Loading...
HomeMy WebLinkAboutPM 2012-06 - Certificate of Insurance - 6/7/2017 /_044 FOWLPAC-01 GOWEN '4��R�j CERTIFICATE OF LIABILITY INSURANCE DATE(M 5/26//201201YYY) 7 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must be endorsed. If 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 NAME: Geri Owen Fresno CSG-Alliant Insurance Services,Inc. PHONE g8gy 374-3560 F.X N,: 9 E.River Park Place East Ste 310 E■ Fresno,CA 93720 E-MAIL gowen@alliant.com INSURERS AFFORDING COVERAGE NAIC 0 INSURER A:Nationwide Agribusiness Insurance Co 28223 INSURED INSURER B:Fireman's Fund Insurance Company 21873 G4 Enterprises Ltd INSURER C: 8570 South Cedar Avenue INSURER D: Fresno,CA 93725 INSURER E INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. IN TYPE OF INSURANCE AP[)kSU<#R LTR 1NSD WYD POLICY NUMBER MMIII7F7MM "/DDNYYYJ LIMITS A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 CLAIMS-MADE �OCCUR X 'CPP117084A 09/01/2016 09/01/2017 pR MISFnc n $ 700,000_ MED EXP(Anyone person) $ 5,00 PERSONAL&ADV INJURY $ 1,000,00 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 X POLICY 17 JPIR T FILOC PRODUCTS-COMP/OP AGG $ 2,000,000 OTHER: $ AUTOMOBILE LIABILITY IM SINGLE LIMIT $ 1,000,00 A X ANY AUTO _ X CPP117084A 09/01/2016 09/01/2017 BODILY INJURY(Per person) $ ALL OWNED SCHEDULED id Per accent AUTOS AUTOS BODILY INJURY( ) $ NON-OWNED PROPERTY pA IE HIRED AUTOS AUTOS Aperacddanl $ X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 10,000,00 B I EXCESS LIAB CLAIMS-MADE SU048922447 09/01/2016 09/01/2017 AGGREGATE $ 10,000,000 DED RETENTION$ 1 $ _ WORKERS COMPENSATION RISK MANAGEMEN 01V 10N - ANDEMPLOYERS'LIABILITY YIN STATUTE ER ANY PROPRIETOR/PARTNER/EXECUTIVE �h��OVgd OFFICER/MEMBER EXCLUDED? N/A NNP' EL EACH ACCIDENT $ (Mandatory in NH) 1� P pp EL DISEASE-EA EMPLOYE $ M��vg.1 w If yes,describe under Proved DESCRIPTION OF OPERATIONS below E.L ASE-POLICY LIMIT $ r ~' 4_.reM DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,AdditSchedule,may be attached if more space is required) RE: Orange&Central-Fresno,CA 93725-APN 330-021-08,North&Orange,Fresno,CA 93725-APN 330-021-23. The City of Fresno,its officers,officials,employees,agents and volunteers are Included as Additional Insured as Required by written Contract per form numbers attached: CCAB191 1013,IL0270 0912,CGLB303 0413,CGLB304 0310,CCAB250 1013,CGLB312 0110. 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 Cit CitKen Turner ACCORDANCE WITH THE POLICY PROVISIONS. c/o1721 Van Ness Avenue Fresno,CA 93721 AUTHORIZED REPRESENTATIVE ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25(2014/01) The ACORD name and logo are registered marks of ACORD 1 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED - REQUIRED BY CONTRACT This endorsement modifies insurance provided under the following: COMMERCIAL.GENERAL LIABILITY COVERAGE FORM A. SECTION II - WHO IS AN INSURED is amended to include as an additional insured any person(s) or organization(s)with whom you have agreed in a valid written contract or agreement, executed prior to any 'occurrence", that such person(s) or organization(s) be added as an additional insured on your policy. Such person(s) or organization(s) is an additional insured only with respect to liability for "bodily injury", "property damage", or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: 1. In the performance of your ongoing operations; or 2. In connection with your premises owned by or rented to you. ' However: 1. The insurance afforded to such additional insured only applies to the extent permitted bylaw; and 2. If coverage provided to the additional insured is required by a contract or agreement,the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide such additional insured. B. With respect to the insurance afforded to these additional insureds,the following is added to SECTION III— LIMITS OF INSURANCE: If coverage provided to the additional insured is required by a contract or agreement,the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contractor agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. ALL OTHER CONDITIONS AND PROVISIONS OF THE POLICY REMAIN UNCHANGED BY THIS ENDORSEMENT. Includes copyrighted material of Insurance Services Office,Inc,with its permission.(CG2026 0413) CGLB303 0413 Page 1 of 1 Insured Copy Policy CPP117084A COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY COVERAGE FOR DESIGNATED ADDITIONAL INSURED This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. SCHEDULE Name of Additional Insured Person(s) or Organization(s): The City of Fresno, its officers, officials, employees, agents and volunteers If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to the endorsement. It is agreed and understood that Section IV. 4. Other Insurance is amended to provide coverage that is primary over any other collectible insurance for the person or organization listed in the Schedule above, for any 'occurrence" to which this insurance applies. It is further agreed and understood that any other collectible insurance available to the person or organization listed in the Schedule shall not contribute to any 'occurrence" to which this insurance applies until after our limits shown in the Declarations are exhausted. However, the coverage provided by this endorsement does not apply to liability arising out of the sole negligence of the person or organization listed in the Schedule. ALL OTHER CONDITIONS AND PROVISIONS OF THE POLICY REMAIN UNCHANGED BY THIS ENDORSEMENT. CGLB312 0110 Page 1 of 1 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM SCHEDULE Name Of Person(s)Or Organization(s): Any person(s)or organization(s)with whom you have agreed to such waiver, in a valid written contract or written agreement that has been executed prior to loss. Information required to complete this Schedule,if not shown above will be shown in the Declarations. The following is added to Paragraph 8.Transfer Of Rights Of Recovery Against Others To Us of Section IV—CondiBons: We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the "products- completed operations hazard". This waiver applies only to the person or organization shown in the Schedule above. ALL OTHER CONDITIONS AND PROVISIONS OF THE POLICY REMAIN UNCHANGED BY THIS EN- DORSEMENT. CGLB3040310 Includes copyrighted material of the Page 1 of 1 Insurance Services Office Inc.with its permission Yiwrsd Copy Policy CPP117084A COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY COVERAGE FOR DESIGNATED ADDITIONAL INSURED This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. SCHEDULE Name of Additional Insured Person(s) or Organization(s): The City of Fresno, its officers, officials, employees, agents and volunteers If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to the endorsement. It is agreed and understood that Section IV. 4. Other Insurance is amended to provide coverage that is primary over any other collectible insurance for the person or organization listed in the Schedule above, for any 'occurrence" to which this insurance applies. It is further agreed and understood that any other collectible insurance available to the person or organization listed in the Schedule shall not contribute to any `occurrence" to which this insurance applies until after our limits shown in the Declarations are exhausted. However, the coverage provided by this endorsement does not apply to liability arising out of the sole negligence of the person or organization listed in the Schedule. ALL OTHER CONDITIONS AND PROVISIONS OF THE POLICY REMAIN UNCHANGED BY THIS ENDORSEMENT. CGLB312 0110 Page 1 of 1 I IL 02 70 0912 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CALIFORNIA CHANGES - CANCELLATION AND NONRENEWAL This endorsement modifies insurance provided under the following: CAPITAL ASSETS PROGRAM(OUTPUT POLICY) COVERAGE PART COMMERCIAL AUTOMOBILE COVERAGE PART COMMERCIAL GENERAL LIABILITY COVERAGE PART COMMERCIAL INLAND MARINE COVERAGE PART COMMERCIAL PROPERTY COVERAGE PART CRIME AND FIDELITY COVERAGE PART EMPLOYMENT-RELATED PRACTICES LIABILITY COVERAGE PART EQUIPMENT BREAKDOWN COVERAGE PART FARM COVERAGE PART LIQUOR LIABILITY COVERAGE PART MEDICAL PROFESSIONAL LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART A Paragraphs 2. and 3. of the Cancellation 3. All Policies In Effect For More Than 60 Days Common Policy Condition are replaced by the a. If this policy has been in effect for more following: than 60 days, or is a renewal of a policy we 2. All Policies In Effect For 60 Days Or Less issued, we may cancel this policy only upon If this policy has been in effect for 60 days or the occurrence, after the effective date of less, and is not a renewal of a policy we have the policy, of one or more of the following: previously issued, we may cancel this policy by (1) Nonpayment of premium, including mailing or delivering to the first Named Insured, payment due on a prior policy we issued at the mailing address shown in the policy,and and due during the current policy term to the producer of record, advance written covering the same risks. notice of cancellation, stating the reason for (2) Discovery of fraud or material cancellation, at least: misrepresentation by: a. 10 days before the effective date of (a) Any insured or his or her cancellation if we cancel for: representative in obtaining this (1) Nonpayment of premium; or insurance; or (2) Discovery of fraud by: (b) You or your representative in (a) Any insured or his or her pursuing a claim under this policy. representative in obtaining this (3) A judgment by a court or an insurance;or administrative tribunal that you have (b) You or your representative in violated a California or Federal law, pursuing a claim under this policy. having as one of its necessary elements an act which materially increases any of b. 30 days before the effective date of the risks insured against. cancellation if we cancel for any other reason. IL 02 70 09 12 V Insurance Services Office, Inc., 2012 Page 1 of 4 Insured Copy (4) Discovery of willful or grossly negligent B. The following provision is added to the acts or omissions,or of any violations of Cancellation Common Policy Condition: state laws or regulations establishing 7, Residential Property safety standards, by you or your representative, which materially This provision applies to coverage on real increase any of the risks insured property which is used predominantly for against. residential purposes and consisting of not (5) Failure by you or your representative to more than four dwelling units, and to coverage implement reasonable loss control on tenants' household personal property in a residential unit, if such coverage is written requirements, agreed to by you as a under one of the following: condition of policy issuance, or which were conditions precedent to our use of Commercial Property Coverage Part a particular rate or rating plan, if that Farm Coverage Part — Farm Property — Farm failure materially increases any of the Dwellings, Appurtenant Structures And risks insured against. Household Personal Property Coverage Form (6) A determination by the Commissioner of a. If such coverage has been in effect for 60 Insurance that the: days or less, and is not a renewal of (a) Loss of, or changes in, our coverage we previously issued, we may reinsurance covering all or part of cancel this coverage for any reason, except the risk would threaten our financial as provided in b.and c. below. integrity or solvency; or b. We may not cancel this policy solely (b) Continuation of the policy coverage because the first Named Insured has: would: (1) Accepted an offer of earthquake (i) Place us in violation of California coverage;or law or the laws of the state where (2) Cancelled or did not renew a policy we are domiciled; or issued by the California Earthquake (ii) Threaten our solvency. Authority (CEA) that included an earthquake policy premium surcharge. (7) A change by you or your representative However, we shall cancel this policy if the in the activities or property of the first Named Insured has accepted a new or commercial or industrial enterprise, renewal policy issued by the CEA that which results in a materially added, includes an earthquake policy premium increased or changed risk, unless the surcharge but fails to pay the earthquake added, increased or changed risk is policy premium surcharge authorized by the included in the policy. CEA. b. We will mail or deliver advance written c. We may not cancel such coverage solely notice of cancellation, stating the reason for because corrosive soil conditions exist on cancellation, to the first Named Insured, at the mailing address shown in the policy, the premises. This restriction (c.) applies and to the producer of record, at least: only if coverage is subject to one of the following, which exclude loss or damage (1) 10 days before the effective date of caused by or resulting from corrosive soil cancellation if we cancel for conditions: nonpayment of premium or discovery of (1) Commercial Property Coverage Part — fraud; or Causes Of Loss —Special Form; or (2) 30 days before the effective date of (2) Farm Coverage Part — Causes Of Loss cancellation if we cancel for any other Form — Farm Property, Paragraph D. reason listed in Paragraph 3.a. Covered Causes Of Loss —Special. Page 2 of 4 V Insurance Services Office, Inc., 2012 IL 02 70 09 12 Insured Copy C. The following is added and supersedes any (2) The Commissioner of Insurance finds provisions to the contrary: that the exposure to potential losses will Nonrenewal threaten our solvency or place us in a hazardous condition. A hazardous 1. Subject to the provisions of Paragraphs C.2. condition includes, but is not limited to, and C.3. below, if we elect not to renew this a condition in which we make claims policy, we will mail or deliver written notice, payments for losses resulting from an stating the reason for nonrenewal, to the first earthquake that occurred within the Named Insured shown in the Declarations, and preceding two years and that required a to the producer of record, at least 60 days, but reduction in policyholder surplus of at not more than 120 days, before the expiration least 25%for payment of those claims; or anniversary date. or We will mail or deliver our notice to the first Named Insured, and to the producer of record, (3) We have: at the mailing address shown in the policy. (a) Lost or experienced a substantial 2. Residential Property reduction in the availability or scope This provision applies to coverage on real of reinsurance coverage;or property used predominantly for residential (b) Experienced a substantial increase purposes and consisting of not more than four in the premium charged for dwelling units, and to coverage on tenants' reinsurance coverage of our household property contained in a residential residential property insurance unit, if such coverage is written under one of policies; and the following: the Commissioner has approved a plan Commercial Property Coverage Part for the nonrenewals that is fair and Farm Coverage Part — Farm Property — Farm equitable, and that is responsive to the Dwellings, Appurtenant Structures And changes in our reinsurance position. Household Personal Property Coverage Form c. We will not refuse to renew such coverage a. We may elect not to renew such coverage solely because the first Named Insured has for any reason, except as provided in b., c. cancelled or did not renew a policy, issued and d. below. by the California Earthquake Authority,that b. We will not refuse to renew such coverage included an earthquake policy premium solely because the first Named Insured has surcharge. accepted an offer of earthquake coverage. d. We will not refuse to renew such coverage However, the following applies only to solely because corrosive soil conditions insurers who are associate participating exist on the premises. This restriction (d.) insurers as established by Cal. Ins. Code applies only if coverage is subject to one of Section 10089.16. We may elect not to the following, which exclude loss renew such coverage after the first Named or damage caused by or resulting from E corrosive soil conditions: Insured has accepted an offer of E earthquake coverage, if one or more of the (1) Commercial Property Coverage Part — following reasons applies: Causes Of Loss —Special Form;or (1) The nonrenewal is based on sound (2) Farm Coverage Part — Causes Of Loss underwriting principles that relate to the Form — Farm Property, Paragraph D. coverages provided by this policy and Covered Causes Of Loss —Special. that are consistent with the approved 3. We are not required to send notice of rating plan and related documents filed nonrenewal in the following situations: with the Department of Insurance as a. If the transfer or renewal of a policy, without required by existing law; any changes in terms, conditions or rates, is between us and a member of our insurance group. IL 02 70 0912 V Insurance Services Office, Inc., 2012 Page 3 of 4 Insured Copy I COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL AUTO PLUS ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM The BUSINESS AUTO COVERAGE FORM is amended to include the following additions and extensions of coverage: A. NEWLY ACQUIRED OR FORMED ENTITIES B. TEMPORARY SUBSTITUTE AUTOS-PHYSICAL DAMAGE COVERAGE C. BLANKET ADDITIONAL INSURED-REQUIRED BY CONTRACT D. EMPLOYEES AS INSUREDS-NONOWNED AUTOS E. EMPLOYEE HIRED AUTOS F. SUPPLEMENTARY PAYMENTS-BAIL BONDS G. SUPPLEMENTARY PAYMENTS-LOSS OF EARNINGS H. FELLOW EMPLOYEE COVERAGE I. PROPERTY OF OTHERS J. PERSONAL EFFECTS COVERAGE K. AUTO MEDICAL PAYMENTS COVERAGE-INCREASED LIMITS L. EXPANDED TOWING COVERAGE M. AUTO LOAN OR LEASE COVERAGE N. RENTAL REIMBURSEMENT COVERAGE O. EXPANDED TRANSPORTATION EXPENSE P. EXPENSE YOU INCUR TO RECOVER A STOLEN AUTO Q. ACCIDENTAL AIRBAG DISCHARGE COVERAGE R. PHYSICAL DAMAGE-TWO OR MORE DEDUCTIBLES S. BLANKET WAIVER OF SUBROGATION T. AMENDED DUTIES IN THE EVENT OF ACCIDENT, CLAIM, SUIT OR LOSS U. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS A. NEWLY ACQUIRED OR FORMED ENTITIES The Named Insured shown in the Declarations is amended to include any organization you newly acquire or form, other than a partnership, joint venture, or limited liability company, and over which you maintain ownership or majority (more than 50%) interest; if there is no other similar insurance available to that organization. Coverage under this provision is afforded only until the 90th day after you acquire or form the organization, or the end of the policy period, whichever comes first. B. TEMPORARY SUBSTITUTE AUTOS - PHYSIC AL DAMAGE COVERAGE The following is added to Paragraph C. Certain Trailers, Mobile Equipment And Temporary Substitute Autos of SECTION I -COVERED AUTOS: If Physical Damage Coverage is provided on a covered "auto" you own that is out of service because of its breakdown, repair, servicing, "loss", or destruction, then you have coverage for any"auto" you do not own, while used with the permission of its owner as a temporary substitute for the covered out of service "auto". The deductible for the temporary substitute "auto" will be the same as the applicable deductible for the covered "auto" it replaces. Includes copyrighted material of Insurance Services Office, Inc.,with its permission CCAB191 1013 Page 1 of 6 COMMERCIAL AUTO C. BLANKET ADDITIONAL INSURED— REQUIRED BY CONTRACT The following is added to Paragraph A.I. Who Is An Insured of SECTION II — COVERED AUTOS LIABILITY COVERAGE: Any person(s) or organization(s) is an additional "insured"with whom you have agreed in a valid written contract or agreement, executed prior to any "accident" or "loss", that such person(s) or organization(s) be added as an additional "insured" on your policy. Such persons or organizations are additional "insureds", but only with respect to liability for "bodily injury" or "property damage" caused by an "accident" that is, in whole or in part, caused by your acts or omissions or the acts or omissions of those acting on your behalf and resulting from the ownership, maintenance or use of a covered "auto". D. EMPLOYEES AS INSUREDS—NONOWNED AUTOS The following is added to the SECTION II — COVERED AUTOS LIABILITY COVERAGE, Paragraph A.1. Who Is An Insured provision: Any "employee" of yours is an "insured" while using a covered "auto" you don't own, hire or borrow in your business or your personal affairs. E. EMPLOYEE HIRED AUTOS 1. Changes In Covered Autos Liability Coverage The following is added to the Who Is An Insured Provision: An "employee" of yours is 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. 2. Changes In General Conditions Paragraph 5.b. of the Other Insurance Condition in the BUSINESS AUTO COVERAGE FORM is replaced by the following: For Hired Auto Physical Damage Coverage, the following are deemed to be covered "autos" you own: a. Any covered "auto" you lease, hire, rent or borrow; and b. Any covered "auto" hired or rented by your "employee" under a contract in an "employee's" name, with your permission, while performing duties related to the conduct of your business. However, any"auto" that is leased, hired, rented or borrowed with a driver is not a covered "auto". F. SUPPLEMENTARY PAYMENTS—BAIL BONDS The following replaces Paragraph A.2.a. (2) of SECTION II — COVERED AUTOS LIABILITY COVERAGE: (2) Up to $5,000 for 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. Includes copyrighted material of Insurance Services Office, Inc.,with its permission. CCAB191 1013 Page 2 of 6 COMMERCIAL AUTO G. SUPPLEMENTARY PAYMENTS— LOSS OF EARNINGS The following replaces Paragraph A.2.a. (4) of SECTION II — COVERED AUTOS LIABILITY COVERAGE: (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. H. FELLOW EMPLOYEE COVERAGE The Fellow Employee Exclusion contained under the COVERED AUTOS LIABILITY COVERAGE does not apply. I. PROPERTY OF OTHERS The Care, Custody Or Control Exclusion in SECTION II —COVERED AUTOS LIABILITY COVERAGE does not apply to "property damage" to property, other than your property, up to an amount not exceeding $3,000 in any one "accident'. This coverage applies as a result of a covered "loss", without applying a deductible. Coverage is excess over any other valid and collectible insurance. J. PERSONAL EFFECTS COVERAGE The following is added to Paragraph A.4. Coverage Extensions of SECTION III — PHYSICAL DAMAGE COVERAGE: We will pay up to $1,000 for the "loss"to personal effects which are: (1) Owned by an "insured"; and (2) In or on your covered "auto". This coverage applies as a result of a covered "loss", without applying a deductible. Coverage is excess over any other valid and collectible insurance. K. AUTO MEDICAL PAYMENTS COVERAGE—INCREASED LIMITS In the event of a covered "loss" where Auto Medical Payments Coverage applies, we will double the Limit Of Insurance for Medical Payments shown in the Declarations for each "insured" who was wearing a seat belt at the time of the "accident'. This limit is the most we will pay for all covered medical expenses regardless of the number of covered "autos", "insureds", premiums paid, claims made or vehicles involved in the "accident'. L. EXPANDED TOWING COVERAGE The following replaces Paragraph A.2. of SECTION III —PHYSICAL DAMAGE COVERAGE: We will pay up to: 1. $100 for a covered "auto" you own of the private passenger type; or 2. $500 for a covered "auto" you own that is not of the private passenger type; for towing and labor costs incurred each time the covered "auto" is disabled. However, the labor must be performed at the place of disablement. Includes copyrighted material of Insurance Services Office, Inc.,with its permission. CCAB191 1013 Page 3 of 6 i COMMERCIAL AUTO M. AUTO LOAN OR LEASE COVERAGE Physical Damage Coverage is amended by the addition of the following: 1. In the event of a total "loss" to a covered "auto", we will pay any unpaid amount due on the lease or loan, including up to a maximum of$500 for early termination fees or penalties, for a covered "auto", less: a. The amount paid under the policy's Physical Damage Coverage; and b. Any: (1) Overdue lease/loan payments at the time of the "loss"; (2) Financial penalties imposed under a lease for excessive use, abnormal wear and tear or high mileage; (3) Security deposits not returned by the lessor; (4) Costs of extended warranties, Credit Life insurance, Health, Accident, or Disability insurance purchased with the loan or lease; and (5) Carry-over balances from previous loans or leases. 