Exhibit 1 — Santa Ana City Council, November 21, 2023

INSURANCENOTONFILE
A- 2018- 275

WORKMAYNOTPROCEED

CLERKOFCOUNCIL
DATE: JAN14 2019

I AGREEMENT TO PROVIDE WATER SYSTEM COMPUTER
Acta a > e MODELING AND ENGINEERING SERVICES
THIS AGREEMENTis madeandenteredinto this 4th dayof December, 2018by andbetween Sedaru, formerlyknownasID Modeling, Inc. ("Contractor"), andtheCity of SantaAna, acharter city andmunicipalcorporationorganizedandexistingundertheConstitutionandlawsoftheState of California (" City").

RECITALS
A. The City haspreviouslypurchasedhydraulicmodelingand engineeringservices from Contractor, including the design and creationof a water system computer model.

13. TheCity desirestopurchasefrom Contractoradditionalservices, includingmodel updates and software maintenance and support,
C. In undertakingtheperformanceof thisAgreement, Contractorrepresentsthatit is knowledgeablein its field andthatanyservicesperformedby Contractorunderthis Agreement will be performed in compliance with such standardsasmay reasonably beexpectedfrom aprofessionalcontractingfirm in thefield.

NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows:

I, SCOPE OF SERVICES
Contractor shall perform during the term of this Agreement the tasks and obligations includingalllabor, materials, tools, equipment, andincidentalcustomaryworkrequiredtofully andadequatelycompletetheservicesdescribedandsetforthin Scopeof Services - ExhibitA, attachedheretoandincorporatedby reference.

2. COMPENSATION
a, Cityagreestopay, andContractoragreesto acceptastotalpaymentforitsservices under this Agreement, the rates and charges identified in Exhibit A. The total annualsum to be expendedunderthe term of this Agreement, including any extension periods, shall not exceed $ 150, 040.
b. Paymentby City shallbemadewithin forty-five (45) daysfollowingreceiptof properinvoiceevidencingwork performed, subjectto City accountingprocedures.

Payment need not be made for work which fails to meet the standards of performancesetforthin theRecitalsandScopeof Work, which mayreasonablybe expectedby City.

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3. TERM
This Agreement shall commence on the datefirst written above andterminate on December 3, 2021, unless terminated earlier in accordance with Section 17, below. The term of this Agreementmaybeextendedfor one2 -yearperioduponawritingexecutedbytheCityManager andCity Attorney,

4. PREVAILING WAGES
Contractoris awareof therequirementsof CaliforniaLaborCodeSection1720, etseq,, and1770, et seq., aswell asCaliforniaCodeof Regulations, Title 8, Section16000, et seq., Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on " public works" and " maintenance" projects, If the services beingperformedarepartofanapplicable "publicworks" or "maintenance" project, asdefinedby the Prevailing Wage Laws, and the total compensationis $1,000 or more, Contractor agreesto fully complywithsuchPrevailingWageLaws. Contractorshalldefend, indemnifyandholdthe City, its electedofficials, officers, employeesandagentsfreeandharmlessfrom anyclaimor liabilityarisingoutof anyfailureor allegedfailuretocomplywiththePrevailingWageLaws,

5. INDEPENDENT CONTRACTOR
Contractor shall, during the entire term of this Agreement, be construed to be an independentcontractorandnotanemployeeoftheCity. ThisAgreementis notintendednorshall it beconstruedto createanemployer-employeerelationship, ajoint venturerelationship, or to allow the City to exercisediscretion or control overthe professionalmannerin which Contractor performs the services which are the subject matter of this Agreement; however, the services to be providedby Contractorshallbeprovidedin amannerconsistentwith all applicablestandardsand regulationsgoverning suchservices. Contractorshallpay all salariesandwages, employer'ssocial securitytaxes, unemploymentinsuranceand similar taxesrelatingto employeesandshall be responsiblefor all applicablewithholding taxes.

6. OWNERSHIP OF MATERIALS
This Agreementcreatesa non-exclusiveandperpetuallicensefor City to copy, use, modify, reuse, or sublicenseany and all copyrights, designs, and other intellectualproperty embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorshipfixed in anytangiblemediumof expression, includingbut not limited to, physical drawingsor datamagneticallyor otherwiserecordedoncomputerdiskettes, which arepreparedor causedto be preparedby Contractorunderthis Agreement ("Documents & Data"), Contractor shall require all subcontractorsto agreein writing that City is granted a non-exclusive and perpetuallicensefor any Documents & Data the subcontractor prepares under this Agreement.

Contractorrepresentsand warrantsthat Contractorhasthe legal right to licenseany andall Documents & Data. Contractormakesno suchrepresentationand warrantyin regardto Documents & Datawhichwereprovidedto Contractorby theCity. City shallnot be limitedin anywayin its useof theDocumentsandDataat anytime, providedthatanysuchusenotwithin thepurposesintendedby thisAgreementshallbeatCity'ssolerisk.

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INSURANCE
Priorto undertakingperformanceof work underthisAgreement, Contractorshallmaintain andshallrequireits subcontractors, if any, to obtainandmaintaininsuranceasdescribedbelow:
a. CommercialGeneralLiability Insurance. Contractorshall maintain commercial generalliability insurancenamingthe City, its officers, employees, agents, volunteers and representatives asadditional insured(s) and shall include, but not be limitedto protectionagainstclaimsarisingfrombodilyandpersonalinjury, includingdeathresultingtherefromanddamagetoproperty, resultingfromanyact or occurrencearising out of Contractor's operationsin the performanceof this Agreement, including, withoutlimitation, actsinvolvingvehicles. Theamountsof insuranceshallbenotlessthanthefollowing: singlelimitcoverageapplyingto bodilyandpersonalinjury, includingdeathresultingtherefrom, andproperty damage, in the total amountof $ 1,000,000per occurrence, with $2,000,000 in the aggregate. Suchinsuranceshall (a) nametheCity, its officers, employees, agents, volunteersandrepresentativesasadditionalinsured(s); (b) beprimarywithrespect to insuranceor self-insuranceprogramsmaintainedby theCity; and (c) contain standard separation of insureds provisions,
b. Businessautomobileliability insurance, or equivalentform, with acombinedsingle limit of not less than $1,000,000 per occurrence. Such insuranceshall include coverage for owned, hired and non -owned automobiles.

C. Worker' s CompensationInsurance. In accordancewith the California Labor Code, Contractor, if Contractorhasanyemployees, is requiredto be insuredagainst liability for worker' s compensationor to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Contractor agrees to obtainandmaintainanyemployer's liability insurancewith limits not lessthan 1,000, 000 per accident.
d. If Contractoris oremploysalicensedprofessionalsuchasanarchitector engineer:

Professionalliability (errorsandomissions) insurance, with acombinedsinglelimit of not lessthan $1,000,000per claim with $ 2,000,000 in the aggregate.

C. Thefollowingrequirementsapplyto theinsuranceto beprovidedby Contractorpursuant to this section:
i) Contractor shall maintain all insurance required above in full force and effectfor theentireperiodcoveredby thisAgreement.
ii) Certificatesof insuranceshallbe furnishedto theCity uponexecutionof thisAgreementandshallbeapprovedbytheCity,
iii) Certificates and policies shall state that the policies shall not be cancelled or reducedin coverageor changedin any othermaterialaspect, by Contractor, withoutthirty (30) dayspriorwrittennoticetotheCity.

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iv) Contractorshall supply City with a fully executedadditionalinsured endorsement.
if Contractorfails or refusestoproduceor maintaintheinsurancerequiredby this sectionor fails or refusesto furnishtheCity with requiredproof thatinsurancehas beenprocuredandisin forceandpaidfor, theCityshallhavetheright, attheCity's election, to forthwith terminate this Agreement. Such termination shall not affect Contractor' sright to bepaid for its time andmaterials expendedprior to notification of termination. Contractor waives the right to receive compensation and agrees to indemnifytheCity for anyworkperformedpriorto approvalof insuranceby the City.

S. INDEMNIFICATION
Contractoragreesto defend, andshallindemnifyandhold harmlessthe City, itsofficers, agents, employees, consultants, specialcounsel, andrepresentativesfrom liability; ( 1) for personal injury, damages, justcompensation, restitution, judicialorequitablereliefarisingoutof claimsfor personalinjury, including death, and claims for property damage, which may arise from the negligent operations of the Contractor or its subcontractors, agents, employees, or other persons actingontheirbehalfwhichrelatesto theservicesdescribedin section1 of this Agreement; and 2) from any claim that personalinjury, damages, just compensation, restitution, judicial or equitablerelief is dueby reasonof thetermsof or effectsarisingfrom this Agreement. This indemnityandholdharmlessagreementappliesto all claimsfor damages, just compensation, restitution, judicial or equitablerelief suffered, or allegedto havebeensuffered, by reasonof the eventsreferred to in this Sectionor by reasonof the terns of, or effects, arising from this Agreement, The Contractor further agreesto indemnify, hold harmless, andpay all costsfor the defenseof theCity, includingfeesandcostsfor specialcounselto be selectedby theCity, regardinganyactionby athirdpartychallengingthevalidityof thisAgreement, or assertingthat personalinjury, damages, justcompensation, restitution, judicialorequitablereliefduetopersonal or propertyrightsarisesby reasonof theterns of, or effectsarisingfrom thisAgreement, City maymakeall reasonabledecisionswith respectto its representationin anylegalproceeding, Notwithstandingthe foregoing, to the extentContractor's servicesare subjectto Civil Code Section2782.8, the aboveindemnityshallbelimited, to theextentrequiredby Civil CodeSection 2782. 8, to claims that arise of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor.

9. INTELLECTUAL PROPERTY INDEMNIFICATION
Contractorshalldefend, indemnifyandholdharmlesstheCity, its officers, agents, representatives, andemployeesagainstanyandall liability, includingcosts, andattorney's fees, forinfringementofanyUnitedStates' letterspatent, trademark, orcopyrightcontainedinthework productor documentsprovidedby Contractorto theCity pursuanttothisAgreement.

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10. RECORDS
Contractorshallkeeprecordsandinvoicesin connectionwith theworktobeperformed under this Agreement. Contractorshallmaintaincompleteandaccuraterecordswith respectto the costsincurred, underthis Agreementand any services, expenditures, and disbursements chargedtotheCityforaminimumperiodofthree (3) years, orforanylongerperiodrequiredbylaw, from the dateof final paymentto Contractorunderthis Agreement. All suchrecordsand invoicesshallbeclearlyidentifiable. Contractorshallallowarepresentativeof theCityto examine, audit, andmaketranscriptsor copiesof suchrecordsandanyotherdocumentscreated pursuantto this Agreementduringregularbusinesshours, Contractorshall allow inspectionof all work, data, documents, proceedings, andactivitiesrelatedto thisAgreementfor aperiodof three 3) yearsfrom the dateof final paymentto Contractorunderthis Agreement.

11. CONFIDENTIALITY
If Contractorreceivesfrom the City informationwhich due to the natureof such informationisreasonablyunderstoodtobeconfidentialand/orproprietary, Contractoragreesthat it shall not use or disclosesuchinformation exceptin the performanceof this Agreement, and furtheragreesto exercisethe samedegreeof careit usesto protectits own informationof like importance, but in no eventlessthanreasonablecare. "ConfidentialInformation" shallincludeall nonpublicinformation, Confidentialinformationincludesnotonlywritteninformation, butalso informationtransferredorally, visually, electronically, or by other means. Confidential informationdisclosedto eitherpartyby anysubsidiaryand/or agentof theotherpartyiscovered bythisAgreement. Theforegoingobligationsofnon-useandnondisclosureshallnotapplytoany informationthat (a) hasbeendisclosedinpubliclyavailablesources; (b) is, throughnofaultofthe Contractordisclosedin apublicly availablesource; (c) is in rightfulpossessionof theContractor withoutanobligationofconfidentiality; (d) isrequiredtobedisclosedbyoperationoflaw; or (e) isindependentlydevelopedbytheContractorwithoutreferenceto informationdisclosedbythe City.

12. CONFLICT OF INTEREST CLAUSE
Contractorcovenantsthatit presentlyhasnointerestandshallnothaveinterests, director indirect, which would conflict in anymannerwith performanceof servicesspecifiedunderthis Agreement.

13. NOTICE
Any notice, tender, demand, delivery, or other communicationpursuantto this Agreement shallbeinwritingandshallbedeemedtobeproperlygivenif deliveredin personormailedby first classor certifiedmail, postageprepaid, or sentby fax or othertelegraphiccommunicationin themannerprovidedin thisSection, tothefollowingpersons:

To City: Clericof the City Council
City of SantaAna
20 Civic Center Plaza (NI -30)

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P. O. Box 1988
Santa Ana, CA 92702- 1988
Fax 714- 647- 6956
Copy to: Executive Director
Public WorksAgency
City of SantaAna
20 Civic Center Plaza ( M- 21)
P.O. Box 1988
Santa Ana, CA 92702
Fax 714- 647- 5635
To Contractor: Sedaw
168E. Arrow Hwy, #101
San Dimas, CA 91773
A partymaychangeitsaddressby givingnoticein writingtotheotherparty. Thereafter, anycommunicationshallbe addressedandtransmittedto thenewaddress, If sentby mail, communication shall be effective or deemedto havebeengiven three (3) days after it hasbeen depositedin the United Statesmail, duly registeredor certified, with postageprepaid, and addressedassetforthabove. If sentby fax, communicationshallbeeffectiveor deemedto have beengiventwenty-four (24) hoursafterthetimesetforthonthetransmissionreportissuedbythe transmittingfacsimilemachine, addressedassetforthabove. Forpurposesof calculatingthese timeframes, weekends, federal, state, Countyor Cityholidaysshallbeexcluded.

14. EXCLUSIVITY AND AMENDMENT
ThisAgreementrepresentsthecompleteandexclusivestatementbetweentheCityand Contractorregardingthesubjectmatterherein, andsupersedesanyandall otheragreements, oral or written, between the parties. In the eventof aconflict betweenthe terms of this Agreementand anyattachmentshereto, thetermsof thisAgreementshallprevail. ThisAgreementmaynotbe modifiedexceptby writteninstrumentsignedby theCity andby anauthorizedrepresentativeof Contractor. Thepartiesagreethatanytermsorconditionsof anypurchaseorderorotherinstrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Contractoror the City. Each party to this Agreementacknowledgesthat no representations, inducements, promisesor agreements, orallyorotherwise, havebeenmadebyany party, or anyoneactingonbehalfof anyparty, whicharenotembodiedherein.

15. ASSIGNMENT
Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Contractormaynot assign, transfer, delegate, or subcontractanyinteresthereinwithouttheprior written consentof the City andany suchassignment, transfer, delegationor subcontractwithout theCity'sprior writtenconsentshallbeconsiderednull andvoid. Nothingin thisAgreementshall be construedto limit the City's ability to haveany of the serviceswhich arethe subjectto this AgreementperformedbyCitypersonnelorbyothercontractorsretainedbyCity.

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16. WAIVER
Nowaiverofbreach, failureof anycondition, or anyright orremedycontainedin or grantedbytheprovisionsofthisAgreementshallbeeffectiveunlessit isinwritingandsignedby thepartywaivingthebreach, failure, rightorremedy. Nowaiverof anybreach, failureor right, or remedyshallbe deemeda waiverof anyotherbreach, failure, right or remedy, whetheror not similar, nor shall any waiver constitute acontinuing waiver unlessthe writing so specifies.

17. TERMINATION
ThisAgreementmaybeterminatedby theCityuponthirty (30) dayswrittennoticeof termination. In suchevent, ContractorshallbeentitledtoreceiveandtheCityshallpayContractor compensationfor all servicesperformed by Contractorprior to receipt of such notice of termination, subjectto the following conditions:
a. As a conditionof suchpayment, theExecutiveDirector mayrequireContractorto deliverto the City all work productcompletedasof suchdate, andin suchcase suchworkproductshallbethepropertyof theCityunlessprohibitedby law, and Contractorconsentsto theCity'susethereoffor suchpurposesastheCity deems appropriate.
b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement.

