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HomeMy WebLinkAboutD A Hogan & Associates Inc; 2025-08-26; PR-PSA-25008PPR-PSA-25008P Page 1 City Attorney Approved Version 5/30/2025 AGREEMENT FOR SYNTHETIC TURF REPLACEMENT CONSULTING SERVICES D.A. HOGAN & ASSOCIATES, INC. THIS AGREEMENT (“Agreement”) is made and entered into as of the ______________ day of _________________________, 20___, by and between the City of Carlsbad, California, a municipal corporation ("City") and D.A. Hogan & Associates, Inc., a Washington corporation, ("Contractor"). RECITALS A. City requires the professional services of a consultant that is experienced in outdoor sports facility improvements, including natural and synthetic turf replacement. B. Contractor has the necessary experience in providing professional services and advice related to natural and synthetic turf replacement, including the preparation of general design plans, guidance on competitive bidding requirements, and the development of materials outlining best practices and turf product options. C. Contractor has submitted a proposal to City and has affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained in this Agreement, City and Contractor agree as follows: 1. SCOPE OF WORK City retains Contractor to perform, and Contractor agrees to render, those services ("Services") that are defined in attached Exhibit "A," which is incorporated by this reference in accordance with this Agreement’s terms and conditions. 2. STANDARD OF PERFORMANCE While performing the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor's profession practicing in the Metropolitan Southern California area, and will use reasonable diligence and best judgment while exercising its professional skill and expertise. 3. TERM The term of this Agreement will be effective for a period of one (1) year from the date first above written. The City Manager may amend the Agreement to extend it for one (1) additional year or parts of a year. Extensions will be based upon a satisfactory review of Contractor's performance, City needs, and appropriation of funds by the City Council. The parties will prepare a written amendment indicating the effective date and length of the extended Agreement. 4. TIME IS OF THE ESSENCE Time is of the essence for each and every provision of this Agreement. 5. COMPENSATION The total fee payable for the Services to be performed during the initial Agreement term shall not exceed forty-four thousand six hundred ninety-five dollars ($44,695). No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. Payment terms are Net 30 unless otherwise provided in Exhibit “A” or agreed to in writing by the parties. City reserves the Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 25August 26th PR-PSA-25008P Page 2 City Attorney Approved Version 5/30/2025 right to withhold a ten percent (10%) retention until City has accepted the work and/or Services specified in Exhibit "A." 6. CONSTRUCTION MANAGEMENT SOFTWARE Procore Project Management and Collaboration System. This project may utilize City’s Procore (www.procore.com) online project management and document control platform. The intent of utilizing Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team dynamic by improving information flow, reducing non-productive activities, reducing rework and decreasing turnaround times. Contractor is required to create a free web-based Procore user account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system. Unless the Engineer approves otherwise, Contractor shall process all project documents through Procore because this platform will be used to submit, track, distribute and collaborate on project. If unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall complete a free training certification course located at http://learn.procore.com/procore-certification-subcontractor. Contractor is responsible for obtaining Contractor’s own Procore support, as needed, either through the online training or reaching out to the Procore support team. It will be the responsibility of Contractor to regularly check Procore and review updated documents as they are added. There will be no cost to Contractor for use of Procore. It is recommended that Contractor provide mobile access for Windows, iOS located at https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App installed to at least one on-site individual to provide real-time access to current posted drawings, specifications, requests for information, submittals, schedules, change orders, project documents, as well as any deficient observations or punch list items. Providing mobile access will improve communication, efficiency, and productivity for all parties. The use of Procore for project management does not relieve Contractor of any other requirements as may be specified in this Agreement. 7. STATUS OF CONTRACTOR Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit of Contractor's independent calling, and not as an employee of City. Contractor will be under the control of City only as to the result to be accomplished, but will consult with City as necessary. The persons used by Contractor to provide services under this Agreement will not be considered employees of City for any purposes. The payment made to Contractor pursuant to this Agreement will be the full and complete compensation to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. City will not be required to pay any workers' compensation insurance or unemployment contributions on behalf of Contractor or its employees or subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which City may be required to make on behalf of Contractor or any agent, employee, or subcontractor of Contractor for work done under this Agreement. At City’s election, City may deduct the indemnification amount from any balance owing to Contractor. 8. SUBCONTRACTING Contractor will not subcontract any portion of the Services without prior written approval of City. If Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 PR-PSA-25008P Page 3 City Attorney Approved Version 5/30/2025 omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor. Nothing contained in this Agreement will create any contractual relationship between any subcontractor of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved in writing by City. 9. OTHER CONTRACTORS City reserves the right to employ other Contractors in connection with the Services. 10. INDEMNIFICATION Contractor agrees to defend (with counsel approved by City), indemnify, and hold harmless City and its officers, elected and appointed officials, employees and volunteers from and against all claims, damages, losses and expenses including attorneys fees arising out of the performance of the work described in this Agreement caused by any negligence, recklessness, or willful misconduct of Contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s performance as a “design professional” (as that term is defined under California Civil Code Section 2782.8), then, and only to the extent required by California Civil Code Section 2782.8, which is fully incorporated in this Agreement, Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of Contractor, and, upon Contractor obtaining a final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the cost to defend, shall not exceed Contractor’s proportionate percentage of fault. The parties expressly agree that any payment, attorneys fee, costs or expense City incurs or makes to or on behalf of an injured employee under City’s self-administered workers’ compensation program is included as a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or early termination of this Agreement. 11. INSURANCE Contractor will obtain and maintain for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the services by Contractor or Contractor’s agents, representatives, employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and authorized to do business in the State of California. The insurance carrier is required to have a current Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”; OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC) latest quarterly listings report. 11.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this Agreement. City, its officers, agents and employees make no representation that the limits of Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 PR-PSA-25008P Page 4 City Attorney Approved Version 5/30/2025 the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense. The full limits available to the named insured shall also be available and applicable to City as an additional insured. 11.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis, including personal and advertising injury, with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. 11.1.2 Automobile Liability. (if the use of an automobile is involved for Contractor's work for City). $2,000,000 combined single-limit per accident for bodily injury and property damage. 11.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as required by the California Labor Code. Workers' Compensation will not be required if Contractor has no employees and provides, to City's satisfaction, a declaration stating this. 11.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years following the date of completion of the work. 11.2 Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 11.2.1 City will be named as an additional insured on Commercial General Liability which shall provide primary coverage to City. 11.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. 11.2.3 If Contractor maintains higher limits than the minimums shown above, City requires and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage will be available to City. 11.2.4 This insurance will be in force during the life of the Agreement and any extensions of it and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant to the Notice provisions of this Agreement. 11.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to City. 11.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages, then City will have the option to declare Contractor in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor is responsible for any payments made by City to obtain or maintain insurance and City may collect these payments from Contractor or deduct the amount paid from any sums due Contractor under this Agreement. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 PR-PSA-25008P Page 5 City Attorney Approved Version 5/30/2025 11.5 Submission of Insurance Policies. City reserves the right to require, at any time, complete and certified copies of any or all required insurance policies and endorsements. 12. BUSINESS LICENSE Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as may be amended from time-to-time. 13. ACCOUNTING RECORDS Contractor will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this Agreement. Contractor will allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of four (4) years from the date of final payment under this Agreement. 14. OWNERSHIP OF DOCUMENTS All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this Agreement is the property of City. In the event this Agreement is terminated, all work product produced by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s records. 15. COPYRIGHTS Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor relinquishes all claims to the copyrights in favor of City. 16. NOTICES The name of the persons who are authorized to give written notice or to receive written notice on behalf of City and on behalf of Contractor under this Agreement are: For City: For Contractor: Name Nick Stupin Name Robert Harding Title Park Planning Manager Title Project Manager Dept Parks & Recreation Address 1450 114th Ave. SE, Suite 225 CITY OF CARLSBAD Bellevue, WA 98004 Address 3096 Harding St. Phone 206-285-0400 Carlsbad, CA 92008 Email info@dahogan.com Phone 442-339-2527 Each party will notify the other immediately of any changes of address that would require any notice or delivery to be directed to another address. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 PR-PSA-25008P City Attorney Approved Version 5/30/2025 Page 6 17. CONFLICT OF INTEREST Contractor shall file a Conflict of Interest Statement with the City Clerk in accordance with the requirements of the City of Carlsbad Conflict of Interest Code. Contractor shall report investments or interests as required in the City of Carlsbad Conflict of Interest Code. Yes ☐ No ☒ If yes, list the contact information below for all individuals required to file: Name Email Phone Number 18. GENERAL COMPLIANCE WITH LAWS Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Contractor, or in any way affect the performance of the Services by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of Contractor's services with all applicable laws, ordinances and regulations. Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will comply with those requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors and consultants whose services are required by this Agreement. 19. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package delivery vehicles operated in California may be subject to the California Air Resources Board (CARB) Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets. 20. DISCRIMINATION, HARASSMENT, AND RETALIATION PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination, harassment, and retaliation. 21. DISPUTE RESOLUTION If a dispute should arise regarding the performance of the Services the following procedure will be used to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties. Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A copy of such documented dispute will be forwarded to both parties involved along with recommended methods of resolution, which would be of benefit to both parties. The representative receiving the letter will reply to the letter along with a recommended method of resolution within ten (10) business days. If the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended by each party and may then opt to direct a solution to the problem. In such cases, the action of the City Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 PR-PSA-25008P City Attorney Approved Version 5/30/2025 Page 7 Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the parties from seeking remedies available to them at law. 22. TERMINATION In the event of Contractor's failure to prosecute, deliver, or perform the Services, City may terminate this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City may terminate this Agreement upon written notice to Contractor. Upon notification of termination, Contractor has five (5) business days to deliver any documents owned by City and all work in progress to City address contained in this Agreement. City will make a determination of fact based upon the work product delivered to City and of the percentage of work that Contractor has performed which is usable and of worth to City in having the Agreement completed. Based upon that finding City will determine the final payment of the Agreement. City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor may terminate this Agreement by tendering thirty (30) days written notice to City. In the event of termination of this Agreement by either party and upon request of City, Contractor will assemble the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be paid for work performed to the termination date; however, the total will not exceed the lump sum fee payable under this Agreement. City will make the final determination as to the portions of tasks completed and the compensation to be made. 23. COVENANTS AGAINST CONTINGENT FEES Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee. 24. CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that California Government Code Sections 12650 et seq., the False Claims Act, applies to this Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorneys fees. Contractor acknowledges that the filing of a false claim may subject Contractor to an administrative debarment proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another jurisdiction is grounds for City to terminate this Agreement. 25. JURISDICTION AND VENUE This Agreement shall be interpreted in accordance with the laws of the State of California without regard Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 PR-PSA-25008P City Attorney Approved Version 5/30/2025 Page 8 to, or application of, choice of law rules or principles. Any action at law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of California, and the parties waive all provisions of law providing for a change of venue in these proceedings to any other county. 26. SUCCESSORS AND ASSIGNS It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and their respective successors. Neither this Agreement nor any part of it nor any monies due or to become due under it may be assigned by Contractor without the prior consent of City, which shall not be unreasonably withheld. 27. THIRD PARTY RIGHTS Nothing in this Agreement should be construed to give any rights or benefits to any party other than City and Contractor. 28. ENTIRE AGREEMENT This Agreement, together with any other written document referred to or contemplated by it, along with the purchase order for this Agreement and its provisions, embody the entire Agreement and understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may be executed in counterparts. [signatures on following page] Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 PR-PSA-25008P City Attorney Approved Version 5/30/2025 Page 9 29. AUTHORITY The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of this Agreement. Executed by Contractor this___________ day of _______________________, 20____. CONTRACTOR CITY OF CARLSBAD, a municipal corporation of the State of California D.A. Hogan & Associates, Inc., a Washington corporation By: By: (sign here) Kyle Lancaster, Parks & Recreation Department Director David L. Anderson, CEO (print name/title) ATTEST: By: SHERRY FREISINGER, City Clerk (sign here) By: Robert S. Harding, Treasurer Deputy / Assistant City Clerk (print name/title) If required by City, proper notarial acknowledgment of execution by Contractor must be attached. If a corporation, Agreement must be signed by one corporate officer from each of the following two groups. Group A Group B Chairman, Secretary, President, or Assistant Secretary, Vice-President CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: CINDIE K. McMAHON, City Attorney BY: _____________________________ Deputy / Assistant City Attorney Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 18th August 25 PR-PSA-25008P City Attorney Approved Version 5/30/2025 Page 10 EXHIBIT A SCOPE OF SERVICES AND FEE 1.1 PHASE 1 – GENERAL SERVICE AND SCHEMATIC DESIGN PHASE (30%) A. Project Kick Off Meeting B. Prepare a proposed design and construction schedule for review and approval by the City. C. Confirm design program elements and areas of responsibility with City. D. Provide one (1) complete set of documents upon completion of each phase of the work. E. Participate in City staff, Project Manager, and Field Committee planning meetings to establish a final scope of work and construction for the project if requested. F. Review of current turf products available in the marketplace. G. Prepare preliminary design and drawing preparation including field layout. H. Prepare preliminary construction specifications for all applicable work items. I. Calculation of initial construction cost estimates J. Consultation to City as requested. K. Submit 30% / Schematic Design documents to City and receive City review comments L. Return revised 30% Documents. M. Obtain City’s written approval of the Schematic Design before proceeding with the Construction Document Phase. 1.2 PHASE 2 – CONSTRUCTION DOCUMENT DESIGN PHASE (100%) Phase 2A - Documentation A. Final design of all systems and components including: 1. Site Preparation and Demolition of Existing Conditions 2. Field Site Plan and Layout 3. Site Details 4. Field Layout and Synthetic Surfaces Composite Plans 5. Coordination with other related disciplines. B. Working drawings and construction details. C. Construction specifications D. Bid documents. It is assumed the project will be competitively bid. E. Update construction estimates as appropriate. Configure pricing documents to keep project within estimated Maximum Allowable Construction Cost (MACC). F. Submit 100% CD documents to City and receive City review comments G. Return revised 100% Plans and Specifications. Phase 2B – Support and Public Meetings A. Prepare supporting documentation regarding current Best Practices and Synthetic Turf material options including infilled and non-infilled turf types. B. Prepare a cost comparison for development of a natural turf field vs. replacement of the existing synthetic turf surface. Identify to the City potential supporting consultants that may assist in the documentation of products and scientific data suitable for public review, specifically related to the ongoing research and science of synthetic turf or infill products. C. Participate in one public meeting or City Council meeting regarding supporting documentation Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 PR-PSA-25008P City Attorney Approved Version 5/30/2025 Page 11 1.3 PHASE 3 –BIDDING A. Attend Pre-Bid Review with prospective bidders. B. Respond to questions from vendor(s) and subcontractors. C. Issue information for inclusion with addendum(s) as may be appropriate. D. Review of bids received, provide consultation and recommendations to City for award of applicable items. 