2. This coverage only applies to a "loss" which is also covered under this policy for Comprehensive, Specified Causes Of Loss, or Collision Coverage. 3. Coverage does not apply to any unpaid amount due on a loan for which the covered "auto" is not the sole collateral. 4. This endorsement does not apply to any covered "auto" for which broader coverage is provided by any other endorsement form on this policy. N. RENTAL REIMBURSEMENT COVERAGE 1. We will pay for rental reimbursement expenses incurred by you for the rental of an "auto" because of"loss" to a covered "auto". Payment applies in addition to the otherwise applicable amount of each j coverage you have on a covered "auto". No deductibles apply to this coverage. 2. This coverage applies only to a covered "auto" for which Physical Damage Coverage is provided on this policy. 3. We will pay only for those expenses incurred during the policy period beginning 24 hours after the "loss" and ending, regardless of the policy's expiration, with the lesser of the following number of days: a. The number of days reasonably required to repair or replace the covered "auto". If "loss" is caused by theft, this number of days is added to the number of days it takes to locate the covered "auto" and return it to you. b. 30 days. 4. Our payment is limited to the lesser of the following amounts: a. Necessary and actual expenses incurred. b. $75 for any one day or for a maximum of 30 days. 5. This coverage does not apply while there are spare or reserve "autos" available to you for your operations. 6. If "loss" results from the total theft of a covered "auto" of the private passenger type, we will pay under this coverage only that amount of your rental reimbursement expenses which is not already provided for under the Expanded Transportation Expense Coverage Extension in this form. Includes copyrighted material of Insurance Services Office, Inc.,with its permission. CCAB191 1013 Page 4 of 6 COMMERCIAL AUTO 7. This endorsement does not apply to any covered "auto" for which broader coverage is provided by any other endorsement form on this policy. O. EXPANDED TRANSPORTATION EXPENSE Paragraph AA.a. of SECTION III - PHYSICAL DAMAGE is replaced by the following: We will pay up to $50 per day to a maximum of $1,500 for temporary transportation expense incurred by you because of the total theft of a covered "auto" of the private passenger type. We will pay only for those covered "autos" for which you carry either Comprehensive or Specified Causes Of Loss Coverage. We will pay for temporary transportation expenses incurred during the period beginning 48 hours after the theft and ending, regardless of the policy's expiration, when the covered "auto" is returned to use or we pay for its "loss". P. EXPENSE YOU INCUR TO RECOVER A STOLEN AUTO The following is added to Paragraph A.4. of SECTION III—PHYSICAL DAMAGE COVERAGE: We will pay up to $5,000 for the expense of recovering a stolen covered "auto" to you. We will pay only for those covered "autos"for which you carry Comprehensive or Specified Causes Of Loss Coverage. Q. ACCIDENTAL AIRBAG DISCHARGE COVERAGE The following is added to Paragraph B.3.a. of SECTION III— PHYSICAL DAMAGE COVERAGE: Mechanical breakdown does not include the accidental discharge of an airbag. R. PHYSICAL DAMAGE—TWO OR MORE DEDUCTIBLES The following is added to Paragraph D. Deductible of SECTION III — PHYSICAL DAMAGE COVERAGE: When two or more covered "autos" sustain "loss" in the same collision, the "loss" will be reduced by the largest single deductible that applies. For purposes of this coverage, an "auto" and its attached "trailer" are two separate "autos". S. BLANKET WAIVER OF SUBROGATION The Transfer Of Rights Of Recovery Against Others To Us Condition does not apply, but only when the Named Insured agrees that subrogation is waived prior to the "accident" or the "loss" under the terms of a written contract entered into between the Named Insured and an entity that is part of that contract. Includes copyrighted material of Insurance Services Office, Inc.,with its permission CCAB191 1013 Page 5 of 6 COMMERCIAL AUTO T. AMENDED DUTIES IN THE EVENT OF ACCIDENT, CLAIM, SUIT OR LOSS The following replaces Paragraph A.2.a. Duties In The Event Of Accident, Claim, Suit Or Loss of SECTION IV—BUSINESS AUTO CONDITIONS: We have no duty to provide coverage under this policy unless there has been full compliance with the following duties: a. In the event of "accident", claim, "suit", or "loss", your insurance manager or any other person you designate as responsible for insurance-related matters must notify us promptly of an "accident" or a "loss", regardless of the amount, which may result in a claim. Include: (1) How, when and where the "accident" or"loss" occurred; (2) The "insured's" name and address; and (3) To the extent possible, the names and addresses of any injured persons and witnesses. Paragraph A.2.b.(2) Duties In The Event Of Accident, Claim, Suit Or Loss of SECTION IV — BUSINESS AUTO CONDITIONS is amended as follows: b. Additionally, you and any other involved "insured" must: (2) Notify us and send us copies of any request, demand, order, notice, summons or legal papers received concerning the claim or"suit" as soon as practicable. For the purposes of this coverage provided, you are presumed to have knowledge of the "accident" or "loss" when it has been reported to the insurance manager or any other person you designate as responsible for insurance-related matters. U. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS The following Condition is added to SECTION IV— BUSINESS AUTO CONDITIONS: Unintentional Failure To Disclose Hazards Failure by you to disclose to us all hazards existing as of the inception date of this policy shall not prejudice us with respect to the coverage afforded by this policy, provided such error or omission is not intentional. I i ALL OTHER CONDITIONS AND PROVISIONS OF THE POLICY REMAIN UNCHANGED BY THIS ENDORSEMENT. Includes copyrighted material of Insurance Services Office,Inc,with its permission. CCAB191 1013 Page 6 of 6 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NONCONTRIBUTORY - OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. The following is added to B. General Conditions, Paragraph 5. Other Insurance under SECTION IV — BUSINESS AUTO CONDITIONS and supersedes any provision to the contrary: Primary And Noncontributory Insurance This insurance is primary to and will not seek contribution from any other insurance available to an additional "insured" under your policy provided that: (1) The additional "insured" is a Named Insured under such other insurance; and (2) You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional "insured". ALL OTHER CONDITIONS AND PROVISIONS OF THE POLICY REMAIN UNCHANGED BY THIS ENDORSEMENT. Includes copyrighted material of Insurance Services Office, Inc.,with its permission. CCAB2501013 Page 1 of 1 FOWLPAC-01 GOWEN ACRD' DATE(MM/ODIYYYV) CERTIFICATE OF LIABILITY INSURANCE 5/31/2017 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 Geri Owen NAME: Fresno CSG-Alliant Insurance Services,Inc. P oNEE569}374-3560 (AIC,Frun}. 9 E.River Park Place East Ste 310 Fresno,CA 93720 Ab. ss gowen@alliant.com INSURERS AFFORDING COVERAGE NAIC q INSURER A:Zenith Insurance Company 13269 INSURED INSURER B: G4 Enterprises Ltd INSURER C: 8570 South Cedar Avenue INSURER D: Fresno,CA 93725 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE 8 EFF P L1 LIMITS LTR JNSD NND POLICY NUMBER MMlDO/YYYY MMIDD/YYYY COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ CLAIMS-MADE 71 OCCUR SES �men� $ MED EXP(Any one person) $ PERSONAL 8 ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY JECT Ll LOC PRODUCTS-COMP/OP AGG $ OTHER: ISI MANAAEMENT ® IVN $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ Approved d ANY AUTO ' i` � BODILY INJURY(Per person) $ ALL OWNED SCHEDULED SAUTOS proved�1 �h � L—J III1 BODILY INJURY(Per accident) $ HI/REDAUTOS NON-OWNED s � Pe suldBr+D E $ UMBRELLA LIAB OCCUR nOd�_ EACH OCCURRENCE $ EXCESS LIAB HCLAIMS-MADE AGGREGATE $ DED I I RETENTION$ $ WX - AND EMPLOYERS'LIABILITY STATUTE ER ORKERS COMPENSATION A ANY PROPRIETOR/PARTNER/EXECUTIVE YIN NIA X M1129405 06/0112017 06101/2018 EL,EACH ACCIDENT $ 1,000,000 OFFICERIMEMBER EXCLUDED? (� (Mandatory in NH) EL.DISEASE-EA EMPLOYE $ 1,000.000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 1,000.000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) Waiver of Subrogation applies to the City of Fresno,its officers,officials,employees,agents and volunteers. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Ci of Fresno THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City ACCORDANCE WITH THE POLICY PROVISIONS. c/o Ken Turner 1721 Van Ness Avenue Fresno,CA 93721 AUTHORIZED REPRESENTATIVE ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25(2014/01) The ACORD name and logo are registered marks of ACORD WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY mieZw*w EXTENSION OF INFORMATION PAGE ITEM 1 OTHER INSURED NAME AND ADDRESS OF INSURED POLICY NUMBER FOWLER PACKING COMPANY, INC. [A CORPORATION] M1129405 ATTN: MIKE GOLBECK 8570 SOUTH CEDAR AVENUE FRESNO, CA 93725 ADDITIONAL NAMED INSURED Date Date Included Excluded G4 ENTERPRISES, LTD 06/01/2017 FEIN 94-1742287 LIMITED PARTNERSHIP I WC-99-00-08 a UMBRELLA AND EXCESS LIABILITY POLICY AMENDMENT Endorsement Number: 3 Endorsement Title: SCHEDULE ADDITIONAL NAMED INSURED > PAGE 01 OF 01 Effective 05/23/2017, the following entity is added to the policy for no additional premium: G4 Enterprises LTD, (Ownership 4% 2ND GEN, (132 MGT) 48% 3RD GEN (ENTITY TRUSTS) -- 48% 4TH GEN TRUSTS. 0 0 8 d) i d rc N W Z 0 n W C4 N h CL w W This Form must be attached to Change Endorsement when issued after the policy is written. g One of the Fireman's Fund Insurance companies as named in the policy LULU d N a 8 Secretary Ps�denl 0 f UMBRELLA AND EXCESS LIABILITY POLICY AMENDMENT Endorsement Number: 4 Endorsement Title: SCHEDULE ADDITIONAL NAMED INSURED z PAGE 01 OF 01 Effective 05/23/2017, the following entity is added to the policy for no additional premium: G4 Enterprises Ltd. s� i OQQ� v O O A_ 8 O n Of Of K N W LL' z 2 0 n Qw d N Ln a wThis Form must be attached to Change Endorsement when issued after the policy is written. o One of the Fireman's Fund Insurance companies as named in the policy LU Q M r C> Secretary R silent 0 Silica Particles Exclusion - 178575 05 04 CA Policy Amendment - Umbrella Policy - Excess Liability Policy The policy does not apply to any claim or liability arising, in whole or in part, directly or in- directly out of, or which is in any way related to, the "Silica hazard". As used in this exclusion, the term "Silica hazard" includes, but is not limited to, the actual or threatened exposure to, inhalation of or contact with, silicon dioxide, silica, silica pro- ducts, silica fibers, silica dust, any other silica byproducts, and silica, whether alone or in combination with any substance, product or material. s Without limitingthe foregoing, this exclusion applies to ever injury, loss, cost or PP Ydamage, expense otherwise covered by this policy, if any. All other terms and conditions of the policy remain unchanged. s� w R 0 0 m 8 En Z Z This Form must be attached to Change Endorsement when issued after the policy is written. One of the Fireman's Fund Insurance Companies as named in the policy N 44 h a FL,w Secretary President a W e 178575 5-04 CA v ppN O ■ California Amendatory - 178858 01 12 CA Policy Amendment - Umbrella Policy - Excess Liability Policy A. SECTION IV. CONDITIONS, C. CANCELLATION, 2.a. is deleted in its entirety and replaced = by the following: 2. a. Ten (10) days before the effective date of cancellation if we cancel for: (1) Nonpayment of premium; or (2) Discovery of fraud or material misrepresentation by: (a) Any Insured or his or her representative in obtaining this insurance; or (b) You or your representative in pursuing a claim under this policy. s B. SECTION IV. CONDITIONS, C. CANCELLATION, 2. is amended to include the following: If this policy has been in effect for more than sixty (60) days, or is a renewal of a policy we have previously issued, we may only cancel this policy after the effective date of the policy, for one or more of the following reasons by mailing by first class or certified mail to the First Named Insured and to the agent or broker of record, at their last addresses known to us, written notice stating the reason for cancellation, at least: a. Ten (10) days before the effective date of cancellation if we cancel for: W (1) Nonpayment of premium, including premium due on a prior policy we issued and due during the current policy term covering the same risks. (2) Discovery of fraud or material misrepresentation by: 8 (a) Any Insured or his or her representative in obtaining this insurance; or (b) You or your representative in pursuing a claim under this policy. b. Ninety (90) days before the effective date if we cancel for: (1) A judgment by a court or an administrative tribunal that you have violated a California or Federal law, having as one of its necessary elements an act which materially increases any of the risks insured against. (2) Discovery of wiiiful or grossly negligent acts or omissions, or of any violations of state laws or regulations establishing safety standards, by you Z or your representative, which materially increase any of the risks insured against. This Form must be attached to Change Endorsement when issued after thepolicy is written. One of the Fireman's Fund Insurance Companies as named in the policy h a c� g Secretary V President a W 178858 1-12 CA Page 1 of 2 0 0 0 � WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY � a EXTENSION OF INFORMATION PAGE ITEM 1 OTHER WORK PLACES NAME AND ADDRESS OF INSURED POLICY NUMBER FOWLER PACKING COMPANY, INC. [A CORPORATION] M1129404 ATTN: MIKE GOLBECK 8570 SOUTH CEDAR AVENUE FRESNO, CA 93725 LOCATION ADDRESS Date Date Included Excluded 1 FOWLER PACKING COMPANY, INC. [A CORPORATION] 06/01/2016 8570 SOUTH CEDAR AVENUE FRESNO, CA 93725 2 FOWLER PACKING COMPANY, INC. [A CORPORATION] 06/01/2016 1561 E. SILVER SUMMIT DR. FRESNO, CA 93730 3 FOWLER PACKING COMPANY, INC. [A CORPORATION] 06/01/2016 1397 E. WALDON WAY FRESNO, CA 93730 4 FOWLER PACKING COMPANY, INC. [A CORPORATION] 06/01/2016 80515 VIA TALAVERA LA QUINTA, CA 92253 5 FOWLER PACKING COMPANY, INC. [A CORPORATION] 06/01/2016 60 GEOFFREY LANE SANTA CRUZ, CA 95062 6 G4 ENTERPRISES, LTD. 06/01/2016 8570 SOUTH CEDAR AVENUE FRESNO, CA 93725 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 06/01/2016 ZENITH INSURANCE COMPANY- 13145 Insured FOWLER PACKING COMPANY, INC. [A CORPORATION] Policy No. M1129404 CA Policy Period 06/01/2016 To 06/01/2017 [• j'L Issued On 05/09/2017 At Fresno, CA PRESIDEN WC-99-00-07 Endorsement No. 30 (Ed. 04-11) Supercedes endt#3 � WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY nieZeigW EXTENSION OF INFORMATION PAGE ITEM 1 OTHER INSURED NAME AND ADDRESS OF INSURED POLICY NUMBER FOWLER PACKING COMPANY, INC. [A CORPORATION] M1129404 ATTN: MIKE GOLBECK 8570 SOUTH CEDAR AVENUE FRESNO, CA 93725 ADDITIONAL NAMED INSURED Date Date Included Excluded G4 ENTERPRISES, LTD 06/01/2016 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 06/01/2016 ZENITH INSURANCE COMPANY- 13145 Insured FOWLER PACKING COMPANY, INC. [A CORPORATION] Policy No. M1129404 CA Policy Period 06/01/2016 To 06/01/2017 Issued On 05/09/2017 At Fresno, CA PRESIDEN WC-99-00-08 (Ed. 04-11) Endorsement No. 31 r Fireman's Fund Insurance Company St. Louis Ful an's O'Fallon ss Point MO 336Parkwa8 i® i i� i• Is rr�wr ssl! i� 0 n 0 g POLICY DIVIDER Policy No: SUO 4892 2447 Insured Name: FOWLER PACKING COMPANY, INC., ET Transaction Type: RENEW d Print Date: 09-16-16 W 11 x ESRPOLDIVI I-87 ® Fireman's ■..r Fund a� Important Notice Regarding Terrorism Coverage - 380139 01 15 You are hereby notified that this policy will apply with respect to a "certified act of terrorism", z if coverage for such "certified act of terrorism" is provided by all scheduled Primary Insur- ance or Underlying Insurance that are subject to the Terrorism Risk Insurance Act, as im_a� amended. As used in this message, "certified act of terrorism" means an act or acts that are certified by the Secretary of the Treasury, in accordance with the provisions of the federal Terrorism ME—= Risk Insurance Act, as amended, to be an act of terrorism pursuant to such Act, as amended ('The Act"). The criteria contained in The Act for a "certified act of terrorism" includes the I� following: 1. The act resulted In insured losses in excess of $5 million in the aggregate attributable to all types of insurance subject to the Terrorism Risk Insurance Act, as amended; and 2. The act resulted in damage: a. Within the United States (including its territories and possessions and Puerto Rico); or b. Outside the United States in the case of: N (1) An air carrier (as defined in Section 40102 of title 49, United States code) or United states flag vessel (or a vessel based principally in the United States, on r which United States income tax is paid and whose insurance coverage is subject 8 to regulation in the United States) regardless of where the loss occurs; or 0 (2) The premises of any United States mission; and 3. The act is a violent act or an act that is dangerous to human life, property or infrastructure and is committed by an individual or individuals as part of an effort to co- erce the civilian population of the United States or to influence the policy or affect the conduct of the United States Government by coercion. If aggregate insured losses attributable to terrorist acts certified under the Terrorism Risk Insurance Act, as amended, exceed $100 billion in a calendar year and we have met our g insurer deductible under the Terrorism Risk Insurance Act, as amended, then we shall not be liable for the payment of any portion of the amount of such losses that exceeds $100 billion, and in such case insured losses up to that amount are subject to pro rata allocation in accordance with procedures established by the Secretary of the Treasury. If you have any questions, please contact your agent or broker representing the Fireman's - Fund Insurance Companies. a d u W s W za 3801391-15 O Allianz 1� Dear FOWLER PACKING COMPANY INC Re: Policy Number: SUO-000-4892-2447 Issuing Company: FIREMAN'S FUND INSURANCE COMPANY REIM �0 Thank you for choosing Allianz. Your commercial business insurance policy is enclosed. Please keep your policy in a secure place. ® We're also writing to share exciting news about your commercial business insurance company - Fireman's Fund. a— Fireman's Fund is now part of Allianz Global Corporate&Specialty(Allianz). Uniting these two complementary businesses into one organization under the Allianz brand creates a strong business platform from which we can �r better serve our customers. a>�a a From a policyholder perspective, this does not represent a significant change. Fireman's Fund has been part of the ll� Allianz Group since 1991. The biggest change is the brand name. As you can see on the enclosed package, you now see the Allianz brand more prominently than in the past. The Fireman's Fund name or one of its subsidiaries will continue to appear on your policy as the issuing company. Here is a just a glimpse of why we are so proud to be part of the Allianz brand. Safety and stability - Allianz Global Corporate & Specialty rated A+ by A.M. Best and AA by Standard and Poor's, earns one of the highest financial ratings of the leading global property and casualty insurance companies. Allianz is the world's largest property and casualty company by revenue and its globally diversified portfolio helps provide you with the scale, strength and sustainability to grow your business in the US and beyond. N Protecting your increasingly eoalplex business risks- Allianz has a 125-year history of delivering exceptional insur- mice products and services to businesses around the world. Our broad product portfolio and risk mitigation services are designed to support the increasingly complex risks your business faces. 0 8 One of the world's most admired companies - Allian7 is ranked by Interbrand as "One of the top global brands in the world" and "One of the world's most admired companies" by Fortunes. And, most importantly for our cus- tomers, Allianz has long held a global reputation for delivering exceptional claims service. We will continue to update you as we make progress in uniting these two great companies. In the interim, please know that we truly appreciate your busyness and the trust you have placed in us. We look forward to serving you under the Allianz brand. Thank you for trusting Allianz to serve your insurance needs. 8 Best regards, W A. Arthur E. Moossmann a President&CEO, AGCS North America and Fireman's Fund Insurance Company a Member of the Allianz Global Corporate&Specialty SE Board of Management d c� 1` W g G W 3965168-15 Fireman's Fund Declarations THE FUND UMBRELLA® POLICY NUMBER: SUO-000-4892-2447 FIREMAN'S FUND INSURANCE COMPANIES POLICY PERIOD: FROM 09/01/16 TO 09/01/17 Coverage is provided in the following (12:01 A.M. Standard time at the address company. a stock company. ® of the Named Insured as stated herein) sr� 01 Fireman's Fund Insurance NAMED INSURED AND MAILING ADDRESS: Company FOWLER PACKING COMPANY, INC., ET AL, AS PER UNDERLYING POLICIES z� 8570 SOUTH CEDAR AVENUE FRESNO, CA 93725 In return for the payment of the premium, and subject to all the terns of this policy, we agree with you to provide the insurance as stated in this policy. is LIMITS OF INSURANCE $25,000,000 Each Occurrence $25,000,000 Aggregate PREMIUM Basis of premium: Flat charge Advance Premiums $104,924 Annual Minimum Premium: $104,924 includes Terrorism Risk Insurance Act - Certified Acts Coverage: $1,798 o SCHEDULE OF PRIMARY INSURANCE N This schedule is described within Form No. 178300-06-92 which forms a part of 0 this policy's declarations. 8 SCHEDULE OF ENDORSEMENTS This schedule is described within Form No. 178250-04-04 which forms a part of this policy's declarations. N U W O Date of Issue: Countersignature of Authorized Agent: 09/16/2016 This declarations page is issued in conjunction with and forms a part of Policy Form 5400 10-2003. 8 W CL S a N h Date of Issue: Countersignature of Authorized Agent: 09/16/2016 W g This declarations page is issued in conjunction with and forms a part of Policy Form 5400 10-03. 