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R-2017-5019 - 12/7/2017
RESOLUTION NO. R-2017-5019 WHEREAS, the City of Round Rock desires to retain engineering services for the Meadows Area Drainage Assessment Work Authorization Project, and WHEREAS, LJA Engineering, Inc. has submitted a Contract for Engineering Services to provide said services, and WHEREAS, the City Council desires to enter into said contract with LJA Engineering, Inc., Now Therefore BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK, TEXAS, That the Mayor is hereby authorized and directed to execute on behalf of the City a Contract for Engineering Services with LJA Engineering, Inc. for the Meadows Area Drainage Assessment Work Authorization Project, a copy of said contract being attached hereto as Exhibit "A" and incorporated herein for all purposes. The City Council hereby finds and declares that written notice of the date, hour, place and subject of the meeting at which this Resolution was adopted was posted and that such meeting was open to the public as required by law at all times during which this Resolution and the subject matter hereof were discussed, considered and formally acted upon, all as required by the Open Meetings Act, Chapter 551, Texas Government Code, as amended. RESOLVED this 7th day of December, 2017. CRAIG ORGA ayor City of ound R , Texas ATTEST: SARA L. HITE, City Clerk 0112.1704;00390919 EXHIBIT „A„ nets , 5 rr' ROUND ROCK,TEXAS i't1RE�(iSF,PASSION.PROSPERITY. CITY OF ROUND ROCK CONTRACT FOR ENGINEERING SERVICES FOR MEADOWS AREA DRAINAGE ASSESSMENT WORK AUTHORIZATION FIRM: LJA ENGINEERING, INC. ("Engineer") ADDRESS: 921 W. New Hope Drive, Suite 601, Cedar Park, TX 78613 THE STATE OF TEXAS § COUNTY OF WILLIAMSON § THIS CONTRACT FOR ENGINEERING SERVICES ("Contract") is made and entered into to be effective on , 2017 by and between the CITY OF ROUND ROCK, a Texas home-rule municipal corporation, whose offices are located at 221 East Main Street, Round Rock, Texas 78664-5299, (hereinafter referred to as "City"), and Engineer, and such Contract is for the purpose of contracting for professional engineering services. RECITALS: WHEREAS, V.T.C.A., Government Code §2254.002(2)(A)(vii) under Subchapter A entitled "Professional Services Procurement Act"provides for the procurement by municipalities of services of professional engineers; and WHEREAS, City and Engineer desire to contract for such professional engineering services; and WHEREAS, City and Engineer wish to document their agreement concerning the requirements and respective obligations of the parties; NOW, THEREFORE, WITNESSETH: That for and in consideration of the mutual promises contained herein and other good and valuable considerations, and the covenants and agreements hereinafter contained to be kept and performed by the respective parties hereto, it is agreed as follows: Engineering Services Contract Rev. 12/11 0199.1768;00390368 00305865 1. CONTRACT DOCUMENTS The Contract Documents consist of this Contract and any exhibits attached hereto (which exhibits are hereby incorporated into and made a part of this Contract) and all Supplemental Contracts (as defined herein in Article 13) which are subsequently issued. These form the entire contract, and all are as fully a part of this Contract as if attached to this Contract or repeated herein. ARTICLE 1 CITY SERVICES City shall perform or provide services as identified in Exhibit A entitled"City Services." ARTICLE 2 ENGINEERING SERVICES Engineer shall perform Engineering Services as identified in Exhibit B entitled "Engineering Services." Engineer shall perform the Engineering Services in accordance with a Work Schedule to be agreed upon between City and Engineer as part of the Work Authorization provided in Article 7 herein, "Work Authorization." Such Work Schedule shall contain a complete schedule so that the Engineering Services included in the Work Authorization may be accomplished within the specified time and at the specified cost. The Work Schedule shall provide specific work sequences and definite review times by City and Engineer of all Engineering Services. Should the review times or Engineering Services take longer than shown on the Work Schedule, through no fault of Engineer, Engineer may submit a timely written request for additional time, which shall be subject to the approval of the City Manager. ARTICLE 3 CONTRACT TERM (1) Term. This Agreement shall be from the date hereof and shall terminate at the close of business on the 7th day of the month of December, 2019, or as otherwise terminated as provided in Article 20 entitled "Termination." Any Engineering Services performed or costs incurred after the date of termination shall not be eligible for reimbursement. Engineer shall notify City in writing as soon as possible if he/she/it determines, or reasonably anticipates, that the Engineering Services will not be completed in accordance with the Work Schedule. (2) Work Schedule. Engineer acknowledges that the Work Schedule is of critical importance, and agrees to undertake all necessary efforts to expedite the performance of Engineering Services required herein so that the services will be commenced and completed as scheduled. In this regard, and subject to adjustments in the Work Schedule as provided in Article 2 herein, Engineer shall proceed with sufficient qualified personnel and consultants necessary to fully and timely accomplish all Engineering Services required under this Contract in a professional manner. 2. (3) Work Authorization. After execution of this Contract, Engineer shall not proceed with Engineering Services until authorized in writing by City to proceed as provided in Article 7. ARTICLE 4 COMPENSATION City shall pay and Engineer agrees to accept the amount shown below as full compensation for all engineering services performed and to be performed under this Contract. Engineer shall be paid on the basis of actual hours worked by employees performing work associated with this Contract, in accordance with the Fee Schedule attached hereto as Exhibit C. Payment of monies due for the Engineer's subconsultant's services, if any, shall be based on the actual amount billed to the Engineer by the subconsultant. The maximum amount payable under this Contract, without modification of this Contract as provided herein, is the sum of Seventy-Five Thousand and No/100 Dollars ($75,000.00). Engineer shall prepare and submit to City monthly progress reports in sufficient detail to support the progress of the work and to support invoices requesting monthly payment. Any preferred format of City for such monthly progress reports shall be identified in Exhibit B entitled "Engineering Services". Satisfactory progress of work shall be an absolute condition of payment. The maximum amount payable herein may be adjusted for additional work requested and performed only if approved by written Supplemental Agreement. ARTICLE 5 METHOD OF PAYMENT Payments to Engineer shall be made while Engineering Services are in progress. Engineer shall prepare and submit to City, not more frequently than once a month, an invoice showing Engineering Services performed. This submittal shall also include a progress assessment report in a form acceptable to City. Payments shall be made by City based upon Engineering Services actually provided and performed. Upon timely receipt and approval of each statement, City shall make a good faith effort to pay the amount which is due and payable within thirty(30) days. City reserves the right to withhold payment pending verification of satisfactory Engineering Services performed. Engineer has the responsibility to submit proof to City, adequate and sufficient in its determination, that Engineering Services were completed. The certified statements shall show the total amount earned to the date of submission and shall show the amount due and payable as of the date of the current statement. Final payment does not relieve Engineer of the responsibility of correcting any errors and/or omissions resulting from his/her/its negligence. 