18. NON- DISCRIMINATION
Contractor shall not discriminate because of race, color, creed, relation, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicablelaw, in the recruitment, selection, training, utilization, promotion, termination or other employmentrelatedactivitiesor in connectionwith any activitiesunder this Agreement.

Contractoraffirms thatit is anequalopportunityemployerandshallcomplywith all applicable federal, state and local laws and regulations.

19. JURISDICTION - VENUE
ThisAgreementhasbeenexecutedanddeliveredin theStateof Californiaandthevalidity, interpretation, performance, andenforcementof anyof the clausesof this Agreementshallbe determinedand governedby the laws of the Stateof California, Both parties further agreethat OrangeCounty, California, shallbethevenuefor anyactionorproceedingthatmaybebroughtor ariseout of, in connectionwith or by reasonof this Agreement.

20. PROFESSIONAL LICENSES
Contractorshall, throughoutthe term of this Agreement, maintain all necessarylicenses, permits, approvals, waivers, andexemptionsnecessaryfor theprovision of theserviceshereunder andrequiredby thelawsandregulationsof theUnitedStates, theStateof California, theCityof

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SantaAnaandallothergovernmentalagencies. ContractorshallnotifytheCityimmediatelyand in writing of its inability to obtain or maintain suchpermits, licenses, approvals, waivers, and exemptions. Saidinability shall be causefor termination of this Agreement.

21. MISCELLANEOUS PROVISIONS
a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respectiveparties to eachof the terms of this Agreement, andshall indemnifyCity fully, including reasonablecostsand attorney'sfees, foranyinjuriesordamagestoCityintheeventthatsuchauthority orpoweris not, in fact, heldbythesignatoryor is withdrawn. b. All exhibitsreferencedhereinandattachedheretoshallbeincorporatedasif fully setforth in the body of this Agreement.

IN WITNESS WHEREOF, thepartiesheretohaveexecutedthis Agreementthe dateandyear first above written.

ATTEST:

MARIA D. HUIZAR
Clerk of the Council

APPROVED AS TO FORM
SONIA R. CARVALHO
City Attorney
By:

Vin M. Funk
Assistant City Attorney

FOIL) IPPROVAL
FuadS. Sweissl PLS
Executive Dire for
Public Works Alaenev

CITY OF SANTA ANA
PAUL GODINEZ I1
City Manager

CONTRACTOR
Q.,A-) wu
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Title:

RSicer.TIN0

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Sedaru Proposal for
City of Santa Ana
On- going Water System Computer Model Solutionsz
121
5 SedarU
168 E Arrow Hwy, Suite 101
San Dimas, CA 91773 sedaru. com
Office: 626. 244. 0700 info@sedaru. com
September 14, 2018
Mr. Rudy Rosas, P.E.

Senior Civil Engineer
City of SantaAna
220 S. DaisyAve. M- 85
Santa Ana, CA 92703
Subject: Proposalto ProvideOngoing Water SystemComputerModel Solutions, 3 -year Initial term, with optional renewal for 2 years Dear Mr. Rosas,
Sedaru, Inc. (Sedaru) ispleasedto submitthis proposalto the Cityof SantaAna (City) to provide software and services to the City's water engineering department. This proposal serves as a continuation of services provided under Sedaru' s Water System Computer Model Solutions contract from 2015-2018, wherein Sedarudeliveredsolutionsfrom hydraulicmodeling, to engineering analysis and applications designed to maximize the input, output, and recommendations from the City's calibrated water systemcomputer model.

Background: Sedaruhasprovidedengineeringsolutionsfor the Citysince2015, incorporating:
the City's institutional knowledge, while gaininga uniqueand valuableunderstandingof the City's water system hydraulic challenges, performance characteristics, infrastructure condition and opportunities for efficiency.

Unique, City -specificExperience: Sedaruhasdelivereda comprehensiverangeof engineering and operations related solutions, as summarized below.

Built and calibrated the City's water system hydraulic model, Supportedhydraulicsimulationsfor the City's 2016WaterSystemMasterPlan, including:
o System -wide fire flow analysisto understandand plan -for system redundancyand adequate minimum fire flow protection,
o Criticality analysis to Identify the City's most vulnerable corridors & related system valves
o Energymanagementanalysisto assistwith efficientuseofexistingsystemcapacity, o Water quality analysisto identify areasof systemstagnancyacrossthe system, where high disinfectant bi-products mayform.

Analyzed multiple water quality and operational related analyses to ensure acceptable minimumwater ageundervaryingdemandconditions,
Delivered analysis, results, and a Technical Memorandum with recommendations for the County Administrative Blockhydraulic FeasibilityStudy,
Completionof a water systemflushingprogram,
Delivery of the Hydraulic Model and GIS -basedsolution " Sedaru" to City Engineering & Operationsstaff to support ongoing, in-house:
o HydraulicSimulations (SedaruModeling) for utility -focusedanalysissuchasfire flows, o SCADAtrending & alarms (Sedaru OMNI), integrated in the same Model interface, o FacilityInspectionsfrom anapp, w/automatedproductionreporting (SedaruFieldforce) o Identification of optimal pipeline replacement strategiesfor the City's high return on its capital investment ( Sedaru CIP). Services to implement this tool included:

Integration of multiple system hydraulic and infrastructure condition assessment criteriasuchasfireflows, leaks, valvecriticality, pipelineage, material, andmore.

Theaboverepresentsa significantcollectionof institutionalknowledgegainedbyour staffto developthe City's first-everhydraulicmodel, withtheapplicationofthat mode[ to theCity's Water SystemMasterPlan, and deploymentof upgradedtechnologyto supporta more integrated, dynamic, andinformeddecisionmakingprocessfor engineering.

ProposedScopeandTermsfor OngoingSolutions: Byapprovalof thisproposalandsubsequent contracting of this proposed scope, the City authorizes Sedaruto provide maintenance and supportfor engineeringsoftwarefor a 3 -yearinitialterm, with anoptionalrenewalfor 2 years..

Annualizedsupport includes2 categoriesof solutions: 1) ongoingsoftware maintenanceand support for the solutionsauthorizedwithin the 2015-2018WaterSystemComputerModel Solutions contract, and 2) continued engineeringrelated servicesto provide similar servicesto thosedescribedherein, includingupdatesto the City'scurrentwatermodel, Thesesolutions have been summarized below:

1. $ 75,000peryearfor maintenanceandsupportof theSedaruengineeringsoftware, Inc.:
a. Sedaru Modeling: Runfire -flow analysis, size pipelines, evaluate pumpsout of service. b. Sedaru OMNI & SCADAConnect: Track, trend, monitor, and report -on system performance, Includingnotificationsandalarmsof facilitiesrunningout of range. c. SedaruFieldforce & Auto -Reporting: Collectconditionandperformancedataonkey facilities in real-time, to automaticallygenerateproductionreports. d. SedaruCIP: Accesscondition and performance data from GIS, Hydraulic Model, Street Paving. Rank, weight, quantify & prioritize pipeline replacement projects with high. ROL e. SedaruOps: Predictoperationsto determinewaterage, andtracewatersupplyto and fromanypointinthesystemto reducetheneedforfuturewaterqualitysampling.

2. $ 75,000peryearforongoingengineeringconsultingservices, deliveredonan as -needed basis, utilizingtheratescheduleincludedhereinasExhibitA. Consultingservicesmay include and not be limited to:
a. Updates to the City's water system hydraulic model, and related calibration efforts, to ensure reasonable water model results as compared to field or SCADA measurements. b. Updatesmayalsoincludewaterqualityparameterstosupportthe City'sannualflushing programto maintainacceptablelevelsof water quality.
c. Ongoingfire flow capacityanalysisfor developerrequests, deficiencyanalysisto ensure high value return -on -investment on pipeline replacement projects, and simulations of water systemoperationsIncludingpumpcontrols, waterquality, andmore. d. Hydraulicmodelupdatesandrelatedmodelresultswill providetheCity'sSedaru software with the latest information on City infrastructure and operations to support optimal software performance over time.

Total annual value of the contract is $150,000, and software maintenance is to be billed and paidin advance of each contract year. Consultingservicesbilled on a percent complete basis.

Proposed Project Team: Sedaru proposes a Project Team with a collective 100+ years of experiencein deliveringwater systemplanning, operations, and technicalsoftware solutions, in additionto nearly2 decadesof experiencewith City -specificprojects. Pleaseseeresumes included for the City's consideration in Exhibit B.

We lookforwardto a continuingto delivervaluedengineeringandwater systemcomputer model solutionsto the City's EngineeringDepartment, Pleasedo not hesitateto contact me with any questions at all, at any time.

Sincerely,
Paul Hauffen,
City of Santa. Ana
Customer Service Manager
Sediaru, Inc..

Phone: ( 626) 354- 7003
Email: naulhauffen@sedaru. com
Exhibit A oo
4 Rates: Sedaruproposesthefollowingratesfor servicesrenderedfromJuly1, 2018throughJune30, 2019. Rates will increase 3% annually per year,
Classification
Principal......................................................................................

Technical Advisor/ QA- QC............................................................

Senior Project Manager/ GIS Systems Integrator/ Developer......

Not to Exceed Hourly Rate
ProjectManager............................................................................................

Senior Project Engineer/ Modeler/ Senior GISTechnician— ...........................

Project Engineer/ Modeler/ GIS Technician....................................................

ProjectAccountant........................................................................................

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DATC( MMIDDIVYM
CERTIFICATE OF LIABILITY INSURANCE I " MA19n, 51
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($), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

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

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

PRODUCER
NFP Props & Casualty Services, lnc.
1551NorthTlustInAvenueSuite 500
Santa Ana, CA 92705
617. 2327
wsuREn
Sodaru, Inc. -
V-SUR0 ACCIclent and Inderninity, Co 122357
ID Modeling _ WVRERCzAqM!K@Hn_qwrAnre ComRa"
160 E. Arrow Hwy, Suite 101 114San D Imes, CA 91773 - INSURERS: ........ . .....

INSURER
COVER CERTIFICATE NUMBER: REVISION NUMBER:

THIS 13 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, 7HE 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. 8888- TYPE OF INSURANCE MIRD % Nvni POLICY NUMBER LIMITS3NSftAGOL SUSAU LTR
A I X COMMERCIALGENERALLIABILITY EACH OCCURRENCE s1, 808, 088 ClAiMS4WE OCCUR X X 172SBABA9623 01106/2018 01106/209 DAMAGETOKENTED 1, 000, 000 PERSONAL & FOY INJURY 1 680, 000
G L AD ' REIIATE LIMIT APPLIES PER GENERAL AGGREGATE s--- 2, 000, 000 X POLICYD 5E n LOCY DUQPRO TS_-CQMRQPAGG 2, 000, 000

AUTOMOBILE LIABILITY

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DESCRIPTIONOFOPERATIONS) LOCATIONSIVEHICLESDUORO10, Aed111IRMm.,k.S.7b.dm.,, 1N? V If required by written contract, The City, Its electedor appointed officials, brc 9 S" If, agents, employees and volunteers are Included as Additional than reds with PrimaryINon- Ca ntributory wording and Waiver of respects General Liability per Endorsement SS000O0405attached. r;jK IHrequiredby written contract TheCity, Its elected - appointed sea and volunteers are Included asy ' fkAdditional Insureds with Prlmsry/Non-Contrlbutory wording and W 9=atioaa rele HA99160312 aftachod. 30 bt orIdays notice of Intent to cancel policies will be provided Subpar to andursamorn SS12230611 and as respects auto liability perendorsement1HO3130611attached, City of Santa Ana
20 Civic Center Plaza
Ross Annex ( N22)
Santa Ana, CA 92701

SHOULD ANY OF THC ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

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

AUTHORIZED REPRESENTATIVE
AGORD 25.( 2016103).. 1 0198S- 2015ACORO CORPORATION. All rights reserved, The ACORD name and logo are registered marks of ACORD
AGENCYCUSTOMERID: SEDAINC- 01
LOC #: 1

DAWNPHILLIPS

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AGENCY NAMEDINSURED
Sedaru, Inc.

NFP Property & Casualty Services, Inc. ID Modeling
168 E. Arrow Hwy Suite 101A 91i73POLICY NUMM '-
EE PAGE 1 LosAngeles

CARRIER NAIL CODE
EE PAGE II ISEEP 1 EFFECTIVEDATE: 5EE EAGE 1

ADDITIONAL REMARKS

THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: ACORD25 FORM TITLE: Certificate of Liabilltv Insurance NFP Warding
Professional Liability : Retroactive datefor $1,000,000Aggregateand per claim limit is 3-30.04. Retroactivedatefor $2,000,000 Aggregate limit is 2. 15. 17. Retroactive Date for $ 2, 000, 000 per claim limit is 3-16. 96. Deductible $ 25, 000 per claim. Claims Made policy form.

The attached certificate of Insurance is provided as part of our service to our client the insured. If special endorsements have been providedthey areindicatedand attachedto the certificate. You mayfind that thesedocumentsdo not complywith allthe termsand conditions of the underlying contract betweenthe Certificate holder andthe Insured due to the InsuranceCompany's insuring conditions, limitations, exclusions and other Terms. If you have any questions please contact the undersigned.

NFP Property & Casualty Services Inc.

CA License OF15715
1551 N Tustin Ave, Suite 500
Santa Ana CA 92705
Telephone: 714. 617. 2326
REVIEWED BY:
112/ Grw

PAGE GP
ACORD 101 ( 2008/ 61) © 2008 ACORD CORPORATION. All rights reserved.

The . ACORD . name _ and . logo . areregistered marks of ACORD_ PoIcy# 72UECPX8358
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

This policy is subject to the following additional
Conditions:

A. If this policy is cancelled by the Company, other
then for nonpayment of premium, notice of such
cancellation will be provided at least thirty ( 30)
days in advance of the cancellation effective date
to the certificate holder(s) with mailing addresses
on file with the agent of record or the Company.

B. If this policy is cancelledby the Companyfor
nonpayment of premium, or by the insured, notice
of such cancellation will be provided within ( 10)
days of the cancellation effective date to the
certificate holder(s) with mailing addresses on file
with the agent of recordor the Company.

If notice Is mailed, proof of mailingto the last known
mailing addressof the certificateholder($) on file with the agent of record or the Company will be sufficient
proof of notice.

Any notification rights provided by this endorsement
apply only to active certificate holder( s) who were
issued a certificate of Insurance applicable to this
policy's term.

Failure to provide such notice to the certificate
holder( s) will not amend or extend the date the
cancellation becomes effective, nor will it negate
cancellation of the policy. Failure to send notice shall Imposeno liability of any kind upon the Companyor its
agents or representatives.
t! EVIEWED BY:

IIrF3il
Form IH 0313 0611 Page 1 of 1
0 2011, The Hanford
Policy#72S5AAJ7706
THIS ENDORSEMENT CHANGES THE POLICY, PLEASE READ IT CAREFULLY.

NOTICE OF CANCELLATION TO CERTIFICATE HOLDER( S)
This policy Is subjectto the following additionalConditions:

A. If this policy Is cancelled by the Company, other than for non-payment of premium, notice of such osocellotlonwill be providedat least thirty (30) days in advanceof the cancellationeffectivedate to the certificateincidents) with mailingaddressesonfilewith theagentof recordor Ilia Company.

B. If this policy Is cancelled by the company for non-payment of premium, or by the insured, notice of such cancellation will be provided within ten ( 10) days or the oancellallon effective date to the certificate holder( s) with mailingaddressesonfilewiththeagentof recordortheCompany. if notice is mailed, proof of mailing to the last known mailing address of the certificate holder($) on file with the agent of record or the Companywill be sufficientproof of notice.

Any notification rights provided by this endorsement apply only to active certikests holders) who were Issued a certificate of Insurance applicable to this policy' s term.

Failure to provide such notice to the certificate holder(s) will not amend or extend the date the cancellation becomes effective, nor will it negate cancellation of the policy, Failure to send notice shaltimpose no liability of anykind upon the Company or Its agents or representatives.