4 W Und Group Branch Producer Code Producer Comm. C 1.MWR 04 723 529 ALLIANT INS SERVICES INC 15.00% Audit FO qu*ncy Pr*vlous Policy No. 8 ISUO-000-lsie-S168 SCHEDULE OF PRIMARY INSURANCE - 178300-06-92 The schedule of Primary Insurance is completed to read as follows: COMMERCIAL GENERAL LIABILITY CLAIMS MADE Company: NATIONWIDE AGRIBUSINESS INSURANCE COMPANY aaa� Policy No: CPPI17084 -1" Claims Made Retroactive Date: Expiration Date: 09/01/2017 09/01/2004 LIMITS OF INSURANCE a� General Aggregate Limit (Other Than Products-Completed Operations) $2,000,000 = Products-Completed Operations Aggregate Limit $2,000,000 Personal A Advertising Injury Limit $1,000,000 Each Occurrence Limit $1,000,000 Employee Benefits Administration Liability $1,000,000 Each Employee (EBAL) $1,000,000 Aggregate AUTOMOBILE LIABILITY Company: NATIONWIDE AGgIBUSINESS INSURANCE COMPANY Policy No: CPP117084 Expiration Date: 09/01/2017 e LIMITS OF INSURANCE N Bodily Injury and Property Damage o Combined Single Limit $1,000,000 Any One Accident N 8 0 COMMERCIAL GENERAL LIABILITY Company: WI IBUSINESS INSURANCE COMPANY Policy No: A 784627 3 Expiration Date: o LIMITS OF INSURANCE �l General Aggregate Limit (Other Than Products-Completed Operations) $2,000,000 Products-Completed Operations Aggregate Limit $2,000,000 W Personal 8 Advertising Injury Limit $1,000,000 4 Each Occurrence Limit $1,000,000 Hired A Non-Owned Auto Liability $1,000,000 FOR G3 DEVELOPMENT a d �i g w PAGE 01 OF 04 a� 8 a� SCHEDULE OF PRIMARY INSURANCE - 178300-06-92 CONTINUED T The schedule of Primary Insurance is completed to read as follows: smis COMMERCIAL GENERAL LIABILITY Company: WEST AMERICAN INSURANCE COMPANY Policy No: BKW (16) 56 33 17 65 Expiration Date: 01/26/2017 a LIMITS OF INSURANCE a� ^ General Aggregate Limit (Other Than Products-Completed Operations) $2,000,000 sawa�s Products-Completed Operations Aggregate Limit $2,000,000 „ — Personal A Advertising Injury Limit $1,000,000 l Each Occurrence Limit $1,000,000 DENKEN 19, LLC DENKEN FARMS AND NORTH POINTE BP, LP COMMERCIAL GENERAL LIABILITY Company: AMERICAN MODERN INSURANCE COMPANY Policy No: CP21739000 Expiration Date: 11/11/2016 o LIMITS OF INSURANCE N General Aggregate Limit (Other Than Products-Completed Operations) $2,000,000 A Products-Completed Operations Aggregate Limit $2,000,000 o Each Occurrence Limit $1,000,000 MAIN PROPERTIES, LLC A PHILIP PARNAGIAN I � I COMMERCIAL GENERAL LIABILITY N Company: UNITED STATES LIABILITY INSURANCE COMPANY Policy No: CL1739405 E Expiration Date: 02/22/2017 LIMITS OF INSURANCE S rc d General Aggregate Limit (Other Than Products-Completed Operations) $2,000,000 Products-Completed Operations Aggregate Limit $2,000,000 Personal B Advertising Injury Limit $1,000,000 $ Each Occurrence Limit $1,000,000 y MAIN PROPERTIES, LLC d c� W W PAGE 02 OF 04 SCHEDULE OF PRIMARY INSURANCE - 178300-06-92 CONTINUED a The schedule of Primary Insurance is completed to read as follows: a� eee�e BBQ EMPLOYER'S LIABILITY Company: NEW YORK MARINE AND GENERAL INSURANCE CO Policy No: 4521-049 Expiration Date: 12/31/2016 LIMITS OF INSURANCE e Bodily Injury by Accident 92,000,000 Each Accident Bodily Injury by Disease 92,000,000 Policy Limit a Bodily Injury by Disease 92,000,000 Each Employee B� AG FORCE, LLC. EMPLOYER'S LIABILITY Company: ZENITH INSURANCE COMPANY Policy No: M1129403 Expiration Date: 06/01/2017 LIMITS OF INSURANCE o Bodily Injury by Accident 91,000,000 Each Accident N Bodily Injury by Disease 91,000,000 Policy Limit Bodily Injury by Disease 91,000,000 Each Employee 0 �C FOWLER PACKING 0 • COMPREHENSIVE PERSONAL LIABILITY Company: NATIONWIDE AGRIBUSINESS INSURANCE COMPANY Policy No: FPK FMP7820070488 Expiration Date: 09/23/2016 LIMITS OF INSURANCE Personal Liability 92,000,000 Per Occurrence PETE 8 JEANNETTE PARNAGIAN d a N h 4 W� LL W W PAGE 03 OF 04 a_ l� SCHEDULE OF PRIMARY INSURANCE - 178300-06-92 CONTINUED The schedule of Primary Insurance is completed to read as follows: B� PERSONAL UMBRELLA LIABILITY Cam Company: AMCO INSURANCE COMPANY r Policy No: NA0016205OSS-0 �e Expiration Date: 11/10/2016 LIMITS OF INSURANCE Personal Liability 91,000,000 Each Occurrence aa*w r RANDY A SUSAN PARNAGIAN B� BE=- l� PERSONAL UMBRELLA LIABILITY Company: BANKERS STANDARD INSURANCE COMPANY Policy No: 268051211U Expiration Date: 11/25/2016 LIMITS OF INSURANCE Personal Liability 94,000,000 Each Occurrence o DENNIS b DONNA PARNAGIAN N 0 PERSONAL UMBRELLA LIABILITY 0 Company: AAIC Policy No: UlA2UB1156965-01 Expiration Date: 05/27/2017 LIMITS OF INSURANCE Personal Liability 91,000,000 Each Occurrence M JUSTIN AND TIFFANY PARNAGIAN PERSONAL UMBRELLA LIABILITY g d Company: AAIC Policy No: UTA2UB114379401 Expiration Date: 07/31/2017 LIMITS OF INSURANCE S a Personal Liability 91,000,000 Each Occurrence CI h s SAM PARNAGIAN g W PAGE 04 OF 04 ' Economic or Trade Sanctions Compliance - 145985 06 14 Policy Amendment �a a� w� The following is added to the Policy and replaces any other provision in the Policy addressing economic or trade sanctions: This insurance does not apply to the extent that economic or trade sanctions or other laws or regulations prohibit us(the Company)from providing insurance. All other terms and conditions of the policy remain unchanged. wawa t� i� Ili 0 QSxN O O O D d t d LLW� W 8 This Form must be attached to Change Endorsement when issued alter the policy is written. _ One of the Fhwm's Fwd Inswance Compwdes as named in the policy 1459856-14 0 2014 Fireman's Fund Imurance Company,Novato,CA.All ri8hts reserved. 4A Fireman's Fund a Policyholder Message - 385542 02 12 a� ;01� Important Information for California Policyholders If you ever have questions about your policy, or about any insurance matter, you can contact your independent agent or broker. If you have additional questions, you can contact the company issuing the policy at the following address: .�._._ Fireman's Fund Insurance Companies Customer Support Central s 777 San Marin Drive a Novato, CA 94998 i� Phone: 1-866-386-3932 If you have been unable to obtain satisfaction from either the agent or the company,you may contact the California Department of Insurance at the following address: California Department of Insurance Consumer Services Division 300 South Spring Street,South Tower Los Angeles, CA 90013 a N Phone: 1-800-927-4357(calling within California) 1-213-897-8921 (calling outside California) N 1-800-482-4833(TDD-Telecommunication Devices for the Deaf) The Department of Insurance should be contacted only after the contacts with the agent and the company have failed to produce a satisfactory solution to your problem. S a. is Q N h 0. W� LL W d W Q 3935422-12 ®2012 Fireman's Fund Insurance Company,Novato,CA. All ri#W reserved. 1� 178250 04 04 SCHEDULE OF ENDORSEMENTS 145985 06 14 ECONOMIC OR TRADE SANCTION COMPLIANCE Mor !� 178575 05 04 CA SILICA PARTICLES EXCLUSION Mo 178587 01 15 DISCLOSURE OF PREMIUM AND ESTIMATED PREMIUM FOR CERTIFIED ACTS OF TERRORISM COVERAGE;CAP ON INSURER PARTICIPATION IN PAYMENT OF TERRORISM LOSSES (PURSUANT TO TERRORISM RISK LM INSURANCE ACT) 178705 10 01 AIRCRAFT EXCLUSION MMS :ter 178724 10 03 CARE, CUSTODY OR CONTROL OF REAL AND PERSONAL PROPERTY mum— EXCLUSION 178730 03 98 CROSS SUITS EXCLUSION 178751 03 98S EMPLOYEE BENEFIT PLAN EXCLUSION - COVERAGE B 178754 10 03 EMPLOYEE INJURY EXCLUSION - COVERAGE B 178771 03 98 LEAD EXCLUSION N 178793 10 01 PRODUCTS WITHDRAWAL, IMPAIRED PROPERTY, AND LOSS OF USE EXCLUSION - COVERAGE A 178829 10 03 CLAIMS-MADE COVERAGE AMENDMENT AND EXCLUSION 0 178858 01 12 CA CALIFORNIA AMENDATORY 178950 04 02R FUNGI OR BACTERIA EXCLUSION 178958 10 03 DESIGNATED PRODUCT OR WORK EXCLUSION 178980 01 15 EXCLUSION OF OTHER ACTS OF TERRORISM COMMITTED OUTSIDE THE UNITED STATES 178985 01 15 EXCLUSION OF PUNITIVE DAMAGES RELATED TO A CERTIFIED ACT OF TERRORISM a N d d W 178250444 178250 04 04 SCHEDULE OF ENDORSEMENTS 178993 01 15 COVERAGE FOR CERTIFIED ACTS OF TERRORISM 1= 179020 04 13 ADDITIONAL POLICY PROVISIONS 179033 05 09 VIOLATION OF STATUTES EXCLUSION (EMAILS, FAX, PHONE CALLS OR OTHER METHODS OF RECORDING OR DISTRIBUTION OF MATERIAL OR INFORMATION) *�^-• 179061 07 13 CRISIS MANAGEMENT ENDORSEMENT 179087 05 14 ACCESS OR DISCLOSURE OF CONFIDENTIAL OR PERSONAL INFORMATION B� AND DATA-RELATED EXCLUSION 0 � QRaaN O O I e 0 O d Q d O g d W 1782504-04 Silica Particles Exclusion - 178575 05 04 CA s� Policy Amendment - Umbrella Policy- Excess Liability Policy z The policy does not apply to any claim or liability arising, in whole or in ,artdirect) or in- directly out of, or which is in any way related to, the "Silica hazard". i� As used in this exclusion, the term "Silica hazard" includes, but is not limited to, the actual cor threatened exposure to, inhalation of or contact with, silicon dioxide, silica, silica pro- ducts, silica fibers, silica dust, any other silica byproducts, and silica, whether alone or In combination with any substance, product or material. Without limiting the foregoing, this exclusion applies to every injury, damage, loss, cost or expense otherwise covered by this policy, if any. s_ All other terms and conditions of the policy remain unchanged. 11s� 0 }QQN� O O O O d g This Form must be attached to Change Endorsement when issued after the policy is written. One of the Fireman's Fund Insurance Companies as named in the policy d eLL ' W g secretary President d W 17e67s 5-04 CA i� Disclosure of Premium and Estimated Premium for Certified Acts of Terrorism Covera e; Cap on Insurer Participation in Payment of Terrorism Losses Pursuant to Terrorism Risk Insurance Act) 178587 41 15 Policy Amendment - Umbrella Policy- Excess Liability Policy This Endorsement Is attached to and made part of your policy In response to the disclosure requirements of the Terrorism Risk Insurance Act. ss>� A. Disclosure of Premium In accordance with the federal Terrorism Risk Insurance Act, as amended, we are required to provide you with a notice disclosing the portion of your premium, if any, ssssl� attributable to coverage for terrorist acts certified under the Terrorism Risk Insurance Act, as amended ("certified acts of terrorism"). The portion of your premium attributable to such coverage is shown in the policy Declarations. This premium is based on the ramie rates in effect at the time of policy issuance or policy anniversary and was calculated for the full term of the current policy period. B. Disclosure of Federal Participation in Payment of Terrorism Losses The United States Government, Department of the Treasury, will pay a share of terrorism losses insured under the federal program. The federal share equals 85% through 2015; 84% beginning on January 1, 2016; 83% beginning on January 1, 2017; 82% beginning on January 1 2018; 81% beginning on January 1, 2019 and 80% beginning on January 1, 2020 of that portion of the amount of such insured losses that exceeds the applicable insurer retention. However, if aggregate insured losses attributable to terrorist acts certified under the Terrorism Risk Insurance Act, as amended, exceed $100 billion in a r calendar year, the Treasury shall not make any payment for any portion of the amount of such losses that exceed $100 billion. C. Cap on Insurer Participation In Payment of Terrorism Losses If aggregate insured losses attributable to terrorist acts certified under the Terrorism Risk Insurance Act, as amended, exceed $100 billion in a calendar year and we have met our insurer deductible under the Terrorism Risk Insurance Act, as amended, then we shall not be liable for the payment of any portion of the amount of such losses that exceeds $100 billion, and in such case insured losses up to that amount are subject to pro rata allocation in accordance with procedures established by the Secretary of the Treasury. D. Possibility of Additional or Return Premium The premium for "certified acts of terrorism"coverage is calculated based in part on the federal participation in payment of terrorism losses as set forth In the Terrorism Risk S Insurance Act, as amended. If the federal program terminates or if the level or terms of federal participation change, the premium charge for "certified acts of terrorism" as shown In the Declarations of this policy may also change. If this policy contains a Conditional Exclusion, continuation of coverage for "certified acts of terrorism," or termination of such coverage, will be determined upon disposition of the federal program, subject to the terms and conditions of the Conditional Exclusion. if this policy does not contain a Conditional Exclusion, coverage for "certified acts of terrorism" will a continue, In either case, when disposition of the federal program is determined, we will recalculate the premium charge made for those acts of terrorism covered by the d Terrorism Risk Insurance Act, as amended, that remain covered by this policy after the L" disposition of the federal program. We will calculate the premium charge as follows: W This Form must be attached to Change Endorsement when issued after the policy Is written. One of the Fireman's Fund Insurance Companies as named in the policy d W 118,587 1-15 ® 2015 Fireman's Fund Insurance Company,Novato,CA.All rights includes copyrighted material or Insurance Services Office, Inc.,with its permission. Page 1 of 2 1. We will calculate the pro-rated premium shown in the Declarations for "certified acts of terrorism"from the effective date of your policy to the date of expiration or change of the federal program. 2. We will calculate the pro-rated premium charge for acts of terrorism that remain covered for the policy period that remains in effect from the expiration or change of the federal Program to the anniversary or expiration date of your policy. 3. We will add the amount determined in D.I. above to the amount determined in D.2. above. Such premium will be your revised annual premium for coverage for acts of terrorism. a. If the revised annual premium determined above is an additional premium, this additional premium may be waived by us for the remainder of the policy term. b. If the revised annual premium determined above is a return premium, we will refund this amount to you. All other terms and conditions of the policy remain unchanged. l l 178587 1-15 ®2015 Fireman's Fund Insurance Company,Novato,CA.All rights Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 2 of 2 Aircraft Exclusion - 178705 10 01 s Policy Amendment - Umbrella Policy asp A. SECTION II. UMBRELLA LIABILITY - COVERAGE B, C. COVERAGE B - EXCLUSIONS, iI■� subsection 1. AIRCRAFT is deleted. B. The policy does not apply to any liability arising out of the ownership, maintenance, op- eration, use, entrustment to others, loading or unloading of any aircraft. s� 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. All other terms and conditions of the policy remain unchanged. ass its i� I� C4 O O w O S K d g This Form must be attached to Change Endorsement when issued after the policy Is written. One of the Fireman's Fund Insurance Companies as named in the policy N WµWd IL. g Secretary P esident d W a 178705 10-01 8 Care, Custody or Control of Real and Personal Property Exclusion 178724 10 03 Policy Amendment - Umbrella Policy ititititii• i This policy does not apply to any liability arising out of damage to or loss of use of real and personal property of others in the care, custody or control of any Insured. All other terms and conditions of the policy remain unchanged. MM i� i� its I• e aQxN O O 6 O O K IL This Form must be attached to Change Endorsement when issued after the policy is written. a One of the Fireman's Fund Insurance Companies as named in the policy d u Secretary P Xsident d W 178724 10-03 Cross Suits Exclusion - 178730 03 98 Policy Amendment - Umbrella Policy- Excess Liability Policy The policy does not apply to any liability arising out of a claim or Suit by one Named Insured, against another Named Insured. ire MMAll other terms and conditions of the policy remain unchanged. Me sty seals s. 0 Q4xN O O O e O K IL g This Form must be attached to Change Endorsement when Issued after the policy Is written. aOne of the Fireman's Fund Insurance Companies as named in the policy d u g Secretary P esident d W 1787303-96 i { i Employee Benefit Program Exclusion - Coverage B - 178751 03 98S Policy Amendment - Umbrella Policy A. Coverage B of the policy does not apply to any liability arising out of the "Administration" of any "Employee Benefit Program." Mm I B. As used in this endorsement, the following terms have the following meanings: : 1. "Employee Benefit Program" includes but is not limited to group life insurance, group accident or health insurance, profit sharing plans, pension plans and stock subscription plans, unemployment insurance, social security benefits, workers' ® compensation and disability benefits insurance. 2. "Administration" includes but is not limited to performing or failure to perform any of the following functions with respect to an "Employee Benefit Program": �a a. Application of rules determining eligibility for or participation in benefits; b. Calculation of service and compensation credit for benefits; c. Preparation of Employee communications material; d. Maintenance of participants' service and employment records; e. Preparation of reports required by government agencies; f. Calculation of benefits; g. Orientation of new participants and advising participants of their rights and $ options under the plan; h. Collection of contributions and application of contributions as provided in the plan; 0 I. Preparation of reports concerning participants' benefits; j. Processing of claims; or k. Rendering or providing advice, other than legal advice. All other terms and conditions of the policy remain unchanged. S d This Form must he attached to Change Endorsement when issued after the policy is written. a One of the Flremsn's Fund Insurance Companies as named in the policy d g Secretary V President a 178751 3-98S 8 illlll� Employee Injury Exclusion - Coverage B - 178754 10 03 Policy Amendment - Umbrella Policy t i i� Coverage B of the policy does not I to an liability arising out of an injury to: 9 P Y apply Y Y 9 Y i l Y i� A. Any Employee of any Insured arising out of and in the course of: ief 1. Employment by any Insured; or s� 2. Performing duties related to the conduct of any Insured's business; or B. The spouse, child, parent, brother, or sister of that Employee as a consequence of A. above. i >P This exclusion applies: 9 A. Whether any Insured may be held liable as an employer or in any other capacity; and B. To any obligation to share damages with or repay someone else who must pay damages because of the injury. All other terms and conditions of the policy remain unchanged. e QQaN O O O s 8 K d This Form must be attached to Change Endorsement when issued after the policy is written. a One of the Fireman's Fund Insurance Companies as named In the policy l`I h d FL— Secretary President 171179%10-M Lead Exclusion - 178771 03 98 Policy Amendment - Umbrella Policy - Excess Liability Policy The policy does not apply to any liability arising in whole or in part, out of or in any way re- lated to "Lead". Z-00-iiii As used in this exclusion, the term "Lead" includes but is not limited to, lead, lead products, >� lead contained in paint, and lead contained in any products or materials. All other terms and conditions of the policy remain unchanged. i� MW=— 0 1C4 O N (fes O O O K IL g This Form must be attached to Change Endorsement when Issued atter the policy is written. a One of the Fireman's Fund Insurance Compsnles as named in the policy d 6jj��c� g Secretary P ryesid—en t a W 1787713-98 00M Products Withdrawal, Impaired Property, and Loss of Use Exclusion Coverage A - 178793 10 01 Policy Amendment - Umbrella Policy ,..� A. Regardless of the definitions contained in Primary Policies, the insurance provided by zaa� COVERAGE A of our policy for "property damage" is subject to the following definition: jam t "Property damage" means: 1. Physical injury to tangible property, including all resulting loss of use of that prop- erty. All such loss of use shall be deemed to occur at the time of the physical injury s»»>r that caused it; or 2. Loss of use of tangible property that is not physically injured. All such loss shall be deemed to occur at the time of the Occurrence that caused it. !M For the purposes of this insurance, "electronic data" is not tangible property. �e As used in this definition, "electronic data" means information, facts or programs stored as or on, created or used on, or transmitted to or from computer software, including systems and applications software, hard or floppy disks, CD-ROMS, tapes, drives, cells, data processing devices or any other media which are or can be used with electronically controlled equipment. B. COVERAGE A does not apply to any liability arising out of"property damage"to impaired property or property that has rot been physically injured arising out of: 1. A defect, deficiency, inadequacy or dangerous condition in your product or your work; or n 2. A delay or failure by any Insured or anyone acting on your behalf to perform a con- C4 or agreement in accordance with its terms. This exclusion does not apply to the loss of use of other property arising out of sudden and accidental physical injury to your product or your work after it has been put to its 0 intended use. C. COVERAGE A does not apply to any liability for damages claimed for any loss, cost or expense incurred by any Insured or others for the loss of use, withdrawal, recall, in- spection, repair, replacement, adjustment, removal or disposal of: 1. Your product; 2. Your work; or 3. Impaired property; if such product, work, or property is withdrawn or recalled from the market or from use S by any person or organization because of a known or suspected defect, deficiency, in- cl adequacy or dangerous condition in it. All other terms and conditions of the policy remain unchanged. g This Form must be attached to Change Endorsement when issued after the policy is written. a One of the Fireman's Fund Insurance Companies as named in the policy s g Secretary P esident u� 178793 10-01 Claims-Made Coverage Amendment and Exclusion - 178829 10 03 Policy Amendment - Umbrella Policy i SON COVERAGE PROVIDED BY THIS ENDORSEMENT APPLIES ON A CLAIMS-MADE BASIS. s� PLEASE READ THE ENTIRE ENDORSEMENT CAREFULLY. A. 1. Claims-Made Coverage - Coverage A !!M Solely with respect to Coverage A of this policy in excess of Primary Insurance tt� which applies on the basis of Claims-Made, we adopt the terms of Primary Insurance with respect to what must occur after the Primary Insurance Retroactive Date, if any, in order for coverage to apply. However, we do not adopt terms for any: a. Primary Insurance Retroactive Date, if any; and s� b. Primary Insurance inception and termination dates. ills 2. All of the following apply with respect to the above: a. SECTION I. EXCESS LIABILITY - COVERAGE A, A. COVERAGE A - INSURING AGREEMENT, subsection 1.b. does not apply with respect to coverage in excess of Claims-Made basis Primary Insurance; and b. Our Coverage A Retroactive Date for Claims-Made coverage provided by this endorsement is: 09/01/2004 ; and c. For Coverage A to apply, the claim must be first made during our Policy Period as well as during the Primary Insurance policy period. N As used in 2.b. above, the term "Retroactive Date" means the date that is the earliest date on which the wrongful act, error or omission may first take place for coverage to apply. B. Limits of Insurance Amendment- Coverage A Subject to our Limits of Insurance, the most we will pay under Coverage A of this policy for coverage under A. above is: $2,000,000 Each Claim or Wrongful Act or the term that is used to determine the ex- haustion of the limit of insurance In Primary Insurance $2,000,000 Aggregate These Limits of Insurance are included within, and are not in addition to, the Each Oc- currence Limit of Insurance and the Aggregate Limit of Insurance shown in our Decla- rations. g This Form must be attached to Change Endorsement when issued after the policy is written. a One of the Fireman's Fund Insuranc*Companies as named in the policy r h d V r' w ll , MW o Secretary i' esident E LU 17882810-9 Page 1 of 2 i I I - 1 I C. Notice of Claim - Coverage A Notwithstanding anything to the contrary contained in this policy, notice of an Occurrence is not notice of a claim under that part of Coverage A which provides cov- erage on the basis of Claims-Made pursuant to this endorsement. All conditions of such Primary Insurance that require you to provide Primary Insurers with notice of claims or Sults also apply separately and distinctly to us with respect to any claim or Suit which may reasonably be expected to result in a claim against this policy. You must give such notice to us on the same basis that you are to give notice to such Primary Insurer. D. Extended Reporting Period - Coverage A If a Primary Policy provides coverage for claims made under an Extended Reporting Period, then Coverage A of this policy will provide an Extended Reporting Period in the same manner, subject to all of the following: 1. Our Extended Reporting Period under Coverage A of this policy will not reinstate or increase the Limits of Insurance of this policy or extend our Policy Period. 2. Our Extended Reporting Period will not be longer than twelve (12) months unless we expressly agree in writing at the time the Extended Reporting Period becomes effective. 