3. ARTICLE 6 PROMPT PAYMENT POLICY In accordance with Chapter 2251, V.T.C.A., Texas Government Code, payment to Engineer will be made within thirty (30) days of the day on which the performance of services was complete, or within thirty (30) days of the day on which City receives a correct invoice for services, whichever is later. Engineer may charge a late fee (fee shall not be greater than that which is permitted by Texas law) for payments not made in accordance with this prompt payment policy; however, this policy does not apply in the event: A. There is a bona fide dispute between City and Engineer concerning the supplies, materials, or equipment delivered or the services performed that causes the payment to be late; or B. The terms of a federal contract, grant, regulation, or statute prevent City from making a timely payment with federal funds; or C. There is a bona fide dispute between Engineer and a subcontractor or between a subcontractor and its supplier concerning supplies, materials, or equipment delivered or the Engineering Services performed which causes the payment to be late; or D. The invoice is not mailed to City in strict accordance with instructions, if any, on the purchase order, or this Contract or other such contractual agreement. City shall document to Engineer the issues related to disputed invoices within ten (10) calendar days of receipt of such invoice. Any non-disputed invoices shall be considered correct and payable per the terms of Chapter 2251, V.T.C.A., Texas Government Code. ARTICLE 7 WORK AUTHORIZATION The Engineer shall not proceed with any task listed on Exhibit B until the City has issued a written Work Authorization regarding such task. The City shall not be responsible for work performed or costs incurred by Engineer related to any task for which a Work Authorization has not been issued. ARTICLE 8 PROJECT TEAM City's Designated Representative for purposes of this Contract is as follows: Federico Sanchez Project Manager 2008 Enterprise Drive Round Rock, TX 78664 Telephone Number(512) 218-6609 Fax Number(512) 218-5536 Email Address fsanchez@roundrocktexas.gov 4. City's Designated Representative shall be authorized to act on City's behalf with respect to this Contract. City or City's Designated Representative shall render decisions in a timely manner pertaining to documents submitted by Engineer in order to avoid unreasonable delay in the orderly and sequential progress of Engineering Services. Engineer's Designated Representative for purposes of this Contract is as follows: Derek Bohls, P.E., CFM Project Manager 921 W.New Hope Drive, Suite 601 Cedar Park, TX 78613 Telephone Number(512) 439-4744 Fax Number(512)439-4716 Email Address dbohls@lja.com ARTICLE 9 PROGRESS EVALUATION Engineer shall, from time to time during the progress of the Engineering Services, confer with City at City's election. Engineer shall prepare and present such information as may be pertinent and necessary, or as may be requested by City, in order for City to evaluate features of the Engineering Services. At the request of City or Engineer, conferences shall be provided at Engineer's office, the offices of City, or at other locations designated by City. When requested by City, such conferences shall also include evaluation of the Engineering Services. Should City determine that the progress in Engineering Services does not satisfy the Work Schedule, then City shall review the Work Schedule with Engineer to determine corrective action required. Engineer shall promptly advise City in writing of events which have or may have a significant impact upon the progress of the Engineering Services, including but not limited to the following: (1) Problems, delays, adverse conditions which may materially affect the ability to meet the objectives of the Work Schedule, or preclude the attainment of Engineering Services units by established time periods; and such disclosure shall be accompanied by statement of actions taken or contemplated, and City assistance needed to resolve the situation, if any; and (2) Favorable developments or events which enable meeting the Work Schedule goals sooner than anticipated. 5. ARTICLE 10 SUSPENSION Should City desire to suspend the Engineering Services, but not to terminate this Contract, then such suspension may be effected by City giving Engineer thirty (30) calendar days' verbal notification followed by written confirmation to that effect. Such thirty-day notice may be waived in writing by agreement and signature of both parties. The Engineering Services may be reinstated and resumed in full force and effect within sixty (60) days of receipt of written notice from City to resume the Engineering Services. Such sixty-day notice may be waived in writing by agreement and signature of both parties. If this Contract is suspended for more than thirty(30) days, Engineer shall have the option of terminating this Contract. City assumes no liability for Engineering Services performed or costs incurred prior to the date authorized by City for Engineer to begin Engineering Services, and/or during periods when Engineering Services is suspended, and/or subsequent to the contract completion date. ARTICLE 11 ADDITIONAL ENGINEERING SERVICES If Engineer forms a reasonable opinion that any work he/she/it has been directed to perform is beyond the scope of this Contract and as such constitutes extra work, he/she/it shall promptly notify City in writing. In the event City finds that such work does constitute extra work and exceeds the maximum amount payable, City shall so advise Engineer and a written Supplemental Contract will be executed between the parties as provided in Article 13. Engineer shall not perform any proposed additional work nor incur any additional costs prior to the execution, by both parties, of a written Supplemental Contract. City shall not be responsible for actions by Engineer nor for any costs incurred by Engineer relating to additional work not directly associated with the performance of the Engineering Services authorized in this Contract or any amendments thereto. ARTICLE 12 CHANGES IN ENGINEERING SERVICES If City deems it necessary to request changes to previously satisfactorily completed Engineering Services or parts thereof which involve changes to the original Engineering Services or character of Engineering Services under this Contract, then Engineer shall make such revisions as requested and as directed by City. Such revisions shall be considered as additional Engineering Services and paid for as specified under Article 11. Engineer shall make revisions to Engineering Services authorized hereunder as are necessary to correct errors appearing therein, when required to do so by City. No additional compensation shall be due for such Engineering Services. 6. ARTICLE 13 SUPPLEMENTAL CONTRACTS The terms of this Contract may be modified by written Supplemental Contract if City determines that there has been a significant change in (1) the scope, complexity or character of the Engineering Services, or (2) the duration of the Engineering Services. Any such Supplemental Contract must be duly authorized by the City. Engineer shall not proceed until the Supplemental Contract has been executed. Additional compensation, if appropriate, shall be identified as provided in Article 4. It is understood and agreed by and between both parties that Engineer shall make no claim for extra work done or materials furnished until the City authorizes full execution of the written Supplemental Contract and authorization to proceed. City reserves the right to withhold payment pending verification of satisfactory Engineering Services performed. ARTICLE 14 USE OF DOCUMENTS All documents, including but not limited to drawings, specifications and data or programs stored electronically, (hereinafter referred to as "Instruments of Service") prepared by Engineer and its subcontractors are related exclusively to the services described in this Contract and are intended to be used with respect to this Contract. However, it is expressly understood and agreed by and between the parties hereto that all of Engineer's designs under this Contract (including but not limited to tracings, drawings, estimates, specifications, investigations, studies and other documents, completed or partially completed), shall be the property of City to be thereafter used in any lawful manner as City elects. Any such subsequent use made of documents by City shall be at City's sole risk and without liability to Engineer, and, to the extent permitted by law, City shall hold harmless Engineer from all claims, damages, losses and expenses, including but not limited to attorneys fees, resulting therefrom. Any modification of the plans will be evidences on the plans and be signed and sealed by a professional prior to re-use of modified plans. By execution of this Contract and in confirmation of the fee for services to be paid under this Contract, Engineer hereby conveys, transfers and assigns to City all rights under the Federal Copyright Act of 1976 (or any successor copyright statute), as amended, all common law copyrights and all other intellectual