF SUBROGATION
Paragraph 5. TRANSFER OF RIGHTS OF
RECOVERY AGAINST OTHERS TO US - of
SECTION IV - BUSINESS AUTO CONDITIONS
A. Loss Conditions is amended by adding the
following:
We waive any right of recovery we may have
against any person or organization with whom you
have a written contract that requires such waiver
because of payments we make for damages
under this Coverage Form.
17. RESULTANT MENTAL ANGUISH COVERAGE
The definition of "bodily injury" in SECTION V-
DEFINITIONS, C. is replaced by the following:
"Bodily injury" means bodily injury, sickness or
disease sustained by any person, including
mental anguish or death resulting from any of
these.
18. EXTENDED CANCELLATION CONDITION
Paragraph 2. of the COMMON POLICY
CONDITIONS - CANCELLATION - applies except
as follows:
If we cancel for any reason other than
nonpayment of premium, we will mail or deliver to
the first Named Insured written notice of
cancellation at least 60 days before the effective
date of cancellation.
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568
19. HYBRID, ELECTRIC, OR NATURAL GAS
VEHICLE PAYMENT COVERAGE
In the event of a total loss to a "non-hybrid" auto
for which Comprehensive, Specified Causes of
Loss, or Collision coverages are provided under
this Coverage Form, then such Physical Damage
Coverages are amended as follows:
a. If the auto is replaced with a "hybrid" auto or
an auto powered solely by electricity or
natural gas, we will pay an additional 10%, to
a maximum of $2,500, of the "non-hybrid"
auto’sactual cash value or replacement cost,
whichever is less,
b. The auto must be replaced and a copy of a
bill of sale or new lease agreement received
by us within 60 calendar days of the date of
"loss,"
c. Regardless of the number of autos deemed a
total loss, the most we will pay under this
Hybrid, Electric, or Natural Gas Vehicle
Payment Coverage provision for any one
"loss" is $10,000.
For the purposes of the coverage provision,
a. A "non-hybrid" auto is defined as an auto that
uses only an internal combustion engine to
move the auto but does not include autos
powered solely by electricity or natural gas.
b. A "hybrid" auto is defined as an auto with an
internal combustion engine and one or more
electric motors; and that uses the internal
combustion engine and one or more electric
motors to move the auto, or the internal
combustion engine to charge one or more
electric motors, which move the auto.
20. VEHICLE WRAP COVERAGE
In the event of a total loss to an "auto" for which
Comprehensive, Specified Causes of Loss, or
Collision coverages are provided under this
Coverage Form, then such Physical Damage
Coverages are amended to add the following:
In addition to the actual cash value of the "auto",
we will pay up to $1,000 for vinyl vehicle wraps
which are displayed on the covered "auto" at the
time of total loss. Regardless of the number of
autos deemed a total loss, the most we will pay
under this Vehicle Wrap Coverage provision for
any one "loss" is $5,000. For purposes of this
coverage provision, signs or other graphics
painted or magnetically affixed to the vehicle are
not considered vehicle wraps.
Form HA 99 16 12 21 Page 5 of 5
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
Form SS 51 14 04 17 Page 1 of 1
© 2017, The Hartford
ADDITIONAL INSURED PROVISIONS - CALIFORNIA
This endorsement modifies insurance provided under the following:
BUSINESS LIABILITY COVERAGE FORM
A. It is agreed that paragraph (2) of subsections 6.d.
and 6.f. of Section C. - WHO IS AN INSURED is
replaced by the following:
(2) The insurance afforded by paragraph (1) above
does not apply if your acts or omissions, or the
acts or omissions of those acting on your behalf,
that are alleged to have caused the "bodily
injury", "property damage" or "personal and
advertising injury", involve professional
architectural, engineering or surveying services,
including but not limited to:
(a) The preparing, approving, editing of or
failure to prepare or approve, shop
drawings, maps, opinions, reports, surveys,
change orders, field orders, designs,
drawings, specifications, warnings,
recommendations, permit applications
payment requests, manuals or instructions;
(b) Supervisory, inspection, quality control,
architectural, engineering or surveying
activities or services;
(c) Maintenance of job site safety, construction
administration, construction contracting,
construction management, computer
consulting or design software development
or programming service, or selection of a
contractor or programming service;
(d) Monitoring, sampling, or testing service
necessary to perform any of the services
included in a. b. or c. above;
(e) Supervision, hiring, employment, training or
monitoring of others who are performing
any of the services included in a., b. or c.
above.
The insurance afforded to such additional
insured:
(a) Only applies to the extent permitted by law;
and
(b) Will not be broader than that which you are
required by the contract or agreement to
provide for such additional insured.
B. It is agreed that the following paragraphs are added to the end of subsections 1. and 8. of Section F-
OPTIONAL ADDITIONAL INSURED
COVERAGES; and it is agreed the following
paragraphs replace section b. of subsection 9. of
Section F. - OPTIONAL ADDITIONAL INSURED
COVERAGES. These paragraphs do not attach or
amend the language of any of the other subsections
of Section F - OPTIONAL ADDITIONAL INSURED
COVERAGES:
The insurance afforded by this subsection does not
apply if your acts or omissions, or the acts or
omissions of those acting on your behalf, that are
alleged to have caused the "bodily injury", "property
damage" or "personal and advertising injury",
involve professional architectural, engineering or
surveying services, including but not limited to:
(a) The preparing, approving, editing of or
failure to prepare or approve, shop
drawings, maps, opinions, reports, surveys,
change orders, field orders, designs,
drawings, specifications, warnings,
recommendations, permit applications
payment requests, manuals or instructions;
(b) Supervisory, inspection, quality control,
architectural, engineering or surveying
activities or services;
(c) Maintenance of job site safety, construction
administration, construction contracting,
construction management, computer
consulting or design software development
or programming service, or selection of a
contractor or programming service;
(d) Monitoring, sampling, or testing service
necessary to perform any of the services
included in a. b. or c. above;
(e) Supervision, hiring, employment, training or
monitoring of others who are performing any
of the services included in a., b. or c. above.
The insurance afforded to such additional insured:
(a) Only applies to the extent permitted by law;
and
(b) Will not be broader than that which you are
required by the contract or agreement to
provide for such additional insured.
3ROLF\
57SBWBO0500
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568
BUSINESS LIABILITY COVERAGE FORM
(b) b.Rented to, in the care, custody or Coverage under this provision does not control of, or over which physical apply to:
control is being exercised for any (1) "Bodily injury" or "property damage" purpose by you, any of your that occurred; or
"employees", "volunteer workers", (2) "Personal and advertising injury"any partner or member (if you are arising out of an offense committeda partnership or joint venture), or before you acquired or formed the any member (if you are a limited organization.liability company).
4. Operator Of Mobile Equipmentb. Real Estate Manager
With respect to "mobile equipment" registered inAny person (other than your "employee" or your name under any motor vehicle registration"volunteer worker"), or any organization law, any person is an insured while driving suchwhile acting as your real estate manager. equipment along a public highway with yourc. Temporary Custodians Of Your permission. Any other person or organizationProperty responsible for the conduct of such person isAny person or organization having proper also an insured, but only with respect to liabilitytemporary custody of your property if you arising out of the operation of the equipment, anddie, but only: only if no other insurance of any kind is available (1) With respect to liability arising out of the to that person or organization for this liability. maintenance or use of that property; and However, no person or organization is an insured with respect to:(2) Until your legal representative has been appointed. a. "Bodily injury" to a co-"employee" of the person driving the equipment; ord. Legal Representative If You Die b. "Property damage" to property owned by,Your legal representative if you die, but rented to, in the charge of or occupied byonly with respect to duties as such. That you or the employer of any person who isrepresentative will have all your rights and an insured under this provision.duties under this insurance.
5. Operator of Nonowned Watercrafte. Unnamed Subsidiary With respect to watercraft you do not own thatAny subsidiary and subsidiary thereof, of is less than 51 feet long and is not being usedyours which is a legally incorporated entity to carry persons for a charge, any person is anof which you own a financial interest of insured while operating such watercraft withmore than 50% of the voting stock on the your permission. Any other person oreffective date of this Coverage Part. organization responsible for the conduct ofThe insurance afforded herein for any such person is also an insured, but only withsubsidiary not shown in the Declarations respect to liability arising out of the operationas a named insured does not apply to of the watercraft, and only if no otherinjury or damage with respect to which an insurance of any kind is available to thatinsured under this insurance is also an person or organization for this liability.insured under another policy or would be However, no person or organization is anan insured under such policy but for its insured with respect to:termination or upon the exhaustion of its limits of insurance. a. "Bodily injury" to a co-"employee" of the person operating the watercraft; or3. Newly Acquired Or Formed Organization b. "Property damage" to property owned by,Any organization you newly acquire or form, rented to, in the charge of or occupied byother than a partnership, joint venture or you or the employer of any person who islimited liability company, and over which you an insured under this provision.maintain financial interest of more than 50% of the voting stock, will qualify as a Named 6. Additional Insureds When Required By Insured if there is no other similar insurance Written Contract, Written Agreement Or available to that organization. However: Permit
a. Coverage under this provision is afforded The person(s) or organization(s) identified in only until the 180th day after you acquire a. f.Paragraphs through below are additional or form the organization or the end of the insureds when you have agreed, in a written policy period, whichever is earlier; and
Form SS 00 08 04 05 Page 11 of 24
3ROLF\
57SBWBO0500
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568
BUSINESS LIABILITY COVERAGE FORM
(e)contract, written agreement or because of a Any failure to make such permit issued by a state or political inspections, adjustments, tests or subdivision, that such person or organization servicing as the vendor has be added as an additional insured on your agreed to make or normally policy, provided the injury or damage occurs undertakes to make in the usual subsequent to the execution of the contract or course of business, in connection agreement, or the issuance of the permit. with the distribution or sale of the products;A person or organization is an additional
(f) Demonstration, installation,insured under this provision only for that servicing or repair operations,period of time required by the contract, except such operations performedagreement or permit.
at the vendor's premises inHowever, no such person or organization is an connection with the sale of theadditional insured under this provision if such product;person or organization is included as an (g) Products which, after distributionadditional insured by an endorsement issued or sale by you, have been labeledby us and made a part of this Coverage Part, or relabeled or used as aincluding all persons or organizations added container, part or ingredient of anyas additional insureds under the specific other thing or substance by or foradditional insured coverage grants in Section the vendor; orF. – Optional Additional Insured Coverages. (h) "Bodily injury" or "propertya. Vendors
damage" arising out of the soleAny person(s) or organization(s) (referred to negligence of the vendor for itsbelow as vendor), but only with respect to own acts or omissions or those of"bodily injury" or "property damage" arising its employees or anyone elseout of "your products" which are distributed acting on its behalf. However, thisor sold in the regular course of the vendor's exclusion does not apply to:business and only if this Coverage Part (i) The exceptions contained inprovides coverage for "bodily injury" or (d) (f)Subparagraphs or ; or"property damage" included within the (ii)"products-completed operations hazard". Such inspections, adjustments, tests or servicing as the vendor(1) The insurance afforded to the vendor has agreed to make or normallyis subject to the following additional undertakes to make in the usualexclusions:
course of business, inThis insurance does not apply to: connection with the distribution (a) "Bodily injury" or "property or sale of the products. damage" for which the vendor is (2) This insurance does not apply to anyobligated to pay damages by insured person or organization fromreason of the assumption of whom you have acquired such products,liability in a contract or agreement. or any ingredient, part or container,This exclusion does not apply to entering into, accompanying orliability for damages that the containing such products.vendor would have in the absence b. Lessors Of Equipmentof the contract or agreement;
(1) Any person or organization from(b) Any express warranty whom you lease equipment; but onlyunauthorized by you;
with respect to their liability for "bodily(c) Any physical or chemical change injury", "property damage" orin the product made intentionally "personal and advertising injury"by the vendor; caused, in whole or in part, by your (d) Repackaging, except when
maintenance, operation or use of
unpacked solely for the purpose of equipment leased to you by such inspection, demonstration, testing, person or organization. or the substitution of parts under
instructions from the manufacturer,
and then repackaged in the
original container;
3ROLF\
57SBWBO0500
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568
BUSINESS LIABILITY COVERAGE FORM
(2) e. Permits Issued By State Or PoliticalWith respect to the insurance afforded Subdivisionsto these additional insureds, this
insurance does not apply to any (1) Any state or political subdivision, but "occurrence" which takes place after only with respect to operations you cease to lease that equipment. performed by you or on your behalf for c. Lessors Of Land Or Premises which the state or political subdivision has issued a permit.(1) Any person or organization from (2)whom you lease land or premises, but With respect to the insurance afforded only with respect to liability arising out to these additional insureds, this of the ownership, maintenance or use insurance does not apply to:
of that part of the land or premises (a) "Bodily injury", "property damage" leased to you. or "personal and advertising
(2) With respect to the insurance afforded injury" arising out of operations to these additional insureds, this performed for the state or insurance does not apply to: municipality; or
(a) (b)Any "occurrence" which takes "Bodily injury" or "property damage" place after you cease to lease that included within the "products- land or be a tenant in that completed operations hazard". premises; or f. Any Other Party
(b) Structural alterations, new (1) Any other person or organization who construction or demolition a.is not an insured under Paragraphs operations performed by or on ethrough . above, but only with behalf of such person or respect to liability for "bodily injury", organization. "property damage" or "personal and
d. Architects, Engineers Or Surveyors advertising injury" caused, in whole or in part, by your acts or omissions or(1) Any architect, engineer, or surveyor, but the acts or omissions of those actingonly with respect to liability for "bodily on your behalf:injury", "property damage" or "personal
(a)and advertising injury" caused, in whole In the performance of your or in part, by your acts or omissions or ongoing operations; the acts or omissions of those acting on (b) In connection with your premises your behalf: owned by or rented to you; or
(a) In connection with your premises; (c) In connection with "your work" and or included within the "products-
(b) In the performance of your completed operations hazard", but ongoing operations performed by only if
you or on your behalf. (i) The written contract or written (2) With respect to the insurance afforded agreement requires you to to these additional insureds, the provide such coverage to following additional exclusion applies: such additional insured; and (ii)This insurance does not apply to This Coverage Part provides "bodily injury", "property damage" or coverage for "bodily injury" or "personal and advertising injury" "property damage" included arising out of the rendering of or the within the "products- failure to render any professional completed operations hazard". services by or for you, including: (2) With respect to the insurance afforded (a) The preparing, approving, or to these additional insureds, this failure to prepare or approve, insurance does not apply to:
maps, shop drawings, opinions, "Bodily injury", "property damage" or reports, surveys, field orders, "personal and advertising injury" change orders, designs or arising out of the rendering of, or the drawings and specifications; or failure to render, any professional (b) Supervisory, inspection, architectural, engineering or surveying architectural or engineering services, including:
activities.
