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Essenco Inc; 2018-11-14;
Essenco, Inc. – Senior Meals Service City Attorney Approved Version 8/2/2022 Amendment #4 2 AMENDMENT NO. 4 TO EXTEND AND AMEND AGREEMENT FOR SENIOR CENTER MEAL SERVICES ESSENCO, INC. This Amendment No. 4 is entered into and effective as of the _______ day of ___________________________, 2022, extending and amending the agreement dated November 14, 2018 (the “Agreement”) by and between the City of Carlsbad, a municipal corporation, ("City"), and Essenco, Inc., (“Contractor") (collectively, the “Parties”) for meal preparation for senior center meal services. RECITALS A. On August 21, 2019, the Parties executed Amendment No.1 to the Agreement to alter the Agreement’s scope of work to include standard terms and conditions required by the County of San Diego, and to extend and fund the Agreement for a period of two years; and B. On July 29, 2020, the Parties executed Amendment No. 2 to the Agreement to alter the Agreement’s scope of work to include standard terms and conditions required by the City of Carlsbad, which is related to the COVID-19 State of Emergency and FEMA reimbursement; and C. On June 30, 2022, the Parties executed Amendment No. 3 to the Agreement to alter the Agreement’s scope to increase the price for congregate meals to $6.26 and the number of home meals to 65 per day with a price increase to $6.53; and D. The Parties desire to alter the Agreement’s scope of work to increase the price for congregate meals to $6.96, increase the price for home meals to $7.21, and add the option to special order additional side salads at $1.50 per salad for congregate service and $3.50 per salad for home meals per day; and E. The Parties desire to extend the Agreement for a period of two years; and F. The Parties have negotiated and agreed to a supplemental scope of work and fee schedule, which is attached to and incorporated in by this reference as Exhibit “A”, Scope of Services and Fee. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. The Agreement’s scope of work is hereby amended to increase the price for congregate meals to $6.96, increase the price for home meals to $7.21, and add the option to special order additional side salads at $1.50 per salad for congregate service and $3.50 per salad for home meals per day, as provided in Exhibit “A” to this Amendment. 2. The Agreement, as may have been amended from time to time, is hereby extended for a period of two years ending on November 14, 2024. With this Amendment, the total annual Agreement amount shall not exceed three hundred thousand dollars ($300,000) per Agreement year. DocuSign Envelope ID: 157BED08-495C-4E7D-A0EB-0D8DC129D234 November 15th Essenco, Inc. – Senior Meals Service City Attorney Approved Version 8/2/2022 Amendment #4 3 3. Payment shall be NET 30 days from receipt and approval of invoice unless otherwise stated. 4. All other provisions of the Agreement, as may have been amended from time to time, will remain in full force and effect. 5. All requisite insurance policies to be maintained by the Contractor pursuant to the Agreement, as may have been amended from time to time, will include coverage for this Amendment. /// /// /// /// /// /// /// /// /// /// /// /// /// /// /// /// /// /// /// DocuSign Envelope ID: 157BED08-495C-4E7D-A0EB-0D8DC129D234 Essenco, Inc. – Senior Meals Service City Attorney Approved Version 8/2/2022 Amendment #4 4 6. The individuals executing this Amendment 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 Amendment. CONTRACTOR CITY OF CARLSBAD, a municipal corporation of the State of California By: By: (sign here) City Manager or Mayor or Director (print name/title) ATTEST: By: (sign here) FAVIOLA MEDINA City Clerk Services Manager (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, President, or Vice-President Secretary, Assistant Secretary, 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: 157BED08-495C-4E7D-A0EB-0D8DC129D234 Essenco, Inc. – Senior Meals Service City Attorney Approved Version 8/2/2022 Amendment #4 5 EXHIBIT “A” SCOPE OF SERVICES AND FEE 1. The Contractor will prepare approximately 130 congregate meals per day Monday through Friday, except on holidays designated by the City. The number of requested meals may be below or above this estimate. The City will give an exact number for daily preparation. Meals per day may increase to approximately 300 meals for Thanksgiving, Christmas and other special events. The City will be charged $6.96 per meal for congregate meals. 2. The Contractor will prepare approximately 65 home meals per day Monday through Friday. The number of requested meals may be below or above this estimate. The City will be charged $7.21 per meal for home meals. The Contractor will also prepare frozen home meals as need by the City. The City will be charged $7.21 per meal for frozen home meals. 3. If special ordered, additional side salads will be $1.50 per salad for congregate service and $3.50 per salad for home meals per day. 4. Meal fees subject to change for equitable price adjustments due to unanticipated inflation, food and fuel price increases. 5. Number of meals subject to change based on demand for services. DocuSign Envelope ID: 157BED08-495C-4E7D-A0EB-0D8DC129D234 ANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED? INSR ADDL SUBRLTRINSD WVD PRODUCER CONTACTNAME: FAXPHONE(A/C, No):(A/C, No, Ext): E-MAILADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY) (MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTEDCLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGGJECT OTHER:$ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person) $ OWNED SCHEDULED BODILY INJURY (Per accident) $AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION $ PER OTH-STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) $ $ $ $ $ The ACORD name and logo are registered marks of ACORD 6/23/2022 License # 0C36861 19100 EssenCo, Inc. dba: Essence of Food 3753 Mission Avenue, Suite 115 Oceanside, CA 92058 A 1,000,000 X ACP7824501761 7/31/2022 7/31/2023 300,000 5,000 1,000,000 2,000,000 2,000,000 1,000,000A ACP7824501761 7/31/2022 7/31/2023 2,000,000A ACP CAA 7824501761 7/31/2022 7/31/2023 2,000,000 2,000,000 The City of Carlsbad Purchasing Department 1635 Faraday Ave. Carlsbad, CA 92008 ESSEINC-01 MAXU San Marcos - Escondido Alliant Insurance Services, Inc 570 Rancheros Dr Ste 100 San Marcos, CA 92069 Danielle Ashbrook Danielle.Ashbrook@alliant.com AMCO Insurance Company Prod-Comp Ops X X X X X X X ACORD" I ~ I ~ □ □ ~ ~ ~ □ □ ~ ~ ~ ~ ~ ~ ~ ~ H I I I I I □ I MACH N INSURED COPY ACP 78-2-4501761 47 0000598 COMMERCIALUMBRELLALIABILITY(AMCO)TABPAGE(07-02)00 ACP CAA 7824501761 INSURED 47 0000599 ******* IMPORTANT INSURANCE INFORMATION IN00010416 ******* Please read this Notice carefully. No coverage is provided by this notice nor can it be construed to replace any provision of your policy. You should read your policy and review your declarations page for complete information on the coverages you are provided. If there is any conflict between the policy and this notice, the provisions of the policy shall prevail. CONSUMER COMPLAINTS AND INFORMATION Thank you for choosing Nationwide:® to help you protect what's important to you. We value your business and want to ensure you have the current California service contact information if you need assistance. What you need to do Please keep this information with your insurance policy for reference. IF YOU SHOULD HAVE ANY QUESTIONS OR CONCERNS RELATED TO YOUR INSURANCE POLICY, YOU MAY CONTACT YOUR AGENT OR A COMPANY REPRESENTATIVE. THE CONTACT INFORMATION FOR YOUR AGENT IS LOCATED IN YOUR POLICY DOCUMENTS, AND THE CONTACT INFORMATION FOR A COMPANY REPRESENTATIVE FOLLOWS: NATIONWIDE INSURANCE COMPANY ATTN: CUSTOMER RELATIONS DEPARTMENT ONE WEST NATIONWIDE BLVD COLUMBUS OH 43215 -2220 TOLL FREE: 877-669-6877 WEB: WWW.NATIONWIDE.COM IF YOUR AGENT OR A COMPANY REPRESENTATIVE IS UNABLE TO RESOLVE YOUR CONCERN, YOU MAY ALSO CONTACT THE CALIFORNIA DEPARTMENT OF INSURANCE, CONSUMER SERVICES DIVISION AT: CALIFORNIA DEPARTMENT OF INSURANCE CONSUMER SERVICES AND MARKET CONDUCT BRANCH CONSUMER SERVICES DIVISION 300 SOUTH SPRING STREET, SOUTH TOWER LOS ANGELES, CA 90013 1-800-927-HELP{4357) 1-800-482-4833 {TDD) WEB: WWW.INSURANCE.CA.GOV You can always count on us to be there We appreciate your business and look forward to continuing to serve you. Cal Ins Code§ 510 IN00010416 Page 1 of 1 AMCO INSURANCE COMPANY Named Insured:ESSEN CO INC -DBA ESSENCE OF FOOD Address:3753 MISSION AVE STE 115 OCEANSIDE CA 920581473 IMPORTANT INSURANCE INFORMATION IMPORTANT NOTICE FOR RENEWAL POLICIES In an effort to keep your insurance premium as low as possible,we have streamlined your renewal policy.We have not included printed copies of policy forms and endorsements that have not changed from your expiring policy unless they include variable information that is unique to you.Please refer to your prior policies for printed copies of these forms.If you desire copies,they are available upon request from your agent. IN 5017 (05-93) DIRECT BILL MACH 22153 INSURED ACP CAA 7824501761 47 0000600 ********* ********* UMB 1 (12-98) DECLARATIONS COMMERCIAL UMBRELLA LIABILITY RENEWAL INSURANCE POLICY AMCO INSURANCE COMPANY 1100 LOCUST ST DEPT 1100 DES MOINES IA 503912000 Policy Number:ACP CAA 7824501761 ITEM 1 Named Insured:ESSEN CO INC -DBA ESSENCE OF FOODITEM2 Address:3753 MISSION AVE STE 115 OCEANSIDE CA 920581473 ALLIANT INSURANCE SERVICES INCAgent: SAN MARCOS CA 92069 47 84 20287 0000 CSCAddress: ITEM 3 Policy Period :From 12:01 A.M.,07/31/22 to 12:01 A.M.,07/31/23 ITEM 4 Schedule of Underlying Insurance:See Endorsement No.UMB 00 01 ITEM 5 Retained Limit Aggregate:NONE ITEM 6 Limits of Insurance:a)Each Occurrence b)Products -Completed Operations Aggregate c)Other Aggregate ITEM 7 Coverage ¹X A -Excess Follow Form Liability Insurance ¹X B -Umbrella Liability Insurance ITEM 8 Premium :Amount ITEM 9 Endorsements:UMB0001 0309 UMB0002 0413 10940 0789 UMB0039 0712 UMB0400 1298 UMB0050 1102 UMB0052 0115 UMB0028 0413 UMB0404 0413 UMB7010 0514 IN0001 0416 UMB0064 0120 Renewal or Replacement No.ACP CAA 7814501761 Countersigned By Authorized Representative UMB 1 (12-98) DIRECT BILL MACH22153 INSURED 33 47 00601 $2,000,000 $2,000,000 $2,000,000 $1,050.00 AMCO INSURANCE COMPANY IN WITNESS WHEREOF the Company has causedthis policy to be signed by its president and secretary and countersigned on the declarations page by a duly authorized representative of the company. SECRETARY PRESIDENT SP 00 02 09 16 Page 1 of 1 ACP CAA 7824501761 INSURED 47 0000602 AMCO INSURANCE COMPANY COMMERCIAL UMBRELLA LIABILITY FORMS AND ENDORSEMENTS SUMMARY Period: Number:From ToACPCAA782450176107/31/22 07/31/23 FORM/ENDORSEMENT DATE TITLE MACH 22212 INSURED 47 0060317206(07-98)INOOOl UMBOOOl UMB0002 UMB0028 UMB0039 UMB0050 UMB0052 UMB0064 UMB0400 UMB0404 UMB7010 10940 0416 CONSUMER COMPLAINTS AND INFORMATION 0309 SCHEDULE OF UNDERLYING INSURANCE 0413 COMMERCIAL UMBRELLA LIABILITY POLICY 0413 LIMITATION OF COVERAGE TO DESIGNATED PREMISES -COVERAGE B 0712 EXCLUSION -SUBSIDENCE OF LAND -COVERAGE B 1102 DISCRIMINATION EXCLUSION -COVERAGE B 0115 CAP ON LOSSES FROM CERTIFIED ACTS OF TERRORISM 0120 CONDITIONAL EXCLUSION OF TERRORISM (RELATING TO DISPOSITION 1298 CALIFORNIA CHANGES -CANCELLATION AND NONRENEWAL 0413 CALIFORNIA DEFINITIONS -AUTO AND MOBILE EQUIPMENT -COVERAG 0514 EXCLUSION-ACCESS OR DISCLOSURE OF CONFIDENTIAL OR PERSONAL I 0789 CA INSURANCE GUARANTEE ASSN UMB 00 01 03 09 Policy Number:ACP CAA 7814501761 Policy Period:to07/31/22 07/31/23 ITEM 4. Schedule Of Underlying Insurance (as identified by the entry of a company name,policy number,policy period and limits): Commercial General Liability or Limits ($) XBusinessowners Liability General Aggregate Products-Completed Operations AggregateAMCO Policy Number:Personal and Advertising InjuryACPBPF7814501761 Policy Period:07/31/22 to 07/31/23 Each Occurrence Commercial Auto Liability Limits ($) Each Accident Policy Number: Policy Period:to Employer's Liability or Limits ($) Stop Gap Liability Bodily Injury by Accident -Each Accident Policy Number:Bodily Injury by Disease –Each Employee Policy Period:to Bodily Injury by Disease –Policy Limit Limits ($) Policy Number: Policy Period:to Limits ($) Policy Number: Policy Period:to Limits ($) Policy Number: Policy Period:to Limits ($) Policy Number: Policy Period:to IMPORTANT NOTICE: RESTRICTIONS,LIMITATIONS AND EXCLUSIONS TO THE ABOVE SCHEDULED UNDERLYING INSURANCE (OR ANY REPLACEMENTS THEREOF)WILL ACT AS RESTRICTIONS, LIMITATIONS AND EXCLUSIONS TO COVERAGE A OF THIS POLICY. UMB 00 01 03 09 Page of ACP CAA 7824501761 INSURED 47 0000604 2000000 2000000 1000000 1000000 ACP CAA 7824501761 INSURED 47 0000605 DECLARATIONS PAGE QUICK REFERENCE COMMERCIAL UMBRELLA LIABILITY POLICY READ YOUR POLICY CAREFULLY Named Insured Mailing Address Policy Period Coverages and Limits of Insurance Endorsements INSURING AGREEMENTS DEFENSE AND SUPPLEMENTARY PAYMENTS LIMITS OF INSURANCE EXCLUSIONS DEFINITIONS CONDITIONS NUCLEAR ENERGY LIABILITY EXCLUSION ENDORSEMENTS -FOLLOWING THE LAST PAGE OF YOUR POLICY UMB 00 02 0413 Includes copyrighted material of Insurance Services Office, Inc., with its permission. UMB 00 02 0413 Page Number 2 3 4 5 12 16 19 Page 1 of 20 ACP CAA 7824501761 INSURED 47 0000606 UMB 00 02 0413 COMMERCIAL UMBRELLA LIABILITY POLICY Various prov,s,ons in this policy restrict coverage. Please read the entire policy and any "underlying in- surance" carefully to determine rights, duties and what is covered and not covered. Throughout this policy the words "you" and "your" refer to the Named Insured shown in the Declarations and any other person or organization qualifying as a Named Insured under this policy. The words "we", "us", and "our" refer to the company providing this insurance. Other words and phrases that appear in quotation marks are defined in this policy. These definitions are found in the Definitions section or the specific policy provision where they appear. INSURING AGREEMENTS A. Coverage A -Excess Follow Form Liability Insurance 1. Under Coverage A, we will pay on behalf of the "insured" that part of "loss" covered by this insurance in excess of the total applicable limits of "underlying insurance", provided the injury or offense takes place during the Policy Period of this policy. The terms and conditions of "underlying insurance'' are, with respect to Coverage A, made a part of this policy except with respect to: a. any contrary provision contained in this policy; or b. any provision in this policy for which a similar provision is not contained in ''underlying insurance". 2. With respect to the exceptions stated above, the provisions of this policy will apply. 3. The amount we will pay for damages is limited as described in Limits of Insurance. 4. Notwithstanding anything to the contrary contained above, if "underlying insurance" does not cover "loss" for reasons other than exhaustion of an aggregate limit of insurance by payment of claims, then we will not cover such "loss". 5. We have no obligation under this insurance with respect to any claim or ''suit" settled without our consent. 6. If we are prevented by law from paying on behalf of the "insured" for coverage provided under this insurance, then we will indemnify the "insured". 