3. If the Primary Policy requires you to make a written request in order for its Extended Reporting Period to apply to their policy, then: a. We must also receive a written request from you for an Extended Reporting Pe- riod for our policy no later than sixty (60) days after the termination date of this policy. b. If our Extended Reporting Period is for a period of more than sixty(60) days, you must promptly pay us any additional premium we require. The premium for our Extended Reporting Period will not exceed 200% of the annual premium of this policy If the Extended Reporting Period is for no more than a twelve (12) month period, and will be deemed fully earned at the inception of the Extended Re- porting Period. E. Wrongful Acts Policy Exclusion This policy does not apply to any liability arising out of any criminal, malicious, fraudu- lent, intentional, knowingly wrongful, or dishonest, act or omission by any person or or- ganization whether or not an Insured. This exclusion applies even if the claim or Suit alleges negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by any Insured. F. Contractual Liability Limitation This policy does not apply to any liability arising out of: 1. Any Insured's obligation to pay damages by reason of any Insured's assumption of the liability of another person or organization in any contract or agreement for the rendering of or failure to render any professional service; or 2. Any breach of any contract, agreement, warranty, guarantee or representation. All other terms and conditions of the policy remain unchanged. 178829 10-03 Page 2 of 2 California Amendatory - 178858 01 12 CA Policy Amendment- Umbrella Policy- Excess Liability Policy A. SECTION IV. CONDITIONS, C. CANCELLATION, 2.a. is deleted in its entirety and replaced t� by the following: come 2. a. Ten (10) days before the effective date of cancellation if we cancel for: Niiiiiiiii its (1) Nonpayment of premium; or (2) Discovery of fraud or material misrepresentation by: (a) Any Insured or his or her representative in obtaining this insurance; or (b) You or your representative in pursuing a claim under this policy. B. SECTION IV. CONDITIONS, C. CANCELLATION, 2. is amended to include the following: If this policy has been in effect for more than sixty (60) days, or is a renewal of a policy we have previously issued, we may only cancel this policy after the effective date of the policy, for one or more of the following reasons by mailing by first class or certified mail to the First Named Insured and to the agent or broker of record, at their last addresses known to us, written notice stating the reason for cancellation, at least: a. Ten (10) days before the effective date of cancellation if we cancel for: (1) Nonpayment of premium, including premium due on a prior policy we issued N and due during the current policy term covering the same risks. 0 (2) Discovery of fraud or material misrepresentation by: h (a) Any Insured or his or her representative in obtaining this insurance; or 0 (b) You or your representative in pursuing a claim under this policy. b. Ninety (90) days before the effective date if we cancel for: (1) A judgment by a court or an administrative tribunal that you have violated a California or Federal law, having as one of its necessary elements an act which materially increases any of the risks insured against. (2) Discovery of willful or grossly negligent acts or omissions, or of any violations of state laws or regulations establishing safety standards, by you or your representative, which materially increase any of the risks insured against. $ This Form must be attached to Change Endorsement when issued after the policy is written. a One of the Fireman's Fund Insurance Companies as named in the policy N yy 8 Secretary 4 President 178M 1-12 CA Page 1 of 2 (3) Failure by you or your representative to implement reasonable loss control requirements, agreed to by you as a condition of policy issuance, or which were conditions precedent to our use of a particular rate or rating plan, if that failure materially increases any of the risks insured against. (4) A determination by the Commissioner of Insurance that the: (a) Loss of, or changes in, our reinsurance covering all or part of the risk would threaten our financial integrity or insolvency; or (b) Continuation of the policy coverage would place us in violation of California law or the laws of the state where we are domiciled or threaten our insolvency. (5) A change by you or your representative in the activities or property of the commercial or industrial enterprise, which results in a materially added, increased or changed risk, unless the added, increased, or changed risk is Included in the policy. (6) A material change in limits, type or scope of coverage, or exclusions in one or more of the Primary Policies. (7) Cancellation or nonrenewal of one or more of the Primary Policies where such policies are not replaced without lapse. (8) A reduction in financial rating or grade of one or more insurers, insuring one or more Primary Policies based on an evaluation obtained from a recognized financial rating organization. C. SECTION IV. CONDITIONS, C. CANCELLATION, 4. is deleted in its entirety and replaced by the following: 4. If this policy is cancelled, we will send the First Named Insured any premium refund due. The refund, if any, will be computed on a pro rata basis. However, the refund may be less than pro rata if we made a loan to you for the purpose of payment of premiums for this policy. The cancellation will be effective even if we have not made or offered a refund. All other terms and conditions of the policy remain unchanged. 178M +-12 CA Page 2 of 2 Fungi or Bacteria Exclusion - 178950 04 O2R Policy Amendment - Umbrella Policy- Excess Liability Policy t� The policy does not apply to: A. Any claims or liability arising, in whole or in part, out of, resulting from, caused by, or in any way related to "fungi" or bacteria; or B. The cost to test for, monitor, abate, mitigate, remove, dispose of or remediate "fungi" or bacteria. »� This exclusion applies regardless of any other cause, event, material, product or building component that contributed concurrently or in any sequence to such liability. However, this exclusion does not apply to bacteria that is, is on, or contained in, a good or product In- tended for human ingestion. "Fungi" is defined to include but is not limited to fungus, mildew, mold or resulting spores and byproducts, including mycotoxins or allergens. However, "fungi" does not include "fungi" intended for human ingestion. All other terms and conditions of the policy remain unchanged. 0 N 0 0 S 19 g This Form must be attached to Change Endorsement when issued after the policy is written. a One of the Fireman's Fund Insurance Companies as named in the policy N N IL C7 LL W Secretary P esident d W n 178950 4-02R Designated Product or Work Exclusion - 178958 10 03 Policy Amendment - Umbrella Policy A. Coverage A of the policy does not I to an liability arising out of " our product or 9 P Y apply Y Y 9 Y P "your work". The meaning of the terms "your product" or "your work" contained In Pri- mary insurance applies to Coverage A of this policy. This exclusion� applies only to "yourproduct" or "your work" described below: i� "Genetically Modified Organists" itiit® ss» B. Coverage B of the policy does not apply to any liability arising out of Your Product or Your Work. _ All other terms and conditions of the policy remain unchanged. N O O n O S K d g This Form must be attached to Change Endorsement when issued after the policy is written. a One of the Fireman's Fund Insurance Companies as named in the policy G d u w g Secretary P esident 6 W 178958 10-03 !I F Exclusion of Other Acts of Terrorism Committed Outside the United States - 178980 01 IS Policy Amendment - Umbrella Policy - Excess Liability Policy A. The policy does not apply to any liability arising, directly or indirectly, out of any "other act of terrorism" that its committed outside of the United States (including its territories and possessions and Puerto Rico), but within the coverage territory. However, this ex- clusion applies only when one or more of the following are attributed to such act: 11111E=— 1. The total of insured damage to all types of property exceeds $25,000.000 (valued in ® US dollars). In determining whether the $25,000,000 threshold is exceeded, we will include all insured damage sustained by property of all persons and entities affected a� by the terrorism and business interruption losses sustained by owners or occupants of the damaged property. For the purpose of this provision, insured damage means damage that is covered by any insurance plus damage that would be covered by any insurance but for the application of any terrorism exclusions; or 2. Fifty or more persons sustain death or serious physical injury. For the purposes of titer this provision, serious physical injury means: a. Physical Injury that Involves a substantial risk of death; or b. Protracted and obvious physical disfigurement; or c. Protracted loss of or impairment of the function of a bodily member or organ; or 3. The terrorism involves the use, release or escape of nuclear materials, or directly or indirectly results in nuclear reaction or radiation or radioactive contamination; or N 4. The terrorism is carried out by means of the dispersal or application of pathogenic or poisonous biological or chemical materials; or 5. Pathogenic or poisonous biological or chemical materials are released, and it ap- pears that one purpose of the terrorism was to release such materials. With respect to this exclusion, Paragraphs 1. and 2. describe the thresholds used to measure the magnitude of an incident of an "other act of terrorism" and the circum- stances In which the threshold will apply for the purpose of determining whether this exclusion will apply to that incident. B. As used in this endorsement: "Other act of terrorism" means a violent act or an act that is dangerous to human life, property or infrastructure that is committed by an individual or individuals and that ap- pears to be part of an effort to coerce a civilian population or to influence the policy or affect the conduct of any government by coercion, and the act is not certified as a ter- 8 rorist act pursuant to the Terrorism Risk Insurance Act, as amended- Multiple incidents d of an "other act of terrorism" which occur within a seventy-two hour period and appear to be carried out in concert or to have a related purpose or common leadership shall be considered to be one incident. C. The terms and limitations of any terrorism exclusion, or the inapplicability or omission 8 of a terrorism exclusion, do not serve to create coverage for any loss or damage, which would otherwise be excluded under this Coverage Part or Policy. N All other terms and conditions of the policy remain unchanged. W i4 This Form must be attached to Change Endorsement when issued after the policy is written. One of the Fireman's Fund Insurance Companies as named in the policy d w ""9,0 C 2015 Fireman's Fund Insurance Company,Novato,CA. All rights Includes copyrighted material of Insurance Services Office,Inc.,with Its permission. t; Exdusion of Punitive Damages Related to A Certified Act of Terrorism - 178985 01 15 Policy Amendment - Umbrella Policy - Excess Liability Policy m' A. The policy does not apply to any damages arising, directly or indirectly, out of any "cer- tified act of terrorism"that are awarded as punitive damages. B. As used in this endorsement, "certified act of terrorism" means an act that Is certified by the Secretary of the Treasury, in accordance with the provisions of the federal Terrorism Risk Insurance Act, as amended, to be an act of terrorism pursuant to such Act, as amended. The criteria contained in the Terrorism Risk Insurance Act, as amended, for a "certified act of terrorism" include the following: tib 1. The act resulted in insured losses in excess of$5 million in the aggregate, attribut- able to all types of insurance subject to the Terrorism Risk Insurance Act, as amended; and t� 2. The act resulted in damage: a. Within the United States (including its territories and possessions and Puerto Rico); or b. Outside the United States in the case of., (1) An air carrier (as defined in Section 40102 of title 49, United States code) or • United States flag vessel (or a vessel based principally in the United States, on which United States income tax is paid and whose insurance coverage N is subject to regulation in the United States) regardless of where the loss occurs; or (2) The premises of any United States mission; and 3. The act is a violent act or an act that is dangerous to human life, property or infrastructure and is committed by an individual or individuals as part of an effort to coerce the civilian population of the United States or to influence the policy or affect the conduct of the United States Government by coercion. C. The terms and limitations of any terrorism exclusion, or the inapplicability or omission of a terrorism exclusion, do not serve to create coverage for any loss or damage. which would otherwise be excluded under this Coverage Part or Policy. All other terms and conditions of the policy remain unchanged. n Q d l7 g This Form must be attached to Change Endorsement when issued after the policy is written. One of the Fireman's Fund Insurance Companies as named in the policy d W "890 1-15 ®2015 Fireman's Fund Insurance Company, Novato,CA. All rights reserved. if g Includes copyrighted material of Insurance Services Office,Inc.,with its permission. l� Coverage for Certified Acts of Terrorism - 178993 01 15 Policy Amendment - Umbrella Policy a� n� A. Coverage A of this policy will apply with respect to a "certified act of terrorism". —" B. Coverage B of this policy does not apply to any liability arising, directly or indirectly, out aa�•r of any "certified act of terrorism". i alai C. As used in this endorsement, "certified act of terrorism" means an act that is certified by the Secretary of the Treasury, in accordance with the provisions of the federal Terrorism Risk Insurance Act, as amended, to be an act of terrorism pursuant to such Act, as amended. The criteria contained in the Terrorism Risk Insurance Act, as amended, for a "certified act of terrorism" include the following: 1. The act resulted in insured losses in excess of$5 million in the aggregate attribut- able to all types of insurance subject to the Terrorism Risk Insurance Act, as amended; and 2. The act resulted in damage: a. Within the United States (including its territories and possessions and Puerto Rico); or b. Outside the United States in the case of: (1) An air carrier (as defined in Section 40102 of title 49, United States code) or United States flag vessel (or a vessel based principally in the United States, N on which United States income tax is paid and whose insurance coverage is subject to regulation in the United States) regardless of where the loss occurs; or 0 (2) The premises of any United States mission; and 0 3. The act is a violent act or an act that is dangerous to human life, property or Infrastructure and is committed by an individual or individuals as part of an effort to coerce the civilian population of the United States or to Influence the policy or affect the conduct of the United States Government by coercion. D. If aggregate insured losses attributable to terrorist acts certified under the Terrorism Risk Insurance Act, as amended, exceed $100 billion in a calendar year and we have met our insurer deductible under the Terrorism Risk Insurance Act, as amended, then we shall not be liable for the payment of any portion of the amount of such losses that S exceeds $100 billion, and in such case insured losses up to that amount are subject to pro rata allocation in accordance with procedures established by the Secretary of the Treasury. All other terms and conditions of the policy remain unchanged. a N h LL W� LL W This Form must be attached to Change Endorsement when issued after the policy is written. One of the Fireman's Fund Insurance Companies as named in the policy d W 17111M 1-15 ®2015 Fireman's Fund Insurance Company,Novato,CA. All rights reserved. Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Additional Policy Provisions - 179020 04 13 Policy Amendment - Umbrella Policy Unless otherwise amended by any other endorsement to this policy issued on or after the date this endorsement is added, this policy is amended as follows: A. SECTION ll. UMBRELLA LIABILITY - COVERAGE B, C. COVERAGE B - EXCLUSIONS, 2. PERSONAL AND ADVERTISING INJURY, subsection b., c and h are replaced by the >� following: b. Arising out of oral or written publication, in any manner, of material, if done by or at the direction of the Insured with knowledge of its falsity. c. Arising out of oral or written publication, in any manner, of material whose first publication took place before the beginning of the Policy Period. spm tirrr� h. Arising out of the infringement of copyright, patent, trademark, trade secret or other intellectual property rights. Under this exclusion, such other Intellectual property rights do not include the use of another's advertising idea in your Advertisement. However, this exclusion does not apply to Infringement, in your Advertisement, of copyright, trade dress or slogan. B. SECTION I. EXCESS LIABILITY - COVERAGE A, C. COVERAGE A - EXCLUSIONS, 4. POLLUTION, subsection (6) is replaced by the following: (6) BUILDING HEATING EQUIPMENT- Subsection a.(1) above does not apply to bodily injury if sustained within a building and caused by smoke, fumes, vapor or soot produced by or originating from equipment that is used to heat, cool or dehumidify the building, or equipment that Is used to heat water for personal use, by the " building's occupants or their guests. P C. SECTION I. EXCESS LIABILITY - COVERAGE A. C. COVERAGE A - EXCLUSIONS 5. EMPLOYMENT PRACTICES and SECTION II. UMBRELLA LIABILITY - COVERAGE B, C. COVERAGE B - EXCLUSIONS, 7. EMPLOYMENT PRACTICES, are replaced by the following: EMPLOYMENT PRACTICES a. To any liability arising out of any employment-related or personnel practices, policies, acts or omissions. This includes, but is not limited to: (1) Refusal to employ; (2) Termination of employment; 8 (3) Coercion, criticism, demotion, failure to promote, evaluation, reassignment, d discipline, defamation, self-defamation, harassment, humiliation, discrimination, libel, slander, false arrest or imprisonment, violation of a person's right of privacy, or malicious prosecution; or g This Form must be attached to Change Endorsement when issued after the policy is written. a One of the Fireman's Fund Insurance Companies as named in the policy N g Secretary V President EL W 1790204-13 0 2013 Fireman's Fund Insurance Company,Novato,CA. All rights reserved. Pagel of 3 (4) Any consequential injury or damages as a result of (1), (2) or (3) above. b. This exclusion applies: (1) To all claims, demands, charges, complaints or Suits by any person(s) or organization(s) for damages because of such injury or liability, including damages for care and loss of services, whether such injury-causing event occurs before employment, during employment or after employment; (2) Whether any Insured may be held liable as an employer or in any other capacity either directly or indirectly related to employment; and (3) To any obligation to share damages with or repay someone else who must pay damages because of such injury or liability. D. The following is added to SECTION It. UMBRELLA LIABILITY - COVERAGE B, C. COVERAGE B - EXCLUSIONS: ELECTRONIC DATA - To damages arising out of the loss of, loss of use of, damage to, corruption of, inability to access, or inability to manipulate electronic data. As used in this exclusion, electronic data means information, facts or programs stored as or on, created or used on, or transmitted to or from computer software, including systems and applications software, hard or floppy disks, CD-ROMS, tapes, drives, cells, data processing devices or any other media which are used with electronically controlled equipment. E. SECTION Ill. SUPPLEMENTARY PAYMENTS, subsection 1. is replaced by the following: 1. Costs taxed against any Insured in the Suit. However, these payments do not include attorneys' fees or attorneys' expenses taxed against the Insured. F. SECTION VI. DEFINITIONS, C. AUTO is replaced by the following: C. AUTO under Coverage B, means: 1. A land motor vehicle, trailer, or semitrailer designed for travel on public roads, Including any attached machinery or equipment; or 2. Any other land vehicle that is subject to a compulsory or financial responsibility law or other motor vehicle insurance law where it is licensed or principally garaged. However, Auto does not include Mobile Equipment. G. SECTION VI. DEFINITIONS, I. INSURED CONTRACT, subsection 6. is replaced by the following: 6. That part of any 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 to pay for Bodily Injury, Personal and Advertising Injury or Property Damage to a third person or organization, provided injury or damage is caused, in whole or in part, by you or by those acting on your behalf. "Tort liability" means a liability that would be imposed by law in the absence of any contract or agreement. This subsection 6. does not include that part of any contract or agreement: i 179020 4-13 0 2013 Fireman's Fund Insurance Company,Novato,CA. All rights reserved. Page 2 of 3 a. That indemnifies a railroad for liability arising out of construction or demolition operations, within 50 feet of any railroad property and affecting any railroad �■ bridge or trestle, tracks, roadbeds, tunnel, underpass or crossing; a....R t� b. That indemnifies an architect, engineer or surveyor for injury or damage arising ME out of: (1) Preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports surveys, field orders, change orders or drawings and �e specifications; or (2) Giving directions or instructions, or failing to give them, if that is the primary cause of the injury or damage; or c. 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 b. above and supervisory, Inspection, architectural or engineering activities. tll� H. The following is added to SECTION VI. DEFINITIONS, J. MOBILE EQUIPMENT: However, Mobile Equipment does not include any land vehicles that are subject to a compulsory or financial responsibility law or other motor vehicle insurance law in the state where it is licensed or principally garaged. Land vehicles subject to a compulsory or financial responsibility law or other motor vehicle insurance law are considered Autos. All other terms and conditions of the policy remain unchanged. N O N v O V K d Q n ci W g d W 1790204-13 ®2013 Fireman's Fund Insurance Company,Novato,CA. All rights reserved. Page 3 of 3 Violation of Statutes Exclusion (E-Mails, Fax, Phone Calls or Other Methods of Recording or Distribution of Material or Information) 179033 05 09 Policy Amendment - Umbrella Policy - Excess Liability Policy The policy does not apply to any liability arising directly or indirectly out of any action or I_ omission that violates or is alleged to violate: A. The Telephone Consumer Protection Act (TCPA), including any amendment of or addi- tion to such law; or I� B. The CAN-SPAM Act of 2003, including any amendment of or addition to such law; or W_ �.` C. The Fair Credit Reporting Act (FCRA), and any amendment of our addition to such law, including the Fair and Accurate Credit Transaction Act (FACTA); or 1� D. Any federal, state or local statute, ordinance or regulation, other than the TCPA, I� CAN-SPAM Act of 2003 or FCRA and their amendments and additions, that addresses, prohibits or limits the printing, dissemination, disposal, collecting, recording, sending, transmitting, communicating or distribution of material or information. All other terms and conditions of the policy remain unchanged. 0 aC4 O O O O a: d g This Form must be attached to Change Endorsement when issued after the policy is written. a One of the Fireman's Fund Insurance Companies as named in the policy d W g Secretary V President 6 W X79033 5-09 ©2009 Fireman's Fund Insurance Company,Novato,CA.All rights reserved. Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Crisis Management Response Costs and Crisis Management Loss s� Coverage Extension Endorsement - 179Q61 07 13 a� Schedule A- Crisis Management Limits of Insurance Crisis Management Response Costs Sublimit of Insurance: $250,000 Crisis Management Loss Limit of Insurance: $50,000 ON=— Schedule B - Approved Crisis Management Firms Cohn & Wolfe, a division of Young & Rubicam 292 Madison Avenue (headquarters) New York, NY 10017 Office Phone: 312.596.3315 Cell Phone: 312.543.9026 fid or Fireman's Fund Insurance Company Claims Department 3301 Rider Trail South Earth City, MO 63045 Phone Number: 1.888.FIREHAT(347-3428) or fill out the online Naim reporting form which is available at www.firemansfund.com. 0 C4 0 8 0 Schedule C -Additional Key Executives None, unless listed below. 0 0 rc d $ This Form must be attached to Change Endorsement when issued after the policy is written. a One of the Fireman's Fund Insurance Companies as named in the policy V h F/rrp g Secretary V President a w 179061 7-13 0 2013,Fireman's Fund Insurance Company,Novato,CA. All rights reserves. Page 1 of 4 I. Insuring Agreement-Crisis Management Response Costs and Crisis Management Loss A. Crisis Management Response Costs i We will pay Crisis Management Response Costs on behalf of the Named Insured, regardless of fault, arising from a Crisis Management Event which first commences during our Policy Period, up to the amount of the Crisis Management Response Costs Sublimit of Insurance. B. Crisis Management Loss We will pay Crisis Management Loss on behalf of the Named Insured arising from a Crisis Management Event which first commences during our Policy Period, up to the amount of the Crisis Management Loss Limit of Insurance. C. A Crisis Management Event will be deemed to commence at the time when a Key Executive first becomes aware of a Crisis Management Event and will end when we determine that a crisis no longer exists or when the Crisis Management Response Costs Sublimit of Insurance has been exhausted, whichever occurs first. D. There will be no Retained Limit applicable to Crisis Management Response Costs or Crisis Management Loss. E. Any payment of Crisis Management Response Costs or Crisis Management Loss that we make under the coverage provided by this endorsement will not be an ac- knowledgement of coverage under the policy, nor does it create any duty to defend any Suit under any other part of this policy. II. Limits of Insurance A. The Crisis Management Response Costs Sublimit of Insurance is the most we will pay for all Crisis Management Response Costs under this policy, regardless of the number of Crisis Management Events first commencing during our Policy Period. This Crisis Management Response Costs Sublimit of Insurance will be in addition to the applicable Limits of Insurance shown in the Declarations of this policy. B. The Crisis Management Loss Limit of Insurance is the most we will pay for all Crisis Management Loss under this policy, regardless of the number of Crisis Management Events first commencing during our Policy Period. This Crisis Management Loss Limit of Insurance will be in addition to the applicable Limits of Insurance shown in the Declarations of this policy. C. We will have no obligation to pay Crisis Management Response Costs when we de- termine that a Crisis Management Event has ended or when the Crisis Management Response Costs Sublimit of Insurance has been exhausted, whichever occurs first. D. The Crisis Management Limits of Insurance in Schedule A of this endorsement apply separately to each consecutive annual period and to any remaining period of less than twelve (12) months, beginning with the inception date of our Policy Period shown in the Declarations, unless our Policy Period is extended after issuance for an additional period of less than twelve (12) months. In that case, the additional period will be deemed part of the last preceding period for purposes of determining the Crisis Management Limits of Insurance of this endorsement. 179061 7-13 ®2013,Fireman's Fund Insurance Company,Novato,CA. All rights reserved. Page 2 of 4 i III. As used in this endorsement, the following terms have the following meanings: A. Crisis Management Event means an Occurrence that triggers significant adverse regional or national media coverage that in the good faith opinion of a Key Executive of the Named Insured has or may result in damages covered by this policy that are in excess of the total applicable limits of Primary Insurance, Other Insurance, or Self-Insured Retention. Crisis Management Event includes man-made disasters such as explosions, major crashes, multiple deaths, burns, dismemberment, traumatic brain injury, permanent paralysis, or contamination of food, drink, or pharmaceuticals, provided that they result from an Occurrence. i� B. Crisis Management Firm means any firm approved by us and shown in Schedule B, Approved Crisis Management Firms, of this endorsement, which is hired by you to perform Crisis Management Services in connection with a Crisis Management New Event. C. Crisis Management Loss means the following amounts incurred during a Crisis Management Event: 1. Amounts for the reasonable and necessary fees and expenses incurred by a Crisis Management Firm in the performance of Crisis Management Services for the Named Insured solely arising from a covered Crisis Management Event; and 2. Amounts for reasonable and necessary printing, advertising, mailing of materi- als, or travel by directors, officers, employees or agents of the Named Insured or a Crisis Management Firm incurred at the direction of a Crisis Management N Firm, solely arising from a covered Crisis Management Event. D. Crisis Management Services means those services performed by a Crisis Manage- ment Firm in assisting the Named Insured In minimizing potential harm to the Named Insured from a covered Crisis Management Event by maintaining and re- storing public confidence in the Named Insured. E. Crisis Management Response Costs means the following reasonable and necessary expenses incurred during a Crisis Management Event directly caused by a Crisis Management Event, provided that such expenses have been pre-approved by us and are associated with damages that would be covered by this policy: 1. Medical expenses; 8 2. Funeral expenses; d 3. Psychological counseling; 4. Travel expenses; 5. Temporary living expenses; Q n 6. Expenses to secure the scene of a Crisis Management Event; and d 7. Any other expenses pre-approved by us. g Crisis Management Response Costs does not include defense costs or Crisis Man- agement Loss. 179061 7-13 0 2013,Fireman's Fund Insurance Company,Novato,CA. All rights reserved. Page 3 of 4 F. Crisis Management Response Costs Sublimit of Insurance means the Crisis Man- agement Response Costs Sublimit of Insurance shown in Schedule A of this endorsement. G. Crisis Management Loss Limit of Insurance means the Crisis Management Loss E Limit of Insurance shown in Schedule A of this endorsement. H. Key Executive means the Chief Executive Officer, Chief Operating Officer, Chief Fi- nancial Officer, President, General Counsel or general partner ( if the Named In- sured is a partnership) of the Named Insured or sole proprietor (if the Named i Insured is a sole proprietorship). A Key Executive also means any other person holding a title designated by you and approved by us, which title is shown in Schedule C - Additional Key Executives of this endorsement. I. Retained Limit means: 1. The total applicable limits of Primary Insurance and any applicable Other In- surance providing coverage to the Insured; or 2. The Self-insured Retention applicable to each Occurrence that results in dam- ages not covered by Primary Insurance nor any applicable Other Insurance providing coverage to the Insured. J. Self-insured Retention means the amount of Self-Insured Retention, if any, that may be scheduled on the policy. ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED. i I 179061 7-13 0 2013,Fireman's Fund Insurance company,Novato,CA. All rights reserved. Page 4 of 4 Access or Disclosure of Confidential or Personal Information and Data-Related Exclusion - 179087 05 14 Policy Amendment - Umbrella Policy - Excess Liability Policy i� s This policy does not apply to any liability arising out of: A. Access to or disclosure of any person's or organization's confidential or personal information, including patents, trade secrets, processing methods, customer lists, financial information, credit card information, health information or any other type of nonpublic information; or B. The loss of, loss of use of, damage to, corruption of, inability to access, or inability to manipulate electronic data. This exclusion applies even if damages are claimed for notification costs, credit monitoring t expenses, forensic expenses, public relations expenses or any other loss, cost or expense I119M incurred by you or others arising out of that which is described above. As used in this exclusion, electronic data means Information, facts or programs stored as or on, created or used on, or transmitted to or from computer software, including systems and applications software, hard or floppy disks, CD-ROMs, tapes, drives, cells, data processing devices or any other media which are used with electronically controlled equipment. All other terms and conditions of the policy remain unchanged. 0 N O O O 0: d This Form must be attached to Change Endorsement when issued after the policy is written. a One of the Fireman's Fund Insurance Compsnler as named in the policy N 1yh g Secretary V President iL W 1790875-14 ®4014 Fireman's Fund Insurance Company,Novato,CA. All rights reserved. 8 Illllll� QUICK REFERENCE _ THE FUND UMBRELLAO This insurance Is provided by one of THE FIREMAN'S FUND INSURANCE COMPANIES as shown on the Declarations Page. Our mailing address is: P.O. Box 777, Novato, California 94998. i At inception, The Fund Umbrella policy consists of: the Declarations, The Fund Umbrella policy form, and the endorsements listed on the Declarations. I� DECLARATIONS PAGE Policy Period; Named Insured; Limits of Insurance; Premium; Schedule of Primary Insurance; Listing of Endorsements : SECTION I. EXCESS LIABILITY -COVERAGE A BEGINNING ON PAGE i� A. Insuring Agreement .....................................................................................................................1 B. When We Will Have a Duty to Defend ........................................................................................1 ilkC. Exclusions ....................................................................................................................................2 D. Who Is An Insured .......................................................................................................................6 E. Limits of Insurance ......................................................................................................................6 SECTION ll. UMBRELLA LIABILITY - COVERAGE B A. Insuring Agreement .....................................................................................................................7 B. When We WIII Have a Duty to Defend ........................................................................................8 C. Exclusions ....................................................................................................................................9 D. Who Is An Insured ..............................................................................................13 E. Limits of Insurance ....................................................................................................................15 N SECTION III. SUPPLEMENTARY PAYMENTS .........................................................................................16 0 SECTION IV. CONDITIONS aA. Appeals .......................................................................................................................................16 ` B. Bankruptcy C. Cancellation ...............................................................................................................................16 D. Changes ......................................................................................................................................17 E. Conformity with Laws ................................................................................................................17 F. Duties of Insureds in the Event of Occurrence, Claim or Suit ...............................................17 G. Maintenance of Primary Insurance ..........................................................................................18 H. Payment of Loss Under this Policy ..........................................................................................18 I. Premium .....................................................................................................................................18 J. Titles or Captions ......................................................................................................................18 g K. Transfer of Your Rights and Duties Under this Policy ............................................................18 L. Subrogation ................................................................................................................................19 M. Other Insurance .........................................................................................................................19 N. Separation of Insureds ..............................................................................................................19 O. Inspection and Audit .................................................................................................................19 g P. Unintentional Failure to Disclose .............................................................................................20 Q. Waiver of Subrogation Same as Primary ..........................................20 N SECTION V. NUCLEAR ENERGY LIABILITY EXCLUSION ......................................................................20 SECTION VI. DEFINITIONS g UW 10-M Read the entire policy carefully to determine rights, duties and what is and is not covered. The words "you"and "your"refer to the Named Insured shown in the Declarations. The words "we", "us" and "our" refer to the company providing this insurance. Other words and phrases that are boldfaced have special meaning. Refer to the DEFINITIONS and WHO IS AN INSURED sections. By accepting this policy, you agree that: 1. The statements in the Declarations and Application are your agreements and representations; 2. Those statements are accurate and complete; 3. This policy is issued and continued in reliance upon the truth of those representations; and 4. This policy contains all agreements existing between you, us, and our agents, relating to this insurance. SECTION 1. EXCESS LIABILITY - COVERAGE A i A. COVERAGE A - INSURING AGREEMENT 1. We will pay on behalf of any Insured those sums in excess of Primary Insurance that any Insured becomes legally obligated to pay as damages or a Covered Pollution Cost or Ex- pense provided that such damages and Covered Pollution Cost or Expense: a. Are covered by Primary Insurance; b. Arise from injury or damage that occurs, or from an offense committed, during our Policy Period; and c. Take place anywhere in the world. 2. The terms and conditions of Primary Insurance apply to Coverage A, unless they are in- consistent with any provision of this policy. 3. The amount we will pay is limited as described in Limits of Insurance. 4. a. Subject to Section I.B. and Section I.E.5., we will only pay defense expenses we incur in addition to the applicable Limits of Insurance. b. If we are prevented by law from investigating or settling any claim or defending any Insured against any Suit, we will pay any expense incurred by any Insured with our consent. B. COVERAGE A - WHEN WE WILL HAVE A DUTY TO DEFEND 1. We will have the right and duty to defend any Insured against any Suit seeking damages i or a Covered Pollution Cost or Expense to which Coverage A applies but only: a. After the applicable limits of Insurance of PrImAaM Insurance and Other Insurance cease to apply because of exhaustion by the payment o n s or sett emen s, r because of exhaustion by the payment of defense expenses by the terms of that policy; and b. If no Other Insurance affording a defense or indemnity against such a Suit is available to any Insured. We will pay only those defense expenses we incur. 540010-M Page 1 of 28 lig 2. We have the right but not the duty, to associate with Primary Insurers in the defense and control of any Occurrence, claim or Suit to which we think Coverage A may apply. �+r 3. At our discretion we may: Now= a. Investigate any Occurrence, claim or Suit; or s b. Settle any claim or Suit. OR 4. We have no duty to defend any Insured against any Suit seeking damages or a Covered Pollution Cost or Expense: a. To which Coverage A does not apply; ® b. After our applicable Limits of Insurance have been exhausted by the payment of judg- ments or settlements, or exhausted by the payment of defense expenses or re- imbursements in the same manner as the terms of Primary Insurance or Other Insurance; or c. To which Primary Insurance or Other Insurance, by its terms, has no duty to defend limp provided that such Primary Insurance or Other Insurance does not defend for reasons other than the exhaustion of its limits of insurance. C. COVERAGE A - EXCLUSIONS Coverage A of this policy does not apply: 1. ASBESTOS - To any liability arising, In whole or in part, out of or in any way related to Asbestos. 2. E.R.I.S.A. - To any liability of any Insured under, or any claim based upon: N a. The Employees' Retirement Income Securities Act (E.R.I.S.A.) of 1974 and any amend- 0 ment thereto; or b. Similar provisions of any federal, state, or local statutory law or common law. 0 3. WORKERS COMPENSATION AND SIMILAR LAWS - To any obligation of any Insured under a Law of: a. Workers compensation; b. Disability benefits; c. Unemployment compensation; or d. Any similar law. 8 4. POLLUTION d a. To any liability arising out of the actual, alleged or threatened, discharge, dispersal, seepage, migration, release or escape of Pollutants: g (1) At or from any premises, site or location which is or was at any time: a (a) Owned or occupied by; or (b) Rented or loaned to; any Insured; g d (2) At or from any premises, site or location which is or was at any time used by or for: W 540010-03 Page 2 of 28 (a) Any Insured; or (b) Others; for the handling, storage, disposal, processing or treatment of waste; (3) Which are or were at any time transported, handled, stored, treated, disposed of, or processed as waste by or for: (a) Any Insured; or (b) Any person or organization for whom you may be legally responsible; (4) At or from any premises, site or location on which any Insured, or any contractors or subcontractors working directly or indirectly on any Insured's behalf are per- forming operations: (a) If the Pollutants are brought on or to such premises, site or location, in con- nection with such operations by such Insured, contractor or subcontractor; or (b) If the operations are to test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of, Pollutants; (5) That are, or that are contained in, any property that is: (a) Being transported or towed by, handled or handled for movement into, onto or from; any auto covered by Primary Insurance; (b) Otherwise in the course of transit by or on behalf of any Insured; or (c) Being stored, disposed of, treated or processed, in or upon any auto covered by Primary Insurance; or (6) (a) Before the Pollutants, or any property in which the Pollutants are contained, are moved from the place where they are accepted by any Insured for move- ment into or onto any auto covered by Primary Insurance; or (b) After the Pollutants, or any property in which the Pollutants are contained, are moved from any auto covered by Primary Insurance to the place where they are finally delivered, disposed of or abandoned by any Insured. b. To any loss, cost or expense arising out of any: (1) Request, demand, order or statutory or regulatory requirement that any Insured or others: (a) Test for, monitor, clean up, remove, contain, treat, detoxify or neutralize; or (b) In any way respond to, or assess the effects of; Pollutants; or (2) Claim or suit by or on behalf of a governmental authority for damages because of: (a) Testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing; or (b) In any way responding to, or assessing the effects of, Pollutants. 540010-0 Page 3 of 28 This subsection 4.b. does not apply to: esaa� (1) A Covered Pollution Cost or Expense to which Coverage A applies; or (2) Liability for damages because of property damage that the Insured would have in the absence of such request, demand or order or statutory or regulatory require- ment, or such claim or Suit by or on behalf of a governmental authority. c. (1) HOSTILE FIRE - Subsections a.(1) and a.(4)(a) above do not apply to bodily injury or property damage arising out of heat, smoke or fumes from a Hostile Fire. s� (2) MOBILE EQUIPMENT FUELS - Subsection a.(4)(a) above does not apply to bodily ■� injury or property damage arising out of the escape of fuels, lubricants, or other operating fluids, which are needed to perform the normal electrical, hydraulic, or mechanical functions necessary for the operation of Mobile Equipment or its parts, if such fuels, lubricants or other operating fluids escape from a vehicle part de- signed to hold, store or receive them. tttt8 This exception does not apply if: (a) The fuels, lubricants or other operating fluids are intentionally discharged, dis- persed or released; or (b) Such fuels, lubricants or other operating fluids are brought on or to the prem- ises, site or location with the intent that they be discharged or released as part of the operations being performed by such Insured, contractor or subcontractor. (3) AUTO FUELS - Subsection a.(5) above does not apply to fuels, lubricants, fluids, exhaust gasses or other similar Pollutants, that are needed for or result from the normal electrical, hydraulic or mechanical functioning of any auto or its parts, cov- ered by Primary Insurance If: (a) The Pollutants escape, seep, migrate, or are discharged, dispersed or released directly from an auto part designed by its manufacturer to hold, store, receive or dispose of such Pollutants; and (b) The bodily injury, property damage or Covered Pollution Cost or Expense does not arise out of the operation of any equipment listed In subsections 6.(b) and (c) of definition J. of Mobile Equipment, under SECTION VI. DEFINITIONS. (4) AUTO UPSET/OVERTURN/DAMAGE - Subsection a.(6) above does not apply to Occurrences that occur away from premises owned by or rented to any Insured with respect to Pollutants not in or upon any auto covered by Primary Insurance if: 8 (a) The Pollutants or any property in which the Pollutants are contained are upset, overturned or damaged as a result of the maintenance or use of any auto cov- ered by Primary Insurance; and (b) The discharge, dispersal, seepage, migration, release or escape of the Pollutants is caused directly by such upset, overturn or damage. a (5) PRODUCTS/COMPLETED OPERATIONS - Subsection a. above does not apply to bodily injury or property damage included within the products-completed oper- ations hazard provided that your product or your work has not at any time been: W (a) Discarded, dumped, abandoned, thrown away; or g (b) Treated or handled as waste; W 5400 10-03 Page 4 of 28 by anyone. (6) BUILDING HEATING EQUIPMENT - Subsection a.(1) above does not apply to bodily injury if sustained within a building and caused by smoke, fumes, vapor or soot from equipment used to heat that building. (7) PESTICIDE OR HERBICIDE APPLICATOR - With respect to pesticide or herbicide application by any Insured, subsection a.(4)(a) above does not apply if the oper- ations meet all standards of any statute, ordinance, regulation or license require- ment of any federal, state or local government which apply to those operations. (8) CONTRACTORS - subsection a.(1) above does not apply to bodily injury or property damage for which you may be held liable if (a) You are a contractor; and (b) The owner or lessee of such premises, site or location has been added to this policy as an additional Insured with respect to your ongoing operations per- formed for that additional Insured at that premises, site or location; and f (c) Such premises, site or location is not and never was owned or occupied by, or rented or loaned to, any Insured, other than the owner or lessee of that prem- ises who has been added to the policy as an additional Insured. (9) MATERIALS - Subsection a.