Form SS 00 08 04 05 Page 13 of 24
3ROLF\
57SBWBO0500
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568
BUSINESS LIABILITY COVERAGE FORM
(a) The preparing, approving, or This General Aggregate limit does not failure to prepare or approve, apply to "property damage" to premises maps, shop drawings, opinions, while rented to you or temporarily reports, surveys, field orders, occupied by you with permission of the change orders, designs or owner, arising out of fire, lightning or drawings and specifications; or explosion.
(b) 3. Each Occurrence LimitSupervisory, inspection,
architectural or engineering 2.a. 2.bSubject to or above, whichever activities. applies, the most we will pay for the sum of all The limits of insurance that apply to additional damages because of all "bodily injury", D.insureds are described in Section – Limits "property damage" and medical expenses Of Insurance. arising out of any one "occurrence" is the Liability and Medical Expenses Limit shown inHow this insurance applies when other the Declarations.insurance is available to an additional insured is described in the Other Insurance Condition The most we will pay for all medical expenses E.in Section – Liability And Medical Expenses because of "bodily injury" sustained by any General Conditions. one person is the Medical Expenses Limit shown in the Declarations.No person or organization is an insured with
4. Personal And Advertising Injury Limitrespect to the conduct of any current or past partnership, joint venture or limited liability 2.b.Subject to above, the most we will pay for company that is not shown as a Named Insured in the sum of all damages because of all the Declarations. "personal and advertising injury" sustained by any one person or organization is the Personal
D. LIABILITY AND MEDICAL EXPENSES
and Advertising Injury Limit shown in theLIMITS OF INSURANCE Declarations.
1. The Most We Will Pay 5. Damage To Premises Rented To You Limit The Limits of Insurance shown in the The Damage To Premises Rented To YouDeclarations and the rules below fix the most Limit is the most we will pay under Businesswe will pay regardless of the number of: Liability Coverage for damages because of a. Insureds; "property damage" to any one premises, while b. Claims made or "suits" brought; or rented to you, or in the case of damage by fire, lightning or explosion, while rented to you orc. Persons or organizations making claims or temporarily occupied by you with permission ofbringing "suits". the owner.2. Aggregate Limits
In the case of damage by fire, lightning orThe most we will pay for: explosion, the Damage to Premises Rented To a. Damages because of "bodily injury" and You Limit applies to all damage proximately "property damage" included in the caused by the same event, whether such "products-completed operations hazard" is damage results from fire, lightning or explosion the Products-Completed Operations or any combination of these.
Aggregate Limit shown in the 6. How Limits Apply To Additional InsuredsDeclarations.
The most we will pay on behalf of a person orb. Damages because of all other "bodily organization who is an additional insuredinjury", "property damage" or "personal under this Coverage Part is the lesser of:and advertising injury", including medical a. The limits of insurance specified in aexpenses, is the General Aggregate Limit written contract, written agreement orshown in the Declarations. permit issued by a state or politicalThis General Aggregate Limit applies subdivision; orseparately to each of your "locations" b. The Limits of Insurance shown in theowned by or rented to you.
Declarations."Location" means premises involving the
Such amount shall be a part of and not in same or connecting lots, or premises addition to the Limits of Insurance shown in whose connection is interrupted only by a the Declarations and described in this Section.street, roadway or right-of-way of a railroad.
3ROLF\
57SBWBO0500
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568
BUSINESS LIABILITY COVERAGE FORM
(1)If more than one limit of insurance under this Immediately send us copies of any policy and any endorsements attached thereto demands, notices, summonses or applies to any claim or "suit", the most we will pay legal papers received in connection under this policy and the endorsements is the with the claim or "suit"; single highest limit of liability of all coverages (2) Authorize us to obtain records and applicable to such claim or "suit". However, this other information; paragraph does not apply to the Medical Expenses (3) Cooperate with us in the investigation, 3.limit set forth in Paragraph above. settlement of the claim or defense The Limits of Insurance of this Coverage Part apply against the "suit"; and separately to each consecutive annual period and to (4) Assist us, upon our request, in theany remaining period of less than 12 months, starting enforcement of any right against anywith the beginning of the policy period shown in the person or organization that may beDeclarations, unless the policy period is extended liable to the insured because of injuryafter issuance for an additional period of less than 12 or damage to which this insurancemonths. In that case, the additional period will be may also apply.deemed part of the last preceding period for purposes d. Obligations At The Insured's Own Costof determining the Limits of Insurance.
No insured will, except at that insured's own
E. LIABILITY AND MEDICAL EXPENSES cost, voluntarily make a payment, assume GENERAL CONDITIONS any obligation, or incur any expense, other than for first aid, without our consent.1. Bankruptcy
e. Additional Insured's Other InsuranceBankruptcy or insolvency of the insured or of the insured's estate will not relieve us of our If we cover a claim or "suit" under this obligations under this Coverage Part. Coverage Part that may also be covered by other insurance available to an2. Duties In The Event Of Occurrence, additional insured, such additional insuredOffense, Claim Or Suit must submit such claim or "suit" to thea. Notice Of Occurrence Or Offense other insurer for defense and indemnity.
You or any additional insured must see to However, this provision does not apply toit that we are notified as soon as the extent that you have agreed in apracticable of an "occurrence" or an written contract, written agreement oroffense which may result in a claim. To permit that this insurance is primary andthe extent possible, notice should include: non-contributory with the additional (1) How, when and where the "occurrence" insured's own insurance. or offense took place; f. Knowledge Of An Occurrence, Offense, (2) The names and addresses of any Claim Or Suit
injured persons and witnesses; and a. b.Paragraphs and apply to you or to (3) The nature and location of any injury any additional insured only when such or damage arising out of the "occurrence", offense, claim or "suit" is "occurrence" or offense. known to:
b. Notice Of Claim (1) You or any additional insured that is an individual;If a claim is made or "suit" is brought
against any insured, you or any additional (2) Any partner, if you or an additional insured must: insured is a partnership;
(1) Immediately record the specifics of the (3) Any manager, if you or an additional claim or "suit" and the date received; insured is a limited liability company; and (4) Any "executive officer" or insurance
(2) Notify us as soon as practicable. manager, if you or an additional insured is a corporation;You or any additional insured must see to it that we receive a written notice of the (5) Any trustee, if you or an additional claim or "suit" as soon as practicable. insured is a trust; or c. Assistance And Cooperation Of The (6) Any elected or appointed official, if you Insured or an additional insured is a political
subdivision or public entity.You and any other involved insured must:
Form SS 00 08 04 05 Page 15 of 24
3ROLF\
57SBWBO0500
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568
BUSINESS LIABILITY COVERAGE FORM
f. (3)This Paragraph applies separately to We have issued this policy in reliance you and any additional insured. upon your representations.
3. Financial Responsibility Laws b. Unintentional Failure To Disclose Hazardsa. When this policy is certified as proof of
financial responsibility for the future under If unintentionally you should fail to disclose the provisions of any motor vehicle all hazards relating to the conduct of your financial responsibility law, the insurance business at the inception date of this provided by the policy for "bodily injury" Coverage Part, we shall not deny any liability and "property damage" liability will coverage under this Coverage Part comply with the provisions of the law to because of such failure. the extent of the coverage and limits of 7. Other Insurance insurance required by that law. If other valid and collectible insurance isb. With respect to "mobile equipment" to available for a loss we cover under thiswhich this insurance applies, we will Coverage Part, our obligations are limited asprovide any liability, uninsured motorists, follows:underinsured motorists, no-fault or other a. Primary Insurancecoverage required by any motor vehicle b.law. We will provide the required limits for This insurance is primary except when those coverages. below applies. If other insurance is also primary, we will share with all that other4. Legal Action Against Us c.insurance by the method described inNo person or organization has a right under below.this Coverage Form:
b. Excess Insurancea. To join us as a party or otherwise bring us This insurance is excess over any of theinto a "suit" asking for damages from an other insurance, whether primary, excess,insured; or
contingent or on any other basis:b. To sue us on this Coverage Form unless (1) Your Workall of its terms have been fully complied
with. That is Fire, Extended Coverage,
Builder's Risk, Installation Risk orA person or organization may sue us to recover similar coverage for "your work";on an agreed settlement or on a final judgment against an insured; but we will not be liable for (2) Premises Rented To You damages that are not payable under the terms of That is fire, lightning or explosionthis insurance or that are in excess of the insurance for premises rented to youapplicable limit of insurance. An agreed or temporarily occupied by you withsettlement means a settlement and release of permission of the owner;liability signed by us, the insured and the (3) Tenant Liabilityclaimant or the claimant's legal representative.
That is insurance purchased by you to5. Separation Of Insureds cover your liability as a tenant forExcept with respect to the Limits of Insurance, "property damage" to premises rentedand any rights or duties specifically assigned to you or temporarily occupied by youin this policy to the first Named Insured, this with permission of the owner;insurance applies:
(4) Aircraft, Auto Or Watercrafta. As if each Named Insured were the only If the loss arises out of the maintenanceNamed Insured; and or use of aircraft, "autos" or watercraft tob. Separately to each insured against whom g.the extent not subject to Exclusion ofa claim is made or "suit" is brought. A.Section – Coverages.
6. Representations (5) Property Damage To Borrowed
a. When You Accept This Policy Equipment Or Use Of Elevators By accepting this policy, you agree: If the loss arises out of "property damage" to borrowed equipment or(1) The statements in the Declarations the use of elevators to the extent notare accurate and complete; k. A.subject to Exclusion of Section –(2) Those statements are based upon Coverages.representations you made to us; and
3ROLF\
57SBWBO0500
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568
BUSINESS LIABILITY COVERAGE FORM
(6) When You Are Added As An When this insurance is excess over other Additional Insured To Other insurance, we will pay only our share of Insurance the amount of the loss, if any, that
exceeds the sum of:That is other insurance available to (1)you covering liability for damages The total amount that all such other arising out of the premises or insurance would pay for the loss in the operations, or products and completed absence of this insurance; and operations, for which you have been (2) The total of all deductible and self- added as an additional insured by that insured amounts under all that other insurance; or insurance.
(7) When You Add Others As An We will share the remaining loss, if any, with Additional Insured To This any other insurance that is not described in Insurance this Excess Insurance provision and was not
That is other insurance available to an bought specifically to apply in excess of the additional insured. Limits of Insurance shown in the
Declarations of this Coverage Part.However, the following provisions c. Method Of Sharingapply to other insurance available to any person or organization who is an If all the other insurance permits additional insured under this Coverage contribution by equal shares, we will follow Part: this method also. Under this approach,
(a) Primary Insurance When each insurer contributes equal amounts Required By Contract until it has paid its applicable limit of insurance or none of the loss remains,This insurance is primary if you whichever comes first.have agreed in a written contract, written agreement or permit that If any of the other insurance does not permit this insurance be primary. If other contribution by equal shares, we will insurance is also primary, we will contribute by limits. Under this method, each share with all that other insurance insurer’s share is based on the ratio of its c.by the method described in applicable limit of insurance to the total below. applicable limits of insurance of all insurers.
(b) Primary And Non-Contributory 8. Transfer Of Rights Of Recovery Against To Other Insurance When Others To Us
Required By Contract a. Transfer Of Rights Of Recovery
If you have agreed in a written If the insured has rights to recover all or contract, written agreement or part of any payment, including permit that this insurance is Supplementary Payments, we have made primary and non-contributory with under this Coverage Part, those rights are the additional insured's own transferred to us. The insured must do insurance, this insurance is nothing after loss to impair them. At our primary and we will not seek request, the insured will bring "suit" or contribution from that other transfer those rights to us and help us insurance. enforce them. This condition does not
(a) (b)Paragraphs and do not apply to apply to Medical Expenses Coverage. other insurance to which the additional b. Waiver Of Rights Of Recovery (Waiver insured has been added as an Of Subrogation)
additional insured. If the insured has waived any rights of When this insurance is excess, we will recovery against any person or have no duty under this Coverage Part to organization for all or part of any payment, defend the insured against any "suit" if any including Supplementary Payments, we other insurer has a duty to defend the have made under this Coverage Part, we insured against that "suit". If no other also waive that right, provided the insured insurer defends, we will undertake to do waived their rights of recovery against so, but we will be entitled to the insured's such person or organization in a contract, rights against all those other insurers. agreement or permit that was executed prior to the injury or damage.
Form SS 00 08 04 05 Page 17 of 24
3ROLF\
57SBWBO0500
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
Countersigned by
Authorized Representative
(1) Printed in U.S.A.Form WC 04 03 06
Policy Expiration Date:
WAIVER OF OUR RIGHT TO RECOVER FROM
OTHERS ENDORSEMENT - CALIFORNIA
Endorsement Number:Policy Number:
Effective Date: Effective hour is the same as stated on the Information Page of the policy.
Named Insured and Address:
We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule.
The additional premium for this endorsement shall be 2 % of the California workers' compensation premium otherwise due on such remuneration.
SCHEDULE
Person or Organization Job Description
Any person or organization from whom you are required by written contract or agreement to obtain this waiver of rights from us
57WEGAL1BZF
03/31/2024
CSW/Stuber-StroehEngineeringGroupInc.
504RedwoodBlvd.,Suite310
Novato,CA94947
03/31/2025
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568
QUICK REFERENCEBUSINESS LIABILITY COVERAGE FORMREAD YOUR POLICY CAREFULLY BUSINESS LIABILITY COVERAGE FORMBeginning onPageA.COVERAGES 1 1Business Liability 2Medical Expenses 2CoverageExtension -SupplementaryPaymentsB.EXCLUSIONS 3C.WHO IS AN INSURED 10D.LIABILITY AND MEDICAL EXPENSESLIMITS OF INSURANCE 14E.LIABILITY AND MEDICAL EXPENSES GENERAL CONDITIONS151. 15Bankruptcy2. 15DutiesInTheEventOf Occurrence,Offense,ClaimOrSuit3. 16FinancialResponsibilityLaws4. 16Legal ActionAgainst Us5. 16SeparationOf Insureds6. 16Representations7. 16OtherInsurance8. 17TransferOf RightsOf RecoveryAgainst OthersToUsF.OPTIONAL ADDITIONAL INSURED COVERAGES 18 18AdditionalInsuredsG.LIABILITY AND MEDICAL EXPENSES DEFINITIONS 20 FormSS 0008 0405
57SBWBO0500
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568
ABCDEFGHIJ
BUSINESS LIABILITY COVERAGE FORM
Various provisions in this policy restrict coverage. Read the entire policy carefully to determine rights, duties and what is and is not covered.