7. With respect to any coverage provided by "underlying insurance" that is on a claims- made basis: a. this insurance does not apply to "injury or damage" which occurred before the Retroactive Date. if any, shown in the "underlying insurance", or which occurs after the policy period; and b. the aggregate limit shall not be rein- stated on this insurance except by endorsement thereon. B. Coverage B -Umbrella Liability Insurance 1. Under Coverage B, we will pay on behalf of the "insured" damages the "insured" be- comes legally obligated to pay by reason of liability imposed by law because of "bodily injury", "property damage", or "personal and advertising injury" covered by this insurance which takes place during the Policy Period and is caused by an "occurrence". We will pay such damages in excess of the Retained Limit Aggregate specified in the Declarations or the amount payable by "other insurance", whichever is greater. 2. Damages because of ''bodily injury" include damages claimed by any person or organization for care or loss of services resulting at any time from "bodily injury". 3. This coverage applies anywhere. 4. The amount we will pay is limited as de- scribed in Limits of Insurance. 5. Coverage B will not apply to any loss, claim or "suit" for which insurance is afforded under "underlying insurance" or would have been afforded except for the exhaustion of the limits of insurance of "underlying insurance". 6. We have no obligation under this insurance with respect to any claim or "suit" settled without our consent. 7. If we are prevented by law from paying on behalf of the "insured" for coverage provided under this insurance, th en we will indemnify the" insured". Page 2 of 20 Includes copyrighted material of Insurance Services Office, Inc., with its permission. UMB 00 02 0413 ACP CAA 7824501761 INSURED 47 0000607 8. This insurance applies to "bodily injury" and "property damage" only if: a. The "bodily injury" or "property damage" is caused by an "occurrence" that takes place in the "coverage territory"; b. The "bodily injury" or "property damage" occurs during the "policy period"; and c. Prior to the "policy period", no "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". 9. "Bodily injury" or "property damage" which occurs during the "policy period" and was not, prior to the "policy period", known to have occurred by any "insured" or any ''employee'' authorized by you to give or receive notice of an "occurrence" or claim, includes any continuation, change or resumption of that "bodily injury" or "property damage'' after the end of the "policy period". 10. "Bodily injury" or "property damage" will be deemed to have been known to have occurred at the earliest time when any "insured" or any "employee" authorized by you to give or receive notice of an "occurrence" or claim: a. Reports all, or any part, of the "bodily injury" or "property damage" to us or any other insurer; b. Receives a written or verbal demand or claim for damages because of the "bodily injury" or "property damage"; or c. Becomes aware by any other means that "bodily injury" or "property damage" has occurred or has begun to occur. 11. This insurance applies to "personal and advertising injury" caused by an offense arising out of your business but only if the offense was committed in the "coverage territory" during the "policy period". DEFENSE AND SUPPLEMENTARY PAYMENTS Applicable to Coverage A and Coverage B A. We have the right and the duty to assume UMB 00 02 0413 control of the investigation, settlement or defense of any claim or "suit" against the "insured'' for damages covered by this policy: 1. under Coverage A, when the applicable limit of "underlying insurance" has been exhausted by payment of claims; or 2. under Coverage B, when damages are sought for "bodily injury", "property damage", or "personal and advertising injury'' to which no "underlying insurance'' or "other insurance'' applies. B. In those circumstances where paragraph A. above applies, in addition to the applicable Limits of Insurance we will pay our expenses and the following to the extent that they are not included in "underlying insurance": 1. Up to $3,000 for the cost of bail bonds. We do not have to furnish these bonds. 2. The cost of bonds to release attachments, but only for bond amounts within the amount of insurance available. We do not have to furnish these bonds. 3. All reasonable expenses incurred by the "insured'' at our request to assist us in the investigation or defense of the claim or "suit", including actual loss of earnings up to $250 a day because of time off from work. 4. All court costs taxed against the "insured" in the "suit''. However, these payments do not include attorneys' fees or attorneys' expenses taxed against the "insured"; 5. Pre-judgment interest awarded against the "insured'' on that part of the judgment we become obligated to pay. However, if we make an offer to pay the applicable Limit of Insurance, we will not pay any pre-judgment interest based on that period of time after the offer. 6. All interest awarded against the "insured" on that amount of any judgment that is within the applicable Limits of Insurance that we become obligated to pay that accrues after entry of the judgment and before we have paid, offered to pay, or deposited in court that part of the judgment we are obligated to pay. These Payments will not reduce the limits of insurance. UMB 00 02 0413 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 3 of 20 ACP CAA 7824501761 INSURED 47 0000608 UMB 00 02 0413 C. In those circumstances where paragraph A. above does not apply we do not have the duty to assume control of the investigation, settlement or defense of any claim or "suit'' against the insured. We do, however, have the right to participate in the investigation, settlement or defense of any claim or "suit" that we feel may create liability on our part under the terms of this policy. If we exercise this right, we will do so at our expense. We will not defend any ''suit" after we have exhausted the applicable Limit of Insurance as stated in the Declarations. If we are prevented by law or otherwise from carrying out the provisions of this section, DEFENSE AND SUPPLEMENTARY PAYMENTS, we will pay any expense incurred with our consent. LIMITS OF INSURANCE A. Applicable to Coverage A and Coverage B 1. With respect to Coverage A and Coverage B, the Limits of Insurance shown in the Declarations and the rules below determine the most we will pay, regardless of the number of: a. "insureds"; b. claims made or "suits" brought against any or all "insureds"; c. coverages provided under this policy; or d. persons or organizations making claims or bringing "suits". 2. The Limits of Insurance of this policy will apply as follows: a. The limit for Each Occurrence stated in the Declarations is the most we will pay for all damages arising out of any one "occurrence" even if such damages are covered, in whole or in part, under both Coverage A and Coverage B. Any amount paid for damages arising out of an "occurrence" will reduce the amount of the applicable aggregate limit of insurance available for payment of damages arising out of any other ''occurrence". If the applicable aggregate limit of insurance has been reduced by payment of damages to an amount that is less than the limit of Each Occurrence stated in the Declarations, the remaining aggregate limit of insurance is the most that will be available for payment of damages arising out of any other ''occurrence". b. Subject to paragraph 2.a. above, the limit stated in the Declarations for the Products-Completed Operations Aggre- gate is the most we will pay for all damages under the "products- completed operations hazard". c. Subject to paragraph 2.a. above, the limit stated in the Declarations for the Other Aggregate is the most we will pay for all damages under Coverage A or separately under Coverage B, except for: 1) damage covered under the "products-completed operations hazard" or, 2) damage covered under "underlying insurance" to which no underlying aggregate limit applies. 3. The Limits of Insurance of this 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 Declarations, unless the Policy Period is extended after issuance for an additional period of less than 12 months. In that case, the additional period will be deemed part of the preceding period for purposes of determining the Limits of Insurance. B. Applicable to Coverage A Only 1. With respect to Coverage A and subject to paragraphs 2.a., 2.b. and 2.c. above: a. if the limits of "underlying insurance" have been reduced by payment of "loss", this policy will immediately apply excess of the reduced underlying limit; or b. if the limits of "underlying insurance have been exhausted by payment of loss, this policy will continue in force as "underlying insurance''. 2. The provisions of 1.a. and 1.b. above apply to injury or offense which takes place before the expiration of this policy or the underlying policy, whichever comes first Page 4 of 20 Includes copyrighted material of Insurance Services Office, Inc., with its permission. UMB 00 02 0413 ACP CAA 7824501761 INSURED 47 0000609 EXCLUSIONS A. Applicable to Coverage A and Coverage B Under Coverage A and Coverage B, this insurance does not apply to: 1. Workers' Compensation And Similar Laws Any obligation of the insured under a workers' compensation, disability benefits or unemployment compensation law or any similar law. 2. E. R. I. S. A. Any obligation of the insured under the Employees' Retirement Income Security Act of 1974 (E. R. I. S. A.), and any amend- ments thereto or any similar federal, state or local statute. 3. Auto Coverages Any loss, cost or expense payable under or resulting from any first-party physical damage coverage; no-fault law; personal injury protection or auto medical payments coverage; or uninsured or underinsured motorist law. 4. Abuse or Molestation "Injury or damage", "bodily injury", "property damage" or "personal and advertising injury" arising out of: a. The actual or threatened abuse or molestation by anyone of any person while in the care, custody or control of any insured, or b. The negligent: 1) Employment; 2) Investigation; 3) Supervision; 4) Reporting to the proper authorities, or failure to so report; or 5) Retention; of a person for whom any insured is or ever was legally responsible and whose conduct would be excluded by Paragraph a. above. 5. Cross Suits "Injury or damage", "bodily injury", "property damage" or "personal and advertising injury" sustained by any Named insured shown in the Declarations arising out of the activities or operations of any other Named Insured shown in the Declarations. UMB 00 02 0413 6. Damage To "Your Product" "Injury or damage" or "property damage" to "your product" arising out of it or any part of it. 7. Damage To "Your Work" "Injury or damage" or "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. 8. Employment-related Practices "Injury or damage", "bodily injury" or "personal and advertising injury" to: a. A person arising out of any: 1) Refusal to employ that person; 2) Termination of that person 's employment; or 3) Employment-related practices, pol- icies, acts or omissions, such as coercion, demotion, evaluation, reassignment, discipline, defa- mation, harassment, humiliation, discrimination or malicious prose- cution directed at that person; or b. The spouse, child, parent, brother or sister of that person as a consequence of "injury or damage", ''bodily injury" or "personal and advertising injury" to that person at whom any of the employment- related practices described in Paragraph 1 ), 2) or 3) above is directed. This exclusion applies whether the injury- causing event described in Paragraph 1), 2) or 3) above occurs before employment, during employment or after employment of that person. 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. 9. Fungi Or Bacteria a. "Injury or damage", "bodily injury", "property damage" or "personal and advertising injury" which would not have occurred, in whole or in part, but for the actual, alleged or threatened inhalation of ingestion of, contact with, exposure to. existence of, or presence of, any "fungi" or bacteria on or within a building or structure, including its contents, UMB 00 02 0413 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 5 of 20 ACP CAA 7824501761 INSURED 47 0000610 UMB 00 02 0413 regardless of whether any other cause, event, material or product contributed concurrently or in any sequence to such "injury or damage", "bodily injury", "property damage", or "personal and advertising injury". b. Any loss, cost or expenses arising out of the abating, testing for, monitoring, cleaning up. removing, containing, treating. detoxifying. neutralizing, remediating or disposing of, or in any way responding to, or assessing the effects of, "fungi" or bacteria, by any insured or by any other person or entity. This exclusion does not apply to any "fungi" or bacteria that are, are on, or are contained in, a good or product intended for bodily consumption. 10. Punitive Damages Any punitive or exemplary damages fines or penalties. 11. Electronic Data Damages arising out of the loss of, loss of use of, damage to, corruption of, inability to access or inability to manipulate electronic data. As used in this exclusion, electronic data means information, facts or programs stored as or on, created or used on, or transmitted to or from computer software, including systems and applications software, hard or floppy disks, CD-ROMs, tapes, drives, cells, data processing devices or any other media which are used with electronically controlled equipment. 12. Silica Or Silica-Related Dust a. "Injury or damage", "bodily injury", "property damage·· or "personal and advertising injury" arising, in whole or in part, out of the actual, alleged, threatened or suspected inhalation of, ingestion of, contact with, exposure to, existence of, or presence of, "silica" or ''silica-related dust". b. Any loss, cost or expense arising, in whole or in part, out of the abating, testing for, monitoring, cleaning up, removing, containing, treating, detoxifying, neutralizing, remediating or disposing of, or in any way responding to or assessing the effects of, "silica" or "silica-related dust", by any insured or by any other person or entity. 