Loading...
HomeMy WebLinkAbout2013 CON Kone - Elevator MaintenanceAGREEMENT #100a BY AND BETWEEN THE CITY OF NATIONAL CITY AND KONE INC. THIS AGREEMENT is entered into this loth day of July, 2013, by and between the CITY OF NATIONAL CITY, a municipal corporation (the "CITY"), and KONE INC., a full service elevator company (the "CONTRACTOR"). RECITALS WHEREAS, the CITY desires to employ a CONTRACTOR to provide elevator maintenance, service, and repair at the Civic Center, Public Library, Fire Department, Police Department, and the Kimball House (923 "A" Avenue). WHEREAS, the CITY has determined that the CONTRACTOR is qualified by experience and ability to perform the services desired by the CITY, and the CONTRACTOR is willing to perform such services. NOW, THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS FOLLOWS: 1. ENGAGEMENT OF CONTRACTOR, The CITY agrees to engage the CONTRACTOR , and the CONTRACTOR agrees to perform the services set forth here in accordance with all terms and conditions contained herein. The CONTRACTOR represents that all services shall be performed directly by the CONTRACTOR or under direct supervision of the CONTRACTOR. 2. SCOPE OF SERVICES. The CONTRACTOR will perform elevator maintenance, service, and repair as set forth in the attached Exhibit "A". The CONTRACTOR shall be responsible for all research and reviews related to the work and shall not rely on personnel of the CITY for such services, except as authorized in advance by the CITY. The CONTRACTOR shall appear at meetings specified in Exhibit "A" to keep staff and City Council advised of the progress on the Project. The CITY may unilaterally, or upon request from the CONTRACTOR, from time to time reduce or increase the Scope of Services to be performed by the CONTRACTOR under this Agreement. Upon doing so, the CITY and the CONTRACTOR agree to meet in good faith and confer for the purpose of negotiating a corresponding reduction or increase in the compensation associated with said change in services, not to exceed a factor of I0 % from the hase amount. 3. PROJECT COORDINATION AND SUPERVISION. Facilities Maintenance Supervisor Rick Hernandez hereby is designated as the Project Coordinator for the CITY and 1 Ciy's Standard Agreement —2011 revision will monitor the progress and execution of this Agreement. The CONTRACTOR shall assign a single Project Director to provide supervision and have overall responsibility for the progress and execution of this Agreement for the CONTRACTOR. Ms. }Crystal Abbott thereby is designated as the Project Director for the CONTRACTOR. 4. COMPENSATION AND PAYMENT. The compensation for the CONTRACTOR shall be based on monthly billings covering actual work performed. Billings shall include labor classifications, respective rates, hours worked and also materials, if any. The total cost for all work described in Exhibit "A" shall not exceed $12,780.00 (the Base amount) without prior written authorization from' the Director of Public Works. Monthly invoices will be processed for payment and remitted within thirty (30) days from receipt of invoice, provided that work is accomplished consistent with Exhibit "A", as determined by the CITY. The CONTRACTOR shall maintain all books, documents, papers, employee time sheets, accounting records, and other evidence pertaining to costs incurred, and shall make such materials available at its office at all reasonable times during the term of this Agreement and for three (3) years from the date of final payment under this Agreement, for inspection by the CITY, and for furnishing of copies to the CITY, if requested. 5. ACCEPTABILITY OF WORK. The City shall decide any and all questions which may arise as to the quality or acceptability of the services performed and the manner of performance, the acceptable completion of this Agreement, and the amount of compensation due. In the event the CONTRACTOR and the City cannot agree to the quality or acceptability of the work, the manner of performance and/or the compensation payable to the CONTRACTOR in this Agreement, the City or the CONTRACTOR shall give to the other written notice. Within ten (10) business days, the CONTRACTOR and the City shall each prepare a report which supports their position and file the same with the other party. The City shall, with reasonable diligence, determine the quality or acceptability of the work, the manner of performance and/or the compensation payable to the CONTRACTOR. b. EFFECTIVE DATE AND LENGTH OF AGREEMENT. This Agreement will become effective on July 10, 2013. The duration of this Agreement is for the period of July 10, 2013 through July 9, 2014. If agreeable to both parties at the time of expiration, the term of the Agreement may be extended for three (3) additional one year periods, but may not exceed $ 12,780.00 in any one year period. The amendment to the agreement must be in writing, and updated proof of insurance must be submitted. Completion dates or time durations for specific portions of the Project are set forth in Exhibit "A ". 7. DISPOSITION AND OWNERSHIP OF DOCUMENTS. The Memoranda, Reports, Maps, Drawings, Plans, Specifications, and other documents prepared by the CONTRACTOR for this Project, whether paper or electronic, shall become the property of the CITY for use with respect to this Project, and shall be turned over to the CITY upon completion of the Project, or any phase thereof, as contemplated by this Agreement. Contemporaneously with', the transfer of documents, the CONTRACTOR hereby assigns to the CITY, and CONTRACTOR thereby expressly waives and disclaims any copyright 2 Ciry's Standard Agreement —2011 revision in, and the right to reproduce, all written material, drawings, plans, specifications, or other work prepared under this Agreement, except upon the CITY'S prior authorization regarding reproduction, which authorization shall not be unreasonably withheld. The CON IltACTOR shall, upon request of the CITY, execute any further document(s) necessary to further effectuate this waiver and disclaimer. The CONTRACTOR agrees that the CITY may use, reuse, alter, reproduce, modify, assign, transfer, or in any other way, medium, or method utilize the CONTRACTOR'S written work product for the CITY'S purposes, and the CONTRACTOR expressly waives and disclaims any residual rights granted to it by Civil Code Sections 980 through 989 relating to intellectual property and artistic works. Any modification or reuse by the CITY of documents, drawings, or specifications prepared by the CONTRACTOR shall relieve the CONTRACTOR from liability under Section 14, but only with respect to the effect of the modification or reuse by the CITY, or for any liability to the CITY should the documents be used by the CITY for some project other than what was expressly agreed upon within the Scope of this project, unless otherwise mutually agreed. 8. INDEPENDENT CONTRACTOR. Both parties hereto in the performance of this Agreement will be acting in an independent capacity and not as agents, employees, partners, or joint venturers with one another. Neither the CONTRACTOR nor the CONTRACTOR'S employees are employees of the CITY, and are not entitled to any of the rights, benefits, or privileges of the CITY'S employees, including but not limited to retirement, medical, unemploy- ment, or workers' compensation insurance. This Agreement contemplates the personal services of the CONTRACTOR and the CONTRACTOR'S employees, and it is recognized by the parties that a substantial inducement to the CITY for entering into this Agreement was, and is, the professional reputation and competence of the CONTRACTOR and its employees. Neither this Agreement nor any interest herein may be assigned by the CONTRACTOR without the prior written consent of the CITY. Nothing herein contained is intended to prevent the CONTRACTOR from employing or hiring as many employees, or SUBCONTRACTORS, as the CONTRACTOR may deem necessary for the proper and efficient performance of this Agreement. All agreements by CONTRACTOR with its SUBCONTRACTOR(S) shall', require the SUBCONTRACTOR(S) to adhere to the applicable terms of this Agreement. 9. CONTROL. Neither the CITY nor its officers, agents, or employees shall have any control over the conduct of the CONTRACTOR or any of the CONTRACTOR'S employees, except as herein set forth, and the CONTRACTOR or the CONTRACTOR'S agents, servants, or employees are not in any manner agents, servants, or employees of the CITY, it being understood that the CONTRACTOR its agents, servants, and employees are as to the CITY wholly independent CONTRACTOR, and that the CONTRACTOR'S obligations to the CITY are solely such as are prescribed by this Agreement. 10. COMPLIANCE WITH APPLICABLE LAW. The CONTRACTOR, in the performance of the services to be provided herein, shall comply with all applicable state and 3 Cay's Standard Agreement -2011 revision federal statutes and regulations, and all applicable ordinances, rules, and regulations of the City of National City, whether now in force or subsequently enacted. The CONTRACTOR and each of its SUBCON I'RACTOR(S), shall obtain and maintain a current City of National City business license prior to and during performance of any work pursuant to this Agreement. 11. LICENSES, PERMITS,ETC. The CONTRACTOR represents and covenants that it has all licenses, permits, qualifications, and approvals of whatever nature that are legally required to practice its profession. The CONTRACTOR represents and covenants that the CONTRACTOR shall, at its sole cost and expense, keep in effect at all times during the term of this Agreement, any license, permit, or approval which is legally required for the CONTRACTOR to practice its profession. 12. STANDARD OF CARE! A. The CONTRACTOR, in performing any services under this Agreement, shall perform in a manner consistent with that level of care and skill ordinarily exercised by members of the CONTRACTOR'S trade or profession ctuxently practicing under similar conditions and in similar locations. The CONTRACTOR shall take all special precautions necessary to protect the CONTRACTOR'S employees and members of the public from risk of harm arising out of the nature of the work and/or the conditions of the work site. B. Unless disclosed in writing prior to the date of this Agreement, the CONTRACTOR warrants to the CITY that it is not now, nor has it for the five (5) years preceding, been debarred by a governmental agency or involved in debarment, arbitration or litigation proceedings concerning the CONTRACTOR'S professional performance or the furnishing of materials or services relating thereto. C. The CONTRACTOR is responsible for identifying any unique products, treatments, processes or materials whose availability is critical to the success of the project the CONTRACTOR has been retained to perform, within the time requirements of the CITY, or, when no time is specified, then within a commercially reasonable time. Accordingly, unless the CONTRACTOR has notified the CITY otherwise, the CONTRACTOR warrants that all products, materials, processes or treatments identified in the project documents prepared for the CITY are reasonably commercially available. Any failure by the CONTRACTOR to use due diligence under this sub -paragraph will render the CONTRACTOR liable to the CITY for any increased costs that result from the CITY'S later inability to obtain the specified items or any reasonable substitute within a price range that allows for project completion in the time frame specified or, when not specified, then within a commercially reasonable time. 13. NON-DISCRIMINATION PROVISIONS. The CONTRACTOR shall not discriminate against any employee or applicant for employment because of age, race, color, ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or medical condition. The CONTRACTOR will take positive action to insure that applicants are employed without regard to their age, race, color, ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or medical condition. Such action shall include but not be limited to the following: employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training. including apprenticeship. The CONTRACTOR agrees to post in City's Standard Apeeu,ent -2011 revision conspicuous places available to employes and applicants for employment any notices provided by the CITY setting forth the provisions of this non-discrimination clause. 14. CONFIDENTIAL INFORMATION. The CITY may from time to time communicate to the CONTRACTOR certain confidential information to enable the CONTRACTOR to effectively perform the services to be provided herein. The CONTRACTOR shall treat all such information as confidential and shall not disclose any part thereof without the prior written consent of the CITY. The CONTRACTOR shall limit the use and circulation of such information, even within its own organization, to the extent necessary to perform the services to be provided herein. The foregoing obligation of this Section 13, however, shall not apply to any part of the information that (i) has been disclosed in publicly available sources of information; (ii) is, through no fault of the CONTRACTOR, hereafter disclosed in publicly available sources of information; (iii) is already in the possession of the CONTRACTOR without any obligation of confidentiality; or (iv) has been or is hereafter rightfully disclosed to the CON TRACTOR by a third party, but only to the extent that the use or disclosure thereof has been or is rightfully authorized by that third party. The CONTRACTOR shall not disclose any reports, recommendations, conclusions or other results of the services or the existence of the subject matter of this Agreement without the prior written consent of the CITY. In its performance hereunder, the CONTRACTOR shall comply with all legal obligations it may now or hereafter have respecting the information or other property of any other person, firm or corporation. CONTRACTOR shall be liable to CITY for any damages caused by breach of this condition, pursuant to the provisions of Section 14. 