Throughout this policy the words "you" and "your" refer to the Named Insured shown in the Declarations. The words "we", "us" and "our" refer to the stock insurance company member of The Hartford providing this insurance.
CThe word "insured" means any person or organization qualifying as such under Section . - Who Is An Insured.
GOther words and phrases that appear in quotation marks have special meaning. Refer to Section . - Liability And Medical Expenses Definitions.
(a) The "bodily injury" or "property A. COVERAGES
damage" is caused by an 1. BUSINESS LIABILITY COVERAGE (BODILY "occurrence" that takes place in the I NJURY, PROPERTY DAMAGE, PERSONAL "coverage territory";AND ADVERTISING INJURY) (b) The "bodily injury" or "propertyInsuring Agreement damage" occurs during the policy a. We will pay those sums that the insured period; and
becom
es legally obligated to pay as (c) Prior to the policy period, no insureddamages because of "bodily injury", 1.listed under Paragraph of Section"property damage" or "personal and C. – Who Is An Insured and noadvertising injury" to which this insurance "employee" authorized by you to giveappl ies. We will have the right and duty to or receive notice of an "occurrence"def end the insured against any "suit" or claim, knew that the "bodily injury"s eeking those damages. However, we will or "property damage" had occurred,have no duty to defend the insured against in whole or in part. If such a listedany "suit" seeking damages for "bodily insured or authorized "employee"i njury", "property damage" or "personal and knew, prior to the policy period, thatadv ertising injury" to which this insurance the "bodily injury" or "propertydoes not apply. damage" occurred, then any We may, at our discretion, investigate any continuation, change or resumption "occurrence"
or offense and settle any claim of such "bodily injury" or "property or "suit" that may result. But: damage" during or after the policy period will be deemed to have been(1) The amount we will pay for damages is known prior to the policy period.D.limited as described in Section - (2) To "personal and advertising injury" Liability And Medical Expenses Limits caused by an offense arising out of your Of Insurance; and business, but only if the offense was(2) Our right and duty to defend ends when committed in the "coverage territory" we have used up the applicable limit of during the policy period.insurance in the payment of judgments, c. "Bodily injury" or "property damage" will besettlements or medical expenses to which deem
ed to have been known to havethis insurance applies.
occurred
at the earliest time when anyNo other obligation or liability to pay sums or
1.i
nsured listed under Paragraph of Sectionperform acts or services is covered unless C. –
Who Is An Insured or any "employee"explicitly provided for under Coverage aut
horized by you to give or receive noticeExtension - Supplementary Payments. of an "occurrence" or claim:b. This insurance applies:
(1) Reports all, or any part, of the "bodily (1) To "bodily injury" and "property injury" or "property damage" to us or damage" only if: any other insurer; Form SS 00 08 04 05 Page 1 of 24
© 2005, The Hartford
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 BUSINESS LIABILITYCOVERAGE FORM(2) b.Receivesawrittenorverbaldemandor Wewillmakethesepaymentsregardlessof claimfordamagesbecauseofthe"bodily fault.Thesepaymentswillnotexceedthe injury"or"propertydamage";or applicablelimitofinsurance.Wewillpay reasonable expensesfor:(3)Becomesawarebyanyothermeansthat (1)"bodilyinjury"or"propertydamage"has Firstaidadministeredatthetimeofan occurredorhasbeguntooccur. accident;d. (2)Damagesbecauseof"bodilyinjury"include Necessarymedical,surgical,x-rayanddamagesclaimedbyanypersonor dentalservices,includingprosthetic organizationforcare,lossofservicesor devices;anddeathresultingatanytimefromthe"bodily (3)Necessaryambulance,hospital, injury". professionalnursingandfuneral e.IncidentalMedical Malpractice services.(1)"Bodilyinjury"arisingoutofthe 3.COVERAGEEXTENSION-renderingoforfailuretorender SUPPLEMENTARY PAYMENTSprofessionalhealthcareservicesasa a.Wewillpay,withrespecttoanyclaimor physician,dentist,nurse,emergency "suit"weinvestigateorsettle,orany"suit" medicaltechnicianorparamedicshall againstan insured wedefend:bedeemedtobecausedbyan (1)Allexpenses weincur."occurrence", but only if: (2)Upto$1,000forthecostofbailbonds (a)Thephysician,dentist,nurse, requiredbecauseofaccidentsortraffic emergencymedicaltechnicianor lawviolationsarisingoutoftheuseof paramedicisemployedbyyouto anyvehicletowhichBusinessLiability provide suchservices; and Coveragefor"bodily injury"applies. We (b)Youarenotengagedinthe donothave to furnishthesebonds.businessoroccupationofproviding (3)Thecostofappealbondsorbondsto suchservices. releaseattachments,butonlyforbond (2)Forthepurposeofdeterminingthe amountswithintheapplicablelimitof limitsofinsurancefor incidentalmedical insurance.Wedonothavetofurnish malpractice,anyactoromission these bonds.togetherwithallrelatedactsor (4)All reasonable expenses incurred by the omissionsinthefurnishingofthese insuredatour request to assist us in the servicestoanyonepersonwillbe investigationordefenseoftheclaimor considered one"occurrence"."suit",includingactuallossofearnings 2.MEDICAL EXPENSES upto$500adaybecauseoftimeoff InsuringAgreement fromwork.a.Wewillpaymedicalexpensesasdescribed (5)Allcoststaxedagainsttheinsuredin belowfor"bodilyinjury"causedbyan the "suit".accident: (6)Prejudgmentinterestawardedagainst (1)On premisesyou ownor rent; theinsuredonthatpartofthejudgment wepay.Ifwemakeanoffertopaythe (2)Onwaysnexttopremisesyouownor applicablelimitofinsurance,wewillnot rent;or payanyprejudgmentinterestbasedon (3)Becauseofyour operations; that period of time aftertheoffer.provided that: (7)Allinterestonthefullamountofany (1)Theaccidenttakesplaceinthe judgmentthataccruesafterentryofthe "coverageterritory"andduringthe judgmentandbeforewehavepaid, policyperiod; offeredtopay,ordepositedincourtthe partofthejudgmentthatiswithinthe (2)The expenses are incurredand reported applicable limit of insurance.touswithinthreeyearsofthedateof the accident; and (1) (7)Anyamountspaidunderthroughabovewillnotreduce the limits of insurance.(3)Theinjuredpersonsubmitsto examination,atourexpense,byphysiciansofourchoiceasoftenaswe reasonably require.Page 2of24 FormSS 0008 0405 Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 BUSINESS LIABILITYCOVERAGE FORMb.Ifwedefendaninsuredagainsta"suit" Solongastheaboveconditionsaremet,andanindemniteeoftheinsuredisalso attorneys'feesincurredbyusinthenamedasapartytothe"suit",wewill defenseofthatindemnitee,necessarydefendthatindemniteeifallofthe litigationexpensesincurredbyusandfollowingconditionsare met: necessarylitigationexpensesincurredbytheindemniteeatourrequestwillbe(1)The"suit"againsttheindemnitee paidasSupplementaryPayments.seeksdamagesforwhichtheinsured hasassumedtheliabilityofthe Notwithstandingtheprovisionsof 1.b.(b) B.indemniteeinacontractoragreement ParagraphofSection–thatisan "insured contract"; Exclusions,suchpaymentswillnotbe deemedtobedamagesfor"bodily (2)Thisinsuranceappliestosuchliability injury"and"propertydamage"andwill assumed bytheinsured; not reducetheLimits of Insurance.(3)Theobligation to defend, or the cost of Ourobligationtodefendaninsured's thedefenseof,thatindemnitee,has indemniteeandtopayforattorneys'fees alsobeenassumedbytheinsuredin andnecessarylitigationexpensesas the same "insured contract"; Supplementary Paymentsends when:(4)Theallegationsinthe"suit"andthe (1)Wehaveuseduptheapplicablelimit informationweknowaboutthe ofinsuranceinthepaymentof "occurrence"aresuchthatnoconflict judgments orsettlements; orappearstoexistbetweentheinterests (2)oftheinsuredandtheinterestofthe Theconditionssetforthabove,ortheindemnitee; termsoftheagreementdescribedin(6)Paragraphabove,arenolongermet.(5)Theindemniteeandtheinsuredask ustoconductandcontrolthedefense B.EXCLUSIONSofthatindemniteeagainstsuch"suit" 1.ApplicableTo Business LiabilityCoverageandagreethatwecanassignthe Thisinsurancedoes not apply to:samecounseltodefendtheinsured andtheindemnitee;and a.ExpectedOrIntendedInjury(6)The indemnitee: (1)"Bodilyinjury"or"propertydamage" expectedorintendedfromthe (a)Agreesinwritingto: standpointoftheinsured.This (i)Cooperatewithusinthe exclusiondoesnotapplyto"bodily investigation,settlementor injury"or"propertydamage"resulting defense of the "suit"; fromtheuseofreasonableforceto (ii)Immediately sendus copies of protectpersons orproperty; oranydemands, notices, (2)"Personalandadvertisinginjury"arisingsummonsesorlegalpapers outofanoffensecommittedby,atthereceivedinconnectionwith directionoforwiththeconsentorthe "suit"; acquiescenceoftheinsuredwiththe(iii)Notify any otherinsurerwhose expectationofinflicting"personalandcoverageisavailabletothe advertisinginjury".indemnitee; and b.ContractualLiability(iv)Cooperatewithuswith (1)"Bodilyinjury"or"propertydamage";orrespecttocoordinatingother (2)"Personal andadvertisinginjury"applicableinsuranceavailable to the indemnitee; and forwhichtheinsuredisobligatedtopay damagesbyreasonoftheassumptionof(b)Providesuswithwritten liabilityina contractor agreement.authorizationto: Thisexclusiondoesnotapplytoliability (i)Obtainrecordsandother for damages becauseof:informationrelatedtothe "suit"; and (a)"Bodilyinjury","propertydamage"or"personalandadvertisinginjury"that(ii)Conductandcontrolthe theinsuredwouldhaveinthedefenseoftheindemniteein absenceofthecontractorsuch"suit". agreement;orFormSS 0008 0405 Page 3of24 Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 BUSINESS LIABILITYCOVERAGE FORM(b) (b)"Bodilyinjury"or"propertydamage" Performingdutiesrelatedtotheassumed in a contract oragreement conductoftheinsured’sbusiness,orthatisan"insuredcontract", (2)Thespouse,child,parent,brotheror providedthe"bodilyinjury"or sisterofthat"employee"asa "property damage" occurs (1)consequenceofabove.subsequenttotheexecutionofthe Thisexclusion applies:contractoragreement.Solelyfor (1)Whethertheinsuredmaybeliableas thepurposeofliabilityassumedin anemployerorinanyothercapacity; an"insuredcontract",reasonable andattorneys'feesandnecessarylitigation expenses incurred by or for (2)Toanyobligationtosharedamages apartyotherthananinsuredare withorrepaysomeoneelsewhomustdeemedtobedamagesbecauseof paydamagesbecause of the injury."bodilyinjury"or"propertydamage" Thisexclusiondoesnotapplytoliability provided: assumedbytheinsuredunderan"insured (i)Liabilitytosuchpartyfor,orfor contract".thecostof,thatparty’sdefense f.Pollutionhasalsobeenassumedinthe (1)"Bodilyinjury","propertydamage"or same"insuredcontract",and "personalandadvertisinginjury" (ii)Suchattorneys'feesand arisingoutoftheactual,allegedor litigationexpensesarefor threateneddischarge,dispersal, defenseofthat party against a seepage,migration,releaseorescape civiloralternativedispute of "pollutants":resolutionproceedinginwhich (a)Atorfromanypremises,siteor damagestowhichthis locationwhichisorwasatanyinsurance appliesare alleged. timeownedoroccupiedby,or c.Liquor Liability rentedorloanedtoanyinsured. "Bodilyinjury"or"propertydamage"for However,thissubparagraphdoes whichanyinsuredmaybeheldliableby not apply to:reasonof: (i)"Bodilyinjury"ifsustainedwithin(1)Causingorcontributingtothe abuildingandcausedbyintoxicationofany person; smoke,fumes,vapororsootproducedbyororiginatingfrom(2)Thefurnishingofalcoholicbeveragesto equipmentthatisusedtoheat,apersonunderthelegaldrinkingageor coolordehumidifythebuilding,undertheinfluenceofalcohol;or orequipmentthatisusedto(3)Anystatute,ordinanceorregulation heatwaterforpersonaluse,byrelatingtothesale,gift,distributionor thebuilding'soccupantsortheiruseofalcoholicbeverages. guests;Thisexclusionappliesonlyifyouareinthe (ii)"Bodilyinjury"or"propertybusinessofmanufacturing,distributing, damage"forwhichyoumaybeselling,servingorfurnishingalcoholic heldliable,ifyouareabeverages. contractorandtheownerord.Workers'CompensationAndSimilar lesseeofsuchpremises,site orLaws location hasbeenaddedtoyourAnyobligationoftheinsuredundera policyasanadditionalinsuredworkers'compensation,disabilitybenefits withrespecttoyourongoingorunemploymentcompensationlawor operationsperformedforthatanysimilar law. additional insuredatthatpremises,siteorlocationande.Employer’sLiability suchpremises,siteorlocation"Bodilyinjury" to: isnotandneverwasownedor(1)An"employee"oftheinsuredarising occupiedby,orrentedorout of andinthecourse of: loanedto,anyinsured,other(a)Employmentby the insured;or thanthatadditionalinsured;or
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 BUSINESS LIABILITYCOVERAGE FORM(iii)"Bodilyinjury"or"property releasedaspartofthe damage"arisingoutofheat, operationsbeingperformed smokeorfumesfroma bysuchinsured,contractoror "hostile fire"; subcontractor;(b) (ii)Atorfromanypremises,siteor "Bodilyinjury"or"propertylocationwhichisorwasatany damage"sustainedwithinatimeusedbyorforanyinsuredor buildingandcausedbytheothersforthehandling,storage, releaseofgases,fumesordisposal,processingortreatment vaporsfrommaterialsbroughtof waste; intothatbuildinginconnectionwithoperationsbeingperformed(c)Whichareorwereatanytime byyouoronyourbehalfbyatransported,handled,stored, contractororsubcontractor;ortreated,disposedof,orprocessed (iii)aswasteby orfor: "Bodilyinjury"or"property damage"arisingoutofheat, (i)Anyinsured; or smokeorfumesfroma (ii)Anypersonororganizationfor "hostile fire"; orwhomyoumaybelegally (e)Atorfromanypremises,siteorresponsible; locationonwhichanyinsuredorany(d)Atorfromanypremises,siteor contractorsor subcontractorslocationonwhichanyinsuredor workingdirectlyorindirectlyonanyanycontractorsorsubcontractors insured’sbehalfareperformingworkingdirectlyorindirectlyon operationsiftheoperationsaretoanyinsured'sbehalfare testfor,monitor,cleanup,remove,performingoperationsifthe contain,treat,detoxifyorneutralize,"pollutants"arebroughtonorto orinanywayrespondto,orassessthepremises,siteorlocationin theeffectsof,"pollutants".connectionwithsuchoperations (2)Anyloss,costorexpensearisingout bysuchinsured,contractoror of any:subcontractor.However,this (a)subparagraphdoes not apply to: Request, demand, order or statutoryorregulatoryrequirementthatany(i)"Bodilyinjury"or"property insuredorotherstestfor,monitor,damage"arisingoutofthe cleanup,remove,contain,treat,escapeoffuels,lubricantsor detoxifyorneutralize,orinanywayother operating fluidswhichare respondto,orassesstheeffectsof,neededtoperformthenormal "pollutants";orelectrical, hydraulic or (b)mechanical functions Claimorsuitbyoronbehalfofa necessaryfortheoperationof governmentalauthorityfor "mobile equipment" or itsparts, damagesbecauseoftestingfor,if such fuels, lubricants orother monitoring,cleaning up, removing, operatingfluidsescapefroma containing,treating,detoxifyingor vehiclepartdesignedtohold, neutralizing,orinanyway storeorreceivethem.This respondingto,orassessingthe exceptiondoesnotapplyifthe effects of,"pollutants"."bodilyinjury"or"property However,thisparagraphdoesnot damage"arisesoutofthe applytoliabilityfordamagesbecause intentionaldischarge,dispersal of"propertydamage"thattheinsured orreleaseofthefuels, wouldhaveintheabsenceofsuch lubricantsorotheroperating request,demand,orderorstatutoryor fluids,orifsuchfuels, regulatoryrequirement,orsuchclaim lubricantsorotheroperating or"suit"byoronbehalfofa fluidsarebroughtonortothe governmental authority.premises,siteorlocationwiththeintentthattheybedischarged, dispersedor FormSS 0008 0405 Page 5of24