13. Asbestos, Electronic Emissions, Lead or Radon "Injury or damage", "bodily injury", "property damage" or "personal and advertising injury" arising out of: a. Asbestos including but not limited to any injury or damage related to, arising or alleged to have arisen out of any use, exposure, existence, detection, removal, elimination, avoidance, act, error, omission, failure to disclose or warn of the presence of asbestos or any other duty involving asbestos; b. Electromagnetic emissions or radiation including but not limited to any injury or damage related to, arising or alleged to have arisen out of any use, exposure, existence, detection, removal, elimi- nation, avoidance, act, error, omission, failure to disclose or warn of the presence of electromagnetic emissions or radiation or any other duty involving electromagnetic emissions or radiation; c. Lead including but not limited to any injury or damage related to, arising or alleged to have arisen out of any use, exposure, existence, detection, removal, elimination, avoidance, act, error, omission, failure to disclose or warn of the presence of lead or any other duty involving lead: or d. Radon or any other radioactive emissions, manmade or natural, including but not limited to any injury or damage related to, arising or alleged to have arisen out of any use, exposure, existence, detection, removal, elimination, avoidance, act, error, omission, failure to disclose or warn of the presence of radon or any other radioactive emissions or any other duty involving radon or other radioactive emissions. B. Applicable to Coverage A Only The exclusions applicable to the "underlying insurance·· also apply to this insurance. Additionally, this insurance does not apply to: 1. Damage To Property "Injury or damage" to: a. Property: Page 6 of 20 Includes copyrighted material of Insurance Services Office, Inc., with its permission. UMB 00 02 0413 ACP CAA 7824501761 INSURED 47 0000611 1) You own, rent, or occupy, including any costs or expenses incurred by you, or any other person, organization or entity, for repair, replacement, enhancement, resto- ration or maintenance of such property for any reason, including prevention of injury to a person or damage to another's property: or 2) Owned or transported by the insured and arising out of the ownership, maintenance or use of a "covered auto". b. Premises you sell, give away or abandon, if the "injury or damage" arises out of any part of those premises; c. Property loaned to you; d. Personal property in the care, custody or control of the insured: e. That particular part of real property on which you or any contractors or subcontractors working directly or indirectly on your behalf are performing operations, if the "injury or damage" arises out of those operations; or f. That particular part of any property that must be restored, repaired or replaced because your work (as defined in the "underlying insurance") was incorrectly performed on it. Paragraph b. of this exclusion does not apply if the premises are your work (as defined in the "underlying insurance") and were never occupied, rented or held for rental by you. Paragraphs a.2), c., d., e. and f. of this exclusion do not apply to liability assumed under a sidetrack agreement. Paragraphs c. and d. of this exclusion do not apply to liability assumed under a written Trailer Interchange agreement. Paragraph f. of this exclusion does not apply to "injury or damage" included in the "products-completed operations hazard". 2. Auto Pollution "Injury or damage" arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of "pollutants": a. That are, or that are contained in any property that is: UMB 00 02 0413 1) Being transported or towed by, handled or handled for movement into, onto or from the "covered auto"; 2) Otherwise in the course of transit by or on behalf of the "insured"; or 3) Being stored, disposed of, treated or processed in or upon the "covered auto"; b. 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 the "covered auto"; or c. After the ''pollutants" or any property in which the "pollutants" are contained are moved from the "covered auto" to the place where they are finally delivered, disposed of or abandoned by the "insured''. Paragraph 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 the "covered auto" or its parts, if: 1) The ''pollutants" escape, seep, migrate or are discharged, dispersed or released directly from an "auto" part designed by its manufacturer to hold, store, receive or dispose of such "pollutants"; and 2) The "injury or damage" or "covered pollution cost or expense" does not arise out of the operation of any equipment listed in Paragraphs 10.b. and 10.c. of the definition of "mobile equipment". Paragraphs b. and c. above of this exclusion do not apply to "occurrences" that occur away from premises owned by or rented to an "in- sured" with respect to "pollutants" not in or upon a "covered auto" 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 a "covered auto"; and 2) The discharge, dispersal, seepage, migration, release or escape of the "pollutants" is caused directly by such upset, overturn or damage. UMB 00 02 0413 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 7 of 20 ACP CAA 7824501761 INSURED 47 0000612 UMB 00 02 0413 3. Other Than Auto Pollution a. ''Injury or damage" arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of "pollutants": 1) At or from any premises, site or location which is or was at any time owned or occupied by, or rented or loaned to, any insured. However, this subparagraph does not apply to: a) "Injury or damage" if sustained within a building and caused by smoke, fumes, vapor or soot produced by or originating from equipment that is used to heat, cool or dehumidify the building, or equipment that is used to heat water for personal use, by the building's occupants or their guests; b) "Injury or damage" for which you may be held liable, if you are a contractor and the owner or lessee of such premises, site or location has been added to your policy as an additional insured with respect to your ongoing operations performed for that additional insured at that premises, site or location and such premises, site or location is not and never was owned or occupied by, or rented or loaned to, any insured, other than that additional insured; or c) "Injury or damage" arising out of heat, smoke or fumes from a ''hostile fire"; 2) At or from any premises, site or location which is or was at any time used by or for any insured or others for the handling, storage, disposal, processing or treatment of waste; 3) Which are or were at any time transported, handled, stored, treated, disposed of, or processed as waste by or for: a) Any insured; or b) Any person or organization for whom you may be legally responsible; or 4) At or from any premises, site or location on which any insured or any contractors or subcontractors working directly or indirectly on any insured's behalf are performing operations if the "pollutants" are brought on or to the premises, site or location in connection with such operations by such insured, contractor or subcontractor. However, this subparagraph does not apply to: a) "Injury or damage" arising out of the escape of fuels, lubricants or other operating fluids which are needed to perform the normal electrical, hydraulic or mechanical functions necessary for the operation of "mobile equipment" or its parts, if such fuels lubricants or other operating fluids escape from a vehicle part designed to hold, store or receive them. This exception does not apply if the "injury or damage" arises out of the intentional discharge, dispersal or release of the fuels, lubricants or other operating fluids, or if such fuels, lubricants or other operating fluids are brought on or to the premises, site or location with the intent that they be discharged, dispersed or released as part of the operations being performed by such insured, contractor or subcontractor; b) "Injury or damage" sustained within a building and caused by the release of gases, fumes or vapors from materials brought into that building in connection with operations being performed by you or on your behalf by a contractor or subcontractor; or c) "Injury or damage" arising out of heat smoke or fumes from a "hostile fire''. 5) At or from any premises, site or location on which any insured or any contractors or subcontractors working directly or indirectly on any insured's behalf are performing operations if the operations are to test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of, "pollutants". Page 8 of 20 Includes copyrighted material of Insurance Services Office, Inc., with its permission. UMB 00 02 0413 ACP CAA 7824501761 INSURED 47 0000613 b. Any loss, cost or expense arising out of any: 1) Request, demand, order or statutory or regulatory requirement that any 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"; or 2) Claim or "suit" by or on behalf of a governmental authority for damages because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing, or in any way responding to, or assessing the effects of, "pollutants". However, this paragraph does not apply to liability for damages because of "injury or damage" that the insured would have in the absence of such request demand, order or statutory or regulatory requirement, or such claim or "suit" by or on behalf of a governmental authority. C. Applicable to Coverage B Only Under Coverage B, this insurance does not apply to: 1. Expected Or Intended Injury ''Bodily injury" or "property damage'' expected or intended from the standpoint of the insured. This exclusion does not apply to "bodily injury" resulting from the use of reasonable force to protect persons or property. 2. Contractual Liability ''Bodily injury'', "property damage" or "personal and advertising injury" for which the insured 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 "insured" would have in the absence of the contract or agreement. 3. Liquor Liability "Bodily injury" or "property damage" for which any insured may be held liable by reason of: a. Causing or contributing to the intoxication of any person; b. The furnishing of alcoholic beverages to a person under the legal drinking age or under the influence of alcohol; or UMB 00 02 0413 c. Any statute, ordinance or regulation relating to the sale, gift, distribution or use of alcoholic beverages. This exclusion applies even if the claims against any "insured" allege negligence or other wrongdoing in: 1) The supervision, hiring, employ- ment, training or monitoring of others by that "insured"; or 2) Providing or failing to provide transportation with respect to any person that may be under the influence of alcohol; if the "occurrence" which caused the "bodily injury" or "property damage" involved that which is described in paragraph a., b., or c. 4. Auto Coverages "Bodily injury" or "property damage" arising out of the ownership, maintenance or use of any "auto" within the United States of America, including its possessions and territories; Puerto Rico; and Canada, or while "autos" are being transported between these places. 5. Employer's Liability "Bodily injury" to: a. An "employee" of the insured arising out of and in the course of: 1) Employment by the insured; or 2) Performing duties related to the conduct of the insured's business; or b. The spouse, child, parent, brother or sister of that "employee" as a consequence of Paragraph a. 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. 6. Aircraft Or Watercraft "Bodily injury" or "property damage'' arising out of the ownership, maintenance, use or entrustment to others of any aircraft or watercraft owned or operated by or rented or loaned to any insured. 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 "occurrence" which caused the "bodily injury" or "property UMB 00 02 0413 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 9 of 20 ACP CAA 7824501761 INSURED 47 0000614 UMB 00 02 0413 damage" involved the ownership, main- tenance, use or entrustment to others of any aircraft or watercraft that is owned or operated by or rented or loaned to any "insured". 7. Racing Activities "Bodily injury" or "property damage" arising out of the use of "mobile equipment" or ''autos" in, or while in practice for, or while being prepared for, any prearranged professional or organized racing, speed, demolition, or stunting activity or contest. 8. War "Bodily injury" or however caused, indirectly, out of: "property damage", arising, directly or a. War, including undeclared or civil war; b. 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 c. Insurrection, rebellion, revolution, usurped power, or action taken by governmental authority in hindering or defending against any of these. 9. Damage To Property "Property damage" to: a. Property: 1) You own, rent, or occupy, including any costs or expenses incurred by you, or any other person, organization or entity, for repair, replacement, enhancement, resto- ration or maintenance of such property for any reason, including prevention of injury to a person or damage to another's property; or 2) Owned or transported by the insured and arising out of the ownership, maintenance or use of a "covered auto". b. Premises you sell, give away or abandon, if the ''property damage'' arises out of any part of those premises; c. Property loaned to you; d. Personal property in the care, custody or control of the insured; e. That particular part of real property on which you or any contractors or subcontractors working directly or indirectly on your behalf are performing operations, if the "property damage" arises out of those operations; or f. That particular part of any property that must be restored, repaired or replaced because "your work" was incorrectly performed on it. 10. 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: a. A defect, deficiency, inadequacy or dangerous condition in "your product" or "your work"; or b. A delay or failure by you or anyone acting on your behalf to perform a contract or agreement in accordance with its terms. 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. 11. 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: a. "Your product"; b. "Your work"; or c. "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. 12. Professional Services "Bodily injury", "property damage" and "personal and advertising injury" due to the rendering of or failure to render any professional service. This includes but is not limited to: a. Legal, accounting or advertising services; b. Preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings or specifications; Page 10 of 20 Includes copyrighted material of Insurance Services Office, Inc., with its permission. UMB 00 02 04 13 ACP CAA 7824501761 INSURED 47 0000615 c. Inspection, supervision, quality control, architectural or engineering activities done by or for you on a project on which you serve as construction manager; d. Engineering services, including related supervisory or inspection services; e. Medical, surgical, dental, X-ray or nursing services treatment, advice or instruction; f. Any health or therapeutic service treatment, advice or instruction; g. Any service, treatment, advice or instruction for the purpose of appearance or skin enhancement, hair removal or replacement, or personal grooming or therapy; h. Any service, treatment, advice or instruction relating to physical fitness, including service, treatment, advice or instruction in connection with diet, cardio-vascular fitness, body-building or physical training programs; i. Optometry or optical or hearing aid services including the prescribing, preparation, fitting, demonstration or distribution of ophthalmic lenses and similar products or hearing aid devices: j. Body piercing or tattooing services; k. Services in the practice of pharmacy; I. Law enforcement or firefighting services; and m. Handling, embalming, disposal, burial, cremation or disinterment of dead bodies. 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 service, 13. 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: a. The Telephone Consumer Protection Act (TCPA). including any amendment of or addition to such law: UMB 00 02 0413 b. The CAN-SPAM Act of 2003, including any amendment of or addition to such law; c. The Fair Credit Reporting Act (FCRA), and any amendment of or addition to such law, including the Fair and Accurate Credit Transactions Act (FACTA); or d. 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. 