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PM 2017-04 - Certificate of Insurance - 11/30/2017
STARP-1 OP 107 JJ ACORO} DATE(MM/DD/YYYY) CERTIFICATE OF LIABILITY INSURANCE 11130/2017 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(les) 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). PRODUCER C NTACT Farhad Hanasab 323-782-8454 N Ali=: Hanasab Insurance Services Inc PHONE3x3-782.8454 FAx 323-297 500 CA License:OE08574 AA 1C.No,Ext: A1C No): 625 S.Fairfax Avenue AI a a anasa b Insuran ce.com Los Angeles,CA 90036 Farhad Hanasab IN RE AFFORDING COVERAGE IC:lI INSURERA:Zurich American Ins.Co. 16535 INSURED Mill Avenue Properties,LLC INSURER 8,Allied World Assurance Co. Mill Avenue Properties II,LLC Mill Avenue Properties III,LL INSURER C: Mill Avenue Prperties IV,LLC INSURER D: 450 N.Roxbury Dr Ste 1050 Travelers Pro Casual Co Beverly Hills,CA 90211 INSURER E: pa Mau INSURER F: COVERAGE CERTIFICATE NUMBER: REVISION N MBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE 'Jy- ,WVr)UBR POLICY NUMBER POLICY EFF POLICY EXPI TR LIMITS A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE 1,000,000 J CLAIMS-MADEX OCCUR X�+ /X CPO 5746989-04 03/31/2017 03/31/2018 °AMAGE rsNr 1,000,000 IS \ AN ��MENT DI ISION AEDEXP An one person) 10,000 }�� �V d�� P NALBADVINJURY 1,000,000 E 'LAGGR TE LIMIT APPLIES PER: rpp-' 1.1 T 2'UDU'000 X POLICY PRO- ❑ LOC av _ -n ges. 1 ry f PR DUCTS-COMP/OP AGG 2'000'000 JECT 1 T 7 R: A AUTOMOBILE LIABILITY Ignaa COMB NEED SINGLE LIMIT 1,000,000 tj IxANY AUTO X X CPO 5746989-04 03/31/2017 03131/2018 BODILY INJURY(PeryeravnJ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY Peracadent $ AUTOS ONLY X AUOTOS ONEDY PROPERTY ac.cie.r11DAMAGE $ a UMBRELLA LIABX OCCUR EACH OCCURRENCE $ 10,000,1)00 X EXCESS LIAB CLAIMS-MADE X 03101356 03/31/2017 03/31/2018 A R TF $ 10,000,000 DED RETENTION$ WORKERS COMPENSATION PER OTH- AND EMPLOYERS'LIABILITY Y I N ANY OFFICER/MEMBER EXCLUDED?ECUTIVE ❑ NIA E L,EACH ACCIDENT $ (Mandatory in NH) E L DISEASE-EA EMPLOY E $ If yes,describe under DESCRIPTION OF OPERATIONS below F.L Dl E4 E-POLICY LIMIT $ E Excess Liability ,X �ZUP-31M89178-17-NF 11129/2017 03/3112018 Aggregate 10,000,000 Per Occurrence 10,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) RE: 1310-1330 East Shaw Avenue,Fresno, CA 93710. The City of Fresno,its officers,officials,agents,employees and volunteers are included as additional insured whether primary,excess, contingent,or on any other basis.Coverage will not be cancelled or diminished without prior 30 days written notice.10 days Notice of Cancellation for non-payment. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Fresno ACCORDANCE WITH THE POLICY PROVISIONS. 2600 Fresno Street,Room 4064 Fresno,CA 93621-3620 AUTHORIZED REPRESENTATIVE ACORD 25(2016103) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD STARP-1 PAGE 2 NOTEPAD INSURED-S NAME Mill Avenue Properties, LLC OP ID:JJ Date 11/30/2017 (Continued) General. Liability: Such insurance as is afforded by the policy is primary and any other insurance shall be excess and not contribute to the insurance afforded by this endorsement. Auto Liability: The City of Fresno, its officers, officials, employees, agents and volunteers are included as additional insured as required by written contract. 0 General Liability Supplemental Coverage Fndorsement ZURICH - Real Estate - enhancement Policy No. Eff. Date of Pol. Exp. Date of Pol. Eff. Date of End. Producer No. Add'I.Prem Return Prem. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the: Commercial General Liability Coverage Part A. Insured Status—Employees Paragraph 2.a.(1) of Section II—Who Is An Insured is replaced by the following: 2. Each of the following is also an insured: a. Your 'Volunteer workers" only while performing duties related to the conduct of your business, or your "employees", other than either your "executive officers" (if you are an organization other than a partnership, joint venture or limited liability company) or your managers (if you area 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"or 'Volunteer workers"are insureds for: (1) "Bodily injury" or "personal and advertising injury": (a) 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"while in the course ni his or her employorent or performing duties related to the conduct of your business, or to your other "volunteer workers" while performing duties related to the conduct of your business; (b) To the spouse, child, parent, brother or sister of that co-"employee" or 'Volunteer worker" as a consequence of Paragraph (1)(a) above; (c) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraphs (1)(a) or(b) above; or (d) Arising out of his or her providing or failing to provide professional health care services. However: Paragraphs(1)(a) and (1)(d) do not apply to your "employees" or"volunteer workers", who are not employed by you or volunteering for you as health care professionals, for"bodily injury"arising out of "Good Samaritan Acts"while the"employee"or 'Volunteer worker" is performing duties related to the conduct of your business. "Good Samaritan Acts" means any assistance of a medical nature rendered or provided in an emergency situation for which no remuneration is demanded or received. Paragraphs (1)(a), (b) and (c) do not apply to any "employee" designated as a supervisor or higher in rank, with respect to "bodily injury" to co-"employees". As used in this provision, "employees" designated as a supervisor or higher in rank means only "employees" who are authorized by you to exercise direct or indirect supervision or control over "employees"or'Volunteer workers"and the manner in which work is performed. B. Additional Insureds—Lessees of Premises 1. Section II —Who Is An Insured is amended to include as an additional insured any person or organization who leases or rents a part of the premises you own or manage who you are required to add as an additional insured on this policy under a written contract or written agreement, but only with respect to liability arising out of your U-GL-1504-B CW(04/13) Page 1 of 11 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. ownership, maintenance or repair of that part of the premises which is not reserved for the exclusive use or occupancy of such person or organization or any other tenant or lessee. However, the insurance afforded to such additional insured: a. Only applies to the extent permitted by law; b. Will not be broader than that which you are required by the written contract or written agreement to provide for such additional insured; and c. Ends when the person or organization ceases to lease or rent premises from you. 2. With respect to the insurance afforded to the additional insureds under this endorsement, the following is added to Section III —Limits Of Insurance The most we will pay on behalf of the additional insured is the amount of insurance: a. Required by the written contract or written agreement referenced in Subparagraph 13.1. above (of this endorsement); or b. Available under the applicable Limits of Insurance shown in the Declarations, whichever is less. This Paragraph B.shall not increase the applicable Limits of Insurance shown in the Declarations. C. Additional Insured—Vendors 1. The following change applies if this Coverage Part provides insurance to you for 'bodily injury" and "property damage" included in the"products-completed operations hazard": Section II — Who Is An Insured is amended to include as an additional insured any person or organization (referred to throughout this Paragraph C. as vendor) who you have agreed in a written contract or written agreement, prior to loss, to name as an additional insured, but only with respect to "bodily injury" or "property damage" arising out of 'your products" which are distributed or sold in the regular course of the vendor's business. However, the insurance afforded to such vendor: a. Only applies to the extent permitted by law; and b. Will not be broader than that which you are required by the written contract or written agreement to provide for such vendor. 2. With respect to the insurance afforded to these vendors, the following additional exclusions apply: a. The insurance afforded the vendor does not apply to: (1) "Bodily injury" or "property damage" for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; (2) Any express warranty unauthorized by you; (3) Any physical or chemical change in the product made intentionally by the vendor; (4) Repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts udder instructions from the manufacturer, and then repackaged in the original container; (5) Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products; (6) Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection with the sale of the product; (7) Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or U-GL-1504-B CW(04/13) Page 2 of 11 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. (8) "Bodily injury" or "property damage" arising out of the sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. However, this exclusion does not apply to: (a) The exceptions contained in Subparagraphs (4) or(6)above; or (b) Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. b. This insurance does not apply to any insured person or organization from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing such products. c. This insurance does not apply to any of "your products"for which coverage is excluded under this Coverage Part. 3. With respect to the insurance afforded to these vendors under this Paragraph C., the following is added to Section III—Limits Of Insurance The most we will pay on behalf of the vendor is the amount of insurance: a. Required by the written contract or written agreement referenced in Subparagraph C.1. above (of this endorsement); or b. Available under the applicable Limits of Insurance shown in the Declarations, whichever is less. This Paragraph C. shall not increase the applicable Limits of Insurance shown in the Declarations. D. Additional Insured—Managers, Lessors or Governmental Entity 1. Section II —Who Is An Insured is amended to include as an additional insured any person or organization who is a manager, lessor or governmental entity who you are required to add as an additional insured on this policy under a written contract, written agreement or permit, but only with respect to liability for 'bodily injury", "property damage" or"personal and advertising injury" caused, in whole or in part, by: a. Your acts or omissions; or b. The acts or omissions of those acting on your behalf;and resulting directly from: a. Operations performed by you or on your behalf for which the state or political subdivision has issued a permit; b. Ownership, maintenance, occupancy or use of premises by you; or c. Maintenance, operation or use by you of equipment leased to you by such person or organization. However, the insurance afforded to such additional insured: a. Only applies to the extent permitted by law; and b. Will not be broader than that which you are required by the written contract or written agreement to provide for such additional insured. 2. The additional insurance provided by this Paragraph D.does not apply: a. Unless the written contract or written agreement has been executed, or the permit has been issued, prior to the"bodily injury", "property damage" or offense that caused "personal and advertising injury"; b. To any person or organization included as an insured under Paragraph 3.of Section II —Who Is An Insured; c. To any lessor of equipment if the"occurrence" or offense takes place after the equipment lease expires; d. To any: (1) Owners or other interests from whom land has been leased by you; or (2) Managers or lessors of premises, if: (a) The "occurrence" or offense takes place after the expiration of the lease or you cease to be a tenant in that premises; U-GL-1504-B CW(04/13) Page 3 of 11 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. (b) The "bodily injury", "property damage" or "personal and advertising injury" arises out of the structural alterations, new construction or demolition operations performed by or on behalf of the manager or lessor; or (c) The premises are excluded under this Coverage Part. 3. With respect to the insurance afforded to the additional insureds under this Paragraph D., the following is added to Section III—Limits Of Insurance The most we will pay on behalf of the additional insured is the amount of insurance: a. Required by the written contract or written agreement referenced in Subparagraph D.1. above (of this endorsement), or b. Available under the applicable Limits of Insurance shown in the Declarations, whichever is less. This Paragraph D. shall not increase the applicable Limits of Insurance shown in the Declarations. E. Damage to Premises Rented or Occupied by You 1. The last paragraph under Paragraph 2. Exclusions of Section I — Coverage A — Bodily Injury And Property Damage Liability is replaced by the following: Exclusions c. through n. do not apply to damage by "specific perils" to premises while rented to you or temporarily occupied by you with permission of the owner. A separate Damage to Premises Rented To You Limit of Insurance applies to this coverage as described in Section III —Limits Of Insurance. 2. Paragraph 6. of Section III —Limits Of Insuranceis replaced by the following: 6. Subject to Paragraph 5. above, the Damage To Premises Rented To You Limit is the most we will pay under Coverage A for damages because of "property damage" to any one premises while rented to you, or in the case of damage by one or more "specific perils" to any one premises, while rented to you or temporarily occupied by you with permission of the owner. F. Broadened Contractual Liability The "insured contract"definition under the Definitions Section is replaced by the following: "Insured contract" means: a. A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by "specific perils" to premises while rented to you or temporarily occupied by you with permission of the owner is not an "insured contract'; b. A sidetrack agreement; c. Any easement or license agreement; d. An obligation, as required by ordinance, to indemnify a municipality, except in connection with work for a municipality; e. An elevator maintenance agreement; f. That part of any other contract or agreement pertaining to your business (including an indemnification of a municipality in connection with work performed for a municipality) under which you assume the tort liability of another party to pay for 'bodily injury", "property damage", or 'personal and advertising injury" arising out of the offenses of false arrest, detention or imprisonment, to a third person or organization. Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. Paragraph f. does not include that part of any contract or agreement: (1) That indemnifies an architect, engineer or surveyor for injury or damage arising out of: (a) Preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (b) Giving directions or instructions, or failing to give them, if that is the primary cause of the injury or damage; or U-GL-1504-B CW(04/13) Page 4 of 11 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. (2) Under which the insured, if an architect, engineer or surveyor, assumes liability for an injury or damage arising out of the insured's rendering or failure to render professional services, including those listed in Paragraph (1)above and supervisory, inspection, architectural or engineering activities. G. Definition—Specific Perils The following definition is added to the Definitions Section: "Specific perils" means: a. Fire; b. Lightning; c. Explosion; d. Windstorm or hail; e. Smoke; f. Aircraft or vehicles; g. Vandalism; h. Weight of snow, ice or sleet; I. Leakage from fire extinguishing equipment, including sprinklers; or j. Accidental discharge or leakage of water or steam from any part of a system or appliance containing water or steam. H. Limited Contractual Liability Coverage—Personal and Advertising Injury 1. Exclusion e. of Section I —Coverage B—Personal And Advertising Injury Liability is replaced by the following: Exclusions This insurance does not apply to: e. Contractual Liability "Personal and advertising injury" for which the insured has assumed liability in a contract or agreement. This exclusion does not apply to: (1) Liability for damages that the insured would have in the absence of the contract or agreement; or (2) Liability for"personal and advertising injury"if: (a) The "personal and advertising injury" arises out of the offenses of false arrest, detention or imprisonment; (b) The liability pertains to your business and is assumed in a written contract or written agreement in which you assume the tort liability of another. Tort liability means a liability that would be imposed by law in the absence of any contract or agreement; and (c) The "personal and advertising injury" occurs subsequent to the execution of the written contract or written agreement. Solely for purposes of liability so assumed in such written contract or written agreement, reasonable attorney fees and necessary litigation expenses incurred by or for a party other than an insured are deemed to be damages because of "personal and advertising injury" described in Paragraph (a) above, provided: (i) Liability to such party for, or for the cost of, that party's defense has also been assumed in the same written contract or written agreement; and (i) Such attorney fees and litigation expenses are for defense of that party against a civil or alternative dispute resolution proceeding in which damages to which this insurance applies are alleged. 2. Paragraph 2.d. of Section I—Supplementary Payments—Coverages A and B is replaced by the following: U-GL-1504-B CW(04/13) Page 5 of 11 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. d. The allegations in the "suit" and the information we know about the "occurrence" or offense are such that no conflict appears to exist between the interests of the insured and the interests of the indemnitee; 3. The following is added to the paragraph directly following Paragraph 21 of Section I —Supplementary Payments— Coverages A and B: Notwithstanding the provisions of Paragraph 2.e.(2) of Section I —Coverage B—Personal And Advertising Injury Liability, such payments will not be deemed to be damages for "personal and advertising injury" and will not reduce the limits of insurance. I. Supplementary Payments The following changes apply to Supplementary Payments—Coverages A and B: Paragraphs 1.b. and 1.d.are replaced by the following: b. Up to $2,500 for the cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to furnish these bonds. d. 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 $500 a day because of time off from work. J. Broadened Properly Damage 1. Property Damage to Contents of Premises Rented Short-Term The paragraph directly following Paragraph (6) in Exclusion j. of Section I —Coverage A — Bodily Injury And Properly Damage Liability is replaced by the following: Paragraphs (1), (3) and (4) of this exclusion do not apply to "property damage" to premises (other than damage by "specific perils"), including "property damage"to the contents of such premises, rented to you under a rental agreement for a period of 14 or fewer consecutive days. A separate Limit of Insurance applies to Damage to Premises Rented to You as described in Section III —Limits Of Insurance. 2. Elevator Property Damage a. The following is added to Exclusion j. of Section I — Coverage A — Bodily Injury And Property Damage Liability. Paragraphs (3) and (4) of this exclusion do not apply to "property damage" arising out of the use of an elevator at premises you own, rent or occupy. b. The following is added to Section III —Limits Of Insurance: Subject to Paragraph 5. above, the most we will pay under Coverage A for damages because of "property darrrage" to property loaned to you or personal property in the care, custody or control of the insured arising out of the use of an elevator at premises you own, rent or occupy is $25,000 per"occurrence". 3. Property Damage to Borrowed Equipment a. The following is added to Exclusion j. of Section I — Coverage A — Bodily Injury And Property Damage Liability. Paragraph (4) of this exclusion does not apply to "property damage"to equipment you borrow from others. b. The following is added to Section III —Limits Of Insurance: Subject to Paragraph 5. above, the most we will pay under Coverage A for damages because of "property damage"to equipment you borrow from others is$25,000 per"occurrence". K. Expected or Intended Injury or Damage Exclusion a. of Section I—Coverage A—Bodily Injury And Property Damage Liability is replaced by the following: a. Expected Or Intended Injury Or Damage "Bodily injury"or"property damage"expected or intended from the standpoint of the insured. This exclusion does not apply to 'bodily injury" or "property damage" resulting from the use of reasonable force to protect persons or property. L. Definition—Bodily Injury U-GL-1504-B CW(04/13) Page 6 of 11 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. The "bodily injury"definition under the Definitions Section is replaced by the following: "Bodily injury" means badily injury, sickness or disease sustained by a person. This includes mental anguish, mental injury, shock, fright or death sustained by that person which raSults from that bodily in;ury, sickness or disease. M. Insured Status—Amateur Athletic Participants Section II —Who Is An Insured is amended to include as an insured any person you sponsor while participating in amateur athletic activities. However, no such person is an insured for: a. 'Bodily injury"to: (1) Your "employee", 'volunteer worker" or any person you sponsor while participating in such amateur athletic activities; or (2) You, any partner or member (if you are a partnership or joint venture), or any member (if you are a limited liability company) while participating in such amateur athletic activities; or b. "Property damage" to property owned by, occupied or used by, rented to, in the care, custody or control of, or over which the physical control is being exercised for any purpose by: (1) Your "employee", 'volunteer worker" or any person you sponsor; or (2) You, any partner or member (if you are a partnership or joint venture), or any member (if you are a limited liability company). N. Non-Owned Aircraft and Watercraft Exclusion g. of Section I —Coverage A—Bodily InjuryAnd Property Damage Liability is replaced by the following: g. Aircraft, Auto Or Watercraft "Bodily injury" or "property damage" arising out of the ownership, maintenance, use or entrustment to others of any aircraft, "auto"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 damage" involved the ownership, maintenance, use or entrustment to others of any aircraft, "auto"or watercraft that is owned or operated by or rented or loaned to any insured. This exclusion does not apply to: (1) A watercraft while ashore on premises you own or rent; (2) A watercraft you do not own that is: (a) Less than 51 feet long;and (b) Not being used to carry persons for a charge; (3) Parking an "auto" on, or on the ways next to, premises you own or rent, provided the"auto" is not owned by or rented or loaned to you or the insured; (4) Liability assumed under any "insured contract"for the ownership, maintenance or use of aircraft or watercraft; (5) An aircraft that is hired or chartered by you or loaned to you, with a paid and licensed crew, and is not owned in whole or in part by an insured; or (6) 'Bodily injury" or "property damage"arising out of: (a) The operation of machinery or equipment that is attached to, or part of, a land vehicle that would qualify under the definition of "mobile equipment" if it were not subject to a compulsory or financial responsibility law or other motor vehicle insurance law where it is licensed or principally garaged; or (b) The operation of any of the machinery or equipment listed in Paragraph f.(2) or f.(3) of the definition of "mobile equipment". O. Definitions—Leased Worker, Temporary Worker and Labor Leasing Firm 1. The 'leased worker" and "temporary worker" definitions under the Definitions Section are replaced by the following: U-GL-1504-B CW(04/13) Page 7 of 11 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. "Leased worker" means a person leased to you by a "labor leasing firm" under a written agreement between you and the 'labor leasing firm", to perform duties related to the conduct of your business. "Leased worker" does not include a"temporary worker". "Temporary worker" means a person who is furnished to you to support or supplement your work force during "employee" absences, temporary skill shortages, upturns or downturns in business or to meet seasonal or short- term workload conditions. "Temporary worker"does not include a'leased worker". 2. The following definition is added to the Definitions Section: "Labor leasing firm"means any person or organization who hires out workers to others, including any: a. Employment agency, contractor or services; b. Professional employer organization; or c. Temporary help service. P. Definition—Mobile Equipment Paragraph f. of "mobile equipment" definition is replaced by the following: 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 following types of permanently attached equipment, exceeding a combined gross vehicle weight of 1000 pounds, 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. Q. Definitions—Your Product and Your Work The "your product"and 'your work"definitions under the Definitions Section are replaced by the following: 'Your product": a. Means: (1) Any goods or products, other than real property, manufactured, sold, handled, distributed or disposed of by: (a) You; (b) Others trading under your name; or (c) A person or organization whose business or assets you have acquired;and (2) Containers (other than vehicles), materials, parts or equipment furnished in connection with such goods or products. b. Includes: (1) Warranties or representations made at any time with respect to the fitness, quality, durability, performance, use, handling, maintenance, operation or safety of "your product";and (2) The providing of or failure to provide warnings or instructions. c. Does not include vending machines or other property rented to or located for the use of others but not sold. 'Your work": a. Means: (1) Work, services or operations performed by you or on your behalf;and U-GL-1504-B CW(04/13) Page 8 of 11 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. (2) Materials, parts or equipment furnished in connection with such work, services or operations. b. Includes: (1) Warranties or representations made at any time with respect to the fitness, quality, durability, performance, use, handling, maintenance, operation or safety of 'your work";and (2) The providing of or failure to provide warnings or instructions. R. Duties in the Event of Occurrence, Offense, Claim or Suit Condition The following paragraphs are added to Paragraph 2. Duties In The Event Of Occurrence, Offense, Claim Or Suit of Section IV—Commercial General Liability Conditions: Notice of an "occurrence" or of an offense which may result in a claim under this insurance or notice of a claim or "suit" shall be given to us as soon as practicable after knowledge of the"occurrence", offense, claim or "suit"has been reported to any insured listed under Paragraph 1. of Section II —Who Is An Insured or an "employee"authorized by you to give or receive such notice. Knowledge by other "employees" of an "occurrence", offense, claim or "suit"does not imply that you a#so have such knowledge. In the event that an insured reports an "occurrence"to the workers compensation carrier of the Named Insured and this "occurrence" later develops into a General Liability claim, covered by this Coverage Part, the insured's failure to report such "occurrence" to us at the time of the "occurrence"shall not be deemed to be a violation of this Condition. You must, however, give us notice as soon as practicable after being made aware that the particular claim is a General Liability rather than a Workers Compensation claim. S. Other Insurance Condition Paragraphs 4.a. and 4.b.(1) of the Other Insurance Condition of Section IV—Commercial General Liability Conditions are replaced by the following: 4. Other Insurance If other valid and collectible insurance is available to the insured for a loss we cover under Coverages A or B of this Coverage Part, our obligations are limited as follows: a. Primary Insurance This insurance is primafy except when Paragraph b. below applies. If this insurance is primary, our obligations are not affected unless any of the other insurance is also primary. Then, we will share with all that other insurance by the method described in Paragraph c. below. However, this insurance is primary to and will not seek contribution from any other insurance available to an additional insured provided that: (1) The additional insured is a Named Insured under such other insurance;and (2) You are required by written contract or written agreement that this insurance be primary and not seek contribution from any other insurance available to the additional insured. Other insurance includes any type of self insurance or other mechanism by which an insured arranges for funding of its legal liabilities. b. Excess Insurance (1) This insurance is excess over: (a) Any of the other insurance, whether primary, excess, contingent or on any other basis: (i) That is property insurance, Builder's Risk, Installation Risk or similar coverage for "your work"; (iQ That is property insurance purchased by you (including any deductible or self insurance portion thereof) to cover premises rented to you or temporarily occupied by you with permission of the owner; (iii) That is insurance purchased by you (including any deductible or self insurance portion thereof) to cover your liability as a tenant for "property damage" to premises rented to you or temporarily occupied by you with permission of the owner; (iv) If the loss arises out of the maintenance or use of aircraft, "autos" or watercraft to the extent not subject to Exclusion g. of Section I —Coverage A —Bodily Injury And Property Damage Liability; or U-GL-1504-B CW(04/13) Page 9 of 11 Includes copyrighted material of Insurance Services Office,Inc.,with its permission (v) That is property insurance (including any deductible or self insurance portion thereof) purchased by you to cover damage to: Equipment you borrow from others; or Property loaned to you or personal property in the care, custody or control of the insured arising out of the use of an elevator at premises you own, rent or occupy. (b) Any other primary insurance (including any deductible or self insurance portion thereof) available to the insured covering liability for damages arising out of the premises, operations, products, work or services for which the insured has been granted additional insured status either by policy provision or attachment of any endorsement. Other primary insurance includes any type of self insurance or other mechanism by which an insured arranges for funding of its legal liabilities. (c) Any of the other insurance, whether primary,excess, contingent or on any other basis, available to an additional insured, in which the additional insured on our policy is also covered as an additional insured on another policy providing coverage for the same "occurrence", claim or "suit". This provision does not apply to any policy in which the additional insured is a Named Insured on such other policy and where our policy is required by written contract or written agreement to provide coverage to the additional insured on a primary and non-contributory basis. T. Unintentional Failure to Disclose All Hazards Paragraph 6. Representations of Section IV—Commercial General Liability Conditions is replaced by the following: 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. Coverage will continue to apply if you unintentionally: a. Fail to disclose all hazards existing at the inception of this policy; or b. Make an error, omission or improper description of premises or other statement of information stated in this policy. You must notify us in writing as soon as possible after the discovery of any hazards or any other information that was not provided to us prior to inception of this Coverage Part. U. Waiver of Right of Subrogation Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV — Commercial General Liability Conditions is replaced by the following: 8. Transfer Of Rights Of Recovery Against Others To Us a. 