(4)(a) above does not apply to bodily injury or property damage sustained within a building and caused by the release of gasses fumes or vapors from materials brought into that building in connection with operations being performed by you or on your behalf by a contractor or subcontractor. 5. EMPLOYMENT PRACTICES - To any liability arising out of any employment-related or per- sonnel practices, policies, acts or omissions. This includes, but is not limited to: a. Refusal to employ; b. Termination of employment; c. Coercion, criticism, demotion, failure to promote, evaluation, reassignment, discipline, defamation, self-defamation, harassment, humiliation, discrimination, libel, slander, false arrest and imprisonment, or violation of a person's right of privacy; or d. Any consequential injury or damages as a result of a., b. or c. above. This exclusion applies: a. To all claims, demands, charges, complaints or Suits by any person(s) or organization(s) for damages because of such injury or liability, including damages for care and loss of services; b. Whether any Insured may be held liable as an employer or in any other capacity either directly or indirectly related to employment; and c. To any obligation to share damages with or repay someone else who must pay dam- ages because of such injury or liability. 6. WAR - To any liability arising, directly or indirectly, out of. I a. War, including undeclared or civil war; 640010-M Page 5 of 28 b. Warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any government, sovereign or other authority using mili- tary personnel or other agents; or c. Insurrection, rebellion, revolution, usurped power, or action taken by governmental authority in hindering or defending against any of these. D. COVERAGE A - WHO 13 AN INSURED Each of the following is an Insured under Coverage A: 1. NAMED INSURED - Any person or organization shown in the Named Insured section of our Declarations. 2. NEWLY ACQUIRED OR FORMED ORGANIZATIONS - Any organization you newly acquire or a form during our Policy Period. However, Coverage A does not apply to any injury, damage or Occurrence, which took place or was committed before you acquired or formed the or- ganization. s� its 3. PERSONS OR ORGANIZATIONS INSURED IN PRIMARY POLICIES - Any person or organ- ization that is an insured in Primary Policies. However, any person or organization that becomes an Insured in Primary Policies after the inception date of our policy is an Insured under Coverage A of our policy only if, prior to the time of an Occurrence, you agreed in a written contract to provide such Insurance as is afforded by Coverage A of this policy. E. COVERAGE A - LIMITS OF INSURANCE 1. The Limits of Insurance shown in the Declarations and the terms below fix the most we will pay regardless of the number of: O " a. Coverages provided by this policy; b. Insureds; g c. Claims made or Suits brought; or 0 d. Persons or organizations making claims or bringing Sults. 2. OCCURRENCE LIMIT a. The "each occurrence" limit shown in our Declarations is the most we will pay under Coverages A and B combined, for the sum of damages and Covered Pollution Cost or Expense arising out of any one Occurrence. Any amount we pay for damages or a Covered Pollution Cost or Expense arising out 8 of an Occurrence will reduce or exhaust the amount of our applicable aggregate Limit d of Insurance available for payment of damages or a Covered Pollution Cost or Expense arising out of any other Occurrence. b. Coverage A applies only in excess of the Limit of Insurance shown in our Schedule of Primary Insurance. But if a Primary Policy has a limit of insurance: a (1) Greater than the amount shown, our policy applies excess of the greater amount; d or c� W (2) Less than the amount shown, our policy applies excess of the amount shown in our Schedule. g c. If the limit of insurance of a Primary Policy Is: a 540010-03 Page 6 of 28 (1) Reduced; or (2) Exhausted; ' by payment of judgments or settlements arising out of Occurrences, Coverage A will } apply in excess of such reduced or exhausted limit of insurance. 3. SAME BASIS AGGREGATE LIMIT - The Limit of Insurance shown in our Declarations as "aggregate" is the most we will pay under Coverage A for the sum of damages and Covered Pollution Cost or Expense. Our aggregate limit will apply only when a Primary Policy applies an aggregate limit, and will apply on the same basis as a Primary Policy. 4. POLICY PERIOD EXTENSIONS - The Limits of Insurance of this policy apply separately to I each consecutive annual period and to any remaining period of less than twelve (12) months, starting with the beginning of the Policy Period shown in the Declarations. How- ever, if we extend our Policy Period after this policy is issued, we will consider the addi- tional period as part of the last preceding annual period for purposes of determining the Limits of Insurance. 5. SAME BASIS DEFENSE EXPENSES - If the limits of insurance of any Primary Policy or Other Insurance are reduced by defense expenses by the terms of that policy then any defense expense payments we make to defend any Insured or reimbursements we make to any Insured for defense expenses will reduce our applicable Limits of Insurance in the same manner. SECTION II. UMBRELLA LIABILITY - COVERAGE B A. COVERAGE B - INSURING AGREEMENT 1. We will pay on behalf of any Insured those sums that any Insured: a. Becomes legally obligated to pay as damages because of Bodily Injury or Property Damage, but only if: (1) The Bodily Injury or Property Damage occurs during our Policy Period; i (2) The Bodily Injury or Property Damage is caused by an Occurrence; and (3) Prior to the Policy Period, no Insured, and no Employee authorized by you to give or receive notice of an Occurrence or claim, knew that the Bodily Injury or Property Damage had occurred, in whole or in part. If such an Insured or author- ized Employee knew, prior to the Policy Period, that the Bodily Injury or Property Damage occurred, then any continuation, change or resumption of such Bodily Injury or Property Damage during or after the Policy Period will be deemed to have been known prior to the Policy Period. However, under this subsection A.1.a.: (1) Bodily Injury or Property Damage which occurs during the Policy Period and was not, prior to the Policy Period known to have occurred by any Insured or by any Employee authorized by you to give or receive notice of an Occurrence or claim, includes any continuation, change or resumption of that Bodily Injury or Property Damage after the end of the Policy Period. (2) Bodily Injury or Property Damage will be deemed to have been known to have oc- curred at the earliest time when any Insured, or any Employee authorized by you to give or receive notice of an Occurrence or claim: 540010-03 Page 7 of 28 (a) Reports all, or any part, of the Bodily Injury or Property Damage to us or any other insurer; (b) Receives a written or verbal demand or claim for damages because of the Bodily Injury or Property Damage; or �r (c) Becomes aware by any other means that Bodily Injury or Property Damage has ® occurred or has begun to occur. b. Becomes legally obligated to pay as damages because of Personal and Advertising Injury but only if: a� (1) Caused by an offense arising out of your business; and s; (2) The offense was committed during our Policy Period. The Policy Period for this policy may be comprised of more than one consecutive an- nual period. However, whether or not this policy of insurance applies to more than one consecutive annual period the most we will pay for all damages for Personal and Ad- vertising Injury arising out of an offense committed during one annual period is the Limits of Insurance available under that one annual period. This provision applies even If the Personal and Advertising Injury which arises from an offense committed during one annual period continues or progressively deteriorates into a subsequent annual period(s). 2. Coverage B does not apply to any claim or Suit: a. Which is covered by Primary Insurance or Coverage A of this policy; or C4 b. Which would have been covered by Primary Insurance or Coverage A of this policy except for the exhaustion of the limits of such insurance. 3. Damages because of Bodily Injury include damages claimed by any person or organization 0 for care, loss of services or death resulting at any time from the Bodily Injury. 4. Coverage B applies anywhere in the world. 5. The amount we will pay is limited as described in Limits of Insurance. 6. a. Subject to Section II.B. and Section II.E.5., we will only pay defense expenses we incur in addition to the applicable Limits of Insurance. b. If we are prevented by law from investigating or settling any claim or defending any Insured against any Suit, we will pay any expense incurred by any Insured with our 8 consent. 4 B. COVERAGE B - WHEN WE WILL HAVE A DUTY TO DEFEND 1. We will have the right and duty to defend any Insured against any Suit, seeking damages to which Coverage B applies, but only: a a. If Coverage A or Primary Insurance does not apply or owe a duty of defense against such a Suit; and d b. If no Other Insurance affording a defense or indemnity against such a Suit is available to any Insured. g d We will pay only those defense expenses we Incur. W swo 10.0 Page 8 of 28 2. We have the right but not the duty, to associate with Other Insurance insurers in the de- fense and control of any Occurrence, claim or Suit to which we think Coverage B may apply. 3. At our discretion we may: a. Investigate any Occurrence, claim or Suit; and b. Settle any claim or Suit. 4. We have no duty to defend any Insured against any Suit seeking damages; a. To which Coverage B does not apply; i ' b. After our applicable Limits of Insurance have been exhausted by the payment of judg- ments or settlements, or exhausted by the payment of defense expenses in the same manner as the terms of Other Insurance; or c. To which any Other Insurance, by its terms, has no duty to defend provided that such Other Insurance does not defend for reasons other than the exhaustion of its limits of insurance. C. COVERAGE B - EXCLUSIONS Coverage B of this policy does not apply: 1. AIRCRAFT - To any liability arising out of the ownership, maintenance, operation, use, entrustment to others, loading or unloading of any aircraft: a. Owned, leased, hired, rented or borrowed by or on behalf of you; or b. Chartered without crew by or on behalf of you. This exclusion: a. 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; and b. Does not apply to liability assumed under an Insured Contract. 2. PERSONAL AND ADVERTISING INJURY - To Personal and Advertising Injury: a. Caused by or at the direction of the Insured with the knowledge that the act would vio- late the rights of another and would inflict Personal and Advertising Injury. b. Arising out of oral or written publication of material, if done by or at the direction of the Insured with knowledge of its falsity. c. Arising out of oral or written publication of material whose first publication took place before the beginning of the Policy Period. d. Arising out of a criminal act committed by or at the direction of the Insured. e. Arising out of a breach of contract, except an implied contract to use another's adver- tising idea in your Advertisement. f. Arising out of the failure of goods, products or services to conform with any statement of quality or performance made in your Advertisement. g. Arising out of the wrong description of the price of goods, products or services stated in your Advertisement. 540010-03 Page 9 of 28 h. Arising out of the infringement of copyright, patent, trademark, trade secret or other intellectual property rights. However, this exclusion does not apply to infringement, in your Advertisement, of copyright, trade dress or slogan. a� i. Committed by an Insured whose business is: a� (1) Advertising, broadcasting, publishing or telecasting; (2) Designing or determining content of web-sites for others; or ® (3) An internet search, access, content or service provider. a However, this exclusion I. does not apply to subsections 1., 2. and 3. of definition N. Personal and Advertising Injury, under SECTION VI. DEFINITIONS. For the purposes of this exclusion i., the placing of frames, borders or links, or adver- tising, for you or others anywhere on the Internet is not by itself, considered the busi- ness of advertising, broadcasting, publishing or telecasting. j. Arising out of an electronic chatroom or bulletin board the Insured hosts, owns, or over i� which the Insured exercises control. i k. Arising out of the unauthorized use of another's name or product in your e-mail ad- dress, domain name or metatag, or any other similar tactics to mislead another's po- tential customers. 3. ASBESTOS - To any liability arising, in whole or in part, out of or in any way related to Asbestos. 4. CONTRACTUAL LIABILITY - To any liability for which any Insured is obligated to pay dam- N ages by reason of the assumption of liability in any contract or agreement. This exclusion does not apply to liability for damages: a. Assumed in a contract or agreement that Is an Insured Contract, provided the Bodily r P Y Injury, Personal and Advertising Injury or Property Damage occurs after the execution of the contract or agreement; or b. That the Insured would have in the absence of the contract or agreement. 5. DAMAGE TO INSURED'S PROPERTY - To Property Damage to property of one Insured in the care, custody or control of another Insured. 6. DAMAGE TO YOUR PRODUCT OR WORK - To Property Damage to: a. Your Product arising out of It or any part of it; or o b. Your Work arising out of it or any part of It and included in the Products-Completed Operations Hazard. This exclusion does not apply if the damaged work or the work out of which the damage arises was performed on your behalf by a subcontractor. 7. EMPLOYMENT PRACTICES - To any liability arising out of any employment-related or per- sonnel practices, policies, acts or omissions. This includes, but is not limited to: a a. Refusal to employ; `I h b. Termination of employment; W c. Coercion, criticism, demotion, failure to promote, evaluation, reassignment, discipline, g defamation, self-defamation, harassment, humiliation, discrimination, libel, slander, W false arrest or imprisonment, and violation of a person's right of privacy; or 540010-03 Page 10 of 28 d. Any consequential injury or damages as a result of a., b. or c. above. This exclusion applies: a. To all claims, demands, charges, complaints or Suits by any person(s) or organization(s) for damages because of such injury or liability, including damages for care and loss of services; b. Whether any Insured may be held liable as an employer or in any other capacity either directly or indirectly related to employment; and c. To any obligation to share damages with or repay someone else who must pay dam- ages because of such injury or liability. 8. E.R.I.S.A. - To any liability of any Insured under, or any claim based upon: a. The Employees' Retirement Income Securities Act (E.R.I.S.A.) of 1974 and any amend- ment thereto; or b. Similar provisions of any federal, state, or local statutory law or common law. 9. EXPECTED OR INTENDED - To 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 which results from the use of reasonable force to protect persons or property. 10. IMPAIRED PROPERTY - To Property Damage to Impaired Property or property that has not been physically injured arising out of: a. A defect, deficiency, inadequacy or dangerous condition in Your Product or Your Work; or b. A delay or failure by any Insured or anyone acting on any Insured's behalf to perform a contract or agreement in accordance with its terms. This exclusion does not apply to the loss of use of other property arising out of sudden and accidental physical injury to Your Product or Your Work after it has been put to its intended use. 11. WAR - To any liability arising, directly or indirectly, out of: a. War, including undeclared or civil war; b. Warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any government, sovereign or other authority using mili- tary personnel or other agents; or c. Insurrection, rebellion, revolution, usurped power, or action taken by governmental authority in hindering or defending against any of these. 12. POLLUTION a. To any liability arising out of the actual, alleged or threatened, discharge, dispersal seepage, migration, release or escape of Pollutants: (1) At or from any premises, site or location which is or was at any time: (a) Owned or occupied by; or (b) Rented or loaned to; any Insured; 54M 10-M Page 11 of 28 (2) At or from any premises, site or location which is or was at any time used by or for: (a) Any Insured; or (b) Others; for the handling, storage, disposal, processing or treatment of waste; ass (3) Which are or were at any time transported, handled, stored, treated, disposed of, aT�e or processed as waste by or for: Adim a� (a) Any Insured; or �r (b) Any person or organization for whom you may be legally responsible; or a� (4) At or from any premises, site or location on which any Insured, or any contractors or subcontractors working directly or indirectly on any Insured's behalf are per- forming operations: (a) If the Pollutants are brought on or to such premises, site or location, in con- nection with such operations by such Insured, contractor or subcontractor; or (b) If the operations are to test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of Pollutants; (5) That are, or that are contained in, any property that is: (a) Being transported or towed by, handled, or handled for movement into, onto, or from, any Auto covered by Coverage B; 0 N (b) Otherwise in the course of transit by or on behalf of any Insured; or (c) Being stored, disposed of, treated or processed in or upon any Auto covered by Coverage B; (6) (a) Before the Pollutants or any property in which the Pollutants are contained are moved from the place where they are accepted by any Insured for movement Into or onto any Auto covered by Coverage B; or (b) After the Pollutants or any property in which the Pollutants are contained are moved from any Auto covered by Coverage B to the place where they are finally delivered, disposed of or abandoned by any Insured. b. To any loss, cost or expense arising out of any: 8 (1) Request, demand, order or statutory or regulatory requirement that any Insured or d others: (a) Test for, monitor, clean up, remove, contain, treat, detoxify or neutralize; or (b) In any way respond to, or assess the effects of; Pollutants; or a d (2) Claim or suit by or on behalf of a governmental authority for damages because of: c� (a) Testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing; or g (b) In any way responding to, or assessing the effects of; W ag 540010-03 Page 12 of 28 8 Pollutants. i This subsection 12.b. does not apply to liability for damages because of Property Damage that the Insured would have in the absence of such request, demand, order or statutory or regulatory requirement, or such claim or Suit by or on behalf of a gov- ernmental authority. c. HOSTILE FIRE - Subsections a.(1) and a.(4)(a) above do not apply to Bodily Injury or i Property Damage arising out of heat, smoke or fumes from a Hostile Fire. 13. RECALL OF PRODUCTS - To damages claimed for any loss, cost or expense incurred by any Insured or others for the loss of use, withdrawal, recall, inspection, repair, replacement, adjustment, removal or disposal of. a. Your Product; b. Your Work; or c. Impaired Property; if such product, work or property is withdrawn or recalled: a. From the market; or b. From use; by any person or organization because of a known or suspected defect, deficiency, inade- quacy or dangerous condition in it. 14. WORKERS COMPENSATION AND SIMILAR LAWS - To any obligation of any Insured under i a law of: a. Workers compensation; b. Disability benefits; i c. Unemployment compensation; or d. Any similar laws. D. COVERAGE B - WHO IS AN INSURED 1. Each of the following is an Insured under Coverage B: a. NAMED INSURED - Any person or organization shown in the Named Insured section of our Declarations and: (1) If you are an individual, you and your spouse are Insureds, but only with respect to the conduct of a business of which you are the sole owner. (2) If you are a partnership or joint venture, you, your members, your partners and their spouses are Insureds, but only with respect to the conduct of your business. (3) If you are a limited liability company, your members are Insureds, but only with respect to the conduct of your business. Your managers are Insureds, but only with respect to their duties as your managers. (4) If you are an organization other than a partnership, joint venture or limited liability company, your executive officers and directors are Insureds, but only with respect to their duties as your officers or directors. Your stockholders are Insureds, but only with respect to their liability as stockholders. 54W 10.03 Page 13 of 28 (5) If you are a trust, your trustees are Insureds, but only with respect to their duties ■rirro as trustees. b. NEWLY ACQUIRED OR FORMED ORGANIZATIONS - Any organization you acquire or form during our Policy Period other than a partnership, joint venture or limited liability company. But Coverage B applies only: (1) If you maintain majority ownership or majority interest in such organization; and Rim (2) To an injury, damage or Occurrence, that took place or was committed after you acquired or formed the organization. c. SUBSIDIARIES - Any subsidiary you wholly own, either directly or indirectly, at the in- ception of our policy. s� d. REAL ESTATE MANAGERS - Any person or any organization while acting as your real estate manager. e. CUSTODIANS - Any person or organization having proper temporary custody of your illll6i property if you die, but only: (1) With respect to liability arising out of the maintenance or use of that property; and (2) Until your legal representative has been appointed. f. LEGAL REPRESENTATIVES- Your legal representative if you die, but only with respect to their duties as such. g. Your Volunteer Workers but only while performing duties related to the conduct of your business, or your Employees, other than: (1) Your Executive Officers (if you are an organization other than a partnership, joint venture or limited liability company); or 0 (2) Your managers (if you are a limited liability company); are Insureds, 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 injury: (a) To you; (b) To your partners or members (if you are a partnership or joint venture); S (c) To your members (if you are a limited liability company); o� d (d) To a co-Employee while in the course of his or her employment or performing du- ties related to the conduct of your business; (e) To your other Volunteer Workers while performing duties related to the conduct of your business; (f) To the spouse, child, parent, brother or sister of that co-Employee or Volunteer d Worker as a consequence of subsections (a) through (e) above; u W (g) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in subsections (a) through (f) above; or W iA S40010-03 Page 14 of 28 (h) Arising out of his or her providing or failing to provide professional health care services. 2. The following persons and organizations are not Insureds under Coverage B: No person or organization is an Insured with respect to the conduct of any current, past or newly acquired or formed: a. Partnership; b. Joint venture; or c. Limited liability company; that is not shown as a Named Insured in our Declarations. E. COVERAGE B - LIMITS OF INSURANCE 1. The Limits of Insurance shown in the Declarations and the terms below fix the most we will pay regardless of the number of: a. Coverages provided by this policy; b. Insureds; c. Claims made or Suits brought; or d. Persons or organizations making claims or bringing Suits. 