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HomeMy WebLinkAboutCOI - Syserco Energy Solutions, Inc. - Expires 2024-03-01DocuSign Envelope ID: C63E5814-285A-4575-A3E6-F6AO87BO3266 SYSEENE-01 MIZO A� �� CERTIFICATE OF LIABILITY INSURANCE DATE(M 2023YY) 7/7/2023 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 BYTHE 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 endorsements . PRODUCER License # OG66614 o cT One Risk Group, LLC DBA: One Risk Management & Insurance Services 6701 Koll Center Parkway, Suite 350 Pleasanton, CA 94566 PHONN , Ext : 925 226-7350 FAX ) (A/C, No : 925 226-7380 EADD -MAIL , Certificates@oneriskgroup.com INSURERS AFFORDING COVERAGE NAIC # INSURERA:Travelers Indemn1tv Co of CT 25682 INSURED INSURER B :Travelers Property Casualty Company of America 25674 INSURER c : Berkshire Hathaway Homestate Ins Co 20044 Syserco Energy Solutions, Inc. 215 Fourier Avenue Fremont, CA 94539 INSURER D : St. Paul Sur lus Lines Insurance Company 30481 INSURER E: INSURER F : COVERAGES CI:RTIFIr`ATG Id, ==o- nwaI-Ir le w awirarra_ 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 CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADD SUBR POLICY NUMBER POLICY EXP LIMITS A X COMMERCIAL GENERAL LIABILITY CLAIMS-141ADE OCCUR �( )( CO-4W765201 r31112023 3/1/2024 EACH OCCURRENCE $ 1,000,000 PREMISES (Ea occurrence) DAMAGE TO RENTED $ 300,000 MED EXP (Any one erson $ 15,000 PERSONAL & ADV INJURY $ 1,000,000 GEN'LAGGREGATE LIMIT APPLIES PER: POLICY a JIRCQ LOC GENERAL AGGREGATE S 2,000,000 PRODUCTS - COMP/OP AGG S 2,000,000 $ OTHER A AUTOMOBILE X LIABILITY ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS X X BA-4W762364 31112023 3/112024 COMBINED SINGLE LIMIT (Ea accident) S 1,000,000 BODILY INJURY(per erson s BODILY INJURY Per acddent $ WN p AH�J S ONLY AUTO QN�Y Pe�acdd�lDAMAGE $ $ B X UMBRELLA L1AB EXCESS L1AB X OCCUR CLAIMS -MADE X X CUP-4W765409 3/112023 31112024 EACH OCCURRENCE $ 10,000,000 AGGREGATE $ 10,000,000 DED I X I RETENTION$ 10,000 $ C WORKERS COMPENSAT ON AND EMPLOYERS LIABI�ITY X PER STATUTE OTH- D ANY PROPRIETOR/PARTNERlEXECUTIVE YIN QJaFnl JE lMEMBER EXCLUDED? Q (t mry to NIHj If yes, describe under DESCRIPTION OF OPERATIONS below Prof/Pollution N / A X X SYWC456341 CD-211274632 31112023 3/1/2023 3/1/2024 3/112024 E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYE S 1,000,000 E.L. DISEASE - POLICY LIMIT Each Claim 1 Agg $ 1,000,000 3,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space Is required) Job #4002EP20KT Re: City of Gilroy - Solar PV Project, Various locations, Gilroy, CA. Gilroy DG Solar, LLC, Owner, Independent Engineer, Project Lenders, Electric Utility, City of Gilroy and Landowner are named as additional insured to the extent provided in the attached form. Primary wording to the extent provided in the attached form. Waiver of Subrogation applies to General Liability, Automobile Liability, Umbrella Liability, Pollution Liability and Workers Compensation to the extent provided in the attached form. 4020 EP20MU, 25 - Gilroy DG Solar, LLC c/o Jua Capital 1902 Wright Place Ste.200 Carlsbad, CA 92008 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ✓VY1 Ora l edL AL;UKU 25 (2U16103) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD DocuSign Envelope ID: C63E5814-285A-4575-A3E6-F6A087B03266 RE: Policy number CO-4W765201 COMMERCIAL GENERAL LIABILITY THiS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED (includes Products -Completed Operations If Required By Contract} This endorsement modifies Insurance provided underthe following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PROVISIONS The following is added to SECTION II — WHO IS AN INSURED: Any person or organization that you agree in a written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only: a. With respect to liability for "bodily injury" or "property damage" that occurs, or for "personal injury" caused by an offense that is committed, subsequent to the signing of that contract or agreement and while that part of the contract or agreement is in effect; and b. If, and only to the extent that, such injury or damage is caused by acts or omissions of you or your subcontractor in the performance of "your work" to which the written contract or agreement applies. Such person or organization does not qualify as an additional insured with respect to the independent acts or omissions of such person or organization. The insurance provided to such additional insured is subject to the following provisions: a. If the Limits of Insurance of this Coverage Part shown in the Declarations exceed the minimum limits required by the written contract or agreement, the insurance provided to the additional insured will be limited to such minimum required limits. For the purposes of determining whether this limitation applies, the minimum limits required by the written contract or agreement will be considered to include the minimum limits of any Umbrella or Excess liability coverage required for the additional insured by that written contract or agreement. This provision will not increase the limits of insurance described in Section Ili — Limits Of Insurance. (1) Any "bodily injury", "property damage" or "personal injury" arising out of the providing, or failure to provide, any • professional architectural, engineering or surveying services, including: (a) The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders or change orders, or the preparing, approving, or failing to prepare or approve, drawings and specifications; and (b) Supervisory, inspection, architectural or engineering activities. (2) Any "bodily injury" or "property damage" caused by "your work" and included In the "products -completed operations hazard" unless the written contract or agreement specifically requires you to provide such coverage for that additional insured during the policy period. c. The additional insured must comply with the following duties: (1) Give us written notice as soon as practicable of an "occurrence" or an offense which may result in a claim. To the extent possible, such notice should include: (a) How, when and where the "occurrence" or offense took place; (b) The names and addresses of any injured persons and witnesses; and (c) The nature and location of any injury or damage arising out of the "occurrence" or offense. b. The insurance provided to such additional (2) If a claim is made or "suit" is brought against insured does not apply to: the additional insured: CG D2 46 0419 0 2018The Travelers Indemnity Company. All rights reserved. Page 1 of 2 DocuSign Envelope ID: C63E5814-285A-4575-A3E6-F6A087B03266 COMMERCIAL GENERAL LIABILITY (a) Immediately record the specifics of the claim or "suit" and the date received; and (b) Notify us as soon as practicable and see to it that we receive written notice of the claim or "suit" as soon as practicable. (3) Immediately send us copies of all legal papers received in connection with the claim or "suit", cooperate with us in the investigation or settlement of the claim or defense against the "suit", and otherwise comply with all policy conditions. (4) Tender the defense and indemnity of any claim or "suit" to any provider of other Insurance which would cover such additional insured for a loss we cover. However, this condition does not affect whether the insurance provided to such additional Insured is primary to other insurance available to such additional insured which covers that person or organization as a named insured as described in Paragraph 4., Other Insurance, of Section IV — Commercial General Liability Conditions. Page 2 of 2 0 2018 The Travelers Indemnity Company. All rights reserved. CG D2 46 0419 DocuSign Envelope 10: C63E5814-285A-4575-A3E6-F6A087B03266 RE: Policy number CO-4W765201 COMMERCIAL GENERAL LIABILITY C. Method Of Sharing If all of the other insurance permits contribution by equal shares, we will follow this method also. Under this approach each insurer contributes equal amounts until it has paid its applicable unit of insurance ornone- of theloss remains, whichever comes first. If any of the other Insurance does not permit contribution by equal shares, we will contribute by limits. Under this method, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. d. Primary And Non -Contributory Insurance If Required By Written Contract If you specifically agree in a written contract or agreement that the insurance afforded to an insured under this Coverage Part must apply on a primary basis, or a primary and non- contributory basis, this insurance is primary to other insurance that is available to such insured which covers such insured as a named insured, and we will not share with that other insurance, provided that: (1) The "bodily Injury' or "property damage" for which coverage is sought occurs; and (2) The "personal and advertising injury" for which coverage is sought is caused by an offense that is committed; subsequent to the signing of that contract or agreement by you. 5. Premium Audit a. We will compute all premiums for this Coverage Part in accordance with our rules and rates. b. Premium shown in this Coverage Part as advance premium is a deposit premium only. At the close of each audit period we will compute the earned premium for that period and send notice to the first Named insured. The due date for audit and retrospective premiums is the date shown as the due date on the bill. If the sum of the advance and audit premiums paid for the policy period is greater than the earned premium, we will return the excess to the first Named Insured. c. The first Named insured must keep records of the information v►re need for premium computation, and send us copies at such times as we may request. 