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. b. If the insured waives its right to recover payments for injury or damage from another person or organization in a written contract executed prior to a loss, we waive any right of recovery we may have against such person or organization because of any payment we have made under this Coverage Part, The written contract will be considered executed when the insured's performance begins, or when it is signed, whichever happens first. This waiver of rights shall not be construed to be a waiver with respect to any other operations in which the insured has no contractual interest. V. Liberalization Condition The following condition is added to Section IV—Commercial General Liability Conditions: Liberalization Clause U-GL-1504-B CW(04/13) Page 10 of 11 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. If we revise our forms during the policy period which would broaden the coverage provided by any form that is a part of the Coverage Part without an extra premium charge, the broader coverage will apply to this Coverage Part. This condition is effective upon the approval of such broader coverage in the state where your policy is issued to the first Named Insured. All other terms and conditions of this policy remain unchanged. U-GL-1504-B CW(04/13) Page 11 of 11 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. 0 Coverage Extension Endorsement — Liability Only ZURICH Policy No. Eff. Date of Pol. Exp. Date of Pol. Eff.Date of End. Producer No. Add'l.Prem Return Prem. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the: Business Auto Coverage Form Motor Carrier Coverage Form A. Amended Who Is An Insured 1. The following is added to the Who Is An Insured Provision in Section II—Covered Autos Liability Coverage: The following are also "insureds": a. Any "employee" of yours is an "insured" while using a covered "auto" you don't own, hire or borrow for acts performed within the scope of employment by you. Any "employee" of yours is also an "insured" while operating an "auto" hired or rented under a contract or agreement in an "employee's" name, with your permission, while performing duties related to the conduct of your business. b. Anyone volunteering services to you is an "insured" while using a covered "auto" you don't own, hire or borrow to transport your clients or other persons in activities necessary to your business. c. Anyone else who furnishes an "auto" referenced in Paragraphs A.i.a. and A.1.b. in this endorsement. d. Where and to the extent permitted by law, any person(s) or organization(s)where required by written contract or written agreement with you executed prior to any "accident", including those person(s) or organization(s) directing your work pursuant to such written contract or written agreement with you, provided the "accident" arises out of operations governed by such contract or agreement and only up to the limits required in the written contract or written agreement, or the Limits of Insurance shown in the Declarations, whichever is less. 2. The following is added to the Other Insurance Condition in the Business Auto Coverage Form and the Other Insurance—Primary and Excess Insurance Provisions Condition in the Motor Carrier Coverage Form: Coverage for any person(s) or organization(s), where required by written contract or written agreement with you executed prior to any "accident", will apply on a primary and non-contributory basis and any insurance maintained by the additional "insured"will apply on an excess basis. However, in no event will this coverage extend beyond the terms and conditions of the Coverage Form. B. Amendment—Supplementary Payments Paragraphs a.(2)and a.(4)of the Coverage Extensions Provision in Section II—Covered Autos Liability Coverage are replaced by the following: (2) Up to$5,000 for the cost of bail bonds(including bonds for related traffic law violations) required because of an "accident"we cover. We do not have to furnish these bonds. (4) All reasonable expenses incurred by the"insured"at our request, including actual loss of earnings up to $500 a day because of time off from work. U-CA-428-A CW(02-14) Pagel of 3 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. C. Fellow Employee Coverage The Fellow Employee Exclusion contained in Section II—Covered Autos Liability Coverage does not apply. D. Driver Safety Program Liability Coverage The following is added to the Racing Exclusion in Section II—Covered Autos Liability Coverage: This exclusion does not apply to covered "autos" participating in a driver safety program event, such as, but not limited to, auto or truck rodeos and other auto or truck agility demonstrations. E. Amended Duties In The Event Of Accident, Claim, Suit Or Loss Paragraph a. of the Duties In The Event Of Accident, Claim, Suit Or Loss Condition is replaced by the following: a. In the event of"accident", claim, "suit"or"loss", you must give us or our authorized representative prompt notice of the "accident", claim, "suit"or"loss". However, these duties only apply when the "accident", claim, "suit" or "loss" is known to you (if you are an individual), a partner (if you are a partnership), a member (if you are a limited liability company) or an executive officer or insurance manager(if you are a corporation). The failure of any agent, servant or employee of the "insured"to notify us of any"accident", claim, "suit"or"loss" shall not invalidate the insurance afforded by this policy. Include, as soon as practicable: (1) How, when and where the "accident" or"loss"occurred and if a claim is made or"suit"is brought, written notice of the claim or"suit" including, but not limited to,the date and details of such claim or "suit"; (2) The "insured's" name and address; and (3) To the extent possible, the names and addresses of any injured persons and witnesses. If you report an "accident", claim, "suit"or"loss"to another insurer when you should have reported to us, your failure to report to us will not be seen as a violation of these amended duties provided you give us notice as soon as practicable after the fact of the delay becomes known to you. F. Waiver of Transfer Of Rights Of Recovery Against Others To Us The following is added to the Transfer Of Rights Of Recovery Against Others To Us Condition: This Condition does not apply to the extent required of you by a written contract, executed prior to any "accident" or "loss", provided that the "accident" or"loss" arises out of operations contemplated by such contract. This waiver only applies to the person or organization designated in the contract. G. Unintentional Failure to Disclose Hazards The following is added to the Concealment, Misrepresentation Or Fraud Condition: However, we will not deny coverage under this Coverage Form if you unintentionally: (1) Fail to disclose any hazards existing at the inception date of this Coverage Form; or (2) Make an error, omission, improper description of "autos" or other misstatement of information. You must notify us as soon as possible after the discovery of any hazards or any other information that was not provided to us prior to the acceptance of this policy. H. Hired Auto—World Wide Coverage Paragraph 7a.(5)of the Policy Period, Coverage Territory Condition is replaced by the following: (5) Anywhere in the world if a covered "auto" is leased, hired, rented or borrowed for a period of 60 days or less, I. Bodily Injury Redefined The definition of "bodily injury" in the Definitions Section is replaced by the following: "Bodily injury" means bodily injury, sickness or disease, sustained by a person including death or mental anguish, resulting from any of these at any time. Mental anguish means any type of mental or emotional illness or disease. U-CA-428-A CW(02-14) Page 2 of 3 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. J. Expected Or Intended Injury The Expected Or Intended Injury Exclusion in Paragraph B. Exclusions under Section II—Covered Auto Liability Coverage is replaced by the following: 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"or"property damage"resulting from the use of reasonable force to protect persons or property. All other terms, conditions, provisions and exclusions of this policy remain the same. U-CA-428-A CW(02-14) Page 3 of 3 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. ACCMEP CERTIFICATE OF LIABILITY INSURANCE DATE(MMI DDNYYY) 11/15/2017 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(les) must 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). PRODUCER CONTACT Barr Blinderman HAM E: Y ARM Multi Insurance Services, Inc/CAA PHIPJONE Eat); 866-913-6293 FAX, N0; 11 W. Court St ED ADDRESS,barry.blinderman@arm-i.com Shite D INSURERS}AFFORDING COVERAGE NAIC# Woodland CA 95695 INSURER A:Securi ty National Insurance Company 19879 _.......... INSURED INSURERB: Starpoint Properties LLC INSURERC: 450 N Roxbury Dr Ste 1050 INSURFR❑ INSURER E: Beverly Hills CA 90210-4235 INSURER COVERAGES CERTIFICATE NUMBER:CL17111534439 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS INSR ADDL SUBR POLICY EFF .EXP LTR TYPE OF INSURANCE POLICY NUMBFR MI'ArO[]7YYYY Y LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE S _TAMALE TO RENTED CLAIMS-MADE C OCCUR _PREMISES .(Ea occurrence) $ MED EXP(Any one person) S € [� PERSONAL&ADV INJURY S GEN'L AGGREGATE LIMIT APPLIES PER: y.GENERAL AGGREGATE S POLICY[:1 JECT � LOC I_PRODUCTS-COMP/OP AGG $ OTHER! $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ (Ea accident) ANY AUTO BODILY INJURY(Per person) $ ALL OWNED SCHEDULED .......... AUTOS AUTOS BODILY INJURY(Per accident) $ HIRED AUTOS NON-OWNED PROPERTY DAMAGE $ AUTOS (Per accident) I $ UMBRELLA LIAB _-OCCUR i EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE I AGGREGATE $ DEP RETENTIONS $ WORKERS COMPENSATION x PER OTN- AND EMPLOYERS'LIABILITY YIN STATUTE ER ANY PROPRIETOR/PARTNER/EXECUTIVE N/A E L EACH ACCIDENT $ 1,000,000 OFFICERIMEMBER A (Mandatory NH EXCLUDED? Y Y SWC1164240 9/1/2017 9/1/2018 r.�. ( rY� I E L DISEASE-EA E7LtPLO'Y,. $ 1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below EL DISEASE-POI.ICY LIMIT $ 1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) In respects to Starpoint Properties work at Mill Avenue Properties, LLC, Mill Avenue Properties II, LLC, Mill Avenue Properties III, LLC, Mill Avenue Properties IV, LLC, address: 450 N. Roxbury Drive, Suite 1050 Beverly Hills, CA 90211. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Fresno THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 2600 Fresno Street ACCORDANCE WITH THE POLICY PROVISIONS. Room 4064 Fresno, CA 93621-3620 AUTHORIZED REPRESENTATIVE Lisa Isom/LAURA ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25(2014/01) The ACORD name and logo are registered marks of ACORD INS025(201401) WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 04 03 06 (Ed. 04-84) WAIVER Of OUR RIGHT To RECOVER FROM OTHERS ENDORSEMENT-CALIFORNIA We have the right To recover our payments from anyone liable For an injury covered by this policy.We will Not enforce our right against the person Or organization named In the Schedule. (This agreement applies only To the extent that you perform work under a written contract that requires you To obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration Of your employees While engaged In the work described In the Schedule. The additional premium For this endorsement shall be 5%Of the California workers'compensation premium otherwise due on such remuneration. Schedule Person or Organization Job Description City of Fresno All CA operations. Fresno, CA 93621-3620 This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective 9/1/2017 Policy No. SWC1164240 Endorsement No. 3 Insured StarPoint Properties, LLC Premium$ 77009 Insurance Company Security National Insurance Company Countersigned by _ WC 04 03 06 (Ed.04-84) UMBRELLA EXCESS FOLLOW-FORM AND UMBRELLA LIABILITY INSURANCE THIS POLICY, IN PART, PROVIDES FOLLOW-FORM LIABILITY COVERAGE. COVERAGE WILL APPLY ON A CLAIMS-MADE BASIS WHEN FOLLOWING CLAIMS-MADE UNDERLYING INSURANCE. c COVERAGE WILL APPLY ON A DEFENSE-WITHIN-LIMITS BASIS WHEN FOLLOWING UNDERLYING INSURANCE UNDER WHICH DEFENSE EXPENSES ARE PAYABLE WITHIN, AND NOT IN ADDITION ti TO, THE LIMITS OF INSURANCE. WHEN FOLLOWING SUCH r UNDERLYING INSURANCE, PAYMENT OF DEFENSE EXPENSES UNDER THIS POLICY WILL REDUCE, AND MAY EXHAUST, THE LIMITS OF INSURANCE OF THIS POLICY. c PLEASE READ THE ENTIRE POLICY CAREFULLY. Various provisions in this policy restrict coverage. Read the entire policy carefully to p determine rights, duties and what is and is not covered. Throughout this policy, the words "you" and "your" refer to the Named Insured shown in the Declarations 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. The word "insured" means any person or organization qualifying as such under SECTION II — WHO IS AN INSURED. Other words and phrases that appear in quotation marks have special meaning. Refer to SECTION VI — DEFINITIONS. .2 SECTION I — COVERAGES a. The applicable limit of insurance A. COVERAGE A — EXCESS FOLLOW—FORM stated for the policies of �o LIABILITY "underlying insurance" in the Schedule Of Underlying Insurance 1. We will pay on behalf of the insured will be considered to be reduced those sums, in excess of the or exhausted only by the "applicable underlying limit", that the following payments: insured becomes legally obligated to (1) Payments of judgments or pay as damages to which Coverage A settlements for damages that of this insurance applies, provided are covered by that "underlying that the "underlying insurance" would insurance". However, if such p apply to such damages but for the "underlying insurance" has a A exhaustion of its applicable limits of policy period which differs insurance. If a sublimit is specified in from the policy period of this any "underlying insurance", Coverage Excess Follow-Form And A of this insurance applies to Umbrella Liability Insurance, damages that are in excess of that any such payments for sublimit only if such sublimit is damages that would not be shown for that "underlying insurance" covered by this Excess Follow- in the Schedule Of Underlying Form And Umbrella Liability Insurance. Insurance because of its 2. Coverage A of this insurance is different policy period will not subject to the same terms, reduce or exhaust the conditions, agreements, exclusions applicable limit of insurance and definitions as the "underlying stated for such "underlying insurance", except with respect to insurance'; any provisions to the contrary (2) Payments of "medical exp- contained in this insurance. enses" that are covered by 3. The amount we will pay for damages that "underlying insurance" and is limited as described in SECTION III are incurred for bodily injury" — LIMITS OF INSURANCE. caused by an accident that takes place during the policy 4. For the purposes of Paragraph 1. period of this Excess Follow- above: Form And Umbrella Liability Insurance; or EU 00 01 07 16 © 2016 The Travelers Indemnity Company. All rights reserved. Page 1 of 23 UMBRELLA (3) Payments of defense expenses "property damage", "personal injury" that are covered by that or "advertising injury" to which "underlying insurance", only if