1.4 PHASE 4 – CONSTRUCTION PHASE A. Attend pre-construction conference B. Endorse for approval or disapproval all materials and equipment submitted by the Contractor. C. Attend weekly construction meetings, if conducted virtually. If on site, to be conducted concurrently with site / milestone inspections noted below. D. Conduct periodic surveillance of site construction to observe the progress and quality of the work. City’s representative to attend where feasible. It is anticipated that construction will require SIX (6) weeks and will require inspections as follows: 1. At completion of turf removal and evaluation of base. Confirm the permeability of the existing base aggregate. 2. At completion of finish grading of base and any required repair of perimeter edge anchor. 3. During seaming/installation of turf. 4. Completion of markings. 5. At completion of work (Punch List Inspection). E. Monitor construction progress and quality with decisions relative to contract performance. Document all progress with reports as appropriate. F. Issue instructions for and of the City to the Contractor and prepare RFI, field directives and changes orders, if applicable. G. Guard the City against deficiencies in the work and approve or disapprove work in conformance with the contract documents. H. Keep the City advised as to the progress of the work. I. Assure for the City that the completed project will conform to the requirements of the contract documents. J. Complete substantial completion inspection and generate and distribute discrepancy (punch list) items. K. Processing of contract progress payment requests. L. Final inspection and certification of completion. 1.5 WORK NOT INCLUDED A. Full-time, on-site inspection B. Construction site survey and construction control benchmarks C. Cost of printing of review, bidding, and distribution costs D. Permit and Plan Check fees assessed by permit authorities. E. Laboratory charges for construction testing Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 PR-PSA-25008P City Attorney Approved Version 5/30/2025 Page 12 1.6 CITY’S RESPONSIBILITIES A. Assist the Consultant by placing at his disposal all available information pertinent to the site. B. Advertise for proposals from bidders and administer the opening of bids. C. Prepare such legal, accounting and auditing services as may be required by the City. D. With the assistance of the Contractor, obtain approval of all governmental authorities that have jurisdiction over the project. E. Designate a person to act as City’s Representative/Project Manager. F. Provide to the Contractor30% (Schematic Design) City review comments G. Provide to the Contractor100% CD City review comments 1.7 CONSTRUCTION BUDGET A. The maximum allowable construction cost (MACC) budget for the project is estimated to be approximately $1,675,000, including SWPPP (construction) allowance. Total is inclusive of sales tax, and exclusive of design fees, survey, geotechnical investigation, permitting, construction testing, administrative and associated costs. 1.8 COMPENSATION AND PAYMENT TO CONSULTANT A. We offer a lump-sum fee for all basic scope work as follows: Schematic Design through Closeout – 2.5% of Construction Cost $44,695 B. All Contractor construction negotiations and change order processing within original scope of project is included in this amount. C. Included in the fees are anticipated travel expenses for 5 trips to the site, whether during design, public process or during construction. D. Progress payment for Consulting work to be as follows: Completion of Phase 1 $6,215 Completion of Phase 2A $16,575 Completion of Phase 2B $4,795 Completion of Phase 3 $2,720 Completion of Phase 4 $12,310 Close Out $2,080 Total $44,695 Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 PR-PSA-25008P City Attorney Approved Version 5/30/2025 Page 13 E. Compensation for additional services that may be requested by the Owner, including expert witness in the event of any litigation, shall be as follows: Principal Engineer/Landscape Architect $255.00 per hour Project Engineer/Landscape Architect $205.00 per hour Engineering Technician II $145.00 per hour Technical Staff $145.00 per hour Landscape Designer $130.00 per hour Engineering Technician I $120.00 per hour Administrative $85.00 per hour Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) 08/25/2025 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATIONIS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER USAA INSURANCE AGENCY INC/PHS 65812846 The Hartford Business Service Center 3600 Wiseman Blvd San Antonio, TX 78251 CONTACT NAME: PHONE (A/C, No, Ext): (888) 242-1430 FAX (A/C, No): E-MAIL ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC# INSURED D A HOGAN & ASSOCIATES, INC 1450 114TH AVE SE STE 225 BELLEVUE WA 98004-6962 INSURER A : Hartford Underwriters Insurance Company 30104 INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED.NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSR SUBR WVD POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/Y YYY)LIMITS A COMMERCIAL GENERAL LIABILITY X X 65 SBA BC7VJN 07/29/2025 07/29/2026 EACH OCCURRENCE $1,000,000 CLAIMS-MADE X OCCUR DAMAGE TO RENTED PREMISES (Ea occurrence)$1,000,000 X General Liability MED EXP (Any one person)$10,000 PERSONAL & ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $2,000,000 POLICY X PRO- JECT LOC PRODUCTS - COMP/OP AGG $2,000,000 OTHER: A AUTOMOBILE LIABILITY X X 65 UEC TU1536 09/27/2024 09/27/2025 COMBINED SINGLE LIMIT (Ea accident)$1,000,000 X ANY AUTO BODILY INJURY (Per person) ALL OWNED AUTOS SCHEDULED AUTOS BODILY INJURY (Per accident) X HIRED AUTOS X NON-OWNED AUTOS PROPERTY DAMAGE (Per accident) A X UMBRELLA LIAB EXCESS LIAB X OCCUR CLAIMS- MADE X 65 SBA BC7VJN 07/29/2025 07/29/2026 EACH OCCURRENCE $5,000,000 AGGREGATE $5,000,000 DED RETENTION $ 10,000 A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below N/ A 65 SBA BC7VJN 07/29/2025 07/29/2026 PER STATUTE OTH- ER Y/N E.L. EACH ACCIDENT $1,000,000 E.L. DISEASE -EA EMPLOYEE $1,000,000 E.L. DISEASE - POLICY LIMIT $1,000,000 A Employment Practices Liability Insurance 65 SBA BC7VJN 07/29/2025 07/29/2026 Each Claim Limit Annual Aggregate Limit $25,000 $25,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES(ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Those usual to the Insured's Operations. CERTIFICATE HOLDER CANCELLATION City of Carlsbad 1200 CARLSBAD VILLAGE DR CARLSBAD CA 92008-1949 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 © 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03)The ACORD name and logo are registered marks of ACORD Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 ~ .,. db I ACC>RC> ~ ~ - - I ,__ □ □ ,__ Fl □ □ ,__ ~ ~ ,__ t--- ,__ t--- ~ 7 I I I I I [ ACORD 101 (2014/01)© 2014 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: LOC# : ADDITIONAL REMARKS SCHEDULE Page 2 of 2 AGENCY USAA INSURANCE AGENCY INC/PHS NAMED INSURED D A HOGAN & ASSOCIATES, INC 1450 114TH AVE SE STE 225 BELLEVUE WA 98004-6962 POLICY NUMBER SEE ACORD 25 CARRIER SEE ACORD 25 NAIC CODE EFFECTIVE DATE:SEE ACORD 25 ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM FORM NUMBER:ACORD 25 FORM TITLE:CERTIFICATE OF LIABILITY INSURANCE The City of Carlsbad, its officials, employees and volunteers, but only as required by a valid written contract, agreement, or permit is an additional insured as provided by the Business Liability Coverage Form SL 30 32 attached to this policy. The Business Liability Coverage Part includes a Blanket Additional Insured By Contract Endorsement, Form SL 30 32 and a Blanket Additional Insured by Contract - Umbrella Endorsement SU 00 02. Coverage is primary and noncontributory per the Business Liability Coverage Form SL 00 00, attached to this policy. Umbrella coverage follows the Business Liability Coverage Form SL 00 00, attached to this policy. Waiver of Subrogation applies in favor of the Certificate Holder per the Business Liability Coverage Form SL 00 00, attached to this policy. Notice of Cancellation will be provided in accordance with Form SL9013 attached to this policy. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SL 30 32 06 21 Page 1 of 3 © 2021, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) BLANKET ADDITIONAL INSURED BY CONTRACT This endorsement modifies insurance provided under the following: BUSINESS LIABILITY COVERAGE FORM Except as otherwise stated in this endorsement, the terms and conditions of the Policy apply. A.The following is added to Section C. WHO IS AN INSURED: Additional Insureds When Required By Written Contract, Written Agreement Or Permit The person(s) or organization(s) identified in Paragraphs a. through f. below are additional insureds when you have agreed, in a written contract or written agreement, or when required by a written permit issued by a state or governmental agency or subdivision or political subdivision that such person or organization be added as an additional insured on your Coverage Part, 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 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 any other endorsement issued by us and made a part of this Coverage Part. The insurance afforded to such additional insured will not be broader than that which you are required by the contract, agreement, or permit to provide for such additional insured. The insurance afforded to such additional insured only applies to the extent permitted by law. The limits of insurance that apply to additional insureds are described in Section D. LIABILITY AND MEDICAL EXPENSES 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. a. Vendors Any person(s) or organization(s) (referred to below as vendor), but only with respect to "bodily injury" or "property damage" arising out of "your products" which are distributed or sold in the regular course of the vendor's business and only if this Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products-completed operations hazard". (1)The insurance afforded 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, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; (e)Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products; (f)Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection with the sale of the product; (g)Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SL 30 32 06 21 Page 2 of 3 © 2021, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) (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 Paragraphs (d) or (f); or (ii)Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. (2)This insurance does not apply to any insured person or organization from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing such products. b. Lessors Of Equipment (1)Any person or organization from whom you lease equipment; but only with respect to their liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such person or organization. (2)With respect to the insurance afforded to these additional insureds, this insurance does not apply to any "occurrence" which takes place after 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 insurance does not apply to: (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 respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: (a)In connection with your premises; (b)In the performance of your ongoing operations performed by you or on your behalf; or (c)In connection with "your work" and included within the "products-completed operations hazard", but only if: (i)The written contract, written agreement or permit requires you to provide such coverage to such additional insured; and (ii)This Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products-completed operations hazard". (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 services, including: (i)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 (ii)Supervisory, surveying, inspection, architectural or engineering activities. This exclusion applies even if the claims allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by an insured, if the “bodily injury”, “property damage”, or “personal and advertising injury” arises out of the rendering of or the failure to render any professional service. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SL 30 32 06 21 Page 3 of 3 © 2021, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) e. State Or Governmental Agency Or Subdivision Or Political Subdivision Issuing Permit (1)Any state or governmental agency or subdivision or political subdivision, but only with respect to operations performed by you or on your behalf for which the state or governmental agency or subdivision or political subdivision has issued a permit. (2)With respect to the insurance afforded to these additional insureds, this insurance does not apply to: (a)"Bodily injury", "property damage" or "personal and advertising injury" arising out of operations performed for the federal government, state or municipality; or (b)"Bodily injury" or "property damage" included within the "products-completed operations hazard". f. Any Other Party (1)Any other person or organization who is not in one of the categories or classes listed above in Paragraphs a. through e. above, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: (a)In the performance of your ongoing operations performed by you or on your behalf; (b)In connection with your premises owned by or rented to you; or (c)In connection with "your work" and included within the "products-completed operations hazard", but only if: (i)The written contract, written agreement or permit requires you to provide such coverage to such additional insured; and (ii)This Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products-completed operations hazard". (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 architectural, engineering or surveying services, 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, surveying, inspection, architectural or engineering activities. This exclusion applies even if the claims allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by an insured, if the “bodily injury”, “property damage”, or “personal and advertising injury” arises out of the rendering of or the failure to render any professional service described in Paragraphs f.(2)(a) or f.(2)(b) above. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD 08/05/2025 Shipley & Pease Insurance P O Box 928 Woodinville WA 98072 Kim Grahn (206) 519-5371 (503) 282-3345 kim@shipleyins.com D A Hogan & Associates Inc. 1450 114th Ave. SE, Suite 225 Bellevue WA 98004 Travelers Casualty & Surety Company of America 31194 CL255904309 A Professional Liability 105270214 04/21/2025 04/21/2026 Each Claim $3,000,000 Aggregate $3,000,000 Deductible $25,000 This certificate refers to but the policy itself is not limited to a specific project: Poinsettia Park Synthetic Turf Replacement City of Carlsbad Parks & Recreation Department 3096 Harding St Carlsbad CA 92008 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext): PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 ACORD® I ~ I I □ - - ~ □ □ - - - - - - - -H I I I I I □ jh..,.1 ... I ll'Ff"' r-• r THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SL 30 24 10 18 Page 1 of 1 Process Date:06/19/2025 © 2018, The Hartford Policy Expiration Date:07/29/2026 (May include copyrighted material of Insurance Services Office, Inc., with its permission) ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS – ONGOING OPERATIONS – SCHEDULED PERSON OR ORGANIZATION POLICY NUMBER:65 SBA BC7VJN This endorsement modifies insurance provided under the following: BUSINESS LIABILITY COVERAGE FORM Except as otherwise stated in this endorsement, the terms and conditions of the Policy apply. A.Section C. WHO IS AN INSURED is amended to include the following as an additional insured: The person(s) or organization(s) shown in the Declarations, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by the performance of your ongoing operations for the additional insured(s) at the location(s) designated in the Declarations. However: (1)The insurance afforded to such additional insured only applies to the extent permitted by law; and (2)If coverage provided to the additional insured is required by a contract, agreement, or permit the insurance afforded to such additional insured will not be broader than that which you are required by the contract, agreement, or permit to provide for such additional insured. B.With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: (1)All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or (2)That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SL 30 29 10 18 Page 1 of 1 © 2018, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) ADDITIONAL INSURED EXCLUSION This endorsement modifies insurance provided under the following: BUSINESS LIABILITY COVERAGE FORM Except as otherwise stated in this endorsement, the terms and conditions of the Policy apply. If we have attached a state specific version of this Exclusion to this Policy, this form does not apply in that state. A.The following exclusion is added to Section B. EXCLUSIONS: a.Any person or organization qualifying as an additional insured under this Coverage Part is subject to following additional exclusion: (1)This insurance does not apply to "bodily injury", "property damage" or "personal and advertising injury” arising out of the additional insured's acts or omissions, or the acts or omissions of those acting on the additional insured's behalf if such "bodily injury", "property damage" or "personal and advertising injury” arise out of professional architectural, engineering or surveying services, including but not limited to: (a)The preparing, approving, editing of or failure to prepare or approve, shop drawings, maps, opinions, reports, surveys, change orders, field orders, designs, drawings, specifications, warnings, recommendations, permit applications, payment requests, manuals or instructions; (b)Supervisory, inspection, quality control, architectural, engineering or surveying activities or services; (c)Maintenance of job site safety, construction administration, construction contracting, construction management, computer consulting or design software development or programming service, or selection of a contractor or programming service; (d)Monitoring, sampling, or testing service necessary to perform any of the services included in (a), (b) or (c) above; (e)Supervision, hiring, employment, training or monitoring of others who are performing any of the services included in Paragraphs (1)(a),(1) (b) or (1)(c) above; (2)This exclusion applies even if the claims against the additional insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by the additional insured if the “bodily injury”, “property damage” or “personal and advertising injury” arises out of the rendering of or the failure to render any of the services included in Paragraph (1)above. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SL 30 32 06 21 Page 1 of 3 © 2021, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) BLANKET ADDITIONAL INSURED BY CONTRACT This endorsement modifies insurance provided under the following: BUSINESS LIABILITY COVERAGE FORM Except as otherwise stated in this endorsement, the terms and conditions of the Policy apply. A.The following is added to Section C. WHO IS AN INSURED: Additional Insureds When Required By Written Contract, Written Agreement Or Permit The person(s) or organization(s) identified in Paragraphs a. through f. below are additional insureds when you have agreed, in a written contract or written agreement, or when required by a written permit issued by a state or governmental agency or subdivision or political subdivision that such person or organization be added as an additional insured on your Coverage Part, 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 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 any other endorsement issued by us and made a part of this Coverage Part. The insurance afforded to such additional insured will not be broader than that which you are required by the contract, agreement, or permit to provide for such additional insured. The insurance afforded to such additional insured only applies to the extent permitted by law. The limits of insurance that apply to additional insureds are described in Section D. LIABILITY AND MEDICAL EXPENSES 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. a. Vendors Any person(s) or organization(s) (referred to below as vendor), but only with respect to "bodily injury" or "property damage" arising out of "your products" which are distributed or sold in the regular course of the vendor's business and only if this Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products-completed operations hazard". (1)The insurance afforded 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, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; (e)Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products; (f)Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection with the sale of the product; Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SL 30 32 06 21 Page 2 of 3 © 2021, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) (g)Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or (h)"Bodily injury" or "property damage" arising out of the sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. However, this exclusion does not apply to: (i)The exceptions contained in Paragraphs (d) or (f); or (ii)Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. (2)This insurance does not apply to any insured person or organization from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing such products. b. Lessors Of Equipment (1)Any person or organization from whom you lease equipment; but only with respect to their liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such person or organization. (2)With respect to the insurance afforded to these additional insureds, this insurance does not apply to any "occurrence" which takes place after 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 insurance does not apply to: (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 respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: (a)In connection with your premises; (b)In the performance of your ongoing operations performed by you or on your behalf; or (c)In connection with "your work" and included within the "products-completed operations hazard", but only if: (i)The written contract, written agreement or permit requires you to provide such coverage to such additional insured; and (ii)This Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products-completed operations hazard". (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 services, including: (i)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 (ii)Supervisory, surveying, inspection, architectural or engineering activities. This exclusion applies even if the claims allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by an insured, if the “bodily injury”, “property Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SL 30 32 06 21 Page 3 of 3 © 2021, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) damage”, or “personal and advertising injury” arises out of the rendering of or the failure to render any professional service. e. State Or Governmental Agency Or Subdivision Or Political Subdivision Issuing Permit (1)Any state or governmental agency or subdivision or political subdivision, but only with respect to operations performed by you or on your behalf for which the state or governmental agency or subdivision or political subdivision has issued a permit. (2)With respect to the insurance afforded to these additional insureds, this insurance does not apply to: (a)"Bodily injury", "property damage" or "personal and advertising injury" arising out of operations performed for the federal government, state or municipality; or (b)"Bodily injury" or "property damage" included within the "products-completed operations hazard". f. Any Other Party (1)Any other person or organization who is not in one of the categories or classes listed above in Paragraphs a. through e. above, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: (a)In the performance of your ongoing operations performed by you or on your behalf; (b)In connection with your premises owned by or rented to you; or (c)In connection with "your work" and included within the "products-completed operations hazard", but only if: (i)The written contract, written agreement or permit requires you to provide such coverage to such additional insured; and (ii)This Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products-completed operations hazard". (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 architectural, engineering or surveying services, 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, surveying, inspection, architectural or engineering activities. This exclusion applies even if the claims allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by an insured, if the “bodily injury”, “property damage”, or “personal and advertising injury” arises out of the rendering of or the failure to render any professional service described in Paragraphs f.(2)(a) or f.(2)(b) above. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SL 30 36 10 18 Page 1 of 1 Process Date:06/19/2025 © 2018, The Hartford Policy Expiration Date:07/29/2026 (May include copyrighted material of Insurance Services Office, Inc., with its permission) ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS POLICY NUMBER:65 SBA BC7VJN This endorsement modifies insurance provided under the following: BUSINESS LIABILITY COVERAGE FORM Except as otherwise stated in this endorsement, the terms and conditions of the Policy apply. The following is added to Section C. WHO IS AN INSURED: Additional Insured – Owners, Lessees Or Contractors – Completed Operations a.The person(s) or organization(s) shown in the Schedule on the Declarations is also an additional insured, but only with respect to liability for "bodily injury" or "property damage" caused, in whole or in part, by "your work" and at the location designated and described in the Location And Description Of Completed Operations Schedule in the Declarations performed for that additional insured and included in the "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 and advertising injury" arising out of the rendering of, or the failure to render, any professional architectural, engineering or surveying services, including: (1)The preparing, approving, editing of or failure to prepare or approve, shop drawings, maps, opinions, reports, surveys, change orders, field orders, designs, drawings, specifications, warnings, recommendations, permit applications, payment requests, manuals or instructions; (2)Supervisory, inspection, quality control, architectural, engineering or surveying activities or services; (3)Maintenance of job site safety, construction administration, construction contracting, construction management, computer consulting or design software development or programming service, or selection of a contractor or programming service; (4)Monitoring, sampling, or testing service necessary to perform any of the services included in (1),(2)or (3) above; (5)Supervision, hiring, employment, training or monitoring of others who are performing any of the services included in (1), (2) or (3) above; c.The insurance afforded to these additional insureds only applies to the extent permitted by law. d.If coverage provided to these additional insureds is required by a written contract, agreement or written permit issued by a state or governmental agency or subdivision or political subdivision, the insurance afforded to these additional insureds will not be broader than that which you are required by the contract, agreement or permit to provide for these additional insureds. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SL 30 40 10 18 Page 1 of 1 © 2018, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) ADDITIONAL INSURED – STATE OR GOVERNMENTAL AGENCY OR SUBDIVISION OR POLITICAL SUBDIVISION – PERMITS OR AUTHORIZATIONS This endorsement modifies insurance provided under the following: BUSINESS LIABILITY COVERAGE FORM Except as otherwise stated in this endorsement, the terms and conditions of the Policy apply. A.The following is added to Section C. WHO IS AN INSURED: Additional Insured – State Or Governmental Agency Or Subdivision Or Political Subdivision - Permits Or Authorizations a.Any state or governmental agency or subdivision or political subdivision shown in the Declarations as an Additional Insured – State Or Governmental Agency Or Subdivision Or Political Subdivision – Permits Or Authorizations is also an additional insured, but only with respect to operations performed by you or on your behalf for which the state or governmental agency or subdivision or political subdivision has issued a permit or authorization. b.If coverage provided to these additional insureds is required by a written contract or written agreement, or when required by a written permit or authorization issued by a state or governmental agency or subdivision or political subdivision, the insurance afforded to these additional insureds will not be broader than that which you are required by the contract, agreement, permit, or authorization to provide for these additional insureds. c.The insurance afforded to these additional insureds only applies to the extent permitted by law. B.With respect to the insurance afforded to such additional insured(s) by this endorsement, the following additional exclusion is added to Section B. EXCLUSIONS: This insurance does not apply to: a."Bodily injury", "property damage" or "personal and advertising injury" arising out of operations performed for the state or governmental agency or subdivision or political subdivision; or b."Bodily injury" or "property damage" included in the "product-completed operations" hazard. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SL 30 42 10 18 Page 1 of 1 © 2018, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) ADDITIONAL INSURED – DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: BUSINESS LIABILITY COVERAGE FORM Except as otherwise stated in this endorsement, the terms and conditions of the Policy apply. A.The following is added to Section C. WHO IS AN INSURED: Designated Person Or Organization a.The person(s) or organization(s) shown in the Declarations as Additional Insured – Designated Person Or Organization is also an additional insured, but only with respect to liability for “bodily injury”, “property damage” or “personal and advertising injury” caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: (1)In the performance of your ongoing operations; or (2)In connection with your premises owned by or rented to you. b.If coverage provided to these additional insureds is required by a written contract or written agreement, or when required by a written permit issued by a state or governmental agency or subdivision or political subdivision, the insurance afforded to these additional insureds will not be broader than that which you are required by the contract, agreement, or permit to provide for these additional insureds. c.The insurance afforded to these additional insureds only applies to the extent permitted by law. B.With respect to the insurance afforded such additional insured(s) by this endorsement, the following additional exclusion is added to Section B. EXCLUSIONS: This insurance does not apply to “bodily injury” or “property damage” included within the “products-completed operations hazard”. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SL 30 48 10 18 Page 1 of 1 © 2018, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) ADDITIONAL INSURED – OWNERS, LESSEES OR CONTRACTORS – SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: BUSINESS LIABILITY COVERAGE FORM Except as otherwise stated in this endorsement, the terms and conditions of the Policy apply. A.The following is added to Section C. WHO IS AN INSURED: Additional Insured – Owners, Lessees Or Contractors – Scheduled Person Or Organization a.The person(s) or organization(s) shown in the Declarations as an Additional Insured – Owner, Lessees Or Contractors is also an additional insured, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: (1)In the performance of your ongoing operations 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 "property damage" included within the "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 and advertising injury" arising out of the rendering of, or the failure to render, any professional architectural, engineering or surveying services, including: (1)The preparing, approving, editing of or failure to prepare or approve, shop drawings, maps, opinions, reports, surveys, change orders, field orders, designs, drawings, specifications, warnings, recommendations, permit applications, payment requests, manuals or instructions; (2)Supervisory, inspection, quality control, architectural, engineering or surveying activities or services; (3)Maintenance of job site safety, construction administration, construction contracting, construction management, computer consulting or design software development or programming service, or selection of a contractor or programming service; (4)Monitoring, sampling, or testing service necessary to perform any of the services included in (1),(2)or (3) above; (5)Supervision, hiring, employment, training or monitoring of others who are performing any of the services included in (1), (2) or (3) above; c.If coverage provided to these additional insureds is required by a written contract or written agreement, or when required by a written permit issued by a state or governmental agency or subdivision or political subdivision, the insurance afforded to these additional insureds will not be broader than that which you are required by the contract, agreement, or permit to provide for these additional insureds. d.The insurance afforded to these additional insureds only applies to the extent permitted by law. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SL 90 13 10 18 Page 1 of 1 © 2018, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) 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 non-payment 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 non-payment of premium, or by the insured, notice of such cancellation will be provided within ten (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. 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 impose no liability of any kind upon the Company or its agents or representatives. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD Form SL 00 00 10 18 Page 17 of 22 © 2018, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) (2) Premises Rented To You That is fire, lightning or explosion insurance for premises rented to you or temporarily occupied by you with permission of the owner; (3) Tenant Liability That is insurance purchased by you to cover your liability as a tenant for "property damage" to premises rented to you or temporarily occupied by you with permission of the owner; (4) Aircraft, Auto Or Watercraft If the loss arises out of the maintenance or use of aircraft, "autos" or watercraft to the extent not subject to Exclusion g.of Section B. Exclusions. (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 B. Exclusions. (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 insurance be primary. If other insurance is also primary, we will share with all that other insurance by the method described in c. below. (b) Primary And Non-Contributory To Other Insurance When Required By Contract If you have agreed in a written contract, written agreement or permit that this insurance is primary and non-contributory with the additional insured's own insurance, this insurance is primary and we will not seek contribution from that other insurance. Paragraphs (a)and (b)do not apply to other insurance to which the additional insured has been added as an additional insured. When this insurance is excess, we will have no duty under this Coverage Part to defend the insured against any "suit" if any other insurer has a duty to defend the insured against that "suit". If no other insurer defends, we will undertake to do so, but we will be entitled to the insured's rights against all those other insurers. When this insurance is excess over other insurance, we will pay only our share of the amount of the loss, if any, that exceeds the sum of: (1)The total amount that all such other insurance would pay for the loss in the absence of this insurance; and (2)The total of all deductible and self-insured amounts under all that other insurance. We will share the remaining loss, if any, with any other insurance that is not described in this Excess Insurance provision and was not bought specifically to apply in excess of the Limits of Insurance shown in the Declarations of this Coverage Part. c. Method Of Sharing If all 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. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD Form SU 00 00 12 19 © 2019, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) UMBRELLA LIABILITY SUPPLEMENTAL POLICY UMBRELLA LIABILITY SUPPLEMENTAL POLICY READ YOUR POLICY CAREFULLY QUICK REFERENCE Beginning on Page A. COVERAGES 1 1.Umbrella Liability Insurance 1 2.Exclusions 1 B. INVESTIGATION, DEFENSE, SETTLEMENT 8 C. WHO IS AN INSURED 8 D. LIMITS OF INSURANCE 10 E. CONDITIONS 11 1.Premium 11 2.Inspection And Audit 11 3.Duties In The Event Of Occurrence, Claim Or Suit 11 4.Assistance And Cooperation Of The Insured 12 5.Legal Action Against Us 12 6.Appeals 12 7.Other Insurance 13 8.Transfer Of Rights Of Recovery Against Others To Us 13 9.Changes 14 10.Separation Of Insureds 14 11.Maintenance Of Underlying Insurance 14 12.Cancellation 14 13.Nonrenewal 15 14.Workers’ Compensation Agreement 15 15.Bankruptcy Or Insolvency of Insured 15 16.Representations Or Fraud 15 F. DEFINITIONS 15 Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD Form SU 00 00 12 19 Page 1 of 18 © 2019, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) UMBRELLA LIABILITY SUPPLEMENTAL POLICY In this Supplemental Policy the words "you" and "your" refer to the Named Insured first shown in the Supplemental Policy Declarations and any other person or organization qualifying as a Named Insured under this Supplemental Policy. The words "we", "us" and "our" refer to the insurance company shown in the Supplemental Policy Declarations. Other words and phrases that appear in quotation marks also have special meanings. Refer to Section F. DEFINITIONS. IN RETURN FOR THE PAYMENT OF THE PREMIUM and in reliance upon the statements in the Supplemental Policy Declarations made a part hereof, and subject to all of the terms of this Supplemental Policy we agree with you as follows: A. COVERAGES 1. Umbrella Liability Insurance Insuring Agreement a.We will pay those sums that the "insured" becomes legally obligated to pay as "damages" in excess of the "underlying insurance" or of the "self-insured retention" when no "underlying insurance" applies, because of "bodily injury", "property damage" or "personal and advertising injury" to which this insurance applies caused by an "occurrence". But, the amount we will pay as "damages" is limited as described in Section D. LIMITS OF INSURANCE. No other obligation or liability to pay sums or perform acts or services is covered unless explicitly provided for under Section B. INVESTIGATION, DEFENSE, SETTLEMENT. b.This insurance applies to "bodily injury", "property damage" or "personal and advertising injury" only if: (1)The "bodily injury" or "property damage" occurs during the "policy period", or the “personal and advertising injury” is caused by an offense committed during the “policy period”; and (2)Prior to the "policy period", no "insured" listed under Paragraph 1.of Section C. WHO IS AN INSURED and no "employee" authorized by you to give or receive notice of an "occurrence" or claim, knew that the "bodily injury" or "property damage" had occurred, in whole or in part. If such a listed "insured" or authorized "employee" knew, prior to the "policy period", that the "bodily injury" or "property damage" occurred, then any continuation, change or resumption of such "bodily injury" or "property damage" during or after the "policy period" will be deemed to have been known prior to the "policy period". c."Bodily injury" or "property damage" will be deemed to have been known to have occurred at the earliest time when any "insured" listed under Paragraph 1.of Section C. WHO IS AN INSURED or any "employee" authorized by you to give or receive notice of an "occurrence" or claim: (1)Reports all, or any part, of the "bodily injury" or "property damage" to us or any other insurer; (2)Receives a written or verbal demand or claim for "damages" because of the "bodily injury" or "property damage"; or (3)Becomes aware by any other means that "bodily injury" or "property damage" has occurred or has begun to occur. 