6. Representations 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; and c._ We. -have-Issued, this_,policy___in reliance —upon - your representations. The unintentional omission of, or unintentional error in, any information provided by you which we relied upon in issuing this policy will not prejudice your rights -under this insurance. However, this provision does not affect our right to collect additional premium or to exercise our rights of cancellation or nonrenewal in accordance with applicable insurance laws or regulations. 7. Separation Of Insureds Except with respect to the Limits of Insurance, and any rights or duties specifically assigned in this Coverage Part 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. 8. Transfer Of Rights Of Recovery Against Others To Us If the insured has rights to recover all or part of any payment we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request, the insured will bring "suit" or transfer those rights to us and help us enforce them. 9. When We Do Not Renew If we decide not to renew this Coverage Part, we will mail or deliver to the first Named Insured shown in the Declarations written notice of the nonrenewal not less than 30 days before the expiration date. If notice is mailed, proof of mailing will be sufficient proof of notice. SECTION V — DEFINITIONS 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. For the purposes of this definition: a. Notices that are published include material placed on the Internet or on similar electronic means of communication; and b. Regarding websites, only that part of a website that is about your goods, products or services for the purposes of attracting customers or supporters is considered an advertisement. Page 16 of 21 © 2017 The Travelers Indemnity Company. All rights reserved, CG T1 00 0219 Includes copyrighted material of Insurance Services Office, Inc. with Its permission. DocuSign Envelope ID: C63E5814-285A-4575-A3E6-F6A087B03266 RE: Policy number CO-4W765201 COMMERCIAL GENERAL LIABILITY a. We have used up the applicable limit of workers" while performing duties Insurance in the payment of judgments, related to the conduct of your settlements or medical expenses; or business; b. The conditions set forth above, or the terns of (b) To the spouse, child, parent,'brother or -N the agreement described in Paragraph f. above, sister of that co -"employee" or are no longer met. "volunteer worker" as a consequence SECTION Il —WHO IS AN INSURED of Paragraph (1)(a) above; 1. If you are designated in the Declarations as: (c) For which there is any obligation to a. An individual, you and your spouse are share damages with or repay someone insureds, but only with respect to the conduct else who must pay damages because of a business of which you are the sole owner. of the injury described in Paragraph b. A partnership or joint venture, you are an (1)(a) or (b) above; or insured. Your members, your partners, and (d) Arising out of his or her providing or their spouses are also insureds, but only with failing to provide professional health respect to the conduct of your business. care services. c. A limited liability company, you are an insured. Unless you are in the business or Your members are also insureds, but only with occupation of providing professional health respect to the conduct of your business. Your care services, Paragraphs (1)(a), (b), (c) managers are insureds, but only with respect to and (d) above do not apply to "bodily injury" their duties as your managers. arising out of providing or failing to provide d. An organization other than a partnership, joint first aid or "Good Samaritan services" by any of your "employees" or "volunteer venture or limited liability company, you are an workers", other than an employed or insured. Your "executive officers" and directors volunteer doctor. Any such "employees" or are insureds, but only with respect to their "volunteer workers" providing or failing to duties as , your officers or directors. Your provide first aid or "Good Samaritan stockholders are also insureds, but only with services" during their work hours for you respect to their liability as stockholders. will be deemed to be acting within the e. A trust, you are an insured. Your trustees are scope of their employment by you or also insureds, but only with respect to their performing duties related to the conduct of duties as trustees. your business. 2. Each of the following is also an insured: (2) "Property damage" to property: a. Your "volunteer workers" only while performing (a) Owned, occupied or used by; duties related to the conduct of your business, (b) Rented to, in the care, custody or or your "employees", other than either your control of, or over which physical "executive officers" {if you are an organization control is being exercised for any other than a partnership, joint venture or limited purpose by; liability company) or your managers (if you are a you, any of your "employees", "volunteer limited liability company), but only for acts workers", any'partner or member (if you are within the scope of their employment by you or a partnership or joint venture), or any while performing duties related to the conduct member (if you are a limited liability of your business. However, none ofthese company}. employees or volunteer workers�� are insureds for: b. Any person (other than your "employee" or "volunteer workers'), or any organization, while (1) "Bodily injury" or "personal injury": acting as your real estate manager. (a) To you, to your partners or members (if c. Any person or organization having proper you are a partnership or joint venture), temporary custody of your property if you die, to your members (if you are a limited but only: liability company), to a co -"employee" while in the course of his or her (1) With respect to liability arising out of the employment or performing duties maintenance or use of that property; and related to the conduct of your (2) Until your legal representative has been business, or to your other "volunteer appointed. CG T1 00 02 19 ® 2017 The Travelers Indemnity Company. All rights reserved. Page 11 of 21 Includes copyrighted material of Insurance Services Office, Inc. with its permission. 7ocuSign Envelope ID: C63E5814-285A-4575-A3E6-F6A087B03266 COMMERCIAL GENERAL LIABILITY d. Your legal representative if you die, but only with respect to duties as such. That representative will have all your rights and duties under this Coverage Part. e. Any person or organization that, with your e)ress or implied consent, -either uses or is responsible for the use of a watercraft that you do not own that is: (1) 50 feet long or less; and (2) Not being used to carry any person or property for a charge. 3. Any organization you newly acquire or form, other than a partnership, joint venture or limited liability company, and of which you are the sole owner or in which you maintain an ownership interest of more than 50%, will qualify as a Named insured if there is no other similar insurance available to that organization. However: a. Coverage under this provision is afforded only until the 180th day after you acquire or form.the organization or the end of the policy period, whichever is earlier; 5. b. Coverage A does not apply to "bodily injury" or "property damage" that occurred before you acquired or formed the organization; and c. Coverage B does not apply to "personal and advertising Injury' arising out of an offense committed before you acquired or formed the organization. For the purposes of Paragraph 1. of Section II — Who Is An Insured, each such organization will be deemed to be designated in the Declarations as: a. An organization, other than a partnership, joint venture or limited liability company, or b. A trust; as indicated In its name or the documents that govem its structure. 4. Any person or organization that is a premises owner, manager or lessor and that you have agreed in a written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only with respect to liability for "bodily injury', "property damage" or "personal and advertising injury" that: a. is "bodily injury' or "property damage" that occurs, or is "personal and advertising injury" caused by an offense that is committed, subsequent to the signing of that contract or agreement; and b. Arises out of the ownership, maintenance or use of that part of any premises leased to you. The insurance provided to such premises owner, manager or lessor is subject to the following provisions:_ a. The limits of insurance provided to such premises owner, manager or lessor will be the minimum limits that you agreed to provide in the written contract or agreement, or the limits shown in the Declarations, whichever are less. b. The Insurance provided to such premises owner, manager or lessor does not apply to: (1) Any "bodily Injury" or "property damage" that occurs, or "personal and advertising injury" caused by an offense that is committed, after you cease to be a tenant in that premises; or (2) Structural alterations, new construction or demolition operations performed by or on behalf of such premises owner, manager or lessor. Any person or organization that is an equipment lessor and that you have agreed in a written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only with respect to liability for "bodily injury', "property damage", or "personal and advertising injury'that: a. is "bodily injury' or "property damage" that occurs, or is "personal and advertising injury" caused by an offense that is committed, subsequent to the signing of that contract or agreement; and b. Is caused, in whole or in part, by your acts or omissions in the maintenance, operation or use of equipment leased to you by such equipment lessor. The insurance provided to such equipment lessor is subject to the following provisions: a. The limits of insurance provided to such equipment lessor will be the minimum limits that you agreed to provide in the written contract or agreement, or the limits shown in the Declarations, whichever are less. b. The insurance provided to such equipment lessor does not apply to any "bodily injury' or "property damage" that occurs, or "personal and advertising injury' caused by an offense that is committed, after the equipment lease e.Vires. No person or organization is an insured with respect to the conduct of any current or past partnership, joint Page 12 of 21 ® 2017 The Travelers Indemnity Company. All rights reserved. CG T1 00 0219 Includes copyrighted material of insurance Services Office, Inc. with its permission. DocuSign Envelope ID: C63E5814-285A-4575-A3E6-F6A087B03266 , venture or limited liability company that is not shown as a Named Insured in the Declarations. This paragraph does not apply to any such partnership, joint venture or limited liability company that otherwise qualifies as an insured under Section 11— Who Is An Insured. SECTION III — LIMITS OF INSURANCE 1. The Limits of Insurance shown in the Declarations and the rules below fix the most we will pay regardless of the number of: a. Insureds; b. Claims made or "suits" brought; or c. Persons or organizations making claims or bringing "suits". 