Coverage B of this insurance applies. such "underlying insurance" 2. Coverage B of this insurance applies includes such payments within to "bodily injury" or "property the limits of insurance. damage" only if: However, if such "underlying insurance" has a policy period a. The "bodily injury" or "property which differs from the policy damage" is caused by an period of this Excess Follow- "occurrence" that takes place 00 Form And Umbrella Liability anywhere in the world; Insurance, any such payments b. The "bodily injury" or "property for defense expenses that would not be covered by this damage" occurs during the policy Excess Follow-Form And period; and Umbrella Liability Insurance c. Prior to the policy period, no O because of its different policy insured listed under Paragraph 1. period will not reduce or in Paragraph B., COVERAGE B - exhaust the applicable limit of UMBRELLA LIABILITY, of SECTION II — insurance stated for such WHO IS AN INSURED and no O "underlying insurance". "employee" authorized b you to Y If the applicable limit of insurance give or receive notice of an o stated for the policies of "occurrence" or claim, knew that "underlying insurance" in the the "bodily injury" or "property Schedule Of Underlying Insurance damage" had occurred, in whole is actually reduced or exhausted or in part. If such a listed insured by other payments, Coverage A of or authorized "employee" knew, this insurance is not invalidated. prior to the policy period, that the However, in the event of a loss, bodily injury" or "property we will pay only to the extent damage" occurred, in whole or in yy that we would have paid had such part, then any continuation, change 1 limit not been actually reduced or or resumption of such "bodily exhausted by such other payments. injury" or "property damage" +� during or after the policy period b. If any "underlying insurance" has will be deemed to have been a limit of insurance greater than known prior to the policy period. the amount shown for that insurance in the Schedule of 3. Coverage B of this insurance applies Underlying Insurance, this to "personal injury" or "advertising 'w insurance will apply in excess of injury" caused by an offense arising that greater amount. If any out of your business, but only if the "underlying insurance" has a limit offense was committed during the of insurance, prior to any policy period anywhere in the world. reduction or exhaustion by 4. The amount we will pay for damages payment of damages, medical expenses" or defense expenses is limited as described in SECTION III O A described in Paragraph a. above, - LIMITS OF INSURANCE. that is less than the amount 5. "Bodily injury" or "property damage": shown for that insurance in the a Schedule Of Underlying Insurance, . Which occurs during the policy this insurance will apply in excess period; and of the amount shown for such b. Which was not prior to, but was insurance in the Schedule Of during, the policy period known to Underlying Insurance. have occurred by any insured 5. When the "underlying insurance" listed under Paragraph 1. in applies on a claims-made basis and Paragraph B., COVERAGE B - includes a retroactive date provision, UMBRELLA LIABILITY of SECTION II — the retroactive date for Coverage A WHO IS AN INSURED, or any of this insurance is the same as the "employee" authorized by you to retroactive date of that "underlying give notice of an "occurrence" or insurance". claim; B. COVERAGE B - UMBRELLA LIABILITY includes any continuation, change or 1. We will a on behalf of the insured resumption of the "bodily injury" or pay property damage" after the end of those sums in excess of the "self- the policy period. insured retention that the insured becomes legally obligated to pay as 6. "Bodily injury" or "property damage" damages because of "bodily injury", will be deemed to have been known Page 2 of 23 0 2016 The Travelers Indemnity Company. All rights reserved. EU 00 01 07 16 UMBRELLA to have occurred at the earliest time b. End when we decide that the when any insured listed under crisis no longer exists or when Paragraph 1. in Paragraph B., COVERAGE the Crisis Management Service B — UMBRELLA LIABILITY, of SECTION II Expenses Limit has been — WHO IS AN INSURED or any exhausted, whichever occurs first. "employee" authorized by you to give 4. The amount we will pay for "crisis or receive notice of an "occurrence" management service expenses" is or claim: limited as described in SECTION III — .�� a. Reports all, or any part, of the LIMITS OF INSURANCE. C bodily injury" or property 5. A "self-insured retention" does not damage" to us or any other apply to "crisis management service insurer; � expenses". b. Receives a written or verbal 6. Any payment of "crisis management demand or claim for damages because of the "bodily injury" or service expenses" that we make will ,O not be determinative of our "property damage"; or obligations under this insurance with c. Becomes aware by any other respect to any claim or "suit" or means that the "bodily injury" or create any duty to defend or "property damage" has occurred indemnify any insured for any claim 51 or has begun to occur. or "suit". ;6. 7. Damages because of "bodily injury" 0. DEFENSE AND SUPPLEMENTARY PAYMENTS include damages claimed by any person or organization for care, loss 1. We will have the right and duty to of services or death resulting at any defend the insured: time from the "bodily injury". a. Under Coverage A, against a "suit" 8. Coverage B of this insurance does seeking damages to which such C not apply to damages covered by any coverage applies, if: g "underlying insurance" or that would (1) The "applicable underlying have been covered by any "underlying limit" is the applicable limit of insurance" but for the exhaustion of insurance stated for a policy .� its applicable limit of insurance. of "underlying insurance" in C. COVERAGE C — CRISIS MANAGEMENT the Schedule Of Underlying Insurance and such limit has SERVICE EXPENSES been exhausted solely due to 1. We will reimburse the insured, or pay payments as permitted in on the insured's behalf, "crisis Paragraphs 4.a.(1), (2) and (3) of management service expenses" to COVERAGE A — EXCESS FOLLOW— which Coverage C applies. FORM LIABILITY of SECTION I - Ct COVERAGES; or 2. Coverage C of this insurance applies to "crisis management service (2) The "applicable underlying expenses" that: limit" is the applicable limit of any "other insurance" and such A a. Arise out of a "crisis management limit has been exhausted by event" that first commences during the policy period; payments of judgments, settle- ments or medical expenses, or b. Are incurred by the insured, after related costs or expenses (if a "crisis management event" first such costs or expenses reduce commences and before such event such limits). ends; and For any "suit" for which we have c. Are submitted to us within 180 the right and duty to defend the days after the "crisis management insured under Coverage A, defense advisor" advises you that the expenses will be within the limits "crisis management event" no of insurance of this policy when longer exists. such expenses are within the 3. A "crisis management event" will be limits of insurance of the deemed to: applicable "underlying insurance'; or a. First commence at the time when b. Under Coverage B, against a "suit" any "executive officer" first becomes aware of an "event" or seeking damages to which such "occurrence" that leads to that coverage applies. "crisis management event"; and 2. We have no duty to defend any insured against any "suit": EU 00 01 07 16 0 2016 The Travelers Indemnity Company. All rights reserved. Page 3 of 23 UMBRELLA a. Seeking damages to which this we have paid, offered to pay or insurance does not apply; or deposited in court the part of the b. If any other insurer has a duty to judgment that is within the defend. applicable limit of insurance. If we do not pay part of the 3. When we have the duty to defend, judgment for any reason other we may, at our discretion, investigate than it is more than the applicable and settle any claim or "suit". In all limit of insurance, we will not other cases, we may, at our pay any interest that accrues on I discretion, participate in the that portion of the judgment. 0 investigation, defense and settlement With respect to a claim we of any claim or "suit" for damages investigate or settle, or "suit" against to which this insurance may apply. If an insured we defend under COVERAGE we exercise such right to participate, A - EXCESS FOLLOW-FORM LIABILITY, all expenses we incur in doing so Cp these payments will not reduce the will not reduce the applicable limits applicable limits of insurance, but ,O of insurance. only if the applicable "underlying C3 4. Our duty to defend ends when we insurance" provides for such have used up the applicable limit of payments in addition to its limits of 16. p insurance in the payment of insurance. With respect to a claim we judgments or settlements, or defense investigate or settle, or "suit" against •: expenses if such expenses are within an insured we defend under COVERAGE o the limits of insurance of this policy. B - UMBRELLA LIABILITY, these 5. We will pay, with respect to a claim payments will not reduce the we investigate or settle, or "suit" applicable limits of insurance. against an insured we defend: SECTION II - WHO IS AN INSURED a. All expenses we incur. A. COVERAGE A - EXCESS FOLLOW-FORM LIABILITY b. The cost of: q (1) Bail bonds required because of With respect to Coverage A, the C3 accidents or traffic law following persons and organizations p violations arising out of the qualify as insureds: use of any vehicle to which 1. The Named Insured shown in the this insurance applies; or Declarations; and c� (2) Appeal bonds and bonds to 2. Any other person or organization r„ release attachments; qualifying as an insured in the ' but only for bond amounts within "underlying insurance". If you have � the applicable limit of insurance. agreed to provide insurance for that We do not have to furnish these person or organization in a written bonds. contract or agreement: Oa. The limits of insurance afforded c. All reasonable expenses incurred to such person or organization by the insured at our request to Aassist us in the investigation or will be: defense of such claim or "suit", (1) The amount by which the including actual loss of earnings minimum limits of insurance up to $1,000 a day because of you agreed to provide such time off from work. person or organization in that d. All court costs taxed against the written contract or agreement insured in the ' suit". However, exceed the total limits ofinsurance of all applicable these payments do not include attorneys' fees or attorneys' 'underlying insurance,'; or expenses taxed against the (2) The limits of insurance of this insured. policy; e. Prejudgment interest awarded whichever is less; and against the insured on that part of b. Coverage under this policy does the judgment we pay. If we make an offer to pay the applicable not apply to such person or limit of insurance, we will not organization if the minimum limits pay any prejudgment interest of insurance you agreed to based on that period of time after provide such person or the offer. organization in that written contract or agreement are wholly f. All interest that accrues on the within the total limits of insurance full amount of any judgment after of all available applicable entry of the judgment and before "underlying insurance". Page 4 of 23 0 2016 The Travelers Indemnity Company. All rights reserved. EU 00 01 07 16 UMBRELLA B. COVERAGE B — UMBRELLA LIABILITY course of his or her respect to Coverage B: employment or performing With res P 9 duties related to the 1. The Named Insured shown in the conduct of your business, Declarations is an insured. or to your other "volunteer 2. If you are: workers" while performing Y duties related to the a. An individual, your spouse is also conduct of your business; an insured, but only with respect (b) To the spouse, child, to the conduct of a business of parent, brother or sister of O which you are the sole owner. that co-"employee" or rte„ b. A partnership or joint venture, "volunteer worker" as a your members, your partners and consequence of Paragraph their spouses are also insureds, (1)(a) above; C but only with respect to the (c) For which there is any conduct of your business. obligation to share damages O c. A limited liability company, your with or repay someone else members are also insureds, but who must pay damages p only with respect to the conduct because of the in of your business. Your managers described in Paragraph 1)(a) •ti are also insureds, but only with or (b) above; or respect to their duties as your (d) Arising out of his or her managers. providing or failing to d. An organization other than a provide professional health partnership, joint venture or care services. limited liability company, your Unless you are in the business " "officersand directors are also v or occupation of providing : insureds, but only with respect to professional health care R their duties as your "officers" or services, Paragraphs (1)(a), (b), O directors. Your stockholders are (cl and (d) above do not O also insureds, but only with apply to "bodily injury" arising w, respect to their liability as� out of providing or failing stockholders. to provide first aid or "Good O e. A trust, your trustees are also Samaritan services" by any insureds, but only with respect to of your "employees" or •� their duties as trustees. "volunteer workers" other than an employed or volunteer 3. Each of the following is also an doctor. Any such "employees" insured: or "volunteer workers" a. Your "volunteer workers" only providing or failing to provide p while performing duties related to first aid or "Good Samaritan O the conduct of your business, or services" during their work O your "employees", other than hours for you will be deemed A either your "officers" (if you are to be acting within the scope an organization other than a of their employment by you or partnership, joint venture or performing duties related to limited liability company) or your the conduct of your business. managers (if you are a limited (2) "Property damage" to property: liability company), but only for acts within the scope of their (a) Owned, occupied or used employment by you or while by; or performing duties related to the Rented to, in the care, conduct of your business. (b) However, none of these custody or control of, or "volunteer over which physical control "employees" or is workers" are insureds for: being exercised for any purpose by; (1) "Bodily injury" or "personal you, any of your "employees" injury": or "volunteer workers", any of (a) To you, to your partners or your partners or members (if members (if you are a you are a partnership or joint partnership or joint venture), venture), or any of your to your members (if you members (if you are a limited are a limited liability liability company). company), to a co- "employee" while in the EU 00 01 07 16 0 2016 The Travelers Indemnity Company. All rights reserved. Page 5 of 23 UMBRELLA b. Any person (other than your No person or organization is an insured "employee" or "volunteer or will qualify as a Named Insured with worker"), or any organization, respect to the conduct of any current or while acting as your real estate past partnership, joint venture or limited manager. liability company that is not shown as a c. Any person or organization having Named Insured in the Declarations. This proper temporary custody of your paragraph does not apply to any such property if you die, but only: partnership, joint venture or limited liability company that otherwise qualifies (1) With respect to liability arising as an insured under Paragraph B. of out of the maintenance or use SECTION II — WHO IS AN INSURED. O of that property; and _ y C. COVERAGE C CRISIS MANAGEMENT (2) Until your legal representative SERVICE EXPENSES has been appointed. With respect to Coverage C, the d. Your legal representative if you following persons and organizations are .