15. INDEMNIFICATION AND HOLD HARMLESS. The CONTRACTOR agrees to defend, indemnify and hold harmless the City of National City, its officers and employees, against and from any and all liability, loss, damages to property, injuries to, or death of any person or persons, and all claims, demands, suites, actions, proceedings, reasonable attorneys' fees, and defense costs, of any kind or nature, including workers' compensation claims, of or by anyone whomsoever, resulting from or arising out of the CONTRACTOR'S performance or other''; obligations under this Agreement; provided, however, that this indemnification and hold harmless shall not include any claims or liability arising from the established sole nee igence or willful misconduct of the City, its agents, officers, or employees. The indemnity, defense, and hold harmless obligations contained herein shall survive the termination of this Agreement for any alleged or actual omission, act, or negligence under this Agreement that occurred during the term of this Agreement. 16. WORKERS' COMPENSATION, The CONTRACTOR shall comply with all of the provisions of the Workers' Compensation Insurance and Safety Acts of the State of California, the applicable provisions of Division 4 and 5 of the California Government Code and all amendments thereto; and all similar State or federal acts or laws applicable; and shall indemnify, and hold harmless the CITY and its officers, and employees from and against all claims, demands, payments, suits, actions, proceedings, and judgments of every nature and 5 City's Standard Agreement —2011 revision description, including reasonable attomey's fees and defense costs presented, brought or recovered against the CITY or its officers, employees, or volunteers, for or on account of any liability under any of said acts which may be incurred by reason of any work to be performed by the CONTRACTOR under this Agreement. 17. INSURANCE. The CONTRACTOR, at its sole cost and expense, shall purchase and maintain, and shall require its SUBCONTRACTOR(S), when applicable, to purchase and maintain throughout the term of this Agreement, the following checked insurance policies: A. U If checked. Professional Liability Insurance (errors and omissions) with minimum limits of $1,000,000 per occurrence. B. Automobile Insurance covering all bodily injury and property damage incurred during the performance of this Agreement, with a minimum coverage of $1,000,000 combined single limit per accident. Such automobile insurance shall include owned, non -owned, and hired vehicles ("any auto"). The policy shall name the CITY and its officers, agents and employees as additional insureds, and a separate additional insured endorsement shall be provided. C. Commercial General Liability Insurance, with minimum limits of $2,000,000 per occurrence and $4,000,000 aggregate, covering all bodily injury and property damage arising out of its operations under this Agreement. The policy shall name the CITY and its officers, agents and employees as additional insureds, and a separate additional insured endorsement shall be provided. The general aggregate limit must apply solely to this "project" or "location". D. Workers' Compensation Insurance in an amount sufficient to meet statutory requirements covering all of CONTRACTOR'S employees and employers' liability insurance with limits of at least $1,000,000 per accident.In addition, the policy shall be endorsed with a waiver of subrogation in favor of the City. Said endorsement shall be provided prior to commencement of work under this Agreement. If CONTRACTOR has no employees subject to the California Workers' Compensation and Labor laws, CONTRACTOR shall execute a Declaration to that effect. Said Declaration shall be provided to CONTRACTOR by CITY. E. The aforesaid policies shall constitute primary insurance as to the CITY, its officers, employees, and volunteers, so that any other policies held by the CITY shall not contribute to any loss under said insurance. Said policies shall provide for thirty (30) days prior written notice to the CITY of cancellation or material change. F. If required insurance coverage is provided on a "claims made" rather than "occurrence" form, the CONTRACTOR', shall maintain such insurance coverage for three years after expiration of the term (and any extensions) of this Agreement. In addition, the "retro" date must be on or before the date of this Agreement. G. Insurance shall be written with only California admitted companies that hold a current policy holder's alphabetic and financial size category rating of not less than A VIII according to the current Best's Key Rating Guide, or a company equal financial stability that is approved by the CITY'S Risk Manager. In the event coverage is provided by non -admitted "surplus lines" carriers, they must be included on the most recent California List of Eligible Surplus Lines Insurers (LESLI list) and otherwise meet rating requirements. 6 City's standard Agreement -2011 revision H. This Agreement shall not take effect until certificate(s) or other sufficient proof that these insurance provisions have been complied with, are filed with and approved by the CITY'S Risk Manager. If the CONTRACTOR does not keep all of such insurance policies in full force and effect at all times during the terms of this Agreement, the CITY may elect to treat the failure to maintain the requisite insurance as a breach of this Agreement and terminate the Agreement as provided herein. I. All deductibles and self -insured retentions in excess of $10,000 must be disclosed to and approved by the CITY. 18. LEGAL FEES. If any party brings a suit or action against the other party arising from any breach of any of the covenants or agreements or any inaccuracies in any of the representations and warranties on the part of the other party arising out of this Agreement, then in that event, the prevailing party in such action or dispute, whether by final judgment or out -of - court settlement, shall be entitled to have and recover amid from the other party all costs and expenses of suit, including attorneys' fees. For purposes of determining who is to be considered the prevailing party, it is stipulated that attorney's fees incurred in the prosecution or defense of the action or suit shall not be considered in determining the amount of the judgment or award. Attorney's fees to the prevailing party if other than the CITY shall, in addition, be limited to the amount of attorney's fees incurred by the CITY in its prosecution or defense of the action, irrespective of the actual amount of attorney's fees incurred by the prevailing party. 19. MEDIATION/ARBITRATION. If a dispute arises out of or relates to this Agreement, or the breach thereof, the parties agree first to try, in good faith, to settle the dispute by mediation in San Diego, California, in accordance with the Commercial Mediation Rules of the American Arbitration Association (the "AAA") before resorting to arbitration. The costs of mediation shall be borne equally by the parties. Any controversy or claim arising out of, or relating to, this Agreement, or breach thereof, which is not resolved by mediation shall be settled by arbitration in San Diego, California, in accordance with the Commercial Arbitration Rules of the AAA then existing. Any award rendered shall be final and conclusive upon the parties, and a judgment thereon may be entered in any court having jurisdiction over the subject matter of the controversy. The expenses of the arbitration shall be borne equally by the parties to the arbitration, provided that each party shall pay for and bear the costs of its own experts, evidence and attorneys' fees, except that the arbitrator may assess such expenses or any part thereof against a specified party as part of the arbitration award. 20. TERMINATION. A. This Agreement may be terminated with or without cause by the CITY. Termination without cause shall be effective only upon 60-day's written notice to the CONTRACTOR. During said 60-day period the CONTRACTOR shall perform all services in accordance with this Agreement. B. This Agreement may also be terminated immediately by the CITY for cause in the event of a material breach ofthis Agreement, misrepresentation by the CONTRACTOR in connection with the formation of this Agreement or the performance of services, or the failure to perform services as directed by the CITY. 7 Ciry's Standard Agreement —2011 revision C. Termination with or without cause shall be effected by delivery of written Notice of Termination to the CONTRACTOR as provided for herein. D. In the event of termination, all finished or unfinished Memoranda Reports, Maps, Drawings, Plans, Specifications and other documents prepared by the CONTRACTOR, whether paper or electronic, shall immediately become the property of and be delivered to the CITY, and the CONTRACTOR shall be entitled to receive just and equitable compensation for any work satisfactorily completed on such documents and other materials up to the effective date of the Notice of Termination, not to exceed the amounts payable hereunder, and less any damages caused the CITY by the CONTRACTOR'S breach, if any. Thereafter, ownership of said written material shall vest in the CITY all rights set forth in Section 6. E. The CITY further reserves the right to immediately terminate this Agreement upon: (1) the filing of a petition in bankruptcy affecting the CONTRACTOR; (2) a reorganization of the CONTRACTOR for the benefit of creditors; or (3) a business reorganization, change in business name or change in business status of the CONTRACTOR. 21. NOTICES. All notices or other communications required or permitted hereunder shall be in writing, and shall be personally delivered; or sent by overnight mail (Federal Express or the like); or sent by registered or certified mail, postage prepaid, return receipt requested; or sent by ordinary mail, postage prepaid; or telegraphed or cabled; or delivered or sent by telex, telecopy, facsimile or fax; and shall be deemed received upon the earlier of (i) if personally delivered, the date of delivery to the address of the person to receive such notice, (ii) if sent by overnight mail, the business day following its deposit in such overnight mail facility, (iii) if mailed by registered, certified or ordinary mail, five (5) days (ten (10) days if the address is outside the State of California) after the date of deposit in a post office, mailbox, mail chute, or other like facility regularly maintained by the United States Postal Service, (iv) if given by telegraph or cable, when delivered to the telegraph company with charges prepaid, or (v) if given by telex, telecopy, facsimile or fax, when sent. Any notice, request, demand, direction or other communication delivered or sent as specified above shall be directed to the following persons: To CITY: Rick Hernandez Facilities Maintenance Supervisor, City of National City Public Works 2100 Hoover Avenue National City, CA 91950 To CONTRACTOR: Krystal Abbott Project Manager KONE INC. 9850 Businesspark Ave. San Diego, Ca. 92131 Notice of change of address shall be given by written notice in the manner specified in this Section. Rejection or other refusal to accept or the inability to deliver because of 8 City's Standard Agreement —2011 revision changed address of which no notice was given shall be deemed to constitute receipt of the notice, demand, request or communication sent. Any notice, request, demand, direction or other communication sent by cable, telex, telecopy, facsimile or fax must be confirmed within forty- eight (48) hours by letter mailed or delivered as specified in this Section. 22. CONFLICT OF INTEREST AND POLITICAL REFORM ACT OBLIGATIONS. During the term of this Agreement, the CONTRACTOR shall not perform services of any kind for any person or entity whose interests conflict in any way with those of the City of National City. The CONTRACTOR also agrees not to specify any product, treatment, process or material for the project in which the CONTRACTOR has a material financial interest, either direct or indirect, without first notifying the CITY, of that fact. The CONTRACTOR shall at all times comply with the terms of the Political Reform Act and the National City Conflict of Interest Code. The CONTRACTOR shall immediately disqualify itself and shall not use its official position to influence in any way any matter coming before the CITY in which the CONTRACTOR has a financial interest as defined in Government Code Section 87103. The CONTRACTOR represents that it has no knowledge of any financial interests that would require it to disqualify itself from any matter on which it might perform services for the CITY. ❑ If checked, the CONTRACTOR shall comply with all of the reporting requirements of the Political Reform Act and the National City Conflict of Interest Code. Specifically, the CON TRACTOR shall file a Statement of Economic Interests with the City Clerk of the City of National City in a timely manner on forms which the CONTRACTOR shall obtain from the City Clerk. The CONTRACTOR shall be strictly liable to the CITY for all damages, costs or expenses the CITY may suffer by virtue of any violation of this Paragraph 22 by the CONTRACTOR. 23. PREVAILING WAGES. State prevailing wage rates may apply to work performed under this Agreement. State prevailing wages rates apply to all public works contracts as set forth in California Labor Code, including but not limited to, Sections 1720,1720.2, 1720.3, 1720.4, and 1771. CONTRACTOR is solely responsible to determine if State prevailing wage rates apply and, if applicable, pay such rates in accordance with all laws, ordinances, rules, and regulations. 24. MISCELLANEOUS PROVISIONS. A. Computation of Time Periods. If any date or time period provided for in this Agreement is or ends on a Saturday, Sunday or federal, state or legal holiday, then such date shall automatically be extended until 5:00 p.m. Pacific Time of the next day which is not a Saturday, Sunday or federal, state, or legal holiday. B. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, but all of which, together, shall constitute but one and the same instrument. C. Captions. Any captions to, or headings of, the sections or subsections of this Agreement are solely for the convenience of the parties hereto, are not a part of this 9 Cay's Standard Agccement —201 J rCvis100 Agreement, and shall not be used for the l interpretation or determination of the validity of this Agreement or any provision hereof. D. No Obligations to. Third Parties. Except as otherwise expressly provided herein, the execution and delivery of this Agreement shall not be deemed to confer any rights upon, or obligate any of the parties hereto, to any person or entity other than the parties hereto. E. Exhibits and Schedules. The Exhibits and Schedules attached hereto are hereby incorporated herein by this reference for all purposes. F. Amendment to this Agreement. The terms of this Agreement may not be modified or amended except by an instrument in writing executed by each of the parties hereto. G. Waiver. The waiver or failure to enforce any provision of this Agreement shall not operate as a waiver of any future breach of any such provision or any other provision hereof. H. Applicable Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California. I. Audit. If this Agreement exceeds ten -thousand dollars ($10,000), the parties shall be subject to the examination and audit of the State Auditor for a period of three (3) years after final payment under the Agreement, per Government Code Section 8546.7. J. Entire Agreement.', This Agreement supersedes any prior agreements, negotiations and communications, oral or written, and contains the entire agreement between the parties as to the subject matter hereof. No subsequent agreement, representation, or promise made by either party hereto, or by or to an employee, officer, agent or representative of any party hereto shall be of any effect unless it is in writing and executed by the party to be bound thereby. K. Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the successors and assigns of the parties hereto. L. Construction. The parties acknowledge and agree that (i) each party is of equal bargaining strength, (ii) each party has actively participated in the drafting, preparation and negotiation of this Agreement, (iii) each such party has consulted with or has had the opportunity to consult with its own, independent counsel and such other professional advisors as such party has deemed appropriate, relative to any and all matters contemplated under this Agreement, (iv) each party and such party's counsel and advisors have reviewed this Agreement, (v) each party has agreed to enter into this Agreement following such review and the rendering of such advice, and (vi) any rule or construction to the effect that ambiguities are to be resolved against the drafting party shall not apply in the interpretation of this Agreement, or any portions hereof, or any amendments hereto. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first above written. Signature Page to Follow -- City's standard Agreement —2011 revision CITY OF NATIONAL CITY Leslie Deese City Manager ROVED AS TO FORM: C City A va I KONE INC. (Corporation — signatures of Iwo corporate officers required) By: By: (Name) Tom- soil (Print) (Title) (Name) Chae i P. ('x).u_sch (Print) Cl COI (° 00r1%0 H-er e'Cf S i.c r P (Title) City's Standard Agreement —2011 revision Attachment A. KONE Ine Pro osal to Supply Services under the U.S. Communities Program Utilizing the Terms and Conditions of the City and Co my of Denver Master Contract (Referee PC 94002 Dated 10-28-08) PROPOSED UNIT$ 8c EOUIPMENT *CMG: Location Address NATIONAL CITY CIVIC CENTER NATIONAL CITY FIRE DEPARTMENT NATIONAL CITY LIBRARY NATIONAL CITY POLICE DEPARTME 923 A AVE. (KIMBALL HOUSE) MONTHLY F[RE SERVICE TESTING TOTAL MONTHLY PRICE = $1.065.00 T D Elevator Escalators Other Monthly Mcklg 1 2 1 **CONTRACT INCLUDES ADDITION INSURED 3 UNITS S 185.00 $185.00 S370.00 $185.00 1 $35.00 $105.00 **KONE TO PROVIDE ANNUAL TE G AT A DISCOUNTED PRICE. 15% DISCOUNT ON ANNUAL TESTING **KRMS-Elevator Phone Monitoring **Requires execution and completion on the CIS (Customer Information Sheet) before phones can be programmed to KONE. APPLICABLE LAW This Agreement shall be construed and enforced in accordance with, and the validity and performance of shall be governed by, the laws of the State of CALIFORNIA. RIDER NO. 1 The parties hereby agree to be bound to the terms contained in the Agreement between KONE Inc. and City of National City dated July 10, 2013 (the "Agreement"), together with those terms contained in this Rider. Provided, however, that notwithstanding any terms contained in the Agreement to the contrary, in the event of conflict between terms contained in the Agreement and terms contained in this Rider No. 1, the terms in this Rider shall supersede and prevail. 1. 1J. ;ti,, 1, ty shall f,e lift4c 4'er con Jcguerr}inl dmmugci. --4S;;:1- 2. Add the following language as clarification: "Contractor shall not be liable for damage or delay caused directly or indirectly by embargoes, strikes, lockouts, work interruption or other labor dispute, fire. theft, floods, epidemic or pandemic, or any cause beyond Contractor's control. raft) -not oubordinatod to Contract r." 4. Article 17: Delete the additional insured and waiver of subrogation requirements. In lieu thereof, Contractor will provide an Owners and Contractors Protective Liability Policy, which lists the City as Named Insured. Limits to be $5,000.000. 5. Article 171: As clarification, KONE Inc. carries a $2,000,000 deductible for Auto and Workers Compensation and $10,000,000 for General Liability. 6. Article 4: In the last sentence delete "Krystal Abbott" and replace with "Maria Ramirez." ACCEPTED: CITY OF NATIONAL CITY KONE INC. BY: BY: TITLE: DATE: KONE CONTRACT # 40030918 Q.S.F. 3.11.1.1 Rev 3 (11 /01) JEFF BLUM TITLE: SENIOR VICE PRESIDENT DATE: July 24, 2013 ACO' EP DATE (MMNWYYTY) CERTIFICATE OF LIABILITY INSURANCE 12/17/2013 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 Aon Risk Services Central, Inc. Chicago IL Office 200 East Randolph Chicago, IL 60601 KONE Inc. Attn: insurancerequests©kone.com One KONE Court Moline IL 61265 CONTACT NAME: Aon Client Servlcea PHONE (A1C No Ed): 866-283-7122 [FAX INC.No): 547-953-5390 EMAIL ADDRESS: INSURERS) AFFORDING COVERAGE INSURER A : Old Republic Insurance Comna y INSURER 8 : NAIC 24147 INSURER C : INSURER 0 : INSURER E : INSURER F: COVERAGES • NUMBS v�cv.ri R,:.7te,vR R: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POUCY 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. IL(TSRR TYPE OF INSURANCE ADDL ,JNSR SLR WVD POUCYNUMBER POLICY EFF (MMJDD,YYYY) POLICY EXP (MMIOD/YYYY) UNITS A GENE.RALUA&LJTY ✓ COMMERCIAL GENERAL LIABILITY MVVZY57732 1/1/2014 1/1/2015 EACH $ 10,000,000 pPREMEaEam Oenae) $ 10,000,000 CLAIMS -MADE I ✓ I OCCUR MED EXP (My me person) $ 0 PERSONAL. & ADV INJURY $ 10,000,000 GENERAL AGGREGATE $ 10,000,000 GEN'L AGGREGATE LIMIT APPLIES PER —7 POLICY n Q n LOC PRODUCTS - COMPIOP AGG S 10,000,000 $ A AUTOMOBILEUABIIJTY ✓ ANY AUTO ALL OWNED SCHEDULED MWTB20018 1/1/2014 1/1/2015 CO BIN D(EaSINGLEUMR $ 2,000,000 BODILY INJURY (Per peep.) $ BODILY INJURY (Per accident) $ (P9rr $ 3 S UMBRELLA LAB EXCESS use OCCUR CLAIMS -MADE EACH OCCURRENCE $ AGGREGATE $ DEO _ RETENTION $ $ A A AND EMLIABILITYPLOYERS' ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory In NH) If yes, describe under Y/N N N/A MWC 11539706 (AOS) MWXS 82206 (OH) 1/1/2014 1/1/2014 1/1/2015 1/1/2015 WC LIMIT LIMITS E.L.TORY EACH ACCIDENT $ 2,000,000 $ 2.000,000 S 2,000,000 EL DISEASE - EA EMPLOYEE EL DISEASE- POLICY UMIT DESCRIPTION OF OPERATIONS/ LOCATIONS 1 VEHICLES (Attach ACORD 101, Additional Remarks Schedule, If more space is required) Contract No. 40030918 - ProjecULocation: National City Civic Center, National City Fire Department, National Cty Library National City CA CERTIFICATE HOLDER CANCELLATION City of National City c/o Risk Manger 140 East 12th 5t., Suite A National City CA 91950-4301 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE 47 boa 41411riaCG'f.ug s1KlC, Aon Risk Services Central, Inc. ACORD 25 (2010/05) 4D1988-2010 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD ^catia%'N D.: l�ya �ss;� Q.^edT coDn: oo0-U.S. o V ecJ,ieePnrr e�,r 12/17/,2Gla �:.1'/:44 u4.Page .?c}^��QQ POLICY NUMBER MWZY 37677 RENEWAL OF NUMBER NAMED INSURED AND MAILING ADDRESS CITY OF NATIONAL CITY 2100 HOOVER AVENUE NATIONAL CITY, CA 91950 POUCY PERIOD: From Location of Covered Operations: Designated Contractor. Mailing Address: 01/0/2008 OWNERS AND CONTRACTORS PROTECTIVE LIABILITY DECLARATIONS OLD REPUBLIC INSURANCE COMPANY 4 OLD REPIBLIC * i * * Inaurane. Ceinpanti POUCY HOLDER SERVICE OFFICE OId Republic Risk Management, Inc. 445 South Moorland Road, Suite 300 Brookfield, WI 53005 (877) 797-3400 to 12/31/2013 CITY OF NATIONAL CITY VARIOUS LOCATIONS NATIONAL CITY, CA KONE INC. ONE KONE COURT, MOLINE, IL 61265 PRODUCER Aon Risk Services, Inc. of Ilinois 200 E. Randolph St Chicago, IL 60601 at 12:01 A.M. Standard Time at your mailing address shown above. IN RETURN FOR THE PAYMENT OF THE PREMIUM AND SUBJECT TO ALL THE TERMS OF THIS POLICY, WE AGREE WITH YOU TO PROVIDE THE INSURANCE AS STATED IN THIS POLICY. LIMI r J UI- INJURANUE Each Occurrence Limit $ 2.000.000 Aggregate Umit $ 2,000,000 DESCRIPTION OF BUSINESS Form of Business: ❑ Corporation • Individual ❑ Joint Ventura ❑ Partnership ❑ Limited Liability Company Organization (Other than one indicated above) Business Description: OWNER CLASSIFICATION AND PREMIUM -SUBJECT TO AUDIT Classification Code No. Premium Rate Per Base 1000 of Cost Advance Premium $ 64,835 $ Included Audit Period (If applicable) State Tax/Other (if applicable) Total Advance Premium Premium shown is payable $ at inception $ $ FORMS AND ENDORSEMENTS Forms and Endorsements applying to this Coverage Part and made part of this policy at time of issue: See Attached for List of Forms/Endorsements Countersigned: 09J10/2008 By Authorized Representative POLICY IDENTIFICATION DECLARATIONS - GENERAL LIABILITY POLICY MWZY 57677 FORMS AND ENDORSEMENTS (Page 1 of 1) FORMS AND ENDORSEMENTS ATTACHED TO THIS POLICY AT INCEPTION Endt No. SCHEDULE OF COVERAGE PARTS CG00091207 Owners and Contractors Protective Liability Coverage Form -Coverage for Operations of Designated Conic uitor SCHEDULE OF ENDORSEMENTS Form No. Description 1 CL 177 Quick Reference OCP Liability Coverage Part 2 CG 0091207 OCP Liability Coverage Form 3 PIL 0081203 Economic and Trade Sanctions Condition 4 CG 29511207 Employment -Related Practices Exclusion 5 PGL 0041103 Asbestos Exclusion Endorsement 6 PGL 0231103 Lead Exclusion Endorsement 7 PGL 0441103 Total Pollution Exclusion Witte a Hostile Fire Exception 8 CG 33700305 Silica or Silica -Related Dust Exclusion 9 CG 31311204 Fungi Or Bacteria Exclusion 10 IL 00210702 Nuclear Energy Liability Exclusion Endorsement (Broad Form) 11 CG EN GN 00060203 Total Exclusion of Certified Acts of Terrorism and Other Acts of Terrorism 12 CG 29050705 Illinois Changes - Cancellation And Nonrenewal 13 IL 01620406 Illinois Changes - Defense Costs 14 PGL 0591204 Total Pollution Exclusion with a Building Heating, Cooling and Dehumidifying Equipment Exception and a Hostile Fire Exception This declaration and the coverage form(s) and endorsements, if any, listed above and attached, complete this policy. Countersigned at: Authorized Agent Date: 04n0naos OLD REPUBLIC INSURANCE COMPANY DECLARATIONS - GENERAL LIABILITY POLICY POLICY IDENTIFICATION MWZY 57677 FORMS AND ENDORSEMENTS (Page 1 of 1) FORMS AND ENDORSEMENTS ATTACHED TO THIS POLICY AT INCEPTION STATE California FORM NO. CG28051001 CG29101104 CG 32 34 01 05 IL00030907 1L00030702 DESCRIPTION Personal Injury Liability California Changes - Cancellation and Non Renewal California Changes Calculation of Premium Calculation of Premium This declaration and the coverage form(s) and endorsements, if any, listed above and attached, complete this policy. COUNTERSIGNED AT: AUTHORIZED AGENT: DATE: pate LD-2A48a (Ed. 3/87) Hinted in U.S.A. AA067266a THIS FORM IS NOT APPLICABLE IN LA, ME, MI COMMERCIAL GENERAL LIABILITY CG28051001 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PERSONAL INJURY LIABILITY This endorsement modifies insurance provided under the following: OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART A. The heading for Section 1— Coverages — Bodily Injury And Property Damage Liability is revised as follows: SECTION 1— COVERAGES COVERAGE A — BODILY INJURY AND PROPERTY DAMAGE LIABILITY B. The fallowing exclusion is added to Paragraph 2. of Section I — Coverage A — Bodily injury And Property Damage Liability: 2. Exclusions This insurance does not apply to: PERSONAL INJURY "Bodily injury" arising out of "personal injury". C. The following is added to Section I — Coverages: COVERAGE B — PERSONAL INJURY LIABILITY 1. Insuring Agreement a. We will pay those sums that the insured becomes legally obligated to pay as dam- ages_because of "personal injury" to which this insurance applies. We will have the right and duty to defend the insured against any "sue seeking those damages. How- ever, we will have no duty to defend the in- sured against any "suit" seeking damages for "personal injury" to which this insurance does not apply. We may, at our discretion, investigate any offense and settle any claim or "suit" that may result But (1) The amount we will pay for damages is limped as described In Section III — Limits Of insurance; and (2) Our right and duty to defend end when we have used up the applicable limit of insurance in the payment of judgments or settlements. No other obligation or liability to pay sums or perform acts or services is covered unless explicitly provided for under Sup- plementary Payments. b. This insurance applies to "personal injury" caused by an offense arising out of opera- tions performed for you by the "contractor" at the location specified in the Declarations, but only if the offense was committed dur- ing the policy period. 2. Exclusions This insurance does not apply to: a. 