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 BUSINESS LIABILITYCOVERAGE FORMg.Aircraft,AutoOrWatercraft (2)Theuseof"mobileequipment"in,or whileinpracticeorpreparationfor,a"Bodilyinjury"or"propertydamage"arising prearrangedracing,speedor outoftheownership,maintenance,useor demolitioncontestorinanystunting entrustmenttoothersofanyaircraft,"auto" activity.or watercraft owned or operated by or rented i.Warorloanedtoanyinsured.Useincludesoperationand"loadingorunloading". "Bodilyinjury","propertydamage"orThisexclusionapplieseveniftheclaims "personalandadvertisinginjury",howeveragainstanyinsuredallegenegligenceor caused,arising,directlyorindirectly,outof:otherwrongdoinginthesupervision,hiring, (1)War,includingundeclaredor civil war;employment,trainingormonitoringofothers (2)Warlikeactionbyamilitaryforce, bythatinsured,ifthe"occurrence"which includingactioninhinderingor causedthe"bodilyinjury"or"property defendingagainstanactualordamage" involvedtheownership, expectedattack,byanygovernment, maintenance,use orentrustmenttoothersof sovereignorotherauthorityusinganyaircraft,"auto"orwatercraftthatis military personnel orotheragents; orownedoroperatedbyorrentedorloanedto (3)Insurrection,rebellion,revolution, anyinsured. usurpedpower,oractiontakenby Thisexclusion doesnotapplyto: governmentalauthorityinhinderingor (1)Awatercraftwhileashoreonpremises defendingagainst anyofthese.youown orrent; j.Professional Services(2)Awatercraftyou donotown thatis: "Bodilyinjury","propertydamage"or (a)Lessthan51 feetlong; and "personalandadvertisinginjury"arising outoftherenderingoforfailuretorender (b)Notbeingusedtocarrypersons anyprofessionalservice.Thisincludes for acharge; but is not limited to:(3)Parkingan"auto"on,orontheways (1)Legal, accountingoradvertisingnextto,premisesyouownorrent, services;providedthe"auto"isnotownedbyor rented orloanedtoyou ortheinsured; (2)Preparing,approving,orfailingtoprepareorapprovemaps,shop(4)Liabilityassumedunderany"insured drawings,opinions,reports,surveys,contract"fortheownership, fieldorders,changeorders,designsormaintenanceoruseofaircraftor drawingsandspecifications;watercraft; (3)Supervisory,inspection,architectural (5)"Bodilyinjury"or"propertydamage" orengineering activities;arisingoutoftheoperationofanyof f.(2)theequipmentlisted in Paragraph (4)Medical,surgical,dental,x-rayor f.(3)orofthedefinitionof"mobile nursingservicestreatment,adviceor equipment";or instruction;(6)Anaircraftthatisnotownedbyany (5)Anyhealthortherapeuticservice insured and is hired,charteredor loaned treatment, advice orinstruction;withapaidcrew.However,this (6)Anyservice,treatment,adviceor exceptiondoesnotapplyiftheinsured instructionforthepurposeof hasanyotherinsurancefor such"bodily appearance orskinenhancement,hair injury"or"propertydamage",whether removalorreplacementorpersonal theotherinsuranceisprimary,excess, grooming;contingentoronanyotherbasis. (7)Opticalorhearingaidservices h.Mobile Equipment includingtheprescribing,preparation, "Bodilyinjury"or"propertydamage" fitting,demonstrationordistributionof arisingoutof: ophthalmiclensesandsimilar products orhearingaiddevices;(1)Thetransportationof"mobileequipment"byan"auto"ownedoroperatedbyorrentedorloanedtoanyinsured;or
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 BUSINESS LIABILITYCOVERAGE FORM(8) (1)(3)(4)Optometryoroptometricservices Paragraphs, andofthis includingbutnotlimitedtoexamination exclusiondonotapplyto"property oftheeyesandtheprescribing, damage"(otherthandamagebyfire)to preparation,fitting,demonstrationor premises,includingthecontentsofsuch distributionofophthalmiclensesand premises, rented to you for a period of 7orsimilarproducts; fewerconsecutivedays.AseparateLimitofInsuranceappliestoDamageTo (9)Any: PremisesRentedToYouasdescribedin (a)Bodypiercing(notincludingear D.Section-Limits OfInsurance.piercing); (2)Paragraphofthisexclusiondoesnot(b)Tattooing,includingbutnotlimited applyifthepremisesare"yourwork"and totheinsertionofpigmentsintoor wereneveroccupied,rentedorheldfor undertheskin; and rentalby you.(c)Similarservices; (3) (4)Paragraphs andofthis exclusiondo (10)Servicesinthepracticeofpharmacy; not apply to the useofelevators.and (3)(4)(5)(6)Paragraphs, , andofthis (11)Computerconsulting,designor exclusiondonotapplytoliabilityassumed programmingservices,includingweb undera sidetrackagreement.sitedesign. (3)(4)Paragraphs and ofthis exclusiondo(4)(5)Paragraphs and ofthis exclusiondo notapplyto"propertydamage"to notapplytotheIncidentalMedical borrowedequipmentwhilenotbeingused Malpracticecoverageaffordedunder to performoperations at ajobsite.1.e. A.ParagraphinSection -Coverages. (6)Paragraphofthisexclusiondoesnotk.Damage ToProperty applyto"propertydamage" includedinthe "products-completed operationshazard"."Property damage" to: l.Damage ToYour Product(1)Propertyyouown,rentoroccupy, includinganycostsorexpenses "Propertydamage"to"yourproduct" incurredbyyou,oranyotherperson, arisingoutofit orany part of it.organizationorentity,forrepair, m.Damage ToYour Workreplacement, enhancement, "Propertydamage"to"yourwork"arising restorationormaintenanceofsuch out of it or any part ofit andincluded in the propertyforanyreason,including "products-completed operationshazard".preventionofinjurytoapersonor damage to another's property; Thisexclusiondoesnotapplyifthedamagedworkortheworkoutofwhich (2)Premisesyousell,giveawayor thedamageariseswasperformedonyour abandon,ifthe"propertydamage"arises behalfby asubcontractor.outofanypartofthosepremises; n.DamageToImpairedPropertyOr (3)Property loaned to you; PropertyNotPhysically Injured(4)Personalpropertyinthecare,custody "Propertydamage"to"impairedproperty" orcontrol of the insured; orpropertythathasnotbeenphysically (5)Thatparticularpartofrealpropertyon injured, arisingoutof:whichyouoranycontractorsor (1)Adefect,deficiency,inadequacyor subcontractorsworkingdirectlyor dangerousconditionin"yourproduct" indirectlyonyourbehalfareperforming or"your work"; oroperations,ifthe"propertydamage" (2)arisesoutofthoseoperations;or Adelayorfailurebyyouoranyone actingonyourbehalftoperforma (6)Thatparticularpartofanyproperty contractoragreementinaccordance thatmustberestored,repairedor withits terms.replacedbecause"yourwork"wasincorrectly performedon it. Thisexclusiondoesnotapplytotheloss ofuseofotherpropertyarisingoutof suddenandaccidentalphysicalinjuryto "yourproduct"or"yourwork"afterithas beenputtoits intendeduse.
FormSS 0008 0405 Page 7of24
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 BUSINESS LIABILITYCOVERAGE FORMo.RecallOfProducts,WorkOrImpaired (c)Titleofany literary orartistic work;Property (8)Arising out of anoffense committed by Damagesclaimedforanyloss,costor aninsuredwhose business is:(a)expenseincurredbyyouorothersforthe Advertising,broadcasting, lossofuse,withdrawal,recall,inspection, publishing ortelecasting;repair,replacement,adjustment,removal (b)Designingordeterminingcontent ordisposal of: of websites for others;or(1)"Yourproduct"; (c)AnInternetsearch,access, (2)"Yourwork";or contentor service provider.(3)"Impaired property"; However,thisexclusiondoesnot ifsuchproduct,workorpropertyis a.b. c.applytoParagraphs, andwithdrawnorrecalledfromthemarketor underthedefinitionof"personaland fromusebyanypersonororganization G.advertisinginjury"inSection–becauseofaknownorsuspecteddefect, LiabilityAndMedicalExpenses deficiency,inadequacyordangerous Definitions.condition in it. Forthepurposesofthisexclusion, p.Personal AndAdvertisingInjury placingan"advertisement"foror linkingtoothersonyourwebsite,by "Personal andadvertisinginjury": itself,isnotconsideredthebusiness(1)Arising out of oral, written or electronic ofadvertising,broadcasting, publicationofmaterial,ifdonebyorat publishing ortelecasting;thedirectionoftheinsuredwith (9)Arisingoutofanelectronicchatroom knowledge of itsfalsity; orbulletinboardtheinsuredhosts, (2)Arising out of oral, written or electronic owns,oroverwhichtheinsured publicationofmaterialwhosefirst exercises control;publicationtookplacebeforethe (10)Arisingoutoftheunauthorizeduseofbeginningofthepolicy period; another's name or product in youre-mail(3)Arisingoutofacriminalactcommitted address,domainnameormetatags,orbyor at the direction of the insured; anyothersimilartacticstomislead(4)Arisingoutofanybreachofcontract, another'spotentialcustomers;exceptanimpliedcontracttouse (11)Arisingoutoftheviolationofa another’s"advertisingidea"inyour person'srightofprivacycreatedby "advertisement"; anystate orfederal act.(5)Arisingoutofthefailureofgoods, However,thisexclusiondoesnot productsorservicestoconformwith applytoliabilityfordamagesthatthe anystatementofqualityor insuredwouldhaveintheabsenceof performancemadeinyour suchstate orfederal act;"advertisement"; (12)Arisingoutof:(6)Arisingoutofthewrongdescriptionof (a)An"advertisement"forotherson thepriceofgoods,productsorservices; yourweb site;(7)Arisingoutofanyviolationofany (b)Placingalinktoawebsiteof intellectualpropertyrightssuchas others onyour website;copyright,patent,trademark,trade name,tradesecret,servicemarkor (c)Contentfromawebsiteofothersotherdesignationoforiginor displayedwithinaframeorborderauthenticity. onyourwebsite.Contentincludesinformation,code,sounds,text,However,thisexclusiondoesnot graphicsorimages;orapplytoinfringement,inyour "advertisement",of (d)Computercode,softwareor programming usedtoenable:(a)Copyright; (i)Yourweb site; or(b)Slogan,unlessthesloganisalso atrademark,tradename,service (ii)The presentation or functionalitymarkorotherdesignationof origin ofan"advertisement"orotherorauthenticity; or contentonyourwebsite;
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 BUSINESS LIABILITYCOVERAGE FORM(13) (a)Arisingoutofaviolationofanyanti- Maybeawardedorincurredby trustlaw; reasonofanyclaimorsuit alleging actual or threatened injury (14)Arising out of the fluctuation in price or or damage of any nature or kind to valueofanystocks,bondsorother personsorpropertywhichwould securities; or nothaveoccurredinwholeorin (15)Arisingoutofdiscriminationor part but for the "asbestos hazard";humiliationcommittedbyoratthe (b)Ariseoutofanyrequest,demand, directionofany"executiveofficer", orderorstatutoryorregulatory director,stockholder,partneror requirementthatanyinsuredor memberoftheinsured. otherstestfor,monitor,cleanup, q.ElectronicData remove,encapsulate,contain,Damagesarisingoutofthelossof,lossof treat,detoxifyorneutralizeorin useof,damageto,corruptionof,inability anywayrespondtoorassessthe toaccess,orinabilitytomanipulate effects of an"asbestos hazard"; or"electronicdata". (c)Ariseoutofanyclaimorsuitforr.Employment-RelatedPractices damagesbecauseoftestingfor,monitoring,cleaningup,removing,"Bodily injury"or "personal and advertising encapsulating,containing,treating,injury"to: detoxifyingorneutralizingorinany(1)Aperson arisingoutofany: wayrespondingtoorassessingthe(a)Refusaltoemploy thatperson; effectsofan"asbestoshazard".(b)Terminationofthatperson's t.ViolationOfStatutesThatGovernE-employment; or Mails,Fax,PhoneCallsOrOther MethodsOfSendingMaterialOr (c)Employment-related practices, Informationpolicies,actsoromissions,suchascoercion,demotion,evaluation, "Bodilyinjury","propertydamage",or reassignment, discipline, "personalandadvertisinginjury"arising defamation,harassment,humiliation directlyorindirectlyoutofanyactionor ordiscriminationdirectedatthat omissionthatviolatesorisallegedto person;or violate:(2)Thespouse,child,parent,brotheror (1)TheTelephoneConsumerProtection sisterofthatpersonasa Act(TCPA),including anyamendment consequenceof"bodilyinjury"or of oradditiontosuch law;"personaland advertising injury" to the (2)TheCAN-SPAM Act of 2003, including personatwhomanyofthe anyamendmentoforadditiontosuch employment-relatedpractices law;or(a)(b)(c)described in Paragraphs, ,or (3)Anystatute,ordinanceorregulation,aboveisdirected. otherthantheTCPAorCAN-SPAMActThisexclusion applies: of2003,thatprohibitsorlimitsthe(1)Whethertheinsuredmaybeliableas sending,transmitting,communicatingoranemployerorinanyothercapacity; distributionofmaterialorinformation.and DamageToPremisesRentedToYou–(2)Toanyobligationtosharedamages ExceptionForDamageByFire,Lightning withorrepaysomeoneelsewhomust or Explosionpaydamagesbecause of the injury. c. h.k. o.Exclusionsthroughandthroughdos.Asbestos notapplytodamagebyfire,lightningor explosiontopremisesrentedtoyouor (1)"Bodilyinjury","propertydamage"or temporarilyoccupiedby youwith permission of "personalandadvertisinginjury"theowner.AseparateLimitofInsurance arisingoutofthe"asbestoshazard".appliestothiscoverageasdescribedin (2)Anydamages,judgments,settlements, D.Section-LiabilityAndMedicalExpensesloss,costsorexpensesthat: LimitsOf Insurance.