� die, but only with respect to insureds and will qualify as Named duties as such. That representative Insureds: will have all your rights and 1. The Named Insured shown in the C duties under this insurance. Declarations. 4. Any organization, other than a 2. Any organization, other than a partnership, joint venture or limited liability company, of which you are partnership, joint venture or limited O liability company, of which you are the sole owner, or in which you the sole owner, or in which you maintain an ownership interest of .., more than 50%, on the first day of maintain an °ownership interest of ~' the policy period is an insured and more than 50%, the first day of will qualify as a Named Insured. No the policy period. iod. No such ?+ organization is an insured or will .ti such organization is an insured or will qualify as a Named Insured for qualify as a Named Insured for O crisis management service expenses" ty "bodily injury" or "property damage" arising out of a "crisis management O that occurred, or "personal injury" or event" that first commences after the p advertising injury" caused by an offense committed after the date, if date, if any, during the policy period, any, during the policy period, that that you no longer maintain an 0 you no longer maintain an ownership ownership interest of more than 50% interest of more than 50% in such in such organization. .� organization. 3. Any organization you newly acquire 5. Any organization you newly acquire or form, other than a partnership, 'Z or form, other than a partnership, joint venture or limited liability 't company, and of which you are the O joint venture or limited liability sole owner, or in which you maintain ..� company, and of which you are the ownership tof more than sole owner, or in which you maintain 50°�,an own there int nerest other similar an ownership interest of more than O 50%, is an insured and will qualify as insurance available to that A a Named Insured if there is no other organization. However: similar insurance available to that a. Coverage under this provision is organization. However: afforded only until the 180th day a. Coverage under this provision is after you acquire or form the afforded only until the 180th day organization or the end of the after you acquire or form the policy period, whichever is earlier; organization or the end of the and policy period, whichever is earlier; b. Coverage for such organization and does not apply to "crisis b. Coverage for such organization management service expenses" does not apply to: arising out of a crisis manage- ment event" that occurred before (1) "Bodily injury" or "property you acquired or formed the damage" that occurred; or organization, even if an "executive (2) "Personal injury" or officer" only first becomes aware "advertising injury" arising out of an "event" or "occurrence that of an offense committed; leads to such "crisis management event" after the date you acquired before you acquired or formed the or formed the organization. organization. Page 6 of 23 0 2016 The Travelers Indemnity Company. All rights reserved. EU 00 01 07 16 UMBRELLA No person or organization is an insured because of "bodily injury" or "property or will qualify as a Named Insured with damage" included in the "products- respect to the conduct of any current or completed operations hazard". past partnership, joint venture or limited D. Subject to Paragraph B. or C. above, liability company that is not shown as a Named Insured in the Declarations. whichever applies, the Occurrence Limit is the most we will pay for the sum of SECTION III — LIMITS OF INSURANCE all: A. The Limits of Insurance shown in the 1. Damages, and defense expenses if Declarations and the rules below fix the such expenses are within the limits p most we will pay for the amounts of insurance of this policy, under p� described below to which this insurance Coverage A arising out of any one applies regardless of the number of: "event" to which the "underlying ti 1. Insureds; insurance" applies a limit of � � insurance that is separate from any 2. Claims made or "suits' brought; aggregate limit of insurance; and 3. Number of vehicles involved; 2. Damages under Coverage B because 4. Persons or organizations making of all "bodily injury", "property damage", personal injury" or claims or bringing "suits"; or "advertising injury" arising out of any ,r 5. Coverages provided under this one "occurrence". insurance. For the purposes of determining the As indicated in Paragraph D.1. of SECTION applicable Occurrence Limit, all related .� I — COVERAGES, for any "suit" for which acts or omissions committed in the we have the right and duty to defend the providing or failing to provide first aid insured under Coverage A, defense or "Good Samaritan services" to any expenses will be within the limits of one person will be considered one v ti insurance of this policy when such occurrence". p expenses are within the limits of E. The Crisis Management Service Expenses R insurance of the applicable "underlying Limit is the most we will pay for the C3 insurance' . sum of all "crisis management service +� B. The General Aggregate Limit is the most expenses" arising out of all "crisis we will pay for the sum of all: management events". Payment of such "crisis management service expenses" is �O 1. Damages; and in addition to, and will not reduce, any 2. Defense expenses if such expenses other limit of insurance of this policy. w are within the limits of insurance of F. The limits of insurance of this policy this policy; apply separately to each consecutive except: annual period and to any remaining C3 period of less than 12 months, starting C 1. Damages and defense expenses with the beginning of the policy period because of "bodily injury" or shown in the Declarations. If the policy p "property damage" included in the period is extended after issuance for an A "auto hazard"; additional period of less than 12 months, 2. Damages and defense expenses the additional period will be deemed part because of "bodily injury" or of the last preceding period for purposes "property damage" included in the of determining the limits of insurance. "products-completed operations SECTION IV — EXCLUSIONS hazard"; or This insurance does not apply to: 3. Damages and defense expenses for A. With respect to Coverage A and which insurance is provided under any Coverage B: Aircraft Liability coverage included as "underlying insurance" to which no 1. Asbestos aggregate limit applies. a. Damages arising out of the actual C. The Products-Completed Operations or alleged presence or actual, Aggregate Limit is the most we will pay alleged or threatened dispersal of for the sum of all: asbestos, asbestos fibers or 1. Damages; and products containing asbestos, provided that the damages are 2. Defense expenses if such expenses caused or contributed to by the are within the limits of insurance of hazardous properties of asbestos. this policy; b. Damages arising out of the actual or alleged presence or actual, alleged or threatened dispersal of EU 00 01 07 16 0 2016 The Travelers Indemnity Company. All rights reserved. Page 7 of 23 UMBRELLA any solid, liquid, gaseous or a. Whether the insured may be liable thermal irritant or contaminant, as an employer or in any other including smoke, vapors, soot, capacity; and fumes, acids, alkalis, chemicals b. To any obligation to share and waste, and that are part of damages with or repay someone any claim or "suit" which also else who must pay damages alleges any damages described in Paragraph a. above. because of the injury. c. Any loss, cost or expense arising 3. ERISA, COBRA And Similar Laws out of any: Any obligation of the insured under: O (1) Request, demand, order or a. The Employees Retirement Income statutory or regulatory Security Act Of 1974 (ERISA) or requirement that any insured or any of its amendments; C others test for, monitor, clean b. The Consolidated Omnibus Budget r up, remove, contain, treat, Reconciliation Act of 1985 ,O detoxify or neutralize, or in w any way respond to, or assess (COBRA) or any of its C3 the effects of, asbestos, amendments; or asbestos fibers or products c. Any similar common or statutory containing asbestos; or law of any jurisdiction. A: (2) Claim or "suit" by or on 4. Medical Expenses Or Payments behalf of any governmental authority or any other person Any obligation of the insured under or organization because of any 'medical expenses" or medical testing for, monitoring, clean- payments coverage. ing up, removing, containing, 5. Nuclear Material treating, detoxifying or neutral- Damages arising out of: v izing, or in any way C responding to, or assessing the a. The actual, alleged or threatened Q. effects of, asbestos, asbestos exposure of any person or O fibers or products containing property to; or asbestos. b. The "hazardous properties" of; 2. Employment-Related Practices any "nuclear material". O Damages because of injury to: c� As used in this exclusion: a. A person arising out of any: •� a. "Hazardous properties" includes ti (1) Refusal to employ that person; radioactive, toxic or explosive (2) Termination of that person's properties; employment; or b. "Nuclear material" means "source p (3) Employment-related practice, material", "special nuclear policy, act or omission, such material" or "by-product material"; O as coercion, demotion, evaluat- and la ion, reassignment, discipline, C. "Source material", "special nuclear failure to promote or advance, material" and "by-product mater- harassment, humiliation, dis- ial" have the meanings given them crimination, libel, slander, in the Atomic Energy Act of 1954 violation of the person's right or any of its amendments. of privacy, malicious 6. Uninsured or Underinsured Motorists, No- prosecution or false arrest, Fault And Similar Laws detention or imprison-ment, applied to or directed at that Any liability imposed on the insured, person, regardless of whether or the insured's insurer, under any of such practice, policy, act or the following laws: omission occurs, is applied or a. Uninsured motorists; is committed before, during or after the time of that person's b. Underinsured motorists; employment; or b. The spouse, child, parent, brother C. Auto no-fault or other first-party or sister of that person as a personal injury protection (PIP); consequence of injury to that d. Supplementary person as described in Paragraphs uninsured/underinsured motorists a.(1), (2) or (3) above. (New York); or This exclusion applies: e. Medical expense benefits and income loss benefits (Virginia). Page 8 of 23 0 2016 The Travelers Indemnity Company. All rights reserved. EU 00 01 07 16 UMBRELLA 7. War gift, distribution or use of Damages arising out of: alcoholic beverages. a. War, including undeclared or civil 4. Employers Liability war; or "Bodily injury" to: b. Warlike action by a military force, a. An "employee" of the insured including action in hindering or arising out of and in the course defending against an actual or of: expected attack, by any govern- (1) Employment by the insured; or ment, sovereign or other authority using military personnel or other (2) Performing duties related to agents; or the conduct of the insured's c. Insurrection, rebellion, revolution, business; or usurped power or action taken by b. The spouse, child, parent, brother governmental authority in or sister of that "employee" as a hindering or defending against any consequence of "bodily injury" • of these. described in Paragraph a. above. B. Workers Compensation And Similar Laws This exclusion applies: 0 Any obligation of the insured under a a. Whether the insured may be liable • workers compensation, disability as an employer or in any other benefits or unemployment capacity; and compensation law or any similar law. b. To any obligation to share •� B. With respect to Coverage B: damages with or repay someone ~' 1. Expected Or Intended Bodily Injury Or else who must pay damages Property Damage because of the "bodily injury". 5. Pollution "Bodily injury" or "property damage" g expected or intended from the a. "Bodily injury", "property standpoint of the insured. This damage", "personal injury" or exclusion does not apply to "bodily "advertising injury" arising out of .� injury" or "property damage" the actual, alleged or threatened resulting from the use of reasonable discharge, dispersal, seepage, force to protect persons or property. migration, release or escape of 2. Contractual Liability "pollutants". "Bodily injury". "property damage", b. Any loss, cost or expense arising "personal injury" or 'advertising out of any: injury" for which the insured is (1) Request, demand, order or obligated to pay damages by reason statutory or regulatory require- of the assumption of liability in a ment that any insured or any contract or agreement. This exclusion other person or organization does not apply to liability for test for, monitor, clean up, A damages that the insured would have remove, contain, treat, detoxify in the absence of the contract or or neutralize, or in any way agreement. respond to, or assess the 3. Liquor Liability effects of, "pollutants"; or "Bodily injury" or "property damage" (2) Claim or "suit" by or on for which any insured may be liable behalf of any governmental by reason of: authority or any other person or organization because of a. Causing or contributing to the testing for, monitoring, intoxication of any person, cleaning up, removing, contain- including causing or contributing ing, treating, detoxifying or to the intoxication of any person neutralizing, or in any way because alcoholic beverages were responding to, or assessing the permitted to be brought on your effects of, "pollutants". premises for consumption on your 6. Aircraft premises; b. The furnishing of alcoholic "Bodily injury" or "property damage" arising out of the ownership, beverages to a person under the legal drinking age o under the maintenance, use or entrustment to influence of alcohol; or others of any aircraft owned or operated by or rented or loaned to C. Any statute, ordinance or any insured. Use includes operation regulation relating to the sale, and "loading or unloading". EU 00 01 07 16 0 2016 The Travelers Indemnity Company. All rights reserved. Page 9 of 23 UMBRELLA This exclusion applies even if the (2) You do not own and is not claims against any insured allege being used to carry any person negligence or other wrongdoing in the or property for a charge. supervision, hiring, employment, 9. Electronic Data training or monitoring of others by that insured, if the "occurrence" Damages claimed for the loss of, which caused the "bodily injury" or loss of use of, damage to, corruption "property damage" involved the of, inability to access, or inability to ownership, maintenance, use or manipulate "electronic data". entrustment to others of any aircraft 10. Damage To Property, Products Or Work that is owned or operated by or rented or loaned to any insured. "Property damage" to: 7. Auto a. Property you own, rent or occupy, ti "Bodily injury" or "property damage" including any costs or expenses arising out of the ownership, incurred by you, or any other p maintenance, use or entrustment to person or organization, for repair, •ti replacement, enhancement, others of any "auto '. Use includes operation and "loading or unloading". restoration or maintenance of such property for any reason, including This exclusion applies even if the prevention of injury to a person Iclaims against any insured allege or damage to another's property; negligence or other wrongdoing in the supervision, hiring, employment. b. Premises you sell, give away or training or monitoring of others by abandon if the property damage" that insured, if the "occurrence" arises out of any part