property rights acknowledged by law in any designs and work product developed under this Contract. Copies may be retained by Engineer. Engineer shall be liable to City for any loss or damage to any such documents while they are in the possession of or while being worked upon by Engineer or anyone connected with Engineer, including agents, employees, Engineers or subcontractors. All documents so lost or damaged shall be replaced or restored by Engineer without cost to City. Upon execution of this Contract, Engineer grants to City permission to reproduce Engineer's work and documents for purposes of constructing, using and maintaining infrastructure or facilities for which said work and documents were prepared, provided that City shall comply with its obligations, including prompt payment of all sums when due, under this Contract. Engineer shall obtain similar permission from Engineer's subcontractors consistent with this Contract. If and upon the date Engineer is adjudged in default of this Contract, City is permitted to authorize other similarly credentialed design professionals to reproduce and, where permitted by law, to make changes, corrections or additions to the work and documents for the 7. purposes of completing, using and maintaining infrastructure or facilities for which said work and documents were prepared. City shall not assign, delegate, sublicense, pledge or otherwise transfer any permission granted herein to another party without the prior written agreement of Engineer. However, City shall be permitted to authorize a contractor, subcontractors and material or equipment suppliers to reproduce applicable portions of the Instruments of Service appropriate to and for use in their execution of work for the City. Submission or distribution of Instruments of Service to meet official regulatory requirements or for similar purposes is permitted. Any unauthorized use of the Instruments of Service shall be at City's sole risk and without liability to Engineer and its Engineers. Prior to Engineer providing to City any Instruments of Service in electronic form or City providing to Engineer any electronic data for incorporation into the Instruments of Service, City and Engineer shall by separate written agreement set forth the specific conditions governing the format of such Instruments of Service or electronic data, including any special limitations not otherwise provided in this Contract. Any electronic files are provided by Engineer for the convenience of City, and use of them is at City's sole risk. In the case of any defects in electronic files or any discrepancies between them and any hardcopy of the same documents prepared by Engineer, the hardcopy shall prevail. Only printed copies of documents conveyed by Engineer shall be relied upon. Engineer shall have no liability for changes made to Engineer's Instruments of Service by other engineers subsequent to the completion and delivery of the Instruments of Service to the City. Any such change shall be sealed by the engineer making that change and shall be appropriately marked to reflect what was changed or modified. ARTICLE 15 PERSONNEL, EQUIPMENT AND MATERIAL Engineer shall furnish and maintain, at its own expense, quarters for the performance of all Engineering Services, and adequate and sufficient personnel and equipment to perform the Engineering Services as required. All employees of Engineer shall have such knowledge and experience as will enable them to perform the duties assigned to them. Any employee of Engineer who, in the opinion of City, is incompetent or whose conduct becomes detrimental to the Engineering Services shall immediately be removed from association with this Contract when so instructed by City. Engineer certifies that it presently has adequate qualified personnel in its employment for performance of the Engineering Services required under this Contract, or will obtain such personnel from sources other than City. Engineer may not change the Project Manager without prior written consent of City. ARTICLE 16 SUBCONTRACTING Engineer shall not assign, subcontract or transfer any portion of the Engineering Services under this Contract without prior written approval from City. All subcontracts shall include the provisions required in this Contract and shall be approved as to form, in writing, by City prior to Engineering Services being performed under the subcontract. No subcontract shall relieve Engineer of any responsibilities under this Contract. 8. ARTICLE 17 EVALUATION OF ENGINEERING SERVICES City, or any authorized representatives of it, shall have the right at all reasonable times to review or otherwise evaluate the Engineering Services performed or being performed hereunder and the premises on which it is being performed. If any review or evaluation is made on the premises of Engineer or a subcontractor, then Engineer shall provide and require its subcontractors to provide all reasonable facilities and assistance for the safety and convenience of City or other representatives in the performance of their duties. ARTICLE 18 SUBMISSION OF REPORTS All applicable study reports shall be submitted in preliminary form for approval by City before any final report is issued. City's comments on Engineer's preliminary reports shall be addressed in any final report. ARTICLE 19 VIOLATION OF CONTRACT TERMS/BREACH OF CONTRACT Violation of contract terms or breach of contract by Engineer shall be grounds for termination of this Contract, and any increased costs arising from Engineer's default, breach of contract, or violation of contract terms shall be paid by Engineer. ARTICLE 20 TERMINATION This Contract may be terminated as set forth below. (1) By mutual agreement and consent, in writing, of both parties. (2) By City, by notice in writing to Engineer, as a consequence of failure by Engineer to perform the Engineering Services set forth herein in a satisfactory manner. (3) By either party, upon the failure of the other party to fulfill its obligations as set forth herein. (4) By City, for reasons of its own and not subject to the mutual consent of Engineer, upon not less than thirty(30) days' written notice to Engineer. (5) By satisfactory completion of all Engineering Services and obligations described herein. Should City terminate this Contract as herein provided, no fees other than fees due and payable at the time of termination shall thereafter be paid to Engineer. In determining the value of the Engineering Services performed by Engineer prior to termination, City shall be the sole judge. Should City terminate this Contract under Subsection (4) immediately above, then the 9. amount charged during the thirty-day notice period shall not exceed the amount charged during the preceding thirty(30) days. If Engineer defaults in the performance of this Contract or if City terminates this Contract for fault on the part of Engineer, then City shall give consideration to the actual costs incurred by Engineer in performing the Engineering Services to the date of default, the amount of Engineering Services required which was satisfactorily completed to date of default, the value of the Engineering Services which are usable to City, the reasonable and necessary cost to City of employing another firm to complete the Engineering Services required and the time required to do so, and other factors which affect the value to City of the Engineering Services performed at the time of default. The termination of this Contract and payment of an amount in settlement as prescribed above shall extinguish all rights, duties, and obligations of City and Engineer under this Contract, except the obligations set forth herein in Article 21 entitled "Compliance with Laws." If the termination of this Contract is due to the failure of Engineer to fulfill his/her/its contractual obligations, then City may take over and prosecute the Engineering Services to completion. In such case, Engineer shall be liable to City for any additional and reasonable costs incurred by City. Engineer shall be responsible for the settlement of all contractual and administrative issues arising out of any procurements made by Engineer in support of the Engineering Services under this Contract. ARTICLE 21 COMPLIANCE WITH LAWS (1) Compliance. Engineer shall comply with all applicable federal, state and local laws, statutes, codes, ordinances, rules and regulations, and the orders and decrees of any court, or administrative bodies or tribunals in any manner affecting the performance of this Contract, including without limitation, minimum/maximum salary and wage statutes and