14. "Personal and Advertising Injury" a. Knowing Violation Of Rights Of Another Caused by or at the direction of the insured with the knowledge that the act would violate the rights of another and would inflict "personal and advertising injury''. b. Material Published With Knowledge Of Falsity Arising out of oral or written publication, in any manner, of material, if done by or at the direction of the insured with knowledge of its falsity. c. Material Published Prior To Policy Period Arising out of oral or written publication, in any manner, of material whose first publication took place before the beginning of the policy period. d. Criminal Acts Arising out of a criminal act committed by or at the direction of the insured. e. Breach Of Contract Arising out of a breach of contract, except an implied contract to use another's advertising idea in your "advertisement". f. Quality Or Performance Of Goods - Failure To Conform To Statements Arising out of the failure of goods, products or services to conform with any statement of quality or performance made in your "advertisement". g. Wrong Description Of Prices Arising out of the wrong description of the price of goods, products or services stated in your "advertisement". UMB 00 02 0413 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 11 of 20 ACP CAA 7824501761 INSURED 47 0000616 UMB 00 02 0413 h. Infringement Of Copyright, Patent, Trademark, Trade Secret Or Trade Name Arising out of the infringement of copyright, patent, trademark, trade secret, trade name, or other intellectual property rights. Under this exclusion, such other intellectual property rights do not include the use of another's advertising idea in your "advertisement". However, this exclusion does not apply to infringement, in your "advertisement", of copyright, trade dress or slogan. i. Insureds In Media And Internet Type Businesses Committed by an insured whose business is: 1) Advertising, broadcasting, pub- lishing or telecasting; 2) Designing or determining content of websites for others; or 3) An Internet search, access, content or service provider. However, this exclusion does not apply to Paragraphs 13.a., b. and c. of "personal and advertising injury" under the DEFINITIONS section, C. Applicable to Coverage B Only. For the purposes of this exclusion, the placing of frames, borders or links, or advertising, for you or others anywhere on the Internet, is not by itself, considered the business of advertising, broadcasting, publishing or telecasting. j. Electronic Chatrooms Or Bulletin Boards Arising out of an electronic chatroom or bulletin board the insured hosts, owns, or over which the insured exercises control. k. Unauthorized Use Of Another's Name Or Product Arising out of the unauthorized use of another's name or product in your e-mail address, domain name or metatag, or any other similar tactics to mislead another's potential customers. 15. Pollution a. Bodily injury", "property damage" or "personal and advertising injury" which would not have occurred in whole or part but for the actual, alleged or threatened discharge dispersal, seepage, migration, release or escape of "pollutants" at any time: or b. Any loss, cost or expense arising out of any: 1) Request, demand, order or statutory or regulatory requirement that any 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": or 2) Claim or suit by or on behalf of a governmental authority for damages because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing, or in any way responding to, or assessing the effects of, "pollutants". DEFINITIONS A. Applicable to Coverage A and Coverage B As used in Coverage A and Coverage B: 1. "Auto" means: a. a Land motor vehicle, trailer or semi- trailer 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 law where it is licensed or principally garaged. However, "auto" does not include "mobile equipment". 2. "Covered auto" means only those "autos" to which "underlying insurance" applies. 3. "Fungi" means any type or form of fungus, including mold or mildew and any mycotoxins, spores, scents or byproducts produced or released by fungi. 4. "Loss" means those sums actually paid in the settlement or satisfaction of a claim which the ''insured" is legally obligated to pay as damages because of injury or offense, after making proper deductions for all recoveries and salvage. 5. "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; Page 12 of 20 Includes copyrighted material of Insurance Services Office, Inc., with its permission. UMB 00 02 04 13 ACP CAA 7824501761 INSURED 47 0000617 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, maintained primarily to provide mobility to permanently mounted: 1) power cranes, shovels, loaders, diggers or drills; or 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 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 land vehicles that are subject to a compulsory or financial responsibility law or other motor vehicle insurance law where it is licensed or principally garaged. Land vehicles subject to a compulsory or financial responsibility law or other motor vehicle insurance law are considered "autos". UMB 00 02 0413 6. "Occurrence" means an accident, including continuous or repeated exposure to substantially the same general harmful conditions. 7. "Other insurance" means a policy of insurance affording coverage that this policy also affords. "Other insurance" includes any type of self-insurance or other mechanism by which an "insured" arranges for funding of legal liabilities. "Other insurance" does not include "underlying insurance" or a policy of insurance specifically purchased to be excess of this policy affording coverage that this policy also affords. 8. "Pollutants·· means any solid. liquid, gaseous or thermal irritant or contaminant, including smoke, vapor, soot, fumes, acids, alkalis, chemicals and waste. Waste includes materials to be recycled, reconditioned or reclaimed. 9. "Products-completed operations hazard" means all 'injury or damage", "bodily injury" and "property damage" occurring away from premises you own or rent and arising out of "your product" or "your work" except: a. products that are still in your physical possession; or b. work that has not yet been completed or abandoned. "Your work" will be deemed completed at the earliest of the following times: 1) when all of the work called for in your contract has been completed; 2) when all the work to be one at the site has been completed if your con- tract calls for work at more than one site; or 3) when that part of the work done at a job site has been put to its intended use by any person or organization other than another contractor or subcontractor working on the same project. Work that may need service, maintenance, correction, repair or replacement, but which is otherwise complete, will be treated as completed. This hazard does not include "injury or damage", "bodily injury" or "property damage" arising out of: UMB 00 02 0413 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 13 of 20 ACP CAA 7824501761 INSURED 47 0000618 UMB 00 02 0413 1) the transportation of property, unless the "injury or damage" "bodily injury" or "property damage", arises out of a condition in or on a vehicle not owned or operated by you, and that condition was created by loading or unloading of that vehicle by any insured; or 2) the existence of tools, uninstalled equipment or abandoned or unused materials 10. "Silica" means silicon dioxide (occurring in crystalline, amorphous and impure forms), silica particles, silica dust or silica compounds. 11. "Silica-related dust" means a mixture or combination of silica and other dust or particles. 12. ''Suit" means a civil proceeding in which injuries or damages to which this insurance applies are alleged. "Suit" includes: a. an arbitration proceeding in which such damages are claimed and to which you must submit or do submit with our con- sent; or b. any other alternative dispute resolution proceeding in which such damages are claimed and to which you submit with our consent. 13. ''Underlying insurance'' means the policy or policies of insurance listed in the Schedule of Underlying Insurance forming a part of this policy, including any type of self- insurance or alternative method by which the "insured" arranges for funding of legal liabilities that affords coverage that this policy covers. "Underlying insurance" does not include any Extended Reporting Periods on the policies shown in the Declarations. Extended Reporting Periods must be endorsed onto this policy by us. 14. 'Underlying insurer" means any insurer who provides any policy of insurance listed in the Schedule of Underlying Insurance. 15. ''Your product" means: a. any goods or products, other than real property, manufactured, sold, handled, distributed or disposed of by: 1) you; 2) others trading under your name; or 3) a person or organization whose business or assets you have acquired; and b. containers (other than vehicles), materials, parts or equipment furnished in connection with such goods or products. "Your product" includes: a. warranties or representations made at any time with respect to the fitness, quality, durability, performance or use of "your product"; and b. the providing of or failure to provide warnings or instructions. "Your product" does not include vending machines or other property rented to or located for use of others but not sold. 16. "Your work" means: a. work or operations performed by you or on your behalf; and b. materials, parts or equipment furnished in connection with such work or operations. "Your work" includes: a. warranties or representations made at any time with respect to the fitness, quality, durability, performance or use of "your work"; and b. the providing of or failure to provide warnings or instruction. B. Applicable to Coverage A Only As used in Coverage A: 1. "Injury or damage" means any injury or damage covered in the applicable "underlying insurance" arising from an "occurrence". 2. "Insured" means: a. the Named Insured stated in the Declarations; b. any person or organization, other than an additional insured, included as an "insured'' in "underlying insurance"; and c. any additional insured under any policy of "underlying insurance·· will auto- matically be an "insured" under this insurance. Subject to the LIMITS OF INSURANCE section, if coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is: Page 14 of 20 Includes copyrighted material of Insurance Services Office, Inc., with its permission. UMB 00 02 04 13 ACP CAA 7824501761 INSURED 47 0000619 1) the m1n1mum amount of insurance required by the contract or agreement. less any amounts payable by any "underlying insurance"; or 2) the amount of insurance available under the applicable Limits of Insurance shown in the Declara- tions: whichever is less. 3. "Covered auto" means only those ·autos" to which "underlying insurance" applies. 4. "Hostile fire" means one which becomes uncontrollable or breaks out from where it was intended to be. C. Applicable to Coverage B Only As used in Coverage B: 1. ''Advertisement" means a notice that is broadcast or published to the general public or specific market segments about your goods, products or services for the purpose of attracting customers or supporters. 2. ''Bodily injury" means physical injury, sick- ness or disease to a person and , if arising out of the foregoing, mental anguish, mental injury, shock or humiliation, including death at any time resulting therefrom. 3. "Coverage territory" means anywhere in the world with the exception of any country or jurisdiction which is subject to trade or other economic sanctions or embargo by the United States of America. 4. "Employee" includes a "leased worker". ''Employee" does not include a ''temporary worker". 5. "Executive officer" means a person holding any of the officer positions created by your charter, constitution, by laws or any other similar governing document. 6. "Impaired property" means tangible property, other than "your product" or "your work", that cannot be used or is less useful because: a. it incorporates "your work" that is known defective, deficient, dangerous; or product" or "your or thought to be inadequate or b. you have failed to fulfill the terms of a contract or agreement; if such property can be restored to use by: a. the repair, replacement, adjustment or removal of "your product" or "your work"; b. your fulfilling the terms of the contract or agreement. UMB 00 02 0413 7. "Insured" means: a. If you are designated in the Declarations as: 1) An individual, you and your spouse, but only with respect to the conduct of a business of which you are the sole owner. 2) A partnership or joint venture, your members, partners and their spouses are also "insureds", but only with respect to the conduct of your business. 3) A limited liability company, any member, but only with respect to the conduct of your business. Your managers are "insureds" but only with respect to their duties as your managers. 4) An organization other than a partnership, joint venture or limited liability company, your "executive officers·· and directors, 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. b. Any organization over which the Named Insured maintains majority interest and to which more specific insurance does not apply, other than one which you newly acquire or form; c. Any newly acquired or formed organization over which the Named Insured maintains majority interest and to which more specific insurance does not apply; provided that this policy does not apply to any injury or damage that took place before you acquired or formed the organization; d. Your "employees", other than either 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 within the scope of their employment by you or while performing duties related to the conduct of your business. However, none of these "employees·· are insureds for "bodily injury·· or "personal and advertising injury": UMB 00 02 0413 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 15 of 20 ACP CAA 7824501761 INSURED 47 0000620 UMB 00 02 0413 1) To you, to your partners or members (if you are a partnership or joint venture), to your members (if you are a limited liability company), to a co-"employee" in the course of his or her employment or performing duties related to the conduct of your business; 2) To the spouse, child, parent, brother or sister of that co-"employee" as a consequence of Paragraph 1) above: or 3) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraph 1) or 2) above. e. any person or organization while acting as your real estate manager; or f. your legal representative if you die, but only with respect to duties as such. No person or organization is an "insured" with respect to the conduct of any current, past or newly formed partnership or joint venture that is not designated within the Declarations of this policy as Named Insured. 8. "Leased worker" means a person leased to you by a labor leasing firm under an agreement between you and the labor leasing firm, to perform duties related to the conduct of your business. "Leased worker" does include a "temporary worker". 9. "Personal and advertising injury" means injury, including consequential "bodily injury", arising out of one or more of the following offenses committed in the course of your business: a. false arrest, detention or imprisonment; b. malicious prosecution; c. the wrongful eviction from, wrongful entry into, or invasion of the right of private occupancy of a room, dwelling or premises that a person occupies, committed by or on behalf of its owner, landlord or lessor; d. oral or written publication of material that slanders or libels a person or organization or disparages a person's or organizations goods, products or services: e. oral or written publication of material that violates a person's right of privacy; f. discrimination, unless insurance cover- age therefore is prohibited by law or statute; g. the use of another's advertising idea in your "advertisement"; or h. infringing upon another's copyright, trade dress or slogan in your "advertisement". 