of those •� which caused the "bodily injury" or premises; ti "property damage" involved the c. Property loaned to you; ownership, maintenance, use or entrustment to others of any "auto". d. Personal property in the care, Ltcustody or control of the insured; Z This exclusion does not apply to Q "bodily injury" or "property damage" e. That particular part of real Ci caused by an "occurrence" that takes property on which you or any o place outside of the United States of contractors or subcontractors America (including its territories and working directly or indirectly on possessions), Puerto Rico and Canada. your behalf are performing 8. Watercraft operations if the "property damage" arises out of those "Bodily injury" or "property damage" operations; ' arising out of the ownership, f. That particular part of any maintenance, use or entrustment to property that must be restored, others of any watercraft owned or repaired or replaced because "your operated by or rented or loaned to work" was incorrectly performed p any insured. Use includes operation on it; and "loading or unloading". This exclusion applies even if the 9• "Your product" arising out of A claims against any insured allege ""your product" or any part of it; negligence or other wrongdoing in the or supervision, hiring, employment, h. "Your work" arising out of "your training or monitoring of others by work" or any part of it and that insured, if the "occurrence" included in the "products- which caused the "bodily injury" or completed operations hazard". "property damage" involved the 11. Damage To Impaired Property Or Property ownership, maintenance, use or Not Physically Injured entrustment to others of any watercraft that is owned or operated "Property damage" to "impaired by or rented or loaned to any property", or property that has not insured. been physically injured, arising out This exclusion does not apply to a of: watercraft: a. A defect, deficiency, inadequacy a. While ashore on premises owned or dangerous condition in "your by or rented to any insured; or product" or 'your work"; or b. That is 50-feet long or less and b. A delay or failure by you, or that: anyone acting on your behalf, to fulfill the terms of a contract or (1) You own; or agreement. Page 10 of 23 0 2016 The Travelers Indemnity Company. All rights reserved. EU 00 01 07 16 UMBRELLA This exclusion does not apply to the 17. Material Published With Knowledge Of loss of use of other property arising Falsity out of sudden and accidental physical injury to "your product" or your "Personal injury" or "advertising work" after it has been put to its injury" arising out of oral or written intended use. publication, including publication by electronic means, of material, if done 12. Recall Of Products, Work Or Impaired by or at the direction of the insured Property with knowledge of its falsity. Damages claimed for any loss, cost 18. Material Published Or Used Prior To p or expense incurred by you or others Policy Period for the loss of use, withdrawal, recall, inspection, repair, replacement, a. "Personal injury" or "advertising adjustment, removal or disposal of: injury" arising out of oral or written publication, including a. "Your product"; publication by electronic means, •� b. "Your work"; or of material whose first publication took place before the beginning of c. "Impaired property"; the policy period; or p if such product, work or property is b. "Advertising injury" arising out of withdrawn or recalled from the infringement of copyright, "title" •� market or from use by any person or or "slogan" in your "advertise- organization because of a known or ment" whose first infringement in suspected defect, deficiency, your "advertisement" was inadequacy or dangerous condition in committed before the beginning of it. the policy period. 13. Violation Of Consumer Financial Protection 19. Criminal Acts Laws "Personal injury" or "advertising "Bodily injury", "property damage", injury" arising out of a criminal act ay "personal injury" or "advertising committed by or at the direction of injury" arising out of any actual or the insured. p alleged violation of a "consumer 20. Breach Of Contract financial protection law", or any other "bodily injury", "property "Personal injury" or "advertising damage", "personal injury" or injury" arising out of a breach of "advertising injury" alleged in any contract. claim or "suit" that also alleges any 21. Quality Or Performance Of Goods - such violation. Failure To Conform To Statements 14. Unsolicited Communication "Advertising injury" arising out of the "Bodily injury", "property damage", failure of goods, products or services p "personal injury" or "advertising to conform with any statement of r injury" arising out of any actual or quality or performance made in your p alleged violation of any law that advertisement". A restricts or prohibits the sending, 22. Wrong Description Of Prices transmitting or distributing of g p "unsolicited communication". "Advertising injury" arising out of the 15. Access Or Disclosure Of Confidential Or wrong description of the price of Personal Information goods, products or services stated in your "advertisement". "Bodily injury", "property damage"' 23. Intellectual Property "personal injury" or "advertising injury" arising out of any access to "Personal injury" or "advertising or disclosure of any person's or injury" arising out of any actual or organization's confidential or personal alleged infringement or violation of information. any of the following rights or laws, 16. Knowing Violation Of Rights Of Another or any other "personal injury" or advertising injury' alleged in any "Personal injury" or "advertising claim or "suit" that also alleges any injury" caused by or at the direction such infringement or violation: of the insured with the knowledge a. Copyright; that the act would violate the rights of another and would inflict "personal b. Patent; injury" or "advertising injury". C. Trade dress; d. Trade name; EU 00 01 07 16 0 2016 The Travelers Indemnity Company. All rights reserved. Page 11 of 23 UMBRELLA e. Trademark; to mislead another's potential f. Trade secret; or customers. g. Other intellectual property rights C. With respect to Coverage C: or laws. Newly Acquired, Controlled Or Formed This exclusion does not apply to: Entities a. "Advertising injury" arising out of "Crisis management service expenses" any actual or alleged infringement arising out of a "crisis management or violation of another's copyright, event" that involves any organization "title" or "slogan" in your you newly acquire or form and that O "advertisement"; or occurred prior to the date you acquired y or formed that organization, even if an b. Any other "personal injury" or "executive officer" only first becomes "advertising injury' alleged in any aware of an "event" or "occurrence" that claim or "suit" that also alleges leads to such "crisis management event" O any such infringement or violation after the date you acquired or formed of another's copyright, "title" or such organization. O "slogan" in your "advertisement". SECTION V — CONDITIONS c24. Insureds In Media And Internet Type A. APPEALS 1 51 Business 1.3: 1f the insured or the insured's "Personal injury" or "advertising "underlying insurer" elects not to injury" arising out of an offense committed by an insured whose appeal a judgment which exceeds the "applicable underlying limit" or "self- business is: insured retention", we may do so. ti a. Advertising, "broadcasting" or 2. If we appeal such a judgment, we publishing; will pay all costs of the appeal. b. Designing or determining content These payments will not reduce the pof web-sites for others; or applicable limits of insurance. In no =y event will our liability exceed the O c. An Internet search, access, applicable limit of insurance. O content or service provider. .� This exclusion does not apply to B. BANKRUPTCY Paragraphs a.(1), (2) and (3) of the 1. Bankruptcy or insolvency of the O definition of "personal injury". insured or of the insured's estate will For the purposes of this exclusion: not relieve us of our obligations under this insurance. a. Creating and producing 2. In the event of bankruptcy or correspondence written in the insolvency of any "underlying Its conduct of your business, insurer", this insurance will not ti bulletins, financial or annual replace such bankrupt or insolvent O reports, or newsletters about your goods, products or services will "underlying insurer's' policy, and this 9 p insurance will apply as if such O not be considered the business of "underlying insurer" had not become A publishing; and bankrupt or insolvent. b. The placing of frames, borders or C. CANCELLATION links, or advertising, for you or others anywhere on the Internet 1. The first Named Insured shown in the will not, by itself, be considered Declarations may cancel this the business of advertising, insurance by mailing or delivering to "broadcasting" or publishing. us advance written notice of 25. Electronic Chatrooms Or Bulletin Boards cancellation. "Personal injury" or "advertising 2. We may cancel this insurance by injury" arising out of an electronic mailing or delivering to such first cNamed Insured written notice of hatroom or bulletin board the insured hosts, owns or over which cancellation at least: the insured exercises control. a. 10 days before the effective date 26. Unauthorized Use Of Another's Name Or of cancellation if we cancel for Product nonpayment of premium; or "Personal injury" or "advertising b. 60 days before the effective date cancellation if we cancel for injury an arising out of the unauthorized use of another's name or product in any other reason. your e-mail address, domain name or metatag, or any other similar tactics Page 12 of 23 0 2016 The Travelers Indemnity Company. All rights reserved. EU 00 01 07 16 UMBRELLA 3. We will mail or deliver our notice to insurance, you must see to it that we such first Named Insured's last receive written notice of the claim or mailing address known to us. "suit" as soon as practicable. 4. Notice of cancellation will state the 3. With respect to Coverage A, the effective date of cancellation. The insured must: policy period will end on that date. a. Cooperate with us in the 5. If this insurance is cancelled, we will investigation, settlement or send such first Named Insured any defense of any claim or "suit"; premium refund due. If we cancel, the b. Comply with the terms of the o refund will be pro rata. If such first "underlying insurance"; and y Named Insured cancels, the refund may be less than pro rata. The c. Pursue all rights of contribution or cancellation will be effective even if indemnity against any person or C3 we have not made or offered a organization who may be liable to refund. the insured because of the injury, 6. If notice is mailed, proof of mailing damage or loss for which will be sufficient proof of notice. insurance is provided under thispolicy or any policy of 1` D. CHANGES "underlying insurance". 0 This policy contains all the agreements 4. With respect to Coverage B, the 16. between you and us concerning the insured must: Qinsurance afforded. No change can be a. Immediately send us copies of made in the terms of this insurance any demands, notices, summonses •� except with our consent. The terms of ti this insurance can be amended or waived c legal papers received ionnection with the claim or only by endorsement issued by us and c made a part of this policy. "suit"; E. CURRENCY b. Authorize us to obtain necessary O records and other information; Payments for damages or expenses o described in Paragraph 5. of Paragraph D., C. Cooperate with us in the DEFENSE AND SUPPLEMENTARY PAYMENTS, investigation, settlement or of SECTION I — COVERAGES will be in the defense of any claim or "suit"; o currency of the United States of and America. At our sole option, we may d. Assist us, upon our request, in the •� make these payments in a different enforcement of any right against ,� currency. Any necessary currency any person or organization which '� conversion for such payments will be may be liable to the insured calculated based on the rate of exchange because of injury or damage to o published in the Wall Street Journal which Coverage B may apply. w immediately preceeding the date the o payment is processed. 5. No insured will, except at that insured's own expense, voluntarily o F. DUTIES REGARDING AN EVENT, OCCURRENCE, make a payment, assume any Q CLAIM OR SUIT obligation, make any admission or 1. You must see to it that we are incur any expense, other than for first notified as soon as practicable of an aid for "bodily injury ' covered by "event" or "occurrence" which may this insurance, without our consent. result in a claim under this insurance. 6. Knowledge of an "event", To the extent possible, notice should "occurrence", claim or "suit" by your include: agent, servant or "employee" will not a. How, when and where the "event" constitute knowledge by you, unless or "occurrence" took lace; your insurance or risk manager, or p anyone working in the capacity as b. The names and addresses of any your insurance or risk manager, or persons or organizations anyone you designate with the sustaining injury, damage or loss, responsibility of reporting an "event", and the names and addresses of "occurrence", claim or "suit": any witnesses; and a. Has received notice of such c. The nature and location of any "event", "occurrence", claim or injury or damage arising out of "suit" from such agent, servant or the "event" or "occurrence". "employee"; or 2. If a claim is made or "suit" is b. Otherwise has knowledge of such brought against any insured which "event", "occurrence", claim or may result in a claim under this "suit". EU 00 01 07 16 0 2016 The Travelers Indemnity Company. All rights reserved. Page 13 of 23 UMBRELLA G. DUTIES REGARDING A CRISIS MANAGEMENT b. You have paid all premiums due EVENT for this policy at the time you You must: make such request; 1. Notify us within 30 days of a "crisis c. You promptly pay the additional management event" that may result in premium we charge for the "crisis management service Extended Reporting Period endorsement for this insurance expenses". when due. We will determine that 2. Provide written notice of the "crisis additional premium after we have management event" as soon as received your request for the Q practicable. To the extent possible, Extended Reporting Period y notice should include: endorsement for this insurance. rn That additional premium is not a. How, when and where that "crisis subject to any limitation stated in management event" took place; the "underlying insurance" on the b. The names and addresses of any amount or percentage of persons ororganizations additional premium that may be sustaining injury, damage or loss, charged for the "extended and the named and addresses of reporting period" in such Q any witnesses; "underlying insurance"; and c. The nature and location of any d. That Extended Reporting Period injury or damage arising out of endorsement is issued by us and �O that "crisis management event"; made a part of this policy. and 3. Any Extended Reporting Period •� d. The reason that "crisis endorsement for this insurance will ~' management event" is likely to not reinstate or increase the Limits involve damages covered by this of Insurance or extend the policy insurance in excess of the period. "applicable underlying limit" or 4. Except with respect to any provisions Q. "self-insured retention' and to the contrary contained in C3 involve regional or national media Paragraphs 1., 2. or 3. above, all p coverage. provisions of any option to purchase H. EXAMINATION OF YOUR BOOKS AND RECORDS an "extended reporting period" We may examine and audit our books granted to you in the "underlying O Y Y insurance" apply to this insurance. and records as they relate to this INSPECTIONS AND SURVEYS •* insurance: 1. At any time during