2. OCCURRENCE LIMIT - The "each occurrence" limit shown in our Declarations is the most we will pay under Coverages A and B combined, for the sum of damages and Covered Pollution Cost or Expense arising out of any one Occurrence. Any amount we pay for damages or Covered Pollution Cost of Expense arising out of an Occurrence will reduce or exhaust the amount of our applicable aggregate Limit of Insur- ance available for payment of damages or Covered Pollution Cost or Expense arising out of any other Occurrence. 3. AGGREGATE LIMIT-The Limit of Insurance shown in our Declarations as"aggregate" is the most we will pay under Coverage B, and applies separately for each of the following: a. GENERAL AGGREGATE - Our aggregate limit is the most we will pay for the sum of damages except for damages under subsections b. and c. below. b. PRODUCTS AND COMPLETED OPERATIONS AGGREGATE - Our aggregate limit is the most we will pay for damages included in the Products-Completed Operations Hazard. c. OCCUPATIONAL DISEASE AGGREGATE - Our aggregate limit is the most we will pay for damages arising out of injury by disease to your officers or Employees. 4. POLICY PERIOD EXTENSIONS - The Limits of Insurance of this policy apply separately to each consecutive annual period and to any remaining period of less than twelve (12) months, starting with the beginning of the Policy Period shown in the Declarations. How- ever, if we extend our Policy Period after this policy is issued, we will consider the additional period as part of the last preceding period for purposes of determining the Limits of Insurance. 5. SAME BASIS DEFENSE EXPENSES - If the limits of Insurance of any Primary Insurance or Other Insurance are reduced by defense expenses by the terms of that policy then any 540010-03 Page 15 of 28 defense expense payments we make to defend any Insured will reduce our applicable ar! Limits of Insurance in the same manner. SECTION 111. SUPPLEMENTARY PAYMENTS When we have the duty under this policy to defend any Insured against any Suit, we will pay the following expenses in addition to our Limit of Insurance to the extent that they are not covered by a� Primary Insurance or Other Insurance by the terms of that insurance: 1. Costs taxed against any Insured in the Suit. 2. Up to $2000 for cost of bail bonds required. We do not have to furnish these bonds. a 3. The cost of bonds to release attachments, but only for bond amounts within our applicable Limit of Insurance. We do not have to furnish these bonds. 1�_ 4. Reasonable expenses incurred by any Insured when we request the Insured to assist us in the Em— investigation of the claim or defense of the Suit. This includes actual loss of earnings up to $500 a day, because of time off from work. 5. Prejudgment interest awarded against any Insured on that part of the judgment we pay. If we make an offer to pay the applicable Limit of Insurance we will not pay any prejudgment interest based on that period of time after the offer. 6. All interest on the full amount of any judgment that accrues after entry of the judgment and before we have paid, offered to pay, or deposited in court the part of the judgment that Is within 0 our applicable Limit of Insurance. N 0 SECTION IV. CONDITIONS A. APPEALS - If any Primary Insurer elects not to appeal a judgment in excess of the amount of the Primary Insurance or Other Insurance, we may elect to appeal. If we appeal, we will pay the expenses of such appeal. Such payments will not reduce our Limits of Insurance. B. BANKRUPTCY 1. Bankruptcy or insolvency of any Insured or Insured's estate does not relieve us of our ob- ligations under this policy. 2. If any Primary Insurer becomes bankrupt or insolvent, this policy: 0 d a. Does not replace such Primary Insurance; and b. Applies as though such Primary Insurance were available and collectible. C. CANCELLATION 1. The First Named Insured may cancel this policy by mailing or delivering advance written h notice to us, or the agent or broker of record. The Policy Period will end on the effective date requested. 2. We may cancel this policy by mailing by first class or certified mail to the First Named In- sured and to the agent or broker of record, at their last addresses known to us, written no- tice of cancellation stating the reason for cancellation, at least: W a 544 10.03 Page 16 of 28 a. Ten (10) days before the effective date of cancellation if we cancel for nonpayment of premium; or b. Ninety (90) days before the effective date of cancellation if we cancel for any other reason. 3. Notice of cancellation will state the effective date of cancellation. The Policy Period will end on the date of cancellation. 4. If this policy is cancelled, we will send the First Named Insured any premium refund due. a. If we cancel, the refund will be pro rata unearned premium. b. If the First Named Insured cancels, the refund may be less than pro rata. The cancellation will be effective even if we have not made or offered a refund. 5. A post office certificate of mailing or a certified mail receipt will be sufficient proof of mailing of notice. D. CHANGES -The First Named Insured is authorized to make changes in the terms of this policy with our consent. This policy's terms can be amended or waived only by a written endorsement issued by us and made a part of this policy. E. CONFORMITY WITH LAWS -Any terms of this policy which are in conflict with the laws of the state or Canadian province where this policy is issued are amended to conform to such laws. F. DUTIES OF INSUREDS IN THE EVENT OF OCCURRENCE, CLAIM OR SUIT You must see to it that: 1. We are notified as soon as practicable: a. Of any Occurrence which may result in a claim under this policy, when the Occurrence is known to: (1) You, if you are an individual; (2) Your partner, if you are a partnership; (3) Your member, if you are a joint venture; (4) Your member or manager, if you are a limited liability company; or (5) Your officer or insurance manager, if you are an organization other than a partner- ship or joint venture; and b. If a claim is made or Suit is brought against any Insured. 2. Insureds: a. Cooperate with us in the investigation or settlement of any claim, or defense of any Insured against any Suit; b. Enforce any right, upon our request, against any person or organization which may be liable to any Insured because of injury or damage to which this policy applies; and c. Make no admission of liability, incur no expense other than first aid, and assume no obligation, without our consent. 54W 10-03 Page 17 of 28 lig 3. In jurisdictions in which we are prevented from investigating, defending or settling a claim, or defending any Insured against any Suit, you must make or cause to be made such in- !EM vestigation, defense or settlement as may be reasonably necessary. However, settlement requires our prior written authorization. Also, you must see to it that Insureds continue to comply with their duty to cooperate in the defense. G. MAINTENANCE OF PRIMARY INSURANCE While this policy is in effect you agree: 1. To maintain Primary Insurance in full force, except for the reduction of limits of insurance due to the payment of judgments or settlements; 2. The terms and conditions of Primary Insurance will not materially change; and 3. Renewals or replacements of Primary Insurance will not materially change from the expir- ing Primary Insurance. If you fail to comply with the above this policy shall apply as if Primary Insurance had been so maintained. H. PAYMENT OF LOSS UNDER THIS POLICY -This policy will not apply until the Insured or the Primary Insurer is obligated to pay the full amount of the Primary Insurance limits of insurance. When the amount of judgment or settlement has finally been determined, we will promptly pay on behalf of the Insured the amount of damages which falls within the terms of this policy. I. PREMIUM►! N 1. The First Named Insured: a. Is responsible for the payment of all premiums; and 0 b. Will be the payee for any return premiums. e 2. The Advance Premium for this policy is shown in the Declarations. It is not subject to ad- justment unless the Basis of Premium shown in the Declarations is other than: "flat charge". 3. If the Advance Premium Is subject to adjustment, the earned premium will be determined at the end of our Policy Period. If the earned premium Is: a. More than the Advance Premium, the First Named Insured will pay the excess to us; or 0 b. Less than the Advance Premium, we will return to the First Named Insured the un- earned portion. However, the earned premium Is subject to the Annual Minimum Pre- mium shown in our Declarations for each twelve (12) months of our Policy Period. J. TITLES OR CAPTIONS - The titles or captions used in this policy are solely for convenience or reference. They do not affect the provisions to which they relate. a 4. K. TRANSFER OF YOUR RIGHTS AND DUTIES UNDER THIS POLICY - Your rights and duties under this policy may not be transferred without our written consent. If you die, your rights and duties are transferred to your legal representative but only while they are acting within the scope of their duties as such. Until one is appointed, anyone having proper temporary custody of your property will have your rights and duties with respect to that property. W S40010-0 Page 18 of 28 L. SUBROGATION 1. If any Insured has rights to recover all or part of any payment we make under this policy, 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. 2. Any recoveries shall be distributed as follows: a. First, we shall be entitled to recover to the extent of our payment; and b. Next, any remaining amounts shall be paid to the Primary Insurers or any other party to the extent of their payment. c. The expenses of the recovery will be distributed in proportion to the share of each party's recovery. But, if we conduct the recovery proceedings by ourselves: ! (1) We will pay all expenses; and (2) If we make a recovery, we will be reimbursed in full from the recovery for our ex- penses before the recovery is distributed. M. OTHER INSURANCE - If there is any Other Insurance available to any Insured, this policy ap- "11�plies excess of and does not contribute with such Other Insurance. However: 1. At your option, our policy will apply before Other Insurance applies when you agree in a written Insured Contract prior to the time of an Occurrence that such insurance as is af- forded by this policy will apply in that manner. 2. This does not apply if the Other Insurance is specifically written to be excess over this policy. N. SEPARATION OF INSUREDS - Except with respect to the Limits of Insurance and any rights or duties specifically assigned to the First Named Insured, this insurance applies: 1. As if each Named Insured were the only Named Insured; and 2. Separately to each Insured against whom claim is made or Suit is brought. O. INSPECTION AND AUDIT 1. We have the right but not the duty to: a. Make inspections and surveys at any time; b. Give you reports on the conditions we find; and c. Recommend changes. 2. Any inspections, surveys, reports or recommendations relate only to insurability and the premiums to be charged. We do not: a. Make safety inspections; b. Undertake to perform the duty of any person or organization to provide for the health or safety of workers or the public; or c. Warrant that conditions are: (1) Safe or healthful; or sago 10-03 Page 19 of 28 i (2) Comply with laws, regulations, codes or standards. 3. This condition applies: a. To us; and b. To any rating, advisory, rate service or similar organization, which makes insurance - inspections, surveys, reports or recommendations. 4. We may examine and audit your books and records as they relate to this policy: ftp a. At any time during our Policy Period; and ttttttttt• b. Up to one hundred eighty (180) days afterward. ss� P. UNINTENTIONAL FAILURE TO DISCLOSE - If you unintentionally fail to disclose to us all of: 1. Your Products; E= 2. Your Work; or i� 3. Property owned or used by you; which exist at the inception date of this policy, we will not deny coverage under this policy be- cause of such failure. Q. WAIVER OF SUBROGATION SAME AS PRIMARY - If you and the Primary Insurer, prior to the time of an Occurrence, waive any right of recovery against a specific person or organization for injury or damage, we will also waive any rights we may have against such person or or- ganization. e SECTION V. NUCLEAR ENERGY LIABILITY EXCLUSION 0 A. The policy does not apply: 0 1. Under any coverage, to injury, sickness, disease, death or destruction: a. With respect to which any Insured under this policy is also an insured under a nuclear energy liability policy issued by: (1) Nuclear Energy Liability Insurance Association; (2) Mutual Atomic Energy Liability Underwriters; or (3) Nuclear Insurance Association of Canada; Sor would be insured under any such policy but for its termination upon exhaustion of its limit of liability; or b. Resulting from the "Hazardous Properties" of "Nuclear Material" and with respect to which: a (1) Any person or organization is required to maintain financial protection pursuant to the Atomic Energy Act of 1954, or any law amendatory thereof, or d (2) Any Insured is, or had this policy not been issued would be, entitled to indemnity from the United States of America, or any agency thereof, under any agreement g entered into by the United States of America, or any agency thereof, with any per- son or organization. W 5400 10-M Page 20 of 28 2. Under any liability coverage, to injury, sickness, disease, death or destruction resulting from the "Hazardous Properties" of"Nuclear Material", if., a. The "Nuclear Material": (1) Is at any "Nuclear Facility" owned by, or operated by or on behalf of, any Insured, or (2) Has been discharged or dispersed therefrom; b. The "Nuclear Material" is contained in "Spent Fuel" or "Waste" at any time possessed, handled, used, processed, stored, transported or disposed of, by or on behalf of any Insured; or c. The injury, sickness, disease, death or destruction arises out of the furnishing by any Insured of services, materials, parts or equipment in connection with the planning, construction, maintenance, operation or use of any "Nuclear Facility". But if such facil- ity is located within the United States of America, its territories or possessions or Ca- nada, subsection c. applies only to injury to or destruction of property at such "Nuclear Facility". B. As used in this exclusion: 1. "Hazardous Properties" includes radioactive, toxic or explosive properties. 2. "Nuclear Material" means "Source Material", "Special Nuclear Material" or "By-Product Material". 3. "Source Material", "Special Nuclear Material", and "By-Product Material" have the meaning given them in the Atomic Energy Act of 1954 or in any law amendatory thereof. 4. "Spent Fuel" means any fuel element or fuel component, solid or liquid, which has been j used or exposed to radiation in a "Nuclear Reactor". 5. "Waste" means any material which: a. Contains "By-Product Material" other than the tailings or wastes produced by the ex- traction or concentration of uranium or thorium, from any ore processed primarily for i its Source Material content; and b. Results from the operation by any person or organization of any "Nuclear Facility" in- cluded under a. and b. of the definition of"Nuclear Facility". 6. "Nuclear Facility" means: Ca. Any "Nuclear Reactor"; b. Any equipment or device designed or used for: (1) Separating the isotopes of uranium or plutonium; (2) Processing or utilizing "Spent Fuel"; or (3) Handling, processing or packaging "Waste"; c. Any equipment or device used for processing, fabricating or alloying of "Special Nu- clear Material" If, at any time, the total amount of such material in the custody of any Insured at the premises where such equipment or device is located consists of or contains more than 25 grams of: (1) Plutonium; or 54M 10-03 Page 21 of 28 Its (2) Uranium 233; or t= any combination thereof, or more than 250 grams of uranium 235; d. Any structure, basin, excavation, premises or place, prepared or used for the storage I� or disposal of"Waste"; and includes: ZE ME a. The site on which any of the foregoing is located; b. All operations conducted on such site; and c. All premises used for such operations. 7. "Nuclear Reactor" means any apparatus designed or used to: = a. Sustain nuclear fission in a self-supporting chain reaction; or b. Contain a critical mass of fissionable material. 8. With respect to injury to or destruction of property, the words "injury" or "destruction" in- clude all forms of radioactive contamination of property. SECTION VI. DEFINITIONS A. ADVERTISEMENT under Coverage B, means a notice that is broadcast or published to the general public or specific market segments about your goods, products or services for the n purpose of attracting customers and supporters. For the purposes of this definition: 1. Notices that are broadcast or published include material placed on the Internet or on similar electronic means of communication; and 2. Regarding web-sites, only that part of a web-site that relates to your goods, products or services for the purposes of attracting customers or supporters is considered an Adver- tisement. B. ASBESTOS under Coverages A and B, Includes but is not limited to: asbestos, asbestos pro- ducts, asbestos fibers, asbestos dust, and asbestos contained In products or materials. C. AUTO under Coverage B, means a land motor vehicle, trailer, or semitrailer designed for travel on public roads, including any attached machinery or equipment. But Auto does not include Mobile Equipment. 8 D. BODILY INJURY under Coverage B, means bodily injury, sickness or disease sustained by a person including death or mental anguish resulting from any of these at any time. Mental an- guish means any type of mental or emotional illness or disease. E. COVERED POLLUTION COST OR EXPENSE under Coverage A, means any cost or expense arising out of any: a 1. Request, demand, order or statutory or regulatory requirement; or 6 2. Claim or Suit by or on behalf of a governmental authority; g demanding that the Insured or others test for, monitor, clean up, remove, contain, treat, detoxify 6 or neutralize, or in any way respond to, or assess the effects of Pollutants. 1 540010-03 Page 22 of 28 Covered Pollution Cost or Expense does not include any cost or expense arising out of the ac- tual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of Pollutants: 1. That are, or that are contained in any property that is: a. Being transported or towed by, handled, or handled for movement into, onto or from, any Auto covered by this policy; b. Otherwise in the course of transit by or on behalf of any Insured; c. Being stored, disposed of, treated or processed in or upon any Auto covered by this policy; 2. Before the Pollutants, or any property in which the Pollutants are contained, are moved from the place where they are accepted by any Insured for movement into or onto any Auto covered by this policy; or 3. After the Pollutants, or any property in which the Pollutants are contained, are moved from any Auto covered by this policy to the place where they are finally delivered, disposed of or abandoned by any Insured. Subsection 1. above does not apply to fuels, lubricants, fluids, exhaust gases or other similar Pollutants, that are needed for or result from the normal electrical, hydraulic or mechanical functioning of any Auto covered by this policy, or its parts, if: a. The Pollutants escape, seep, migrate, or are discharged, dispersed or released directly from an Auto part designed by its manufacturer to hold, store, receive or dispose of such Pollutants; and b. The Bodily Injury, Property Damage or Covered Pollution Cost or Expense does not arise out of the operation of any equipment listed in subsections 6.b. or c. of the definition of Mobile Equipment. Subsections 2. and 3. above do not apply to Occurrences that occur away from premises owned by or rented to any Insured with respect to Pollutants not in or upon any Auto covered by this policy if: a. The Pollutants or any property in which the Pollutants are contained are upset, overturned or damaged as a result of the maintenance or use of any Auto covered by this policy; and b. The discharge, dispersal, seepage, migration, release or escape of the Pollutants is caused directly by such upset, overturn or damage. F. FIRST NAMED INSURED under Coverages A and B, means the person or organization shown first in the Named Insured section of our Declarations. G. HOSTILE FIRE under Coverages A and B, means one which becomes uncontrollable or breaks out from where it was intended to be. H. IMPAIRED PROPERTY under Coverage B. means tangible property, other than Your Product or Your Work, that cannot be used or is less useful because: 1. It incorporates Your Product or Your Work that is known or thought to be defective, defi- cient, inadequate or dangerous; or 2. You have failed to fulfill the terms of a contract or agreement; If such property can be restored to use by: 540010-03 Page 23 of 28 1. The repair, replacement, adjustment or removal of Your Product or Your Work; or 2. Your fulfilling the terms of the contract or agreement. I. INSURED CONTRACT under Coverage B, means: 5 du L�x 1. 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 fire to premises while rented to you or temporarily occupied by you with permission of the owner is not an Insured Contract; 2. A sidetrack agreement; arra 3. Any easement or license agreement, except in connection with construction or demolition operations on or within 50 feet of a railroad; 4. An obligation, as required by ordinance, to indemnify a municipality, except in connection with work for a municipality; s� I1l11lllffi 5. An elevator maintenance agreement; 6. That part of any contract or agreement pertaining to your business (including an indemnifi- cation of a municipality in connection with work performed for a municipality) under which you assume the tort liability of another to pay for Bodily Injury, Personal and Advertising Injury or Property Damage 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. This subsection 6. does not include that part of any contract or agreement: R a. That indemnifies a railroad for liability arising out of construction or demolition oper- Rr ations, within 50 feet of any railroad property and affecting any railroad bridge or trestle, tracks, roadbeds, tunnel, underpass or crossing; b. That indemnifies an architect, engineer or surveyor for injury or damage arising out of., (1) Preparing, approving, or failing to prepare or approve, maps, shop drawings, opin- ions, reports surveys, field orders, change orders or drawings and specifications; or (2) Giving directions or instructions, or failing to give them, if that is the primary cause of the injury or damage; or c. 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 b. above and supervisory, inspection, architectural g or engineering activities. J. MOBILE EQUIPMENT under Coverages A and B, means any of the following types of land ve- hicles, including any attached machinery or equipment: 1. Bulldozers, farm machinery, forklifts and other vehicles designed for use principally off public roads; a d 2. Vehicles maintained for use solely on or next to premises you own or rent; 3. Vehicles that travel on crawler treads; g 4. Vehicles, whether self-propelled or not, maintained primarily to provide mobility to perma- nently mounted; W 54M 10-M Page 24 of 28 a. Power cranes, shovels, loaders, diggers or drills; or b. Road construction or resurfacing equipment such as graders, scrapers or rollers; 5. Vehicles not described in subsections 1., 2., 3. or 4. above that are not self-propelled and are maintained primarily to provide mobility to permanently attached equipment of the fol- lowing types: ! a. Air compressors, pumps and generators, including spraying, welding, building clean- ing, geophysical exploration, lighting and well servicing equipment; or b. Cherry pickers and similar devices used to raise or lower workers. 