10. "Property damage" means: a. physical injury to tangible property, including all resulting loss of use of that property. All such loss of use shall be deemed to occur at the time of the physical injury that caused it; or b. loss of use of tangible property that is not physically injured. All such loss shall be deemed to occur at the time of the "occurrence" that caused it. 11. "Temporary worker" means a person who is furnished to you to substitute for a permanent "employee" on leave or to meet seasonal or short-term workload conditions. 12. "Tort liability" means a liability that would be imposed by law in the absence of any contract or agreement. CONDITIONS Applicable to Coverage A and Coverage B The following Conditions are applicable to both Coverage A and Coverage B. 1. Appeals At our option we can initiate or participate in an appeal of a judgment against any "insured'' if the judgment is for more than the amount of the Retained Limit Aggregate stated in the Declarations or the Limits of Insurance of ''underlying insurance". If we initiate or participate in an appeal, we will pay our costs of the appeal. These payments will be in addition to the Limits of Insurance of this policy. 2. Audit of Books and Records We may audit the "insured's" books and records at any time during the term of this insurance or within three years after expiration or termination. 3. Bankruptcy or Insolvency a. Bankruptcy or Insolvency of Insured Bankruptcy or insolvency of the "insured' or the "insured's" estate will not relieve us of our obligations under this policy. Page 16 of 20 Includes copyrighted material of Insurance Services Office, Inc., with its permission. UMB 00 02 04 13 ACP CAA 7824501761 INSURED 47 0000621 b. Bankruptcy or Insolvency of Underlying Insurer Bankruptcy or insolvency of the "underlying insurer" will not relieve us of our obligations under this policy. However, this insurance will not replace the "underlying insurance" in the event of bankruptcy or insolvency of the "underlying insurer". This insurance will apply as if the 'underlying insurance" were in full effect. 4. Cancellation a. The first Named Insured shown in the Declarations may cancel this policy by mailing or delivering to us advance writ- ten notice of cancellation. b. We may cancel this policy by mailing or delivering to the first Named Insured written notice of cancellation at least: 1) 10 days before the effective date of cancellation if we cancel for nonpayment of premium; or 2) 30 days before the effective date of cancellation if we cancel for any other reason. c. We will mail or deliver our notice to the first Named lnsured's last mailing ad- dress known to us. d. Notice of cancellation will state the effective date of cancellation. The policy period will end on that date. e. If this policy is cancelled, we will send the first Named Insured any premium refund due. If we cancel, the refund will be pro rata. If the first Named Insured cancels, the refund may be less than pro rata. The cancellation will be effective even if we have not made or offered a refund. f. If notice is mailed, proof of mailing will be sufficient proof of notice. 5. Changes Notice to any agent or knowledge possessed by any agent or by any other person will not effect a waiver or change in any part of this policy. This policy can only be changed by a written endorsement that becomes part of this policy. 6. Duties in the Event of ''Occurrence", Claim or "Suit'' a. You must see to it that we and your "underlying insurers": UMB 00 02 0413 1) are notified as soon as possible of any "occurrence" which may result in a claim if the claim may involve this policy or any "underlying insurance"; 2) receive notice of the claim or "suit" as soon as possible; 3) are helped, at our request, to enforce any right against any person or organization which may be liable to the ''insured" because of injury or damage to which this insurance applies; and 4) receive the "insured's" full cooperation as stated in this policy or in any "underlying insurance". b. Additionally, it is a requirement of this policy that: 1) the ''insured" not make any admission of liability; and 2) the ''insured" not, unless we agree, incur any expense or make any payment other than for first aid. Any such unauthorized expenses will be the "insured's'' own cost 7. First Named Insured The person or organization first named in the Declarations is primarily responsible for the payment of all premiums. The first Named Insured will act on behalf of all other "insureds" for the giving and receiving of notice of cancellation and the receiving of any return premiums that become payable under this policy. 8. Inspections and Surveys a. We have the right but are not obligated to: 1) make inspections and surveys at anytime; 2) give you reports on the conditions we find; and 3) recommend changes. b. Any inspections, surveys, reports or re- commendations 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 workers or the public. And we do not warrant that conditions: UMB 00 02 0413 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 17 of 20 ACP CAA 7824501761 INSURED 47 0000622 UMB 00 02 0413 1) are safe or healthful; or 2) comply with laws, regulations, codes or standards. c. 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. 9. Maintenance of Underlying Insurance a. While this policy is in effect you agree to maintain "underlying insurance" in full force. This means that: 1) "underlying insurance'' may not be cancelled or non-renewed by either you or the insurance company with- out notifying us: 2) renewals or replacements of ''under- lying insurance" will not be more restrictive in coverage; 3) terms, conditions and endorsements of "underlying insurance" will not materially change; 4) collectability of "underlying insurance" limits as listed in the Schedule of Underlying Insurance, or replacements thereof, must be available regardless of the bankruptcy or insolvency of the "underlying insurers"; and 5) limits of "underlying insurance" will not change except for any reduction in the aggregate limits of insurance by payment of loss. b. Your failure and/or your "underlying insurer's" failure to comply with this condition will not invalidate this policy, but in the event of such failure we will only be liable to the same extent as if there had been compliance with this condition. 10. ''Other Insurance" If "other insurance'' applies to claims covered by this policy, the insurance under this policy is excess and we will not make any payments until the "other insurance" has been exhausted by payment of claims. This insurance is not subject to the terms or conditions of any "other insurance". 1 O. "Other Insurance" If "other insurance" applies to claims covered by this policy, the insurance under this policy is excess and we will not make any payments until the "other insurance" has been exhausted by payment of claims. This insurance is not subject to the terms or conditions of any ''other insurance". 11. Other Umbrella Liability Policies If this policy and any other umbrella liability policy issued to you by us or any affiliated Company apply to the same "occurrence", the total maximum amount payable under all policies shall not exceed the highest applicable limit of liability under any one policy. 12. Policy Period a. If the "underlying insurance" applies on a claims-made basis, this insurance will respond to injury or damage only if a claim for damages is first received and recorded, in the manner prescribed by the "underlying insurance", during the policy period of this insurance shown in the Declarations, including any Extended Reporting Period applicable to this insurance, regardless of any Extended Reporting Period applicable to "underlying insurance". b. If the ''underlying insurance" does not apply on a claims-made basis, this insurance will respond to injury or damage that occurs or arises from an offense committed during the policy period of this insurance shown in the Declarations. 13. Premium The premium for this policy as stated in of the Declarations is a flat premium. It is not subject to adjustment unless an endorsement is attached to this policy. 14. Representations or Fraud By accepting this policy, you agree: a. The statements in the Declarations are accurate and complete; b. Those statements are based upon representations you made to us; c. We issued this policy in reliance upon your representations; and d. This policy is void in any case of fraud by you as it relates to this policy or any claim under this policy. Page 18 of 20 Includes copyrighted material of Insurance Services Office, Inc., with its permission. UMB 00 02 04 13 ACP CAA 7824501761 INSURED 47 0000623 15. Separation of Insureds Except with respect to the Limits of Insurance, and any rights or duties specifically assigned to the first Named Insured, 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. 16. Transfer of Rights and Duties Your rights and duties under this insurance may not be transferred without our written consent. If you die, then 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 apportioned, anyone having temporary custody of your property will have your rights and duties, but only with respect to that property. 17. Transfer of Rights of Recovery a. If the '"insured" has rights to recover all or part of any payment we have made under this insurance, those rights are transferred to us. The "insured" must do nothing after loss to impair them. At our request the "insured" will bring "suit'' or transfer those rights to us and help us enforce them. b. Any amount recovered will be appointed in the inverse order of payment of loss to the extent of actual payment. The expenses of all such recovery proceedings will be apportioned in the ratio of respective recoveries. 18. When Loss is Payable This policy will not apply until the "insured", or the "insured's" "underlying insurer", is obligated to pay the full amount of the underlying limit or Retained Limit Aggregate. When the amount of "loss" has finally been determined, we will promptly pay on behalf of the "insured" the amount of "loss" which falls within the terms of this policy. The first Named Insured will promptly reimburse us for any amount within the Retained Limit Aggregate paid by us. NUCLEAR ENERGY LIABILITY EXCLUSION A. The insurance does not apply: UMB 00 02 0413 1. Under any Liability Coverage, to "bodily injury" or "property damage": a. With respect to which an "insured" under the policy is also an insured under a nuclear energy liability policy issued by 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 (a) any person or organization is required to maintain financial protection pursuant to the Atomic Energy Act of 1954, or any law amendatory thereof, or (b) 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. Under any Medical Payments Coverage, to expenses incurred with respect to "bodily injury" resulting from the "hazardous properties" of "nuclear material" and arising out of the operation of a "nuclear facility'' by any person or organization. 3. Under any Liability Coverage, to "bodily injury'' or "property damage" resulting from "hazardous properties" of "nuclear material", if: a. The "nuclear material" (a) is at any "nuclear facility" owned by, or operated by or on behalf of, an "insured" or {b) 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 UMB 002 0413 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 19 of 20 ACP CAA 7824501761 INSURED 47 0000624 UMB 00 02 0413 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. B. As used in this endorsement: ''Hazardous properties" includes radioactive, toxic or explosive properties; ''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 them in the Atomic Energy Act of 1954 or in any law amendatory thereof; ''Spent fuel" means any fuel element or fuel component, solid or liquid, which has been used or exposed to radiation in a '"nuclear reactor"; ''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". "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; (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; "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: "Property damage'' includes all forms of radioactive contamination of property. Page 20 of 20 Includes copyrighted material of Insurance Services Office, Inc., with its permission. UMB 00 02 04 13 ACP CAA 7824501761 INSURED 47 0000625 UMB 00 28 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. LIMITATION OF COVERAGE TO DESIGNATED PREMISES -COVERAGE B This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA LIABILITY POLICY This insurance only applies to "injury or damage" arising out of the ownership, maintenance or use of premises designated in the "underlying insurance" and any operations necessary or incidental to those premises. Under DEFINITIONS, A. Applicable to Coverage A and Coverage B, definition 13. "Underlying insurance: is replaced by the following: 13. "Underlying insurance" means the policy or policies of insurance listed in the Schedule of Underlying Insurance forming a part of this policy. "Underlying insurance" does not include any Extended Reporting Periods on the policies shown in the Schedule of Underlying Insurance. Extended Reporting Periods must be endorsed onto this policy by us. All terms and conditions o1 this policy apply unless modified by this endorsement. UMB 00 28 04 13 Includes copyrighted material of Insurance Services Office, Inc., with its permission Page 1 011 ACP CAA 7824501761 INSURED 47 0000626 UMB 00 39 0712 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EXCLUSION -SUBSIDENCE OF LAND -COVERAGE B This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA LIABILITY POLICY A. Under EXCLUSIONS, C. Applicable to Coverage B Only, the following exclusion is added: Under Coverage B, this insurance does not apply to: "Subsidence" of Land "Property damage" included within the "products- completed operations hazard" arising out of the "subsidence" of land. B. Under DEFINITIONS, C. Applicable to Cover- age B Only, the following definition is added: "Subsidence" means earth movement, resulting from: a. Any natural event; or b. Any artificial cause, specifically including "your work" or the work of any other person or or- ganization. Earth movement includes, but is not limited to, landslide, mud flow, erosion, contraction, settling, sinking, rising or shifting. All terms and conditions of this policy apply unless modified by this endorsement. UMB 00 39 0712 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 1 of 1 UMB 00 50(11-02) THIS ENDORSEMENT CHANGES THE POLICY.PLEASE READ IT CAREFULLY. ENDORSEMENT -DISCRIMINATION EXCLUSION -COVERAGE B This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA LIABILITY POLICY Under the following exclusion is added:EXCLUSIONS,Applicable to Coverage B Only, Discrimination It is agreed that,with respect to Coverage B,all references in the policy to discrimination are deleted and no coverage is provided. All other terms and conditions remain unchanged. UMB 00 50(11-02) ACP CAA 7824501761 INSURED 47 0000627 ACP CAA 7824501761 INSURED 47 0000628 UMB 00 52 01 15 