2. The General Aggregate Limit is the most we will pay for the sum of: a. Medical expenses under Coverage C; b. Damages under Coverage A, except damages because of "bodily injury' or "property damage" included in the "products -completed operations hazard"; and c. Damages under Coverage B. 3. The Products -Completed Operations Aggregate Limit is the most we will pay under Coverage A for damages because of "bodily injury' and "property damage" included in the "products -completed operations hazard". 4. Subject to Paragraph 2. above, the Personal And Advertising Injury Limit is the most we will pay under Coverage B for the sum of all damages because of all "personal injury' and "advertising Injury' sustained by any one person or organization. 5. Subject to Paragraph 2. or 3. above, whichever applies, the Each Occurrence Limit is the most we will pay for the sum of: a. Damages under Coverage A; and b. Medical expenses under Coverage C; because of all "bodily injury' and "property damage" arising out of any one "occurrence". For the purposes of determining the applicable Each Occurrence Limit, all related acts or omissions committed in providing or failing to provide first aid or "Good Samaritan services" to any one person will be deemed to be one "occurrence". COMMERCIAL GENERAL LIABILITY a. The amount shown for the Damage To Premises Rented To You Limit In the Declarations of this Coverage Part; or b. $300,600 if no amount is shown for the Damage To Premises Rented To You Limit in the Declarations of this Coverage Part. 7. Subject to ,Paragraph S. above, the Medical Expense Limit is the most we will pay under Coverage C for all medical expenses- because of "bodily Injury" sustained by any one person. The Limits of insurance of this Coverage Part 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 last preceding period for purposes of determining the Limits of insurance. SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS 1. Bankruptcy Bankruptcy or insolvency of the insured or of the insured's estate will not relieve us of our obligations under this Coverage Part. 2. Duties in The Event Of Occurrence, Offense, Claim Or Suit a. You must see to it that we are notified as soon as practicable of an "occurrence" or an offense which may result in a claim. To the extent possible, notice should include: (1) How, when and where the "occurrence" or offense took place; (2) The names and addresses of any injured persons and witnesses; and (3) The nature and location of any injury or damage arising out of the "occurrence" or offense. b. if a claim is made or "suit" is brought against any insured, you must: (1) Immediately record the specifics of the claim or "suit" and the date received; and (2) Notify us as soon as practicable. You must see to it that we receive written notice of the claim or "suit" as soon as practicable. 6. Subject. to Paragraph 5. above, the Damage To c. You and any other involved insured must: Premises Rented To You Limit is the most we will pay under Coverage A for damages because of (1) Immediately send us copies of any "Premises damage" to any one premises. The demands, notices, summonses or legal Damage To Premises Rented To You Limit will be: papers received in connection with the claim or "suit"; CG T1 00 02 19 © 2017 The Travelers Indemnity Company. All rights ?eserved. Page 13 of 21 Includes copyrighted material of insurance Services Office, Inc. with its permission. 7ocuSign Envelope ID: C63E5814-285A-4575-A3E6-F6A087B03266 RE: Policy number CO-4W765201 COMMERCIAL GENERAL LIABILITY c. Method Of Sharing If all of the other insurance permits contribution by equal shares, we will followthis method also. Under this approach each insurer contributes _equal amounts until it has paid its applicable limit of -insurance or none of the loss remains, whichever comes first. If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this method, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. d. Primary And Non -Contributory insurance If Required By Written Contract If you specifically agree in a written contract or agreement that the insurance afforded to an insured under this Coverage Part must apply on a primary basis, or a primary and non- contributory basis, this insurance is primary to other insurance that is available to such insured which covers such insured as a named insured, and we will not share with that other insurance, provided that: (1) The "bodily Injury' or "property damage" for which coverage is sought occurs; and (2) The "personal and advertising injury" for which coverage is sought is caused by an offense that is committed; subsequent to the signing of that contract or agreement by you. S. Premium Audit a. We will compute all premiums for this Coverage Part in accordance with our rules and rates. b. Premium shown in this Coverage Part as advance premium is adeposit premium only. At the close of each audit period we will compute the earned premium for that period and send notice to the first Named Insured. The due date for audit and retrospective premiums is the date shown as the due date on the bill. If the sum of the advance and audit premiums paid for the policy period is greater than the earned premium, we will return the excess to the first Named insured. c. The first Named Insured must keep records of the information we need for premium computation, and send us copies at such times as we may request. 6. Representations 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; and . - c. -We-,. have -Issued this., policy._in reliance upon your representations. The unintentional omission of, or unintentional error in, any information provided by you which we relied upon in issuing this policy will not, prejudice your rights under this insurance. However, this provision does not affect our right to collect additional premium or to exercise our rights of cancellation or nonrenewal in accordance with applicable insurance laws or regulations. 7. Separation Of Insureds Except with respect to the Limits of Insurance, and any rights or duties specifically assigned in this Coverage Part 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. 8.. Transfer Of Rights Of Recovery Against Others To Us If the insured has rights to recover all or part of any payment we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request, the insured will bring "suit" or transfer those rights to us and help us enforce them. 9. When We Do Not Renew If we decide not to renew this Coverage Part, we will mail or deliver to the first Named Insured shown in the Declarations written notice of the nonrenewal not less than 30 days before the expiration date. If notice is mailed, proof of mailing will be sufficient proof of notice. SECTION V — DEFINITIONS 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. Forthe purposes of this definition: a. Notices that are published include material placed on the Internet or on similar electronic means of communication; and b. Regarding websites, only that part of a website that is about your goods, products or services for the purposes of attracting customers or supporters is considered an advertisement. Page 16 of 21 © 2017 The Travelers Indemnity Company. All rights reserved. CG T1 00 0219 Includes copyrighted material of Insurance Services Office, Inc. with its permission. DocuSign Envelope ID: C63E5814-285A-4575-A3E6-F6A087B03266 RE: Policy number CO-4W765201 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. XTEND ENDORSEMENT FOR CONTRACTORS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART GENERAL DESCRIPTION OF COVERAGE — This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to this Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage Is excluded or limited by such an endorsement. The following listing is a general coverage description only. Read all the provisions of this endorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. Who is An insured — Unnamed Subsidiaries B. Blanket Additional insured — Governmental Entities — Permits Or Authorizations Relating To Operations PROVISIONS A. WHO IS AN INSURED — UNNAMED SUBSIDIARIES The following is added to SECTION 11 — WHO IS AN INSURED: C. Incidental Medical Malpractice D. Blanket Waiver Of Subrogation E. Contractual Liability — Railroads F. Damage To Premises Rented To You a. An organization other than a partnership, joint venture or limited liability company; or b. A trust; as indicated in its name or the documents that govem its structure. Any of your subsidiaries, other than a partnership, B. BLANKET ADDITIONAL INSURED joint venture or limited liability company, that is GOVERNMENTAL ENTITIES — PERMITS OR not shown as a Named Insured in the AUTHORIZATIONS RELATING TO OPERATIONS Declarations is a Named Insured if: a. You are the sole owner of, or maintain an ownership