'Personal injury": (1) Caused by or at the direction of the insured with the knowledge that the act would violate the rights of another and would inflict "personal injury"; (2) Arising out of a criminal act committed by or at the direction of the insured; For which the insured has assumed liability in a contract or agreement. This exclusion does not apply to liability for damages that the insured would have in the absence of the contract or agree- ment or (4) Arising out of the actual, alleged or threatened discharge, dispersal, seep- age, migration, release or escape of "pollutants" at any time. b. Any loss, cost or expense arising out of (3) any: (1) Request, demand or order that any insured or others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of 'pollutants"; or (2) Claim or suit by or on behalf of a gov- ernmental authority for damages be- cause of testing for, monitoring, cleaning up, removing, containing, treating, de- toxifying or neutralizing, or in any way responding to, or assessing the effects of "pollutants". D. Paragraphs 2. and 3. of Section 111 — Limits Of insurance are replaced by the following: 2. The Aggregate Limit is the most we will pay for the sum of damages because of all "bodily in- jury", "property damage" and "personal injury". 3. Subject to 2. above, the Each Occurrence Limit is the most we will pay for the sum of damages because of all "bodily Injury" and "property damage" arising out of any one "occurrence" and all "personal injury" sustained by any one person or organization. E. Paragraph 4., of the Duties In The Event Of Oc- currence, Claim Or Suit under Section IV — Conditions is replaced by the following: 4. Duties In The Event Of Occurrence, Offense, Claim Or Suit a. You must see to it that we are notified as soon as practicable of an "occurrence" or an offense which may result in a claim. To the extent possible, notice should include: (1) How, when and where the "occurrence" or offense took place; (2) The names and addresses of any in- jured persons and witnesses; and (3) The nature and location of any injury or damage arising out of the "occurrence" or offense. b. If a claim is made or "suit" is brought against any insured, you must (1) Immediately record the specifics of the claim or "suit" and the date received; and (2) Notify us as soon as practicable. You must see to It that we receive written notice of the claim or "suit" as soon as prac- ticable. c. You and any other involved insured must: Immediately send us copies of any demands, notices, summonses or legal papers received in connection with the claim or "suit". (2) Authorize us to obtain records and other information; Cooperate with us in the investigation or settlement of the claim or- defense against the "suit"; and (4) Assist us, upon our request, in the en- forcement of any right against any per- son or organization which may be liable to the insured because of injury or darn - age to which the insurance may also apply. d. No insured will, except at the insured's own cost, voluntarily make a payment, assume any obligation, or incur any expense, other than for first aid, without our consent. F. The definition of "sufi" in Section V — Definitions is replaced by the following: 14. "Sur means a civil proceeding, brought.in the United States of America (including its territo- ries and possessions), Puerto Rico or Canada, in which damages because of "bodily injury", "property damage" or "personal injury" to which this insurance applies are alleged. "Sul? in- cludes: a. An arbitration proceeding in which such damages are claimed and to which the in- sured must submit or does submit with our consent; or b. Any other alternative dispute resolution proceeding In which such damages are claimed and to which the Insured submits with our consent. G. The following is added to Section V — Defini- tions: -Personal injury" means injury, including conse- quential "bodily injury", arising out of the offenses . . of false arrest, detention or imprisonment. (1) (3) COMMERCIAL GENERAL LIABILITY CG 291011 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CALIFORNIA CHANGES - CANCELLATION AND NONRENEWAL This endorsement modifies insurance provided under the following: OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART A. Paragraph 2.b. of Conditions (Section IV) is replaced by the following: 2. Cancellation b. All Policies In Effect For 60 Days Or Less if this policy has been in effect for 60 days or less, and is not a renewal of a policy we have previously issued, we may cancel this policy by mailing or delivering to the first Named insured, the producer of record. and the "contractor" advance written notice of cancellation, stating the reason for cancel- lation, at least. (1) 10 days before the effective date of cancellation if we cancel for: (a) Nonpayment of premium; or (b) Discovery of fraud by: (I) Any insured or his or her repre- sentative in obtaining this insur- ance; or (ii) You or your representative in pursuing a claim under this pol- icy. (2) 30 days before the effective date of cancellation tf we cancel for any other reason. B. The following is added to the Cancellation Condi- tion of (Section IV — Conditions): g. Policies In Effect For More Than 60 Days (1) If this policy has been in effect for more than 60 days, or Is a renewal of a policy we issued, we may cancel this policy only upon the occurrence, after the ef- fective date of the policy, of one or more of the following: (a) Nonpayment of premium, including payment due on a prior policy we is- sued and due during the current pol- icy term covering the same risks. (e) (b) Discovery of fraud or material mis- representation by: (I) Any insured or his or her repre- sentative in obtaining this insur- ance; or (II) You, your representative, or the "contractor" in pursuing a claim under this policy. (c) A judgment by a court or an adminis- trative tribunal that you or the "con- tractor" 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. (d) Discovery of willful or grossly negli- gent acts or omissions, or of any vio- lations of state laws or regulations establishing safety standards, by you, your representative, or the "con- tractor" which materially increase any of the risks insured against. Failure by you, your representative, or the "contractor to implement rea- sonable loss control requirements, agreed to by you as a condition of policy Issuance, or which were con- ditions precedent to our use of a par- ticular rate or rating plan, if that fail- ure materially increases any of the risks insured against. (f) A determination by the Commis- sioner of Insurance that the: (i) Loss of, or changes in, our rein- surance covering a or part of the risk would threaten our financial integrity or solvency; or (II) Continuation of the policy cover- age would place us in violation of California law or the laws of the state where we are domiciled; or threaten our solvency. (g) A change by you, your representa- tive, or the "contractor" in the activi- ties or property of the commercial or industrial enterprise, which results in a materially added, increased or changed risk, unless the added, in- creased or changed risk is included in the policy. (2) We will mail or deliver advance written notice of cancellation, stating the reason for cancellation, to the first Named In- sured, the producer of record, and the "contractor" at least (a) 10 days before the effective date of cancellation if we cancel for non- payment of premium or discovery of fraud; or (b) 30 days before the effective date of cancellation if we cancel for any other reason listed in Paragraph 9•(1). C. The following is added and supersedes any provi- sions to the contrary: NONRENEWAL 1. If we decide not to renew this policy, we will mail or deliver written notice stating the reason for nonrenewat to the first Named Insured shown in the Declarations, the producer of re- cord, and the "contractor", at the respective mailing addresses last known to us, at Least 60 days but not more than 120 days before the expiration or anniversary date. 2. We are not required to send notice of nonre- newal in the following situations: a. If the transfer or renewal of a policy, without any changes in terms, conditions, or rates, is between us and a member of our insur- ance group. b. If the policy has been extended for 90 days or fess, provided that notice has been given in accordance with Paragraph C.1. c. If the first Named Insured and the "contrac- tor" have obtained replacement coverage, or if the first Named Insured and the "con- tractor" have agreed, in writing, within 60 days of the termination of the policy, to ob- tain that coverage. d. If the policy is for a period of no more than 60 days and the first Named Insured and the "contractor" are notified at the time of issuance that it will not be renewed. e. If the first Named Insured and the "contrac- tor" request a change in the terms or condi- tions or risks covered by the policy within 60 days of the end of the policy period. f. If we have made a written offer to the first Named Insured and the "contractor", in ac- cordance with the timeframes shown in Paragraph C.1., to renew the policy under changed terms or conditions or at an in- creased premium rate, when the increase exceeds 25%. nn en en 44 nA COMMERCIAL GENERAL LIABILITY CG 32 34 01 05 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CALIFORNIA CHANGES This endorsement modifies Insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART ELECTRONIC DATA LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART PRODUCT WITHDRAWAL COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART UNDERGROUND STORAGE TANK POLICY The term "spouse" is replaced by the following: Spouse or registered domestic partner under California law. THIS FORM IS NOT APPLICABLE IN MN, NE, NY, PR, TX IL00030702 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CALCULATION OF PREMIUM This endorsement modifies insurance provided under the following: BOILER AND MACHINERY COVERAGE PART 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 FARM COVERAGE PART LIQUOR LIABILITY COVERAGE PART OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART PRODUCTS/COMPLE1 EU OPERATIONS LIABILITY COVERAGE PART PROFESSIONAL LIABILITY COVERAGE PART RAILROAD PROTECTIVE LIABILITY COVERAGE PART The following Is added: The premium shown in the Declarations was computed based on rates in effect at the time the policy was issued. On each renewal, continuation, or anniversary of the effective date of this policy, we will compute the premium in accordance with our rates and rules then in effect. THIS FORM IS NOT APPLICABLE IN: LA, NE, NY, PR, TX IL00030907 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY., CALCULATION OF PREMIUM 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 OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART PROFESSIONAL LIABILITY COVERAGE PART RAILROAD PROTECTIVE LIABILITY COVERAGE PART The following is added: The premium shown in the Declarations was computed based on rates in effect at the time the policy was issued. On each renewal, continuation, or anniversary of the effective date of this policy, we will compute the premium in accordance with our rates and rules then in effect. CL 177 (12-07) QUICK REFERENCE OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART READ YOUR POLICY CAREFULLY The Owners and Contractors Protective Liability Coverage Part in your policy consists of Declarations, a Coverage Form (CG 00 09) and Endorsements, if appUfcable. Following is a Quick Reference indexing of the principal provisions contained in each of the components making up the Coverage Part, listed in sequential order, except for the provisions in the Declarations which may not be in the sequence shown. DECLARATIONS Named Insured and Mailing Address Poky Period Designation of Contractor Location of Covered Operations Limits of Insurance Description of Business Forms and Endorsements applying to the Coverage Part at time of issue COVERAGE FORM SECTION I —COVERAGES —BODILY INJURY AND PROPERTY DAMAGE UABILITY Insuring Agreement Exclusions Supplementary Payments SECTION II --WHO IS AN INSURED SECTION III --LIMITS OF INSURANCE SECTION IV —CONDITIONS Bankruptcy Cancellation Changes Duties in The Event Of Occurrence, Claim Or Loss Examination Of Your Books And Records Inspections And Surveys Legal Action Against Us Other insurance Premiums Premium Audit Separation Of Insureds Transfer Of Rights Of Recovery Against Others To Us When We Do Not Renew SECTION V—DEFINITIONS ENDORSEMENTS (If Any) CL 177 (12-07) Includes copyrighted material of Insurance Services Office, InC., with its permission. Copyright, Insurance Services Office, Inc.. 1984 Page 1 of 1 COMMERCIAL GENERAL LIABILITY CG 00 0912 07 OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE FORM - COVERAGE FOR OPERATIONS OF DESIGNATED CONTRACTOR Various provisions of this policy restrict coverage. Read the entire policy carefully to determine rights, duties and what is and is not covered. Throughout this policy the words "you" and "your" refer to the Named Insured shown in the Declarations. The words "we", "us" and our refer to the Company providing this insurance. The word "insured" means any person or organization qualifying as such under Section 11 — Who Is An In- sured. Other words and phrases that appear in quotation marks have special meaning. Refer to Section V — Definitions. SECTION I — COVERAGES BODILY INJURY AND PROPERTY DAMAGE LIABILITY 1. insuring Agreement a. We will pay those sums that the insured be- comes legally obligated to pay as damages because of "bodily injury" or "property damage" to which this insurance applies. We will have the right and duty to defend the insured against any "suit" seeking those damages. However, we will have no duty to defend the insured against any "suit" seeking damages for "bodily injury" or "property damage" to which this in- surance does not apply. We may, at our discre- tion, investigate any "occurrence and settle any claim or "suit" that may result. But (1) The amount we will pay for damages is limited as described in Section 111 — Limits Of Insurance; and (2) Our right and duty to defend ends when we have used up the applicable limit of insur- ance in the payment of judgments or set- tlements. No other obligation or Liability to pay sums or perform acts or services is covered unless ex- plicitly provided for under Supplementary Pay- ments. b. This insurance applies to "bodily injury' and "property damage" only if: (1) The "bodily injury" or "property damage" is caused by an "occurrence" and arises out of: (a) Operations performed for you by the "contractor" at the location specified in the Declarations; or (b) Your acts or omissions in connection with the general supervision of such op- erations; (2) The "bodily Injury" or "property damage" occurs during the policy period; and (3) Prior to the policy period, no insured listed under Paragraph 1. of Section II — Who Is An Insured and no "employee" authorized by you to give or receive notice of an "oc- currence" or claim, knew that the "bodily in- jury" or "property damage" had occurred, in whole or in part. If such a listed insured or authorized "employee" knew, prior to the policy period, that the "bodily injury" or "property damage" occurred, then any con- tinuation, change or resumption of such "bodily injury" or "property damage" during or after the policy period will be deemed to have been known prior to the policy period. c. "Bodily injury" or "property damage" which occurs during the policy period and was not, prior to the policy period, known to have oc- curred by any insured listed under Paragraph 1. of Section II — Who Is An Insured or any "employee" authorized by you to give or re- ceive notice of an "occurrence" or claim, in- cludes any continuation, change or resumption of that "bodily injury" or "property damage" af- ter the end of the policy period. d. "Bodily injury" or "property damage" will be deemed to have been known to have occurred at the earliest time when any insured listed un- der Paragraph 1. of Section II — Who Is An In- sured or any "employee" authorized by you to give or receive notice of an "occurrence" or claim: (1) Reports all, or any part, of the "bodily injury" or "property damage" to us or any other in- surer; (2) Receives a written or verbal demand or claim for damages because of the "bodily injury" or "property damage"; or (3) Becomes aware by any other means that "bodily injury" or "property damage" has oc- curred or has begun to occur. e. Damages because of "bodily injury' include damages claimed by any person or organiza- tion for care, loss of services or death resulting at any time from the "bodily injury". 