6. Vehicles not described in subsections 1., 2., 3. or 4. above maintained primarily for pur- poses other than the transportation of persons or cargo. However, self-propelled vehicles with the following types of permanently attached equipment are not Mobile Equipment but will be considered Autos: I a. Equipment designed primarily for: i f (1) Snow removal; (2) Road maintenance, but not construction or resurfacing; or (3) Street cleaning; b. Cherry pickers and similar devices mounted on automobile or truck chassis and used to raise or lower workers; and c. Air compressors, pumps and generators, including spraying, welding, building clean- ing, geophysical exploration, lighting or well servicing equipment. K. NAMED INSURED under Coverages A and B, means any person or organization shown in the Named Insured section of our Declarations. L. OCCURRENCE: 1. Under Coverage A, has the same meaning as has the term "occurrence" contained in { Primary Insurance. But with respect to personal and advertising injury as defined in Primary Policies, the term means a personal and advertising injury offense. 2. Under Coverage B, means an accident, including continuous or repeated exposure to sub- stantially the same general harmful conditions. With respect to Personal and Advertising Injury, the term means an offense which causes such injury. r M. OTHER INSURANCE under Coverages A and B, means insurance that is available to any iInsured and covers damage to which this policy applies, other than: 1. Primary Insurance; or 2. Insurance that is specifically purchased by you to be excess of the insurance afforded by this policy. i N. PERSONAL AND ADVERTISING INJURY under Coverage B, means injury, including conse- quential Bodily Injury, arising out of one or more of the following offenses: 1. False arrest, detention or imprisonment; 2. Malicious prosecution or abuse of process; I 540010-03 Page 25 of 28 3. The wrongful eviction from, wrongful entry into, or invasion of the right of private occupancy of a room, dwelling or premises that the person occupies by or on behalf of its owner, landlord or lessor; 4. Oral or written publication, in any manner, of material that: a. Slanders or libels a person or organization; b. Disparages a person's or organization's goods, products or services; or c. Violates a person's right of privacy; 5. The use of another's advertising idea in your Advertisement; 6. Infringing upon another's copyright, trade dress or slogan in your Advertisement; or 7. "Discrimination" when based solely on either disparate impact or vicarious liability (unless SEE insurance thereof is prohibited by law). As used in this definition N, the term "discrimi- nation" means the unlawful treatment of Individuals based on race, color, religion, gender, age, or national origin. O. POLLUTANTS under Coverages A and B, means any solid, liquid, gaseous or thermal irritant or contaminant, including smoke, vapor, soot, fumes, acids, alkalis, chemicals, and waste. Waste includes materials to be recycled, reconditioned or reclaimed. P. PRIMARY INSURER under Coverages A and B, means the insurer of the Primary Insurance or Other Insurance policies. Q. PRIMARY POLICY, PRIMARY POLICIES or PRIMARY INSURANCE under Coverage A and 0 B, means the policy or policies of insurance shown in our Schedule of Primary Insurance. N R. PRODUCTS-COMPLETED OPERATIONS HAZARD under Coverage B, includes all Bodily Injury and Property Damage occurring away from premises you own or rent and arising out of Your Product or Your Work except: 8 1. Products that are still in your physical possession, or 0 . 2. Work that has not yet been completed or abandoned. Your Work will be deemed completed at the earliest of the following times: 1. When all of the work called for in your contract has been completed; 2. When all of the work to be done at the site has been completed if your contract calls for work at more than one site; or g 3. When that part of the work done at a job site has been put to its intended use by any person d or organization other than another contractor or subcontractor working on the same project. Work that may need service, maintenance, correction, repair or replacement, but which is oth- erwise complete, will be treated as completed. S. PROPERTY DAMAGE under Coverage B, means: I. Physical injury to tangible property, including all resulting loss of use of that property. All such loss of use shall be deemed to occur at the time of the physical injury that caused it; or W g 2. Loss of use of tangible property that is not physically injured. All such loss of use shall be deemed to occur at the time of the Occurrence that caused it. W ifa 54W IG43 Page 26 of 28 For the purposes of this insurance, "electronic data" is not tangible property. As used in this definition, "electronic data" means information, facts or programs stored as or on, created or used on, or transmitted to or from computer software, including systems and applications software, hard or floppy disks, CD-ROMS, tapes, drives, cells, data processing de- vices or any other media which are used with electronically controlled equipment. T. SUIT under Coverages A and B, means a civil proceeding in which damages insured by this policy are alleged. The term includes: ( 1. An arbitration proceeding in which such damages are claimed and to which any Insured must submit or does submit with our consent; or 2. Any other alternative dispute resolution proceeding in which such damages are claimed and to which any Insured submits with our consent. U. YOUR PRODUCT under Coverage B, 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. Your Product includes: 1. Warranties or representations made at any time as respects the fitness, quality, durability, performance or use of Your Product; and 2. The providing of or failure to provide warnings or instructions. Your Product does not include vending machines or any other property rented to or located for the use of others but not sold. V. YOUR WORK under Coverage B means: 1. Work or operations performed by you or on your behalf; and 2. Materials, parts or equipment furnished in connection with such work or operations. Your Work includes: 1. Warranties or representations made at any time as respects the fitness, quality, durability, performance or use of Your Work; and 2. The providing of or failure to provide warnings or instructions. W. EMPLOYEE under Coverage B, includes a Leased Worker. Employee does not include a Temporary Worker. X. EXECUTIVE OFFICER under Coverage B, means a person holding any of the officer positions created by your charter, constitution, by-laws or any other similar governing document. 540010-03 Page 27 of 28 i>e Y. LEASED WORKER under Coverage B, means a person leased to you by a labor leasing firm under an agreement between you and the labor leasing firm, to perform duties related to the �R conduct of your business. Leased Worker does not include a Temporary Worker. ss� Z. TEMPORARY WORKER under Coverage B, means a person who is furnished to you to sub- stitute for a permanent Employee on leave or to meet seasonal or short-term workload condi- tions. ia® AA. VOLUNTEER WORKER under Coverage B, means a person who is not your Employee, and Moe who donates his or her work and acts at the direction of and within the scope of duties deter- mined by you, and is not paid a fee, salary or other compensation by you or anyone else for their work performed for you. To show that we agree with the terms of this policy, we have had it signed by our President and s Secretary. But where countersignature is required by law, it shall not bind us unless it has been a countersigned on the Declarations Page by one of our authorized agents. Il• 0 7QaaC4 O O n O S K 6 Q N h d O d Secretary President W ii 1 6400 10-M Page 28 of 28 its Fimmads Fund > Important Notice Regarding Terrorism Coverage - 389139 01 15 You are hereby notified that this policy will apply with respect to a "certified act of terrorism", If coverage for such "certified act of terrorism" is provided by all scheduled Primary Insur- 22215 ance or Underlying Insurance that are subject to the Terrorism Risk Insurance Act, as amended. flt� As used in this message, "certified act of terrorism" means an act or acts that are certified by the Secretary of the Treasury, in accordance with the provisions of the federal Terrorism Risk Insurance Act, as amended, to be an act of terrorism pursuant to such Act, as amended eatt ("The Act"). The criteria contained In The Act for a "certified act of terrorism" includes the ?� following: 1. The act resulted In insured losses in excess of$5 million in the aggregate attributable to all types of insurance subject to the Terrorism Risk Insurance Act, as amended; and 2. The act resulted in damage: a. Within the United States (including its territories and possessions and Puerto Rico); or b. Outside the United States In the case of: N (1) An air carrier (as defined in Section 40102 of title 49, United States code) or United states flag vessel (or a vessel based principally in the United States, on N which United States income tax is paid and whose Insurance coverage Is subject g to regulation In the United States) regardless of where the loss occurs; or 0 (2) The premises of any United States mission; and 3. The act is a violent act or an act that Is dangerous to human life, property or infrastructure and Is committed by an individual or Individuals as part of an effort to co- erce the civilian population of the United States or to influence the policy or affect the conduct of the United States Government by coercion. If aggregate insured losses attributable to terrorist acts certified under the Terrorism Risk Insurance Act, as amended, exceed $100 billion in a calendar year and we have met our insurer deductible under the Terrorism Risk Insurance Act, as amended, then we shall not _- be liable for the payment of any portion of the amount of such losses that exceeds $100 billion, and in such case insured losses up to that amount are subject to pro rata allocation In accordance with procedures established by the Secretary of the Treasury. s If you have any questions, please contact your agent or broker representing the Fireman's Fund Insurance Companies. a IL c� W i3 6 W 3801391-15 OX Subdivision Agreement Parcel Map No. 2012-06 Page 8 company(ies) either(i) admitted by the California Insurance Commissioner to do business in the State of California and rated not less than"A-VII"in Best's Insurance Rating Guide,or(ii)authorized by City's Risk Manager. The following policies of insurance are required- a. COMMERCIAL GENERAL LIABILITY insurance, which shall be at least as broad as the most current version of Insurance Services Office(ISO)Commercial General Liability Coverage Form CG 00 01 and shall include insurance for bodily injury, property damage, and personal and advertising injury with coverage for premises and operations (including the use of owned and non-owned equipment), products and completed operations,contractual liability(including indemnity obligations under this Agreement),with limits of liability of not less than $5,000,000 per occurrence for bodily injury and property damage, $1,000,000 per occurrence for personal and advertising injury and $5,000,000 aggregate for products and completed operations, and $10,000,000 general aggregate. b. COMMERCIAL AUTOMOBILE LIABILITY insurance,which shall be at least as broad as the most current version of Insurance Services Office (ISO) Business Auto Coverage Form CA 00 01 and shall include coverage for all owned, hired, and non-owned automobiles or other licensed vehicles (Code 1-Any Auto), with combined single limits of liability of not less than $1,000,000 per accident for bodily injury and property damage. C. WORKERS' COMPENSATION insurance as required under the California Labor Code. d. EMPLOYERS' LIABILITY with minimum limits of liability of not less than $1,000,000 each accident, $1,000,000 disease policy limit and $1,000,000 disease each employee. Subdivider shall be responsible for payment of any deductibles contained in any insurance policies required hereunder and Subdivider shall also be responsible for payment of any self-insured retentions. The above described policies of insurance shall be endorsed to provide an unrestricted 30 calendar day written notice in favor of City of policy cancellation of coverage,except for the Workers' Compensation policy which shall provide a 10 calendar day written notice of such cancellation of coverage. In the event any policies are due to expire during the term of this Agreement, Subdivision Agreement Parcel Map No. 2012-06 Page 9 Subdivider shall provide a new certificate evidencing renewal of such policy(ies) not less than 15 calendar days prior to the expiration date of the expiring policy(ies). Upon issuance by the insurer, broker,or agent of a notice of cancellation in coverage, Subdivider shall file with City a new certificate and all applicable endorsements for such policy(ies). The General Liability and Automobile Liability insurance policies shall be written on an occurrence form and shall name City, its officers,officials,agents,employees and volunteers as an additional insured. Such policy(ies)of insurance shall be endorsed so Subdivider's insurance shall be primary and no contribution shall be required of City. In the event claims-made forms are used for any Professional Liability coverage,either(i)the policy(ies)shall be endorsed to provide not less than a five(5)year discovery period, or(ii)the coverage shall be maintained for a minimum of five (5)years following the termination of this Agreement and the requirements of this Section relating to such coverage shall survive termination or expiration of this Agreement. Any Workers' Compensation insurance policy shall contain a waiver of subrogation as to City,its officers,officials, agents, employees and volunteers. Subdivider shall have furnished City with the certificate(s) and applicable endorsements for ALL required insurance prior to City's execution of the Agreement. Subdivider shall furnish City with copies of the actual policies upon the request of City's Risk Manager at any time during the life of the Agreement or any extension, and this requirement shall survive termination or expiration of this Agreement. The fact that insurance is obtained by Subdivider or his/her/its subcontractors shall not be deemed to release or diminish the liability of Subdivider or his/her/its subcontractors including without limitation, liability under the indemnity provisions of this Agreement. The duty to indemnify City, its officers, officials, agents, employees and volunteers, shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by Subdivider or his/her/its Subdivision Agreement Parcel Map No.2012-06 Page 7 petitioner's attorney's fees if awarded, in connection with City's defense of its actions in any proceeding), arising or alleged to have arisen directly or indirectly out of performance or in any way connected with: (i) the making of this Agreement; (ii) the performance of this Agreement; (iii)the performance or installation of the work or improvements by Subdivider and Subdivider's employees, officers,agents,contractors or subcontractors;(iv)the design, installation, operation, removal or maintenance of the work and improvements; or(v)City's granting, issuing or approving use of this Agreement. b. Subdivider's obligations under the preceding sentence shall apply regardless of whether City or any of its officers, officials, employees or agents are negligent, but shall not apply to any loss, liability,fines, penalties,forfeitures,costs or damages caused solely by the gross negligence, or caused by the willful misconduct, of City or any of its officers, officials, employees, agents or authorized volunteers. C. If Subdivider should subcontract all or any portion of the work to be performed under this Agreement, Subdivider shall require each subcontractor to indemnify, hold harmless and defend City and each of its officers, officials, employees, agents and volunteers in accordance with the terms of paragraphs "a" and "b" of this Section. Notwithstanding the preceding sentence, any subcontractor who is a"design professional" as defined in Section 2782.8 of the California Civil Code shall, in lieu of indemnity requirements set forth in paragraphs "a" and "b" of this Section, be required to indemnify, hold harmless and defend City and each of its officers, officials, employees, agents and volunteers to the furthest extent allowed by law, from any and all loss, liability, fines, penalties,forfeitures,costs and damages(whether in contract,tort or strict liability,including but not limited to personal injury,death at any time and property damage),and from any and all claims, demands and actions in law or equity(including reasonable attorney's fees and litigation expenses)that arise out of, pertain to,or relate to the negligence, recklessness or willful misconduct of the design professional, its principals, officers, employees, agents or volunteers in the performance of this Agreement. d. Subdivider further agrees that the use for any purpose and by any person of any and all of the streets and improvements hereinbefore specified,shall be at the sole and exclusive risk of Subdivider at all times prior to final acceptance by City of the completed street and other improvements thereon and therein. e. This Section shall survive termination or expiration of this Agreement. 10. Insurance. Throughout the life of this Agreement, Subdivider shall pay for and maintain in full force and effect all policies of insurance described in this Section with an insurance Subdivision Agreement Parcel Map No. 2012-06 Page 8 company(ies) either(i) admitted by the California Insurance Commissioner to do business in the State of California and rated not less than"A-VII"in Best's Insurance Rating Guide,or(ii)authorized by City's Risk Manager. The following policies of insurance are required: a. COMMERCIAL GENERAL LIABILITY insurance, which shall be at least as broad as the most current version of Insurance Services Office(ISO)Commercial General Liability Coverage Form CG 00 01 and shall include insurance for bodily injury, property damage, and personal and advertising injury with coverage for premises and operations (including the use of owned and non-owned equipment), products and completed operations,contractual liability(including indemnity obligations under this Agreement),with limits of liability of not less than $5,000,000 per occurrence for bodily injury and property damage, $1,000,000 per occurrence for personal and advertising injury and $5,000,000 aggregate for products and completed operations, and $10,000,000 general aggregate. b. COMMERCIAL AUTOMOBILE LIABILITY insurance,which shall be at least as broad as the most current version of Insurance Services Office (ISO) Business Auto Coverage Form CA 00 01 and shall include coverage for all owned, hired, and non-owned automobiles or other licensed vehicles (Code 1-Any Auto), with combined single limits of liability of not less than $1,000,000 per accident for bodily injury and property damage. C. WORKERS' COMPENSATION insurance as required under the California Labor Code. d. EMPLOYERS' LIABILITY with minimum limits of liability of not less than $1,000,000 each accident, $1,000,000 disease policy limit and $1,000,000 disease each employee. Subdivider shall be responsible for payment of any deductibles contained in any insurance policies required hereunder and Subdivider shall also be responsible for payment of any self-insured retentions. The above described policies of insurance shall be endorsed to provide an unrestricted 30 calendar day written notice in favor of City of policy cancellation of coverage,except forthe Workers' Compensation policy which shall provide a 10 calendar day written notice of such cancellation of coverage. In the event any policies are due to expire during the term of this Agreement, Subdivision Agreement Parcel Map No. 2012-06 Page 9 Subdivider shall provide a new certificate evidencing renewal of such policy(ies) not less than 15 calendar days prior to the expiration date of the expiring policy(ies). Upon issuance by the insurer,broker,or agent of a notice of cancellation in coverage, Subdivider shall file with City a new certificate and all applicable endorsements for such policy(ies). The General Liability and Automobile Liability insurance policies shall be written on an occurrence form and shall name City, its officers,officials,agents,employees and volunteers as an additional insured.Such policy(ies)of insurance shall be endorsed so Subdivider's insurance shall be primary and no contribution shall be required of City. In the event claims-made forms are used for any Professional Liability coverage,either(i)the policy(ies)shall be endorsed to provide not less than a five(5)year discovery period, or(ii)the coverage shall be maintained for a minimum of five (5)years following the termination of this Agreement and the requirements of this Section relating to such coverage shall survive termination or expiration of this Agreement. Any Workers' Compensation insurance policy shall contain a waiver of subrogation as to City,its officers,officials, agents, employees and volunteers. Subdivider shall have furnished City with the certificate(s) and applicable endorsements for ALL required insurance prior to City's execution of the Agreement. Subdivider shall furnish City with copies of the actual policies upon the request of City's Risk Manager at any time during the life of the Agreement or any extension, and this requirement shall survive termination or expiration of this Agreement. The fact that insurance is obtained by Subdivider or his/her/its subcontractors shall not be deemed to release or diminish the liability of Subdivider or his/her/its subcontractors including without limitation, liability under the indemnity provisions of this Agreement. The duty to indemnify City, its officers, officials, agents, employees and volunteers, shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by Subdivider or his/her/its Subdivision Agreement Parcel Map No. 2012-06 Page 10 subcontractors. Approval or purchase of any insurance contracts or policies shall in no way relieve from liability nor limit the liability of Subdivider, its principals, officers, agents, employees, persons under the supervision of Subdivider, vendors, suppliers, invitees, subcontractors, consultants or anyone employed directly or indirectly by any of them. If at any time during the life of the Agreement or any extension, Subdivider fails to maintain the required insurance in full force and effect, the Director of Public Works for the City, or his/her designee, may order that the Subdivider, or its contractors or subcontractors, immediately discontinue any further work under this Agreement and take all necessary actions to secure the work site to insure that public health and safety is protected. All payments due or that become due to Subdivider shall be withheld until notice is received by City that the required insurance has been restored to full force and effect and that the premiums therefore have been paid for a period satisfactory to City. Any failure to maintain the required insurance shall be sufficient cause for City to terminate this Agreement. If Subdivider should subcontract all or any portion of the services to be performed under this Agreement,Subdivider shall require each subcontractor to provide insurance protection in favor of City, its officers,officials,employees,volunteers and agents in accordance with the terms of each of the preceding paragraphs,except that the subcontractors'certificates and endorsements shall be on file with Subdivider and City prior to the commencement of any work by the subcontractor. 11. Compaction and other materials testing performed for the determination of compliance with Public Works Standards shall conform to Section 2-11 of the City Standard Specifications, entitled "Materials Acceptance Testing." Materials testing shall at all times remain under the review of the City Engineer who may determine additional test procedures,and additional locations to be tested. All materials testing for improvement work within the public easements and rights-of-way shall be ordered and paid for by the Subdivider. 12. Subdivider shall comply with the provisions of the prevailing Building, Plumbing,