interest of more than 50% in, such subsidiary on the first day of the policy period; and b. Such subsidiary is not an insured under similar other insurance. No such subsidiary is an insured for "bodily injury' or "property damage" that occurred, or "personal and advertising injury" caused by an offense committed: a. Before you maintained an ownership interest of more than 50% in such subsidiary; or The following is added to SECTION Ii — WHO IS AN INSURED: Any governmental entity that has issued a permit or authorization with respect to operations performed by you or on your behalf and that you are required by any ordinance, law, building code or written contract or agreement to Include as an additional insured on this Coverage Part is an insured, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" arising out of such operations. The insurance provided to such governmental entity does not apply to: b. After the date, if any, during the policy period a. Any "bodily injury", "property damage" or that you no longer maintain an ownership "personal and advertising injury" arising out of interest of more than 50% in such subsidiary. operations performed for the governmental For purposes of Paragraph 1. of Section 11—Who entity; or Is An Insured, each such subsidiary will be b. Any "bodily injury" or "property damage" deemed to be designated in the Declarations as: included in the "products -completed operations hazard". CG D3 16 0219 © 2017 The Travelers Indemnity Company. All rights reserved. Page 1 of 3 Includes copyrighted material of insurance Services Office, Inc., with its permission. DocuSign Envelope iD: C63E5814-285A-4575 A3E6-F6A087B03266 COMMERCIAL GENERAL LIABILITY C. INCIDENTAL MEDICAL MALPRACTICE 1. The following replaces Paragraph b. of the definition of "occurrence" in the DEFINITIONS Section: .b.- An --act _or_---omission-_committed-.in.=providing or failing to provide "incidental medical services", first aid or "Good Samaritan services" to a person, unless you are in the business or occupation of providing professional health care services. 2. The following replaces the last paragraph of Paragraph 2.a.(1) of SECTION 11 — WHO 1S AN INSURED: Unless you are in the business or occupation of providing professional health care services, Paragraphs (1)(a), (b), (c) and (d) above do not apply to "bodily injury" arising out of providing or failing to provide: (a) "Incidental medical services" by any of your "employees" who is a nurse, nurse assistant, emergency medical technician or paramedic; or (b) First aid or "Good Samaritan services" by any of your "employees" or "volunteer workers", other than an employed or volunteer doctor. Any such "employees" or "volunteer workers" providing or failing to provide first aid or "Good Samaritan services" during their work hours for you will be deemed to be acting within the scope of their employment by you or performing duties related to the conduct of your business. 3. The following replaces the last sentence of Paragraph 5. of SECTION 111 — LiMITS OF INSURANCE: For the purposes of determining the applicable Each Occurrence Limit, all related acts or omissions committed in providing or failing to provide "incidental medical services", first aid. or "Good Samaritan services" to any one person will be deemed to be one "occurrence". 4. The following exclusion is added to Paragraph 2., Exclusions, of SECTION I — COVERAGES — COVERAGE A — BODILY INJURY AND PROPERTY DAMAGE LIABILITY: Sale Of Pharmaceuticals "Bodily injury" or "property damage" arising out of the violation of a penal statute or ordinance relating to the sale of pharmaceuticals committed by, or with the knowledge or consent of, the insured. 5. The following is added to the DEFINITIONS Section: "incidental medical -services" -means: - a. Medical, surgical, dental, laboratory, x-ray or nursing service or treatment, advice or Instruction, or the related furnishing of food or beverages; or b. The fumishing or dispensing of drugs or medical, dental, or surgical supplies or appliances. 6. The following is added to Paragraph 4.1b., Excess insurance, of SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS: This insurance is excess over any valid and collectible other insurance, whether primary, excess, contingent or on any other basis, that is available to any of your "employees" for "bodily injury" that arises out of providing or failing to provide "incidental medical services" to any person to the extent not subject to Paragraph 2.a.(1) of Section Ii — Who Is An Insured. D. BLANKET WAIVER OF SUBROGATION The following is added to Paragraph 8., Transfer Of Rights Of Recovery Against Others To Us, of SECTION iV — COMMERCIAL GENERAL LIABILITY CONDITIONS: If the insured has agreed in a contract or agreement to waive that insured's right of recovery against any person or organization, we waive our right of recovery against such person or organization, but only for payments we make because of: a. "Bodily injury" or "property damage" that occurs; or b. "Personal and advertising injury" caused by an offense that is committed; subsequent to the execution of the contract or agreement. E. CONTRACTUAL LIABILITY — RAILROADS I. The following replaces Paragraph c. of the definition of "insured contract" in the DEFINITIONS Section: c. Any easement or license agreement; Page 2 of 3 © 2017 The Travelers Indemnity Company. All rights reserved. CG D3 16 02 19 includes copyrighted material of Insurance Services Office, Inc., with its permission. DocuSign Envelope ID: C63E5814-285A-4575-A3E6-F6A087Bo3266 RE: Policy number BA-4W762364 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESS AUTO EXTENSION ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. GENERAL DESCRIPTION OF COVERAGE -- This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to the Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general coverage description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this endorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. BROAD FORM NAMED INSURED B. BLANKET ADDITIONAL INSURED C. EMPLOYEE HIRED AUTO D. EMPLOYEES AS INSURED E. SUPPLEMENTARY PAYMENTS — INCREASED LIMITS F. HIRED AUTO — LIMITED WORLDWIDE COVERAGE —INDEMNITY BASIS G. WAIVER OF DEDUCTIBLE — GLASS PROVISIONS A. BROAD FORM NAMED INSURED The following is added to Paragraph A.1., Who Is An Insured, of SECTION 11 — LIABILITY COVERAGE: Any organization you newly acquire or form during the policy period over which you maintain 50% or more ownership interest and that Is not separately insured for Business Auto Coverage. Coverage under this provision is afforded only until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier. B. BLANKET ADDITIONAL INSURED The following is added to Paragraph c. in A.1., Who Is An Insured, of SECTION II -- LIABILITY COVERAGE: This includes any person or organization who you are required under a written contract or agreement between you and that person or organization, that is signed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period, to name H. HIRED AUTO PHYSICAL DAMAGE — LOSS OF USE — INCREASED LIMIT I. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES — INCREASED LIMIT J. PERSONAL EFFECTS K. AIRBAGS L. NOTICE AND KNOWLEDGE OF ACCIDENT OR LOSS M. BLANKET WAIVER OF SUBROGATION N. UNINTENTIONAL ERRORS OR OMISSIONS as an additional insured for Liability Coverage, but only for damages to which this insurance applies and only to the extent of that person's or organization's liability for the conduct of another "insured". C. EMPLOYEE HIRED AUTO 1. The following is added to Paragraph A.1., Who Is An Insured, of SECTION 11 — LIABILITY COVERAGE: An "employee" of yours is an "insured" while operating an "auto" hired or rented under a contract or agreement in that "employee's" name, with your permission, while performing duties related to the conduct of your business. 2. The following replaces Paragraph b. in B.5., Other Insurance, of SECTION IV — BUSINESS AUTO CONDITIONS: b. For Hired Auto Physical Damage Coverage, the following are deemed to be covered "autos" you own: CA T3 53 08 17 ® 2016 The Travelers Indemnity Company. All rights reserved. Page 1 of 4 includes copyrighted material of Insurance Services Office, Inc. with Its permission DocuSIgn Envelope ID: C63E5814-285A-4575-A3E6-F6A087Bo3266 COMMERCIAL AUTO territories and possessions, Puerto Rico Personal Effects and Canada. We will pay up to $400 for "loss" to wearing You agree to maintain all required or apparel and other personal effects which are: compulsory insurance in any such _ __ _country upto the minimum_limits required (1) Owned by an "insured"; and __ by local law. Your failure to comply with (2y 1_ n your covered ---- compulsory Insurance requirements will This coverage applies only in the event of a total not invalidate the coverage afforded by theft of your covered "auto". this policy, but we will only be liable to the No deductibles apply to this Personal Effects same extent we would have been liable had you complied with the compulsory coverage. insurance requirements. K. AIRBAGS (4) It is understood that we are not an The following is added to Paragraph B.3., admitted or authorized insurer outside the Exclusions, of SECTION III — PHYSICAL United States of America, its territories DAMAGE COVERAGE: and possessions, Puerto Rico and Canada. We assume no responsibility for Exclusion 3.a. does not apply to "loss" to one or "auto" the furnishing of certificates of insurance, more airbags in a covered you own that or for compliance in any way with the inflate due to a cause other than a cause of "loss" laws of other countries relating to set forth in Paragraphs A.1.1b. and A.1.c., but insurance. only: G. WAIVER OF DEDUCTIBLE — GLASS a. If that "auto" is a covered "auto" for Comprehensive Coverage underthis policy; The following is added to Paragraph D., Deductible, of SECTION I11 — PHYSICAL