2. Exclusions This insurance does not apply to: a. Expected Or intended Injury "Bodily injury" or "property damage" expected or intended from the standpoint of the insured. This exclusion does not apply to "bodily injury" resulting from the use of reasonable force to protect persons or property. b. Contractual Liability "Bodily injury" or "property damage" for which the insured is obligated to pay damages by reason of the assumption of liability in a con- tract or agreement. This exclusion does not apply to liability for damages: (1) That the insured would have in the absence of the contractor agreement; or (2) Assumed in a contract or agreement that is an "insured contract", provided the "bodily injury" or "property damage" occurs subse- quent to the execution of the contract or agreement. Solely for the purposes of liabil- ity assumed in an insured contract", rea- sonable attorney fees and necessary litiga- tion expenses incurred by or for a party other than an insured are deemed to be damages because of "bodily Injury" or "property damage, provided: (a) Liability to such party for, or for the cost of, that party's defense has also been assumed in the same "insured contract"; and (b) Such attorney fees and litigation ex- penses are for defense of that party against a civil or alternative dispute resolution proceeding In which damages to which this insurance applies are al- leged. c. Work Completed Or Put To Intended Use "Bodily injury" or "property damage" which oc- curs after the earlier of the following times: (1) When all "work" on the project (other than service, maintenance or repairs) to be per- formed for you by the "contractor at the site of the covered operations has been com- pleted; or (2) When that portion of the "contractor's" "work", out of which the injury or damage arises, has been put to its intended use by any person or organization, other than an- other contractor or subcontractor working directly or indirectly for the "contractor or as part of the same project. d. Acts Or Omissions By You And Your Employees "Bodily injury" or "property damage" arising out of your, or your "employees", acts or omissions other than genera( supervision of "work" per- formed for you by the "contractor". e. Workers' Compensation And Similar Laws Any obligation of the insured under a workers' compensation, disability benefits or unem- ployment compensation law or any similar law. f. Employer's Liability "Bodily injury" to: (1) An "employee" of the insured arising out of and in the course of (a) Employment by the insured; or (b) Performing duties related to the conduct of the insured's business; or (2) The spouse, child, parent, brother or sister of that "employee" as a consequence of Paragraph (1) above. This exclusion applies whether the insured may be liable as an employer or in any other capacity and to any obligation to share dam- ages with or repay someone else who must pay damages because of the injury. "0, MA Mail H9 This exclusion does not apply to liability as- sumed by the insured under an "insured con- tract". g. Damage To Property "Property damage" to: (1) Property you own, rent, or occupy, including any costs or expenses incurred by you, or any other person, organization or entity, for repair, replacement, enhancement, restora- tion or maintenance of such property for any reason, including prevention of injury to a person or damage to another's property; (2) Property Loaned to you; (3) Personal property in the care, custody or control of the insured; or (4) "Work" performed for you by the "contrac- tor. h. War "Bodily injury" or "property damage", however caused, arising, directly or indirectly, out of. (1) War, including undeclared or civil war; (2) Warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any govern- ment, sovereign or other authority using military personnel or other agents; or (3) Insurrection, rebellion, revolution, usurped power, or action taken by governmental au- thority in hindering or defending against any of these. I. Mobile Equipment "Bodily injury" or "property damage" arising out of the use of "mobile equipment" in, or while in practice for, or while being prepared for, any prearranged racing, speed, demolition, or stunting activity. J. Pollution (1) "Bodily injury* or ''property damage° arising out of the actual, alleged or threatened dis- charge, dispersal, seepage, migration, re- lease or escape of "pollutants": (a) At or from any premises, site or location which is or was at any time owned or occupied by, or rented or loaned to. any insured. However, this subparagraph does not apply to: (1) "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; (II) "Bodily injury" or "property damage" arising out of heat, smoke or fumes from a "hostile fire"; (b) At or from any premises, site or location which is or was at any time used by or for any insured or others for the han- dling, storage, disposal, processing or treatment of waste; (c) Which are or were at any time trans- ported, handled, stored, treated, dis- posed of, or processed as waste by or for: (l) Any insured; or (il) Any person or organization for whom you may be legally responsible; or (d) At or from any premises, site or location on which any insured or any contractors or subcontractors working directly or in- directly on any insured's behalf are per- forming operations if the "pollutants" are brought on or to the premises, site or lo- cation in connection with such opera- tions by such Insured, contractor or sub- contractor. However, this subparagraph does not apply to: (I) 'Bodily injury" or "property damage" arising out of the escape of fuels, lu- bricants or other operating fluids which are needed to perform the normal electrical, hydraulic or me- chanical functions necessary for the operation of "mobile equipment" or its parts, if such fuels, lubricants or other operating fluids escape from a vehicle part designed to hold, store or receive them. This exception does not apply ff the "bodily injury" or "properly damage" arises out of the intentional discharge, dispersal or re- lease of the fuels, lubricants or other operating guide, or if such fuels, lu- bricants or other operating fluids are brought on or to the premises, site or location with the intent that they be discharged, dispersed or released as part of the operations being per- formed by such insured, contractor or subcontractor, law an IU6 lA a.t !w� tell D•..w . eie+n Ina. •XV= Dario i rtf ra (II) "Bodily injury" or "property damage" sustained within a building and caused by the release of gases, fumes or vapors from materials brought into that building in connec- tion with operations being performed by or on behalf of any insured; or (ill) "Bodily injury" or "property damage" arising out of heat, smoke or fumes from a "hostile fire. (e) At or from any premises, site or location on which any insured or any contractors or subcontractors working directly o in- directly on any insured's behalf are per- forming operations if the operations are to test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the ef- fects of "pollutants". (2) Any loss, cost or expense arising out of any: (a) Request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, re- move, contain, treat, detoxify or neutral- ize, or in any way respond to, or assess the effects of "pollutants"; or (b) Claim or suit by or on behalf of a gov- ernmental authority for damages be- cause of testing for, monitoring, cleaning up, removing, containing, treating, de- toxifying or neutralizing, or in any way responding to, or assessing the effects of "pollutants". However, this paragraph does not apply to liability for damages because of "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 govern- mental authority. k. Damage To Impaired Property Or Property Not Physically Injured "Property damage" to "impaired property" or property that has not been physically injured, arising out of: (1) A defect, deficiency, inadequacy or danger- ous condition in 'work" performed for you by the "contractor'; or (2) A delay or failure by you or anyone acting on your behalf to perform a contract or agreement in accordance with its terms. This exclusion does not apply to the Toss of use of other property arising out of sudden and ac- cidental physical injury to "work" performed for you by the "contractor". 1. Electronic Data Damages arising out of the loss of, loss of use of, damage to, corruption of, inability to access, or inability to manipulate electronic data. As used in this exclusion, electronic data means information, facts or programs stored as or on, created or used on, or transmitted to or from computer software, including systems and applications software, hard or floppy disks, CD- ROMS, tapes, drives, cells, data processing devices or any other media which are used with electronically controlled equipment. SUPPLEMENTARY PAYMENTS 1. We will pay, with respect to any claim we investi- gate or settle, or any "suit" against an insured we defend: a. All expenses we incur. b. Up to $250 for cost because of accidents arising out of the use this insurance applies. nish these bonds. c. The cost of bonds to release attachments, but only for bond amounts within the applicable limit of insurance. We do not have to furnish these bonds. d. Ail reasonable expenses incurred by the in- sured at our request to assist us in the investi- gation or defense of the claim or "suit", Includ- ing actual loss of earnings up to $250 a day because of time off from work. e. Alt court costs taxed against the insured in the "suit". However, these payments do not indude attorneys' fees or attorneys' expenses taxed against the insured. f. Prejudgment interest awarded against the insured on that part of the judgment we pay. if we make an offer to pay the applicable limit of insurance, we will not pay any prejudgment in- terest based on that period of time after the of- fer. g. 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 depos- ited in court the part of the judgment that is within the applicable limit of insurance. of bait bonds required or traffic law violations of any vehicle to which We do not have to fur - "PA ten a«,.....a;..r Urn �AnC r_r: an no 4 n7 h. Expenses incurred by the insured for first aid administered to others at the time of an acci- dent, for "bodily injury" to which this insurance applies. These payments will not reduce the Limits of insur- ance. 2. if we defend an insured against a 'suit" and an indemnitee of the insured is also named as a party to the "suit-, we will defend that indemnitee if all of the following conditions are met: a. The "suit" against the indemnitee seeks dam- ages for which the insured has assumed the li- ability of the indemnitee in a contract or agree- ment that is an "insured contract"; b. This Insurance applies to such liability as- sumed by the insured; c. The obligation to defend, or the cost of the defense of, that indemnitee, has also been as- sumed by the insured in the same "insured contract"; d. The allegations in the "suit" and the information we know about the "occurrence" are such that no conflict appears to exist between the Inter- ests of the insured and the interests of the In- demnitee; e. The indemnitee and the insured ask us to conduct and control the defense of that indem- nitee against such "suit" and agree that we can assign the same counsel to defend the insured and the indemnitee; and f. The indemnitee: (1) Agrees in writing to: (a) Cooperate with us in the investigation, settlement or defense of the "suit"; (b) Immediately send us copies of any demands, notices, summonses or legal papers received in connection with the "suit"; (c) Notify any other insurer whose coverage is available to the indemnitee; and (d) Cooperate with us with respect to coor- dinating other applicable insurance available to the indemnitee; and (2) Provides us with written authorization to: (a) Obtain records and other information related to the "suit"; and (b) Conduct and control the defense of the indemnitee in such "suit". So long as the above conditions are met, attor- neys fees incurred by us in the defense of that in- demnitee, necessary litigation expenses incurred by us and necessary litigation expenses incurred by the indemnitee at our request will be paid as Supplementary Payments. Notwithstanding the provisions of Paragraph 2.6.