the policy period; 1. We have the right but are not 2. Up to three years after the end of obligated to: the policy period; and a. Make inspections and surveys at r 3. Within one year after final settlement any time; C of all claims under this insurance. b. Give you reports on the A I. EXTENDED REPORTING PERIOD OPTION conditions we find; and 1. When the "underlying insurance" C. Recommend changes. applies on a claims-made basis, any 2. Any inspections, surveys, reports or automatic or basic "extended recommendations relate only to reporting period" in such "underlying insurability and the premiums to be insurance" will apply to this charged. We do not make safety insurance. inspections. We do not undertake to 2. When the "underlying insurance" perform the duty of any person or lies on a claims-made basis and organization to provide for the health applies or safety of workers or the public. you elect to purchase an optional or We do not warrant that conditions: supplemental "extended reporting period" in such "underlying a. Are safe or healthful; or Insurance," that "extended reporting b. Comply with laws, regulations, period" will apply to this insurance codes or standards. only if: a. A written request to purchase an K. LEGAL ACTION AGAINST US Extended Reporting Period 1. No person or organization has a right endorsement for this insurance is under this insurance: made by you and received by us a. To join us as a party or otherwise within 90 days after the end of bring us into a "suit" asking for the policy period; damages from an insured; or Page 14 of 23 0 2016 The Travelers Indemnity Company. All rights reserved. EU 00 01 07 16 UMBRELLA b. To sue us on this insurance unless M. OTHER INSURANCE all of its terms have been fully This insurance is excess over any valid complied with. and collectible "other insurance" whether 2. A person or organization may sue us such "other insurance" is stated to be to recover on an agreed settlement primary, contributing, excess, contingent or on a final judgment against an or otherwise. This provision does not insured. We will not be liable for apply to a policy bought specifically to damages that: apply as excess of this insurance. a. Are not payable under the terms However, if you specifically agree in a of this insurance; or written contract or agreement that the insurance provided to any person or b. Are in excess of the applicable organization that qualifies as an insured limit of insurance. under this insurance must apply on a An agreed settlement means a primary basis, or a primary and non- settlement and release of liability contributory basis, then insurance wsigned by us, the insured and the provided under Coverage A is subject to C3 claimant or the claimant's legal the following provisions: representative. 1. This insurance will apply before any cti L. MAINTENANCE OF UNDERLYING INSURANCE "other insurance" that is available to 1. The insurance afforded b each such additional insured which covers •� Y that person or organization as a policy of "underlying insurance" will named insured, and we will not share be maintained for the full policy with that "other insurance", provided period of this Excess Follow-Form that the injury or damage for which And Umbrella Liability Insurance. This coverage is sought is caused by an provision does not apply to the "event" that takes place or is reduction or exhaustion of the committed subsequent to the signing aggregate limit or limits of such of that contract or agreement by you. "underlying insurance" solely by payments as permitted in Paragraphs 2. This insurance is still excess over 4.x.111, 121 and 131 of COVERAGE A - any valid and collectible "other p EXCESS FOLLOW--FORM LIABILITY of insurance", whether primary, excess, SECTION I - COVERAGES. As such contingent or otherwise, which covers policies expire, you will renew them that person or organization as an p at limits and with coverage at least additional insured or as any other equal to the expiring limits of insured that does not qualify as a •ti insurance. If you fail to comply with named insured. the above requirements, Coverage A N. PREMIUM is not invalidated. However, in the 1. The first Named Insured shown in the event of a loss, we will pay only to the extent that we would have paid Declarations is responsible for the O had you complied with the above payment of all premiums and will be requirements. the payee for any return premiums. 2. The first Named Insured shown in the 2. If the premium is a flat charge, it is A Declarations must give us written not subject to adjustment except as notice of any change in the provided in Paragraph 4. below. "underlying insurance" as respects: 3. If the premium is other than a flat a. Coverage; charge, it is an advance premium only. The earned premium will be b. Limits of insurance; computed at the end of the policy c. Termination of any coverage; or period, or at the end of each year of the policy period if the policy period d. Exhaustion of aggregate limits. is two years or longer, at the rate 3. If you are unable to recover from shown in the Declarations, subject to any "underlying insurer" because the Minimum Premium. you fail to comply with any term 4. Additional premium may become or condition of the "underlying payable when coverage is provided insurance", Coverage A is not for additional insureds under the invalidated. However, we will pay for provisions of SECTION II - WHO IS AN any loss only to the extent that we INSURED. would have paid had you complied 0. PREMIUM AUDIT with that term or condition in that "underlying insurance". The premium for this policy is the amount stated in Item 5. of the Declarations. The premium is a flat EU 00 01 07 16 0 2016 The Travelers Indemnity Company. All rights reserved. Page 15 of 23 UMBRELLA charge unless it is specified in the 2. Separately to each insured against Declarations as adjustable. whom claim is made or "suit" is P. PROHIBITED COVERAGE — UNLICENSED brought. INSURANCE T. WAIVER OR TRANSFER OF RIGHTS OF 1. With respect to loss sustained by any RECOVERY AGAINST OTHERS TO US insured in a country or jurisdiction in 1. If the insured has rights to recover which we are not licensed to provide all or part of any payment we have this insurance, this insurance does made under this insurance, those not apply to the extent that insuring rights are transferred to us and the such loss would violate the laws or insured must do nothing after loss to regulations of such country or impair them. At our request, the jurisdiction. insured will bring suit or transfer 2. We do not assume responsibility for: those rights to us and help us, and with respect to Coverage A, the a. The payment of any fine, fee, "underlying insurer", enforce them. ,O penalty or other charge that may If the insured has agreed in be imposed on any person or a contract or agreement to waive organization in any country or that insured's right of recovery C jurisdiction because we are not against any person or organization, licensed to provide insurance in we waive our right of recovery A such country or jurisdiction; or against that person or organization, b. The furnishing of certificates or but only for payments we make other evidence of insurance in any because of an "event" that takes country or jurisdiction in which we place or is committed subsequent to .., are not licensed to provide the execution of that contract or insurance. agreement by such insured. O. PROHIBITED COVERAGE — TRADE OR 2. Reimbursement of any amount ECONOMIC SANCTIONS recovered will be made in the C, We will provide coverage for any loss, following order: C3 or otherwise will provide any benefit, a. First, to any person or p only to the extent that providing such organization (including us or the coverage or benefit does not expose us insured) who has paid any amount or any of our affiliated or parent in excess of the applicable limit p companies to: of insurance; 1. Any trade or economic sanction under b. Next, to us; and .6 any law or regulation of the United c. Then, to any person or States of America; or organization (including the insured 2. Any other applicable trade or and with respect to Coverage A, economic sanction, prohibition or the "underlying insurer") that is p restriction. entitled to claim the remainder, if R. REPRESENTATIONS any. 3. Expenses incurred in the process of A By accepting this insurance, you agree: recovery will be divided among all 1. The statements in the Declarations persons or organizations receiving and any subsequent notice relating to amounts recovered according to the "underlying insurance" are accurate ratio of their respective recoveries. and complete; U. TRANSFER OF YOUR RIGHTS AND DUTIES 2. Those statements are based upon UNDER THIS INSURANCE representations you made to us; and 1. Your rights and duties under this 3. We have issued this insurance in insurance may not be transferred reliance upon your representations. without our written consent except in S. SEPARATION OF INSUREDS the case of death of an individual Named Insured. Except with respect to the Limits of 2. If you die, your rights and duties will Insurance, and any rights or duties be transferred to your legal specifically assigned in this policy to representative but only while acting the first Named Insured shown in the within the scope of duties as your Declarations, this insurance applies: legal representative. Until your legal 1. As if each Named Insured were the representative is appointed, anyone only Named Insured; and having proper temporary custody of your property will have your rights and duties but only with respect to that property. Page 16 of 23 0 2016 The Travelers Indemnity Company. All rights reserved. EU 00 01 07 16 UMBRELLA V. UNINTENTIONAL OMISSION OR ERROR 3. "Electronic data" means information, The unintentional omission of, or facts or programs stored as or on, unintentional error in, any information created or used on, or transmitted to provided by you which we relied upon in or from computer software (including issuing this policy will not prejudice systems and applications software), your rights under this insurance. hard or floppy disks, CD-ROMs, However, this provision does not affect tapes, drives, cells, data processing our right to collect additional premium devices or any other media which are >, or to exercise our rights of cancellation used with electronically controlled equipment. C or nonrenewal in accordance with applicable insurance laws or regulations. 4. "Event" means an "occurrence", (Q offense, accident, act, error, W. WHEN LOSS IS PAYABLE omission, wrongful act or loss. If we are liable under this insurance, we 5. "Extended reporting period" means will pay for injury, damage or loss after: Cany period of time, starting with the 1. The insured's liability is established end of the policy period of your by. claims-made insurance, during which a. A court decision; or claims or "suits" may be first made, 0% brought or reported for that 0 b. A written agreement between the insurance. •� claimant, the insured, any 6. "Medical expenses" means expenses C "underlying insurer" and us; and to which any Medical Payments 2. The amount of the "applicable section of any policy of Commercial •� underlying limit" or "self-insured General Liability "underlying ti retention" is paid by or on behalf of insurance" applies. the insured. 7. "Other insurance" means insurance, or v SECTION VI — DEFINITIONS the funding of losses, that is :, provided by, through or on behalf of: C A. With respect to all coverages of this R insurance: a. Another insurance company; p 1. "Applicable underlying limit" means b. Us or any of our affiliated the sum of: insurance companies; a. The applicable limit of insurance c. Any risk retention group; c� stated for the policies of d. Any self-insurance method or •� "underlying insurance" in the program, in which case the insured Schedule Of Underlying Insurance will be deemed to be the provider subject to the provisions in of such insurance; or Paragraphs 4.a.0), (2) and 131 of COVERAGE A — EXCESS FOLLOW— e. Any similar risk transfer or risk FORM LIABILITY of SECTION I — management method. COVERAGES; and "Other insurance" does not include: b. The applicable limit of insurance a. Any "underlying insurance"; or A of any "other insurance" that applies. b. Any policy of insurance specifically purchased to be The limits of insurance in any policy excess of the limits of insurance of "underlying insurance" will apply of this policy shown in the even if: Declarations. a. The "underlying insurer" claims 8. "Products-completed operations the insured failed to comply with hazard": any term or condition of the policy; or a. Includes all "bodily injury" and "property damage" occurring away b. The "underlying insurer" becomes from premises you own or rent bankrupt or insolvent. and arising out of "your product" 2. "Auto hazard" means all "bodily or "your work" except: injury" and "property damage" to (1) Products that are still in your which liability insurance afforded physical possession; or under an auto policy of "underlying insurance" would apply but for the (2) Work that has not yet been exhaustion of its applicable limits of completed or abandoned. insurance. However, "your work" will be deemed completed at the earliest of the following times: EU 00 01 07 16 0 2016 The Travelers Indemnity Company. All rights reserved. Page 17 of 23 UMBRELLA (a) When all the work called Liability Insurance. for in your contract has C. Does not include any part of the been completed; policy period of any of the (b) When all the work to be policies described in Paragraphs a. done at the job site has or b. above that began before, or been completed if your that continues after, the policy contract calls for work at period of this Excess Follow-Form more than one job site; or And Umbrella Liability Insurance. (c) When that part of the work 11. "Underlying insurer" means any C done at a job site has been insurer which provides a policy of put to its intended use by insurance listed in the Schedule Of any person or organization Underlying Insurance. other than another con- tractor or subcontractor B. With respect to Coverage B and, to the C3 extent that the following terms are not O working on the same defined in the "underlying insurance", to ,O project. Coverage A: Ci Work that may need service, maintenance, correction, repair 1. "Advertisement" means a notice that or replacement, but which is is broadcast or published to the otherwise complete, will be general public or specific market • treated as completed. segments about your goods, products or services for the purpose of p b. Does not include "bodily injury" attracting customers or supporters. or "property damage" arising out For the purposes of this definition: of: a. Notices that are published include (1) The transportation of property, material placed on the Internet or unless the injury or damage on similar electronic means of varises out of a condition in or communication; and on a vehicle not owned or =y operated by you, and that b. Regarding web sites, only that O condition was created by the part of a web site that is about "loading or unloading" of that your goods, products or services vehicle by any insured; for the purposes of attracting customers or supporters is (2) The existence of tools, considered an advertisement. O uninstalled equipment or .y abandoned or unused materials; 2. "Advertising injury": � or a. Means injury, other than "personal w (3) Products or operations for injury", caused by one or more of which the classification listed the following offenses: O in a policy of Commercial (1) Oral or written publication, p General Liability "underlying including publication by insurance" states that products- electronic means, of material p completed operations are in your "advertisement" that A subject to the General slanders or libels a person or Aggregate Limit. organization or disparages a 9. "Suit" means a civil proceeding which person's or organization's alleges damages. "Suit" includes: goods, products or services, provided that the claim is a. An arbitration proceeding in which made or the "suit" is brought damages are claimed and to which by a person or organization the insured must submit or does that claims to have been submit with our consent; or slandered or libeled, or that b. Any other alternative dispute claims to have had its goods, resolution proceeding to which the products or services insured submits with our consent. disparaged; 10. "Underlying insurance": (2) Oral or written publication, including publication by a. Means the policy or policies of electronic means, of material insurance listed in the Schedule in your "advertisement" that: Of Underlying Insurance. (a) Appropriates a person's b. Includes any renewal or replace- name, voice, photograph or ment of such policies if such likeness; or renewal or replacement is during the policy period of this Excess (b) Unreasonably places a Follow-Form And Umbrella person in a false light; or Page 18 of 23 ® 2016 The Travelers Indemnity Company. All rights reserved. EU 00 01 07 16 UMBRELLA (3) Infringement of copyright, of any credit, debit, bank or other "title" or "slogan" in your financial account; "advertisement", provided that b. Information bearing on a person's the claim is made or the "suit" credit worthiness, credit standing is brought by a person or or credit capacity; organization that claims owner- ship of such copyright, "title" C. Social security number; or "slogan". d. Driver's license number; or b. Includes "bodily injury" caused by e. Birth date. one or more of the offenses described in Paragraph a. above. 