Form SS 12 27 6611

REVIEWED
R A.

G 2011, The Hartford
Page i of 1
Policy#72UECPX8358 COMMERCIAL AUTOMOBILE
MA 99 16 0312
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

ENDORSEMENT
This endorsement modifies insuranceprovidedunder 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.

1. BROAD FORM INSURED
A. 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 terminationor
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 Insureddoes not includeany
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 "properly damage" that results
from an " accident' that occurred before
you formed or acquired the organization.

B. Employees as Insureds
Paragraph A. 1, - WHO IS AN INSURED - of
SECTION II - LIABILITY COVERAGE is
Any "employee" of yours while using a
covered " auto" you don' t own, hire or
borrow in your business or your
personal affairs.

C. Lessors as Insureds
Paragraph A. 1. - WHO IS AN INSURED - of
Section II - Liability Coverage is amended to
add:
e. The lessor of a covered " auto" while the
auto" is leased to you under a written
agreement if:
1) The agreement roqulres you to
providedirect primary Insurancefor
the lessor and
2) The " auto" is leased without a driver.

Such a leased " auto" will be considered a
covered " aura" you awn and not a covered
auto" you hire.

D. Additional Insured If Required by Contract
1) Paragraph A. 1, - WHO IS AN INSURED
of Section II - Liability Coverage is
amended to add:
f. 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
organizationis 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
r r
amended to add: < 21 I
2011, The HertfordF4q eq pyrig m i`—_
gForm HA 99 76 03 12 of ISO Rro ernes s s' on – ; Y' Page or use of a
1 of 5
The insurance afforded to any such E. Primary and Non-Contributory if additional insured applies only if the Required by Contract bodily Injury" or " property damage" Only with respect to insurance provided tooccurs: an additional insured in 1.D. - Additional 1) During the policy period, and Insured If Required by Contract, the 2) Subsequent to the execution of such following provisions apply, written contract, and 3) Primary Insurance When Required By 3) Prior to the expiration of the period Contract
of time that the written contract This insurance is primary if you have requires such Insurance be provided agreed in a written contract or written to the additional insured. agreement that this insurance be 2) How Limits Apply primary. If other insurance is also primary, we will share with all that otherIf you have agreed in a written contract insurance by the method described inor written agreement that another Other Insurance 5. d. person or organization be added as an
additional insured on your policy, the 4) Primary And Non-Contributory To Other most we will pay on behalf of such Insurance When Required By Contract additional insured is the lesser of: If you have agreed in a written contract a) The limits of insurance specified in or written agreement that this insurance the written contract or written Is primary and non-contributory with the agreement; or additional Insured' s own Insurance, this b) The Limits of Insurance shown in insurance is primary and we will not seek contribution from that other
the Declarations. Insurance.

Such amount shall be a part of and not
Paragraphs (3) and (4) do notapply to otherin addition to Limits of Insurance shown insurance to which the additional insured in the Declarations and described in this has been added as an additional insured. Section.

When this insurance is excess, we will have no
3) Additional Insureds Other Insurance
duty to defend the insured against any "suit" if
If we cover a claim or " suit" under this any other insurer has a duty to defend the Coverage Part that may also be covered insured against that " suit". If no other Insurer by other insurance available to an defends, we will undertake to do so, but we will additional insured, such additional be entitled to the insured' s rights against all insured must submit such claim or " suit" those other Insurers. to the other insurer for defense and When this insurance is excess over other indemnity. insurance, we will pay only our share of the However, this provision does not apply amount of the loss, if any, that exceeds the sum to the extent that you have agreed in a of.
written contract or written agreement 1) The total amount that all such other that this insurance Is primary and non- insurance would pay for the loss In the contributorywith the additional insured's absence of this insurance; and own insurance.
2) The total of all deductible and self- insured
4) Duties in The Event Of Accident, Claim, amounts under all that other insurance.

Suit or Loss
We will share the remaining loss, If any, by theIf you have agreed In a written contract method described in Other Insurance 5. d. or written agreement that another person or organization be added as an 2. AUTOS RENTED BY EMPLOYEES additional insured on your policy, the Any "auto" hired or rented by your "employee" additional insured shall be required to on your behalf and at your direction will be comply with the provisions in LOSS considered an " auto" you hire.

CONDITIONS 2. - DUTIES IN THE The OTHER INSURANCE Condition is amended EVENT OF ACCIDENT, CLAIM , SUIT by adding the following: OR LOSS — OF SECTION IV — BUSINESS AUTO CONDITIONS, In the
same manner as the Named Insured.
2011, The Hartford ( Includes copyrighted material
Form HA 99 16 03 12 of ISO Proporties, InaP,wyiEMr i
ssWE ® BY; Page 2 of 5
PAGES 0
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.

3. 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.

4. 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 timeof the "loss'% or
3) The cost of repairing or replacing the
damaged or stolon 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 broadestcoverage applicableto 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 borrowfrom any of your
employees", partners (if you are a partnership),
members (if you are a limited liability company),
or members of their households.

5. PHYSICAL DAMAGE ADDITIONAL

TEMPORARY TRANSPORTATION EXPENSE

COVERAGE
Paragraph A. 4. e. of SECTION III - PHYSICAL
DAMAGE COVERAGE is amended to provide a
limit of $ 50 per day and a maximum limit of
1,000.

6. LOANILEASE GAP COVERAGE
Under SECTION III - PHYSICAL DAMAGE
COVERAGE, in the event of a total " loss" to a
covered "auto", we will pay your additionallegal
obligation for any difference between the actual
cash value of the " auto" al 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.

7. 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.

8. ELECTRONIC EQUIPMENT - BROADENED

COVERAGE
a. The exceptions to Paragraphs BA -
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
Form HA 99 16 0312 Q2UoffISOroiiT i riot'"
PAGE GFgE

Page 3 of 5 ends

4) Necessary for the normal
operation of the covered " auto" or
the monitoring of the covered
auto' s" operating system.
b. Section III - Version CA 00 01 03 10 of the
Business Auto Coverage Form, Physical
Damage Coverage, Limit of Insurance,
Paragraph C, 2 and Version CA 00 01 10 01 of
the Business Auto Coverage Form, Physical
Damage Coverage, Limit of Insurance,
Paragraph C are each 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:
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.

9. 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.

10. 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.

11. TWO OR MORE DEDUCTIBLES
Under Paragraph D. - DEDUCTIBLE - of SECTION
III - PHYSICAL DAMAGE COVERAGE, the
If another Hartford Financial Services Group,
Inc. company policy or coverage form that is not
an automobilepolicyor coverageform 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.

12. 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
AUTOCONDITIONSthat you mustnotify us of
an " accident" applies only when the " accident" is
known to:
1) You, If you are an individual;
2) A partner, if you area partnership;
3) A member, if you are a limited liability
company; or
4) An executive officer or insurance manager, if
you are a corporation.

13. UNINTENTIONAL FAILURE TO DISCLOSE

HAZARDS
If you unintentionally fail to disclose any hazards
existingat the inceptiondate of your policy, we
will not deny coverage under this Coverage
Form because of such failure.

14. HIRED AUTO - COVERAGE TERRITORY
Paragraph e. of GENERAL CONDITIONS 7. -

POLICY PERIOD, COVERAGE TERRITORY -
of SECTION IV - BUSINESS AU10
CONDITIONSIs replacedbythe following:
e, For short- term hired " autos", the coverage
territory with respect to Liability Coverage is
anywhere in the world provided that if the
insured's" responsibilityto pay damagesfor
bodily injury" or " property damage" is
determined in a " suit," the " suit" is brought In
the United Slates of America, the territories
and possessions of the United States of
America, Puerto Rico or Canada or in a
settlement we agree to.

15. WAIVER OF SUBROGATION

TRANSFER OF RIGHTS OF RECOVERY
AGAINST OTHERS TO US - of SECTION IV -
BUSINESSAUTOCONDITIONSIsamendedby
adding the following:
following is added. p® C C' p y "/
RG IEWED ® 1 .
2011, TtLq,l d des , gpoghted material
Form HA 99 16 03 12 of 1590 P --
e
tai ,
I c , withits permission. I
fAVG K tJ

Page 4 of 5 ends

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.

16. RESULTANT MENTAL ANGUISH COVERAGE
The definition of " bodily injury" in SECTION V -
DEFINITIONS 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.

17. 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.

18. 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. lf 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' s
actual 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
poweredsolelyby electricityor naturalgas.
li " hybdd" 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,
19, 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
Coveragesaroamendedto addthefollowing:

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 mostwe 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.

REVIEWED BY:

PAGE rGF
2011, The Hartford ( Includes copyrighted material
Form HA 99 16 03 12 of ISO Properties, Inc., with Its permission.) Page 5 of 5 Policy# 72SBAAJ7706
b) Rented to, in the care, custody or
control of, or over which physical
control is being exercised for any
purpose by you, any of your
employees", " volunteer workers",
any partner or member (if you are
a partnership or joint venture), or
any member ( if you are a limited
liability company).
b. Real Estate Manager
Any person (other than your "employee" or
volunteer worker"), or any organization
while acting as your real estate manager.
c. Temporary Custodians Of Your
Property
Any person or organizationhavingproper
temporary custody of your property if you
die, but only:
1) With respect to liabilityarising out of the
maintenance or use of that property; and
2) Until your legal representative has
been appointed.
d. Legal Representative If You Die
Your legal representative if you die, but
only with respect to duties as such. That
representative will have all your rights and
duties under this insurance.
e. Unnamed Subsidiary
Any subsidiary and subsidiary thereof, of
yourswhich is a legallyIncorporatedentity
of which you own a financial interest of
more than 50% of the voting stock on the
effective date of this Coverage Part.

The insurance afforded herein for any
subsidiary not shown in the Declarations
as a named insured does not apply to
injury or damage with respect to which an
insured under this insurance is also an
insured under another policy or would be
an insured under such policy but for its
termination or upon the exhaustion of its

BUSINESS LIABILITY COVERAGE FORM
b. Coverage under this provision does not
apply to:
1) " Bodily injury" or " property damage"
that occurred; or
2) " Personal and advertising Injury"
arising out of an offense committed
before you acquired or formed the
organization.

4. Operator Of Mobile Equipment
With respect to " mobile equipment" registered In
your name under any motor vehicle registration
law, any person is an insuredwhile driving such
equipment along a public highway with your
permission. Any other person or organization
responsible for the conduct of such person is
also an insured, but only with respectto liability
arising out of the operationof the equipment, and
only if no otherinsuranceof any kindis available
to that person or organizationfor this liability.

However, no person or organization is an insured
with respect to:
a. " Bodily injury" to a co -"employee" of the
person driving the equipment; or
b. " Property damage" to property owned by,
rented to, in the charge of or occupied by
you or the employer of any person who is
an insured under this provision.

5. Operator of Nonowned Watercraft
With respect to watercraft you do not own that
is lessthan 51feet longand is notbeingused
to carry personsfor a charge, any personis an
insured while operating such watercraft with
your permission. Any other person or
organization responsible for the conduct of
such person is also an insured, but only with
respect to liability arising out of the operation
of the watercraft, and only if no other
insurance of any kind is available to that
person or organization for this liability.

However, no person or organization is an
insured with respect to:
limits
Acquired Or REVIE n. l ily,,
erys
to a co -"employee" of the

3. Newly Acquired Or Formed Organization vV r or peYafng the watercraft; or Any organization you newly acquire or form, b. " Property damage" to property owned by, other than a partnership, rented to, in the charge of or occupied byp p, joint venture :----.• limited liability company, and over which (} i or I r of any personwho is maintain financial interest of more than 500% of ` r is provision. 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 180thday after you acquire Paragraphs a. through f. 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

BUSINESS LIABILITY COVERAGE FORM
contract, written agreement or because of a
permit issued by a state or political
subdivision, that such person or organization
be added as an additional insured on your
policy, provided the Injury or damage oecuis
subsequent to the execution of the contract or
agreement, or the issuance of the permit.

A person or organization is an additional
insured under this provision only for that
period of time required by the contract,
agreement or permit.

However, no such person or organization is an
additional insured under this provision if such
person or organization is included as an
additional insured by an endorsement issued
by usand made a part of this CoveragePart,
including all persons or organizations added
as additional insureds under the specific
additional insured coverage grants in Section
F. — Optional Additional Insured Coverages.
a. Vendors
Any person(s) or organization(s) (referredto
below as vendor), but only with respectto
bodily injury" or " property damage` airing
out of " your products" which are distributed
or sold in the regular course of the vendor' s
business and only if this Coverage Part
provides coverage for " bodily injury" or
property damage" included within the
products - completed operations hazard".
1) The insurance afforded to the vendor
Is subject to the following additional
exclusions:

This insurance does not apply to:
a) ' Bodily injury" or " property
damage" for which the vendor is
obligated to pay damages by
reason of the assumption of
liability in a contract or agreement.

This exclusion does not apply to
liability for damages that the
vendor would have in the absence
of the contract or agreement;
b) Any express warranty
unauthorized by you;
c) Any physical or chemical change
in the product made intentionally
by the vendor;
d) Repackaging, except when
unpacked solely for the purpose of
inspection, demonstration, tasting,
or the substitution of parts under
instructions from the manufacturer,
and then repackaged in the
original container;
e) Any failure to make such
inspections, adjustments, tests or
servicing as the vendor has
agreed to make or normally
undertakes to make in the usual
course of business, in connection
with the distribution or sale of the
products;
f) Demonstration, installation,
servicing or repair operations,
except such operations performed
at the vendor' s premises in
connection with the sale of the
product;
g) Products which, after distribution
or sale by you, have been labeled
or relabeled or used as a
container, part or ingredient of any
other thing or substance by or for
the vendor; or
h) " Bodily injury" or " property
damage" arising out of the sole
negligence of the vendor for its
own acts or omissions or those of
its employees or anyone else
acting on its behalf. However, this
exclusiondoesnotapplyto:

I) The exceptions contained in
Subparagraphs (d) or (fl; or
ii) Such inspections, adjustments,
tests or servicingas the vendor
has agreedto makeor normally
undertakes to make in the usual
course of business, in
connection with the distribution
or sale of the products.
2) This insurance does not apply to any
insured person or organization from
whom you have acquired such products,
or any ingredient, part or container,
entering into, accompanying or
containing such products.
b, Lessors Of Equipment
1) Any person or organization from
whom you lease equipment; but only
with respectto their liabilityfor "bodily
injury", " property damage" or
REQ `
fE A / 0pn5Yd advertising injury"
v V V lid, ' holo or in part, by your
maintenance, operation or use of
n 11

PAGE -LL ''
egauuiioome ,.leased you by such
11 lJ I „___

Page 12 of 24 ends

2) With respect to the insurance affcrded
to these additional insureds, this
insurance does not apply to any
occurrence" which takes place after
you cease to lease that equipment.
c. Lessors Of Land Or Premises
1) Any person or organization from
whom you lease land or premises, but
only with respect to liability arising out
of the ownership, maintenance or use
of that part of the land or promises
leased to you.
2) With respect to the insurance afforded
to these additional insureds, this
insurance does not apply to:
a) Any " occurrence" which takes
place after you cease to lease that
land or be a tenant in that

BUSINESS LIABILITY COVERAGE FORM
e. Permits Issued By State Or Political
Subdivisions
1) Any state or political subdivision, but
only with respect to operations
performed by you or on your behalf for
which the state or political subdivision
has issued a permit.
2) With ;, aspect to the insurance afforded
to these additional insureds, this
insurancedoesnotapplyto:
a) " Bodily injury", " property damage"
or " personal and advertising
injury" arising out of operations
performed for the state or
municipality; or
b) "BodilyInjury" or "propertydamage"
included within the " products -
completed operations hazard".
premises; or
f. Any Other Party
b) Structural alterations, new
1) Any other person or organization whoconstruction or demolition is not an insured under Paragraphs a. operations performed by or on through o. above, but only withbehalf of such person or respectto liability for "bodilyinjury", organization.
property damage" or " personal and
d. Architects, Engineers Or Surveyors advertising injury" caused, in whole or 1) Any architect, engineer, or surveyor, but in part, by your acts or omissions or only with respect to liability for "bodily the acts or omissions of those acting injury", " property damage" or "personal on your behalf:
and advertising injury" caused, in whole a) In the performance of your or in part, by your acts or omissionsor 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 This Insurance does not ly to ( it) This Coverage Part provides bodily injury", " property dan /, JEt" S
Y. coveragefor "bodilyinjury" or
personal and advertising i vvVVLLQ I " property damage" included arising out of the rendering of or the r within the " products - failure to render anyprofassle completed operations hazard servicesbyorforyou, includiPAGE tt
OF—Rugro6lt totheinsuranceaffordeda) "[be preparing, approving, or to tiese additional insureds, this failure to prepare or approve, insurancedoesnotapplyto:
maps, shop drawings, opinions, " Bodilyreports, surveys, field orders, injury", " property damage" or I d d rt . 11
change orders, designs or
drawings and specifications; or
b) Supervisory, inspection,
architectural or engineering
activities.
persona an a ve sing injury
arising out of the rendering of, or the
failure to render, any professional
architectural, engineering or surveying
services, including:

Form SS 00 08 04 05 Page 13 of 24

BUSINESS LIABILITY COVERAGE FORM
a) The preparing, approving, or
failure to prepare or approve,
maps, shop drawings, opinions,
reports, surveys, field orders,
change orders, designs or
drawings and specifications; or
b) Supervisory, inspection,
architectural or engineering
activities.