(2) of Section t — Coverages — Bodily injury And Property Damage Liability, such payments will not be deemed to be damages for "bodily injury" and "property damage" and will not reduce the limits of insurance. Our obligation to defend an insured's fndemnitee and to pay for attomeys fees and necessary litiga- tion expenses as Supplementary Payments ends when we have used up the applicable Omit of in- surance In the payrnent of judgments or settle- ments or the conditions set forth above, or the terms of the agreement described In Paragraph f. above, are no longer met. SECTION It — WHO IS AN INSURED 1. if you are designated in the Declarations as: a. An individual, you and your spouse are insur- eds. b. A partnership or joint venture, you are an in- sured. Your members, your partners, and their spouses are also insureds, but only with re- spect to their duties as partners or members of a joins venture. c. A limited liability company, you are an insured. Your members are also insureds, but only with respect to their duties as members of a limited liability company. Your managers are Insureds, but only with respect to their duties as your managers. d. An organization other than a partnership, joint venture or Limited liability company, you are an insured. Your "executive officers" and directors are insureds, but only with respect to theft du- ties as your officers or directors. Your stock- holders are also insureds, but only with respect to their liability as stockholders. 2. Each of the following is also an insured: a. Any person (other than your "employee") or any organization while acting as your real es- tate manager. b. Any person or organization having proper temporary custody of your property If you die, but only; (1) With respect to liability arising out of the maintenance or use of that property; and (2) Until your legal representative has been appointed. c. Your legal representative if you die, but only with respect to duties as such. That represen- tative will have afl your rights and duties under this Coverage Part. No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named insured in the Declarations. SECTION III — LIMITS OF INSURANCE 1. The Limits of Insurance shown in the Declarations and the rules below fix the most we will pay re- gardless of the number of: a. Insureds; b. Claims made or "suits" brought; or c. Persons or organizations making claims or bringing "suits". 2. The Aggregate Limit is the most we will pay for the sum of damages because of all "bodily injury" and "property damage". 3. Subject to Paragraph 2. above, the Each Occur- rence Limit is the most we will pay for the sum of damages because of aft "bodily injury" and "prop- erty damage" arising out of any one "occurrence". If you designate more than one project in the Declara- tions, the Aggregate Limit shall apply separately to each project. The Limits of Insurance of this Coverage Part apply separately to each consecutive annual period and to any remaining period of less than 12 months, starting with the beginning of the policy period shown in the Declarations, unless the policy period is extended after issuance for an additional period of Tess than 12 months. In that case, the additional period will be deemed part of the last preceding period for purposes of determining the Limits of insurance. SECTION IV — CONDITIONS 1. Bankruptcy Bankruptcy or insolvency of the insured or of the insured's estate will not relieve us of our obliga- tions under this Coverage Part. 2. Cancellation a. The first Named insured shown in the Declara- tions may cancel this policy by mailing or deliv- ering to us advance written notice of cancella- tion. b. We may cancel this policy by mailing or deliv- ering to the first Named Insured and the "con- tractor" written notice of cancellation at least (1) 10 days before the effective date of cancel- lation if we cancel for non-payment of pre- mium; or (2) 30 days before the effective date of cancel- lation if we cancel for any other reason. c. We will mail or deliver our notices to the first Named insured's and the "contractor's" lest mailing address known to us. d. Notice of cancellation will state the effective date of cancellation. The policy period will end on that date. e. If this policy is cancelled, we *II send the "contractor" any premium refund due. If we cancel, the refund will be pro rata. If the first Named insured cancels, the refund may be less than pro rata. The cancellation will be ef- fective even If we have not made or offered a refund. f. If notice is mailed, proof of mailing will be suffi- cient proof of notice. 3. Changes This policy contains all the agreements between you, the "contractor" and us concerning the insur- ance afforded. The first Named Insured shown in the Declarations and the "contractor" are author- ized to make changes in the terms of this policy with our consent. This policy's terms can be amended or waived only by endorsement issued by us and made a part of this policy. 4. Duties In The Event Of Occurrence, Claim Or Suit a. You must see to it that we are notified as soon as practicable of an "occurrence" which may result hi a claim. To the extent possible, notice should include: (1) How, when and where the "occurrence" took place; (2) The names and addresses of any Injured persons and witnesses; and {3) The nature and location of any injury or damage arising out of the "occurrence". b. If a claim is made or "suit" is brought against any insured, you must (1) Innuedlateiy record the specifics of the claim or "suit" and the date received; and (2) Notify us as soon as practicable. You must see to it that we receive written no- tice of the claim or "suit" as soon as practica- ble. r`r-• M fie 01•1 f17 c. You and any other involved insured must: (1) Immediately send us copies of any de- mands, notices, summonses or legal pa- pers received in connection with the claim or "suit"; (2) Authorize us to obtain records and other information; (3) Cooperate with us in the investigation or settlement of the claim or defense against the "suit'; and (4) Assist us, upon our request, in the en- forcement of any right against any person or organization which may be liable to the insured because of injury or damage to which this insurance may also apply. d. No insured will, except at that insured's own cost, voluntarily make a payment, assume any obligation, or incur any expense, other than for first aid, without our consent 5. Examination Of Your Books And Records We may examine and audit your books and re- cords as well as the "contractor's" books and re- cords as they relate to this policy at any time dur- ing the policy period and up to three years afterward. 8. inspections And Surveys a. We have the right to: (1) Make inspections and surveys at any time; (2) Give you reports on the conditions we find; and (3) Recommend changes. b. We are not obligated to make any inspections, surveys, reports or recommendations and any such actions we do undertake relate only to in- surability and the premiums to be charged. We do not make safety inspections. We do not un- dertake to perform the duty of any person or organization to provide for the health or safety of workers or the public. And we do not warrant that conditions: (1) Are safe or healthful; or (2) Comply with laws, regulations, codes or standards. c. Paragraphs a. and b. of this condition apply not only to us, but also to any rating, advisory, rate service or similar organization which makes in- surance inspections, surveys, reports or rec- ommendations. d. Paragraph b. of this condition does not apply to any inspections, surveys, reports or recom- mendations we may make relative to certifica- tion, under state or municipal statutes, ordi- nances or regulations, of boilers, pressure vessels or elevators. 7. Legal Action Against Us No person or organization has a right under this Coverage Part a. To join us as a party or otherwise bring us into a "suit" asking for damages from an Insured; or b. To sue us on this Coverage Part unless ail of Its terms have been fully complied with. A person or organization may sue us to recover on an agreed settlement or on a final judgment against an insured; but we will not be liable for damages that are not payable under the terms of this Coverage Part or that are in excess of the ap- plicable limit of insurance. An agreed settlement means a settlement and release of liability signed by us, the insured and the claimant or the claim- ants legal representative. 8. Other Insurance The insurance afforded by this Coverage Part is primary insurance and we will not seek contribu- tion from any other insurance available to you unless the other insurance is provided by a con- tractor other than the designated "contractor for the same operation and job location designated in the Declarations. Then we wW share with that other insurance by the method described below. If all of the other insurance permits contribution by equal shares, we will follow this method also. Un- der this approach, each insurer contributes equal amounts until it has paid its applicable limit of In- surance or none of the loss remains, whichever comes first. If any of the other insurance does not permit con- tribution by equal shares, we will contribute by lim- its. Under this method, each insurer's share is based on the ratio of its applicable limit of insur- ance to the total applicable limits of insurance of all insurers. 9. Premiums The "contractor": a. Is responsible for the payment of all premiums; and b. Will be the payee for any return premiums we pay. 10. Premium Audit a. We will compute ail premiums for this Cover- age Part in accordance with our rules and rates. b. Premium shown in this Coverage Part as ad- vance premium is a deposit premium only. At the close of each audit period we will compute the earned premium for that period and send notice to the "contractor". The due date for au- dit and retrospective premiums is the date shown as the due date on the bill. If the sum of the advance and audit premiums paid for the policy period is greater than the earned pre- mium, we will retum the excess to the "contrac- tor". c. The "contractor must keep records of the information we need for premium computation, and send us copies at such times as we may request. 11.Separatlon Of Insureds Except with respect to the Limits of Insurance, and any rights or duties specifically assigned in this Coverage Part to the first Named insured, this in- surance applies: a. As if each Named Insured were the only Named insured; and b. Separately to each insured against whom claim is made or "suit" is brought. 12.Transfer Of Rights Of Recovery Against Others To Us If the insured has rights to recover all or part of any payment we have made under this Coverage Part those rights are transferred to us. The insured must do nothing after loss to impair them. At our request. the insured will bring "suit" or transfer those rights to us and help us enforce them. 13.When We Do Not Renew if we decide not to renew this Coverage Part, we will mall or deliver to the first Named insured shown in the Declarations written notice of the nonrenewal not less than 30 days before the expi- ration date. If notice is mailed, proof of mailing will be sufficient proof of notice. SECTION V — DEFINITIONS 1. "Auto" means: a. A land motor vehicle, trailer or semitrailer de- signed for travel on public roads, including any attached machinery or equipment; or b. Any other land vehicle that is subject to a com- pulsory or financial responsibility law or other motor vehicle insurance law in the state where it is licensed or principally garaged. However, "auto" does not include "mobile equip- ment". 2. "Bodily injury" means bodily Injury, sickness or disease sustained by a person, including death re- sulting from any of these at any time. 3. "Contractor" means the contractor designated in the Declarations. 4. "Employee" includes a "leased worker". "Em- ployee" does not include a "temporary worker". 5. "Executive officer" means a person holding any of the officer positions created by your charter, con- stitution, by-laws or any other similar governing document. 5. "Hostile fire" means one which becomes uncon- trollable or breaks out from where it was intended to be. 7. "impaired property" means tangible property, other than work performed for you, that cannot be used or is less useful because: a. it incorporates work performed for you that is known or thought to be defective, deficient, in- adequate or dangerous; or b. You have failed to fulfill the terms of a contract or agreement; if such property can be restored to use by the re- pair, replacement, adjustment or removal of the work performed for you or your fulfilling the terms of the contract or agreement. 8. 'insured contract" means: a. A lease of premises; b. A sidetrack agreement; c. Any easement or license agreement, except in connection with construction or demolition op- erations on or within 50 feet of a railroad; d. An obligation, as required by ordinance, to indemnify a municipality, except in connection with work for a municipality; or e. An elevator maintenance agreement. 9. "Leased worker" means a person leased to you by a labor leasing firm under an agreement between you and the labor leasing firm, to perform duties related to the conduct of your business. "Leased worker" does not include a "temporary worker". 10. "Mobile equipment" means any of the following types of land vehicles, including any attached ma- chinery or equipment: a. Bulldozers, farm machinery, forklifts and other vehicles designed for use principally off public roads; b. Vehicles maintained for use solely on or next to premises you own or rent c. Vehicles that travel on crawler treads; d. Vehicles, whether self-propelled or not, main- tained primarily to provide mobility to perma- nently mounted: (1) Power cranes, shovels, loaders, diggers or drills; or (2) Road construction or resurfacing equipment such as graders, scrapers or rollers; e. Vehicles not described in Paragraph a., b., e. or d_ above that are not self-propelled and are maintained primarily to provide mobility to per- manently attached equipment of the following types: (1) Air compressors, pumps and generators, including spraying, welding, building clean- ing, geophysical exploration, lighting and well servicing equipment; or (2) Cherry pickers and similar devices used to raise or lower workers; f. Vehicles not described in Paragraph a., b., c. or d. above maintained primarily for purposes other than the transportation of persons or cargo. However, self-propelled vehicles with the fol- lowing types of permanently attached equip- ment are not "mobile equipment" but will be considered "autos": (1) Equipment designed primarily for: (a) Snow removal; (b) Road maintenance, but not construction or resurfacing; or (c) Street leaning; (2) Cherry pickers and similar devices mounted on automobile or truck chassis and used to raise or lower workers; and (3) Air compressors, pumps and generators, including spraying, welding, building lean- ing, geophysical exploration, lighting and well servicing equipment. However, "mobile equipment" does not include land vehicles that are subject to a compulsory or financial responsibility law or other motor vehicle insurance law 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". 