2. Exclusions This Supplemental Policy does not apply to: a. Pollution Any obligation: (1)To pay for the cost of investigation, defense or settlement of any claim or “suit” against any "insured" alleging actual or threatened injury or damage of any nature or kind to persons or property which arises out of or would not have occurred but for the “pollution hazard”; or (2)To pay any "damages", judgments, settlements, loss, costs or expenses that may be awarded or incurred: (a)By reason of any such claim or “suit” or any such injury or damage; or (b)In complying with any action authorized by law and relating to such injury or damage. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD Form SU 00 00 12 19 Page 2 of 18 © 2019, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) EXCEPTION This exclusion does not apply: (a)To "bodily injury" to any of your "employees" arising out of and in the course of their employment by you; or (b)To injury or damage as to which valid and collectible "underlying insurance" with at least the minimum limits shown in the Extension Schedule Of Underlying Insurance is in force and applicable to the "occurrence". In such event, any coverage afforded by this Supplemental Policy for the "occurrence" will be subject to the pollution exclusions of the "underlying insurance" and to the conditions, limits and other provisions of this Supplemental Policy. But, in the event that such valid and collectable "underlying insurance" is not maintained with limits of liability as set forth in the Extension Schedule Of Underlying Insurance, this Exception (b) does not apply. (c)Exception (b)also does not apply to “bodily injury" or "property damage" arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of "pollutants": (i)That are, or that are contained in any property that is: (aa)Being transported or towed by, or handled for movement into, onto or from, any "auto"; (bb)Otherwise in the course of transit by or on behalf of the "insured"; or (cc)Being stored, disposed of, treated or processed in or upon any "auto"; (ii)Before the "pollutants" or any property in which the "pollutants" are contained are moved from the place where they are accepted by the "insured" for movement into or onto any "auto"; or (iii)After the "pollutants" or any property in which the "pollutants" are contained are moved from any "auto" to the place where they are finally delivered, disposed of or abandoned by the "insured". (d)Paragraph (i)above does not apply to fuels, lubricants, fluids, exhaust gases or other similar "pollutants" that are needed for or result from the normal electrical, hydraulic or mechanical functioning of an "auto", covered by the "underlying insurance" or its parts, if: (i)The "pollutants" escape, seep, migrate, or are discharged or released directly from an "auto" part designed by its manufacturer to hold, store, receive or dispose of such "pollutants"; and (ii)The "bodily injury", "property damage" or "covered pollution cost or expense" does not arise out of the operation of any equipment listed in Paragraphs f.(2)or f.(3). of the definition of "mobile equipment". (e)Paragraphs (c)(ii)and (c)(iii)above do not apply to "accidents" that occur away from premises owned by or rented to an "insured" with respect to "pollutants" not in or upon an "auto" covered by the "underlying insurance" if: (i)The "pollutants" or any property in which the "pollutants" are contained are upset, overturned or damaged as a result of the maintenance or use of the "auto"; and (ii)The discharge, dispersal, seepage, migration, release or escape of the "pollutants" is caused directly by such upset, overturn or damage. b. Workers' Compensation And Similar Laws Any obligation of the "insured" under a workers' compensation, disability benefits or unemployment compensation law or any similar law. c. Contractual Liability Liability assumed by the "insured" under any contract or agreement with respect to an "occurrence" taking place before the contract or agreement is executed. d. Personal And Advertising Injury "Personal and advertising injury". (1) EXCEPTION This exclusion does not apply to the extent that coverage for such "personal and advertising injury" is provided by "underlying insurance", but in no event shall any "personal and advertising injury" coverage Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD Form SU 00 00 12 19 Page 3 of 18 © 2019, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) provided under this Supplemental Policy apply to any claim or "suit" to which "underlying insurance" does not apply. This EXCEPTION applies only to the extent that such coverage provided by the "underlying insurance" is maintained having limits as set forth in the Schedule Of Underlying Insurance. When this EXCEPTION applies, the insurance provided under this Supplemental Policy for “personal and advertising injury” will follow the same provisions, exclusions and limitations that are contained in the applicable "underlying insurance", unless otherwise directed by this insurance. This EXCEPTION does not apply to: (a) Aircraft (Unmanned Aircraft) "Personal and advertising injury" arising out of the ownership, maintenance, use or entrustment to others of any aircraft that is an "unmanned aircraft". Use includes operation and "loading or unloading". This exclusion applies even if the claims against any "insured" allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that "insured", if the "personal and advertising injury" arises out of the ownership, maintenance, use or entrustment to others of any aircraft that is an "unmanned aircraft". However, this Paragraph (a)does not apply if the only allegation in the claim or "suit" involves an intellectual property right which is limited to: (i)Infringement, in your "advertisement", of: (aa)Copyright; (bb)Slogan; or (cc)Title of any literary or artistic work; or (ii)Copying, in your "advertisement", a person's or organization's "advertising idea" or style of "advertisement"; or (b) Access Or Disclosure Of Confidential Or Personal Information "Personal and advertising injury" arising out of any access to or disclosure of any person's or organization's confidential or personal information, including patents, trade secrets, processing methods, customer lists, financial information, credit card information, health information or any other type of nonpublic information. This exclusion applies even if damages are claimed for notification costs, credit monitoring expenses, forensic expenses, public relations expenses or any other loss, cost or expense incurred by you or others arising out of any access to or disclosure of any person's or organization's confidential or personal information. e. Underlying Insurance The amount of any injury or damage: (1)Covered by "underlying insurance" but for any defense which any underlying insurer may assert because of the "insured's" failure to comply with any condition of its coverage part, policy, or endorsement; or (2)For which damages would have been payable by "underlying insurance" but for the actual or alleged insolvency or financial impairment of an underlying insurer. f. Aircraft (Other Than Unmanned Aircraft) (1)"Bodily injury" or "property damage" arising out of the ownership, operation, maintenance, use, entrustment to others, or "loading or unloading" of any aircraft (other than "unmanned aircraft"): (a)Owned by any "insured"; or (b)Chartered or loaned to any "insured". This exclusion applies even if the claims allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by an "insured", if the "bodily injury" or "property damage" arises out of the ownership, maintenance, use or entrustment to others of any aircraft (other than "unmanned aircraft") that is owned or operated by or rented or loaned to any "insured". Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD Form SU 00 00 12 19 Page 4 of 18 © 2019, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) (2)This exclusion does not apply to aircraft (other than "unmanned aircraft”) that is: (a)Hired, chartered or loaned with a paid crew; but (b)Not owned by any "insured". (3)This exclusion does not apply to "bodily injury" to any of your "employees" arising out of and in the course of their employment by you. g. Aircraft (Unmanned Aircraft) "Bodily injury" or "property damage" arising out of the ownership, maintenance, use or entrustment to others of any aircraft that is an "unmanned aircraft". Use includes operation and "loading or unloading". This exclusion applies even if the claims against any "insured" allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that "insured", if the "bodily injury" or "property damage" arises out of the ownership, maintenance, use or entrustment to others of any aircraft that is an "unmanned aircraft". h. Watercraft "Bodily injury" or "property damage" arising out of the ownership, operation, maintenance, use, entrustment to others, "loading or unloading" of any watercraft. This exclusion applies even if the claims allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by an "insured", if the "bodily injury" or "property damage" arises out of the ownership, maintenance, use or entrustment to others, of any watercraft that is owned or operated by or rented or loaned to, any "insured". This exclusion does not apply to: (1)Watercraft you do not own that is: (a)Less than 51 feet long; and (b)Not being used to carry persons or property for a charge; (2)"Bodily injury" to any of your "employees" arising out of and in the course of their employment by you; or (3)Any watercraft while ashore on premises owned by, rented to or controlled by you. i. War Any injury or damage, however caused, arising, directly or indirectly, out of: (1)War, including undeclared or civil war; (2)Warlike action by a military force, including action in hindering or defending against an actual or expected attack by any government, sovereign or other authority using military personnel or other agents; or (3)Insurrection, rebellion, revolution, usurped power, or action taken by governmental authority in hindering or defending against any of these. j. Damage To Property "Property damage" to property you own. k. Damage To Your Product "Property damage" to "your product" arising out of it or any part of it. l. Damage To Your Work "Property damage" to "your work" arising out of it or any part of it and included in the "products-completed operations hazard". This exclusion does not apply if the damaged work or the work out of which the damage arises was performed on your behalf by a subcontractor. m. Damage To Impaired Property Or Property Not Physically Injured "Property damage" to "impaired property" or property that has not been physically injured arising out of: (1)A defect, deficiency, inadequacy or dangerous condition in "your product" or "your work"; or (2)A delay or failure by you or anyone acting on your behalf to perform a contract or agreement in accordance with its terms. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD Form SU 00 00 12 19 Page 5 of 18 © 2019, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) This exclusion does not apply to the loss of use of other property arising out of sudden and accidental physical injury to "your product" or "your work" after it has been put to its intended use. n. Recall Of Products, Work Or Impaired Property Damages claimed for any loss, cost or expense incurred by you or others for the loss of use, withdrawal, recall, inspection, repair, replacement, adjustment, removal or disposal of: (1)"Your product"; (2)"Your work"; or (3)"Impaired property"; if such product, work or property is withdrawn or recalled from the market or from use by any person or organization because of a known or suspected defect, deficiency, inadequacy or dangerous condition in it. o. Expected Or Intended "Bodily injury" or "property damage" expected or intended from the standpoint of the "insured". This exclusion does not apply to "bodily injury" or "property damage" resulting from the use of reasonable force to protect persons or property. p. Employer’s Liability “Bodily injury" to: (1)An "employee" of the “insured” arising out of and in the course of: (a)Employment by the “insured”; or (b)Performing duties related to the conduct of the “insured's” business; or (2)The spouse, child, parent, brother or sister of that "employee" as a consequence of Paragraph (1)above. This exclusion applies whether the “insured” may be liable as an employer or in any other capacity, and to any obligation to share damages with or repay someone else who must pay damages because of the injury. EXCEPTIONS: This exclusion does not apply to liability assumed by the “insured” under an "insured contract". With respect to injury arising out of an “auto” covered under the applicable “underlying insurance,” this exclusion does not apply to "bodily injury" to domestic "employees" not entitled to workers' compensation benefits. For the purposes of this exclusion, a domestic "employee" is a person engaged in household or domestic work performed principally in connection with a residence premises. This exclusion does not apply to the extent that valid "underlying insurance" for the employer's liability risks described above exists or would have existed but for the exhaustion of underlying limits for "bodily injury". To the extent this exclusion does not apply, the insurance provided under this Supplemental Policy for the employer's liability risks described above will follow the same provisions, exclusions and limitations that are contained in the applicable "underlying insurance", unless otherwise directed by this insurance. q. Property Damage To Employee’s Property With respect to coverage afforded any of your "employees", "property damage" to property owned or occupied by or rented or loaned to: (1)That "employee"; (2)Any of your other "employees"; (3)Any of your partners or members (if you are a partnership or joint venture); or (4)Any of your members (if you are a limited liability company). r. First–Party Auto Or Mobile Equipment Coverages Any claim arising out of or relating to an “auto” or “mobile equipment” for: (1)Uninsured or underinsured motorists coverage; (2)Personal injury protection; Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD Form SU 00 00 12 19 Page 6 of 18 © 2019, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) (3)Auto medical payments coverage; (4)First-party physical damage coverage; or (5)Any similar no-fault coverage by whatever name called; unless this Supplemental Policy is endorsed to provide such coverage. s. Employment Practices Liability Any injury or damage to: (1)A person arising out of any: (a)Refusal to employ that person; (b)Termination of that person’s employment; or (c)Employment-related practices, policies, acts or omissions, such as coercion, demotion, evaluation, reassignment, discipline, defamation, harassment, humiliation, discrimination, malicious prosecution or false arrest directed at that person; or (2)The spouse, child, parent, brother or sister of that person, as a consequence of "bodily injury" or "personal and advertising injury" to that person at whom any of the employment-related practices described in Paragraphs (1)(a),(1)(b) or (1)(c) above is directed. (3)This exclusion applies: (a)Whether the injury-causing event described in Paragraphs (1)(a),(1)(b)or (1)(c)above occurs before employment, during employment or after employment of that person; (b)Whether the "insured" may be liable as an employer or in any other capacity; and (c)To any obligation to share damages with or repay someone else who must pay damages because of the injury. t. Employee Retirement Income Security Act Any liability arising out of intentional or unintentional violation of any provision of the Employee Retirement Income Security Act of 1974, Public Law 93-406 (commonly referred to as the Revision Act of 1974), or any amendments to them. u. Asbestos Any injury, damages, loss, cost or expense, including but not limited to "bodily injury", "property damage" or "personal and advertising injury" arising out of, or relating to, in whole or in part, the "asbestos hazard" that: (1)May be awarded or incurred by reason of any claim or “suit” alleging actual or threatened injury or damage of any nature or kind to persons or property which would not have occurred in whole or in part but for the "asbestos hazard"; or (2)Arise out of any request, demand, order, or statutory or regulatory requirement that any "insured" or others test for, monitor, clean up, remove, encapsulate, contain, treat, detoxify or neutralize or in any way respond to or assess the effects of any "asbestos hazard"; or (3)Arise out of any claim or “suit” for damages because of testing for, monitoring, cleaning up, removing, encapsulating, containing, treating, detoxifying or neutralizing or in any way responding to or assessing the effects of an "asbestos hazard". v. Racing And Stunting Activities "Bodily injury" or "property damage" arising out of the ownership, operation, maintenance, use, entrustment to others, or "loading or unloading" of an "auto" or "mobile equipment" while being used in any: (1)Prearranged or organized racing, speed or demolition contest; (2)Stunting activity; or (3)Preparation for any such contest or activity. w. Access Or Disclosure Of Confidential Or Personal Information And Data-Related Liability (1)Damages because of “bodily injury” or “property damage” arising out of any access to or disclosure of any person’s or organization’s confidential or personal information, including patents, trade secrets, Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD Form SU 00 00 12 19 Page 7 of 18 © 2019, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) processing methods, customer lists, financial information, credit card information, health information or any other type of nonpublic information; or (2)Damages arising out of the loss of, loss of use of, damage to, corruption of, inability to access, or inability to manipulate “electronic data”. This exclusion applies even if such damages are claimed for notification costs, credit monitoring expenses, forensic expenses, public relations expenses or any other loss, cost or expense incurred by you or others arising out of that which is described in Paragraph (1) or (2) above. However, unless Paragraph (1)above applies, this exclusion does not apply to “damages” because of "bodily injury". x. Limited Underlying Coverage Any injury, damage, loss, costs or expense, including but not limited to "bodily injury", "property damage" or "personal and advertising injury" for which: (1)"Underlying insurance" provides coverage; but that (2)Because of a provision within the "underlying insurance", such coverage is provided at a limit or limits of insurance that are less than the limit(s) for the "underlying insurance" shown on the Extension Schedule Of Underlying Insurance. y. Recording And Distribution Of Material Or Information In Violation Of Law "Bodily injury", "property damage", or "personal and advertising injury" arising directly or indirectly out of any action or omission that violates or is alleged to violate: (1)The Telephone Consumer Protection Act (TCPA), including any amendment of or addition to such law; (2)The CAN-SPAM Act of 2003, including any amendment of or addition to such law; (3)The Fair Credit Reporting Act (FCRA), and any amendment of or addition to such law, including the Fair and Accurate Credit Transaction Act (FACTA); or (4)Any federal, state, or local statute, ordinance or regulation, other than the TCPA, CAN-SPAM Act of 2003 or FCRA and their amendments and additions, that addresses, prohibits or limits the printing, dissemination, disposal, collecting, recording, sending, transmitting, communicating or distribution of material or information. z. Nuclear Energy Liability Exclusion (Broad Form) (1)"Bodily injury" or "property damage": (a)With respect to which an "insured" under this Supplemental Policy is also an "insured" under a Nuclear Energy Liability Policy issued by the Nuclear Energy Liability Insurance Association, Mutual Atomic Energy Liability Underwriters, Nuclear Insurance Association of Canada or any of their successors, or would be an "insured" under any such policy but for its termination upon exhaustion of its limit of liability; or (b)Resulting from