FormSS 0008 0405 Page 9of24
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 BUSINESS LIABILITYCOVERAGE FORM2.ApplicableTo MedicalExpenses Coveragee.Atrust,youareaninsured.Yourtrustees arealsoinsureds,butonlywithrespectto We will not payexpenses for "bodilyinjury": theirduties astrustees.a.Any Insured 2.Eachofthefollowing is also aninsured:Toanyinsured,except"volunteerworkers". a.Employees AndVolunteer Workersb.HiredPerson Your"volunteerworkers"onlywhileTo a person hired to do work foror onbehalf performingdutiesrelatedtotheconductof ofanyinsuredoratenantofanyinsured. yourbusiness,oryour"employees",other c.InjuryOn Normally Occupied Premises thaneitheryour"executiveofficers"(ifyou Toapersoninjuredonthatpartof areanorganizationotherthana premisesyouownorrentthattheperson partnership,jointventureorlimitedliability normally occupies. company)oryourmanagers(ifyouarea limitedliabilitycompany),butonlyforacts d.Workers'CompensationAndSimilar withinthescopeoftheiremploymentby Laws youorwhileperformingdutiesrelatedto Toaperson,whetherornotan the conduct of yourbusiness."employee"ofanyinsured,ifbenefitsfor However,noneofthese"employees"or the"bodilyinjury"arepayableormustbe "volunteerworkers" areinsuredsfor:providedunderaworkers'compensation ordisability benefits law ora similarlaw. (1)"Bodilyinjury"or"personaland advertising injury":e.Athletics Activities (a)Toyou,toyourpartnersor Toapersoninjuredwhilepracticing, members(ifyouareapartnership instructingorparticipatinginanyphysical orjointventure),toyourmembers exercisesorgames,sportsorathletic (ifyouarealimitedliability contests. company),ortoaco-"employee"f.Products-CompletedOperationsHazard whileinthecourseofhisorher Includedwiththe"products-completed employmentorperformingdutiesoperationshazard". relatedtotheconductofyour business,ortoyourother g.Business LiabilityExclusions "volunteerworkers" while ExcludedunderBusinessLiabilityCoverage. performingdutiesrelatedtothe C.WHO IS AN INSURED conduct of yourbusiness;1.Ifyou aredesignated in the Declarations as: (b)Tothespouse,child,parent, brotherorsisterofthatco-a.Anindividual,youandyourspouseare "employee"orthat"volunteer insureds,butonlywithrespecttothe worker"asaconsequenceof conduct of a business of which youare the (1)(a)Paragraphabove;sole owner. (c)Forwhichthereisanyobligation b.Apartnershiporjointventure,youarean tosharedamageswithorrepay insured.Yourmembers,yourpartners,and someoneelsewhomustpay theirspousesarealsoinsureds,butonlywith damagesbecauseoftheinjury respecttotheconductofyourbusiness. (1)(a)describedinParagraphsorc.Alimitedliabilitycompany,youarean (b) above; orinsured.Yourmembersarealsoinsureds, (d)Arisingoutofhisorherproviding butonlywithrespecttotheconductofyour orfailingtoprovideprofessional business.Yourmanagersareinsureds,but healthcare services.onlywithrespecttotheirdutiesasyourmanagers. Ifyouarenotinthebusinessofprovidingprofessionalhealthcared.Anorganizationotherthanapartnership, (d)services,Paragraphdoesnotapplyjointventureorlimitedliabilitycompany,you toanynurse,emergencymedicalareaninsured.Your"executiveofficers"and technicianorparamedicemployedbydirectorsareinsureds,butonlywithrespect youtoprovidesuchservices.totheirdutiesasyourofficersordirectors.Yourstockholdersarealsoinsureds,butonly (2)"Property damage" to property:withrespecttotheirliabilityasstockholders. (a)Owned,occupiedor usedby,
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 BUSINESS LIABILITYCOVERAGE FORM(b) b.Rentedto,inthecare,custodyor Coverageunderthisprovisiondoesnot controlof,oroverwhichphysical apply to:controlisbeingexercisedforany (1)"Bodilyinjury"or"propertydamage" purposebyyou,anyofyour thatoccurred;or"employees","volunteerworkers", (2)"Personalandadvertisinginjury" anypartnerormember(ifyouare arisingoutofan offensecommittedapartnershiporjointventure),or beforeyouacquiredorformedthe anymember(ifyouarealimited organization.liabilitycompany). 4.Operator Of Mobile Equipmentb.Real EstateManager Withrespectto"mobileequipment"registeredinAny person (other than your "employee"or yournameunderanymotorvehicleregistration"volunteerworker"),oranyorganization law,anypersonisaninsuredwhiledrivingsuchwhileacting asyour real estatemanager.equipmentalongapublichighwaywithyourc.TemporaryCustodiansOf Your permission.AnyotherpersonororganizationProperty responsiblefortheconductofsuchpersonisAnypersonororganizationhavingproper alsoaninsured,butonlywithrespecttoliabilitytemporarycustodyofyourpropertyifyou arising out oftheoperation of the equipment,anddie,butonly: onlyifno other insurance of anykindisavailable(1)Withrespecttoliabilityarisingoutofthe tothatpersonororganizationforthisliability.maintenanceoruseofthatproperty;and However, noperson ororganizationisaninsuredwithrespectto:(2)Untilyourlegalrepresentativehas beenappointed. a."Bodilyinjury"toaco-"employee"ofthepersondriving the equipment;ord.Legal Representative If YouDie b."Propertydamage"topropertyownedby, Yourlegalrepresentativeifyoudie,but rentedto,inthechargeoforoccupiedbyonlywithrespecttodutiesassuch.That youortheemployerofanypersonwhois representativewillhaveallyourrightsand aninsuredunder thisprovision.dutiesunder thisinsurance. 5.Operator of NonownedWatercrafte.Unnamed Subsidiary Withrespecttowatercraftyoudonotownthat Anysubsidiaryandsubsidiarythereof,of islessthan51feetlongandisnotbeingused yourswhichisa legally incorporatedentity to carry persons for a charge, any personisan ofwhichyouownafinancialinterestof insuredwhileoperatingsuchwatercraftwith morethan50%ofthevotingstockonthe yourpermission.Anyotherpersonor effectivedateofthis CoveragePart. organizationresponsiblefortheconductof Theinsuranceaffordedhereinforany suchpersonisalsoaninsured,butonlywith subsidiarynotshownintheDeclarations respecttoliabilityarisingoutoftheoperation asanamedinsureddoesnotapplyto ofthewatercraft,andonlyifnootherinjuryordamagewithrespecttowhichan insuranceofanykindisavailabletothat insuredunderthisinsuranceisalsoan personor organization for thisliability.insuredunderanotherpolicyorwouldbe However,nopersonororganizationisan aninsuredundersuchpolicybutforits insured withrespect to:terminationorupontheexhaustionofits limits of insurance. a."Bodilyinjury"toaco-"employee"ofthepersonoperating the watercraft;or3.NewlyAcquired Or Formed Organization b."Propertydamage"topropertyownedby,Anyorganizationyounewlyacquireorform, rentedto,inthechargeoforoccupiedby otherthanapartnership,jointventureor youortheemployerofanypersonwhois limitedliabilitycompany,andoverwhichyou aninsuredunder thisprovision.maintainfinancialinterestof more than 50%of thevotingstock,willqualifyasaNamed 6.AdditionalInsuredsWhenRequiredBy Insuredifthereisnoothersimilarinsurance WrittenContract,WrittenAgreementOr available to thatorganization. However: Permita.Coverageunderthisprovisionisafforded Theperson(s)ororganization(s)identifiedin onlyuntilthe180thdayafteryouacquire a. f.Paragraphsthroughbelowareadditionalorformtheorganizationortheendofthe insuredswhenyouhaveagreed,inawrittenpolicyperiod, whichever is earlier; andFormSS 0008 0405 Page 11of24 Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 BUSINESS LIABILITYCOVERAGE FORM (e)contract,writtenagreementorbecauseofa Anyfailuretomakesuch permitissuedbyastateorpolitical inspections,adjustments,testsor subdivision,thatsuchpersonororganization servicingasthevendorhas beaddedasanadditionalinsuredonyour agreedtomakeornormally policy,providedtheinjuryordamageoccurs undertakestomakeintheusual subsequenttotheexecutionofthecontractor courseofbusiness,inconnectionagreement, ortheissuanceofthepermit. withthedistributionorsaleofthe products;Apersonororganizationisanadditional (f)Demonstration,installation, insuredunderthisprovisiononlyforthat servicingorrepairoperations, periodoftimerequiredbythecontract, exceptsuchoperationsperformed agreementor permit. atthevendor'spremisesin However,no suchperson or organization is an connectionwiththesaleofthe additionalinsuredunderthisprovisionifsuch product;personororganizationisincludedasan (g)Productswhich,afterdistribution additionalinsuredbyanendorsementissued orsalebyyou,havebeenlabeled byusandmadeapartofthisCoveragePart, orrelabeledorusedasa includingallpersonsororganizationsadded container,partor ingredient of any asadditionalinsuredsunderthespecific otherthingorsubstancebyorfor additionalinsuredcoveragegrantsinSection the vendor; orF.–Optional AdditionalInsuredCoverages. (h)"Bodilyinjury"or"property a.Vendors damage"arisingoutofthesole Anyperson(s)ororganization(s)(referredto negligenceofthevendorforits belowasvendor),butonlywithrespectto ownactsoromissionsorthoseof"bodilyinjury"or"propertydamage"arising itsemployeesoranyoneelse outof"yourproducts"whicharedistributed acting onits behalf. However, thisorsoldintheregularcourseofthevendor's exclusiondoes not apply to:businessandonlyifthisCoveragePart (i)Theexceptionscontainedin providescoveragefor"bodilyinjury"or (d)(f)Subparagraphsor ;or"propertydamage"includedwithinthe (ii)"products-completedoperationshazard". Suchinspections,adjustments,testsorservicingasthevendor(1)Theinsuranceaffordedtothevendor has agreed to make or normallyissubjecttothefollowingadditional undertakes to make in the usualexclusions: courseof business,inThisinsurancedoes not apply to: connectionwiththedistribution(a)"Bodilyinjury"or"property orsaleoftheproducts.damage"forwhichthevendoris (2)Thisinsurancedoesnotapplytoanyobligatedtopaydamagesby insuredpersonororganizationfromreasonoftheassumptionof whom you have acquired suchproducts,liability in acontract or agreement. oranyingredient,partorcontainer,Thisexclusiondoesnotapplyto enteringinto, accompanyingorliabilityfordamagesthatthe containingsuchproducts.vendorwouldhaveintheabsence b.LessorsOfEquipmentof the contractor agreement; (1)Anypersonororganizationfrom (b)Anyexpress warranty whomyouleaseequipment;butonly unauthorizedby you; withrespecttotheirliabilityfor"bodily (c)Anyphysicalorchemicalchange injury","propertydamage"orintheproductmadeintentionally "personalandadvertisinginjury"bythevendor; caused,inwholeorinpart,byyour (d)Repackaging, except when maintenance,operationoruseof unpackedsolelyforthepurposeof equipmentleasedtoyoubysuch inspection,demonstration,testing, personor organization.orthesubstitutionofpartsunderinstructionsfromthemanufacturer,andthenrepackagedinthe original container;Page 12of24 FormSS 0008 0405 Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 BUSINESS LIABILITYCOVERAGE FORM(2) e.PermitsIssuedByStateOrPolitical Withrespecttotheinsuranceafforded Subdivisionstotheseadditionalinsureds,thisinsurancedoesnotapplytoany (1)Anystateorpoliticalsubdivision,but "occurrence"whichtakesplaceafter onlywithrespecttooperationsyoucease to lease thatequipment. performed byyou oron yourbehalf for c.LessorsOfLandOrPremises whichthestateorpoliticalsubdivision hasissueda permit.(1)Anypersonororganizationfrom (2)whomyouleaselandorpremises,but Withrespecttotheinsuranceafforded onlywithrespecttoliabilityarisingout totheseadditionalinsureds,this oftheownership,maintenanceoruse insurance doesnotapplyto:ofthatpartofthelandorpremises (a)"Bodilyinjury","propertydamage" leased to you. or"personalandadvertising (2)Withrespecttotheinsuranceafforded injury"arisingoutofoperations totheseadditionalinsureds,this performedforthestateor insurance doesnotapplyto: municipality; or(a) (b)Any"occurrence"whichtakes "Bodilyinjury"or"propertydamage"placeafter youcease to lease that includedwithinthe"products-landorbeatenantinthat completedoperationshazard".premises; or f.Any OtherParty(b)Structuralalterations, new (1)Anyotherpersonororganizationwho constructionordemolition a.isnotaninsuredunderParagraphsoperationsperformedbyoron ethrough.above,butonlywithbehalfofsuchpersonor respecttoliabilityfor"bodilyinjury", organization. "propertydamage"or"personaland d.Architects, EngineersOrSurveyors advertisinginjury"caused,inwholeor inpart,byyouractsoromissionsor(1)Anyarchitect,engineer,orsurveyor,but theactsoromissionsofthoseacting onlywithrespecttoliabilityfor"bodily onyour behalf:injury","propertydamage"or"personal (a)andadvertisinginjury"caused,inwhole Intheperformanceofyour orinpart,byyouractsoromissionsor ongoing operations;theactsoromissionsofthoseactingon (b)Inconnectionwithyourpremises yourbehalf: ownedby orrentedtoyou;or(a)Inconnectionwithyourpremises; (c)In connection with "your work" and or includedwithinthe"products-(b)Intheperformanceofyour completedoperationshazard",butongoingoperationsperformedby only ifyouor onyour behalf. (i)Thewrittencontractorwritten (2)Withrespecttotheinsuranceafforded agreementrequiresyouto totheseadditionalinsureds,the providesuchcoverageto followingadditional exclusionapplies: suchadditional insured;and(ii)Thisinsurancedoesnotapplyto ThisCoveragePartprovides "bodilyinjury","propertydamage"or coveragefor"bodilyinjury"or "personalandadvertisinginjury" "propertydamage"included arisingoutoftherenderingoforthe within the"products-failuretorenderanyprofessional completed operationshazard".services byor for you, including: (2)Withrespecttotheinsuranceafforded (a)Thepreparing,approving,or totheseadditionalinsureds,this failuretoprepareorapprove, insurance doesnotapplyto:maps,shopdrawings,opinions, "Bodilyinjury","propertydamage"or reports,surveys,fieldorders, "personalandadvertisinginjury" changeorders, designsor arisingoutoftherenderingof,orthe drawings andspecifications; or failuretorender,anyprofessional(b)Supervisory,inspection, architectural,engineeringorsurveying architecturalorengineering services,including:activities.FormSS 0008 0405 Page 13of24 Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 BUSINESS LIABILITYCOVERAGE FORM(a)Thepreparing,approving,or ThisGeneralAggregatelimitdoesnot failuretoprepareorapprove, applyto"propertydamage"topremises maps,shopdrawings,opinions, whilerentedtoyouortemporarily reports,surveys,fieldorders, occupiedbyyouwithpermissionofthe changeorders, designsor owner,arisingoutoffire,lightningordrawings andspecifications; or explosion.