regulations, and licensing laws and regulations. Engineer shall furnish City with satisfactory proof of his/her/its compliance. Engineer shall further obtain all permits and licenses required in the performance of the Engineering Services contracted for herein. In accordance with Chapter 2270, Texas Government Code, a governmental entity may not enter into a contract with a company for goods or services unless the contract contains written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of this Contract. The signatory executing this Agreement on behalf of Engineer verifies Engineer does not boycott Israel and will not boycott Israel during the term of this Agreement. (2) Taxes. Engineer will pay all taxes, if any, required by law arising by virtue of the Engineering Services performed hereunder. City is qualified for exemption pursuant to the provisions of Section 151.309 of the Texas Limited Sales, Excise, and Use Tax Act. 10. ARTICLE 22 INDEMNIFICATION Engineer shall save and hold harmless City and its officers and employees from all liability for damage to the extent that the damage is caused by or results from an act of negligence, intentional tort, intellectual property infringement, or failure to pay a subcontractor or supplier committed by Engineer, Engineer's agent, or another entity over which Engineer exercises control. Engineer shall also save and hold City harmless from any and all expenses, including but not limited to reimbursement of reasonable attorney's fees which may be incurred by City in litigation or otherwise defending claims or liabilities which may be imposed on City to the extent resulting from such negligent activities by Engineer, its agents, or employees. ARTICLE 23 ENGINEER'S RESPONSIBILITIES Engineer shall be responsible for the accuracy of his/her/its Engineering Services and shall promptly make necessary revisions or corrections to its work product resulting from errors, omissions, or negligent acts, and same shall be done without compensation. City shall determine Engineer's responsibilities for all questions arising from design errors and/or omissions. Engineer shall not be relieved of responsibility for subsequent correction of any such errors or omissions in its work product, or for clarification of any ambiguities until after any construction project or maintenance performed pursuant to the Engineering Services provided under this Contract has been satisfactorily completed. ARTICLE 24 ENGINEER'S SEAL The responsible engineer shall sign, seal and date all appropriate engineering submissions to City in accordance with the Texas Engineering Practice Act and the rules of the State Board of Registration for Professional Engineers. ARTICLE 25 NON-COLLUSION,FINANCIAL INTEREST PROHIBITED (1) Non-collusion. Engineer warrants that he/she/it has not employed or retained any company or persons, other than a bona fide employee working solely for Engineer, to solicit or secure this Contract, and that he/she/it has not paid or agreed to pay any company or engineer any fee, commission, percentage, brokerage fee, gifts, or any other consideration, contingent upon or resulting from the award or making of this Contract. For breach or violation of this warranty, City reserves and shall have the right to annul this Contract without liability or, in its discretion and at its sole election, to deduct from the contract price or compensation, or to otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee. (2) Financial Interest Prohibited. Engineer covenants and represents that Engineer, his/her/its officers, employees, agents, consultants and subcontractors will have no financial interest, direct or indirect, in the purchase or sale of any product, materials or equipment that 11. will be recommended or required for any construction project or maintenance performed pursuant to the Engineering Services provided under this Contract. ARTICLE 26 INSURANCE (1) Insurance. Engineer, at Engineer's sole cost, shall purchase and maintain during the entire term while this Contract is in effect professional liability insurance coverage in the minimum amount of One Million Dollars per claim from a company authorized to do insurance business in Texas and otherwise acceptable to City. Engineer shall also notify City, within twenty-four (24) hours of receipt, of any notices of expiration, cancellation, non-renewal, or material change in coverage it receives from its insurer. (2) Subconsultant Insurance. Without limiting any of the other obligations or liabilities of Engineer, Engineer shall require each subconsultant performing work under this Contract to maintain during the term of this Contract, at the subconsultant's own expense, the same stipulated minimum insurance required in Article 26, Section (1) above, including the required provisions and additional policy conditions as shown below in Article 26, Section(3). Engineer shall obtain and monitor the certificates of insurance from each subconsultant in order to assure compliance with the insurance requirements. Engineer must retain the certificates of insurance for the duration of this Contract, and shall have the responsibility of enforcing these insurance requirements among its subconsultants. City shall be entitled, upon request and without expense, to receive copies of these certificates of insurance. (3) Insurance Policy Endorsements. Each insurance policy shall include the following conditions by endorsement to the policy: (a) Each policy shall require that thirty (30) days prior to the expiration, cancellation, non-renewal or reduction in limits by endorsement a notice thereof shall be given to City by certified mail to: City Manager, City of Round Rock 221 East Main Street Round Rock, Texas 78664 (b) The policy clause "Other Insurance" shall not apply to any insurance coverage currently held by City, to any such future coverage, or to City's Self-Insured Retentions of whatever nature. (4) Cost of Insurance. The cost of all insurance required herein to be secured and maintained by Engineer shall be borne solely by Engineer, with certificates of insurance evidencing such minimum coverage in force to be filed with City. Such Certificates of Insurance are evidenced as Exhibit D herein entitled"Certificates of Insurance." 12. ARTICLE 27 COPYRIGHTS City shall have the royalty-free, nonexclusive and irrevocable right to reproduce, publish or otherwise use, and to authorize others to use, any reports developed by Engineer for governmental purposes. ARTICLE 28 SUCCESSORS AND ASSIGNS This Contract shall be binding upon and inure to the benefit of the parties hereto, their successors, lawful assigns, and legal representatives. Engineer may not assign, sublet or transfer any interest in this Contract, in whole or in part, by operation of law or otherwise, without obtaining the prior written consent of City. ARTICLE 29 SEVERABILITY In the event any one or more of the provisions contained in this Contract shall for any reason be held to be invalid, illegal or unenforceable in any respect, then such invalidity, illegality or unenforceability shall not affect any other provision thereof and this Contract shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein. ARTICLE 30 PRIOR AGREEMENTS SUPERSEDED This Contract constitutes the sole agreement of the parties hereto, and supersedes any prior understandings or written or oral contracts between the parties respecting the subject matter defined herein. This Contract may only be amended or supplemented by mutual agreement of the parties hereto in writing. ARTICLE 31 ENGINEER'S ACCOUNTING RECORDS Records pertaining to this Contract, and records of accounts between City and Engineer, shall be kept on a generally recognized accounting basis and shall be available to City or its authorized representatives at mutually convenient times. The City reserves the right to review all records it deems relevant which are related to this Contract. ARTICLE 32 NOTICES All notices to either party by the other required under this Contract shall be personally delivered or mailed to such party at the following respective addresses: 13. City: City of Round Rock Attention: City Manager 221 East Main Street Round Rock, TX 78664 and to: Stephan L. Sheets City Attorney 309 East Main Street Round Rock, TX 78664 Engineer: Derek Bohls, P.E., CFM Project Manager 921 W. New Hope Drive, Suite 601 Cedar Park, TX 78613 ARTICLE 33 GENERAL PROVISIONS (1) Time of Performance. The Services shall be performed expeditiously as is prudent considering the ordinary professional skill and care of a competent engineer. Engineer understands