the "hazardous properties" of "nuclear material" and with respect to which: (i)Any person or organization is required to maintain financial protection pursuant to the Atomic Energy Act of 1954, or any law amendatory thereof, or (ii)The "insured" is, or had this policy not been issued would be, entitled to indemnity from the United States of America, or any agency thereof, under any agreement entered into by the United States of America, or any agency thereof, with any person or organization. (2)"Bodily injury" or "property damage" resulting from the "hazardous properties" of "nuclear material" if: (a)The "nuclear material": (i)Is at any "nuclear facility" owned by, or operated by or on behalf of, an "insured"; or (ii)Has been discharged or dispersed therefrom; (b)The "nuclear material" is contained in "spent fuel" or "waste" at any time possessed, handled, used, processed, stored, transported or disposed of by or on behalf of an "insured"; or Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD Form SU 00 00 12 19 Page 8 of 18 © 2019, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) (c)The "bodily injury" or "property damage" arises out of the furnishing by an "insured" of services, materials, parts or equipment in connection with the planning, construction, maintenance, operation or use of any "nuclear facility", but if such facility is located within the United States of America, its territories or possessions or Canada, this exclusion (c)applies only to "property damage" to such "nuclear facility" and any property thereat. (3)As used in this exclusion: "Property damage" includes all forms of radioactive contamination of property. B. INVESTIGATION, DEFENSE, SETTLEMENT 1.With respect to "bodily injury", "property damage" or "personal and advertising injury" to which this insurance applies (whether or not the "self-insured retention" applies) and for which no coverage is provided under any "underlying insurance" or for which the underlying limits of any "underlying insurance" have been exhausted solely by payments of damages because of "occurrences" during the "policy period"; we: a.Will have the right and the duty to defend any "suit" against the "insured" seeking "damages" on account thereof, even if such "suit" is groundless, false or fraudulent; but our right and duty to defend end when we have used up the applicable limit of insurance in the payment of judgments or settlements under coverages afforded by this Supplemental Policy; b.May make such investigation and settlement of any claim or "suit" as we deem expedient; c.Will pay: (1)All expenses incurred by us; (2)All court costs taxed against the "insured" in any "suit" defended by us. However, such costs do not include attorneys’ fees, attorneys’ expenses, witness or expert fees, or any other expenses of a party taxed against the “insured”; and (3)All interest on the entire amount of any judgment therein which accrues after the entry of the judgment and before we have paid or tendered or deposited in court that part of the judgment which does not exceed the applicable limit of insurance; (4)All premiums on appeal bonds required in any such "suit", premiums on bonds to release attachments in any such "suit" for an amount not in excess of the applicable limit of insurance, and the cost of bail bonds required of the "insured" because of an “accident” or traffic law violation arising out of the operation of any vehicle to which this Supplemental Policy applies, but we will have no obligation to apply for, furnish, finance, arrange for, guarantee, or collateralize, these bonds, whether the collateralization is characterized as premium or not; (5)All reasonable expenses incurred by the "insured" at our request in assisting us in the investigation or defense of any claim or "suit", including actual loss of earnings not to exceed $500 per day per "insured"; and the amounts incurred in Paragraph c. above, are not subject to the "self-insured retention" and are payable in addition to any applicable limit of insurance. We may pay any part or all of the “self insured retention” to pay a judgment or to effect settlement of a claim or “suit”, and upon notification of the action taken, the "insured" shall promptly reimburse us for such amounts paid. 2.You agree to arrange for the investigation, defense or settlement of any claim or "suit" in any country where we may be prevented by law from carrying out this agreement. We will pay defense expenses incurred with our written consent in connection with any such claim or "suit" in addition to any applicable limit of insurance. We will also promptly reimburse you for our proper share, but subject to the applicable limit of insurance, of any settlement above the "self-insured retention" or “underlying insurance” made with our written consent. 3.We will have the right to associate at our expense with the "insured" or any underlying insurer in the investigation, defense or settlement of any claim or "suit" which in our opinion may require payment hereunder. In no event, however, will we contribute to the cost or expenses incurred by any underlying insurer. C. WHO IS AN INSURED 1.If you are designated in the Supplemental Policy Declarations as: Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD Form SU 00 00 12 19 Page 9 of 18 © 2019, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) a.An individual, you and your spouse are "insureds", but only with respect to the conduct of a business, other than that described in b. through e. below, of which you are the sole owner. b.A partnership or joint venture, you are an "insured". Your members, your partners, and their spouses are also "insureds", but only with respect to the conduct of your business. c.A limited liability company, you are an "insured". Your members are also "insureds", but only with respect to the conduct of your business. Your managers are "insureds", but only with respect to their duties as your managers. d.An organization other than a partnership, joint venture or limited liability company, you are an "insured". Your "executive officers" and directors are "insureds", but only with respect to their duties as your officers or directors. Your stockholders are also "insureds", but only with respect to their liability as stockholders. e.A trust, you are an "insured". Your trustees are also "insureds", but only with respect to their duties as trustees. 2.Each of the following is also an "insured": a.Your "volunteer workers" only while performing duties related to the conduct of your business or your "employees" other than your "executive officers" (if you are an organization other than a partnership, joint venture or limited liability company) or your managers (if you are a limited liability company),but only for acts: (1)Within the scope of their employment by you or while performing duties related to the conduct of your business; and (2)Only if such "volunteer workers" or "employees" are "insureds" in the "underlying insurance" with limits of liability at least as high as set forth in the Extension Schedule Of Underlying Insurance, subject to all the limitations upon coverage and all other policy terms and conditions of such "underlying insurance" and this Supplemental Policy. b.Any person or organization having proper temporary custody of your property if you die, but only: (1)With respect to liability arising out of the maintenance or use of that property; and (2)Until your legal representative has been appointed. c.Your legal representative if you die, but only with respect to his or her duties as such. That representative will have all your rights and duties under this insurance. 3.With respect to any "auto", any person or entity that qualifies as an insured under the "underlying insurance" is an "insured" under this Supplemental Policy, subject to all the limitations of such "underlying insurance". 4.With respect to "mobile equipment", any person is an "insured" while driving such equipment along a public highway with your permission. Any other person or organization responsible for the conduct of such person is also an "insured", but only with respect to liability arising out of the operation of the equipment, and only if no other insurance of any kind is available to that person or organization for this liability. However, no person or organization is an "insured" with respect to: a."Bodily injury" to a co-"employee" of the person driving the equipment; or b."Property damage" to property owned by, rented to, in the charge of or occupied by you or the employer of any person who is an "insured" under this provision. 5.Any organization you newly acquire or form, other than a partnership, joint venture or limited liability company, and over which you maintain financial interest of more than 50% of the voting stock, will qualify as an "insured" if there is no other similar insurance available to that organization. However: a.Coverage under this provision is afforded only until the 180th day after you acquire or form the organization or the end of the "policy period", whichever is earlier; b.This insurance does not apply to "bodily injury" or "property damage" that occurred before you acquired or formed the organization; and c.This insurance does not apply to "personal and advertising injury" arising out of an offense committed before you acquired or formed the organization. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD Form SU 00 00 12 19 Page 10 of 18 © 2019, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) 6.Each person or organization, not included as an "insured" in Paragraphs 1.,2.,3.,4., or 5., who is an insured in the "underlying insurance" is an "insured" under this Supplemental Policy subject to all the terms, conditions and limitations of such "underlying insurance". With respect to any person or organization who is not an insured under "underlying insurance" but qualifies as an “insured” under this Supplemental Policy, coverage under this Supplemental Policy shall apply only to loss in excess of the amount of the "underlying insurance" or "self-insured retention" applicable to you. However, coverage afforded by reason of the provisions set forth above applies only to the extent: a.Of the scope of coverage provided by the applicable "underlying insurance" but in no event shall coverage be broader than the scope of coverage provided by this Supplemental Policy and any endorsements attached hereto; and b.That such coverage provided by the applicable "underlying insurance" is maintained having limits as set forth in the Extension Schedule Of Underlying Insurance. 7.No person or organization is an "insured" with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Supplemental Policy Declarations. D. LIMITS OF INSURANCE 1.The Limits of Insurance shown in the Supplemental Policy Declarations and the rules below fix the most we will pay regardless of the number of: a."Insureds"; b.Claims made or "suits" brought; c.Persons or organizations making claims or bringing "suits"; or d.Coverages under which "damages" are covered under this Supplemental Policy. 2.The Limit of Insurance stated as the General Aggregate Limit is the most we will pay for the sum of "damages", other than "damages": a.Because of injury or damage included within the "products-completed operations hazard"; b.Because of "bodily injury" by disease to your "employees" arising out of and in the course of their employment by you; and c.Because of "bodily injury" or "property damage" arising out of the ownership, operation, maintenance, use, entrustment to others, or "loading or unloading" of any "auto". 3.The Limit of Insurance stated as the Products Completed Operations Aggregate Limit is the most we will pay for "damages" included within the "products-completed operations hazard". 4.The Limit of Insurance stated as the Bodily Injury By Disease Aggregate Limit is the most we will pay for "damages" because of "bodily injury" by disease to your "employees" arising out of and in the course of their employment by you. 5.Subject to Paragraphs 2.,3., or 4.above, whichever applies, the Each Occurrence Limit is the most we will pay for "damages" because of all "bodily injury", "property damage", and "personal and advertising injury" arising out of any one "occurrence". 6.If coverage provided to an additional insured under this Supplemental Policy is required by a written contract, written agreement or permit, the most we will pay on behalf of the additional insured is the amount of insurance: a.Required by the written contract, written agreement or permit, less any amounts payable by any "underlying insurance"; or b.Available under the applicable Limits of Insurance shown in the Supplemental Policy Declarations, whichever is less. Such additional insured coverage provided by this Supplemental Policy will not be broader than coverage provided by the "underlying insurance". Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD Form SU 00 00 12 19 Page 11 of 18 © 2019, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) 7.Our obligations under this insurance, except for our obligations under the Cancellation and Nonrenewal Conditions, end when the applicable Limit of Insurance available is used up. If we pay any amounts for "damages" in excess of that Limit of Insurance, you agree to reimburse us for such amounts. 8.The limits of this Supplemental Policy apply separately to each consecutive annual period and to any remaining period of less than 12 months, starting with the beginning of the "policy period" shown in the Supplemental Policy Declarations. However, if the "policy period" is extended after issuance for an additional period of less than 12 months, the additional period will be deemed part of the last preceding period for the purpose of determining the Limits of Insurance. E. CONDITIONS 1. Premium All premiums for this Supplemental Policy shall be computed in accordance with the Premium Section of the Supplemental Policy Declarations. The premium stated as such in the Supplemental Policy Declarations is a deposit premium only which shall be credited to the amount of any earned premium. At the end of the "policy period", the earned premium may be recomputed for such period, and upon notice thereof to the Named Insured first shown in the Supplemental Policy Declarations, shall become due and payable by such Named Insured. If the total earned premium for the "policy period" is less than the premium previously paid and more than the minimum premium, we shall return to such Named Insured the unearned portion paid by such Named Insured. The Named Insured first shown in the Supplemental Policy Declarations shall maintain records of such information as is necessary for premium computation, and shall send copies of such records to us upon our request. 2. Inspection And Audit We shall be permitted but not obligated to inspect your property and operations at any time. Neither our right to make inspections, nor the making thereof, nor any report thereon, shall constitute an undertaking on your behalf or for your benefit or that of others to determine or warrant that such property or operations are: a.Safe; b.Healthful; or c.In compliance with any law, rule or regulation. We may examine and audit your books and records at any time during the "policy period" and extensions thereof and within three years after the final termination of this Supplemental Policy, insofar as they relate to the subject matter of this Supplemental Policy. 3. Duties In The Event Of Occurrence, Claim Or Suit a.You, or any other “insured” under this Supplemental Policy must see to it that we are notified as soon as practicable of an "occurrence" which may result in a claim under this Supplemental Policy. (1)This requirement applies only when such "occurrence" is known to any of the following: (a)You, or any other “insured” under this Supplemental Policy that is an individual; (b)Any partner, if you or any other “insured” under this Supplemental Policy is a partnership; (c)Any manager, if you or any other “insured” under this Supplemental Policy is a limited liability company; (d)Any "executive officer" or insurance manager, if you or any other “insured” under this Supplemental Policy is a corporation. (e)Any trustee, if you or any other “insured” under this Supplemental Policy is a trust; or (f)Any elected or appointed official, if you or any other “insured” under this Supplemental Policy is a political subdivision or public entity. This duty applies separately to you and any other “insured” under this Supplemental Policy. (2)To the extent possible, notice should include: (a)How, when and where the "occurrence" took place; (b)The names and addresses of any injured persons and witnesses; and Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD Form SU 00 00 12 19 Page 12 of 18 © 2019, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) (c)The nature and location of any injury or damage arising out of the "occurrence". b.If a claim is made or "suit" is brought against any "insured", you or any other “insured” under this Supplemental Policy must: (1)Immediately record the specifics of the claim or "suit" and the date received; and (2)Notify us in writing as soon as practicable if the claim or “suit” is likely to exceed the amount of the "self- insured retention" or "underlying insurance", whichever applies. c.You or any other "insured" under this Supplemental Policy must: (1)Immediately send us copies of any demands, notices, summonses or legal papers received in connection with the claim or "suit" involving or likely to involve a sum in excess of any "self-insured retention" or "underlying insurance", whichever applies; (2)Authorize us to obtain records and other information; (3)Cooperate with us in the investigation or settlement of the claim or defense against the "suit"; and (4)Assist us, upon our request in the enforcement of any right against any person or organization that may be liable to any "insured" because of injury or damage to which this Supplemental Policy or any "underlying insurance" or "self-insured retention" may also apply. d.No "insured" will, except at that "insured's" own cost, make or agree to any settlement for a sum in excess of: (1)The total limits of "underlying insurance"; or (2)The "self-insured retention" if no "underlying insurance" applies, without our consent. e.No "insured" will, except at that "insured's" own cost, make a payment, assume any obligation, or incur any expenses, other than first aid, without our consent. 4. Assistance And Cooperation Of The Insured The "insured" shall: a.Cooperate with us and comply with all the terms and conditions of this Supplemental Policy; and b.Cooperate with any of the underlying insurers as required by the terms and conditions of the "underlying insurance" and comply with all the terms and conditions thereof. The "insured" shall enforce any right of contribution or indemnity against any person or organization who may be liable to the "insured" because of "bodily injury", "property damage" or "personal and advertising injury" with respect to this Supplemental Policy or any "underlying insurance". 5. Legal Action Against Us No person or organization has a right under this Supplemental Policy: 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 Supplemental Policy unless all of its terms and those of the "underlying insurance" have been fully complied with. A person or organization may sue us to recover on an agreed settlement or on a final judgment against an "insured"; but, we will not be liable for damages that are not payable under the terms of this Supplemental Policy or that are in excess of the applicable Limits 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. 6. Appeals a.In the event the "insured", or any insurers providing coverage to which this Supplemental Policy is excess, elects to appeal a judgment in excess of such “underlying insurance”, any applicable self-insured retention, and any other valid and collectible insurance, we shall be liable, in addition to the applicable Limit of Insurance, to pay the premium on appeal bonds for that portion of the judgment in excess of the “underlying insurance”, self-insured retention, and any other valid and collectible insurance and within the applicable limit of insurance under this Supplemental Policy, but we will have no obligation to apply for, furnish, finance, arrange for, guarantee, or collateralize, those bonds, whether the collateralization is characterized as premium or not. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD Form SU 00 00 12 19 Page 13 of 18 © 2019, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) However, if we have paid, offered to pay, or deposited in court that part of the judgment that is within the applicable limit of this Supplemental Policy, then we will have no obligation to pay any premium on an appeal bond, and the “insured” or the “insured’s” underlying insurers or both will bear: (1)The full cost and duty of obtaining any appeal bond; and (2)The taxable costs, disbursements and additional interest incidental to such appeal. If the claim is settled for less than the judgment amount, we shall only be liable for that portion of the settlement that is in excess of any applicable “underlying insurance”, self-insured retention, and any other valid and collectible insurance and within the applicable limit of this Supplemental Policy. b.If the “insured”, or any insurers providing coverage to which this Supplemental Policy is excess, elect not to appeal a judgment in excess of such “underlying insurance”, applicable self-insured retention, and any other valid and collectible insurance, then we shall have the right to pursue such appeal. In that case, if the “insured” or the “insured’s” underlying insurers have paid, offered to pay, or deposited in court that part of the judgment that is within the applicable limit of such “underlying insurance”, self- insured retention, and any other valid and collectible insurance, then we shall be liable, in addition to the applicable limit of insurance, for: (1)All expenses incurred by us; (2)All court costs taxed against the "insured" in connection with such appeal. However, such costs do not include attorneys’ fees, attorneys’ expenses, witness or expert fees, or any other expenses of a party taxed against the “insured”; (3)All interest on the entire amount of the judgment which accrues after the “insured” or the “insured’s” underlying insurers have paid, offered to pay, or deposited in court that part of the judgment which is within the limits of the “underlying insurance” self-insured retention, and any other valid and collectible insurance; and (4)All premiums on appeal bonds for the amount of the judgment that is within the limits of any self-insured retention, “underlying insurance”, and this Supplemental Policy, but we will have no obligation to apply for, furnish, finance, arrange for, guarantee, or collateralize, those bonds, whether the collateralization is characterized as premium or not; 7. Other Insurance This Supplemental Policy shall apply in excess of all "underlying insurance" whether or not valid and collectible. It shall also apply in excess of other valid and collectible insurance (except other insurance purchased specifically to apply in excess of this insurance) which also applies to any loss for which insurance is provided by this Supplemental Policy. These excess provisions apply, whether such other insurance is stated to be: a.Primary; b.Contributing; c.Excess; or d.Contingent; Provided that if such other insurance provides umbrella coverage in excess of "underlying insurance" or a self- insured retention, this Supplemental Policy shall contribute therewith with respect to "damages". However, in the event that there is such other umbrella coverage available to cover such excess loss on an excess basis, we will pay only our share of the amount of such excess loss payable under this Supplemental Policy. 8. Transfer Of Rights Of Recovery Against Others To Us a.If the "insured" has rights to recover all or a part of any payment we have made under this Supplemental Policy, those rights are transferred to us. The "insured" must do nothing after a loss to impair them. At our request, the "insured" will bring "suit" or transfer those rights to us and help us enforce them. b.Recoveries shall be applied to reimburse: (1)First, any interest (including the Named Insured) that paid any amount in excess of our limit of liability; Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD Form SU 00 00 12 19 Page 14 of 18 © 2019, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) (2)Second, us, along with any other insurers with whom we participate in a loss on a quota share basis at the same layer; (3)Third, such interests (including the Named Insured) of whom this insurance is excess. However, a different apportionment may be made to effect settlement of a claim by agreement signed by all interests. c.Reasonable expenses incurred in the exercise of rights of recovery shall be apportioned among all interests in the ratio of their respective losses for which recovery is sought. 9. Changes This Supplemental Policy contains all the agreements between you and us concerning the insurance afforded. Notice to any agent, or knowledge possessed by any agent or any other person shall not effect a waiver or a change in any part of this Supplemental Policy, or stop us from asserting any rights under the terms of this Supplemental Policy. The Named Insured first shown in the Supplemental Policy Declarations is authorized on behalf of all "insureds" to agree with us on changes in the terms of this Supplemental Policy. If the terms are changed, the changes will be shown in an endorsement issued by us and made a part of this Supplemental Policy. 10. Separation Of Insureds Except with respect to the Limits of Liability, and any rights or duties specifically assigned in this Supplemental Policy to the Named Insured first shown in the Supplemental Policy Declarations, this insurance applies: a.As if each Named Insured were the only Named Insured; and b.Separately to each "insured" against whom claim is made or "suit" is brought. 11. Maintenance Of Underlying Insurance Policies, endorsements, and coverage parts affording in total the coverage and limits stated in the Extension Schedule Of Underlying Insurance shall be maintained in full effect during the currency of this Supplemental Policy. Your failure to comply with the foregoing shall not invalidate this Supplemental Policy, but in the event of such failure, we shall be liable only to the extent that we would have been liable had you complied with this Paragraph 11. The Named Insured first shown in the Supplemental Policy Declarations shall give us written notice as soon as practicable of any of the following: a.Any change in the coverage or in the limits of any "underlying insurance", including but not limited to a change from occurrence coverage to claims made coverage; b.Termination of part or all of one or more of the policies, endorsements, or coverage parts of "underlying insurance"; c.Reduction or exhaustion of an aggregate limit of liability of any "underlying insurance". The "self-insured retention" shall not apply should the "underlying insurance" be exhausted by the payment of claims or "suits" which are also covered by this Supplemental Policy. 12. Cancellation a.The Named Insured first shown in the Supplemental Policy Declarations may cancel this Supplemental Policy by mailing or delivering to us or to any of our authorized agents advance written notice of cancellation. b.We may cancel this Supplemental Policy by mailing or delivering to the Named Insured first shown in the Supplemental Policy Declarations at the address shown in the Supplemental Policy Declarations, written notice of cancellation at least: (1)10 days before the effective date of cancellation if such Named Insured fails to pay the premium or any installment when due; or (2)30 days before the effective date of cancellation if we cancel for any other reason. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD Form SU 00 00 12 19 Page 15 of 18 © 2019, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) c.If notice is mailed, proof of mailing will be sufficient proof of notice. Notice will state the effective date of cancellation. The "policy period" will end on that date. Delivery of such notice by the Named Insured first shown in the Supplemental Policy Declarations or by us will be equivalent to mailing. d.If the Named Insured first shown in the Supplemental Policy Declarations cancels, the refund may be less than pro rata, but we will retain any minimum premium stated as such in the Supplemental Policy Declarations. If we cancel, the refund will be pro rata. The cancellation will be effective even if we have not made or offered a refund. 13. Nonrenewal a.If we decide not to renew, we will mail or deliver to the Named Insured first shown in the Supplemental Policy Declarations, at the address shown in the Supplemental Policy Declarations, written notice of nonrenewal at least 30 days before the end of the "policy period". b.If notice is mailed, proof of mailing will be sufficient proof of notice. c.If we offer to renew but such Named Insured does not accept, this Supplemental Policy will not be renewed at the end of the current "policy period". 14. Workers' Compensation Agreement With respect to "bodily injury" to any officer or other "employee" arising out of and in the course of employment by you, you represent and agree that you have not abrogated and will not abrogate your defenses under any Workers' Compensation Law by rejection of such law or otherwise. If at any time during the "policy period" you abrogate such defenses, the insurance for "bodily injury" to such officer or other "employee" automatically terminates at the same time. 15. Bankruptcy Or Insolvency Of Insured In the event of the bankruptcy or insolvency of the "insured" or any entity comprising the "insured", we shall not be relieved of any of our obligations under this Supplemental Policy. 16. Representations Or Fraud By accepting this Supplemental Policy, you agree: a.The statements in the Supplemental Policy Declarations are accurate and complete; b.The statements in the Extension Schedule Of Underlying Insurance are accurate and complete; c.The statements in a. and b. are based upon representations you made to us; d.We have issued this Supplemental Policy in reliance upon your representations; and e.This Supplemental Policy is void in any case of fraud by you as it relates to this Supplemental Policy or any claim under this Supplemental Policy. F. DEFINITIONS Except as otherwise provided in this Section or amended by endorsement, the words or phrases that appear in quotation marks within this Supplemental Policy shall follow the definitions of the applicable "underlying insurance". 1."Accident" includes continuous or repeated exposure to the same conditions resulting in "bodily injury" or "property damage". 2."Auto" means: a.A land motor vehicle, trailer or semitrailer designed for travel on public roads, including any attached machinery or equipment; or b.Any other land vehicle that is subject to a compulsory or financial responsibility law or other motor vehicle insurance or motor vehicle registration law where it is licensed or principally garaged. However, "auto" does not include "mobile equipment". 3."Covered pollution cost or expense": a.Means any cost or expense arising out of: (1)Any request, demand or order; or Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD Form SU 00 00 12 19 Page 16 of 18 © 2019, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) (2)Any claim or "suit" by or on behalf of a governmental authority demanding that the "insured" or others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of "pollutants". b.Does not include any cost or expense arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of "pollutants": (1)That are, or that are contained in any property that is: (a)Being transported or towed by, handled, or handled for movement into, onto or from, any "auto"; (b)Otherwise in the course of transit by or on behalf of the "insured"; or (c)Being stored, disposed of, treated or processed in or upon any "auto"; or (2)Before the "pollutants" or any property in which the "pollutants" are contained are moved from the place where they are accepted by the "insured" for movement into or onto any "auto"; or (3)After the "pollutants" or any property in which the "pollutants" are contained are moved from any "auto" to the place where they are finally delivered, disposed of or abandoned by the "insured". c.Paragraph (1)(a)above does not apply to fuels, lubricants, fluids, exhaust gases or other similar "pollutants" that are needed for or result from the normal electrical, hydraulic or mechanical functioning of an "auto", covered by the "underlying insurance" or its parts, if: (1)The "pollutants" escape, seep, migrate, or are discharged or released directly from an "auto" part designed by its manufacturer to hold, store, receive or dispose of such "pollutants"; and (2)The "bodily injury", "property damage" or "covered pollution cost or expense" does not arise out of the operation of any equipment listed in Paragraphs f.(2) or f.(3) of the definition of "mobile equipment”. d.Paragraphs b.(1)(b)and b.(1)(c)above do not apply to "accidents" that occur away from premises owned by or rented to an "insured" with respect to "pollutants" not in or upon an "auto" covered by the "underlying insurance" if: (1)The "pollutants" or any property in which the "pollutants" are contained are upset, overturned or damaged as a result of the maintenance or use of the "auto"; and (2)The discharge, dispersal, seepage, migration, release or escape of the "pollutants" is caused directly by such upset, overturn or damage. 4."Damages" means a monetary award, monetary settlement or monetary judgment. "Damages" include prejudgment interest awarded against the "insured" on that part of the judgment we pay. a.The following are not considered "damages" and are not covered by this Supplemental Policy: (1)Fines, penalties, sanctions or taxes; (2)Attorney’s fees and costs associated with any non-monetary relief awarded against the "insured"; or (3)Any monetary award, monetary settlement or monetary judgment for which insurance is prohibited by the law(s) applicable to the construction of this Supplemental Policy. 5."Hazardous properties" include radioactive, toxic or explosive properties. 6."Insured" means any person or organization qualifying as an "insured" in the applicable Who Is An Insured provision of this Supplemental Policy, including any additional insured added by endorsement. The insurance afforded applies separately to each "insured" against whom claim is made or "suit" is brought, except with respect to the limit of our liability under Section D. LIMITS OF INSURANCE. 7."Mobile equipment" means any of the following types of land vehicles, including any attached machinery or equipment: a.Bulldozers, farm machinery, forklifts and other vehicles designed for use principally off public roads; b.Vehicles maintained for use solely on or next to premises you own or rent; c.Vehicles that travel on crawler treads; d.Vehicles, whether self-propelled or not, on which are permanently mounted: (1)Power cranes, shovels, loaders, diggers or drills; or Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD Form SU 00 00 12 19 Page 17 of 18 © 2019, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) (2)Road construction or resurfacing equipment such as graders, scrapers or rollers; e.Vehicles not described in a.,b.,c., or d.above that are not self-propelled and are maintained primarily to provide mobility to permanently attached equipment of the following types: (1)Air compressors, pumps and generators, including spraying, welding, building cleaning, geophysical exploration, lighting and well servicing equipment; or (2)Cherry pickers and similar devices used to raise or lower workers; f.Vehicles not described in a., b., c.,or d.above maintained primarily for purposes other than the transportation of persons or cargo. However, self-propelled vehicles with the following types of permanently attached equipment are not "mobile equipment" but will be considered "autos": (1)Equipment, of at least 1,000 pounds gross vehicle weight, designed primarily for: (a)Snow removal; (b)Road maintenance, but not construction or resurfacing; or (c)Street cleaning; (2)Cherry pickers and similar devices mounted on automobile or truck chassis and used to raise or lower workers; and (3)Air compressors, pumps and generators, including spraying, welding, building cleaning, geophysical exploration, lighting and well servicing equipment. However, “mobile equipment” does not include any land vehicle that is subject to a compulsory or financial responsibility law or other motor vehicle insurance or motor vehicle registration law where they are licensed or principally garaged. Land vehicles subject to a compulsory or financial responsibility law or other motor vehicle insurance law or motor vehicle registration law are considered “autos”. 8."Nuclear facility" means: a.Any "nuclear reactor"; b.Any equipment or device designed or used for: (1)Separating the isotopes of uranium or plutonium; (2)Processing or utilizing "spent fuel"; or (3)Handling, processing or packaging "waste"; c.Any equipment or device used for the processing, fabricating or alloying of special nuclear material if at any time the total amount of such material in the custody of the "insured" at the premises where such equipment or device is located consists of or contains more than 25 grams of plutonium or uranium 233 or any combination thereof, or more than 250 grams of uranium 235; or d.Any structure, basin, excavation, premises or place prepared or used for the storage or disposal of "waste"; and includes the site on which any of the foregoing is located, all operations conducted on such site and all premises used for such operations. 9."Nuclear material" means source material, special nuclear material or by-product material. Source material, special nuclear material and by-product material have the meanings given to them in the Atomic Energy Act of 1954 or in any law amendatory thereof. 10."Nuclear reactor" means any apparatus designed or used to sustain nuclear fission in a self-supporting chain reaction or to contain a critical mass of fissionable material. 11."Occurrence" means: a.With respect to "bodily injury" or "property damage", an "accident", including continuous or repeated exposure to substantially the same general harmful conditions; and b.With respect to "personal and advertising injury", an offense described in the definition of “personal and advertising injury” in the "underlying insurance". Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD Form SU 00 00 12 19 Page 18 of 18 © 2019, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) 12."Policy period" as used in this Supplemental Policy means the period beginning with the effective date stated as such in the Supplemental Policy Declarations and ending with the earlier of: a.The date of cancellation of this Supplemental Policy; or b.The expiration date stated as such in the Supplemental Policy Declarations. 13.“Pollution hazard” means an actual exposure or threat of exposure to the corrosive, toxic or other harmful properties of any solid, liquid, gaseous or thermal: a.Pollutants; b.Contaminants; c.Irritants; or d.Toxic substances; including smoke, vapors, soot, fumes, acids, alkalis, chemicals, or waste materials consisting of or containing any of the foregoing. Waste includes materials to be recycled, reconditioned, or reclaimed. 14."Self-insured retention" means the amount stated as such in the Supplemental Policy Declarations which is retained and payable by the "insured" with respect to each "occurrence". 15."Spent fuel" means any fuel element or fuel component, solid or liquid, which has been used or exposed to radiation in a "nuclear reactor". 16."Underlying insurance" means the insurance policies, coverage parts, and endorsements listed in the Extension Schedule Of Underlying Insurance, including any renewals or replacements thereof, which provide the underlying coverages and limits stated in the Schedule Of Underlying Insurance. The limits of "underlying insurance" include: (1)Any applicable deductible amount; (2)Any participation of any "insured"; and (3)Any applicable self-insured retention; Less the amount, if any, by which the aggregate limit of such insurance has been reduced by any payment relating to any act, error, omission, injury, damage or offense for which insurance is provided by this Supplemental Policy. The coverages and limits of such policies, coverage parts, and endorsements and any such deductible amount, participation or "self-insured retention" shall be deemed to be applicable regardless of: (1)Any defense which any underlying insurer may assert because of the "insured's" failure to comply with any condition of its policy, coverage part, or endorsement; or (2)The actual or alleged insolvency or financial impairment of any underlying insurer or any "insured". The risk of insolvency or financial impairment of any underlying insurer or any "insured" is borne by you and not by us. 17."Waste" means any waste material: a.Containing by-product material other than the tailings or wastes produced by the extraction or concentration of uranium or thorium from any ore processed primarily for its source material content; and b.Resulting from the operation by any person or organization of any "nuclear facility" included under the first two paragraphs of the definition of "nuclear facility". Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SU 00 02 10 18 Page 1 of 1 © 2018, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) BLANKET ADDITIONAL INSURED BY CONTRACT – UMBRELLA This endorsement modifies insurance provided under the following: UMBRELLA LIABILITY SUPPLEMENTAL POLICY Except as otherwise stated in this endorsement, the terms and conditions of the Supplemental Policy apply. A.The following is added to Paragraph 2. of Section C.WHO IS AN INSURED: a.Any person or organization when you have agreed, because of a written contract or written agreement, or when required by a written permit issued by a state or governmental agency or subdivision or political subdivision, to provide insurance such as is afforded under this Supplemental Policy, but only with respect to your operations performed by you or on your behalf, "your work" or facilities owned or used by you. This provision does not apply: (1)Unless the written contract or written agreement has been executed, or the permit has been issued, prior to the "bodily injury," "property damage," or "personal and advertising injury"; (2)Unless the limits of liability specified in such written contract, written agreement or permit are greater than the limits of liability provided by the "underlying insurance"; and (3)Beyond the period of time required by the written contract, written agreement or permit; However, no such person or organization is an “insured” under this provision if such person or organization qualifies as an “insured” by any other provision of this Supplemental Policy. b.With respect to the insurance afforded to the persons or organizations qualifying as an “insured” in Paragraph a. above, the following additional exclusion applies: (1)This insurance does not apply to "bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of or the failure to render any professional services, 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, surveying, inspection, architectural or engineering activities. This exclusion applies even if the claims allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by an “insured”, if the “bodily injury”, “property damage”, or “personal and advertising injury” arises out of the rendering of or the failure to render any professional service. c.The insurance afforded to such “insured” will not be broader than that which you are required by the contract, agreement or permit to provide for such “insured”. d.The insurance afforded to such “insured” only applies to the extent permitted by law. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SU 00 06 10 18 Page 1 of 1 © 2018, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) GENERAL AGGREGATE LIMIT REVISION This endorsement modifies insurance provided under the following: UMBRELLA LIABILITY SUPPLEMENTAL POLICY Except as otherwise stated in this endorsement, the terms and conditions of the Supplemental Policy apply. The following is added to Section D. LIMITS OF INSURANCE: The General Aggregate Limit, shown in the Declarations, under Limits of Insurance, applies separately in excess of each General Aggregate Limit afforded by the Business Liability Coverage Part shown in the Extension Schedule of Underlying Insurance. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SU 01 46 10 18 Page 1 of 2 © 2018, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) AMENDMENT OF UMBRELLA CONDITIONS - WASHINGTON This endorsement modifies insurance provided under the following: UMBRELLA LIABILITY SUPPLEMENTAL POLICY Except as otherwise stated in this endorsement, the terms and conditions of the Supplemental Policy apply. A.The following is added to Paragraph A.2.,Exclusions: Exclusion Applicable to Washington (1)With respect to any "employee" of the insured whose employment is not subject to the Industrial Insurance Act of Washington (Washington Revised Code Title 51): (a)This Supplemental Policy does not apply to liability for "bodily injury" to: (i)Any "employee" of the insured arising out of and in the course of employment by the "insured;" or (ii)The spouse, child, parent, brother or sister of that "employee" as a consequence of such "bodily injury" to that "employee". (b)This exclusion applies: (i)Whether the "insured" may be liable as an employer or in any other capacity; and (ii)To any obligation to share "damages" with or repay someone else who must pay "damages" because of the injury. (2)With respect to "bodily injury" to "employees" of the insured whose employment is subject to the Industrial Insurance Act of Washington: (a)This insurance does not apply to "bodily injury" to: (i)An "employee" of the "insured" arising out of and in the course of employment by the "insured;" or (ii)Any obligation to share "damages" with or repay someone else who must pay "damages" because of the injury. This exclusion does not apply to liability assumed by the insured under an "insured contract". (3) EXCEPTION Paragraphs (1)and (2)above do not apply if "underlying insurance" is maintained providing coverage for such liability with minimum underlying limits, as described in the Schedule of Underlying Insurance Policies. Paragraph 11., Maintenance Of Underlying Insurance applies to this exception. B.The following changes are made to Section E.,CONDITIONS: 1.Paragraph 6.,Appeals does not apply. 2.Paragraph 12.,Cancellation is deleted and replaced by the following: Cancellation a.The Named Insured first shown in the Declarations may cancel this Supplemental Policy by notifying us or the insurance producer in one of the following ways: (1)Written notice by mail, fax or email; or (2)Surrender of this Supplemental Policy or binder; or (3)Verbal notice. b.Upon receipt of such notice, we will cancel this Supplemental Policy or any binder issued as evidence of coverage, effective on the later of the following: (1)The date on which the notice is received or the Policy or binder is surrendered; or (2)The date the cancellation requested by the first Named Insured. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SU 01 46 10 18 Page 2 of 2 © 2018, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) c.We may cancel this Supplemental Policy by mailing or delivering to the first Named Insured and the first Named Insured’s agent or broker written notice of cancellation at least: (1)10 days before the effective date of cancellation, if we cancel for nonpayment of any premium when due; (2)45 days before the effective date of cancellation, if we cancel for any other reason. d.We will mail or deliver our notice stating the actual reason for cancellation to the last mailing address known to us of the first Named Insured and the first Named Insured’s agent or broker. We will also mail our notice to any mortgagee, pledgee or other person shown in the Supplemental Policy to have an interest in any loss which might occur thereunder. If notice is mailed, proof of mailing will be sufficient proof of notice. e.Notice of cancellation by us will state the effective date of cancellation. The "policy period" will end on that date. f.If this Supplemental Policy is cancelled we will send any premium refund due. If the first Named Insured cancels, the refund will be at least 90% of the pro rata refund. If we cancel, the refund will be pro-rata. The cancellation will be effective even if we have not made or offered a refund. 3.Paragraph 13.,Nonrenewal is deleted and replaced by the following: Nonrenewal a.We may elect not to renew this Supplemental Policy by mailing or delivering written notice of nonrenewal, stating the reasons for nonrenewal, to the Named Insured and the Named Insured's agent or broker, at their last mailing addresses known to us. We will also mail to any mortgage holder, pledgee or other person shown in the Supplemental Policy to have an interest in any loss which may occur under this policy, at their last mailing address known to us, written notice of nonrenewal. We will mail or deliver these notices at least 45 days before the: (1)Expiration of the Supplemental Policy; or (2)Anniversary date of this Supplemental Policy if this Supplemental Policy has been written for a term of more than one year. b.If notice is mailed, proof of mailing will be sufficient proof of notice. Otherwise, we will renew this Supplemental Policy unless: (1)The first Named Insured fails to pay the renewal premium after we have expressed our willingness to renew, including a statement of the renewal premium, to the first Named Insured and the first Named Insured's insurance agent or broker, at least 20 days before the expiration date; or (2)Other coverage acceptable to the insured has been procured prior to the expiration date of the Supplemental Policy. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SU 21 09 03 23 Page 1 of 1 © 2023, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) FOLLOWING FORM ENDORSEMENT - PERFLUOROALKYL AND POLYFLUOROALKYL SUBSTANCES (PFAS) This endorsement modifies insurance provided under the following: Umbrella Liability Supplemental Policy Except as otherwise stated in this endorsement, the terms and conditions of the Supplemental Policy apply. A.The following is added to Section A.2., EXCLUSIONS: Perfluoroalkyl and Polyfluoroalkyl Substances (PFAS) This Supplemental Policy does not apply to: 1.Any damages, judgments, settlements, loss, costs or expenses, or any other form of relief, remedy or recovery that may be awarded or incurred by reason of any claim or "suit" alleging actual or threatened injury or damage of any nature or kind, including, but not limited to, "bodily injury", "property damage" or "personal and advertising injury", which arises out of, or relates in any way to "PFAS ", including but not limited to: a.manufacturing, handling, sale, distribution, marketing, installation, repair, removal, abatement, replacement, or handling of “PFAS” or products containing “PFAS”; or b.an actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of "PFAS" whether intentional or unintentional; or c.consumption, absorption, ingestion, presence, inhalation or use of, contact with or exposure to, "PFAS”, whether by direct or passive exposure. 2.Any loss, cost or expense arising out of any: a.Request, demand, order, or other requirement (whether statutory or regulatory) that any insured or others test for, investigate for, monitor, clean up, abate, remove, remediate, contain, treat, detoxify or neutralize, dispose of, or in any way respond to, or assess the effects of "PFAS"; or b.Claim or suit by or on behalf of a governmental authority for damages because of testing for, investigating for, monitoring, cleaning up, abating, removing, remediating, containing, treating, detoxifying or neutralizing, disposing of or in any way responding to or assessing the effects of "PFAS". B.The following definition is added to Section F. DEFINITIONS: "PFAS" means: 1.Any substance, material, or compound that is or contains per-and polyfluoroalkyl substances, including but not limited to perfluorobutanoic acid (PFBA), perfluorohexanoic acid (PFHxA), perfluoroheptanoic acid (PFHpA), perfluorooctanoic acid (PFOA), perfluorononanoic acid (PFNA), perfluorodecanoic acid (PFDA), perfluoroundecanoic acid (PFUnA), perfluorododecanoic acid (PFDoDA), perfluorobutane sulfonic acid (PFBS), perfluorohexane sulfonic acid (PFHxS), perfluorooctane sulfonic acid (PFOS), and perfluorooctane sulfonamide (FOSA). 2.Any substance, material, or compound that is identified or acknowledged by any federal, state, international or other governmental agency or authority, including but not limited to the United States Environmental Protection Agency (EPA), the Centers for Disease Control and Prevention (CDC), the Agency for Toxic Substances and Disease Registry (ATSDR), the National Institutes for Health (NIH), and the International Agency for Research on Cancer (IARC): a.As or to contain a per-and polyfluoroalkyl substance; or b.To exhibit or demonstrate the same or similar harmful properties as a per-and polyfluoroalkyl substance. 3.Any constituents, additives, degradation, break down, or by-products to or of any substance, material or compound set forth in subparagraphs a.and b.above, including but not limited to homologues, isomers, salts, esters, alcohols, acids, and precursor chemicals, compounds and derivatives. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 HARTFORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SU 20 00 10 18 Page 1 of 1 © 2018, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) ABSOLUTE LEAD EXCLUSION This endorsement modifies insurance provided under the following: UMBRELLA LIABILITY SUPPLEMENTAL POLICY Except as otherwise stated in this endorsement, the terms and conditions of the Supplemental Policy apply. A.The following is added to Paragraph A.2.,Exclusions: Absolute Lead Exclusion This Supplemental Policy does not apply to: (1)Any injury, damage, loss, costs or expense, including, but not limited to, "bodily injury", "property damage" or "personal and advertising injury" arising out of, in whole or in part, the "lead hazard." (2)Any “damages”, judgments, settlements, loss costs or expenses that: (a)May be awarded or incurred by reason of any claim or suit alleging actual or threatened injury or damage of any nature or kind to persons or property which arises out of, or would not have occurred, in whole or in part, but for the "lead hazard"; or (b)Arise out of any request, demand, order or statutory or regulatory requirement that any "insured" or others: (i)Identify, abate, test for, sample, monitor, clean up, remove, cover, contain, treat, detoxify, decontaminate, neutralize or mitigate or in any way respond to or assess the effects of a "lead hazard"; or (ii)As a result of such effects, repair, replace or improve any property; or (c)Arise out of any claim or any suit for “damages” because of: (i)Identification of, abatement of, testing for, sampling, monitoring, cleaning up, removing, covering, containing, treating, detoxifying, decontaminating, neutralizing or mitigating or in any way responding to or assessing the effects of a "lead hazard"; or (ii)As a result of such effects, the repair, replacement, or improvement of any property. B.The following is added to Section F. DEFINITIONS: "Lead hazard" means an exposure or threat of exposure to the actual or alleged properties of lead, and includes the mere presence or suspected presence of lead in any form or combination. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SU 20 01 10 18 Page 1 of 1 © 2018, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) EXCLUSION - SILICA This endorsement modifies insurance provided under the following: UMBRELLA LIABILITY SUPPLEMENTAL POLICY Except as otherwise stated in this endorsement, the terms and conditions of the Supplemental Policy apply. A.The following is added to Paragraph A.2.,Exclusions: Exclusion – Silica This Supplemental Policy does not apply to any injury, damage, loss, cost or expense, including but not limited to "bodily injury", "property damage" or "personal and advertising injury" arising out of, or relating to, in whole or in part, the "silica hazard". B.The following definition is added to Section F. DEFINITIONS: "Silica hazard" means an exposure to, inhalation of or contact with, or threat of exposure to, inhalation of or contact with, the actual or alleged properties of silica or any silica containing materials and includes the mere presence of silica or any silica containing materials in any form. Silica includes all forms of the compound silicon dioxide, including but not limited to quartz. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SU 20 09 10 18 Page 1 of 1 © 2018, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) EXCLUSION – CARE, CUSTODY OR CONTROL OF PERSONAL PROPERTY This endorsement modifies insurance provided under the following: UMBRELLA LIABILITY SUPPLEMENTAL POLICY Except as otherwise stated in this endorsement, the terms and conditions of the Supplemental Policy apply. The following is added to Paragraph A.2.,Exclusions: Exclusion – Care, Custody or Control of Personal Property This Supplemental Policy does not apply to "property damage" to personal property: (1)Rented to; (2)Used by; or (3)In the care, custody or control; Of any "insured" or as to which any "insured" is for any purpose exercising physical control. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SU 20 10 10 18 Page 1 of 1 © 2018, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) EXCLUSION – CARE, CUSTODY OR CONTROL OF REAL PROPERTY This endorsement modifies insurance provided under the following: UMBRELLA LIABILITY SUPPLEMENTAL POLICY Except as otherwise stated in this endorsement, the terms and conditions of the Supplemental Policy apply. The following is added to Paragraph A.2., Exclusions: Exclusion – Care, Custody or Control of Real Property This Supplemental Policy does not apply to "property damage" to real property: (1)Owned by; (2)Occupied by; (3)Rented to; or (4)In the care, custody or control; Of any "insured" or as to which any "insured" is for any purpose exercising physical control. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SU 20 19 10 18 Page 1 of 1 © 2018, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) EXCLUSION - ENGINEERS, ARCHITECTS OR SURVEYORS PROFESSIONAL LIABILITY This endorsement modifies insurance provided under the following: UMBRELLA LIABILITY SUPPLEMENTAL POLICY Except as otherwise stated in this endorsement, the terms and conditions of the Supplemental Policy apply. If we have attached a state specific version of this Exclusion to this Supplemental Policy, this form does not apply in that state. A.The following is added to Paragraph A.2.,Exclusions: Exclusion – Engineers, Architects Or Surveyors Professional Liability This Supplemental Policy does not apply to: (1)"Bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of or the failure to render any “professional services” by: (a)Any "insured"; or (b)Any engineering, architectural or surveying firm that is performing work on your behalf in such capacity. This exclusion applies even if the claims against any "insured" allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that "insured", if the "occurrence" which caused the "bodily injury", "property damage" or "personal and advertising injury", involved the rendering of or failure to render any “professional services” by that insured. B.The following is added to Section F., DEFINITIONS: “Professional services” as used in this endorsement, means a.The preparing, approving, editing of or failure to prepare or approve, shop drawings, maps, opinions, reports, surveys, change orders, field orders, designs, drawings, specifications, warnings, recommendations, permit applications, payment requests, manuals or instructions; b.Supervisory, inspection, quality control, architectural, engineering or surveying activities or services; c.Maintenance of job site safety, construction administration, construction contracting, construction management, computer consulting or design software development or programming service, or selection of a contractor or programming service; d.Monitoring, sampling, or testing service necessary to perform any of the services included in Paragraphs a., b. or c. above; e.Supervision, hiring, employment, training or monitoring of others who are performing any of the services included in Paragraphs a., b. or c. above. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SU 20 27 10 18 Page 1 of 1 © 2018, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) EXCLUSION - DESIGNATED PROFESSIONAL SERVICES This endorsement modifies insurance provided under the following: UMBRELLA LIABILITY SUPPLEMENTAL POLICY Except as otherwise stated in this endorsement, the terms and conditions of the Supplemental Policy apply. A.The following is added to Paragraph A.2.,Exclusions: Exclusion – Designated Professional Services This Supplemental Policy does not apply to “bodily injury,” “property damage,” or “personal and advertising injury” arising out of the rendering of or failure to render any professional services described in the Schedule displayed in the Declarations. This exclusion applies even if the claims allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by an “insured”, if the “bodily injury”, “property damage”, or “personal and advertising injury” arises out of the rendering of or the failure to render any professional service. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SU 21 11 09 24 Page 1 of 1 © 2024, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) EXCLUSION – ENDOCRINE DISRUPTORS This endorsement modifies insurance provided under the following: Umbrella Liability Supplemental Policy Except as otherwise stated in this endorsement, the terms and conditions of the Supplemental Policy apply. A.The following exclusion is added to Section A.2., EXCLUSIONS: Exclusion – Endocrine Disruptors This Supplemental Policy does not apply to: 1.Any damages, judgments, settlements, loss, costs or expenses, or any other form of relief, remedy or recovery that may be awarded or incurred by reason of any claim or "suit" alleging actual or threatened injury or damage of any nature or kind, including, but not limited to, "bodily injury", "property damage" or "personal and advertising injury", which arises out of, or relates in any way to exposure to or the presence of “endocrine disruptor(s)” in any form including but not limited to: a.manufacturing handling, sale, distribution, marketing, installation, repair, removal, abatement, replacement, or handling of “endocrine disruptor(s)” or products containing “endocrine disruptor(s)”; or b.an actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of "endocrine disruptor(s)" whether intentional or unintentional; or c.consumption, ingestion, presence, inhalation or use of, contact with or exposure to, "endocrine disruptor(s)”, whether by direct or passive exposure. 2.Any loss, cost or expense arising out of any: a.Request, demand, order, or other requirement (whether statutory or regulatory) that any insured or others test for, investigate for, monitor, clean up, abate, remove, remediate, contain, treat, detoxify or neutralize, dispose of, or in any way respond to, or assess the effects of "endocrine disruptor(s)"; or b.Claim or suit by or on behalf of a governmental authority for damages because of testing for, investigating for, monitoring, cleaning up, abating, removing, remediating, containing, treating, detoxifying or neutralizing, disposing of or in any way responding to or assessing the effects of "endocrine disruptor(s)". B.The following definition is added to Section F. DEFINITIONS: "Endocrine Disruptor(s)" means: 1.Any substance, material, or compound that may mimic, block, or interfere with the body’s hormones, including, but not limited to: atrazine; bisphenol A (BPA); dioxins; perchlorate; per and polyfluoroalkyl substances (PFAS); phthalates; phytoestrogens; polybrominated diphenyl ethers (PBDE); polychlorinated biphenyls (PCBs); and triclosan; or 2.Any substance, material, or compound that is identified or acknowledged by any federal, state, international or other governmental agency or authority, including but not limited to the United States Environmental Protection Agency (EPA), the Centers for Disease Control and Prevention (CDC), the Agency for Toxic Substances and Disease Registry (ATSDR), the National Institutes for Health (NIH), and the International Agency for Research on Cancer (IARC): a.To be an endocrine disruptor; or b.To exhibit or demonstrate the same or similar harmful properties as endocrine disruptors. 3.Any constituents, additives, degradation, break down (metabolites), or by-products to or of any substance, material or compound set forth in subparagraphs a.and b.above, including but not limited to homologues, isomers, salts, esters, alcohols, acids, and precursor chemicals, compounds and derivatives. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SU 21 12 09 24 Page 1 of 1 © 2024, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) EXCLUSION – VIOLATION OF LAW ADDRESSING DATA PRIVACY This endorsement modifies insurance provided under the following: Umbrella Liability Supplemental Policy Except as otherwise stated in this endorsement, the terms and conditions of the Supplemental Policy apply. A.The following exclusion is added to paragraph y. Recording and Distribution Of Material Or Information In Violation of Law of Section A.2., EXCLUSIONS: Exclusion – Violation of Law Addressing Data Privacy This Supplemental Policy does not apply to: 1.“Bodily injury", "property damage" or "personal and advertising injury" arising directly or indirectly out of any action or omission that violates or is alleged to violate: a.Any federal, state or local statute, ordinance, regulation or other law that addresses, prohibits, or limits access to, use of or the printing, dissemination, disposal, obtaining, collecting, storing, safeguarding, recording, retention, sending, transmitting, communicating, selling or distribution of any person's or organization's confidential or personal material or information, including financial, health, biometric or other nonpublic material or information. Any such federal, state or local statute, ordinance, regulation or other law includes but is not limited to: (1)The Illinois Biometric Information Privacy Act (BIPA), including any amendment of or addition to such law; or (2)The California Consumer Privacy Act (CCPA), including any amendment of or addition to such law; or b.Any law of a jurisdiction other than the United States of America (including its territories and possessions) or Puerto Rico that is similar to any statute, ordinance, regulation or other law described in Paragraph a. above, including but not limited to the European Union's General Data Protection Regulation. All other terms and conditions remain unchanged. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SU 30 08 10 18 Page 1 of 1 © 2018, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) FOLLOWING FORM ENDORSEMENT - AUTOMOBILE LIABILITY This endorsement modifies insurance provided under the following: UMBRELLA LIABILITY SUPPLEMENTAL POLICY Except as otherwise stated in this endorsement, the terms and conditions of the Supplemental Policy apply. A.The following is added to Paragraph A.2.,Exclusions: Automobile Liability (1)This Supplemental Policy does not apply to liability arising out of the: (a)Ownership; (b)Operation; (c)Maintenance; (d)Use; (e)Entrustment to others; or (f)"Loading or unloading"; Of any "auto" or "customer's auto". This exclusion applies even if the claims against any "insured" allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that "insured", if the "occurrence" which caused the injury or "damage" involved the ownership, maintenance, use, entrustment to others, or "loading or unloading", of any "auto" or "customer's auto". (2) EXCEPTION However, this exclusion does not apply to the extent that the “underlying insurance” provides coverage for such “auto” or “customer’s auto” described in the Schedule of Underlying Insurance. Any coverage restored by this EXCEPTION applies: (a)Only to the extent of the coverage provided by the “underlying insurance” and in no event shall this umbrella coverage apply to any claim or “suit” not covered by the “underlying insurance”. (b)Only to the extent that such coverage provided by the "underlying insurance" is maintained having limits as set forth in the Extension Schedule of Underlying Insurance; and (c)Only to the extent that any claim or “suit” is otherwise covered by the terms and conditions of this Supplemental Policy. B.The following is added to Section F., DEFINITIONS: "Customer's auto" means a customer's land motor vehicle, trailer or semitrailer while left with you for service, maintenance, repair, storage, parking or safekeeping. "Customer's auto" does not include a customer's land motor vehicle, trailer or semitrailer owned by or rented or loaned to any "insured". Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD Form 100722 11th Rev. Printed in U.S.A. Insurance Policy Billing Information Thank you for selecting The Hartford for your business insurance needs. Shortly, you will receive your first bill from us. You are receiving this Notice so you know what to expect as a valued customer of The Hartford. Should you have any questions after reviewing this information, please contact us at 866-467-8730, and we will be happy to assist you. o Your total policy premium will appear on your policy’s Declarations Page. You will be billed based on the payment plan you selected. o You may pay the "minimum due" as it appears on your insurance bill or pay the policy balance in full. o An installment service fee is added to each installment. A late fee will also be applied if the "minimum due" is not received by the due date shown on your bill. Service and late payment fees do not apply in all states. o If you selected installment billing, any credit or additional premium due as the result of a change made to your policy, will be spread over the remaining billing installments. Additional premium due as a result of an audit will be billed in full on your next bill date following the completion of the audit. o If you elected Electronic Funds Transfer (EFT), policy changes may result in changes to the amount automatically withdrawn from your bank account. The invoice you receive following a policy change will include future withdrawal amounts. If you need to adjust or stop your next scheduled EFT withdrawal, please contact us at least 3 days prior to the scheduled withdrawal date at the telephone number shown below. o If you selected installment billing and pay the premiums for your first policy term on time, at renewal, your account may qualify for our "Equal Installment" feature. This means that the percentage due for each installment, including the initial renewal installment, will be the same throughout the policy term – helping you better manage cash flow. Equal installments will continue as long as you pay your premiums on time and no cancellation notices are issued for any policy on your account. If you no longer qualify for Equal Installments, future renewals will be billed based on the payment plan you selected, which includes a higher initial installment amount. o If your policy is eligible for renewal, your bill for the upcoming policy term will be sent to you approximately 30 days prior to your policy’s renewal date. If your insurance needs change, please contact us at least 60 days prior to your renewal date so we can properly address any adjustments needed. o One bill convenience -- you have the option of combining all eligible Hartford policies on one single bill allowing you to make one payment for all policies on your account as payments are due. You’re In Control In addition to selecting a bill plan option that best meets your budget, you have the flexibility to decide how your payments are made … o Repetitive EFT:Sign up for Repetitive EFT payments and have payments automatically withdrawn from your bank account. This option saves you money by reducing the amount of the installment service fee. o Pay Online: Register at www.thehartford.com/servicecenter. Online Bill Pay is Quick, Easy and Secure! o Pay by Check:Send a check with your remittance stub in the envelope provided with your bill. o Pay by Phone:Call toll-free 1-866-467-8730. Should you have any questions about your bill, please call Customer Service toll-free number: 1-866-467-8730 - 7AM – 7PM CST. We look forward to being of service to you. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 Form SC 00 00 10 18 © 2018, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) COMMON POLICY CONDITIONS DECLARATIONS AND COMMON POLICY CONDITIONS I. DECLARATIONS Named Insured and Mailing Address Policy Period Description and Business Location Coverages and Limits of Insurance II. COMMON POLICY CONDITIONS QUICK REFERENCE - SPECTRUM POLICY Beginning on Page A.Cancellation 1 B.Changes 2 C.Concealment, Misrepresentation Or Fraud 2 D.Examination Of Your Books And Records 2 E.Inspections And Surveys 2 F.Insurance Under Two Or More Coverages 2 G.Liberalization 2 H.Premiums 2 I.Transfer Of Your Rights And Duties Under This Policy 3 J.Premium Audit 3 K.Payment of Premiums 3 Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SC 00 00 10 18 Page 1 of 3 © 2018, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) COMMON POLICY CONDITIONS All coverages of this Policy are subject to the following conditions: A. CANCELLATION 1.The first Named Insured shown in the Declarations may cancel this Policy by mailing or delivering to us advance written notice of cancellation. 2.We may cancel this Policy by mailing or delivering to the first Named Insured written notice of cancellation at least: a.5 days before the effective date of cancellation if any one of the following conditions exists at any building that is Covered Property in this Policy: (1)The building has been vacant or unoccupied 60 or more consecutive days. This does not apply to: (a)Seasonal unoccupancy; or (b)Buildings in the course of construction, renovation or addition. Buildings with 65% or more of the rental units or floor area vacant or unoccupied are considered unoccupied under this provision. (2)After damage by a Covered Cause of Loss, permanent repairs to the building: (a)Have not started; and (b)Have not been contracted for, within 30 days of initial payment of loss. (3)The building has: (a)An outstanding order to vacate; (b)An outstanding demolition order; or (c)Been declared unsafe by governmental authority. (4)Fixed and salvageable items have been or are being removed from the building and are not being replaced. This does not apply to such removal that is necessary or incidental to any renovation or remodeling. (5)Failure to: (a)Furnish necessary heat, water, sewer service or electricity for 30 consecutive days or more, except during a period of seasonal unoccupancy; or (b)Pay property taxes that are owed and have been outstanding for more than one year following the date due. This provision will not apply where you are in a bona fide dispute with the taxing authority regarding payment of such taxes. b.10 days before the effective date of cancellation if we cancel for nonpayment of premium. c.30 days before the effective date of cancellation if we cancel for any other reason. 3.We will mail or deliver our notice to the first Named Insured's last mailing address known to us. 4.Notice of cancellation will state the effective date of cancellation. The policy period will end on that date. 5.If this Policy is canceled, we will send the first Named Insured any premium refund due. Such refund will be pro rata. If the first Named Insured cancels, the refund may be less than pro rata. The cancellation will be effective even if we have not made or offered a refund. 6.If notice is mailed, proof of mailing will be sufficient proof of notice. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SC 00 00 10 18 Page 2 of 3 © 2018, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) B. CHANGES This Policy contains all the agreements between you and us concerning the insurance afforded. The first Named Insured shown in the Declarations is authorized to make changes in the terms of this Policy with our consent. This Policy's terms can be amended or waived only by endorsement issued by us and made a part of this Policy. C. CONCEALMENT, MISREPRESENTATION OR FRAUD This Policy is void in any case of fraud by you as it relates to this Policy at any time. It is also void if you or any other insured, at any time, intentionally conceal or misrepresent a material fact concerning: 1.This Policy; 2.The Covered Property; 3.Your interest in the Covered Property; or 4.A claim under this Policy. D. EXAMINATION OF YOUR BOOKS AND RECORDS We may examine and audit your books and records as they relate to the Policy at any time during the policy period and up to three years afterward. E. INSPECTIONS AND SURVEYS 1.We have the right but are not obligated to: a.Make inspections and surveys at any time; b.Give you reports on the conditions we find; and c.Recommend changes. 2.Any inspections, surveys, reports or recommendations will relate only to insurability and the premiums to be charged. We do not make safety inspections. We do not undertake to perform the duty of any person or organization to provide for the health or safety of any person. We do not represent or warrant that conditions: a.Are safe or healthful; or b.Comply with laws, regulations, codes or standards. 3.This condition applies not only to us, but also to any rating, advisory, rate service or similar organization which makes insurance inspections, surveys, reports or recommendations on our behalf. F. INSURANCE UNDER TWO OR MORE COVERAGES If two or more of this Policy's coverages apply to the same loss or damage, we will not pay more than the actual amount of the loss or damage. G. LIBERALIZATION If we adopt any revision that would broaden the coverage under this Policy without additional premium within 45 days prior to, or at any time during, the policy period, the broadened coverage will immediately apply to this Policy. H. PREMIUMS 1.The first Named Insured shown in the Declarations: a.Is responsible for the payment of all premiums; and b.Will be the payee for any return premiums we pay. 2.The premium shown in the Declarations was computed based on rates in effect at the time the Policy was issued. If applicable, on each renewal, continuation or anniversary of the effective date of this Policy, we will compute the premium in accordance with our rates and rules then in effect. 3.With our consent, you may continue this Policy in force by paying a continuation premium for each successive policy period. The premium must be: Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SC 00 00 10 18 Page 3 of 3 © 2018, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) a.Paid to us prior to the anniversary date; and b.Determined in accordance with Paragraph 2. above. Our forms then in effect will apply. If you do not pay the continuation premium, this Policy will expire on the first anniversary date that we have not received the premium. 4.Changes in exposures or changes in your business operation, acquisition or use of locations that are not shown in the Declarations may occur during the policy period. If so, we may require an additional premium. That premium will be determined in accordance with our rates and rules then in effect. I. TRANSFER OF YOUR RIGHTS AND DUTIES UNDER THIS POLICY 1.Your rights and duties under this Policy may not be transferred without our written consent except in the case of death of an individual Named Insured. 2.If you die, your rights and duties will be transferred to your legal representative but only while acting within the scope of duties as your legal representative. Until your legal representative is appointed, anyone having proper temporary custody of your property will have your rights and duties but only with respect to that property. J. PREMIUM AUDIT 1.We will compute all premiums for this Policy in accordance with our rules and rates. 2.The premium amount shown in the Declarations is a deposit premium only. At the close of each policy period, we may do an audit to compute the earned premium for that period. Any additional premium found to be due as a result of the audit are due and payable on notice to the first Named Insured. If the deposit premium paid for the policy term is greater than the earned premium, we will return the excess to the first Named Insured. 3.The first Named Insured must maintain all records related to the coverage provided by this Policy and necessary to finalize the premium audit, and send us copies of the same upon our request. K. PAYMENT OF PREMIUMS If your initial premium payment is by check draft, electronic funds transfer, credit card, debit card, or any other form of remittance, coverage under the Policy is conditioned on payment to us by the financial institution. If the financial institution does not honor such remittance upon presentment, this policy may, at our option, be deemed void from its inception. Our President and Secretary have signed this Policy. Where required by law, the Declarations page has also been countersigned by our duly authorized representative. Kevin Barnett, Secretary A. Morris Tooker, President Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THEl HARTFORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SL 30 03 10 18 Page 1 of 1 © 2018, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) WAIVER OF SUBROGATION This endorsement modifies insurance provided under the following: BUSINESS LIABILITY COVERAGE FORM Except as otherwise stated in this endorsement, the terms and conditions of the Policy apply. The following is added to Section E. LIABILITY AND MEDICAL EXPENSES GENERAL CONDITIONS: We waive any right of recovery we may have against: a.Any person or organization shown in the Declarations, or b.Any person or organization with whom you have a contract that requires such waiver. Docusign Envelope ID: C09FE0E4-7F6E-4991-B910-33B2FC8C93D3 THE~ HARTFORD