11."Occurrence" means an accident, induding con- tinuous or repeated exposure to substantially the same general harmful conditions. 12."Pollutants" mean 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. 13. "Property damage" means: a. Physical injury to tangible property, including all resulting loss of use of that property. All such loss of use shall be deemed to occur at the time of the physical injury that caused it or b. Loss of use of tangible property that is not physically injured. Ali such loss of use shall be deemed to occur at the time of the "occur- rence that caused it. 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 applica- tions software, hard or floppy disks, CD-ROMS, tapes, drives, cells, data processing devices or any other media which are used with electronically controlled equipment. 14."Suit" means a civil proceeding, brought In the United States of America (including its territories and possessions), Puerto Rico or Canada, in which damages because of "bodily injury" or "property damage" to which this insurance applies are alleged. "Suit' includes: a. An arbitration proceeding in which such dam- ages are claimed and to which the insured must submit or does submit with our consent; or b. Any other alternative dispute resolution pro- ceeding in which such damages are claimed and to which the insured submits with our con- sent 15."Temporary worker" means a person who is fur- nished to you to substitute for a permanent "em- ployee" on leave or to meet seasonal or short-term workload conditions. 16."Work" includes materials, parts or equipment furnished in connection with the operations. IL 10 (12/06) OLD REPUBLIC INSURANCE COMPANY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ECONOMIC AND TRADE SANCTIONS CONDITION The following condition is added: Economic And Trade Sanctions Condition In au tdance with the laws and regulations of the United States concerning economic and trade embargoes, this Indemnity, Insurance, Coverage, Coverage Part or Policy Is void ab initio (void from its inception) with respect to any term or condition of this Indemnity, insurance, Coverage, Coverage Part or Policy that violates any laws or regulations of the United States concerning economic and trade embargoes including, but not limited to the following: 1. Any Insured (Assured), or any person or entity claiming the benefits of an insured, who is or becomes a Specially Designated National or Blocked Person or who is otherwise subject to United States economic or trade sanctions; 2. Any loss, claim or "suit" that is brought in a Sanctioned Country or by a Sanctioned Country Government, where any action in connection with such claim or "suit" is prohibit by United States economic or trade sanctions; 3. Any loss, claim or "sult" that is brought by any Specially Designated National or Blocked Person or any person or entity who is otherwise subject to United States economic or trade sanctions; 4. Property that is located in a Sanctioned Country or that is owned by, rented to or in the care, custody or control of a Sanctioned Country Government, where any activities related to such property are prohibited by United States economic or trade sanctions; or 5. Property that is owned by, rented to or in the care, custody or control of a Specially Designated National or Blocked Person, or any person or entity who is otherwise subject to United States economic or trade sanctions. As used in this Endorsement, a Specially Designated National or Blocked Person Is any person or entity that is on the list of Specially Designated Nationals and Blocked Persons issued by the United States Treasury Department's Office of Foreign Asset Control (O.F.A.C.) as it may be from time to time amended. As used in this Endorsement, a Sanctioned Country is any country that is the subject of trade or economic embargoes imposed by the laws or regulations of the United States of America. PiL 008 12 03 T:\Forms\PreferredManuscriptLanguagellnteriine&ORRMTerrorismFomts PILLEca'tomic&TradeExcl PIL0081203.DOC COMMERCIAL GENERAL UABIUTY CG 29 51 12 07 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EMPLOYMENT -RELATED PRACTICES EXCLUSION This endorsement modifies insurance provided under the following: OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART The following exclusion is added to Paragraph 2., Exclusions of Coverages — Bodily Injury And Property Damage Liability (Section I — Cover- ages): This insurance does not apply to: "Bodily injury to: (1) A person arising out of any: (a) Refusal to employ that person; (b) Termination of that person's employment or (c) Employment -related practices, policies, acts or omissions, such as coercion, demotion, evaluation, reassignment, disdpline, defama- tion, harassment, humiliation, discrimination or malicious prosecution directed at that person; or (2) The spouse, child, parent, brother or sister of that person as a consequence of "bodily injury" to that person at whom any of the employment -related practices described in Paragraphs (a), (b) or (c) above is directed. This exclusion applies: (1) Whether the injury -causing event described in Paragraphs (a), (b) or (c) above occurs before employment, during employment or after employ- ment of that person; (2) Whether the insured may be liable as an employer or in any other capacity; and (3) To any obligation to share damages with or repay someone else who must pay damages because of the injury. i d J IL 10 (12106) OLD REPUBLIC INSURANCE COMPANY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ .IT CAREFULLY. ASBESTOS EXCLUSION ENDORSEMENT This endorsement modifies insurance provided under the following: OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART The following Asbestos Exclusion is added under paragraph 2. Exclusions of SECTION 1- COVERAGES, BODILY INJURY AND PROPERTY DAMAGE LIABILITY: 1. Asbestos a. This insurance does not apply to "bodily injury" or "property damage" arising out af: (1) Inhaling, ingesting or prolonged physical exposure to asbestos or goods or products containing asbestos; (2) The use of asbestos in constructing or manufacturing any goods, products or structures; (3) The removal of asbestos from any goods, products or structures; or (4) The manufacture, transportation, storage or disposal of asbestos or goods or products containing asbestos. b. This insurance does not apply to any: PGL 004 11 03 (1) Request, demand or order that any insured or others test for, monitor, clean up, remove, contain, treat, detoxify, remediate, neutralize, or in any way respond to or assess the extent or the effects of asbestos; or (2) Payment for the investigation or defense of any loss, injury or damage or any cost, fine or penalty or for any expense, claim or suit related to any of the above. N:\Forms1Prefe►redManuscriptLanguagetGL PGLvAsbestos Excl-OCP 7-98, 10-01, 12-04 & 12-07 PGL0041103.doc IL 10 (12/06) OLD REPUBLIC INSURANCE COMPANY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. LEAD EXCLUSION ENDORSEMENT This endorsement modifies insurance provided under the following: OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART The following Exclusion is added to SECTION 1 - COVERAGES, BODILY INJURY AND PROPERTY DAMAGE LIABILITY, paragraph 2. Exclusions: L. Lead (1) This insurance does not apply to "bodily Injury" or "property damage" arising out of: (a) Inhaling, ingesting or prolonged physical exposure to lead in all forms, including but not limited to solid, liquid vapor or fumes or goods or products containing lead; (b) The use of lead in the manufacturing any goods or products; (c) The removal of lead from any goods or products; (d) The manufacture, transportation, storage or disposal of lead or goods or products containing lead. This insurance does not apply to any: (1) Request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, remediate, or in any way respond to, or assess the extent or the effects of lead; or (2) Payment for the investigation or defense of any loss, injury or damage or any cost, fine or penalty or for any expense, claim or suit related to any of the above. PGL 02311 03 N:\Forms\PrefenedManuscriptLanguage\GL_PGL\Lead ExclusionOCP 7-98, 10-01, 12-04 & 12-07 PGL0231103.doc IL 10 (12/06) OLD REPUBLIC INSURANCE COMPANY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. TOTAL POLLUTION EXCLUSION ENDORSEMENT This endorsement modifies insurance provided under the following: PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE FORM A. The following Exclusion is added to SECTION I - COVERAGES PRODUCTS/COMPLETED OPERATIONS, BODILY INJURY AND PROPERTY DAMAGE LIABIUTY, paragraph 2. Exclusions: Pollution This insurance does not apply to: (1) "Bodily injury or "property damage" which would not have occurred in whole or part but for the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of "pollutants" at any time. (2) Any loss, cost or expense arising out of any: (a) Request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or In any way respond to, or assess the effects of "pollutants"; or (b) Claim or suit by or on behalf of a governmental authority for damages because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing, or in any way responding to, or assessing the effects of, "pollutants". B. As used in this endorsement, "pollutants" mean 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. PGL 04011 03 N:1forms\Pre ferredManuscriptLanguage1GL PGL\Totai Pollution —Comp Op Products 7-98, 10-01, 12-04 & 12-07 PGL0401103.doc COMMERCIAL GENERAL LIABILITY CG337003OS THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. SILICA OR SILICA -RELATED DUST EXCLUSION This endorsement modifies insurance provided under the following: OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART A. The following exclusion is added to Paragraph 2., Exclusions of Section t — Coverages Bodily injury And Property Damage Liability: 2. Exclusions Thls insurance does not apply to: SILICA OR SILICA -RELATED DUST a. "Bodily injury" arising, in whole or in part out of the actual, affeged, threatened or suspected inhalation of, or ingestion of, "silica" or "silica -related dust". b. Property damage" arising, in whole or in part, out of the actual, alleged, threatened or suspected contact with, exposure to, existence of, or presence of, "silica" or "silica -related dust". c. Any loss, cost or expense arising, in whole or In part, out of the abating, testing for, monitoring, cleaning up, removing, containing, treating, detoxifying, neutralizing, remediatng or disposing of, or in any way responding to or assessing the effects of, "silica" or "silica -related dust", by any insured or by any other person or entity. B. The following definitions are added to the Definitions Section: 1. "Silica" means silicon dioxide (occurring in crystalline, amorphous and impure forms), silica particles, silica dust or silica compounds, 2. "Silica -related dust" means a mixture or combination of silica and other dust or particles. COMMERCIAL GENERAL LIABIUTY CG31311204 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. FUNGI OR BACTERIA EXCLUSION This endorsement modifies insurance provided under the following: OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART A. The following exclusion is added to Paragraph 2. Exclusions of Section I — Coverages — Bodily Injury And Property Damage Liability: 2. Exclusions This insurance does not apply to: Fungi Or Bacteria a. "Bodily injury" or "property damage" which would not have occurred, in whole or in part, but for the actual, alleged or threat- ened inhalation of, ingestion of, contact with, exposure to, existence of, or presence of, any "fungi" or bacteria on or within a building or structure, including its contents, regardless of whether any other cause, event, materiat or product contributed con- currently or in any sequence to such injury or damage. b. Any loss, cost or expenses arising out of the abating, testing for, monitoring, cleaning up, removing, containing, treating, detoxify- ing, neutralizing, remediating or disposing of, or in any way responding to, or assess- ing the effects of, "fungi" or bacteria, by any insured or by any other person or entity. This exclusion does not apply to any "fungi" or bacteria that are, are on, or are contained in, a good or product intended for bodily consumption. B. The following definition is added to the Definitions Section: "Fungi" means any type or form of fungus, includ- ing mold or mildew and any mycotoxins, spores, scents or byproducts produced or released by fungi. THIS FORM APPLIES IN AK, AL, AR, AZ, CA, CO, CT, DC, DE, FL, GA, HI, IA, ID, IL IN, KS, KY, LA, MD, ME, MI, MO, MS, MT, NC, ND, NE, NH, NJ, NM, NV, OH, OK, OR, PA, RI, SC, SD, TN, UT, VA, VI, WI, WV, WY IL 00 21 07 02 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NUCLEAR ENERGY LIABILITY EXCLUSION ENDORSEMENT (Broad Farm) This endorsement modifies insurance provided under the following: COMMERCIAL AUTOMOBILE COVERAGE PART COMMERCIAL GENERAL LIABILITY COVERAGE PART FARM COVERAGE PART LIQUOR LIABILITY COVERAGE PART OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART PRODUCTSICOMPLETED OPERATIONS LIABILITY COVERAGE PART PROFESSIONAL LIABIUTY COVERAGE PART RAILROAD PROTECTIVE LIABILITY COVERAGE PART UNDERGROUND STORAGE TANK POLICY 1. The insurance does not apply: A. Under any Liability Coverage, to "bodily injury" or "property