b. The airbags are not covered under any DAMAGE COVERAGE: warranty; and No deductible for a covered „auto" will apply to c. The airbags were not intentionally inflated. glass damage if the glass is repaired rather than We will pay up to a maximum of $1,000 for any replaced. one "loss". H. HIRED AUTO PHYSICAL DAMAGE — LOSS OF L. NOTICE AND KNOWLEDGE OF ACCIDENT OR USE —INCREASED LIMIT LOSS The following replaces the last sentence of The following is added to Paragraph A.2.a., of Paragraph AA.b., Loss Of Use Expenses, of SECTION IV — BUSINESS AUTO CONDITIONS: SECTION Ill — PHYSICAL DAMAGE Your duty to give us or our authorized COVERAGE: representative prompt notice of the "accident" or However, the most we will pay for any expenses "loss" applies only when the "accident" or "loss" is for loss of use is $65 per day, to a maximum of known to: $750 for any one "accident". (a) You (if you are an individual); I. PHYSICAL DAMAGE — TRANSPORTATION (b) A partner (if you are a partnership); EXPENSES — INCREASED LIMIT c () A member (If you are a limited liability The following replaces the first sentence in company); Paragraph AA.a., Transportation Expenses, of SECTION III — PHYSICAL DAMAGE (d) An executive officer, director or insurance COVERAGE: manager (if you are a corporation or other organization); or We will pay up to $50 per day to a maximum of $1,500 for temporary transportation expense incurred by you because of the total theft of a (e) Any "employee" authorized by you to give notice of the "accident" or "loss". covered "auto" of the private passenger type. M. BLANKET WAIVER OF SUBROGATION J. PERSONAL EFFECTS The following replaces Paragraph A.S., Transfer The following is added to Paragraph AA., Of Rights Of Recovery Against Others To Us, Coverage Extensions, of SECTION III — of SECTION IV — BUSINESS AUTO PHYSICAL DAMAGE COVERAGE: CONDITIONS: CA T3 53 08 17 © 2016 The Travelers Indemnity Company. All rights reserved. Page 3 of 4 Includes copyrighted material of Insurance Services Office, Inc. with its permission DocuSign Envelope ID: C63E5814-285A-4575-A3E6-F6A087B03266 COMMERCIAL AUTO 5. Transfer Of Rights Of Recovery Against Others To Us We waive any right of recovery we may have against any person or organization to the extent required of you by a written contract signed and executed prior to any "accident" or "loss", provided that the "accident" or "loss" arises out of operations contemplated by such contract. The waiver applies only to the person or organization designated in such contract. N. UNINTENTIONAL ERRORS OR OMISSIONS The following is added to Paragraph B.2., Concealment, Misrepresentation, Or Fraud, of SECTION IV — BUSINESS AUTO CONDITIONS: The unintentional omission of, or unintentional error in, any information given by you shall not prejudice your rights under this insurance. However this provision does not affect our right to collect additional premium or exercise our right of cancellation or non -renewal. Page 4 of 4 © 2016 The Travelers Indemnity Company. All rights reserved. CA T3 63 08 17 Includes copyrighted material of Insurance Services Office, Inc. with its permission )ocuSign Envelope ID: C63E5814-285A-4575-A3E6-F6A087B03266 RE: Policy number BA-4W762364 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED -- PRIMARY AND NON-CONTRIBUTORY WITH OTHER INSURANCE -- CONTRACTORS This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM PROVISIONS 1. The following Is added to Paragraph c. in A.1., Who Is An Insured, of SECTION 11 -- COVERED AUTOS LIABILITY COVERAGE: This includes any person or organization who you are required under a written contract or agreement, that is signed by you before the "bodily injury" or "property damage" occurs and that is In effect during the policy period, to name as an additional Insured for Covered Autos Liability Coverage, but only for damages to which this insurance applies and only to the extent of that person's or organization's liability for the conduct of another "insured". 2. The following is added to Paragraph B.S., Other Insurance of SECTION 1V -- BUSINESS AUTO CONDITIONS: Regardless of the provisions of paragraph a. and paragraph d. of this part 5.Other Insurance, this insurance is primary to and non-contributory with applicable other insurance under which an additional insured person or organization Is a named insured when a written- contract or agreement with you, that Is signed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period, requires this insurance to be primary and non- contributory. CA T4 99 02 16 u 2016 The Travelers lndemnity Company. All rights reserved. Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc, with its permission. DocuSign Envelope ID: C63E5814-285A-4575-A3E6-F6A087Bo3266 RE: Policy number CUP-4W765409 UMBRELLA 2. We have no duty to defend any insured against any "suit": a. Seeking damages to which this insurance does not apply; or b. If any other insurer has a duty to defend. 3. When we have the duty to defend, we may, at our discretion, Investigate and settle any claim or "suit". In all other cases, we may, at our discretion, participate in the Investigation, defense and settlement of any claim or "suit" for damages to which this insurance may apply. If we exercise such right to participate, ail expenses we incur .in doing so will not reduce the applicable limits of insurance. 4. Our duty to defend ends when we have used up the applicable limit of insurance in the payment of judgments or settlements, or defense expenses if such expenses are within the limits of insurance of this policy. 5. We will pay, with respect to a claim we investigate or settle, or "suit" against an insured we defend: a. All expenses we incur. b. The cost of: (1) Bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which this insurance applies; or (2) Appeal bonds and bonds to release attachments; but only for bond amounts within the applicable limit of insurance. We do not have to furnish these bonds. c. All reasonable expenses incurred by the Insured at our request to assist us in the investigation or defense of such claim or "suit", including actual loss of earnings up to $1,000 a day because of time off from work. d. 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. e. Prejudgment interest awarded against the insured on that part of the judgment we pay. If we make an offer to pay the applicable limit of insurance, we will not pay any prejudgment interest based on that period of time after the offer. applicable limit of insurance. if we do not pay part of the judgment for any reason other than it is more than the applicable limit of insurance, we will not pay any interest that accrues on that portion of the judgment. With respect to a claim we investigate or settle, or "suit" against an insured we defend . under COVERAGE A — EXCESS FOLLOW - FORM LIABILITY, these payments will not reduce the applicable limits of insurance, but only If the applicable "underlying insurance" provides for such payments in addition to its limits of Insurance. With respect to a claim we investigate or settle, or "suit" against an insured we defend under COVERAGE B — UMBRELLA LIABILITY, these payments will not reduce the applicable limits of insurance. SECTION 11— WHO IS AN INSURED A. COVERAGE A — EXCESS FOLLOW -FORM LIABILITY With respect to Coverage A, the following persons and organizations qualify as insureds: 1. The Named Insured shown in the Declarations; and 2. Any other person or organization qualifying as an insured in the "underlying insurance". If you have agreed to provide insurance for that person or organization in a written contract or agreement: a. The limits of insurance afforded to such person- or organization will be: (1) The amqunt by which the minimum limits of insurance you agreed to provide such person or organization in that written contract or agreement exceed the total limits of insurance of all applicable "underlying insurance"; or (2) The limits of insurance of this policy; whichever is less; and b. Coverage under this policy does not apply to such person or organization if the minimum limits of insurance you agreed to provide such person or organization in that written contract or agreement are wholly within the total limits of insurance of all available applicable "underlying insurance". f. All interest that accrues on the full amount B. COVERAGE B — UMBRELLA LIABILITY of any judgment after entry of the With respect to Coverage B: judgment and before we have paid, 1. The Named Insured shown in the offered to pay or deposited in court the Declarations is an insured. part of the judgment that is within the 2. If you are: Page 4 of 22 0 2016 The Travelers Indemnity Company. All rights reserved. EU 00 01 07 16 DocuSign Envelope ID: C63E5814-285A-4575-A3E6-F6A087B03266 UMBRELLA b. You have paid all premiums due for this b. To sue us on this insurance unless all of policy at the time you make such request; its terms have been fully complied with. C. You promptly pay the additional premium 2. A person or organization may sue us to we charge for the Extended Reporting recover on an agreed settlement or on a final Period endorsement for this insurance judgment against an insured. We will not be when due. We will determine that liable for damages that: -additional- - -premium- -- _ --after----we -- ==have received your request for the Extended - - -- - -- - — --- - a. Are not payable under the terms of this Reporting Period endorsement for this insurance; or insurance. That additional premium is not b. Are in excess of the applicable limit of subject to any limitation stated in the insurance. "underlying in on the amount or percentage of additional premium that An agreed settlement means a settlement may be charged for the "extended and release of liability signed by us, the reporting period �� In such underlying insured . and the claimant or the claimant's insurance'; and legal representative. d. That Extended Reporting Period L. MAINTENANCE OF UNDERLYING INSURANCE endorsement Is issued by us and made a 1. The insurance afforded by each policy of part of this policy. "underlying insurance" will be maintained for 3. Any Extended Reporting Period endorsement the full policy period of this Excess Follow - for this Insurance will not reinstate or increase Form And Umbrella Liability Insurance. This the Limits of Insurance or extend the policy provision does not apply to the reduction or period. exhaustion of the aggregate limit or limits of such "underlying insurance" solely by 4. Except with respect to any provisions to the payments as permitted In Paragraphs 4.a.