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CAP ON LOSSES FROM CERTIFIED ACTS OF TERRORISM This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA LIABILITY POLICY A. If aggregate insured losses attributable to terror- ist acts certified under the federal Terrorism Risk Insurance act exceed $100 billion in a Calendar Year and we have met our insurer deductible under the Terrorism Risk Insurance Act, we shall not be liable for the payment of any portion of the amount of such losses that exceeds $100 billion, and in such case insured losses up to that amount are subject to pro rata allocation in ac- cordance with procedures established by the Secretary of the Treasury. ''Certified act of terrorism" means an act that is certified by the Secretary of the Treasury, in accordance with the provisions of the federal Terrorism Risk Insurance Act to be an act of terrorism pursuant to the federal Terrorism Risk Insurance Act. The criteria contained in the Terrorism Risk Insurance Act for a "certified act of terrorism" included in the following: 1. The act resulted in insured losses in excess of $5 million in the aggregate, attributable to all types of insurance subject to the Terrorism Risk Insurance Act; and 2. The act is a violent act or an act that is dan- gerous to human life, property or infrastruc- ture and is committed by an individual or in- dividuals as part of an effort to coerce the civilian population of the United States or to influence the policy or affect the conduct of the United States Government by coercion. B. The terms and limitations of any terrorism exclu- sion, or the inapplicability or omission of a terror- ism exclusion, do not serve to create coverage for injury or damage that is otherwise excluded under the Policy. All terms and conditions of this policy apply unless modified by this endorsement. UMB 00 52 01 15 Includes Copyrighted Material of Insurance Services Office , Inc., with its permission. Page 1 of 1 UMB 00 64 01 20 THIS ENDORSEMENT CHANGES THE POLICY.PLEASE READ IT CAREFULLY. CONDITIONAL EXCLUSION OF TERRORISM (RELATING TO DISPOSITION OF FEDERAL TERRORISM RISK INSURANCE ACT) This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA LIABILITY POLICY A.Applicability Of The Provisions Of This 2.If the provisions of this endorsement be- Endorsement come applicable,such provisions: 1.The provisions of this endorsement become a.Supersede any terrorism endorsement applicable commencing on the date when already endorsed to this policy that ad- any one or more of the following first occurs.dresses "certified acts of terrorism" But if your policy (meaning the policy period and/or "other acts of terrorism",but only in which this endorsement applies)begins with respect to an incident(s)of terrorism after such date,then the provisions of this (however defined)which results in injury endorsement become applicable on the date or damage that occurs on or after the your policy begins.date when the provisions of this endorse- ment become applicable (for claimsmadea.The federal Terrorism Risk Insurance policies,such an endorsement is super-Program ("Program"),established by the seded only with respect to an incident ofTerrorismRiskInsuranceAct,has termi-terrorism (however defined)that resultsnatedwithrespecttothetypeofinsur-in a claim for injury or damage first beinganceprovidedunderthispolicy;or made on or after the date when the provi-b.A renewal,extension or replacement of sions of this endorsement become appli-the Program has become effective with-cable);andoutarequirementtomaketerrorismcov-b.Remain applicable unless we notify youerageavailabletoyouandwithrevisionsofchangesintheseprovisions,in re-that:sponse to federal law.(1)Increase our statutory percentage de-3.If the provisions of this endorsement do NOTductibleundertheProgramforterror-become applicable,any terrorism endorse-ism losses.(That deductible deter-ment already endorsed to this policy,thatminestheamountofallcertifiedaddresses"certified acts of terrorism"terrorism losses we must pay in a cal-and/or "other acts of terrorism",will con-endar year,before the federal govern-tinue in effect unless we notify you ofmentsharesinsubsequentpaymentchangestothatendorsementinresponsetoofcertifiedterrorismlosses.);or federal law.(2)Decrease the federal government's B.The following definitions are added and apply understatutorypercentageshareinpoten-this endorsement wherever the term terrorism,ortialterrorismlossesabovesuchde-the phrase any injury or damage,are enclosed inductible;or quotation marks:(3)Redefine terrorism or make insurance 1."Terrorism"means activities against persons,coverage for terrorism subject to pro-organizations or property of any nature:visions or requirements that differ from those that apply to other types of events or occurrences under this pol- icy. UMB 00 64 01 20 Page 1 of 2IncludescopyrightedmaterialofInsuranceServicesOffice,Inc., with its permission ACP CAA 7824501761 INSURED 47 0000629 UMB 00 64 01 20 3.The "terrorism"is carried out by means of thea.That involve the following or preparation for dispersal or application of pathogenicor poison-the following:ous biological or chemical materials;or(1)Use or threat of force or violence;or 4.Pathogenic or poisonous biological or chemical(2)Commission or threat of a dangerousact;materials are released,and it appears that oneorpurposeofthe"terrorism"was to release such (3)Commission or threat of an act that inter-materials;or feres with or disrupts an electronic,com-5.The total of insured damage to all types of prop-munication,information,or mechanical erty exceeds $25,000,000.In determiningsystem;and whether the $25,000,000 threshold is ex- b.When one or both of the following applies:ceeded,we will include all insured damage sus- tained by property of all persons and entities af-(1)The effect is to intimidate or coerce a fected by the "terrorism"and businessgovernmentorthecivilianpopulationor interruption losses sustained by owners or oc-any segment thereof,or to disrupt any cupants of the damaged property.For the pur-segment of the economy;or pose of this provision,insured damage means(2)It appears that the intent is to intimidate damage that is covered by any insurance plusorcoerceagovernment,or to further po-damage that would be covered by any insur-litical,ideological,religious,social or eco-ance but for the application of any terrorism ex-nomic objectives or to express (or ex-clusions;orpressoppositionto)a philosophy or 6.Fifty or more persons sustain death or seriousideology. physical injury.For the purposes of this provi-2."Any injury or damage"means any injury or sion,serious physical injury means:damage covered under any Coverage Part or a.Physical injury that involves a substantialunderlyinginsurancetowhichthisendorsement risk of death;orisapplicable,and includes but is not limited to "bodily injury","property damage","personal b.Protracted and obvious physical disfigure- and advertising injury","injury"or "environmen-ment;or tal damage"as may be defined in any applicable c.Protracted loss of or impairment of the func-Coverage Part or underlying insurance.tion of a bodily member or organ. C.The following exclusion is added:Multiple incidents of "terrorism"which occur within EXCLUSION OF TERRORISM a 72-hour period and appear to be carried out in concert or to have a related purpose or commonWewillnotpayfor"any injury or damage"caused leadership will be deemed to be one incident,fordirectlyorindirectlyby"terrorism",including action the purpose of determining whether the thresholdsinhinderingordefendingagainstanactualorex- in Paragraphs or are exceeded.C.5.C.6.pected incident of "terrorism"."Any injury or dam- age"is excluded regardless of any other cause or With respect to this Exclusion,Paragraphs andC.5. event that contributes concurrently or in any se-C.6.describe the threshold used to measure the quence to such injury or damage.But this exclu-magnitude of an incident of "terrorism"and the cir- sion applies only when one or more of the fol-cumstancesin which the threshold will apply,for the lowing are attributed to an incident of purpose of determining whether this Exclusion will "terrorism":apply to that incident.When the Exclusion applies to an incident of "terrorism",there is no coverage1.The "terrorism"is carried out by means of the under this policy.dispersal or application of radioactive material, or through the use of a nuclear weapon or de-The terms and limitations of any terrorism exclu- vice that involves or produces a nuclear reac-sion,or the inapplicability or omission of a terrorism tion,nuclear radiation or radioactive contamina-exclusion,do not serve to create coverage for injury tion;or or damage that is otherwise excluded under this policy.2.Radioactive material is released,and it appears that one purpose of the "terrorism"was to re- lease such material;or All terms and conditions of this policy apply unless modified by this endorsement. Page 2 of 2 UMB 00 64 01 20IncludescopyrightedmaterialofInsuranceServicesOffice,Inc., with its permission ACP CAA 7824501761 INSURED 47 0000630 UMB 04 00 (12-98) THIS ENDORSEMENT CHANGES THE POLICY.PLEASE READ IT CAREFULLY. CALIFORNIA CHANGES -CANCELLATION AND NONRENEWAL This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA LIABILITY POLICY A.Paragraphs b.and c.of the Cancellation Policy b)Discovery of fraud or material Condition are replaced by the following:misrepresentation by: b.All Policies In Effect For 60 Days Or Less i)Any insured or his or her representative in obtaining this insurance;orIfthispolicyhasbeenineffectfor60days or less,and is not a renewal of a policy ii)You or your representativewehavepreviouslyissued,we may can-in pursuing a claim undercelthispolicybymailingordeliveringtothispolicy.the first Named Insured at the mailing address shown in the policy and to the c)A judgment by a court of an ad-producer of record,advance written no-ministrative tribunal that youticeofcancellation,stating the reason for have violated a California orcancellation,at least:Federal law,having as one of its necessary elements an act1)10 days before the effective date of which materially increases anycancellationifwecancelfor:of the risks insured against. a)Nonpayment of premium;or d)Discovery of willful or grossly negligent acts or omissions orb)Discovery of fraud or material of any violations of state laws ormisrepresentationby:regulations establishing safety standards by you and your rep-i)Any insured or his or her resentative,which materially in-representative in obtaining crease any of the risks insuredthisinsurance;or against. ii)You or your representative e)Failure by you or your repre-in pursuing a claim under sentative to implement reason-this policy. able loss control requirements, 2)30 days before the effective date of agreed to you as a condition of cancellation if we cancel for any policy issuance,or which were other reason.conditions precedent to our use of a particular rate or rating c.All Policies In Effective For More Than 60 plan,if that failure materially in- Days creases any of the risks insured against.1)If this policy has been in effect for more than 60 days,or is a renewal f)A determination by the Com- of a policy we issued,we may cancel missioner of Insurance that the: this policy only upon the occurrence, after the effective date of the policy,i)Loss of,or change in,our of one or more of the following:reinsurance covering all or part of the risk woulda)Nonpayment of premium,in-threaten our financial integ- cluding payment due on a prior rity or solvency;or policy we issued and due during the current policy term covering ii)Continuation of the policy the same risks.coverage would: UMB 04 00 (12-98)Page 1 of 2 ACP CAA 7824501761 INSURED 47 0000631 UMB 04 00 (12-98) 1.Place us in violation of more than 120 days,before the expiration or California laws or the anniversary date. laws of the state where we are domiciled;or We will mail or deliver our notice to the first Named Insured,and to the producer of re-2.Threaten our solvency.cord,at the mailing address shown in the policy.g)A change by you or your repre- sentative in the activities or 2.We are not required to send notice of property of the commercial or nonrenewal in the following situations:industrial enterprise,which re- sults in a materially added,in-a.If the transfer or renewal of a policy, creased or changed risk,unless without any change in terms,conditions, the added,increased or or rates,is between us and a member of changed risk is included in the our insurance group. policy.b.If the policy has been extended for 90 2)We will mail or deliver advance writ-days or less,provided that notice has ten notice of cancellation,stating the been given in accordance with paragraph reason for cancellation,to the first B.1. Named Insured at the mailing ad- c.If you have obtained replacement cover-dress shown in the policy,and to the age,or if the Named Insured has agreed,producer of record,at least:in writing within 60 days of the termi- a)10 days before the effective date nation of the policy,to obtain that cover- of cancellation if we cancel for age. a reason listed in paragraph d.If the policy is for a period of no morec.1)a)or c.1)b);or than 60 days and you are notified at the b)30 days before the effective date time of issuance that it will not be re- of cancellation if we cancel for newed. any other reason listed in para-e.If the first Named Insured requests agraphc.1).change in the terms or conditions or risks B.The following is added and supersedes any pro-covered by the policy within 60 days of visions to the contrary:the end of the policy period. f.If we have made a written offer to the firstNonrenewalNamedInsured,in accordance with the 1.Subject to the provisions of Paragraph B.2.timeframes shown in paragraph B.1.,to below,if we elect not to renew this policy,we renew the policy under changed terms will mail or deliver written notice stating the or conditions or at an increased premium reason for nonrenewal to the first Named In-rate,when the increase exceeds 25%. sured shown in the Declarations and to the producer of record,at least 60 days,but not All other terms and conditions remained unchanged. UMB 04 00 (12-98)Page 2 of 2 ACP CAA 7824501761 INSURED 47 0000632 ACP CAA 7824501761 INSURED 47 0000633 UMB 04 04 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULL V. CALIFORNIA DEFINITIONS -AUTO AND MOBILE EQUIPMENT -COVERAGE A AND COVERAGE B This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA LIABILITY POLICY Under DEFINITIONS, A. Applicable to Coverage A and Coverage B, definition 1. "Auto" and definition 5. "Mobile equipment" are replaced by the following: 1. ''Auto" means: a. A land motor vehicle, trailer or semitrailer de- signed for use principally upon streets and highways; and b. Subject to the motor vehicle registration and financial responsibility laws of the state where it is licensed or principally garaged. However, "auto" does not include "mobile equip- ment". 