damage": (1) With respect to which an "insured" under the policy is also an insured under a nu- clear energy liability policy issued by Nu- clear Energy Liability Insurance Associa- tion, Mutual Atomic Energy Liability Underwriters, Nuclear insurance Associa- tion of Canada or any of their successors. or would be an insured under any such pol- icy but for its termination upon exhaustion of its limit of liability; or (2) Resulting from the "hazardous properties" of "nuclear materlar and with respect to which (a) any person or organization is re- quired to maintain financial protection pur- suant to the Atomic Energy Act of 1954, or any law amendatory thereof, or (b) the In- sured" is, or had this policy not been issued would be, entitled to indemnity from the United States of America, or any agency thereof, under any agreement entered into by the United States of America, or any agency thereof, with any person or organi- zation. B. Under any Medical Payments coverage, to expenses incurred with respect to "bodily in- jury" resulting from the "hazardous properties" of "nuclear material" and arising out of the op- eration of a "nuclear facility" by any person or organization. C. Under any Liability Coverage, to "bodily injury" or "property damage" resulting from "hazard- ous properties" of "nuclear material", if: (1) The "nuclear material" (a) is at any "nuclear facility" owned by, or operated by or on be- half of, an "insured" or (b) has been dis- charged or dispersed therefrom; (2) The "nuclear materiar is contained in "spent fuel" or "waste" at any time pos- sessed, handled, used, processed, stored, transported or disposed of, by or on behalf of an "insured"; or The "bodily injury" or "property damage" arises out of the furnishing by an "insured" of services, materials, parts or equipment in connection with the planning, construction, maintenance, operation or use of any "nu- clear facility", but If such facility is located within the United States of America, its terri- tories or possessions or Canada, this ex- clusion (3) applies only to "property dam- age" to such "nuclear facility" and any property thereat. (3) 2. As used in this endorsement "Hazardous properties" includes radioactive, toxic or explosive properties. "Nuclear material" means "source material", "Spe- cial nuclear material" or "by-product material". "Source material, "special nuclear material", and "by-product material have the meanings given them in the Atomic Energy Act of 1954 or in any law amendatory thereof. "Spent fuel" means any fuel element or fuel com- ponent, solid or liquid, which has been used or ex- posed to radiation in a "nuclear reactor". "Waste" means any waste material (a) containing "by-product material" other than the tailings or wastes produced by the extraction or concentra- tion of uranium or thorium from any ore processed primarily for its "source material" content, and (b) resulting from the operation by any person or or- ganization of any "nuclear facility" included under the first two paragraphs of the definition of "nu - dear faciiity". "Nuclear facility" means: (a) Any "nuclear reactor"; (b) Any equipment or device designed or used for (1) separating the isotopes of uranium or plutonium, (2) processing or utillztng "spent fuel", or (3) handling, processing or packag- ing "waste"; Any equipment or device used for the proc- essing, fabricating or alloying of "special nuclear material" if at any time the total amount of such material in the custody of the "insured" at the premises where such equipment or device is located consists of or contains more than 25 grams of pluto- nium or uranium 233 or any combination thereof, or more than 250 grams of uranium 235; (d) Any structure, basin, excavation, premises or place prepared or used for the storage or disposal of "waste"; and indudes the site on which any of the foregoing is located, all operations conducted on such site and ali premises used for such operations. "Nuclear reactor" means any apparatus designed or used to sustain nuclear fission in a self- supporting chain reaction or to contain a aiticai mass of fissionable material. "Property damage" includes all forms of radioac- tive contamination of property. (c) COMMERCIAL GENERAL LIABIUTY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. TOTAL EXCLUSION OF CERTIFIED ACTS OF TERRORISM AND OTHER ACTS OF TERRORISM This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABIUTY COVERAGE PART LIQUOR LIABILITY COVERAGE PART OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART RAILROAD PROTECTIVE LIABILITY COVERAGE PART UNDERGROUND STORAGE TANK POLICY A. The following exclusion is added: This insurance does not apply to: TERRORISM "Any injury or damage" arising, directly or indi- rectly, out of a "certified act of terrorism" or an "other act of terrorism". B. The following definitions are added: 1. For the purposes of this endorsement, any injury or damage" means any injury or damage covered under any Coverage Part to which this endorsement is applicable, and includes but is not limited to "bodily injury", "property dam- age", "personal and advertising injury", "injury" or "environmental damage" as may be defined in any applicable Coverage Part. 2 "Certified act of terrorism* means an act that is certified by the Secretary of the Treasury, in concurrence with the Secretary of State and the Attorney General of the United States, to be an act of terrorism pursuant to the federal Terrorism Risk Insurance Act of 2002. The federal Terrorism Risk Insurance Act of 2002 sets forth the following criteria for a 'certified act of terrorism": a. The act resulted in aggregate losses in excess of $5 million; and b. The act is a violent act or an act that is dangerous to human life, property or infra- structure and is committed by an individual or individuals acting on behalf of any for- eign person or foreign interest, 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. 3. "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 indi- vidual or individuals and that appears 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 terrorist act pursuant to the federal Terrorism Risk Insurance Act of 2002. Multiple Incidents 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. in the event of any incident of a 'certified act of terrorism" or an "other act of terrorism" that is not subject to this exclusion, coverage does not apply to any loss or damage that is otherwise excluded under this Coverage Part. CG EN GN 0006 02 03 Includes copyrighted material of 1S0 Properties, Inc., Page 1 of 1 0 COMMERCIAL GENERAL UABIUTY CG29050705 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ILLINOIS CHANGES - CANCELLATION AND NONRENEWAL This endorsement modifies insurance provided under the following: OWNERS AND CONTRACTORS PROTECTIVE COVERAGE PART A. Cancellation (Section IV 2.) is replaced by the following: CANCELLATION 1. The first Named Insured shown in the Dec- larations may cancel this policy by mailing to us advance written notice of cancellation. 2. We may cancel this policy by mailing you and the 'contractor" written notice stating the reason for cancellation. If we cancel: a. For nonpayment of premium, we will mail the notice at least 10 days prior to the effective date of cancellation. b. For a reason other than nonpayment of premium, we will mail the notice at least: (1) 30 days prior to the effective date of cancellation If the policy has been in effect for 60 days or less. (2) 60 days prior to the effective date of cancellation if the policy has been in effect for more than 60 days. 3. If this policy has been in effect for more than 60 days, we may cancel only for one or more of the following reasons: a. Nonpayment of premium; b. The policy was obtained through a ma- terial misrepresentation; c. Any insured has violated any of the terms and conditions of the policy; d. The risk originally accepted has meas- urably Increased: e. Certification to the Director of Insurance of the loss of reinsurance by the insurer that provided coverage to us for all or a substantial part of the underlying risk in- sured; or f. A determination by the Director of insur- ance that the continuation of the policy could place us in violation of the insur- ance laws of this State. 4. We will mail our notices to you, the 'con- tractor" and the agent or broker, at the re- spective addresses last known to us. 5. Notice of cancellation will state the effective date of cancellation. The policy period will end on that date. 6. if this policy is cancelled, we will send the "contractor any premium refund due. If we cancel, the refund will be pro rata. If the first Named Insured or the "contractor" cancels, the refund may be less than pro rata. The cancellation will be effective even if we have not made or offered a refund. 7. If notice is mailed, proof of mailing will be sufficient proof of notice. B. The following is added and supersedes any provi- sion to the contrary: NONRENEWAL If we decide not to renew or continue this policy, we will mail you and your agent or broker , and the "contractor", written notice, stating the reason for nonrenewat, at least 60 days before the end of the policy period. If we offer to renew or continue and you do not accept, this policy will terminate at the end of the current policy period. Failure to pay the required renewal or continuation premium when due shall mean that you have not accepted our of- fer. If we fail to mail proper written notice of nonre- newel and you obtain other insurance, this policy will end on the effective date of that insurance. C. Mailing Of Notices We will mail cancellation and nonrenewal notices to the last addresses known to us. Proof of mailing will be sufficient proof of notice. IL01620406 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ILLINOIS CHANGES - DEFENSE COSTS This endorsement modifies insurance provided under the following: COMMERCIAL AUTOMOBILE COVERAGE PART COMMERCIAL GENERAL LIABILITY COVERAGE PART COMMERCIAL LIABILITY UMBRELLA COVERAGE PART COMMERCIAL PROPERTY COVERAGE PART — LEGAL LIABILITY COVERAGE FORM COMMERCIAL PROPERTY COVERAGE PART — MORTGAGEHOLDERS ERRORS AND OMISSIONS COVERAGE FORM EMPLOYMENT -RELATED PRACTICES LIABILITY COVERAGE PART FARM COVERAGE PART FARM UMBRELLA LIABILITY POLICY LIQUOR LIABILITY COVERAGE PART OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART PRODUCT WITHDRAWAL COVERAGE PART PROFESSIONAL LIABILITY COVERAGE PART RAILROAD PROTECTIVE LIABILITY COVERAGE PART UNDERGROUND STORAGE TANK COVERAGE PART A. The provisions of Paragraph B. are added to all Insuring Agreements that set forth a duty to de- fend under: 1. Section 1 of the Commercial General Liability; Commercial Liability Umbrella, Employment - Related Practices Liability, Farm, Liquor Li- ability, Owners And Contractors Protective Li- ability, Pollution Liability, Products/Completed Operations Liability, Product Withdrawal, Pro- fessional Liability. Railroad Protective Liabil- ity, Underground Storage Tank Coverage Parts and the Farm Umbrella Liability Policy; 2. Section II — Liability Coverage in Paragraph A. Coverage under the Business Auto, Ga- rage, Motor Carrier and Truckers Coverage Forms; 3. Section A. Coverage under the Legal Liability Coverage Form; and 4. Coverage C — Mortgagehoider's liability under the Mortgageholders Errors And Omis- sions Coverage Form. B. If we initially defend an insured ("insured") or pay for an insured's ("insured's") defense but later de- termine that the daim(s) is (are) not covered un- der this insurance, we will have the right to reim- bursement for the defense costs we have incurred. The right to reimbursement for the defense costs under this provision will only apply to defense costs we have incurred after we notify you in writ- ing that there may not be coverage, and that we are reserving our rights to terminate the defense and seek reimbursement for defense ousts. IL 10 (12106) OLD REPUBLIC INSURANCE COMPANY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. TOTAL POLLUTION EXCLUSION WITH A BUILDING HEATING, COOLING AND DEHUMIDIFYING EQUIPMENT EXCEPTION AND A HOSTILE FIRE EXCEPTION This endorsement modifies insurance provided under the following: OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART SECTION 1— COVERAGES BODILY INJURY AND PROPERTY DAMAGE LIABILITY 2. Exclusions — Exclusion j. is replaced by the following: This insurance does not apply to: j. Pollution (1) "Bodily injury" or "property damage" which would not have occurred in whole or part but for the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of "pollutants" at any time. This exclusion does not apply to: (a) '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: (b) "Bodily injury" or "property damage" arising out of heat, smoke or fumes from a "hostile fire" unless that "hostile fire" occurred or originated: (i) At any premises, site or location which Is or was at any time used by or for any insured or others for the handling, storage, disposal, processing or treatment of waste; or (ii) At any premises, site or location on which any insured or any contractors or subcontractors working directly or Indirectly on any insured's behalf are performing operations to test for, monitor, dean up, remove, contain, treat, detoxify, neutralize or in any way respond to, or assess the effects of, "pollutants". (2) Any loss, cost or expense arising out of any: PGL 05912 04 Page 1 of 2 N:1Forms\PreferredManuscxiptLanguage\GL_PGLITotal Poll ExciwhBldgHeat&DehumktEquip- HostileFiresexception OCP 12-04 812-07 PGL0591204.doc PGL 05912 04 Request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of "pollutants"; or Claim or suit by or on behalf of a governmental authority for damages because of testing for, monitoring, cleaning up, removing, containing. treating, detoxifying or neutralizing, or in any way responding to, or assessing the effects of, "pollutants". Page 2 of 2 „,•,,,.yu(d/ 1tIAL (7- CITY OF NATIONAL CITY Office of the City Clerk 1243 National City Blvd., National City, California 91950 619-336-4228 phone / 619-336-4229 fax Michael R. Dalla, CMC - City Clerk KONE, INC. ELEVATOR MAINTENANCE, SERVICE, AND REPAIR Civic Center, Public Library, Fire Dept., Police Dept., and Kimball House Norma Maggiora (Public Works) Forwarded Copy of Agreement to Kone, Inc.