The limits of insurance that apply to additional
insureds are described in Section D. - Limits
Ofinsurance.

How this insurance applies when other
insurance is available to an additional insured
is described in the Other Insurance Condition
in Section E. – Liability And Medical Expenses
General Conditions.

No person or organization is an insured with
respect to the conduct of any current or past
partnership, joint venture or limited liability
company that is not shown as a Named Insuredin
the Declarations.

D. LIABILITY AND MEDICAL EXPENSES

LIMITS OF INSURANCE

1. The Most We Will Pay
The Limits of Insurance shown in the
Declarations and the rules below fix the most
we will pay regardless of the number of:
a. Insureds;
In. Claims made or " suits" brought; or
c. Persons or organizations making claims or
bringing " suits".

This General Aggregate limit does not
apply to " property damage" to premises
while rented to you or temporarily
occupied by you with permission of the
owner, arising out of fire, lightning or
explosion.
1 Each Occurrence Limit
Subject to 2.a. or 2.b above, whichever
applies, the most we will pay for the sum of all
damages because of all " bodily injury",
property damage" and medical expenses
arising out of any one " occurrence" is the
Liability and Medical Expenses Limit shown in
the Declarations.

The most we will pay for all medical expenses
because of "bodily injury" sustainedby any
one person is the Medical Expenses Limit
shown in the Declarations.

4. Personal And Advertising Injury Limit
Subject to 2.b, above, the most we will pay for
the sum of all damages because of all
personaland advertisinginjury" sustainedby
any one personor organizationis the Personal
and Advertising Injury Limit shown In the
Declarations.

5. Damage To Premises Rented To You Limit
The Damage To Premises Rented To You
Limit is the most we will pay under Business
Liability Coveragefor damagesbecauseof
propertydamage" to any one premises, while
rentedto you, or in the caseof damagebyfire,
lightning or explosion, while rented to you or
temporarilyoccupiedby youwith permissionof
the owner.

In the case of damage by Are, lightning or
explosion, the Damage to Premises Rented To
You Limit applies to all damage proximately
caused by the same event, whether such
damage results from fire, lightningor explosion
or any combination of these.

6. How Limits Apply To Additional Insureds
Damages because of all other " bodily The mostwe will pay on behalfof a person or Injury", " property damage" or " personal
organization who is an additional insured
and advertising injury", including medical under this Coverage Part is the lesser of:
expenses, is the General Aggregate Limit a. The limits of insurance specified in a shown in the Declarations. / : D g writtencontract, writtenagreementorV , V V7 u permit issued by a state or politicalThis General Aggregate Limi apps G ` separately to each of your " locations"
subdivision; or
owned by or rented to yo -+
Ce-
units of Insurance shown in the
Location" means premisl5s\ V" —
sta'
same or connecting lots, or premises Such amount shall be a part of and not in whose connection is interrupted only by a addition to the Limits of Insurance shown in street, roadway or right- of- way of a the Declarations and described in this Section. railroad.

Page 14 of 24 ends

If more than one limit of insurance under this
policy and any endorsements attaohed thereto
applies to any claim or "suit", the most we will pay
under this policy and the endorsements is the
single highest limit of liability of all coverages
applicable to such claim or " suit". However, this
paragraph does not apply to the Medical Expenses
limit set forth in Paragraph 3. above.

The Limits of Insurance of this Coverage Part apply
separately to each consecutiveannual period and to
any remainingperiodof less than12 months, starting
with the beginningof the policyperiodshownin the
Declarations, unless the policy period is extended
after issuance for an additional period of less than 12 months. in that case, the additional period will be
deemed part of the last precedingperiodfor purposes
of determiningtheLimitsof Insurance.

E. LIABILITY AND MEDICAL EXPENSES

GENERAL CONDITIONS

1. Bankruptcy
Bankruptcy or insolvency of the insured or of
the insured' s estate will not relieve us of our
obligations under this Coverage Part.

2. Duties In The Event Of Occurrence,
Offense, Claim Or Suit
a. Notice Of Occurrence Or Offense
You or any additional insured must see to
it that we are notified as soon as
practicable of an " occurrence" or an
offense which may result in a claim. To
the extent possible, notice should include:
1) How, when and where the " occurrence"
or offense took place;
2) The names and addresses of any
Injured persons and witnesses; and
3) The nature and location of any injury
or damage arising out of the
occurrence" or offense.
b. Notice Of Claim
If a claim is made or " suit" is brought
against any insured, you or any additional
insured must:

BUSINESS LIABILITY COVERAGE FORM
1) immediately send us copies of any
demands, notices, summonses or
legal papers received in connection
with the claim or " suit";
2) Authorize us to obtain records and
other information;
3) Cooperate with us in the investigation,
settlement of the claim or defense
against the " suit"; and
4) Assist us, upon our request, in the
enforcement of any right against any
person or organization that may be
liable to the insured because of injury
or damage to which this insurance
may also apply.
d. Obligations At The Insured' s Own Cost
No insured will, except at that insured' s own
cost, voluntarily make a payment, assume
any obligation, or incur any expense, other
than for first aid, without our consent.
e. Additional Insured' s 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 insurerfor defenseand indemnity.

However, this provision does not apply to
the extent that you have agreed in a
written contract, written agreement or
permit that this insurance is primary and
non-contributory with the additional
insured' s own insurance.
f. Knowledge Of An Occurrence, Offense,
Claim Or Suit
Paragraphsa. and b. apply to you or to
any additional insured only when such
occurrence", offense, claim or " suit" is
known tc:
1) You or any additional insured that is
an individual;
2) Any partner, if you or an additional
insured is a partnership;
1) Immediately record the specifics of the ( 3) Any manager, if you or an additionalclaim or " suit" and the date received; / insured is a limited liability company; and UVIEWED DY2 Notify us as soon as raetica
Any " executive officer"
n
insurance
O y p fhanager, if you or an additional
You or any additional insured must see to insured is a corporation; itthatwereceiveawrittenCC `( p F
trustee, if you or an additional
claim or " suit" as soon as pra g ' n red is a trust; or c. Assistance And Cooperation Of The ( 6) Any elected or appointedofficial, if youInsured or an additional insured is a political You and any other involved insured must: subdivision or public entity.

Form SS 00 08 04 05 Page 15 of 24

BUSINESS LIABILITY COVERAGE FORM
This Paragraph f. applies separately to
you and anyadditionalinsured.

3. Financial Responsibility Laws
a. When this policy is certified as proof of
financial responsibilityfor thefuture under
the provisions of any motor vehicle
financial responsibility law, the insurance
provided by the policy for " bodily injury"
liability and "property damage" liability will
comply with the provisionsof the law to
the extent of the coverage and limits of
insurance required by that law.
b. With respect to " mobile equipment" to
which this insurance applies, we will
provide any liability, uninsured motorists,
underinsured motorists, no- fault or other
coverage required by any motor vehicle
law. We will provide the required limits for
those coverages.

4. Legal Action Against Us
No person or organization has a right under
this Coverage Form:
a. To join us as a party or otherwise bring us
into a "suit' asking for damages from an
insured; or
b. To sue us on this Coverage Form unless
all of its terms have been fully compiled
with.

A person or organization may sue us to recover
on an agreed settlement or on a final judgment
against an insured; but we will riot be liable for
damages that are not payable under the terms of
this insurance or that are in excess of the
applicable limit of insurance. An agreed
settlement means a settlement and release of
liability signed by us, the insured and the
claimant or the claimant' s legal representative.
3) We have issued this policy in reliance
upon your representations.
b. Unintentional Failure To Disclose
Hazards
If unintentionallyyou shouldfail to disclose
all hazards relating to the conduct of your
business at the inception date of this
Coverage Part, we shall not deny any
coverage under this Coverage Part
because of such failure.

5. Separation Of Insureds That is insurance purchased by you to Except with respect to the Limits of Insurance, cover your liability as a tenant for and any rights or duties specificallyassigned " property damage" to premises rented in this policy to the first NamedInsured, this to you or temporarilyoccupiedby you insurance applies:
with permission of the owner;
a. As if each Named Insured wer qI
rcraft, Auto Or Watercraft
Named Insured; and WED tine loss arises out of the maintenance b. Separately to each insured against w
or use of aircraft, " autos" or watercraft to
a claim is made or " suit" is brought.
f t nt riot subject to Exclusion g. of
c } / F A.— Coverages,

6. Representations P, r i (
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 1) The statements in the Declarations damage" to borrowed equipment or are accurate and complete; the use of elevators to the extent not 2) Those statements are based upon subject to Exclusion k. of Section A. — representations you made to us; and Coverages.

Page 16 of 24 ends

8) When You Are Added As An
Additional Insured To Other
Insurance
That is other insurance available to
you covering liability for damages
arising out of the premises or
operations, or products and completed
operations, for which you have been
added as an additional Insured by that
insurance; or
7) When You Add Others As An
Additional Insured To This
Insurance
That is other insurance available to an
additional insured.

However, the following provisions
apply to other insurance available to
any person or organization who is an
additional insured under this Coverage
Pall:
a) Primary insurance When
Required By Contract
This insurance is primary if you
have agreed in a written contract,
written agreement or permit that
this insurance be primary. If other
insurance is also primary, we will
share with all that other insurance
by the method described in c.
below.
b) Primary And Non -Contributory
To Other Insurance When
Required By Contract
If you have agreed in a written
contract, written agreement or
permit that this insurance is
primary and non- contributory with
the additional insured' s own
insurance, this insurance is
primary and we will not seek
contribution from that other
insurance.

BUSINESS LIABILITY COVERAGE FORM
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 sharethe remainingloss, if any, wide
any other insurancethat is not describedin
this Excess Insurance provision and was not
boughtspecificallyto applyin excessof the
Limits of Insurance shown in the
Declarations of this Coverage Part.
e. Method Of Sharing
If all the other insurance permits
contribution by equal shares, we will follow
this method also. Under this approach,
each insurer contributes equal amounts
until it has paid Its applicable limit of
Insurance or none of the loss remains,
whichever comes first.

If any of the other insurancedoes not permit
contribution by equal shares, we will
contributeby limits. Underthismethod, each
insurer' s share is based on the ratio of its
applicable limit of insurance to the total
applicable limits of insurance of all insurers.

8. Transfer Of Rights Of Recovery Against
Others To Us
a. TransferOf Rights Of Recovery
If the insured has rights to recover all or
pail of any payment, including
Supplementary Payments, we have made
under this Coverage Part, those rights are
transferred to us. The insured must do
nothing after loss to impair them. At our
request, the insured will bring "suit" or
transfer those rights to us and help us
enforce them. This condition does not
Paragraphs (a) and (b) do not apply to applyto Medical Expenses Coverage. other insurance to which the additional Of Rights Of Recovery (Waiver insuredhas been addedRei JICVVEb rogation) additional insured. , 9/ C If the insured has waived any rights ofWhen this insurance is excess, we will y against any person or have no duty under this Coverage i or all or part of any payment, defendthe insuredagainstany "s ' 11, YE .__ 1ngSupplementary Payments, we other insurer has a duty to deed e, 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 againstso, 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

BUSINESS LIABILITY COVERAGE FORM
F. OPTIONAL ADDITIONAL INSURED 3. Additional Insured • Grantor Of Franchise COVERAGES WHO IS AN INSURED under Section C. is
If listed or shown as applicable in the Declarations, amended to include as an additional insured one or more of the following Optional Additional the person( s) or organization( s) shown in the Insured Coverages also apply. When any of these Declarations as an Additional Insured - Optional Additional Insured Coverages apply, Grantor Of Franchise, but only with respect to Paragraph 6. ( Additional Insureds When Required their liability as grantor of franchise to you. by Written Contract, Written Agreement or Permit) 4. Additional Insured - Lessor Of Leased of Section C., Who Is An Insured, does not apply Equipment to the person or organization shown in the a. WHO IS AN INSURED under Section C. is Declarations, These coverages are subject to the amended to include as an additional terms and conditions applicable to Business insured the person( s) or organization( s) Liability Coverage in this policy, except as shown in the Declarations as an Additional provided below: Insured — Lessor of Leased Equipment,

1. Additional Insured - Designated Person Or but only with respect to liabilityfor "bodily Organization injury', " property damage' or " personal
WHO IS AN INSURED under Section C. is and advertising injury" caused, in whole or amended to include as an additional insured in part, by your maintenance, operation or the person( s) or organization( s) shown in the use of equipment leased to you by such Declarations, but only with respect to liability person( s) or organization( s). for " bodily injury", " property damage" or b. With respect to the insurance afforded to personal and advertising injury" caused, in these additional insureds, this insurance whole or in part, by your acts or omissions or does not apply to any "occurrence" which the acts or omissions of those acting on your takes place after you cease to lease that behalf: equipment.
a. In the performance of your ongoing 5. Additional Insured - Owners Or Other operations; or Interests From Whom Land Has Been
b. In connection with your premises owned Leased
by or rented to you. a. WHO IS AN INSURED under Section C. is

2. Additional Insured - Managers Or Lessors amended to include as an additional Of Premises insured the person( s) or organization( s)
shown in the Declarations as an Additional
a. WHO IS AN INSURED under Section C. is Insured — Owners Or Other Interests From amended to include as an additional insured Whom Land Has Been Leased, but onlythe person( s) or organizations) shown in the with respect to liability arising out of theDeclarations as an Additional Insured - ownership, maintenance or use of that part DesignatedPersonOr Organization: but only of the land leased to you and shown in the with respect to liability arising out of the Declarations. ownership, maintenanceor use of that partof
the premises leased to you and shown in the b. With respect to the insurance afforded to Declarations. these additional insureds, the following
additional exclusions apply:
b. With respect to the Insurance afforded to
these additional insureds, the following This insurancedoes not apply to:
additional exclusions apply: 1) Any " occurrence' that takes place This insurance does not apply to: after you cease to lease that land; or 1) Any " occurrence" which fakes 2) a tural alterations, new VI EWE fuction or demolition operationsafter you cease to be a tenant t per ormed by or on behalf of suchpremises; or
person or organization.
2) Structural alterations, new
157 I n rr d - State Or Political
construction or demolition op t' /
P= pE-- L7L Hermits
performed by or on behalf
person or organization. a. WHO IS AN INSURED under Section C. is amended to include as an additional
insured the state or political subdivision
shown in the Declarations as an Additional