7. "Consumer financial protection law" means: 3. "Auto" means: a. A land motor vehicle, trailer or a. The Fair Credit Reporting Act 3 (FCRA) and any of its semitrailer designed for travel on amendments, including the Fair •O public roads, including any and Accurate Credit Transactions attached machinery or equipment; Act (FACTA); or p b. Any other land vehicle that is b. California's Song-Beverly Credit `ti subject to a compulsory or Card Act and any of its •� financial responsibility law or amendments; or other motor vehicle insurance law C. Any other law or regulation that where it is licensed or principally restricts or prohibits the garaged. collection, dissemination, trans- it However, "auto" does not include mission, distribution or use of "mobile equipment". "consumer financial identity information". � 4. "Bodily injury" means: :Z 8. "Employee" includes a "leased CZ a. Physical harm, including sickness worker". "Employee" does not include or disease, sustained by a person; a "temporary worker". or 9. "Good Samaritan services" means w b. Mental anguish, injury or illness, any emergency medical services for or emotional distress, resulting at which no compensation is demanded p any time from such physical harm, or received. sickness or disease. �" 10. "Impaired property means tangible 5. "Broadcasting" means transmitting property, other than "your product" any audio or visual material for any or "your work", that cannot be used Its .ts purpose: or is less useful because: a. By radio or television; or a. It incorporates "your product" or b. In, by or with any other electronic your work" that is known or r means of communication, such as thought to be defective, deficient, � A the Internet, if that material is inadequate or dangerous; or part of: b. You have failed to fulfill the (1) Radio or television terms of a contract or agreement; programming being transmitted; if such property can be restored to (2) Other entertainment, educat- use by the repair, replacement, Tonal, instructional, music or adjustment orremoval of your i news programming being trans- product' or your work" or your mitted; or fulfilling the terms of the contract or agreement. (3) Advertising transmitted with 11. "Leased worker" means a person any such programming. leased to you by a labor leasing firm 6. "Consumer financial identity under an agreement between you and information" means any of the the labor leasing firm, to perform following information for a person duties related to the conduct of your that is used or collected for the business. "Leased worker" does not purpose of serving as a factor in include a "temporary worker". establishing such person's eligibility 12. "Loading or unloading" means the for personal credit, insurance or handling of property: employment or for the purpose of conducting a business transaction: a. After it is moved from the place a. Part or all of the account number, where it is accepted for tmovement into or onto an aircraft, he expiration date or the balance EU 00 01 07 16 0 2016 The Travelers Indemnity Company. All rights reserved. Page 19 of 23 UMBRELLA watercraft or "auto"; (1) Equipment designed primarily b. While it is in or on an aircraft, for: watercraft or "auto"; or (a) Snow removal; c. While it is being moved from an (b) Road maintenance, but not aircraft, watercraft or "auto" to construction or resurfacing; the place where it is finally or delivered; (c) Street cleaning; �a but "loading or unloading" does not (2) Cherry pickers and similar include the movement of property by devices mounted on automobile p means of a mechanical device, other or truck chassis and used to y than a hand truck, that is not raise or lower workers; and attached to the aircraft, watercraft or "auto". (3) Air compressors, pumps and 13. "Mobile equipment" means any of the generators, including spraying, o following types of land vehicles, elphys building cleaning, g including any attached machinery or geophysical exploration, lighting equipment: and well servicing equipment. a. Bulldozers, farm machinery, However, "mobile equipment" does O not include any land vehicle that is forklifts and other vehicles subject to a compulsory or financial •� designed for use principally off responsibility law, or other motor 0 public roads. vehicle insurance law, where it is b. Vehicles maintained for use solely licensed or principally garaged. Such •� on or next to premises you own land vehicles are considered autos". or rent. 14. "Occurrence" means: a c. Vehicles that travel on crawler a. With respect to "bodily injury" or titreads. "property damage": O� d. Vehicles, whether self-propelled or (1) An accident, including contin- not, maintained primarily to sous or repeated exposure to provide mobility to permanently � mounted: substantially the same general +� harmful conditions, which (1) Power cranes, shovels, loaders, results in "bodily injury" or diggers or drills; or "property damage". All "bodily (2) Road construction or injury" or "property damage" caused by such exposure to •, resurfacing equipment such as substantially the same general graders, scrapers or rollers. harmful conditions will be e. Vehicles not described in Paragraph deemed to be caused by one a., b., c. or d. above that are not "occurrence"; or p self-propelled and are maintained (2) An act or omission committed primarily to provide mobility to in providing or failing to O permanently attached equipment of provide first aid or "Good A the following types: Samaritan services" to a (1) Air compressors, pumps and person by any of your generators, including spraying, "employees" or "volunteer welding, building cleaning, workers" other than an geophysical exploration, lighting employed or volunteer doctor, and well servicing equipment; unless you are in the business or or occupation of providing professional health care (2) Cherry pickers and similar services; devices used to raise or lower workers. b. With respect to "personal injury", rah an offense arising out of your f. Vehicles not described in Paragraph p business that results in "personal a., b., c. or d. above maintained injury". All "personal injury" primarily for purposes other than caused by the same or related the transportation of persons or injurious material, act or offense cargo. will be deemed to be caused by However, self-propelled vehicles one "occurrence", regardless of with the following types of the frequency or repetition permanently attached equipment thereof, the number and kind of .. are not mobile equipment" but media used or the number of will be considered "autos": persons or organizations making claims or bringing "suits"; and Page 20 of 23 0 2016 The Travelers Indemnity Company. All rights reserved. EU 00 01 07 16 UMBRELLA c. With respect to "advertising b. Includes "bodily injury" caused by injury", an offense committed in one or more of the offenses the course of advertising your described in Paragraph a. above. goods, products and services that 17. "Pollutants" mean any solid, liquid, results in "advertising injury'. All gaseous or thermal irritant or "advertising injury" caused the contaminant, including smoke, vapor, same or related injurious material, act or offense will be deemed to soot, fumes, acids, alkalis, chemicals be caused by one "occurrence", and waste. Waste includes materials regardless of the frequency or to be recycled, reconditioned or prepetition thereof, the number and reclaimed. y kind of media used or the number 1B. "Property damage" means: of persons or organizations making claims or bringing "suits". a. Physical injury to tangible property, including all resulting 15. "Officer" means a person holding any loss of use of that property. All 0 of the officer positions created by such loss of use will be deemed your charter, constitution, bylaws or to occur at the time of the any other similar governing document. physical injury that caused it; or O 16. "Personal injury": b. Loss of use of tangible property O a. Means injury, other than that is not physically injured. All "advertising injury", caused by such loss of use will be deemed p one or more of the following to occur at the time of the occurrence" that caused it. offenses: •ti For the purposes of this insurance, (1) False arrest, detention or "electronic data" is not tangible imprisonment; property. •� (2) Malicious prosecution; 19. "Self-insured retention" is the greater C (3 ) The wrongful eviction from, of: C4. wrongful entry into, or a. The amount shown in the O invasion of the right of private Declarations which the insured p occupancy of a room, dwelling must first pay under Coverage B or premises that a person for damages because of all occupies, provided that the "bodily injury", "property O wrongful eviction, wrongful damage", "personal injury" or entry or invasion of the right "advertising injury" arising out of of private occupancy is committed by or on behalf of any one "occurrence"; or the owner, landlord or lessor b. The applicable limit of insurance of that room, dwelling or of any "other insurance" that O premises; applies. w O (4) Oral or written publication, 20. "Slogan": including publication by O electronic means, of material a. Means a phrase that others use A that slanders or libels a person for the purpose of attracting or organization or disparages a attention in their advertising. person's or organization's b. Does not include a phrase used goods, products or services, as, or in, the name of: provided that the claim is made or the "suit" is brought (1) Any person or organization by a person or organization other than you; or that claims to have been (2) Any business, or any of the slandered or libeled, or that premises, goods, products, claims to have had its goods, services or work, of any products or services person or organization other disparaged; or than you. (5) Oral or written publication, 21. "Temporary worker" means a person including publication by who is furnished to you to substitute electronic means, of material for a permanent "employee" on leave that: or to meet seasonal or short-term (a) Appropriates a person's workload conditions. name, voice, photograph or 22. "Title" means the name of a literary likeness; or or artistic work. (b) Unreasonably places a person in a false light. EU 00 01 07 16 0 2016 The Travelers Indemnity Company. All rights reserved. Page 21 of 23 UMBRELLA 23. "Unsolicited communication" means C. With respect to Coverage C: any communication, in any form, that 1. "Crisis management advisor" means the recipient of such communication any public relations firm or crisis did not specifically request to management firm approved by us that receive. is hired by you to perform "crisis 24. "Volunteer worker" means a person management services" in connection who is not your "employee", and with a "crisis management event". who donates his or her work and acts 2. "Crisis management event" means an at the direction of and within the „ scope of duties determined by you, event or "occurrence" that your and is not paid a fee, salary or other ' executive officer" reasonably O determines has resulted, or may y compensation by you or anyone else result, in: for their work performed by you. 25. "Your product": a. Damages covered by this Coverage A or Coverage B that a. Means: are in excess of the total O applicable limits of the "under- Any goods or products, lying insurance" or "self-insured other than real property, retention"; and o manufactured, sold, handled, distributed or disposed of by: b. Significant adverse regional or (a) You; national media coverage. � 3. "Crisis management service �O (b) Others trading under your expenses" means amounts incurred by name; or you, after a "crisis management (c) A person or organization event" first commences and before whose business or assets such event ends: you have acquired; and a. For the reasonable and necessary: (2) Containers (other than vehicles), (1) Fees and expenses of a "crisis O materials, parts or equipment g furnished in connection with management advisor" in the O such goods or products. performance for you of crisis O management services" solely b. Includes: for a "crisis management (1) Warranties or representations event"; and made at any time with respect (2) Costs for printing, advertising, to the fitness, quality, dura- mailing of materials or travel bility, performance or use of by your directors, officers, "your product"; and employees or agents or a "crisis management advisor" O (2) The providing of or failure to solely for a "crisis manage- provide warnings or ment event"; and O instructions. b. For the following expenses O c. Does not include vending resulting from such "crisis A machines or other property rented management event", provided that to or located for the use of such expenses have been approved others but not sold. by us: 26. "Your work": (1) Medical expenses; a. Means: (2) Funeral expenses; (1) Work or operations performed (3) Psychological counseling; by you or on your behalf; and (4) Travel expenses; (2) Materials, parts or equipment furnished in connection with (5) Temporary living expenses; such work or operations. (6) Expenses to secure the scene b. Includes: of a "crisis management (1) Warranties or representations event"; or made at any time with respect (7) Any other expenses Pre- to the fitness, quality, approved by us. durability, performance or use of "your work"; and (2) The providing of or failure to provide warnings or instructions. Page 22 of 23 0 2016 The Travelers Indemnity Company. All rights reserved. EU 00 01 07 16 UMBRELLA 4. "Crisis management services" means d. President; those services performed by a "crisis e. General Counsel; management advisor" in advising you or minimizing potential harm to you f. General partner (if you are a from a "crisis management event" by partnership); or maintaining or restoring public confidence in you. g. Sole proprietor (if you are a sole proprietorship); 5. "Executive officer" means your: or any person acting in the same a. Chief Executive Officer; capacity as any individual listed O above. b. Chief Operating Officer; o� c. Chief Financial Officer; v O O O ti ti O Q O O ti ti O O O A EU 00 01 07 16 © 2016 The Travelers Indemnity Company. All rights reserved. Page 23 of 23