5. ''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, main- tained primarily to provide mobility to perma- nently mounted: 1) Power cranes, shovels, loaders, diggers or drills; or 2) Road construction or resurfacing equip- ment such as graders, scrapers or rollers; e. Vehicles not described in Paragraph a., b., c. or d. above that are not self-propelled and are maintained primarily to provide mobility to permanently attached equipment of the fol- lowing 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 Paragraph a., b., c. or d. above maintained primarily for purposes other than the transportation of persons or cargo. However, self-propelled vehicles with the fol- lowing types of permanently attached equip- ment are not ''mobile equipment" but will be considered "autos": 1) Equipment designed primarily for: a) Snow removal; b) Road maintenance, but not construc- tion 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 land vehicles that are designed for use principally upon streets and highways and subject to the mo- tor vehicle registration and financial responsibility laws of the state where they are registered or principally garaged. All terms and conditions of this policy apply unless modified by this endorsement. UMB 04 04 0413 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 1 of 1 ACP CAA 7824501761 INSURED 47 0000634 UMB 70 10 05 14 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EXCLUSION -ACCESS OR DISCLOSURE OF CONFIDENTIAL OR PERSONAL INFORMATION AND DATA-RELATED LIABILITY -WITH LIMITED BODIL V INJURY EXCEPTION This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA LIABILITY POLICY A. Under Exclusions, A. Applicable to Coverage A and Coverage B, Exclusion 11. Electronic Data is replaced by the fol lowing: This insurance does not apply to: 11. Access Or Disclosure Of Confidential Or Personal Information And Data-related Liability Damages and "personal and advertising injury" arising out of: a. 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; or b. 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 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 a. or b. above. However, unless Paragraph a, above applies, this exclusion does not apply to damages because of "bodily injury''_ As used in this exclusion, electronic data means information, facts or programs stored as or on, created or used on, or transmitted to or from computer software, including systems and applications software, hard or floppy disks, CD-ROMs, tapes, drives. cells, data processing devices or any other media which are used with electronically controlled equipment. B. For the purposes of this endorsement, the following definitions are added to Definitions, B. Applicable to Coverage A Only: "Advertisement" means a notice that is broadcast or published to the general public or specific market segments about your goods, products or seNices for the purpose of attracting customers or supporters. "Bodily injury" means bodily injury, sickness or disease sustained by a person, including death resulting from any of these at any time. "Personal and advertising injury" means injury, including consequential "bodily injury", arising out of one or more of the following offenses committed in the course of your business: a. false arrest, detention or imprisonment; b. malicious prosecution; c. the wrongful eviction from, wrongful entry into, or invasion of the right of private occupancy of a room, dwelling or premises that a person occupies committed by or on behalf of its owner, landlord or lessor; d. oral or written publication of material that slanders or libels a person or organization or disparages a person's or organizations goods, products or services; e. oral or written publication of material that violates a person's right of privacy; f. discrimination unless insurance cover-age therefore is prohibited by law or statute: g. the use of another's advertising idea in your "advertisement"; or h. infringing upon another's copyright, trade dress or slogan in your "advertisement". All terms and conditions of this policy apply unless modified by this endorsement. UMB 70 10 05 14 Includes copyrighted material of Insurance Services Office, Inc, with its permission. Page 1 of 1 10940 (07-89) CALIFORNIA INSURANCE GUARANTEE ASSOCIATION IMPORTANT INFORMATION FOR CALIFORNIA POLICYHOLDERS Companies writing property and casualty insurance business in California are required to participate in the California Insurance Guarantee Association.If a company becomes insolvent the California Insurance Guarantee Association settles unpaid claims and assesses each insurance company for its fair share. California law requires all companies to surcharge policies to recover these assessments.If your policy is sur- charged,"CA Surcharge"with an amount will be displayed on your premium notice. 10940 (07-89) ACP CAA 7824501761 INSURED 47 0000635 ACP BPF 7824501761 INSURED COPY 47 00006 ******* IMPORTANT INSURANCE INFORMATION IN00010416 ******* Please read this Notice carefully. No coverage is provided by this notice nor can it be construed to replace any provision of your policy. You should read your policy and review your declarations page for complete information on the coverages you are provided. If there is any conflict between the policy and this notice, the provisions of the policy shall prevail. CONSUMER COMPLAINTS AND INFORMATION Thank you for choosing Nationwide:® to help you protect what's important to you. We value your business and want to ensure you have the current California service contact information if you need assistance. What you need to do Please keep this information with your insurance policy for reference. IF YOU SHOULD HAVE ANY QUESTIONS OR CONCERNS RELATED TO YOUR INSURANCE POLICY, YOU MAY CONTACT YOUR AGENT OR A COMPANY REPRESENTATIVE. THE CONTACT INFORMATION FOR YOUR AGENT IS LOCATED IN YOUR POLICY DOCUMENTS, AND THE CONTACT INFORMATION FOR A COMPANY REPRESENTATIVE FOLLOWS: NATIONWIDE INSURANCE COMPANY ATTN: CUSTOMER RELATIONS DEPARTMENT ONE WEST NATIONWIDE BLVD COLUMBUS OH 43215 -2220 TOLL FREE: 877-669-6877 WEB: WWW.NATIONWIDE.COM IF YOUR AGENT OR A COMPANY REPRESENTATIVE IS UNABLE TO RESOLVE YOUR CONCERN, YOU MAY ALSO CONTACT THE CALIFORNIA DEPARTMENT OF INSURANCE, CONSUMER SERVICES DIVISION AT: CALIFORNIA DEPARTMENT OF INSURANCE CONSUMER SERVICES AND MARKET CONDUCT BRANCH CONSUMER SERVICES DIVISION 300 SOUTH SPRING STREET, SOUTH TOWER LOS ANGELES, CA 90013 1-800-927-HELP{4357) 1-800-482-4833 {TDD) WEB: WWW.INSURANCE.CA.GOV You can always count on us to be there We appreciate your business and look forward to continuing to serve you. Cal Ins Code§ 510 IN00010416 Page 1 of 1 ACP BPF 7824501761 INSURED COPY 47 00007 IN 74 06 01 07 For use only in California, New Jersey, North Dakota, Washington IMPORTANT FLOOD INSURANCE NOTICE Thank you for the opportunity to provide your important insurance protection. As your insurance provider, we like to keep you informed of important issues that can potentially impact your property assets. This letter is to remind you of the importance of considering flood insurance and the importance of reviewing your policies on a regular basis. Your Commercial Property (Premier Businessowners and/or Commercial Property) and Farmowners' policy does not cover damage from floods to any property resulting directly or indirectly from "water." Excluded "water" losses include, but are not limited to those caused by flood, surface water, waves, tides, tidal waves, overflow of any body of water, or their spray, all whether driven by wind or not. You will need to read your policy for all of the details about excluded water losses. This is just a summary of the excluded water losses to highlight some important flood-related issues. In most communities, you can obtain flood insurance through your agent that is backed by the federal government's National Flood Insurance Program. In those qualifying communities, you can obtain flood insurance protection for your property regardless of your flood zone or flood risk. Your agent can assist you in 1) determining if your community participates in the National Flood Insurance Program, 2) assessing your flood risk, and 3) understanding flood policy availability. To learn more about flood insurance and your risk of flooding access the National Flood Insurance Program's consumer website at www.FloodSmart.gov. As you consider the risk of flooding in your area and consider your options for obtaining valuable protection, consider that: • All property is in a flood zone, regardless of whether an area has been defined as high risk or low risk. • Nearly 25% of all flood claims are for properties located in lower-risk flood areas or locations where flooding is not expected. • Floods can happen anywhere, at any time, causing anguish, destruction, and financial damage. • Changing weather patterns, as well as residential and business development, may increase your chance of experiencing a flood. • Flooding can occur as a result of clogged, overloaded, or inadequate storm drains. You don't have to live near a body of water to be flooded. • Federal disaster assistance is often a loan and must be repaid with interest. • Your commercial property and/or farmowner policies exclude loss by flooding. Ask your agent about obtaining flood insurance for commercial property today. Thank you for choosing us to meet your insurance needs. We value your business. IN 74 06 01 07 Page 1 of 1 ACP BPF 7824501761 INSURED COPY 47 00008 ******* IMPORTANT INSURANCE INFORMATION IN 78 091115 ******* Please read this Notice carefully. No coverage is provided by this notice nor can it be construed to replace any provision of your policy. You should read your policy and review your declarations page for complete information on the coverages you are provided. II there is any conflict between the policy and this notice, the provisions of the policy shall prevail. DATA BREACH & IDENTITY RECOVERY SERVICES Data Breach Services Information: Through a partnership with Hartford Steam Boiler, you have access to a data breach risk management portal called the eRiskHub®. The portal is designed to help you understand data information exposures, help you plan and be prepared for a data breach, and establish a response plan to manage the costs and minimize the effects of a data breach. Key features of the portal include: • Incident Response Plan Roadmap -suggested steps your business can take following data breach incident. Having an incident response plan prepared in advance of a breach can be useful for defense of potential litigation. • Online Training Modules -ready-to-use training for your business on privacy best practices and Red Flag Rules. • Risk Management Tools-assist your business in managing data breach exposures including self-assessments and state breach notification laws. • eRisk Resources - a directory to quickly find external resources on pre and post-breach disciplines. • News Center -cyber risk stories, security and compliance biogs, security news, risk management events, and helpful industry links. • Learning Center -best practices and white papers written by leading authorities. To access the eRiskHub®portal: • Enter https://www.eriskhub.com/nationwide in your browser. • Complete the information, including your name and company. Your User ID and Password are case-sensitive. • Enter your assigned access code: 12116-73. • Enter the challenge word on the screen, and click "Submit" and follow the instructions to complete your profile setup. • You can now login to the portal. You also have access to a help-line to answer breach related questions. Insureds having questions pertaining to how to prepare for a breach, help in identifying a breach, or other questions pertaining to breach related best practices can call our breach preparedness help- line. Experienced professionals are able to provide insights to help insureds understand the complicated environment pertaining to breaches of personal information. The breach preparedness help-line is 877-800-5028. IN 78 091115 Page 1 of 2 ACP BPF 7824501761 INSURED COPY 47 00009 IN 78 091115 In addition, you have the ability to purchase Data Compromise Insurance coverage and CyberOne Insurance coverage. The Data Compromise coverage covers the costs incurred by an insured to respond to a data breach, including expenses related to forensic information technology review, legal review, notification to affected individuals, services to affected individuals, public relations services. Insureds will also have the ability to include Data Compromise Defense and Liability coverage which covers the liability from a suit brought by an individual affected by the data breach. CyberOne coverage protects businesses against damage to electronic data and computer systems from a virus or other computer attack. It also protects a business's liability to third parties that may have suffered damage due to security weaknesses in the business's computer system. Identity Recovery Services Information: Through a partnership Hartford Steam Boiler, you will have access to a Toll-Free Identity Recovery Help Line designed to provide education about identity theft and identity theft risks. The toll-free Help Line is staffed by experienced identity theft counsellors who can answer questions and provide useful information and resources to identity theft victims. The Identity Recovery Help Line number is 877-800-5028. In addition, you have the ability to buy Identity Recovery insurance coverage as an included element of Data Compromise coverage or separately, on its own. The Identity Recovery coverage insures against the theft of identities of the insured's key owners, officers, and resident family members. The coverage provides the services of an identity theft case manager and pays for various out-of-pocket expenses due to a covered identity theft, including: • Legal fees for answer of civil judgments and defense of criminal charges • Phone, postage, shipping fees • Notary and filing fees • Credit bureau reports • Lost Wages and Child or Elder Care • Mental Health Counseling costs (Not Available in NY) • Miscellaneous Expense coverage Page 2 of 2 IN 78 091115 84 20287AMCOINSURANCECOMPANY 1100 LOCUST ST DEPT 1100 RENEWAL DES MOINES,IA 50391-2000 PREMIER FOOD SERVICE COMMON DECLARATIONS Policy Number:ACP BPF 7824501761 Named Insured:ESSEN CO INC -DBA ESSENCE OF FOOD Mailing Address:3753 MISSION AVE STE 115 OCEANSIDE,CA 92058-1473 Agency:ALLIANT INSURANCE SERVICES INC CSC Address:SAN MARCOS CA 92069-2938 Agency Phone Number:(760)304-7120 Policy Period:Effective From 07-31-22 To 07-31-23 12:01 AM Standard Time at your principal place of business. Form of your business entity:CORPORATION Description of your business:CATERER IN RETURN FOR THE PAYMENT OF THE PREMIUM AND SUBJECT TO ALL THE TERMS OF THIS POLICY, WE AGREE TO PROVIDE THE INSURANCE STATED IN THIS POLICY. CONTINUATION PROVISION:If we offer to continue your coverage and you or your representative do not accept, this policy will automatically terminate on the expiration date of the current policy period stated above.Failure to pay the required premium when due shall mean that you have not accepted our offer to continue your coverage. This policy will terminate sooner if any portion of the current policy period premium is not paid when due. RENEWAL POLICY NOTICE:In an effort to keep insurance premiums as low as possible,we have streamlined your renewal policy by not including printed copies of policy forms or endorsements that have not changed from your expiring policies,unless they include variable information that is unique to you.Refer to your prior policies for printed copies of these forms.If you have a need for any form,they are available by request from your agent. IMPORTANT INFORMATION FOR CALIFORNIA POLICYHOLDERS:Companies writing property and casualty insurance in California are required to participate in the California Insurance Guarantee Association.If a company becomes insolvent,the