(b) 3.Each Occurrence LimitSupervisory,inspection, architecturalorengineering 2.a.2.bSubjectto orabove,whicheveractivities. applies,themostwewillpayforthesumofall Thelimitsofinsurancethatapplytoadditional damagesbecauseofall"bodilyinjury", D.insuredsaredescribedinSection–Limits "propertydamage"andmedicalexpenses OfInsurance. arisingoutofanyone"occurrence"istheLiabilityandMedicalExpensesLimitshownin Howthisinsuranceapplieswhenother the Declarations.insuranceisavailabletoanadditionalinsuredisdescribedintheOtherInsuranceCondition Themostwewillpayforallmedicalexpenses E.inSection– Liability AndMedicalExpenses becauseof"bodilyinjury"sustainedbyany GeneralConditions. onepersonistheMedicalExpensesLimit shownintheDeclarations.Nopersonororganizationisaninsuredwith 4.Personal AndAdvertisingInjury Limitrespecttotheconductofanycurrentorpast partnership,jointventureorlimitedliability 2.b.Subjecttoabove,themostwewillpayfor companythatisnotshownasaNamedInsuredin thesumofalldamagesbecauseofall the Declarations. "personalandadvertisinginjury"sustainedby any one person or organization is the Personal D.LIABILITYANDMEDICALEXPENSES andAdvertisingInjuryLimitshowninthe LIMITS OF INSURANCE Declarations.1.TheMost We WillPay 5.Damage ToPremisesRented ToYou LimitTheLimitsofInsuranceshowninthe TheDamageToPremisesRentedToYou Declarationsandtherulesbelowfixthemost LimitisthemostwewillpayunderBusiness wewillpay regardless of the number of: LiabilityCoveragefordamagesbecauseof a.Insureds; "propertydamage"toanyonepremises,while b.Claims made or"suits" brought;or rented to you, or in the case of damage byfire,lightningorexplosion,whilerentedtoyouor c.Persons or organizations making claims or temporarilyoccupiedby youwith permission of bringing"suits". the owner. 2.Aggregate Limits Inthecaseofdamagebyfire,lightningor The mostwe will payfor: explosion, the Damage toPremises Rented To a.Damagesbecauseof"bodilyinjury"and YouLimitappliestoalldamageproximately "propertydamage"includedinthe causedbythesameevent,whethersuch"products-completedoperationshazard"is damage results fromfire,lightning orexplosiontheProducts-CompletedOperations orany combinationofthese.AggregateLimit showninthe 6.HowLimitsApplyTo Additional InsuredsDeclarations. Themostwewillpayonbehalfofapersonor b.Damagesbecauseofallother"bodily organizationwhoisanadditionalinsured injury","propertydamage"or"personal underthis CoveragePart is the lesser of:andadvertisinginjury",includingmedical a.Thelimitsofinsurancespecifiedina expenses,istheGeneralAggregateLimit writtencontract,writtenagreementor shownintheDeclarations. permitissuedbyastateorpolitical ThisGeneralAggregateLimitapplies subdivision;orseparatelytoeachofyour"locations" b.TheLimitsofInsuranceshowninthe ownedby orrentedtoyou. Declarations."Location"meanspremisesinvolvingthe Suchamountshallbeapartofandnotin sameorconnectinglots,orpremises additiontotheLimitsofInsuranceshownin whoseconnectionisinterruptedonlybya the Declarations anddescribedinthis Section.street,roadwayorright-of-wayofa railroad.Page 14of24 FormSS 0008 0405 Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 BUSINESS LIABILITYCOVERAGE FORM(1)Ifmorethanonelimitofinsuranceunderthis Immediatelysenduscopiesofany policyandanyendorsementsattachedthereto demands,notices,summonsesor appliestoanyclaimor"suit",themostwewillpay legalpapersreceivedinconnection underthispolicyandtheendorsementsisthe withtheclaimor "suit";singlehighestlimitofliabilityofallcoverages (2)Authorizeustoobtainrecordsand applicabletosuchclaimor"suit".However,this other information;paragraph does not apply to theMedicalExpenses (3)Cooperatewithusintheinvestigation, 3.limit set forthinParagraph above. settlementoftheclaimordefense TheLimitsofInsuranceofthisCoveragePartapply againstthe"suit";andseparatelytoeachconsecutiveannualperiodandto (4)Assistus,uponourrequest,inthe any remaining period of less than 12 months, starting enforcementofanyrightagainstany withthebeginningofthepolicyperiodshowninthe personororganizationthatmaybe Declarations,unlessthepolicyperiodisextended liabletotheinsuredbecauseofinjury after issuance for anadditional periodoflessthan12 ordamagetowhichthisinsurance months.Inthatcase,theadditionalperiodwillbe may also apply.deemedpartofthelastprecedingperiodforpurposes d.ObligationsAt TheInsured's Own CostofdeterminingtheLimitsofInsurance. Noinsuredwill,exceptatthatinsured'sownE.LIABILITYANDMEDICALEXPENSES cost,voluntarilymakeapayment,assumeGENERAL CONDITIONS anyobligation,orincuranyexpense,otherthanforfirstaid,withoutourconsent.1.Bankruptcy e.Additional Insured'sOther InsuranceBankruptcyorinsolvencyoftheinsuredoroftheinsured'sestatewillnotrelieveusofour Ifwecoveraclaimor"suit"underthis obligationsunder thisCoverage Part. CoveragePartthatmayalsobecovered byotherinsuranceavailabletoan 2.DutiesInTheEventOfOccurrence, additionalinsured,suchadditionalinsured Offense, ClaimOrSuit mustsubmitsuchclaimor"suit"tothe a.NoticeOfOccurrenceOrOffense other insurerfordefenseand indemnity.Youoranyadditionalinsuredmustseeto However,thisprovisiondoesnotapplyto itthatwearenotifiedassoonas theextentthatyouhaveagreedina practicableofan"occurrence"oran writtencontract,writtenagreementor offensewhichmayresultinaclaim.To permitthatthisinsuranceisprimaryand the extentpossible,notice should include:non-contributorywiththeadditional (1)How,whenandwherethe"occurrence" insured's owninsurance.oroffensetookplace; f.KnowledgeOfAnOccurrence,Offense,(2)Thenamesandaddressesofany ClaimOrSuitinjuredpersons andwitnesses;and a.b.Paragraphsandapplytoyouorto(3)Thenatureandlocationofanyinjury anyadditionalinsuredonlywhensuch ordamagearisingoutofthe "occurrence",offense,claimor"suit"is "occurrence"or offense. knownto:b.NoticeOfClaim (1)Youoranyadditionalinsuredthatis anindividual;Ifaclaimismadeor"suit"isbrought againstanyinsured,youoranyadditional (2)Anypartner,ifyouoranadditional insured must: insured is apartnership;(1)Immediately record the specifics of the (3)Anymanager,ifyouoranadditional claimor"suit"andthedatereceived; insured is alimitedliability company;and (4)Any"executiveofficer"orinsurance (2)Notify usas soonas practicable. manager,ifyouoranadditional insured is acorporation;Youoranyadditionalinsuredmustseeto itthatwereceiveawrittennoticeofthe (5)Anytrustee,ifyouoranadditional claim or"suit" assoon aspracticable. insured is atrust;orc.AssistanceAndCooperationOfThe (6)Any electedor appointedofficial, ifyou Insured oranadditionalinsuredisapolitical subdivision orpublic entity.Youand anyotherinvolved insured must:
FormSS 0008 0405 Page 15of24
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 BUSINESS LIABILITYCOVERAGE FORMf. (3)ThisParagraphappliesseparatelyto Wehaveissuedthispolicyinreliance youand anyadditional insured. uponyour representations.3.FinancialResponsibility Laws b.UnintentionalFailureToDisclose Hazardsa.Whenthispolicyiscertifiedasproofof financialresponsibilityforthefutureunder If unintentionally youshouldfailtodisclose theprovisionsofanymotorvehicle allhazardsrelatingtotheconductofyour financialresponsibilitylaw,theinsurance businessattheinceptiondateofthis providedbythepolicyfor"bodilyinjury" CoveragePart,weshallnotdenyany liabilityand"propertydamage"liabilitywill coverageunderthisCoveragePart complywiththeprovisionsofthelawto becauseofsuch failure.theextentofthecoverageandlimitsof 7.OtherInsuranceinsurance required bythat law. Ifothervalidandcollectibleinsuranceis b.Withrespectto"mobileequipment"to availableforalosswecoverunderthis whichthisinsuranceapplies,wewill CoveragePart,ourobligationsarelimitedas provideanyliability,uninsuredmotorists, follows:underinsuredmotorists,no-faultorothera.Primary Insurancecoveragerequiredbyanymotorvehicle b.law.Wewillprovidetherequiredlimitsfor Thisinsuranceisprimaryexceptwhenthose coverages. belowapplies.Ifotherinsuranceisalso primary,wewillsharewithallthatother 4.Legal Action Against Us c.insurancebythemethoddescribedinNopersonororganizationhasarightunder below.thisCoverage Form: b.ExcessInsurancea.Tojoinusasapartyorotherwisebringus Thisinsuranceisexcessoveranyofthe intoa"suit"askingfordamagesfroman otherinsurance,whetherprimary,excess, insured;or contingent oron anyotherbasis:b.TosueusonthisCoverageFormunless (1)YourWorkallofitstermshavebeenfullycomplied with. ThatisFire,ExtendedCoverage, Builder'sRisk,InstallationRiskor Apersonororganizationmaysueustorecover similarcoverage for "yourwork";onanagreedsettlementoronafinaljudgmentagainstaninsured;butwewillnotbeliablefor (2)Premises RentedTo Youdamagesthat are not payable under the terms of Thatisfire,lightningorexplosion thisinsuranceorthatareinexcessofthe insuranceforpremisesrentedtoyou applicablelimitofinsurance. Anagreed ortemporarilyoccupiedbyyouwith settlementmeansasettlementandreleaseof permission of the owner;liabilitysignedbyus,theinsuredandthe (3)Tenant Liabilityclaimantortheclaimant'slegalrepresentative. Thatisinsurancepurchasedbyyouto 5.SeparationOfInsureds coveryourliabilityasatenantfor ExceptwithrespecttotheLimitsofInsurance, "propertydamage"topremisesrented andanyrightsordutiesspecificallyassigned toyouortemporarilyoccupiedbyyou inthispolicytothefirstNamedInsured,this withpermissionoftheowner;insurance applies: (4)Aircraft,Auto Or Watercrafta.AsifeachNamedInsuredweretheonly IfthelossarisesoutofthemaintenanceNamed Insured;and or useofaircraft, "autos" or watercraft tob.Separatelytoeachinsuredagainstwhom g.theextentnotsubjecttoExclusionofaclaimismadeor "suit"isbrought. A.Section–Coverages.6.Representations (5)PropertyDamageToBorrowed a.When YouAcceptThisPolicy Equipment Or UseOfElevatorsByaccepting thispolicy,you agree:Ifthelossarisesoutof"property damage"toborrowedequipmentor (1)ThestatementsintheDeclarations theuseofelevatorstotheextentnot areaccurateand complete; k. A.subjecttoExclusionofSection–(2)Thosestatementsarebasedupon Coverages.representationsyou made to us; and