and agrees that time is of the essence and that any failure of Engineer to complete the Engineering Services for each phase of this Contract within the agreed Work Schedule may constitute a material breach of this Contract. Engineer shall be fully responsible for his/her/its delays or for failures to use his/her/its reasonable efforts in accordance with the terms of this Contract and the Engineer's standard of performance as defined herein. Where damage is caused to City due to Engineer's negligent failure to perform according to the standard of care, City may accordingly withhold, to the extent of such damage, Engineer's payments hereunder without waiver of any of City's additional legal rights or remedies. (2) Force Majeure. Neither City nor Engineer shall be deemed in violation of this Contract if prevented from performing any of their obligations hereunder by reasons for which they are not responsible or circumstances beyond their control. However, notice of such impediment or delay in performance must be timely given, and all reasonable efforts undertaken to mitigate its effects. (3) Enforcement and Venue. This Contract shall be enforceable in Round Rock, Williamson County, Texas, and if legal action is necessary by either party with respect to the enforcement of any or all of the terms or conditions herein, exclusive venue for same shall lie in Williamson County, Texas. This Contract shall be governed by and construed in accordance with the laws and court decisions of the State of Texas. (4) Standard of Performance. The standard of care for all professional engineering, consulting and related services performed or furnished by Engineer and its employees under this 14. Contract will be the care and skill ordinarily used by members of Engineer's profession practicing under the same or similar circumstances at the same time and in the same locality. Excepting Articles 25 and 34 herein, Engineer makes no warranties, express or implied, under this Contract or otherwise, in connection with the Engineering Services. (5) Opinion of Probable Cost. Any opinions of probable project cost or probable construction cost provided by Engineer are made on the basis of information available to Engineer and on the basis of Engineer's experience and qualifications and represents its judgment as an experienced and qualified professional engineer. However, since Engineer has no control over the cost of labor, materials, equipment or services furnished by others, or over the contractor(s') methods of determining prices, or over competitive bidding or market conditions, Engineer does not guarantee that proposals, bids or actual project or construction cost will not vary from opinions of probable cost Engineer prepares. (6) Opinions and Determinations. Where the terms of this Contract provide for action to be based upon opinion, judgment, approval, review, or determination of either party hereto, such terms are not intended to be and shall never be construed as permitting such opinion, judgment, approval, review, or determination to be arbitrary, capricious, or unreasonable. ARTICLE 34 SIGNATORY WARRANTY The undersigned signatory for Engineer hereby represents and warrants that the signatory is an officer of the organization for which he/she has executed this Contract and that he/she has full and complete authority to enter into this Contract on behalf of the firm. The above-stated representations and warranties are made for the purpose of inducing City to enter into this Contract. 15. IN WITNESS WHEREOF, the City of Round Rock has caused this Contract to be signed in its corporate name by its duly authorized City Manager or Mayor, as has Engineer, signing by and through its duly authorized representative(s), thereby binding the parties hereto, their successors, assigns and representatives for the faithful and full performance of the terms and provisions hereof. CITY OF ROUND ROCK, TEXAS APPROVED AS TO FORM: By: Craig Morgan, Mayor Stephan L. Sheets, City Attorney ATTEST: By: Sara L. White, City Clerk LJA ENGINEERING, INC. By: Signature of Principal Printed Name: 16. LIST OF EXHIBITS ATTACHED (1)Exhibit A City Services (2)Exhibit B Engineering Services (3) Exhibit C Fee Schedule (4)Exhibit D Certificates of Insurance EXHIBIT A City Services The City will provide the following information and other assistance to the Engineer that the City deems appropriate and necessary: 1. Any readily available pertinent existing information relating to the services to be performed by the Engineer;the City will provide one copy of such information in a format chosen by the City. 2. Clear direction and/or response to questions or requests made by the Engineer in the course of the Engineer's performance of services. 3. Timely review of deliverables that have been properly completed and submitted by the Engineer; and timely provisions of comments, if any, to the Engineer resulting from said reviews. EXHIBIT B Engineering Services 1. PROJECT PURPOSE The purpose of the project is to identify and quantify flood risk areas within the project limits. Work involves developing solutions and a plan to implement necessary improvements. The tasks under this contract may require unusually complex analysis of storm drains, overland flow, and creek interactions. 2. GENERAL SCOPE OF WORK The Services shown below in the "Scope of Services" are representative of the types of services contemplated on the Contract. It is not considered an exhaustive list of all engineering services that are possible under the Contract nor does it guarantee that all the services will be requested or required. Scope of Services: ❑ Project Management. ❑ Meetings ❑ Data Collection ❑ 2D Modeling ❑ Identify and prioritize neighborhood drainage issues. ❑ Hydrology and Hydraulics Analysis. ❑ Streambank stabilization&creek improvements • Survey—Coordinate surveying as determined by the City ❑ Plans and Technical Specifications Preparation • Engineer's Estimate of Probable Construction Cost ❑ QA/QC ❑ Bidding Phase Services ❑ Construction Phase Services 3. KEY PERSONNEL A summary of the proposed engineering team including names and titles are presented in table B-1. TABLE B-1 SUMMARY OF PROPOSED ENGINEERING TEAM PERSONNEL NAME TITLE Kenneth Schrock, PE Senior Project Manager Derek Bohls, PE, CFM Project Manager Zach Ryan, PE, CFM Senior Engineer Pablo Ternes, PE Project Engineer Dave Garrett, PE Quality Manager Riley Sladek, PE Senior Engineer Scott Williams, PE Senior Engineer Brian Young, PE Senior Engineer Alan McCarthy Senior Engineering Tech Bradley Ratcliff, EIT Engineer In Training Cody Moczygemba, EIT Engineer In Training John Teets, EIT Engineer In Training Matthew DeLaCruz, EIT Engineer In Training EXHIBIT C Fee Schedule Hourly rates to be billed on a time and materials basis per the following rates: Title Rate/Hr. Senior Project Manager $235.00 Project Manager $195.00 Quality Manger $185.00 Senior Engineer $180.00 Project Engineer $160.00 E.I.T. $130.00 Senior Engineering Tech $115.00 CADD Operator $85.00 Admin $70.00 *Rates may be amended once between Nov. 1, 2018 and Nov. 1, 2019, not to exceed a 3% increase. EXHIBIT D Certificate of Insurance Attached Behind This Page Client#: 180670 LJAENGIN ACORD,. CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 11/06/2017 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT:If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must be endorsed.If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement.A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Lori Henderson USI Southwest PHONE 713 490-4600 AJ713-490-4700 9811 Katy Freeway,Suite 500 E-MAILo,Ext): (A/cC,No ADDRESS: Iorl.henderson@usi.com Houston,TX 77024 INSURER(S)AFFORDING COVERAGE NAIC# 713 490-4600 Hartford Fire Insurance Com INSURER A: any 19682 P INSURED INSURER B:Commerce&Industry Insurance C 19410 LJA Engineering,Inc. 2929 Briarpark Dr.Ste 600 INSURER C:Texas Mutual Insurance Company 22945 Houston,TX 77042 INSURER D;Argonaut Insurance Company 19801 INSURER E:Barkley Insurance Company 32603 INSURER F:Argonaut Insurance Company COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LIMITS LTR INSR WVD POLICY NUMBER MM/DD/YYYY MM/DD/YYYY A X COMMERCIAL GENERAL LIABILITY 61 UUNJD0702 09/01/2017 09/01/2018 EACH OCCURRENCE $1,000,000 CLAIMS-MADE 7 OCCUR PREMISES(Ea occur ence) $300,000 X BI/PD Ded:10,000 MED EXP(Any one person) $10,000 PERSONAL&ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000 PRO- —1 POLICY X JECT I I LOC PRODUCTS-COMP/OP AGG $2,000,000 OTHER: $ A AUTOMOBILE LIABILITY 61 UUNJD0702 09/01/2017 09/01/201 COMBINED SINGLE LIMIT Ea accident $1,000,000 X ANY AUTO BODILY INJURY(Per person) $ ALL OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS AUTOS X HIRED AUTOS X NON-OWNED PROPERTY DAMAGE $ AUTOS Per accident B JX UMBRELLA LIAB X OCCUR BE016917474 09/01/2017 09/01/2018 EACH OCCURRENCE s25,000,000 EXCESS LIAB CLAIMS-MADE AGGREGATE s25,000,000 DED I X RETENTION$10000 $ CWORKERS COMPENSATION PER OTH- AND EMPLOYERS'LIABILITY 0002002511 TX 09/01/2017 09/01/2018 X STATUTEE F ANYPROPRIETOR/PARTNER/EXECUTIVEY/N 928308620044 O/S 09/01/2017 09/01/201 E.L.EACH ACCIDENT $1,000,000 OFFICER/MEMBER EXCLUDED? � N/A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT 1$1,000,000 E Professional AEC901658502 09/01/2017 09/01/2018 $5,000,000 per claim Liability $5,000,000 annl aggr. DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) NAMED INSURED INCLUDES: HORIZON ENVIRONMENTAL SERVICES INC.,BERG-OLIVER ASSOCIATES, INC., PRECISION AERIAL COMPLIANCE SOLUTIONS,LLC. 30 day notice of cancellation except 10 day notice of cancellation for non-payment of premium. (See Attached Descriptions) CERTIFICATE HOLDER CANCELLATION City Manager SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Round Rock ACCORDANCE WITH THE POLICY PROVISIONS. 