(1), contrary contained in Paragraphs 1., 2. or 3. (2) and (3) of COVERAGE A — EXCESS above, all provisions of any option to FOLLOW -FORM LIABILITY of SECTION I — purchase an "extended reporting period" COVERAGES. As such policies expire, you granted to you in the "underlying insurance" will renew them at limits and with coverage at apply to this insurance. least equal to the expiring limits of insurance. J. INSPECTIONS AND SURVEYS If you fall to comply with the above 1. We have the right but are not obligated to: requirements, Coverage A Is not invalidated. However, in the event of a loss, we will pay a. Make inspections and surveys at any only to the extent that we would have paid had time; you complied with the above requirements. b. Give you reports on the conditions we 2. The first Named Insured shown in the find; and Declarations must give us written notice of C. Recommend changes. any change in the "underlying insurance" as respects: 2. Any inspections, surveys, reports or a. Coverage; recommendations relate only to insurability and the premiums to be charged. We do not b. Limits of insurance; make safety inspections. We do not c. Termination of any coverage; or undertake to perform the duty of any person or organization to provide for the health or d. Exhaustion of aggregate limits. safety of workers or the public. We do not 3. If you are unable to recover from any warrant that conditions: "underlying insurer" because you fail to a. Are safe or healthful; or comply with any term or condition of the b. Comply with laws, regulations, codes or "underlying insurance", Coverage A is notinvalidated. standards. However, we will pay for any loss only to the extent that we would have paid had K. LEGAL ACTION AGAINST US you complied with that term or condition in 1. No person or organization has a right under that "underlying insurance". this insurance: I M. OTHER INSURANCE a. To join us as a party or otherwise bring us This insurance is excess over any valid and into a "suit" asking for damages from an collectible "other insurance" whether such "other insured; or insurance" is stated to be primary, contributing, Page 14 of 22 0 2016 The Travelers Indemnity Company. All rights reserved. EU 00 01 0716 DocuSign Envelope ID: C63E5814-285A-4575-A3E6-F6A087B03266 excess, contingent or otherwise. This provision does not apply to a policy bought specifically to apply as excess of this insurance. However, if you specifically agree in a written contract or agreement that the Insurance provided to any person or organization that qualifies as an insured under this insurance must apply on a primary basis, or a primary and non-contributory basis, then insurance provided under Coverage A is subject to the following provisions: 1. This insurance will apply before any 'other insurance" that is available to such additional insured which covers that person or organization as a named insured, and we will not share with that "other insurance", provided that the injury or damage for which coverage is sought Is caused by an "event' that takes place or is committed subsequent to the signing of that contract or agreement by you. 2. This insurance is still excess over any valid and collectible 'other insurance", whether primary, excess, contingent or otherwise, which covers that person or organization as an additional insured or as any other insured that does not qualify as a named insured. N. PREMIUM 1. The first Named Insured shown in the Declarations is responsible for the payment of all premiums and will be the payee for any return premiums. 2. If the premium is a flat charge, it is not subject to adjustment except as provided in Paragraph 4. below. 3. If the premium is other than a flat charge, it is an advance premium only. The earned premium will be computed at the end of the policy period, or at the end of each year of the policy period if the policy period is two years or' longer, at the rate shown in the Declarations, subject to the Minimum Premium. 4. Additional premium may become payable when coverage Is provided for additional insureds under the provisions of SECTION 11 — WHO IS AN INSURED. O. PREMIUM AUDiT UMBRELLA P. PROHIBITED COVERAGE — UNLICENSED INSURANCE 1. With respect to loss sustained by any insured In a country or jurisdiction in which we are not licensed to provide this insurance, this insurance does not apply to the extent that insuring such loss would violate the laws or regulations of such country or jurisdiction. 2. We do not assume responsibility for: a. The payment of any fine, fee, penalty or other charge that may be imposed on any person or organization in any country or jurisdiction because we are not licensed to provide insurance in such country or jurisdiction; or b. The furnishing of certificates or other evidence of insurance in any country or jurisdiction in which we are not licensed to provide insurance. Q. PROHIBITED COVERAGE — TRADE OR ECONOMIC SANCTIONS We will provide coverage for any loss, or otherwise will provide any benefit, only to the extent that providing such coverage or benefit does not expose us or any of our affiliated or parent companies to: 1. Any trade or economic sanction under any law or regulation of the United States of America; or 2. Any other applicable trade or economic sanction, prohibition or restriction. R. REPRESENTATIONS By accepting this insurance, you agree: 1. The statements in the Declarations and any subsequent notice relating to "underlying insurance" are accurate and complete; 2. Those statements are based upon representations you made to us; and 3. We have issued this insurance in reliance upon your reprepentations. S. SEPARATION OF INSUREDS Except with respect to the Limits of Insurance, and any rights or duties specifically assigned in this policy to the first Named Insured shown in the Declarations, this insurance applies: The premium for this policy is the amount stated I. As if each Named insured were the only in Item 5. of the Declarations. The premium is a Named Insured; and flat charge unless it is specified in the Declarations as adjustable. 2. Separately to each insured against whom claim is made or "suit" is brought. EU 00 01 07 16 0 2016 The Travelers Indemnity Company. Al! rights reserved. Page 15 of 22 DocuSign Envelope ID: C63E5814-285A-4575-A3E6-F6A087B03266 UMBRELLA T. WAIVER OR TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US ' 1. 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 and 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, and with -respect to Coverage A, the "underlying insurer", enforce them. If the insured has agreed in a contract or agreement to waive that insured's right of recovery against any person or organization, we waive our right of recovery against that person or organization, but only for payments we make because of an "event" that takes place or is committed subsequent to the execution of that contract or agreement by such insured. 2. Reimbursement of any amount recovered will be made in the following order: a. First, to any person or organization (including us or the insured) who has paid any amount in excess of the applicable limit of insurance; b. Next, to us; and c. Then, to any person or organization (including the insured and with respect to Coverage A, the "underlying insurer") that is entitled to claim the remainder, if any. 3. Expenses incurred in the process of recovery will be divided among all persons or organizations receiving amounts recovered according to the ratio of their respective recoveries. U. TRANSFER OF YOUR RIGHTS AND DUTIES UNDER THiS INSURANCE 1. Your rights and duties under this insurance may not be transferred without our written consent except in the case of death of an individual Named insured. 2. If you die, your rights and duties will be transferred to your legal representative but only while acting within the scope of duties as your legal representative. Until your legal representative is appointed, anyone having proper temporary custody of your property will have your rights and duties but only with respect to that property. V. UNINTENTIONAL OMISSION OR ERROR The unintentional omission of, or unintentional error in, any information provided by you which we relied upon in issuing this policy will not prejudice your rights under this insurance. However, this provision does not affect our right to collect additional premium or to exercise our rights of cancellation or nonrenewal in accordance with applicable insurance laws or regulations. W. WHEN LOSS iS PAYABLE If we are liable under this insurance, we will pay - - —-.._�.__ --- -� - - - -for injury, damage o loss after: 1. The insured's liability is established by: a. A court decision; or b. A written agreement between the claimant, the insured, any "underlying insurer" and us; and 2. The amount of the "applicable underlying limit" or "self -insured retention" is paid by or on behalf of the insured. SECTION VI - DEFINITIONS A. With respect to ail coverages of this insurance: 1. "Applicable underlying limit" means the -sum of: a. The applicable limit of insurance stated for the policies of "underlying insurance" in the Schedule Of Underlying Insurance subject to the provisions in Paragraphs 4.a.