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 BUSINESS LIABILITYCOVERAGE FORM(6)WhenYouAreAddedAsAn Whenthisinsuranceisexcessoverother AdditionalInsuredToOther insurance,wewillpayonlyourshareof Insurance theamountoftheloss,ifany,that exceedsthesumof:Thatisotherinsuranceavailableto (1)youcoveringliabilityfordamages Thetotalamountthatallsuchother arisingoutofthepremisesor insurancewouldpay for the loss in the operations,or products andcompleted absenceofthis insurance;andoperations,forwhichyouhavebeen (2)Thetotalofalldeductibleandself-addedasanadditionalinsuredbythat insuredamountsunderallthatother insurance;or insurance.(7)WhenYouAddOthersAsAn Wewillshare the remaining loss,if any, withAdditionalInsuredToThis anyotherinsurancethatisnotdescribedinInsurance this ExcessInsuranceprovision andwas notThatisotherinsuranceavailabletoan boughtspecificallytoapplyinexcessoftheadditionalinsured. LimitsofInsuranceshownintheDeclarationsofthisCoveragePart.However,thefollowingprovisions c.MethodOfSharingapplytootherinsuranceavailableto anypersonororganizationwhoisan Ifalltheotherinsurancepermits additional insured under thisCoverage contribution by equal shares, we will follow Part: thismethodalso.Underthisapproach, (a)PrimaryInsuranceWhen eachinsurercontributesequalamounts RequiredBy Contract untilithaspaiditsapplicablelimitof insuranceornoneofthelossremains, Thisinsuranceisprimaryifyou whichevercomesfirst.haveagreedinawrittencontract, writtenagreementorpermitthat Ifanyoftheotherinsurancedoesnotpermitthisinsurancebeprimary.Ifother contributionbyequalshares,wewillinsuranceisalsoprimary,wewill contributebylimits.Underthismethod,eachsharewithallthatotherinsurance insurer’sshareisbasedontheratioofitsc.bythemethoddescribedin applicablelimitofinsurancetothetotalbelow. applicablelimitsofinsuranceofallinsurers.(b)PrimaryAndNon-Contributory8.TransferOfRightsOfRecoveryAgainst ToOtherInsuranceWhen OthersTo UsRequiredBy Contract a.TransferOfRightsOfRecoveryIfyouhaveagreedinawritten Iftheinsuredhasrightstorecoverallor contract,writtenagreementor partofanypayment,including permitthatthisinsuranceis SupplementaryPayments,wehavemade primaryandnon-contributorywith underthisCoveragePart,thoserightsaretheadditionalinsured'sown transferredtous.Theinsuredmustdo insurance,thisinsuranceis nothingafterlosstoimpairthem.Atour primaryandwewillnotseek request,theinsuredwillbring"suit"or contributionfromthatother transferthoserightstousandhelpus insurance. enforcethem.Thisconditiondoesnot (a)(b)Paragraphs and donot apply to apply to Medical ExpensesCoverage.other insurance to which the additional b.WaiverOfRightsOfRecovery(Waiver insuredhasbeenaddedasan Of Subrogation)additionalinsured. Iftheinsuredhaswaivedanyrightsof Whenthisinsuranceisexcess,wewill recoveryagainst anypersonor havenodutyunderthisCoveragePartto organizationforallorpartof anypayment, defend the insured against any "suit" ifany includingSupplementaryPayments,we otherinsurerhasadutytodefendthe havemadeunderthisCoveragePart,we insuredagainstthat"suit".Ifnoother alsowaivethatright,providedtheinsured insurerdefends,wewillundertaketodo waivedtheirrightsofrecoveryagainstso,butwewillbeentitledtotheinsured's suchpersonororganizationinacontract, rightsagainst allthoseotherinsurers. agreementorpermitthatwasexecuted prior to the injuryor damage.FormSS 0008 0405 Page 17of24 Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 BUSINESS LIABILITYCOVERAGE FORM 3.Additional Insured-GrantorOfFranchiseF.OPTIONALADDITIONALINSURED C.WHOISANINSUREDunderSectionisCOVERAGES amendedtoincludeasanadditionalinsured If listed or shown as applicable in the Declarations, theperson(s)ororganization(s)showninthe oneormoreofthefollowingOptionalAdditional DeclarationsasanAdditionalInsured-InsuredCoverages also apply. When any of these GrantorOfFranchise,butonlywithrespectto OptionalAdditionalInsuredCoveragesapply, theirliability asgrantoroffranchise to you.6.Paragraph(AdditionalInsuredsWhenRequired 4.AdditionalInsured-LessorOfLeasedbyWrittenContract,WrittenAgreementorPermit) EquipmentC.ofSection,WhoIsAnInsured,doesnotapply tothepersonororganizationshowninthe a. C.WHO IS AN INSURED under Section isDeclarations.Thesecoveragesaresubjecttothe amendedtoincludeasanadditional termsandconditionsapplicabletoBusiness insuredtheperson(s)ororganization(s) LiabilityCoverageinthispolicy,exceptas shown in the Declarations as an Additional provided below: Insured–LessorofLeasedEquipment, butonlywithrespecttoliabilityfor"bodily 1.AdditionalInsured-DesignatedPersonOr injury","propertydamage"or"personal Organization andadvertisinginjury"caused,inwholeor C.WHOISANINSUREDunderSectionis inpart,byyourmaintenance,operationoramendedtoincludeasanadditionalinsured useofequipmentleasedtoyoubysuch theperson(s)ororganization(s)showninthe person(s)or organization(s).Declarations,butonlywithrespecttoliability b.Withrespecttotheinsuranceaffordedto for"bodilyinjury","propertydamage"or theseadditionalinsureds,thisinsurance "personalandadvertisinginjury"caused,in doesnotapplytoany"occurrence"which wholeorinpart,byyouractsoromissionsor takesplaceafteryouceasetoleasethat theactsoromissionsofthoseactingonyour equipment.behalf: 5.AdditionalInsured-OwnersOrOther a.Intheperformanceofyourongoing InterestsFromWhomLandHasBeen operations; or Leasedb.Inconnectionwithyourpremisesowned a. C. WHO IS AN INSURED under Section is byor rented to you. amendedtoincludeasanadditional 2.AdditionalInsured-ManagersOrLessorsinsuredtheperson(s)ororganization(s) Of Premises shown in the Declarations as an Additional a. C.WHOISANINSUREDunderSectionis Insured– Owners Or OtherInterestsFromamendedtoincludeasanadditionalinsured WhomLandHasBeenLeased,butonly the person(s) or organization(s)shown in the withrespecttoliabilityarisingoutofthe DeclarationsasanAdditionalInsured- ownership, maintenance or useofthat part DesignatedPersonOrOrganization;butonly ofthelandleased to youand showninthe withrespecttoliabilityarisingoutofthe Declarations.ownership,maintenanceoruseofthatpartof b.Withrespecttotheinsuranceaffordedto the premises leasedtoyou andshown in the theseadditionalinsureds,thefollowing Declarations. additionalexclusions apply:b.Withrespecttotheinsuranceaffordedto Thisinsurancedoes not apply to:theseadditionalinsureds,thefollowing (1)Any"occurrence"thattakesplace additionalexclusions apply: afteryou ceasetoleasethat land;orThisinsurancedoes not apply to: (2)Structuralalterations, new (1)Any"occurrence"whichtakesplace constructionordemolitionoperations afteryouceasetobeatenantinthat performedbyoronbehalfofsuch premises; or personor organization.(2)Structuralalterations, new 6.AdditionalInsured-StateOrPoliticalconstructionordemolitionoperations Subdivision–Permitsperformedbyoronbehalfofsuch a. C.WHO IS AN INSURED under Section ispersonor organization. amendedtoincludeasanadditional insuredthestateorpoliticalsubdivision shown in the Declarations as an Additional
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 BUSINESS LIABILITYCOVERAGE FORM(e)Insured–StateOrPoliticalSubdivision- AnyfailuretomakesuchPermits,butonlywithrespectto inspections,adjustments,testsoroperationsperformedbyyouoronyour servicingasthevendorhasagreedbehalfforwhichthestateorpolitical tomakeornormallyundertakestosubdivision hasissueda permit. makeintheusualcourseofbusiness,inconnectionwiththeb.Withrespecttotheinsuranceaffordedto distributionorsaleoftheproducts;theseadditionalinsureds,thefollowing (f)Demonstration,installation, additionalexclusions apply: servicingorrepairoperations, Thisinsurancedoes not apply to: exceptsuchoperationsperformed (1)"Bodilyinjury","propertydamage"or atthevendor'spremisesin "personalandadvertisinginjury" connectionwiththesaleofthearisingoutofoperationsperformedfor product;the stateor municipality;or (g)Productswhich,afterdistribution (2)"Bodilyinjury"or"propertydamage" orsalebyyou,havebeenlabeled includedinthe"product-completed orrelabeledorusedasa operations"hazard. container,partor ingredient of any 7.Additional Insured–Vendors otherthingorsubstancebyorfor the vendor; ora. C.WHO IS AN INSURED under Section isamendedtoincludeasanadditional (h)"Bodilyinjury"or"property insuredtheperson(s)ororganization(s) damage"arisingoutofthesole(referredtobelowasvendor)shown in the negligenceofthevendorforits DeclarationsasanAdditionalInsured- ownactsoromissionsorthoseof Vendor,butonlywithrespectto"bodily itsemployeesoranyoneelse injury"or"propertydamage"arisingoutof acting onits behalf. However, this"yourproducts"whicharedistributedor exclusiondoes not apply to:soldintheregularcourseofthevendor's (i)Theexceptionscontainedin businessandonlyifthisCoveragePart (d)(f)Subparagraphsor ;orprovidescoveragefor"bodilyinjury"or (ii)Suchinspections, "propertydamage"includedwithinthe adjustments,tests or servicing "products-completed operationshazard". asthevendorhasagreedto b.Theinsuranceaffordedtothevendoris makeornormallyundertakes subjecttothefollowingadditionalexclusions: tomakeintheusualcourseof (1)Thisinsurancedoes not apply to: business,inconnectionwiththedistributionorsaleofthe (a)"Bodilyinjury"or"property products.damage"forwhichthevendoris obligatedtopaydamagesby (2)Thisinsurancedoesnotapplytoany reasonoftheassumptionof insuredpersonororganizationfromliability in acontract or agreement. whomyouhaveacquiredsuch Thisexclusiondoesnotapplyto products,oranyingredient,partor liabilityfordamagesthatthe container,enteringinto, vendorwouldhaveintheabsence accompanyingorcontainingsuch of the contractor agreement; products.(b)Anyexpress warranty 8.Additional Insured–Controlling Interestunauthorizedby you; C.WHOISANINSUREDunderSectionis (c)Anyphysicalorchemicalchange amendedtoincludeasanadditionalinsured intheproductmadeintentionally theperson(s)ororganization(s)showninthe bythevendor; DeclarationsasanAdditionalInsured–ControllingInterest,butonlywithrespectto (d)Repackaging,unlessunpacked theirliability arisingoutof:solelyforthepurposeofinspection,demonstration,testing,orthe a.Theirfinancial controlofyou;or substitutionof partsunder b.Premisestheyown,maintainorcontrol instructionsfromthemanufacturer, whileyou lease oroccupy these premises.andthenrepackagedintheoriginalcontainer; FormSS 0008 0405 Page 19of24
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 BUSINESS LIABILITYCOVERAGE FORMThisinsurancedoesnotapplytostructural ThelimitsofinsurancethatapplytoadditionalD.alterations,newconstructionanddemolition insuredsaredescribedinSection–LimitsOfoperationsperformedbyorforthatpersonor Insurance.organization. Howthisinsuranceapplieswhenotherinsurance 9.AdditionalInsured–Owners,LesseesOr isavailabletoanadditionalinsuredisdescribedin Contractors–ScheduledPersonOr E.theOtherInsuranceConditioninSection–Organization LiabilityAndMedicalExpensesGeneral Conditions.a. C. WHO IS AN INSURED under Section is amendedtoincludeasanadditional G.LIABILITYANDMEDICALEXPENSES insuredtheperson(s)ororganization(s) DEFINITIONSshown in the Declarations as an Additional 1."Advertisement"meansthewidespreadpublic Insured–Owner,Lessees Or Contractors, disseminationofinformationorimagesthat butonlywithrespecttoliabilityfor"bodily hasthepurposeofinducingthesaleofgoods, injury","propertydamage"or"personal products orservicesthrough:andadvertisinginjury"caused,inwholeor inpart,byyouractsoromissionsorthe a. (1)Radio;actsoromissionsofthoseactingonyour (2)Television;behalf: (3)Billboard;(1)Intheperformanceofyourongoing (4)Magazine;operationsfortheadditional (5)Newspaper;insured(s);or b.TheInternet,butonlythatpartofaweb (2)Inconnectionwith"yourwork" sitethatisaboutgoods,productsor performedforthatadditionalinsured servicesforthepurposesofinducingthe andincludedwithinthe"products- sale of goods, products orservices; orcompletedoperationshazard",but c.Anyotherpublicationthatisgiven onlyifthisCoveragePartprovides widespread publicdistribution.coveragefor"bodilyinjury"or "propertydamage"includedwithinthe However, "advertisement"does not include:"products-completedoperations a.Thedesign,printedmaterial,information hazard". orimagescontainedin,onoruponthe b.Withrespecttotheinsuranceaffordedto packagingorlabelingofanygoodsor theseadditionalinsureds,thisinsurance products;ordoesnotapplyto"bodilyinjury","property b.Aninteractiveconversationbetweenordamage"or"personalanadvertising amongpersonsthroughacomputernetwork.injury"arisingoutoftherenderingof,or 2."Advertisingidea"meansanyideaforan thefailuretorender,anyprofessional "advertisement".architectural,engineeringorsurveying services,including: 3."Asbestoshazard"meansanexposureor threatofexposuretotheactualoralleged(1)Thepreparing,approving,orfailureto propertiesofasbestosandincludesthemere prepareorapprove,maps,shop presenceofasbestosinanyform.drawings,opinions,reports,surveys, fieldorders, change orders, designs or 4."Auto"meansalandmotorvehicle,traileror drawings andspecifications; or semi-trailerdesignedfortravelonpublic roads,includinganyattachedmachineryor (2)Supervisory,inspection,architectural equipment. But"auto"doesnotinclude orengineering activities. "mobile equipment".10.AdditionalInsured–Co-OwnerOfInsured5."Bodilyinjury" means physical:Premises a.Injury;C.WHOISANINSUREDunderSectionis amendedtoincludeasanadditionalinsured b.Sickness; ortheperson(s)orOrganization(s)showninthe c.DiseaseDeclarationsasanAdditionalInsured–Co- sustainedbyapersonand,ifarisingoutofthe OwnerOfInsuredPremises,butonlywith above, mental anguish ordeathatany time.respecttotheirliabilityasco-ownerofthepremisesshown in the Declarations. 6."Coverageterritory"means:
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 BUSINESS LIABILITYCOVERAGE FORMa. b.The United States of America(includingits Youhavefailedtofulfillthetermsofa territoriesandpossessions),PuertoRico contractor agreement;andCanada; ifsuch property canbe restored to useby:b.Internationalwaters orairspace, but only if a.Therepair,replacement,adjustmentor theinjuryordamageoccursinthecourse removalof"yourproduct"or"yourwork"; oftravelortransportationbetweenany ora.places includedinabove; b.Yourfulfillingthetermsofthecontractor c.Allotherpartsoftheworldiftheinjuryor agreement.damage arises out of: 12."Insured contract"means:(1)Goodsorproductsmadeorsoldbyyou a.Acontractforaleaseofpremises. a.intheterritorydescribedinabove; However,thatportionofthecontractfora (2)Theactivities of a person whose home leaseofpremisesthatindemnifiesany aisintheterritorydescribedin. personororganizationfordamagebyfire, above,butisawayforashorttimeon lightningorexplosiontopremiseswhileyourbusiness; or rentedtoyouortemporarilyoccupiedby (3)"Personalandadvertisinginjury" youwithpermissionoftheowneris offensesthattakeplacethroughthe subjecttotheDamageToPremises Internetorsimilarelectronicmeansof RentedToYoulimitdescribedinSection D.communication –LiabilityandMedicalExpensesLimits of Insurance.providedtheinsured'sresponsibilitytopay b.damagesisdeterminedintheUnitedStatesof Asidetrack agreement;America(includingitsterritoriesand c.Anyeasementorlicenseagreement,possessions),PuertoRicoorCanada,ina includinganeasementorlicense "suit"onthemeritsaccordingtothe agreementinconnectionwithconstruction substantivelawinsuchterritory,orina ordemolitionoperationsonorwithin50settlement weagree to. feetofa railroad;7."Electronicdata"meansinformation,factsor d.Anyobligation,asrequiredbyordinance, programs: toindemnifyamunicipality,exceptin a.Stored asor on; connectionwith workfora municipality;b.Created orused on; or e.Anelevator maintenance agreement; orc.Transmitted to orfrom f.Thatpartofanyothercontractor agreementpertainingtoyourbusiness computersoftware,includingsystemsand (includinganindemnificationofa applicationssoftware,hardorfloppydisks, municipalityinconnectionwithwork CD-ROMS,tapes,drives,cells,data performedforamunicipality)underwhichprocessingdevicesoranyothermediawhich youassumethetortliabilityofanother areusedwithelectronicallycontrolled partytopayfor"bodilyinjury"or"property equipment. damage"toathirdpersonororganization, 8."Employee"includesa"leasedworker". providedthe"bodilyinjury"or"property "Employee"doesnotincludea"temporary damage"iscaused,inwholeorinpart,by worker". youorbythoseactingonyourbehalf. 9."Executiveofficer"meansapersonholding Tortliabilitymeansaliabilitythatwould be anyoftheofficerpositionscreatedbyyour imposedbylawintheabsenceofany charter,constitution,by-lawsoranyother contractor agreement.similargoverningdocument. f.Paragraphincludesthatpartofany10."Hostilefire"meansonewhichbecomes contractoragreementthatindemnifiesa uncontrollableorbreaksoutfromwhereitwas railroadfor"bodilyinjury"or"propertyintendedtobe. damage"arisingoutofconstructionordemolitionoperationswithin50feetofany 11."Impairedproperty"meanstangibleproperty, railroadpropertyandaffectingany railroad otherthan"yourproduct"or"yourwork",that bridgeortrestle,tracks,road-beds,tunnel, cannot beused orislessuseful because: underpassor crossing.a.Itincorporates"yourproduct"or"yourwork" f.However,Paragraphdoesnotinclude thatisknownorthoughttobedefective, thatpartofany contractor agreement:deficient,inadequateordangerous;or FormSS 0008 0405 Page 21of24
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 BUSINESS LIABILITYCOVERAGE FORM(1) (1)Thatindemnifiesanarchitect, Powercranes,shovels,loaders, engineerorsurveyorforinjuryor diggers ordrills; ordamage arisingoutof: (2)Roadconstructionorresurfacing (a)Preparing,approvingorfailingto equipmentsuchasgraders,scrapers prepareorapprovemaps,shop orrollers;drawings, opinions, reports, e. a.b.c.d.Vehiclesnotdescribedin,,,orsurveys,fieldorders,change abovethatarenotself-propelledandareorders,designsordrawingsand maintainedprimarilytoprovidemobilityto specifications;or permanentlyattachedequipmentofthe (b)Givingdirectionsorinstructions, followingtypes:or failingtogivethem,if that is the (1)Air compressors, pumpsand primarycauseoftheinjuryor generators, includingspraying, damage;or welding,buildingcleaning,(2)Underwhichtheinsured,ifan geophysicalexploration,lightingand architect,engineerorsurveyor, wellservicing equipment;orassumesliabilityforaninjuryor (2)Cherrypickersandsimilardevices damagearisingoutoftheinsured's usedtoraiseor lower workers;renderingorfailuretorender f. a.b.c.d.Vehiclesnotdescribedin,,,orprofessionalservices,includingthose abovemaintainedprimarilyforpurposes (1)listedinaboveandsupervisory, otherthanthetransportationofpersonsorinspection,architecturalor cargo.engineeringactivities. However,self-propelledvehicleswiththe13."Leasedworker"meansapersonleasedto followingtypesofpermanentlyattached youbyalaborleasingfirmunderan equipmentarenot"mobileequipment"but agreementbetweenyouandthelaborleasing will beconsidered"autos":firm, to perform duties related to the conduct of (1)Equipment,ofatleast1,000pounds yourbusiness."Leasedworker"doesnot grossvehicleweight,designedincludea "temporaryworker". primarilyfor:14."Loadingorunloading"meansthehandlingof (a)Snowremoval;property: (b)Roadmaintenance,butnot a.Afteritismovedfromtheplacewhereitis construction orresurfacing;oracceptedformovementintoorontoan aircraft,watercraftor "auto"; (c)Streetcleaning;b.Whileit is in oron anaircraft, watercraft or (2)Cherrypickersandsimilardevices "auto";or mountedonautomobileortruck chassisandusedtoraiseorlower c.Whileitisbeingmovedfromanaircraft, workers; andwatercraftor"auto"totheplacewhere itis finallydelivered; (3)Air compressors, pumpsandgenerators, includingspraying, but"loadingorunloading"doesnotincludethe welding,buildingcleaning, movement of property by means of a mechanical geophysicalexploration,lightingand device,otherthanahandtruck,thatisnot wellservicing equipment.attachedtotheaircraft,watercraftor"auto". 16."Occurrence"meansanaccident,including15."Mobile equipment" means any ofthefollowing continuousorrepeatedexposuretosubstantiallytypesoflandvehicles,includinganyattached thesamegeneralharmfulconditions.machineryor equipment: 17."Personaland advertising injury" means injury, a.Bulldozers,farmmachinery,forkliftsand includingconsequential"bodilyinjury",arising othervehiclesdesignedforuseprincipally out of oneor more of the followingoffenses:offpublic roads; a.Falsearrest, detention orimprisonment;b.Vehiclesmaintainedforusesolelyonor next to premisesyou ownor rent; b.Maliciousprosecution;c.Vehicles thattravel oncrawlertreads;d.Vehicles,whetherself-propelledornot,on which arepermanentlymounted:
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 BUSINESS LIABILITYCOVERAGE FORMc.Thewrongfulevictionfrom,wrongfulentry Work thatmayneed service,maintenance, into,orinvasionoftherightofprivate correction,repairorreplacement,but occupancyofaroom,dwellingor whichisotherwisecomplete,willbe premisesthatthepersonoccupies, treatedas completed.committedbyoronbehalfofitsowner, The"bodilyinjury"or"propertydamage" landlordor lessor; mustoccurawayfrompremisesyouownd.Oral,writtenorelectronicpublicationof orrent,unlessyourbusinessincludesthe materialthatslandersorlibelsapersonor selling,handlingordistributionof"your organizationordisparagesaperson'sor product"forconsumptiononpremisesyou organization's goods, products orservices; ownor rent.e. b.Oral,writtenorelectronicpublicationof Doesnotinclude"bodilyinjury"or materialthatviolatesaperson'srightof "property damage" arisingoutof:privacy; (1)Thetransportationofproperty,unlessf.Copying,inyour"advertisement",a theinjuryordamagearisesoutofa person’sororganization’s"advertising conditioninoronavehiclenotowned idea" orstyle of "advertisement"; oroperatedbyyou,andthatcondition wascreatedbythe"loadingorg.Infringement of copyright, slogan, or title of unloading"ofthatvehiclebyany anyliteraryorartisticwork,inyour insured;or"advertisement"; or (2)Theexistenceoftools,uninstalled h.Discriminationorhumiliationthatresultsin equipmentorabandonedorunusedinjurytothefeelingsorreputationofa materials.naturalperson. 20."Property damage" means:18."Pollutants"meansanysolid,liquid,gaseousorthermalirritantorcontaminant,includingsmoke, a.Physicalinjurytotangibleproperty, vapor,soot,fumes,acids,alkalis,chemicalsand includingallresultinglossofuseofthat waste.Wasteincludesmaterialstoberecycled, property.Allsuchlossofuseshallbe reconditionedorreclaimed. deemedtooccuratthetimeofthe physicalinjury thatcaused it; or19."Products-completed operationshazard";b.Lossofuseoftangiblepropertythatisnot a.Includesall"bodilyinjury"and"property physicallyinjured.Allsuchlossofuse damage"occurringawayfrompremises shallbedeemedtooccuratthetimeof youownorrentandarisingoutof"your "occurrence"that causedit.product" or"your work"except: Asusedinthisdefinition,"electronicdata"is (1)Productsthatarestillinyourphysical not tangible property.possession;or 21."Suit"meansacivilproceedinginwhich(2)Workthathasnotyetbeencompleted damagesbecauseof"bodilyinjury","property orabandoned.However,"yourwork" damage"or"personalandadvertisinginjury" willbedeemedtobecompletedatthe towhichthisinsuranceappliesarealleged. earliest of the followingtimes: "Suit"includes:(a)Whenalloftheworkcalledforin a.Anarbitrationproceedinginwhichsuch yourcontract hasbeen completed. damagesareclaimedandtowhichthe (b)Whenall of the work to bedone atinsuredmustsubmitordoessubmitwiththejobsitehasbeencompletedif ourconsent; oryourcontractcallsforworkat b.Anyotheralternativedisputeresolution more than onejobsite. proceedinginwhichsuchdamagesare (c)When that part of the workdone at claimedandtowhichtheinsuredsubmits ajobsitehasbeenputtoits withour consent.intendedusebyanypersonor 22."Temporaryworker"meansapersonwhois organizationotherthananother furnishedtoyoutosubstituteforapermanentcontractororsubcontractor"employee"onleaveortomeetseasonalor working onthesameproject. short-termworkloadconditions.23."Volunteerworker" means aperson who:a.Is not your"employee"; FormSS 0008 0405 Page 23of24
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 BUSINESS LIABILITYCOVERAGE FORMb. (2)Donates his orher work; Theprovidingoforfailuretoprovide warnings orinstructions.c.Actsatthedirectionofandwithinthe c.scopeofduties determined byyou;and Doesnotincludevendingmachinesor d.Isnotpaidafee,salaryorother otherpropertyrentedtoorlocatedforthe compensationbyyouoranyoneelsefor useofothersbutnotsold.theirwork performedforyou. 25."Yourwork":24."Yourproduct": a.Means:a.Means: (1)Workoroperationsperformedbyyou (1)Any goodsor products,otherthanreal oron yourbehalf;andproperty, manufactured, sold, handled, (2)Materials, partsorequipment distributedor disposed of by: furnished in connectionwith suchwork (a)You; oroperations.(b) b.Otherstradingunderyourname; Includes:or (1)Warrantiesor representations made at (c)Apersonororganizationwhose anytimewithrespecttothefitness, businessorassetsyouhave quality,durability,performanceoruse acquired;and of "yourwork";and(2) (2)Containers(otherthanvehicles), Theprovidingoforfailuretoprovide materials, partsorequipment warnings orinstructions.furnishedinconnectionwithsuch goodsor products.b.Includes:(1)Warrantiesor representations made at anytimewithrespecttothefitness, quality,durability,performanceoruse of "yourproduct"; and
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 Contract No: ________ For the Contract between the City of Richmond and
_____________________________
EXHIBIT G
SANCTUARY CITY COMPLIANCE STATEMENT
The undersigned, (hereafter "Contractor"), has had an opportunity to review the requirements of City of Richmond Ordinance 12-18 (hereafter "Sanctuary City Contracting Ordinance" or “SCCO”).
Contractor understands and agrees that the City may choose with whom it will maintain business relations and may refrain from contracting with any person or entity that provides Data Broker or Extreme Vetting services to the U.S. Immigration and Customs Enforcement Division of the United States Department of Homeland Security (“ICE”). Contractor understands the meaning of the following terms used in the SCCO:
a. "Data Broker” means either of the following:
i. The collection of information, including personal information about consumers, from a wide variety of sources for the purposes of reselling such information to their customers, which include both private-sector business and government agencies;
ii. The aggregation of data that was collected for another purpose from that for which it is ultimately used.
b. “Extreme Vetting” means data mining, threat modeling, predictive risk analysis, or other similar services."
Contractor understands that it is not eligible to receive or retain a City contract if at the time the Contract is executed, or at any time during the term of the Contract, it provides Data Broker or Extreme Vetting services to ICE.
Contractor further understands and agrees that Contractor's failure to comply with the SCCO shall constitute a material default of the Contract and the City Manager may terminate the Contract and bar Contractor from bidding on future contracts with the City for five (5) years from the effective date of the contract termination.
By executing this statement, Contractor certifies that it complies with the requirements of the SCCO and that if at any time during the term of the Contract it ceases to comply, Contractor will promptly notify the City Manager in writing. Any person or entity who knowingly or willingly supplies false information in violation of the SCCO shall be guilty of a misdemeanor and subject to a $1,000 fine.
Based on the foregoing, the undersigned declares under penalty of perjury under the laws of the State of California that the foregoing is true and correct.
Printed Name: Title:
Signed: Date:
Business Entity:
7304
CSWST2
Docusign Envelope ID: 5B8C94CD-3860-41D6-907C-791363AE6568 President/CEO
CSWST2
Robert Stevens
1/30/2025