221 E. Main Street Round Rock,TX 78664 AUTHORIZED REPRESENTATIVE ©1988-2014 ACORD CORPORATION.All rights reserved. ACORD 25(2014/01) 1 of 2 The ACORD name and logo are registered marks of ACORD #S21877114/M21366471 SHBZP DESCRIPTIONS (Continued from Page 1) Blanket Additional Insured including products/completed operations coverage(all policies except Professional Liability and Workers Compensation) is provided if required by written contract executed prior to a loss, but limited to the operations of the Named Insured per policy forms HG00 01 06 05(GL); CG20100413GL; CG20370413(GL); HA 99 16 03 12(Auto); 80517 11/09(Umbrella). Coverage provided on the General Liability is primary and non-contributory if required by written contract executed prior to a loss. "Maximum annual Aggregate limit$10,000,000 Blanket Waiver of Subrogation is provided on General Liability,Auto, Umbrella, Professional Liability and Workers Compensation policies as required by written contract executed prior to a loss per policy form HG 00 01 06 05(GL); HA 99 16 03 12(Auto); 80517 11/09(Umbrella); and WC 42 03 04(Workers Compensation). Umbrella Liability policy follows form of the underlying policies,General Liability,Auto Liability and Workers Compensation. SAGITTA 25.3(2014/01) 2 of 2 #S21877114/M21366471 Named Insured:LJA Engineering,Inc. BERG-OLIVF,R ASSOCIATES HORIZON ENVIRONMENTAL , SERVICES,INC. Policy Number:61 UUNJD0702 Policy Term: 09/01/2017 to 09/01/2018 COMMERCIAL GENERAL LIABILITY COVERAGE FORM Various provisions in this policy restrict coverage. Read (2) The "bodily injury" or "property damage" occurs the entire policy carefully to determine rights, duties and during the policy period; and what is and is not covered. (3) Prior to the policy period, no insured listed Throughout this policy the words "you" and "your" refer to under Paragraph 1. of Section II — Who Is An the Named Insured shown in the Declarations, and any Insured and no "employee" authorized by you to other person or organization qualifying as a Named give or receive notice of an "occurrence" or Insured under this policy. The words "we", "us" and "our" claim, knew that the "bodily injury" or "property refer to the stock insurance company member of The damage" had occurred, in whole or in part. If Hartford providing this insurance. such a listed insured or authorized "employee" The word "insured" means any person or organization knew, prior to the policy period, that the "bodily qualifying as such under Section 11—Who Is An Insured. injury" or "property damage" occurred, then any Other words and phrases that appear in quotation marks continuation, change or resumption of such "bodily injury" or "property damage" during or have special meaning. Refer to Section V—Definitions. after the policy period will be deemed to have SECTION I—COVERAGES been known prior to the policy period. COVERAGE A BODILY INJURY AND PROPERTY c. "Bodily injury" or"property damage" will be deemed DAMAGE LIABILITY to have been known to have occurred at the 1. Insuring Agreement earliest time when any insured listed under a. We will pay those sums that the insured becomes Paragraph 1. of Section II — Who Is An Insured orany "employee" authorized by you to give or legally obligated to pay as damages because of "bodily injury" or "property damage" to which this receive notice of an "occurrence" or claim: insurance applies. We will have the right and duty (1) Reports all, or any part, of the "bodily injury" or to defend the insured against any "suit" seeking "property damage"to us or any other insurer; those damages. However, we will have no duty to (2) Receives a written or verbal demand or claim defend the insured against any "suit" seeking for damages because of the "bodily injury" or damages for "bodily injury" or"property damage" to "property damage"; or which this insurance does not apply. We may, at (3) Becomes aware by any other means that our discretion, investigate any "occurrence" and "bodily injury" or "property damage" has settle any claim or"suit"that may result. But: occurred or has begun to occur. (1) The amount we will pay for damages is limited d. Damages because of "bodily injury" include as described in Section III — Limits Of damages claimed by any person or organization for Insurance; and care, loss of services or death resulting at any time (2) Our right and duty to defend ends when we from the "bodily injury". have used up the applicable limit of insurance in e. Incidental Medical Malpractice the payment of judgments or settlements under Coverages A or B or medical expenses under (1) "Bodily injury" arising out of the rendering of or Coverage C. failure to render professional health care Na other obligation or liability to pay sums or services as a physician, dentist, nurse,emergency medical technician or paramedic perform acts or services is covered unless explicitly shall be deemed to be caused by an provided for under Supplementary Payments — "occurrence", but only if: Coverages A and B. (a) The physician, dentist, nurse, emergency b. This insurance applies to "bodily injury" and medical technician or paramedic is "property damage" only if: employed by you to provide such services; (1) The "bodily injury" or "property damage" is and caused by an "occurrence" that takes place in (b) You are not engaged in the business or the "coverage territory"; occupation of providing such services. HG 00 01 06 05 Page 1 of 18 O 2005 The Hartford (Includes copyrighted material of Insurance Services Office, Inc. with its permission.) (2) For the purpose of determining the limits of d. Workers'Compensation And Similar Laws insurance for incidental medical malpractice, Any obligation of the insured under a workers' any act or omission together with all related acts compensation, disability benefits or unemployment or omissions in the furnishing of these services compensation law or any similar law. to any one person will be considered one "occurrence". e. Employer's Liability 2. Exclusions "Bodily injury"to: This insurance does not apply to: (1) An "employee" of the insured arising out of and a. Expected Or Intended Injury in the course of: "Bodily injury" or "property damage" expected or (a) Employment by the insured; or intended from the standpoint of the insured. This (b) Performing duties related to the conduct of exclusion does not apply to "bodily injury" or the insured's business; or "property damage" resulting from the use of (2) The spouse, child, parent, brother or sister of reasonable force to protect persons or property. that "employee" as a consequence of b. Contractual Liability Paragraph (1)above. "Bodily injury" or "property damage" for which the This exclusion applies: insured is obligated to pay damages by reason of (1) Whether the insured may be liable as an the assumption of liability in a contract or employer or in any other capacity; and agreement. This exclusion does not apply to liability (2) To any obligation to share damages with or for damages: repay someone else who must pay damages (1) That the insured would have in the absence of because of the injury. the contract or agreement; or This exclusion does not apply to liability assumed (2) Assumed in a contract or agreement that is an by the insured under an "insured contract". "insured contract", provided the "bodily injury" or f. Pollution "property damage" occurs subsequent to the 1 "Bodilyinjury" "property " out execution of the contract or agreement. Solely ( � in� ry or p pert y dama gearising for the purposes of liability assumed in an of the actual, alleged or threatened discharge, "insured contract", reasonable attorney fees and dispersal, seepage, migration, release or necessary litigation expenses incurred by or for escape of"pollutants": a party other than an insured are deemed to be (a) At or from any premises, site or location damages because of"bodily injury" or "property which is or was at any time owned or damage", provided: occupied by, or rented or loaned to, any (a) Liability to such party for, or for the cost of, insured. However, this subparagraph does that party's defense has also been assumed not apply to: in the same "insured contract"; and (i) "Bodily injury" if sustained within a (b) Such attorney fees and litigation expenses building and caused by smoke, fumes, are for defense of that party against a civil or vapor or soot produced by or originating alternative dispute resolution proceeding in from equipment that is used to heat, cool which damages to which this insurance or dehumidify the building, or equipment applies are alleged. that is used to heat water for personal use, by the building's occupants or their c. Liquor Liability guests; "Bodily injury" or "property damage" for which any (ii) "Bodily injury" or "property damage" for insured may be held liable by reason of: which you may be held liable, if you are a (1) Causing or contributing to the intoxication of any contractor and the owner or lessee of person; such premises, site or location has been (2) The furnishing of alcoholic beverages to a added to your policy as an additional person under the legal drinking age or under the insured with respect to your ongoing influence of alcohol; or operations performed for that additional (3) Any statute, ordinance or regulation relating to insured at that premises, site or locationand such premises, site or location is not the sale, gift, distribution or use of alcoholic and never was owned or occupied by, or beverages. rented or loaned to, any insured, other This exclusion applies only if you are in the than that additional insured; or business of manufacturing, distributing, selling, serving or furnishing alcoholic beverages. Page 2 of 18 HG 00 01 06 05 (iii) "Bodily injury" or "property damage" (e) At or from any premises, site or location on arising out of heat, smoke or fumes from which any insured or any contractors or a "hostile fire"; subcontractors working directly or indirectly (b) At or from any premises, site or location on any insured's behalf are performing which is or was at any time used by or for operations if the operations are to test for, any insured or others for the handling, monitor, clean up, remove, contain, treat, storage, disposal, processing or treatment of detoxify or neutralize, or in any way respond waste; to, or assess the effects of, "pollutants". (c) Which are or were at any time transported, (2) Any loss, cost or expense arising out of any: handled, stored, treated, disposed of, or (a) Request, demand, order or statutory or processed as waste by or for: regulatory requirement that any insured or (i) Any insured; or others test for, monitor, clean up, remove, (ii) Any person or organization for whom you contain, treat, detoxify or neutralize, or in may be legally responsible; any way respond to, or assess the effects of, pollutants , or (d) At or from any premises, site or location on (b) Claim or suit by or on behalf of a which any insured or any contractors or governmental authority for damages subcontractors working directly or indirectly because of testing for, monitoring, cleaning on any insured's behalf are performing up, removing, containing, treating, operations if the "pollutants" are brought on detoxifying or neutralizing, or in any way or to the premises, site or location in responding to, or assessing the effects of, connection with such operations by such "pollutants". insured, contractor or subcontractor. However, this subparagraph does not apply However, this paragraph does not apply to to: liability for damages because of "property damage" that the insured would have in the (i) "Bodily injury or property damage absence of such request, demand, order or arising out of the escape of fuels, statutory or regulatory requirement, or such lubricants or other operating fluids which claim or"suit" by or on behalf of a governmental are needed to perform the normal authority. electrical, hydraulic or mechanical functions necessary for the operation of g• Aircraft,Auto Or Watercraft "mobile equipment" or its parts, if such "Bodily injury" or "property damage" arising out of fuels, lubricants or other operating fluids the ownership, maintenance, use or entrustment to escape from a vehicle part designed to others of any aircraft, "auto" or watercraft owned or hold, store or receive them. This operated by or rented or loaned to any insured. Use exception does not apply if the "bodily includes operation and"loading or unloading". injury" or"property damage" arises out of This exclusion applies even if the claims against the intentional discharge, dispersal or any insured allege negligence or other wrongdoing release of the fuels, lubricants or other in the supervision, hiring, employment, training or operating fluids, or if such fuels, monitoring of others by that insured, if the lubricants or other operating fluids are "occurrence" which caused the "bodily injury" or brought on or to the premises, site or "property damage" involved the ownership, location with the intent that they be maintenance, use or entrustment to others of any discharged, dispersed or released as part aircraft, "auto" or watercraft that is owned or of the operations being performed by operated by or rented or loaned to any insured. such insured, contractor or This exclusion does not apply to: subcontractor; (ii) "Bodily injury" or "property damage" (1) A watercraft while ashore on premises you own sustained within a building and caused or rent; by the release of gases, fumes or vapors (2) A watercraft you do not own that is: from materials brought into that building (a) Less than 51 feet long; and in connection with operations being (b) Not being used to carry persons for a performed by you or on your behalf by a contractor or subcontractor; or charge; (iii) "Bodily injury" or "property damage" (3) Parking an "auto" on, or on the ways next to, arising out of heat, smoke or fumes from premises you own or rent, provided the "auto" is a "hostile fire"; or not owned by or rented or loaned to you or the insured; HG 00 01 06 05 Page 3 of 18 (4) Liability assumed under any "insured contract" working directly or indirectly on your behalf are for the ownership, maintenance or use of performing operations, if the "property damage" aircraft or watercraft; arises out of those operations; or (5) "Bodily injury" or "property damage" arising out (6) That particular part of any property that must be of the operation of any of the equipment listed in restored, repaired or replaced because "your Paragraph f.(2) or f.(3) of the definition of work"was incorrectly performed on it. "mobile equipment"; or Paragraphs (1), (3) and (4) of this exclusion do not (6) An aircraft that is not owned by any insured and apply to "property damage" (other than damage by is hired, chartered or loaned with a paid crew. fire) to premises, including the contents of such However, this exception does not apply if the premises, rented to you for a period of 7 or fewer insured has any other insurance for such "bodily consecutive days. A separate limit of insurance injury" or "property damage", whether the other applies to Damage To Premises Rented To You as insurance is primary, excess, contingent or on described in Section III—Limits Of Insurance. any other basis. Paragraph (2) of this exclusion does not apply if the h. Mobile Equipment premises are "your work"and were never occupied, "Bodily injury" or"property damage"arising out of: rented or held for rental by you. (1) The transportation of "mobile equipment" by an Paragraphs (3) and (4) of this exclusion do not "auto" owned or operated by or rented or loaned apply to "property damage" arising from the use of to any insured; or elevators. (2) The use of "mobile equipment" in, or while in Paragraphs (3), (4), (5) and (6) of this exclusion do practice for, or while being prepared for, any not apply to liability assumed under a sidetrack prearranged racing, speed, demolition, or agreement. stunting activity. Paragraphs (3) and (4) of