(1), (2) and (3) of COVERAGE A - EXCESS FOLLOW -FORM LIABILITY of SECTION I - COVERAGES; and b. The applicable limit of insurance of any "other insurance" that applies. The limits of insurance in any policy of "underlying insurance" will apply even if: a. The "underlying insurer" claims the insured failed to comply with any term or condition of the policy; or b. The "underlying insurer" becomes bankrupt or insolvent. 2. "Auto hazard" means all "bodily injury" and "property damage" to which liability insurance afforded under an auto policy of "underlying insurance" would apply but for the exhaustion of its applicable limits of insurance. 3. "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. 4. "Event" means an "occurrence", offense, accident, act, error, omission, wrongful act or loss. Page 16 of 22 0 2016 The Travelers Indemnity Company. All rights reserved. EU 00 0107 16 DocuSign Envelope ID: C63E5814-285A-4575-A3E6-F6A087B03266 RE: Policy number ZCD-211374632 POLLUTION AND CONTRACTORS PROFESSIONAL LIABILITY Professional's Liability Coverage and any Contractors Indemnity For Subcontractor's Pollution Liability Coverage, no "named insured" can agree in a contract or agreement to: a. Waive any "named insured's" right of recovery against any "design professional" or "specified sub- contractor"; or b. Limit the liability of the "design professional" or "specified sub- contractor" to a maximum amount unless, such limitation is an "authorized agreed limitation of liability". At our request, the "insured" will bring suit or initiate an alternative dispute resolution proceeding to enforce those rights or will help us enforce them. We will apply any amounts recovered in enforcing those rights of recovery in the following order until the total amount recovered is used up: a. We will reimburse any person or organization, including us or the "Insured", any amount that person or organization has paid in excess of the limits of insurance. b. We will retain an amount equal to the amount we have paid under this policy. C. We will pay to the "insured" any remaining portion, including any amounts within any applicable deductible or self -insured retention. If any amounts are recovered in enforcing those rights of recovery, reasonable expenses incurred in enforcing such rights will be shared among all persons or organizations receiving amounts recovered. Each such person's or organization's share of those expenses is based on the ratio of its amount recovered to the total amounts recovered by all such persons or organizations in enforcing such rights. If the "Insured" has agreed In a contract or agreement to waive that "insured's" right of recovery against any person or organization, we waive our right of recovery against such person or organization, but only for payments we make for: a. "Loss" to which any of the following applies caused by an act, error or omission committed subsequent to the execution of the contract or agreement: (1) Any Contractors Professional Liability Coverage; or (2) Any Contractors Professional Liability Loss' Mitigation Expenses Coverage; b. "Loss" to; which any "Pollution Liability Coverage_ " applies resulting from: "pollution: conditions" that commence subsequent to the execution of the contract or agreement; or c. "Loss" to whl o_ I any Contractors Pollution, Loss; Mitigation Expenses CoYarage; applies; resulting from "faulty work; it cldsnts that are not first :discovered `by any "insured" until subsequent! to`^ the': execution of the contract.or agreement. SECTION IX -- DEFINITIONS 1. "Agreed mediation": a. Means a voluntary and non -binding process that: (1) Is agreed to by us; and (2) Involves a qualified professional. mediator facilitating an attempted settlement of the "claim" between the "insured" and the person or organization making the "claim". b. Does not include any mediation or alternative dispute resolution that is: (1) Ordered or imposed by a court; or (2) Otherwise legally required. 2. "Asbestos pollution conditions": a. Means any "pollution conditions" that are: (1) The disturbance of asbestos or asbestos fibers if the "pollution conditions" result from any activity that is performed on behalf of any "named insured" by a subcontractor under a written contract or agreement with such "named insured"; or (2) The inadvertent disturbance of asbestos or asbestos fibers If the "pollution conditions" do not result from any activity that is performed on behalf of any "named insured" by a sub- contractor under a written contract or agreement with such "named insured". As used in this provision, inadvertent disturbance does not include any discharge, dispersal, seepage, migration, release or escape of asbestos or asbestos fibers during or as a result of asbestos abatement operations or any other operations to test for, monitor, clean up, RP 10 00 11 21 © 2021 The Travelers Indemnity Company. All rights reserved. Page 21 of 37 7ocuSign Envelope ID: C63E5814-285A-4575-A3E6-F6A087B03266 POLLUTION AND CONTRACTORS PROFESSIONAL LIABILITY described in Paragraphs (a)(i) or (ii) above; or (b) "Property damage" to, or "pollution clean-up costs for, property: (i) Owned, occupied or used 00 Rented to, in the care, custody or control of, or over which physical control is being exercised for any purpose by; any "named insured" or any of its "employees", any "named insureds" partners or members (if it is a partnership or joint venture), or any "named insured's" members (if it is a limited liability company). For the purposes of any Contractors Professional Liability Coverage, this exclusion does not apply to "property damage" to any premises, site or location that is temporarily rented or occupied by, or temporarily loaned to, the "named insured" exclusively for any job site where operations are being performed by or on behalf of such "named insured" that are part of such "named Insured's" contractor business. For the purposes of any Contractors Pollution Liability Coverage and any Contractors Asbestos Pollution Liability Coverage, this exclusion does not apply to "property damage" to, or "pollution clean-up costs" for, any premises, site or location that is temporarily rented or occupied- by, or temporarily loaned to, the "named insured" exclusively for any job site where "covered operations" are being performed; d. Only for the purposes of: (1) Any Contractors Professional Liability Coverage, and only with respect to the conduct of the "named insured's" contractor business; and (2) Any Contractors Pollution Liability Coverage, any Contractors Asbestos Pollution Liability Coverage, and any Non -Owned Disposal Site Pollution Legal Liability Coverage if the "non -owned disposal site pollution conditions" are "contractor waste non -owned disposal site pollution conditions", and only with respect to the conduct of "covered operations" for the "named insured's" business; the following persons or organizations: 1)--The---­"named_ -insured's'.' ---=former-= --or retired partners who are individuals and whom such "named Insured" hires or retains as independent contractors in a contract or agreement with that former or retired partner if such "named insured" is designated in the Travelers ECP Custom Declarations as a partnership,* but only for their performance of duties under such contract or agreement; (2) The "named insureds" former or retired members who are individuals and whom such "named insured" hires or retains as independent contractors in a contract or agreement with that former or retired member if such "named Insured" is designated in the Travelers ECP Custom Declarations as a limited liability company but only for their performance of duties under such contract or agreement; and (3) The "named insureds" former or retired "employees" that such "named Insured" hires or retains as independent contractors in a contract or agreement with that former or retired "employee" but only for their performance of duties under such contract or agreement. However, none of these "employees" are "insureds" for: (a) "Loss" because of "bodily pury" described in Paragraph 7)(a) above; or (b) "Property damage" or "pollution clean-up costs" described in Paragraph c.M(b) above; and e. Only for the purposes of: (1) Any Contractors Pollution Liability Coverage; (2) Any Contractors Asbestos Pollution Liability Coverage; and (3) Any Non -Owned Disposal Site Pollution Legal Liability Coverage if the "non -owned disposal site pollution conditions" are "contractor Page 28 of 37 0 2021 The Travelers Indemnity Company. All rights reserved. RP 10 00 11 21 DocuSign Envelope ID: C63E5814-285A-4575-A3E6-F6A087B03266 POLLUTION AND CONTRACTORS PROFESSIONAL LIABILITY waste non -owned disposal site Pollution conditions"; any: person or -organization that, the "named insured" agreed in a: written contract or agreement to include as an' additional insured under this lnsurance.� Howe�rer,. such- person' -or 'organization Is an "insured :` only for "bodily injury",� "property' damage": or "pollution clears -up costs"- .,arlsing out Of "covered '-,operations" ;'performed by or on ':behalf Of Many. ':named .-Insured" and only to, the- extent that the "pollution conditions" are' c' "d by acts* or omissions) of. any "named insured" On any: of; such "named insureds" subcontractors. Also, the insurance provided to such person or organization is subject to the following provisions: (1) The limits of insurance provided to such person or organization will be the minimum limits which the "named insured" agreed to provide in the written contract or agreement, or the limits shown in the Travelers ECP Custom Declarations, whichever are less. (2) The insurance provided to such person or organization does not apply to any: (a) "Bodily injury", "property damage" or "pollution clean-up costs" resulting from: equipment rented or leased from that - person or organization if the "pollution conditions" commenced after the equipment lease expires. 