Page 18 of 24 ends

BUSINESS L.IABILi' i'y COVERAGE FORM
Insured — State Or Political Subdivision - e) Any failure to make such Permits, but only wit0 respect to Inspections, adjustments, tests or operations performed by you or on your servicingas the vendor has agreed behalf for which the state or political to make or normally undertakes to subdivision has issued a permit, make in the usual course of b. With respect to the insurance afforded to business, in connection with the these additional insureds, the following distribution or sale of the products; additional exclusions apply: f) Demonstration, installation, This insurance does not apply to: servicing or repair operations, except such operations performed
1 " Bodily injury", " property damage" or at the vendor' s premises in personal and advertising injury" connection with the sale of the arising out ofoperations performedfor product;
the state or municipality; or
g) which, after on
2) " Bodily injury" or " property damage" or saleor leedyou, have been labeledb been included in the " product - completed or relabeled usedb a operations" hazard.
container, partor ingredientof anyr i of

7. Additional Insured — Vendors other thing or substance by or for a. WHO IS AN INSURED under Section C. is the vendor; or amended to include as an additional h) " Bodily injury' or ' property insured the person( s) or organization( s) damage" arising out of the sole referred to below as vendor) shown in the negligence of the vendor for its Declarations as an Additional Insured - own acts or omissions or those of Vendor, but only with respect to " bodily its employees or anyone else Injury" or "property damage" arising out of acting on its behalf. However, this your products" which are distributed or exclusion does not applyto:
sold in the regular course of the vendor' s O The exceptions contained in business and only if this CoveragePart Subparagraphs ( d) or ( f); or provides coverage for " bodily Injury" or
property
I) Such inspections, damage" included within the
products - completed operations hazard". adjustments, tests or servicing as the vendor has agreed to
b. The insurance afforded to the vendor is make r normally undertakes subjectto the following additionalexclusions: to makeein othee uusual cqurse of 1) This insurance does not apply to: business, in connection with a) ' Bodily injury" or " property the distribution or sale of the damage" for which the vendor is products,
obligated to pay damages by 2) This insurance does not apply to any reason of the assumption of insured person or organization from liability in a contract or agreement, whom you have acquired such This exclusion does not apply to products, or any ingredient, part or liability for damages that the container, entering into, vendor would have in the absence accompanying or containing such of the contract or agreement; products.
b) Any express warranty 8. Additional Insured — Controlling Interest unauthorized by your, WHO IS AN INSURED under Section C. is c) Any physical or chemical change amended to include as an additional insured in the product made intentionally
by the vendor;
theP rso organization( s) shown in the
li % an Additional Insured —
d) Repackaging, unless unpacREVV)
EV tro ling Interest, but only with respect to
solely for the purposeof inspection, their liability arising o t of: arising demonstration, testing, or the it f' of you; or
substitution of pas
uq rYEli YS e ey own, maintain or control
instructions from the manufactu' ree, while you lease or occupy these premises. and then repackaged in the original
container;
Form SS 00 08 04 05 Page 19 of 24

BUSINESS LIABILITY COVERAGE FORM
This insurance does not apply to structural
alterations, new construction and demolition
operations performed by or for that person or
organization.

9. Additional Insured — Owners, Lessees Or
Contractors — Scheduled Person Or
Organization
a. WHO IS AN INSURED under Section C. is
amended to include as an additional
insured the person( s) or organization( s)
shown in the Declarations as an Additional
Insured — Owner, Lessees Or Contractors,
but only with respect to liability for "bodily
injury", " property damage" or " personal
and advertising injury" caused, in wholeor
in part, by your acts or omissions or the
acts or omissions of those acting on your
behalf:
1) In the performance of your ongoing
operations for the additional
insured( s); or
2) In connection with " your work"
performed for that additional Insured
and included within the " products -
completed operations hazard", but
only if this Coverage Part provides
coverage for " bodily injury" or
propertydamage" includedwithinthe
products - completed operations
hazard".
b, With respect to the insurance afforded to
these additional insureds, this insurance
does not apply to "bodily injury", "property
damage" or " personal an advertising
injury" arising out of the rendering of, or
the failure to render, any professional
architectural, engineering or surveying
services, including:
1) The preparing, approving, or failure to
prepare or approve, maps, shop
drawings, opinions, reports, surveys,
field orders, change orders, designs or
drawings and specifications; or
2) Supervisory, inspection, architectural
or engineering activities.

10. Additional Insured — Co -Owner Of Insured
Premises
The limits of insurance that apply to additional
insureds are described in Section D. — Limits Of
Insurance.

How this insurance applies when other insurance
is available to an additional insured is described in
the Other Insurance Condition in Section E. —
Liability And Medical Expenses General
Conditions.

OR,

1. " Advertisement" means the widespread public
dissemination of information or images that
has the purpose of inducing the sale of goods,
products or services through:
a. ( 1) Radio;
2) Television;
3) Billboard;
4) Magazine;
5) Newspaper;
b. The Internet, but only that part of a web
site that is about goods, products or
services for the purposesof inducingthe
sale of goods, products or services; or
c. Any other publication that is given
widespread public distribution.

However, " advertisement" does not include:
a. The design, printed material, information
or images contained in, on or upon the
packaging or labeling of any goods or
products; or
b. An interactive conversation between or
among persons through a computer network.

2. " Advertising idea" means any idea for an
advertisement".

3. " Asbestos hazard" means an exposure or
threat of exposure to the actual or alleged
properties of asbestos and includes the mere
presence of asbestos in any form.

4. " Auto" means a land motor vehicle, trailer or
semi- traller designed for travel on public
roads, including any attached machinery or
equipment. But " auto" does not include
mobile equipment".

5. " Bodilyinjury" meansphysical:

WHO IS AN INSURED under Section C. is a. Injury;
amended to include as an additional insured b. Sickness; or the peations)
s
Organization( s)
sufk
t_
rep1Ea P ge
Declarations as an Additional Insu C CC w
Owner Of Insured Premises, but only with• sustained by a person and, if arising out of the respect to their liability as co-owner of the above, mentalanguishor death at any time. premises shown in the Declaration
4 %G (
pCo ga t ry" means:

Page 20 of 24 ends

T3. HRJ
ACC7RL? CERTIFICATE OF LIABILITY INSURANCE

DA / DOIYYVV(
12/ 1212112/ 2018

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

IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy( ios) must have ADDITIONAL INSUREDprovisions or he endorsed, If SUBROGATIONIS WAIVED, subject to the terms and conditionsof thepolicy,. certain policies may requirean endorsement. A statementon

PRODUCER
INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS A" A , NA Risk Management Department
ILm TYPE OF INSURANCE ! INSO POLICYNUMBER
mm
MMIDDIr1'YYYMMIDDIYYYY LIMITSLV
Commercialnes

COMMERCIAL GENERAL LIABILITY I
m ._. PHONE - - FAX
ail .No,.Bxfl. 866.443_8489 Lu Nl 800-889-0021USI Insurance Services National, Inc.

EACH OCCURRENCE
i IF_. ICLAIMSMADELT.) OCCUR
ADDRESS; Work Comp@trinetcorn
2691 South Bayshore Drive, Suite 1606
DAMAOE'TO"RENTED
PREMISES Eeoccurrence _,
IN81WRERiSI,AFFORDINGCOVERAGE NAIIC
Coconut Grove, FL 33133 INsuReRA: ACE American Insurance Company 22867

INSURED
LGEWLAGGREGATELINITAPPLIESPER: i
L__ POLICY [ JECI' j LOC
OTHER: ....... i........ 1......-..
a:

TrlNet HR III, Inc.

GENERAL AGGREGATE
PRODUCTS -00MP1) P AGO

INSURER

AUTOMOBILE LIABILITY
INSURER C______
EaaBatleDI51NGLELIWIT S
L/C/F Sedaru, Inc. FKA ID Modeling, Inc,

ANY AUTO
INSURER D:

L--IOWNED # SCHEDULED

AUTOS ONLY ( AUTOS

HIRED NON -OWNED

AUTOS ONLY AUTOS ONLY
9000 Town Center Parkway
BODILY INJURY ( Per awideno

PROPERTY DAMAGE
Per accident S
INSURER E:

IsI
Bradenton, FL 34202
I
C( nVFRAr. PR OFRTIFICATF KIHMRFR• 13717418 tHPIACROM NII lndnco. ce k. 1—,

CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCEAFFORDED BY THE POLICIES DESCRIBEDHEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONSAND CONDITIONSOF SUCHPOLICIES. LIMITSSHOWNMAY HAVEBEENREDUCEDBY PAIDCLAIMS.

ILm TYPEOF INSURANCE ! INSO POLICYNUMBER
mm
MMIDDIr1'YYY MMIDDIYYYY LIMITSLV

COMMERCIAL GENERAL LIABILITY I

I EACH OCCURRENCE
i IF_. I CLAIMSMADELT.) OCCUR DAMAOE'TO" RENTED
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Ea aBatleDI51NGLELIWITS
BODILY INJURY ( Per person) ANY AUTO
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BODILY INJURY (Per awideno

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IsI I I
UMBRELLA LIAR OCCUR j

EXCESS LIAB CLAIMS - MADE(
Y

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SDED RETENTIONS
A WORKERSCOMPENSATIONAND EMPLOYERS` LIABILITY YIN
ANYPROPRIETOR1PARTNER, EXECUTIVE
OFPICERINIEMBEREXCLUDED4 IN NIA
ManaatotyblNH)
li yes, describe under
DESCRIPTION OF OPERATIONS below
WLR_ C65449134 7/ 1/2018 7/ 112.019 R'
GER"' x srATUTE Ea
EJ.. EACH ACCIDENT i 3 2, 000, 000
E DISEASE EAEMPLOYEE S $ 000, 000
E.L. DISEASEPOLICYLIMITj S 2.000.000
i
iI
I
DESCRIPTION OF OPERATIONS/ LOCATIONS I VEHICLES( ACORD10 s I, RLrI cIMdrLi, potynFpace is requ Workers Compensation is limited to worksite employee o r L. II/` fri7rL,t.0 Injja.,,,,,.,,,(Vf(1llii+vvlJWWaco -emtomentcontractwithTriNDtHRIll, Inc. v PAGE, OF - 4- 0
City of Santa Ana
20 Civic Center Plaza
Ross Annex ( M- 22
Santa Ana CA 92701

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

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

AUTHORIZED REPRESENTATIVE
g«. 4
name and logo are registered marks of ACORD © 1988. 201 S ACORD CORPORATION. All richt, reserved. 4 ,,I Offl , 275
SEDAINC- 01 DAWNPHILLIPSA Rv

CERTIFICATE OF LIABILITY INSURANCE DAM( MMIDDIYYNY)
01/ 23/ 2019
THISCERTIFICATEISISSUEDASAMATTEROFINFORMATIONONLYANDCONFERSNORIGHTSUPONTHECERTIFICATEHOLDER. THISCERTIFICATEDOESNOTAFFIRMATIVELYORNEGATIVELYAMEND, EXTENDORALTERTHECOVERAGEAFFORDEDBYTHEPOLICIESBELOW. THISCERTIFICATEOFINSURANCEDOESNOTCONSTITUTEACONTRACTBETWEENTHEISSUINGINSURER(S), AUTHORIZEDREPRESENTATIVEORPRODUCER, ANDTHECERTIFICATEHOLDER.

IMPORTANT: IfthecertificateholderisanADDITIONALINSURED, thepolicy(ies) musthaveADDITIONALINSUREDprovisionsorbeendorsed. IfSUBROGATIONISWAIVED, subjecttothetermsandconditionsofthepolicy, certainpoliciesmayrequireanendorsement. Astatementonthiscertificatedoesnotconferri htstothecertificateholderinlieuofsuchendorsements . PRODUCER CONTACTAngela Merideth
NFPProperty & Casualty Services, Inc. PHONE
1551 North Tustin Avenue lac, No, Ball: FAxAIC, No):(714) 975-8966Suite 500 [email protected] Ana, CA 92705
INSURERS AFFORDING COVERAGE NAIL#
INSURERA: SentinelInsuranceCompanyLtd 11000INSURED
INSURERB: Hartford Accident and Indemnity Co 22357Sedaru, Inc.

INSURERC: AdmiralInsuranceCompany 24856168 E. Arrow Hwy, Suite 101 INSURER pSan Dimas, CA 91773 -

COVERAGFS
REVISION NUMBER:

THISISTOCERTIFYTHATTHEPOLICIESOFINSURANCELISTEDBELOWHAVEBEENISSUEDTOTHEINSUREDNAMEDABOVEFORTHEPOLICYPERIODINDICATED. NOTWITHSTANDINGANYREQUIREMENT, TERMORCONDITIONOFANYCONTRACTOROTHERDOCUMENTWITHRESPECTTOWHICHTHISCERTIFICATEMAYBEISSUEDORMAYPERTAIN, THEINSURANCEAFFORDEDBYTHEPOLICIESDESCRIBEDHEREINISSUBJECTTOALLTHETERMS, EXCLUSIONSANDCONDITIONSOFSUCHPOLICIES. LIMITSSHOWNMAYHAVEBEENREDUCEDBYPAIDCLAIMS. INSR

TYPE OF INSURANCE INADDPOLICY NUMBER LIMITS '
SUBR POLICY EFF POLICY E%P
A X. COMMERCIALGENERALLIABILITY 1,000, 000
CLAIMS -MADE X OCCUR EACH OCCURRENCE $
X X 72SBABA9623 01/ 06/ 2019 01/ 06/ 2020 _

PREMIISSETO
SOaEcuDnce $ 11000, 000
MED EXP An one person $ 10+000
PERSONAL & ADV INJURY $ 1,000, 000
DEVIL AGGREGATE LIMIT APPLIES PER _
GENERAL AGGREGATE 2, 000+ 000
X _ POLICY _ UE LOC $
PRODUCTS 2, 000, 000GO $ 2, 000, 000
OTHER:

B AUTOMOBILELIABILITY COMBINED SINGLE LIMIT J 1, 000+ 000 X ANYAUTO ( Ea eccJent $

OWNED SCHEDULED
X X 72UECPX8358 01/06/2019 01/06/2020 BODILYINJURYPer non $ AUTOS ONLY AUTOS BODILY INJURY Pereccitlent $

AUTOSONLY NON- OWNED PROPERTY DAMAGE
Reraccident $
IsA _ UMBRELLA UAB X OCCUR
EACH OCCURRENCE , $ 2+000+000EXCESS LIAB CIAIMS- MADE 72SBABA9623 01/06/2019 01/06/2020 REGATE 2+000, 000 r DED RETENTION $
WORHER$ COMPENSATIONRS'LlILIIAND EMPLOVERS' LIABILITY

YIN STATE
ETH -
ANYPROPRIETOR/ EXCLUDED' OFFICER/ MEMBER EXCLUDED. NIA EL EACH ACCIDENT ( Mandatory In NH) - -
EAEMPLOVEEj $ If yes, describe under E. L. DISEASE -
DESCRIPTION OF OPERATIONS below -
EL. DISEASE- POLICY LIMIT $ C E& O/ Professional Lia L000002663205 08/30/2018 08/30/2019 Per Claim Limit 11000, 000 DESCRIPTIONOFOPERATIONSILOCATIONS / VEHICLES (ACORD101, AdditionalRemarksSchedule, maybeattachedUmorespaceisrequired) Ifrequiredbywrittencontract, TheCity, itselectedorappointedofficials, boards, agencies, officers, agents, employeesandvolunteersareIncludedasAdditionalInsuredswithPrimary/Non-ContributorywordingandWaiverofSubrogationasrespectsGeneralLiabilityperEndorsementSS00080405attached. Ifrequiredbywrittencontract, TheCity, Itselectedorappointedofficials, boards, agencies, officers, agents, employeesandvolunteersareIncludedasAdditionalInsuredswithPrimary/Non-ContributorywordingandWaiverofSubrogationasrespectsAutoLiabilityperEndorsementHA99160312attached. 30daysnoticeofintenttocancelpolicieswillbeprovidedsubjectto10daysnoticefornonpaymentforGeneralLiabilityperendorsementSS12230611andasrespects auto liability per endorsement 1H03130611attached.

REVIEWEDEVIEWEDK BY: rcorlvlr wry urr n. a
City of Santa Ana
Attn: Water Resources ( M- 85)
220 S. Daisy Avenue
Santa Ana, CA 92703
Arnon 9C rine.