California Insurance Guarantee Association settles unpaid claims and assesses each insurance company for its fair share.California law requires all companies to surcharge policies to recover these assessments.If your policy is surcharged,"CA Surcharge"with an amount will appear on your premium notice. TOTAL POLICY PREMIUM Previous Policy Number ACP BPF 7814501761 ENTRY DATE 05-14-22 Countersignature Date These Common Policy Declarations,together with the Common Policy Conditions,Coverage Form Declarations, Coverage Forms and any endorsements issued to form a part thereof,complete the Policy numbered above. PB 81 00 (01-01)Page 1 of 2 DIRECT BILL LBUT MAC INSURED COPY UID 33 REPRINT 47 00010 Nationwide• is on your side PREMIER BUSINESSOWNERS POLICY $ 2,268.00 PREMIER FOOD SERVICE SCHEDULE OF NAMED INSUREDS Policy Period: Policy Number:ACP BPF 7824501761 From 07-31-22 To 07-31-23 Named Insured: ESSEN CO INC -DBA ESSENCE OF FOOD PB 81 00 (01-01)Page 2 of 2 INSURED COPY 47 00011 PREMIER BUSINESSOWNERS POLICY AMCO INSURANCE COMPANY IN WITNESS WHEREOF the Company has causedthis policy to be signed by its president and secretary and countersigned on the declarations page by a duly authorized representative of the company. SECRETARY PRESIDENT SP 00 02 09 16 Page 1 of 1 ACP BPF 7824501761 INSURED COPY 47 00012 PREMIER FOOD SERVICE PROPERTY DECLARATIONS Policy Period: Policy Number:ACP BPF 7824501761 From 07-31-22 To 07-31-23 Description of Premises Number:002 Building Number:001 Construction:FRAME Premises Address 3753 MISSION AVE STE 115 OCEANSIDE CA 92058-1473 Premises ID Occupancy T Classification:TAKE OUT ONLY RESTAURANT -NOC Described as:TAKE OUT RESTAURANT WE PROVIDE INSURANCE ONLY FOR THOSE COVERAGES INDICATED BY A LIMIT OR BY "INCLUDED". $ 250ThePropertyCoverageprovidedatthispremisesissubjecttoa Deductible,unless otherwise stated. COVERAGES LIMITS OF INSURANCE Building - Business Personal Property -Replacement cost ADDITIONAL COVERAGES -the Coverage Form Includes other Additional Coverages not shown. BusinessIncome-ALS-Months -HourWaitingPeriod -60 DayOrdinaryPayrollLimit12NO Extra Expense -Actual Loss Sustained (ALS)-12 Months -NOHour Waiting Period Equipment Breakdown Automatic Increase in Insurance -Building Automatic Increase in Insurance -Business Personal Property Back Up of Sewer and Drain Water (limit shown per Building,subject to policy aggregate)$25,000 OPTIONAL INCREASED LIMITS Included Limit Additional Limit Account Receivable $25,000 Valuable Papers and Records (At the Described Premises)$25,000 Forgery and Alteration $10,000 Money and Securities -Inside the Premises $10,000 Outside the Premises (Limited)$10,000 Outdoor Signs $2,500 Outdoor Trees,Shrubs,Plants and Lawns $10,000 Business Personal Property Away From Premises $15,000 Business Personal Property Away From Premises -Transit $15,000 Electronic Data $10,000 Interruption of Computer Operations $10,000 Building Property of Others $10,000 OPTIONAL COVERAGES -Other frequently purchased coverage options. Employee Dishonesty Ordinance or Law -1 -Loss to Undamaged Portion 2 -Demolition Cost and Broadened Increased Cost of Construction Ordinance or Law Broadened Food Service PLUS Endorsement Spoilage From Power Outage -$500 Deductible ADVANTAGE -Blanket Additional Limit PROTECTIVE SAFEGUARDS This premise has Protective Safeguards identified by symbols below.Insurance for Fire or Burglary and Robbery at this premise will be excluded if you do not notify us immediately if any of these safeguards are impaired. See for a description of each symbol.APPLICABLE SYMBOLS:PB 04 30 AMCO INSURANCE COMPANYPB81 01 (04-11)Page 1 of 2 DIRECT BILL LBUT MAC INSURED COPY UID 33 REPRINT 47 00013 PREMIER BUSINESSOWNERS POLICY P-8; NOT NOT PROVIDED $56,200 INCLUDED INCLUDED INCLUDED PROVIDED 2.9% $5,000 $25,000 $25,000 $10,000 $10,000 $10,000 $2,500 $10,000 $15,000 $15,000 $10,000 $10,000 $10,000 NOT PROVIDED NOT PROVIDED NOT PROVIDED NOT PROVIDED INCLUDED $10,000 $100,000 PREMIER FOOD SERVICE MORTGAGEE ASSIGNMENT INFORMATION Policy Period: Policy Number:ACP BPF 7824501761 From 07-31-22To 07-31-23 Additional Interest:Interest Number:Loan Number: Interest: Additional Interest:Interest Number:Loan Number: Interest: Additional Interest:Interest Number:Loan Number: Interest: Additional Interest:Interest Number:Loan Number: Interest: Additional Interest:Interest Number:Loan Number: Interest: Additional Interest:Interest Number:Loan Number: Interest: Additional Interest:Interest Number:Loan Number: Interest: Additional Interest:Interest Number:Loan Number: Interest: Additional Interest:Interest Number:Loan Number: Interest: Additional Interest:Interest Number:Loan Number: Interest: PB 81 01 (04-11)Page 2 of 2 DIRECT BILL LBUT MAC INSURED COPY UID 33 47 00014 PREMIER BUSINESSOWNERS POLICY PREMIER BUSINESSOWNERS POLICY PREMIER FOOD SERVICE LIABILITY DECLARATIONS Policy Period: Policy Number:ACP BPF 7824501761 From 07-31-22 To 07-31-23 LIMITS OF INSURANCE Each Occurrence Limit of Insurance Per Occurrence Per PersonMedicalPaymentsCoverageSubLimit Per Covered LossTenantsPropertyDamageLegalLiabilitySubLimit Per Person Or OrganizationPersonalandAdvertising Injury All OccurrencesProducts–Completed Operations Aggregate All OccurrencesGeneralAggregate (Other than Products –Completed Operations) AUTOMATIC ADDITIONAL INSUREDS STATUS The following personsor organizations are automatically insureds when you and they have agreed in a written contract or agreement that such person or organization be added as an additional insured on your policy. Co-Owners of Insured Premises Controlling Interest Grantor of Franchise or License Lessors of Leased Equipment Managers or Lessors of Leased Premises Mortgagee, Assignee or Receiver Owners or Other Interest from Whom Land has been Leased State or Political Subdivisions -Permits Relating to Premises PROPERTY DAMAGE DEDUCTIBLE NONE OPTIONAL COVERAGES Hired Auto Liability Coverage Nonowned Auto Liability Coverage The Liability portion of your total policy premium is an advance premium and may be subject to adjustment PB 81 03 (06-12)Page 1 of 2AMCOINSURANCECOMPANY DIRECT BILL LBUT MAC INSURED COPY UID 33 REPRINT 47 00015 $1,000,000 $5,000 $300,000 $1,000,000 $2,000,000 $2,000,000 Included in Each Occurrence Limit of Insurance Included in Each occurrence Limit of Insurance PREMIER BUSINESSOWNERS POLICY PREMIER FOOD SERVICE FORMS AND ENDORSEMENTS SUMMARY Policy Period: Policy Number:ACP BPF 7824501761 From 07-31-22 To 07-31-23 FORM NUMBER TITLE PB 81 03 (06-12)Page 2 of 2 INSURED COPY 47 00016 LI0021 PB0002 PB0006 PB0009 PB0404 PB0412 PB2099 PB2998 PB2999 PB9004 PB0430 PB2002 PB1504 PB0523 PB6072 PB0497 PB0447 PB6004 PB6003 IN7406 IN7809 INOOOl 0101 1114 1114 1114 0101 0101 0411 0908 0215 1220 0917 1114 1114 0715 0711 0707 1114 0411 0411 0107 1115 0416 NUCLEAR ENERGY LIABILITY EXCLUSION PREMIER BUSINESSOWNERS PREMIER BUSINESSOWNERS LIABILITY COVERAGE FORM PREMIER BUSINESSOWNERS COMMON POLICY CONDITIONS HIRED AUTO AND NON-OWNED AUTO LIABILITY LIMITATION OF COVERAGE TO DESIGNATED PREMISES BUSINESSOWNERS ADVANTAGE EXCLUSION -VIOLATION OF CONSUMER PROTEC EXCLUSION -FUNGI OR BACTERIA CALIFORNIA AMENDATORY ENDORSEMENT PROTECTIVE SAFEGUARDS FOOD SERVICE PLUS ENDORSEMENT ACCESS OR DISCLOSURE OF CONFIDENTIAL OR PERSONAL INFORMATION CAP ON LOSSES FROM CERTIFIED ACTS OF TERRORISM AMENDMENT TO OTHER INSURANCE CLAUSE FOR ADDITIONAL INSUREDS WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO U ADDITIONAL INSURED -VENDORS ADDITIONAL INSURED -SERVICES PERFORMED ON PREMISES OF ADDITI ADDITIONAL INSURED -MUNICIPALITIES OR PUBLIC AGENCY -INSURE IMPORTANT NOTICES IMPORTANT FLOOD INSURANCE NOTICE DATA BREACH & IDENTITY RECOVERY SERVICES CONSUMER COMPLAINTS AND INFORMATION BUSINESSOWNERS PB 00 02 11 14 PREMIER BUSINESSOWNERS PROPERTY COVERAGE FORM TABLE OF CONTENTS A.COVERAGES ......................................................................................................................................................2 1.COVERED PROPERTY ..............................................................................................................................2 2.PROPERTY NOT COVERED......................................................................................................................3 3.COVERED CAUSES OF LOSS...................................................................................................................3 4.LIMITATIONS...............................................................................................................................................3 5.ADDITIONAL COVERAGES........................................................................................................................4 a.Debris Removal.....................................................................................................................................4 b.Preservation Of Property.......................................................................................................................5 c.Fire Department Service Charge...........................................................................................................5 d.Fire Extinguisher Recharge...................................................................................................................5 e.Collapse.................................................................................................................................................5 f.Water Damage,Other Liquids,Powder Or Molten Material Damage...................................................6 g.Business Income ...................................................................................................................................6 h.Extra Expense.......................................................................................................................................7 i.Pollutant Clean Up And Removal..........................................................................................................8 j.Civil Authority.........................................................................................................................................8 k.Money Orders And Counterfeit Money..................................................................................................8 l.Forgery And Alteration ..........................................................................................................................9 m.Increased Cost Of Construction Damaged Property..........................................................................9 n.Equipment Breakdown .......................................................................................................................10 o.Arson Reward for Conviction..............................................................................................................12 p.Money And Securities ........................................................................................................................12 q.Appurtenant Structures ......................................................................................................................13 r.Back Up Of Sewer Or Drain Water Damage......................................................................................13 s.Dependent Properties Business Income.........................................................................................14 t.Limited Coverage for Fungi,Wet Rot Or Dry Rot...............................................................................14 u.Building Property of Others ................................................................................................................15 v.Unauthorized Business Card Use ......................................................................................................16 w.Computer Fraud And Funds Transfer Fraud......................................................................................16 6.COVERAGE EXTENSIONS ......................................................................................................................16 a.Newly Acquired or Constructed Property...........................................................................................16 b.Newly Acquired Property -Business Income.....................................................................................17 c.Personal Property Off-premises.........................................................................................................17 d.Outdoor Trees,Shrubs,Plants,and Lawns .......................................................................................18 e.Outdoor Signs.....................................................................................................................................18 f.Personal Effects .................................................................................................................................18 g.Valuable Papers And Records ...........................................................................................................18 h.Accounts Receivable..........................................................................................................................19 i.Salespersons Samples.......................................................................................................................19 j.Business Income and Extra Expense Increased Period of Restoration Due to Ordinance or Law .19 k.Removal Permit..................................................................................................................................19 l.Electronic Data ...................................................................................................................................20 m.Interruption of Computer Operations..................................................................................................20 B.EXCLUSIONS ...................................................................................................................................................21 C.LIMITS OF INSURANCE ..................................................................................................................................26 D.DEDUCTIBLES .................................................................................................................................................27 E.PROPERTY LOSS CONDITIONS ....................................................................................................................28 F.PROPERTY GENERAL CONDITIONS ............................................................................................................32 G.OPTIONAL COVERAGES ................................................................................................................................33 1.Employee Dishonesty Optional Coverage.................................................................................................33 2.Ordinance or Law Optional Coverages......................................................................................................35 3.Optional Amendment of Coverage -Exclude Theft ...................................................................................37 H.PROPERTY DEFINITIONS...............................................................................................................................38 PB 00 02 11 14 Page 1 of 42IncludescopyrightedmaterialofInsuranceServicesOffice,Inc.,with its permission. ACP BPF 7824501761 INSURED COPY 47 00017