39. "Insured contract" means that part of any contract or agreement pertaining to "covered operations" or "your contractor professional services" under which the "named insured" assumes the "tort liability" of another to pay "loss" sustained or Incurred by others. 40. "Lead pollution conditions" means any "pollution conditions" that are the discharge, dispersal, seepage, migration, release or escape of lead, lead compounds or any material or substance that contains or incorporates lead. 41. "Leased worker": a. Means a person hired from a Labor leasing firm under an agreement between the hirer and that firm to perform duties related to the conduct of the hirer's business. b. Does not include a "temporary worker". 42. "Loading or unloading" means the handling of property: a. After it is moved from the place where it is accepted for movement into or onto an' "auto", aircraft or watercraft or into or onto a wheeled vehicle designed for travel on railroad tracks; (I) "Pollution conditions" that b. commenced before the written contract or agreement was signed by the "named insured"; or C. 00 "Pollution conditions", or any incident, condition or other circumstance which could become "pollution conditions", that was known, or reasonably should have been known, by such person or organization or by any of that organization's employees, and that was not previously disclosed to a "responsible person" before the written contract or agreement was signed by the "named insured"; or (b) "Bodily injury", "property damage" or "pollution clean-up costs" arising out of any "named insured's" operation, maintenance, or use of While it is in or on an "auto", aircraft or watercraft or in or on a wheeled vehicle designed for travel on railroad tracks; or While it is being moved from an "auto", aircraft or watercraft or from a wheeled vehicle designed for travel on railroad tracks to the place where it is finally delivered; but "loading or unloading" does not Include the movement of property by means of a mechanical device, other than a hand truck, that is not attached to the "auto", aircraft or watercraft or to the wheeled vehicle designed for travel on railroad tracks. 43. "Loss" means: a. For the purposes of any Contractors Professional Liability Coverage: (1) Compensatory damages; and (2) Punitive or exemplary damages if such damages are insurable under applicable law. RP 10 00 11 21 O 2021 The Travelers Indemnity Company. All rights reserved. Page 29 of 37 DocuSign Envelope ID: C63E5814-285A-4575-A3E6-F6A087B03266 POLLUTION LIABILITY RE: Policy number ZCD-21P74632 3. Other Insurance a. As used anywhere in this policy, other insurance means insurance, or the funding of losses, that is provided by, through or on behalf of: (1) Another insurance company; (2) Us or any of our affiliated insurance companies; (3) Any risk retention group; or (4) Any self-insurance method or program, in which case the "insured" will be deemed to be the provider of other insurance. Other insurance does not include umbrella insurance, or excess insurance, that was bought specifically to apply in excess of the Limits of Insurance shown for this insurance in the Travelers ECP Custom Declarations. b. if valid and coliectible other Insurance is available' to, the' "Insured"� for. a loss covered under this insurance, our obii_gations are 'limited as follows: {1) This Insurance is, primary except when Paragraph (2) below applies. When this- insurance , is_ primary:_ (a): IV any other insurance is 'Issued to any'. "named .insured" -by us, or -any: of, our affiliated Insurance companies this insurance Is primary, to that other Insurance, and we will not share with that other Insurance; and (b) If any other insurance not described in Paragraph (a) above is also primary, we will share with all that other insurance as follows: (1) If all of the other insurance permits contribution by equal shares, we will follow this method also. Under this approach each provider of insurance contributes equal amounts until it has paid its applicable limit of insurance or none of the - "loss" remains, whichever comes first. (10 1 f any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this method, the share of each provider of insurance is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all providers of insurance. (2) This insurance is excess over any valid and collectible other insurance; - whether- —such-- other insurance Is primary, excess, contingent or on any other basis: (a) If the "pollution conditions" that caused the "loss" are "auto transportation pollution conditions"; (b) That only covers one or more projects specifically described in It. This paragraph does not apply to any other insurance that is available to any person or organization that: (1) is an "insured" under Paragraph e. of the definition of "insured"; or 01) is an "insured" under any additional insured endorsement issued by us as part of this policy; (c) That is available to the "Insured" when the "insured" is an additional insured, or is any other insured that does not qualify as a named insured, under such other insurance; or (d) That is available to any person or organization that: (1) Is an "insured" under Paragraph e. of the definition of "insured"; or 00 Is an "insured" under any additional insured endorsement issued by us as part of this policy. However, if the "named insured specifically agrees In a written contract or agreement that' the insurance provided to such person or organization must apply on a primary basis, or a primary and non- contributory basis, this insurance is primary to other insurance that is available to such person or organization which covers that person or organization as a named insured, and we will not share with that other insurance, provided that the "bodily injury "property damage" or "pollution clean-up costs" for Page 8 of 10 © 2021 The Travelers Indemnity Company. All rights reserved. RP 10 02 10 21 DocuSign Envelope 1D: C63E5814-285A-4575-A3E6-F6A087B03266 POLLUTION LIABILITY which coverage is sought result froth "pollution conditions" that commence after the written contract, or •agreement .was signed. by the "named insured". (3) When this insurance is excess, we will have no duty to defend the "insured" against any "claim" if any provider of other insurance has a duty to defend the "Insured" against that "claim". But we will have the right to associate in the defense and control of any "claim" that we reasonably believe is likely to involve this insurance. If no provider of other insurance defends any "claim" for "loss" to which this insurance applies, we will undertake to do so, but we will be entitled to the "insured's" rights against all those providers of other insurance. (4) When this insurance is excess, we will pay only our share of the amount of the loss, if any, that exceeds the sum of: - (a) The total amount that all such other insurance would pay for the loss in the absence of this insurance; and (b) The total of all deductible and self -insured amounts under all such other insurance. SECTION IV - DEFINITIONS 1. "Applicable Retroactive Date For Contractors Pollution Liability Coverage" means: a. The Retroactive Date For Contractors Pollution Liability Coverage stated in the Travelers ECP Custom Declarations, except when Paragraph b., c., d., e. or f. below applies. Paragraph b., c., d., e. or f. below applies only if coverage for the "loss" described in that paragraph is included in this form and the retroactive date described in that paragraph is stated in the Travelers ECP Custom Declarations. If no Retroactive Date For Contractors Pollution Liability Coverage is stated in the Travelers ECP Custom Declarations, that retroactive date will be deemed to be the first day of the "policy period". b. Any Auto Transportation Pollution Conditions Contractors Pollution Liability Retroactive Date stated in the Travelers ECP Custom Declarations if the "pollution conditions" that caused the "loss" are "auto transportation pollution conditions". C. Any Fungi Or Bacteria Conditions Retroactive Date stated in the Travelers ECP Custom Declarations if the "pollution conditions" that \ caused the "loss" are "fungi or bacteria conditions". d. Any Lead Pollution Conditions Retroactive Date stated in the Travelers ECP Custom Declarations if the "pollution conditions"that caused the "loss" are "lead pollution conditions". e. Any Low -Level Radioactivity Pollution Conditions Retroactive Date stated in the Travelers ECP Custom Declarations if the "pollution conditions" that caused the "loss" are "low-level radioactivity pollution conditions". f. Any Silica Pollution Conditions Retroactive Date stated In the Travelers ECP Custom Declarations if the "pollution conditions" that caused the "loss" are "silica pollution conditions". If more than one retroactive date in Paragraph b., c., d., e. or f. above applies, "applicable Retroactive Date For Contractors Pollution Liability Coverage" means the latest of such retroactive dates. 2. "Contractors Pollution Liability Coverage": a. Means Contractors Pollution Liability Coverage. b. Includes Contractors Pollution Liability coverage that is part of any policy that provides Contractors Pollution Liability coverage and any other coverage. 3. "Coverage territory" means anywhere in the world. 4. "Financial interest" means the insurable interest in a "foreign insured organization" because of: a. Sole ownership of, or majority ownership interest in, such "foreign insured organization", either directly or through one or more intervening subsidiaries; b. Indemnification of, or an obligation to indemnify: (1) Such "foreign insured organization" for a "foreign pollution legal liability loss" or "foreign emergency response costs loss"; or RP 10 02 10 21 © 2021 The Travelers Indemnity Company. All rights reserved. Page 9 of 10