SHOULD ANY OF THE AB04 p pOUCI[ S BE

THE EXPIRATION DATE THEREOF, NOTICE -WILL
ACCORDANCEWITHTHEPOLICYPROVISIONS.

AUTHORIZEDREPRESENTATIVE
V
W Tsaa- ZU10 AUVKU CORPORATION. All rights reserved.

TheACORDnameandlogo areregisteredmarksof ACORD
V
31(q
1 ACORO'
AGENCYCUSTOMERID: SEDAINC-01
LOC #: 1

ADDITIONAL REMARKS SCHEDULE
A- 2-Of6 - Z75

DAWNPHILLIPS

Page 1 of 1 ends

AGENCY NAMED INSURED
Sedaru Inc.

NFP Property & Casualty Services, Inc. 168 E. /crow Hwy, Suite 101San Dimas, CA 91773 Los AngelesPOLICY NUMBER
EE PAGE 1

CARRIER NAIL CODE
EE PAGE 1 SEE P 1 EFFECT EDATE: SEE PAGE 1

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

CONTRACTUAL INSURANCE REQUIREMENTS
The attached Certificate of Insurance is provided as part of our service to our client, the insured. If special endorsements have been provided, they also are indicated attached. You may find that these documents do not comply with all the terms and conditions of the underlying contract betweenthe Certificate Holder and the insured dueto the Insurance Company's insuring conditions, limitations, exclusions and other terms. If you have any questions, please contact the undersigned.

NFP Property & Casualty Services Inc.

CA License OF15715
1551 N. Tustin Ave., Suite 500
Santa Ana, CA 92705
Telephone: 714- 505- 5550
Fax: 714. 975- 8966
L IEVVED BY:

PAGE OK - L2
ACORD 101 ( 2008101) U ZU08 ACURD WKFORA I ION. All ngnts reserves.

The ACORD name and logo are registered marks of ACORD
Policy# 72UECPX8358
zaf- z s
F1
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

NOTICE OF CANCELLATION TO CERTIFICATE HOLDER( S)
This policy is subject to the following additional
Conditions:

A. If this policy is cancelled by the Company, other
than for nonpayment of premium, notice of such
cancellation will be provided at least thirty ( 30)
days in advance of the cancellation effective date
to the certificate holder( s) with mailing addresses
on file with the agent of record or the Company.

B. If this policy is cancelled by the Company for
nonpayment of premium, or by the insured, notice
of such cancellation will be provided within ( 10)
days of the cancellation effective date to the
certificate holder(s) with mailing addresses on file
with the agent of record or the Company.

Form IH 03 13 06 11
If notice is mailed, proof of mailing to the last known mailing address of the certificate holder(s) on file with the agent of record or the Company will be sufficient
proof of notice.

Any notification rights provided by this endorsement
apply only to active certificate holder(s) who were
issued a certificate of insurance applicable to this
policy' s term.

Failure to provide such notice to the certificate
holder( s) will not amend or extend the date the
cancellation becomes effective, nor will it negate
cancellation of the policy. Failure to send notice shall imposeno liability of any kind upon the Companyor its
agents or representatives.
2011, The Hartford

Page 1 of 1 ends

t EVIEWED BY:

3.-_ F

74. civ . y- 75
Policy#72SBAAJ7706
THIS ENDORSEMENTCHANGESTHEPOLICY. PLEASE READIT CAREFULLY.

NOTICEOF CANCELLATIONTO CERTIFICATEHOLDER(S)
This policyissubjectto thefollowingadditionalConditions:

A. IfthispolicyiscancelledbytheCompany, otherthanfornon-paymentofpremium, noticeofsuchcancellationwill beprovidedat leastthirty (30) daysinadvanceofthecancellationeffectivedaletothecertificateholder(s) with mailingaddressesonfilewiththeagentof recordortheCompany.

B. If thispolicyis cancelledbythecompanyfornonpaymentof premium, orbytheInsured, noticeofsuchcancellationwillbeprovidedwithinten (10) daysof thecancellationeffectivedatetothecertificateholder(s) with mailingaddressesonfilewiththeagentof recordortheCompany.

Ifnoticeismailed, proofofmailingtothelastknownmailingaddressofthecertificateholder(s) onfilewiththeagentofrecord or the Company will be sufficient proof of notice.

Anynotificationrightsprovidedby this endorsementapplyonlyto activecertificateholder(s) whowereissueda certificateofinsuranceapplicableto thispolicy's term.

Failuretoprovidesuchnoticetothecertificateholder(s) willnotamendorextendthedatethecancellationbecomes effective, norwillit negatecancellationofthepolicy. Failuretosendnoticeshallimposenoliabilityofanykinduponthe Company or its agents or representatives.

Form SS 12 23 06 11 Page 1 of 1
C 2011. The Hartford
REVIEWED BY:

PAGE OF
Policy#72UECPX8358
A - 20113. z75

COMMERCIAL AUTOMOBILE
HA 99 16 03 12
THIS ENDORSEMENT CHANCES THE POLICY. PLEASE READ IT CAREFULLY.

COMMERCIAL AUTOMOBILE BROAD FORM

ENDORSEMENT
Thisendorsementmodifiesinsuranceprovidedunderthefollowing:

BUSINESS AUTO COVERAGE FORM
To the extent that the provisions of this endorsement provide broader benefits to the " insured" than other provisionsof theCoverageForm, the provisionsof thisendorsementapply.

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 NamedInsureddoes not includeany
newly formed or acquired organization:
a) That is a partnership or joint
venture,
b) That is an "insured" underany other
policy,
c) That has exhausted its Limit of
Insuranceunderany otherpolicy, 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.

B. Employees as Insureds
Paragraph A. 1. - WHO IS AN INSURED - of
SECTION II - LIABILITY COVERAGE is
amended to add:
d. Any 'employee" of yours while using a
covered " auto" you don' t own, hire or
borrow in your business or your
personal affairs.

C. Lessors as Insureds
Paragraph A. 1. - WHO IS AN INSURED - of
Section II - LiabilityCoverage is amendedto
add:
e. The lessor of a covered " auto" while the
auto' is leased to you under a written
agreement if:
1) The agreement requires you to
provide direct primary insurancefor
the lessor and
2) 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.

D. AdditionalInsured if Requiredby Contract
1) Paragraph AA. - WHO IS AN INSURED
of Section II - Liability Coverage is
amended to add:
f. When you have agreed, in a written
contract or written agreement, that a
person or organization be added as
an additional insured on your
businessauto policy, such personor
organizationis an "insured", but only
to the extent such person or
organization is liable for " bodily
injury" or "propertydamage" 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."
2011, The Hartford ( Includes copyrighted material
Form HA 99 16 03 12 of ISO Properties, Inc., with its permission.) Page 1 of 5 IEVVED BY:
tAg
C_
A . zO1 d' z - P5
The insurance afforded to any such E. Primary and Non -Contributory if additional insured applies only if the Required by Contract bodily injury" or " property damage" Only with respect to insurance provided tooccurs: an additional insured in 1.13. - Additional 1) During the policy period, and Insured If Required by Contract, the 2) Subsequent to the execution of such following provisions apply:
written contract, and 3) Primary Insurance When Required By 3) Prior to the expiration of the period Contract
of time that the written contract This insurance is primary if you have requires such insurance be provided agreed in a written contract or written to the additional insured. agreement that this insurance be 2) How Limits Apply primary. If other insurance is also primary, we will share with all that otherIf you have agreed in a written contract insurance by the method described inor written agreement that another Other Insurance 5. d. person or organization be added as an
additional insured on your policy, the 4) Primary And Non -Contributory To Other most we will pay on behalf of such Insurance When Required By Contract additional insured is the lesser of: If you have agreed in a written contract a) The limits of insurance specified in or written agreement that this insurance the written contract or written is primary and non-contributory with the agreement; or additional insured' s own insurance, this insurance is primary and we will notb) The Limits of Insurance shown in seek contribution from that other the Declarations. insurance.

Section.

When this insurance is excess, we will have no
3) Additional Insureds Other Insurance
duty to defend the insured against any " suit" if
If we cover a claim or " suit" under this any other insurer has a duty to defend the Coverage Part that may also be covered insured against that " suit". If no other insurer by other insurance available to an defends, we will undertake to do so, but we will additional insured, such additional be entitled to the insured' s rights against all insured must submit such claim or " suit" those other insurers. to the other insurer for defense and When this insurance is excess over other indemnity. insurance, we will pay only our share of the However, this provision does not apply amount of the loss, if any, that exceeds the sum to the extent that you have agreed in a of:
written contract or written agreement 1) The total amount that all such other that this insurance is primary and non- insurance would pay for the loss in thecontributory with the additional insured' s absence of this insurance; and own insurance.
2) The total of all deductible and self- insured
4) Duties in The Event Of Accident, Claim, amounts under all that other insurance.

Suit or Loss
We will share the remaining loss, if any, by theIf you have agreed in a written contract method described in Other Insurance 5. d. or written agreement that another
person or organization be added as an 2• AUTOS RENTED BY EMPLOYEES additional insured on your policy, the Any " auto" hired or rented by your " employee" additional insured shall be required to on your behalf and at your direction will be comply with the provisions in LOSS considered an " auto" you hire.

CONDITIONS 2. - DUTIES IN THE The OTHER INSURANCE Condition is amended EVENT OF ACCIDENT, CLAIM , SUIT by adding the following: OR LOSS — OF SECTION IV — BUSINESS AUTO CONDITIONS, in the
same manner as the Named Insured.
02011, The Hartford ( Includes copyrighted material
Form HA 9916 03 12 of ISO Properties, Inc., with its permission.) Page 2 of 5 r,x" VIEWED BY:

If an " employee's" personal insurance also 5.
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.

Coverageis excessover any othercollectibleinsurance.

4. HIRED AUTO PHYSICAL DAMAGE COVERAGE
If hired "autos" arecovered "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
hireor borrow, subjectto thefollowinglimit.

The mostwe will payfor "loss" to any hiredauto" 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
damagedor 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 abovelimit, deductible
and excess provisions, we will provide coverage
equalto the broadestcoverageapplicableto any
covered " auto" you own.

We will also cover loss of use of the hired "auto"
if it resultsfrom an "accident", you are legally
liable and the lessor incurs an actual financial
loss, subject to a maximum of $ 1000 per
accident".

Thisextensionof coveragedoesnot applyto
any "auto" you hireor borrowfromany of your
employees", partners (if you are a partnership),.
members (if you area limitedliabilitycompany),
or members of their households.

A- r72-06 r2.' 75 -

PHYSICAL DAMAGE - ADDITIONAL

TEMPORARY TRANSPORTATION EXPENSE

COVERAGE
Paragraph AA. a. of SECTION III - PHYSICAL
DAMAGE COVERAGE is amended to provide a
limit of $50 per day and a maximum limit of
1, 000.

6. LOANILEASE 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 loanAease 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 terminationfees; security deposits not
returned by the lessor; costs for extended
warranties, credit life Insurance, health, accident
or disabilityinsurancepurchasedwith the loanor
lease; and carry-over balances from previous
loans or leases.

7. AIRBAG COVERAGE
Under Paragraph B. EXCLUSIONS - of

SECTION III - PHYSICAL DAMAGE
COVERAGE, thefollowingis added:

Theexclusionrelatingto mechanicalbreakdown
does not apply to the accidental discharge of an
airbag.

8. ELECTRONIC EQUIPMENT - BROADENED

COVERAGE
a. The exceptions to Paragraphs B.4 -
EXCLUSIONS - of SECTION III - PHYSICAL
DAMAGECOVERAGEare replacedby the
following:

Exclusions4.c. and4.d. do not applyto
equipmentdesignedto be operatedsolely
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) Removablefrom a housingunit
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
2011, The Hartford (Includes copyrightedmaterial
Form HA 99 16 03 12 of ISO Properties, Inc., with its permission.) Page 3 of 5 REVIEWED BY:

PAGE I ( 1F z
4) Necessary for the normal
operation of the covered " auto" or
the monitoring of the covered
auto' s" operating system.
b.Section III — Version CA 00 01 03 10 of the
Business Auto Coverage Form, Physical
Damage Coverage, Limit of Insurance,
Paragraph C.2 and Version CA 00 01 10 01 of
the Business Auto Coverage Form, Physical
Damage Coverage, Limit of Insurance,
Paragraph C are each 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:
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) Removablefrom 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.

9. EXTRA EXPENSE BROADENED

COVERAGE
Under Paragraph A. - COVERAGE - of SECTION
III - PHYSICAL DAMAGE COVERAGE, we will
payfor the expenseof returninga stolencovered
auto" to you.

10. GLASS REPAIR - WAIVER OF DEDUCTIBLE
Under Paragraph D. - DEDUCTIBLE - of SECTION
III - PHYSICAL DAMAGE COVERAGE, the
followingisadded:

No deductible applies to glass damage if the
glass is repaired rather than replaced.

11. TWO OR MORE DEDUCTIBLES
UnderParagraphD. - DEDUCTIBLE - of SECTION
III - PHYSICAL DAMAGE COVERAGE, the
following is added:

A • 2vti3. 2- f 5
If anotherHartfordFinancialServicesGroup,
Inc. company policy or coverage form that is not
an automobile policy or coverage form applies to
thesame "accident", thefollowingapplies:
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 reducedby
the amount of the smaller ( or smallest)
deductible.

12. 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
AUTOCONDITIONSthatyou mustnotifyus of
an " accident" applies only when the " accident" is
known to:
1) You, if you are an individual;
2) A partner, ifyouarea partnership;
3) A member, if you are a limitedliability
company; or
4) An executive officer or insurance manager, it
you are a corporation.

13. UNINTENTIONAL FAILURE TO DISCLOSE

HAZARDS
Ifyouunintentionallyfailtodiscloseanyhazards
existingat the inceptiondateof yourpolicy, we
will not deny coverage under this Coverage
Form because of such failure.

14. HIRED AUTO - COVERAGE TERRITORY
Paragraph e. of GENERAL CONDITIONS 7. -

POLICY PERIOD, COVERAGE TERRITORY -
of SECTION IV - BUSINESS AUTO
CONDITIONSis replacedbythefollowing:
e. For short-term hired "autos", the coverage
territorywith respectto LiabilityCoverageis
anywhere in the world provided that if the
insured's" responsibilityto paydamagesfor
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.

15. WAIVER OF SUBROGATION

TRANSFER OF RIGHTS OF RECOVERY
AGAINST OTHERS TO US - of SECTION IV -
BUSINESSAUTOCONDITIONSisamendedby
adding thefollowing:
2011, The Hartford (Includescopyrightedmaterial
Form HA 99 16 03 12 of ISO Properties, Inc., with its permission.) Page 4 of 5 REVIEWEDBY:
i OrZ / jq
Wewaiveanyrightof recoverywe mayhaveagainst 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.

16. RESULTANTMENTALANGUISHCOVERAGE
Thedefinitionof "bodilyinjury" in SECTIONV -
DEFINITIONSisreplacedbythefollowing:

Bodilyinjury" meansbodilyinjury, sicknessor
diseasesustainedby any person, including
mentalanguishor death resultingfrom any ofthese.

17. EXTENDEDCANCELLATIONCONDITION
Paragraph 2. of the COMMON POLICY
CONDITIONS - CANCELLATION - applies
except as follows:

18. HYBRID, ELECTRIC, OR NATURAL GAS

VEHICLEPAYMENTCOVERAGE
In the event of a total loss to a "non -hybrid" auto
for which Comprehensive, Specified Causes of
Loss, or Collisioncoveragesare providedunder
this Coverage Form, then such Physical
DamageCoveragesare amendedasfollows:
a. If the auto is replacedwith a "hybrid" auto or
an autopoweredsolelyby electricityor natural
gas, we will pay an additional 10%, to a
maximum of $ 2,500, of the " non -hybrid" auto' s
actual cash value or replacement cost,
whichever is less,
b. Theautomustbereplacedandacopyofa bill
ofsaleor newleaseagreementreceivedbyus
within 60 calendar days of the date of "loss,"
2-- 75-
We
75 c. Regardlessof the numberof autos deemeda
totalloss, the mostwe will pay underthis
Hybrid, Electric, or Natural Gas Vehicle
PaymentCoverageprovisionfor any oneloss" is $ 10,000.

19. VEHICLEWRAP COVERAGE
In the eventof a totalloss to an "auto" for which
Comprehensive, Specked Causes of Loss, or
Collision coverages are provided under this
CoverageForm, then such Physical Damage
Coveragesareamendedtoaddthefollowing:

Inadditiontotheactualcashvalueofthe "auto',
we will pay up to $ 1,000 far vinyl vehicle wraps
which are displayedon the covered "auto" at the
time of total loss. Regardlessof the numberof
autosdeemeda totalloss, themostwewill pay
underthis VehicleWrapCoverageprovisionfor
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.
02011, TheHartford (IncludescopyrightedmaterialForm HA 99 16 03 12 of ISO Properties, Inc., with its permission.) Page 5 of 5 vvED BY:
1G E 0F- 3-
Policy# 72SBAAJ7706
b) Rentedto, in the care, custodyor
control of, or over which physical
controlis being exercisedfor any
purpose by you, any of your
employees", " volunteer workers',
any partner or member ( if you are
a partnership or joint venture), or
any member ( if you are a limited
liability company).
b. Real Estate Manager
Any person (other than your "employee" or
volunteer worker"), or any organization
while acting as your real estate manager.
c. Temporary Custodians Of Your
Property
Any personor organizationhavingproper
temporarycustodyof your propertyif you
die, but only:
1) Withrespecttoliabilityarisingoutofthe
maintenance or use of that property; and
2) Until your legal representative has
been appointed.
d. Legal Representative If You Die
Your legal representative if you die, but
only with respect to duties as such. That
representative will have all your rights and
duties under this insurance.
e. Unnamed Subsidiary
Any subsidiaryand subsidiarythereof, of
yourswhichis a legallyincorporatedentity
of which you own a financial interest of
more than 50% of the voting stock on the
effective date of this Coverage Part.

The insurance afforded herein for any
subsidiary not shown in the Declarations
as a named insured does not apply to
injury or damage with respect to which an
insured under this insurance is also an
insuredunder anotherpolicy or would be
an insured under such policy but for its
termination or upon the exhaustion of its
limits of insurance.

3. Newly Acquired Or Formed Organization
Any organization you newly acquire or form,
other than a partnership, joint venture or
limitedliability company, and over which you
maintain financial interest of more than 50% of
the voting stock, will qualify as a Named
Insured if there is no other similar insurance
available to that organization. However:
a. Coverage under this provision is afforded
only until the 180th day after you acquire
or form the organization or the end of the
policy period, whichever is earlier; and
Form SS 00 08 04 05
A, Lore •a' 75

BUSINESS LIABILITY COVERAGE FORM
b. Coverage under this provision does not
apply to:
1) " Bodily injury" or "propertydamage"
that occurred; or
2) " Personal and advertising injury"
arising out of an offense committed
before you acquired or formed the
organization.

4. Operator Of Mobile Equipment
Withrespectto "mobileequipment' registeredin
your name under any motor vehicle registration
law, anypersonis an insuredwhiledrivingsuch
equipment along a public highway with your
permission. Any other person or organization
responsiblefor the conduct of such person is
alsoaninsured, butonlywithrespectto liability
arising out of the operation of the equipment, and
onlyif nootherinsuranceofanykindisavailable
to thatpersonor organizationfor this liability.

However, no personororganizationis an insured
with respect to:
a. ' Bodily injury' to a co -"employee" of the
person driving the equipment; or
b. ' Propertydamage" to propertyownedby,
rentedto, in the chargeof or occupiedby
you or the employer of any person who is
an insured under this provision.

5. Operator of Nonowned Watercraft
With respect to watercraft you do not own that
is lessthan51feetlongandisnotbeingused
to carry personsfor a charge, any personis an
insured while operatingsuch watercraft with
your permission. Any other person or
organization responsible for the conduct of
suchpersonis also an insured, but onlywith
respect to liability arising out of the operation
of the watercraft, and only if no other
insurance of any kind is available to that
personor organizationfor this liability.

However, no person or organization is an
insured with respect to:
a. " Bodily injury" to a co -"employee" of the
person operating the watercraft; or
b. " Propertydamage" to propertyownedby,
rentedto, in the chargeof or occupiedby
you or the employer of any person who is
an insured under this provision.

6. AdditionalInsuredsWhen RequiredBy
Written Contract, Written Agreement Or
Permit
The person(s) or organization(s) identified in
Paragraphs a. through f. below are additional
RRE
f
i'L h aq: eed, in a written
3Aage11of24
PAGE to OF— In_

BUSINESS LIABILITY COVERAGE FORM
contract, written agreement or because of a
permit issued by a state or political
subdivision, that such person or organization
be added as an additional insured on your
policy, provided the injury or damage occurs
subsequent to the execution of the contract or
agreement, or the issuance of the permit.

A person or organization is an additional
insured under this provisiononly for that
period of time required by the contract,
agreement or permit.

However, nosuchpersonororganizationis an
additional insured under this provision if such
person or organization is included as an
additional insured by an endorsement issued
by us and madea part of this CoveragePart,
includingall persons or organizationsadded
as additional insureds under the specific
additional insured coverage grants in Section
F. — OptionalAdditionalInsuredCoverages.
a. Vendors
Any person(s) or organization(s) (referredto
belowas vendor), but onlywith respectto
bodilyinjury" or "propertydamage" arising
out of " your products" which are distributed
or sold in the regularcourse of the vendor's
businessand only if this CoveragePart
provides coverage for " bodily injury" or
property damage" included within the
products - completed operations hazard".
1) The insurance afforded to the vendor
is subjectto the followingadditionalexclusions:

Thisinsurancedoesnotapplyto:
a) " Bodily injury" or " property
damage" for which the vendor is
obligated to pay damages by
reason of the assumption of
liability in a contract or agreement.

Page 12 of 24 ends

r , 2018 ' 1' 7l
e) Any failure to make such
inspections, adjustments, tests or
servicing as the vendor has
agreed to make or normally
undertakes to make in the usual
course of business, in connection
with the distribution or sale of the
products;
f) Demonstration, installation,
servicing or repair operations,
except such operations performed
at the vendor' s premises in
connection with the sale of the
product;
g) Products which, after distribution
or sale by you, have been labeled
or relabeled or used as a
container, partor ingredientofany
otherthingor substanceby or for
the vendor; or
h) " Bodily injury" or " property
damage" arising out of the sole
negligence of the vendor for its
own acts or omissions or those of
its employees or anyone else
acting on its behalf. However, this
exclusiondoes not apply to:
1) The exceptions contained in
Subparagraphs ( d) or (f); or
ii) Such inspections, adjustments,
tests or servicingas the vendor
hasagreedtomakeornormally
undertakes to make in the usual
course of business, in
connection with the distribution
or sale of the products.
2) Thisinsurancedoesnotapplytoany
insured person or organizationfrom
whom you have acquired such products,
or any ingredient, part or container,
entering into, accompanying or
containing such products.
b. Lessors Of Equipment
1) Any person or organization from
whom you leaseequipment; but only
with respectto theirliabilityfor "bodily
injury", " property damage" or
personal and advertising injury"
caused, in wholeor in part, by your
maintenance, operation or use of
equipment leased to you by such
person or organization.

REVIEWEDBy. ,
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rm S464 6495
l, F ( 1_ 0 l9_
2) With respect to the insurance afforded
to these additional insureds, this
insurancedoes not apply to any
occurrence" which takes place after
you cease to lease that equipment.
c. Lessors Of Land Or Premises
1) Any person or organization from
whom you lease land or premises, but
only with respect to liability arising out
of the ownership, maintenance or use
of that part of the land or premises
leased to you.
2) With respect to the insurance afforded
to these additional insureds, this
insurancedoesnotapplyto:
a) Any " occurrence" which takes
place after you cease to lease that
land or be a tenant in that
premises; or
b) Structural alterations, new
construction or demolition
operations performed by or on
behalf of such person or
organization.
d. Architects, Engineers Or Surveyors
1) Any architect, engineer, or surveyor, but
only with respectto liability for "bodily
injury', " property damage" or " personal
and advertising injury" caused, in whole
or in part, by your acts or omissions or
theactsor omissionsof thoseactingonyour behalf:
a) In connection with your premises;
or
b) In the performance of your
ongoing operations performed by
you or on your behalf.
2) With respect to the insurance afforded
to these additional insureds, the
following additional exclusion applies:

This insurance does not apply to
bodily injury", "property damage" or
personal and advertising injury"
arising out of the rendering of or the
failure to render any professional
servicesby or for you, including:
a) The preparing, approving, or
failure to prepare or approve,
maps, shop drawings, opinions,
reports, surveys, field orders,
change orders, designs or
drawings and specifications; or
b) Supervisory, inspection,
architectural or engineering
activities.

Form SS 00 08 04 05
A-, z o(S - 2--157

Bodily injury", "property damage" or
personal and advertising injury"
arising out of the rendering of, or the
failure to render, any professional
R,,/ ,E s iVIS c gin i or surveying
1 f+t-- G_ J l zgll4
PAGE 13o
Ln
p
Af24

The limits of insurancethat applyto additional
insureds are described in Section D. — Limits
Oflnsurance.

How this insurance applies when other
insurance is available to an additional insured
is described in the Other Insurance Condition
in Section E. — Liability And Medical Expenses
General Conditions.

D. LIABILITY AND MEDICAL EXPENSES

LIMITS OF INSURANCE

1. The Most We Will Pay
The Limits of Insurance shown in the
Declarations and the rules below fix the most
we will pay regardless of the number of:
a. Insureds;
b. Claims made or "suits" brought; or
C. Personsor organizationsmakingclaimsor
bringing " suits".

2. Aggregate Limits
The mostwe will payfor:
a. Damagesbecause of "bodily injury" and
property damage" included in the
products -completed operations hazard" is
the Products - Completed Operations
Aggregate Limit shown in the
Declarations.
b. Damagesbecauseof all other "bodily
injury", ' property damage" or ' personal
and advertising injury", including medical
expenses, is the General Aggregate Limit
shown in the Declarations.

This General Aggregate Limit applies
separately to each of your ' locations"
owned by or rented to you.

Location" means premisesinvolvingthe
same or connecting lots, or premises
whose connection is interrupted only by a
street, roadway or right-of-way of a
railroad.

Page 14 of 24 ends

X- 2.Otg- z-7!5-
This General Aggregate limit does not
apply to " property damage" to premises
while rented to you or temporarily
occupied by you with permission of the
owner, arising out of fire, lightning or
explosion.

3. Each Occurrence Limit
Subject to 2.a. or 2.b above, whichever
applies, the most we will pay for the sum of all
damagesbecause of all " bodily injury",
property damage" and medical expenses
arising out of any one ' occurrence" is the
Liability and Medical Expenses Limit shown in
the Declarations.

Themostwe will pay for all medicalexpenses
becauseof "bodilyinjury" sustainedby any
one person is the Medical Expenses Limit
shown in the Declarations.

4. PersonalAndAdvertisingInjuryLimit
Subjectto2.b. above, themostwewillpayfor
the sum of all damages because of all
personalandadvertisinginjury" sustainedby
any one person or organization is the Personal
and Advertising Injury Limit shown in the
Declarations.

5. Damage To Premises Rented To You Limit
The Damage To Premises Rented To You
Limitis the mostwe will pay underBusiness
Liability Coverage for damages because of
propertydamage" to any one premises, while
rentedto you, or inthecaseof damagebyfire,
lightning or explosion, while rented to you or
temporarilyoccupied by you with permissionof
the owner.

In the case of damageby fire, lightningor
explosion, the Damage to Premises Rented To
You Limitappliesto all damageproximately
caused by the same event, whether such
damageresultsfrom fire, lightningorexplosion
or any combination of these.

6. How Limits Apply To Additional Insureds
The most we will pay on behalf of a personor
organization who is an additional insured
under this Coverage Part is the lesser of:
a. The limits of insurance specified in a
written contract, written agreement or
permit issued by a state or political
subdivision; or
b. The Limits of Insurance shown in the
Declarations.

Such amount shall be a part of and not in
addition to the Limits of Insurance shown in
ndgscpbed in this Section.

REV° EV
SS 0 680405fg n
l2_
If more than one limit of insuranceunder this
policy and any endorsements attached thereto
appliestoanyclaimor "suit", themostwewillpayunder this policy and the endorsements is the single highest limit of liability of all coverages
applicable to such claim or " suit". However, this
paragraph does not apply to the Medical Expenses
limit set forth in Paragraph 3. above.

TheLimitsofInsuranceofthisCoveragePartapplyseparatelyto eachconsecutiveannualperiodandto anyremainingperiodoflessthan12months, starting
with the beginningof the policyperiodshownin the
Declarations, unlessthe policyperiodis extended
after issuancefor an additionalperiodof lessthan 12
months. In that case, the additionalperiodwill be
deemedpartofthelastprecedingperiodforpurposes
of determiningthe Limits of Insurance.

E. LIABILITY AND MEDICAL EXPENSES

GENERAL CONDITIONS

1. Bankruptcy
Bankruptcyor insolvencyof the insuredor of
the insured's estatewill not relieve us of our
obligations under this Coverage Part.

2. Duties In The Event Of Occurrence,
Offense, Claim Or Suit
a. Notice Of Occurrence Or Offense
You or any additionalinsuredmustsee to
it that we are notified as soon as
practicable of an " occurrence" or an
offense which may result in a claim. To
the extent possible, notice should include:
1) How, when and wherethe "Occurrence"
or offense took place;
2) The namesand addressesof anyinjuredpersonsandwitnesses; and 3) Thenatureandlocationofanyinjuryor damage arising out of the occurrence" or offense.
b. Notice Of Claim
If a claim is made or " suit" is brought
againstany insured, you or any additionalinsured must:
1) Immediatelyrecordthespecificsof the
claim or " suit" and the date received;
and
2) Notifyus as soonas practicable.

You or any additionalinsuredmustsee to
it that we receive a written notice of the
claim or " suit" as soon as practicable.
c. Assistance And Cooperation Of The
Insured
You and any other involved insured must:

Form SS 00 08 04 05

BUSINESSLIABILITYCOVERAGEFORM
1) Immediatelysendus copiesof anydemands, notices, summonses or legal papers received in connection
with the claim or " suit";
2) Authorize us to obtain records and
other information;
3) Cooperatewith us in the investigation,
settlement of the claim or defense
against the " suit"; and
4) Assist us, upon our request, in the
enforcementof any right against any
person or organizationthat may be
liabletotheinsuredbecauseofinjury
or damage to which this insurance
may also apply.
d. ObligationsAt The Insured's OwnCost
Noinsuredwill, exceptatthatinsured's own
cost, voluntarily make a payment, assume
any obligation, or incur any expense, other
than for first aid, without our consent.
e. Additional Insured' s Other Insurance
If we covera claimor "suit" underthis
CoveragePartthat mayalsobecovered
by other insurance available to an
additional insured, such additional insured
must submit such claim or " suit" to the
otherinsurerfordefenseandindemnity.

However, thisprovisiondoesnotapplyto
the extent that you have agreed in a
written contract, written agreement or
permitthat this insuranceis primaryand
non- contributory with the additional
insured' s own insurance.
f. Knowledge Of An Occurrence, Offense,
Claim Or Suit
Paragraphsa. and b. applyto you or to
any additional insured only when such
occurrence", offense, claim or " suit" is
known to:
1) You or any additionalinsuredthat is
an individual;
2) Any partner, if you or an additional
insuredis a partnership;
3) Any manager, if you or an additional
insuredisalimitedliabilitycompany;
4) Any " executive officer" or insurance
manager, if you or an additional
insured is a corporation;
5) Any trustee, if you or an additional
insured is a trust; or
6) Any electedor appointedofficial, if you
or an additional insured is a political
r< EVIEWE©orSy.pntity.
l(
r., 9 1Mage15of 24
E + OF

BUSINESS LIABILITY COVERAGE FORM
This Paragraphf. appliesseparatelyto
you and any additional insured.

3. Financial Responsibility Laws
a. When this policy is certified as proof of
financial responsibilityfor the future under
the provisions of any motor vehicle
financial responsibilitylaw, the insurance
providedby the policy for "bodily injury"
liabilityand "propertydamage" liabilitywill
comply with the provisions of the law to
the extent of the coverage and limits of
insurancerequiredbythatlaw.
b. With respect to " mobile equipment" to
which this insurance applies, we will
provide any liability, uninsured motorists,
underinsured motorists, no- fault or other
coverage required by any motor vehicle
law. We will provide the required limits for
those coverages.

4. Legal Action Against Us
No person or organization has a right under
this Coverage Form:
a. Tojoin usas a partyor otherwisebringus
into a " suit" asking for damages from an
insured; or
b. To sue us on this Coverage Form unless
all of its terms have been fully complied
with.

A personor organizationmaysue us to recover
on an agreed settlement or on a final judgment
against an insured; but we will not be liable for
damages that are not payable under the terms of
this insurance or that are in excess of the
applicable limit of insurance. An agreed
settlement means a settlement and release of
liability signed by us, the insured and the
claimant or the claimant' s legal representative.

5. Separation Of Insureds
Except with respect to the Limits of Insurance,
and any rights or duties specifically assigned
in this policy to the first Named Insured, this
insurance applies:
a. As if eachNamedInsuredwerethe onlyNamed Insured; and b. Separately to each insured against whom
a claim is made or " suit" is brought.

6. Representations
a. WhenYou Accept This Policy
By accepting this policy, you agree:
1) The statements in the Declarations
are accurate and complete;
2) Those statements are based upon
representations you made to us; and

Page 16 of 24 ends

A- - 24,9 .. 2- 75-
3) We haveissuedthispolicyin reliance
upon your representations.
b. Unintentional Failure To Disclose
Hazards
If unintentionallyyou shouldfail to disclose
all hazards relating to the conduct of your
business at the inception date of this
CoveragePart, we shall not deny any
coverage under this Coverage Part
because of such failure.

7. Other Insurance
If other valid and collectible insurance is
available for a loss we cover under this
Coverage Part, our obligations are limited as
follows:
a. Primary Insurance
Thisinsuranceis primaryexceptwhen b.
below applies. If other insurance is also
primary, we will share with all that other
insuranceby the methoddescribedin c.
below.
b. Excesslnsurance
This insuranceis excessoverany of the
otherinsurance, whetherprimary, excess,
contingent or on any other basis:
1) Your Work
That is Fire, Extended Coverage,
Builder's Risk, Installation Risk or
similar coverage for " your work";
2) Premises Rented To You
That is fire, lightning or explosion
insurance for premises rented to you
or temporarilyoccupiedby you with
permission of the owner;
3) Tenant Liability
Thatis insurancepurchasedbyyouto
cover your liability as a tenant for
property damage" to premises rented
to you or temporarilyoccupiedby you
with permission of the owner;
4) Aircraft, Auto Or Watercraft
If the loss arises out of the maintenance
or use of aircraft, " autos" or watercraft to
the extent not subjectto Exclusiong. of
Section A. — Coverages.
5) Property Damage To Borrowed
Equipment Or Use Of Elevators
If the loss arises out of " property
damage" to borrowed equipment or
the use of elevators to the extent not
subject to Exclusion k. of Section A. —
REVIEVVEaDs.

BY.

J/ Qr $ S 00 08 04 05
O ig
y
6) When You Are Added As An
Additional Insured To Other
Insurance
That is other insurance available to
you covering liability for damages
arising out of the premises or
operations, or products and completed
operations, for which you have been
added as an additional insured by that
insurance; or
7) When You Add Others As An
Additional Insured To This
Insurance
That is other insurance available to an
additional insured.

However, the following provisions
apply to other insurance available to
any person or organization who is an
additional insured under this Coverage
Part:
a) Primary Insurance When
Required By Contract
This insurance is primary if you
have agreed in a written contract,
written agreement or permit that
this insurancebe primary. If other
insuranceis also primary, we will
share with all that other insurance
by the method described in c.
below.
b) Primary And Non -Contributory
To Other Insurance When
Required By Contract
If you have agreed in a written
contract, written agreement or
permit that this insurance is
primary and non- contributory with
the additional insured' s own
insurance, this insurance is
primary and we will not seek
contribution from that other
insurance.

Paragraphs (a) and (b) do notapplyto
other insurance to which the additional
insured has been added as an
additional insured.

A ' 2olg

BUSINESS LIABILITY COVERAGE FORM
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
insurancewouldpayfor the lossin the
absence of this insurance; and
2) The total of all deductible and self-
insured amounts under all that other
insurance.

Wewillsharetheremainingloss, if any, with
any other insurance that is not described in
this Excess Insurance provision and was not
boughtspecificallyto apply in excessof the
Limits of Insurance shown in the
Declarations of this Coverage Part.
c. Method Of Sharing
If all the other insurance permits
contribution by equal shares, we will follow
this method also. Under this approach,
each insurer contributes equal amounts
until it has paid its applicable limit of
insurance or none of the loss remains,
whichever comes first.

If any of the other insurance does not permit
contribution by equal shares, we will
contributeby limits. Under this method, each
insurer's share is based on the ratio of its
applicable limit of insurance to the total
applicable limits of insurance of all insurers.

8. Transfer Of Rights Of Recovery Against
Others To Us
a. Transfer Of Rights Of Recovery
If the insured has rights to recover all or
part of any payment, including
Supplementary Payments, we have made
under this Coverage Part, those rights are
transferred to us. The insured must do
nothing after loss to impair them. At our
request, the insured will bring " suit" or
transferthose rights to us and help us
enforce them. This condition does not
apply to Medical Expenses Coverage.
b. Waiver Of Rights Of Recovery (Waiver
Of Subrogation)
If the insured has waived any rights ofWhen this insurance is excess, we will recovery against any person orhave no duty under this Coverage Part to organizationfor all or partof any payment, defendtheinsuredagainstany "suit" if any including Supplementary Payments, weother insurer has a duty to defend the have made under this Coverage Part, weinsured against that " suit". If no other also waive that right, provided the insuredinsurer defends, we will undertake to do waived their rights of recovery againstso, but we will be entitled to the insured' s such person or organization in a contract, rights against all those other insurers. l C
V IEW Ee t or permit that was executed
j L r h it jury or damage.

Form SS 00 08 04 05—
23/ L9 Page 17 of 24
e LOFes_
2, 15
BUSINESS LIABILITY COVERAGE FORM Pf-• zolS - z- 75
F. OPTIONAL ADDITIONAL INSURED 3. Additional Insured - Grantor Of Franchise COVERAGES WHO IS AN INSURED under Section C. is
If listed or shown as applicable in the Declarations, amended to include as an additional insured one or more of the following Optional Additional the person(s) or organization(s) shown in the InsuredCoveragesalsoapply. Whenanyof these Declarations as an Additional Insured - Optional Additional Insured Coverages apply, GrantorOf Franchise, butonlywith respectto Paragraph 6. ( Additional Insureds When Required their liability as grantor of franchise to you. by Written Contract, Written Agreement or Permit) 4. Additional Insured - Lessor Of Leased of SectionC., WhoIs An Insured, doesnotapply Equipment
to the person or organization shown in the a. WHO IS AN INSURED under Section C. isDeclarations. These coverages are subject to the amended to include as an additional terms and conditions applicable to Business insured the person(s) or organization( s) Liability Coverage in this policy, except as shown in the Declarations as an Additionalprovided below: Insured — Lessor of Leased Equipment,

1. Additional Insured - Designated Person Or butonlywithrespectto liabilityfor "bodilyOrganization injury", " propertyp rty dama eg" or " personal WHO IS AN INSURED under Section C. is and advertising injury" caused, in whole or amended to include as an additional insured in part, by your maintenance, operation or the person( s) or organization( s) shown in the use of equipment leased to you by such Declarations, but only with respectto liability person( s) or organization( s). for " bodily injury", " property damage" or b. With respect to the insurance afforded to personal and advertising injury" caused, in these additional insureds, this insurance whole or in part, by your acts or omissionsor does not applyto any "occurrence" which the acts or omissions of those acting on your takes place after you cease to lease that behalf: equipment.
a. In the performance of your ongoing 5. Additional Insured - Owners Or Other operations; or Interests From Whom Land Has Been
b. In connection with your premises owned Leased
by or rented to you. a. WHO IS AN INSURED under Section C. is

2. Additional Insured - Managers Or Lessors amended to include as an additional Of Premises insured the person(s) or organization( s)
a. WHO IS AN INSURED under Section C. is shown in the Declarations as an Additional amended to include as an additional insured Insured — Owners Or Other Interests From the person( s) or organization( s) shown in the WhomLand Has BeenLeased, but only Declarations as an Additional Insured - with respect to liability arising out of the DesignatedPersonOrOrganization; butonly ownership, maintenance or use of that part with respect to liability arising out of the of the land leased to you and shown in the ownership, maintenance or use of that part of
Declarations.
the premises leased to you and shown in the b. With respect to the insurance afforded to Declarations. these additional insureds, the following
b. With respect to the insurance afforded to additional exclusions apply:
these additional insureds, the following This insurancedoes notapplyto:
additional exclusions apply: 1) Any " occurrence" that takes place Thisinsurancedoesnotapplyto: after you cease to lease that land; or 1) Any " occurrence" which takes place 2) Structural alterations, new after you cease to be a tenant in that construction or demolition operations premises; or performed by or on behalf of such
2) Structural alterations, new
person or organization,
construction or demolition operations 6. Additional Insured - State Or Political performed by or on behalf of such Subdivision — Permits person or organization. a. WHO IS AN INSURED under Section C. is amended to include as an additional
insured the state or political subdivision
j•-\ Ct, / IEWED i8rclarationsasanAdditionalv v ` L J— V ii

Page 18 of 24 ends

1I FormSS00080405
vF o
Insured — State Or Political Subdivision -
Permits, but only with respect to
operations performed by you or on your
behalf for which the state or political
subdivision has issued a permit.
b. With respect to the insurance afforded to
these additional insureds, the following
additional exclusions apply:

This insurancedoes not applyto:
1) " Bodily injury", " property damage" or
personal and advertising injury"
arising out of operations performed for
the state or municipality; or
2) " Bodily injury" or " property damage"
included in the " product -completed
operations" hazard.

7. Additional Insured — Vendors
a. WHO IS AN INSURED under Section C. is
amended to include as an additional
insured the person( s) or organization( s)
referred to below as vendor) shown in the
Declarations as an Additional Insured -
Vendor, but only with respectto "bodily
injury" or "propertydamage" arisingoutof
your products" which are distributed or
sold in the regular course of the vendor' s
business and only if this Coverage Part
provides coverage for " bodily injury" or
property damage" included within the
products - completed operations hazard".
b. The insurance afforded to the vendor is
subjectto the following additionalexclusions:
1) Thisinsurancedoesnotapplyto:
a) " Bodily injury" or " property
damage" for which the vendor is
obligated to pay damages by
reason of the assumption of
liability in a contract or agreement.

BUSINESS LIABILITY COVERAGE FORM
e) Any failure to make such
inspections, adjustments, tests or
servicing as the vendor has agreed
to make or normally undertakes to
make in the usual course of
business, in connection with the
distribution or sale of the products;
f) Demonstration, installation,
servicing or repair operations,
except such operations performed
at the vendor' s premises in
connection with the sale of the
product;
g) Products which, after distribution
or sale by you, have been labeled
or relabeled or used as a
container, partor ingredientof any
other thing or substanceby or for
the vendor; or
h) " Bodily injury" or " property
damage" arising out of the sole
negligence of the vendor for its
own acts or omissions or those of
its employees or anyone else
acting on its behalf. However, this
exclusion does not apply to:
i) The exceptions contained in
Subparagraphs ( d) or (f); or
tt) Such inspections,
adjustments, tests or servicing
as the vendor has agreed to
make or normally undertakes
to make in the usual course of
business, in connection with
the distribution or sale of the
products.
2) Thisinsurancedoesnotapplyto any
insured person or organization from
whom you have acquired such
products, or any ingredient, part or
container, entering into,
accompanying or containing such
products.

8. Additional Insured — Controlling Interest
WHO IS AN INSURED under Section C. is
amended to include as an additional insured
the person( s) or organization( s) shown in the
Declarations as an Additional Insured —
ControllingInterest, but only with respectto
their liability arising out of:
a. Their financial control of you; or
b. Premises they own, maintain or control
while you lease or occupy these premises.

EVIEWED BY:

Form SS 00 08 04 05
41ey / Page 19 of 24
8 - 19
A-' 2-,019, 2-- 7,g

BUSINESS LIABILITY COVERAGE FORM
This insurance does not apply to structural The limits of insurancethat apply to additionalalterations, new construction and demolition insureds are described in Section D. — Limits Of operations performed by or for that person or Insurance. organization.

How this insurance applies when other insurance

9. Additional Insured — Owners, Lessees Or is available to an additional insured is described in Contractors — Scheduled Person Or the Other Insurance Condition in Section E. — Organization Liability And Medical Expenses General
a. WHO IS AN INSURED under Section C. is Conditions.
amended to include as an additional G. LIABILITY AND MEDICAL EXPENSESinsured the person( s) or organization( s) DEFINITIONSshown in the Declarations as an Additional Insured — Owner, Lessees Or Contractors, 1. " Advertisement" means the widespread public but only with respectto liability for "bodily dissemination of information or images that injury", " property damage" or " personal has the purpose of inducing the sale of goods, and advertising injury" caused, in whole or products or services through:
in part, by your acts or omissions or the a. ( 1) Radio; acts or omissions of those acting on your 2) Television; behalf:
3) Billboard;
1) In the performanceof your ongoing
operations for the additional
4) Magazine;
insured( s); or 5) Newspaper;
2) In connection with " your work" b. The Internet, but only that part of a web performed for that additional insured site that is about goods, products or and included within the " products- services for the purposesof inducingthe completed operations hazard", but sale of goods, products or services; or only if this Coverage Part provides c. Any other publication that is given coverage for " bodily injury" or widespread public distribution. property damage" included within the However, " advertisement" does not include:
products - completed operations
hazard". a, The design, printed material, information
b. With respect to the insurance afforded to or images contained in, on or upon the these additional insureds, this insurance packaging or labeling of any goods or products; or
does not apply to "bodily injury", "properly
damage" " personal an advertising b. An interactive conversation between or ninjury' arising out of the rendering of, or among persons through a computer network. the failure to render, any professional 2. " Advertising idea" means any idea for an architectural, engineering or surveying advertisement". services, including: 3. " Asbestos hazard" means an exposure or 1) The preparing, approving, or failure to threat of exposure to the actual or alleged prepare or approve, maps, shop properties of asbestos and includes the mere drawings, opinions, reports, surveys, presence of asbestos in any form. field orders, change orders, designs or 4. " Auto" means a land motor vehicle, trailer or drawings and specifications; or semi - trailer designed for travel on public 2) Supervisory, inspection, architectural roads, including any attached machineryor or engineering activities. equipment. But " auto" does not include

10. Additional Insured — Co - Owner Of Insured mobile equipment'.

Premises 5. " Bodilyinjury" means physical:

WHO IS AN INSURED under Section C. is a. Injury;
amended to include as an additional insured b. Sickness; or the person( s) or Organization( s) shown in the
Declarations as an Additional Insured — Co - c. Disease Owner Of Insured Premises, but only with sustained by a person and, if arising out of the respect to their liability as co-owner of the above, mental anguish or death at any time. premises shown in the Declarations. 6. " Coverageterritory" means:

REVIEWED BY:

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Santa Ana City CouncilNovember 21, 2023

Santa Ana City Council
November 21, 2023