this exclusion do not L War apply to "property damage" to borrowed equipment "Bodily injury" or "property damage", however while not being used to perform operations at the job site. caused, arising, directly or indirectly, out of: {1} War, including undeclared or civil war; Paragraph (6) of this exclusion does not apply to property damage included in the products- (2) Warlike action by a military force, including completed operations hazard". action in hindering or defending against an k. Damage To Your Product actual or expected attack, by any government, sovereign or other authority using military "Property damage"to "your product"arising out of it personnel or other agents; or or any part of it. (3) Insurrection, rebellion, revolution, usurped 1• Damage To Your Work power, or action taken by governmental "Property damage"to "your work"arising out of it or authority in hindering or defending against any any part of it and included in the "products- of these. completed operations hazard". j. Damage To Property This exclusion does not apply if the damaged work "Property damage"to: or the work out of which the damage arises was (1) Property you own, rent, or occupy, including any performed on your behalf by a subcontractor. costs or expenses incurred by you, or any other m. Damage To Impaired Property Or Property Not person, organization or entity, for repair, Physically Injured replacement, enhancement, restoration or "Property damage" to "impaired property" or maintenance of such property for any reason, property that has not been physically injured, including prevention of injury to a person or arising out of: damage to another's property; (1) A defect, deficiency, inadequacy or dangerous (2) Premises you sell, give away or abandon, if the condition in "your product" or"your work"; or "property damage" arises out of any part of (2) A delay or failure by you or anyone acting on those premises; your behalf to perform a contract or agreement (3) Property loaned to you; in accordance with its terms. (4) Personal property in the care, custody or control This exclusion does not apply to the loss of use of of the insured; other property arising out of sudden and accidental (5) That particular part of real property on which physical injury to "your product" or"your work" after you or any contractors or subcontractors it has been put to its intended use. Page 4 of 18 HG 00 01 06 05 n. Recall Of Products, Work Or Impaired kind to persons or property which would not Property have occurred in whole or in part but for the Damages claimed for any loss, cost or expense "asbestos hazard"; incurred by you or others for the loss of use, (b) Arise out of any request, demand, order or withdrawal, recall, inspection, repair, replacement, statutory or regulatory requirement that any adjustment, removal or disposal of: insured or others test for, monitor, clean up, (1) "Your product"; remove, encapsulate, contain, treat, detoxify (2) "Your work"; or or neutralize or in any way respond to or assess the effects of an asbestos hazard"; (3) "Impaired property"; or if such product, work, or property is withdrawn or (c) Arise out of any claim or suit for damages recalled from the market or from use by any person because of testing for, monitoring, cleaning or organization because of a known or suspected up, removing, encapsulating, containing, defect, deficiency, inadequacy or dangerous treating, detoxifying or neutralizing or in any condition in it. way responding to or assessing the effects o. Personal And Advertising Injury of an "asbestos hazard". "Bodily injury" arising out of "personal and Damage To Premises Rented To You — Exception advertising injury". For Damage By Fire, Lightning Or Explosion p. Electronic Data Exclusions c. through h. and j. through n. do not apply Damages arising out of the loss of, loss of use of, to damage by fire, lightning or explosion to premises damage to, corruption of, inability to access, or while rented to you or temporarily occupied by you with inability to manipulate electronic data. permission of the owner. A separate limit of insurance applies to this coverage as described in Section III — As used in this exclusion, electronic data means Limits Of Insurance. information, facts or programs stored as or on, COVERAGE B PERSONAL AND ADVERTISING created or used on, or transmitted to or from INJURY LIABILITY computer software, including systems and applications software, hard or floppy disks, CD- 1. Insuring Agreement ROMS, tapes, drives, cells, data processing a. We will pay those sums that the insured becomes devices or any other media which are used with legally obligated to pay as damages because of electronically controlled equipment. "personal and advertising injury" to which this q. Employment-Related Practices insurance applies. We will have the right and duty to defend the insured against any "suit" seeking "Bodily injury"to: those damages. However, we will have no duty to (1) A person arising out of any "employment— defend the insured against any "suit" seeking related practices"; or damages for "personal and advertising injury" to (2) The spouse, child, parent, brother or sister of which this insurance does not apply. We may, at that person as a consequence of "bodily injury" our discretion, investigate any offense and settle to that person at whom any "employment- any claim or"suit"that may result. But: related practices" are directed. (1) The amount we will pay for damages is limited This exclusion applies: as described in Section III — Limits Of (1) Whether the insured may be liable as an Insurance; and employer or in any other capacity; and (2) Our right and duty to defend end when we have (2) To any obligation to share damages with or used up the applicable limit of insurance in the repay someone else who must pay damages payment of judgments or settlements under because of the injury. Coverages A or B or medical expenses under Coverage C. r. Asbestos No other obligation or liability to pay sums or (1) "Bodily injury" or "property damage" arising out perform acts or services is covered unless explicitly of the "asbestos hazard". provided for under Supplementary Payments — (2) Any damages, judgments, settlements, loss, Coverages A and B. costs or expenses that: b. This insurance applies to "personal and advertising (a) May be awarded or incurred by reason of injury" caused by an offense arising out of your any claim or suit alleging actual or business but only if the offense was committed in threatened injury or damage of any nature or the "coverage territory" during the policy period. HG 00 01 06 05 Page 5 of 18 2. Exclusions (2) Slogan, unless the slogan is also a trademark, This insurance does not apply to: trade name, service mark or other designation a. Knowing Violation Of Rights Of Another of origin or authenticity; or Personal and advertising injuryarising out of an (3) Title of any literary or artistic work. offense committed by, at the direction or with the j• Insureds In Media And Internet Type consent or acquiescence of the insured with the Businesses expectation of inflicting "personal and advertising "Personal and advertising injury" committed by an injury". insured whose business is: b. Material Published With Knowledge Of Falsity (1) Advertising, broadcasting, publishing or "Personal and advertising injury" arising out of oral, telecasting; written or electronic publication of material, if done (2) Designing or determining content of web sites by or at the direction of the insured with knowledge for others; or of its falsity. (3) An Internet search, access, content or service c. Material Published Prior To Policy Period provider. "Personal and advertising injury" arising out of oral, However, this exclusion does not apply to written or electronic publication of material whose Paragraphs 17.a., b. and c. of "personal and first publication took place before the beginning of advertising injury" under the Definitions Section. the policy period. For the purposes of this exclusion, placing an d. Criminal Acts "advertisement"for or linking to others on your web "Personal and advertising injury" arising out of a site, by itself, is not considered the business of criminal act committed by or at the direction of the advertising, broadcasting, publishing or telecasting. insured. k. Electronic Chatrooms Or Bulletin Boards e. Contractual Liability "Personal and advertising injury" arising out of an "Personal and advertising injury" for which the electronic chatroom or bulletin board the insured insured has assumed liability in a contract or hosts, owns, or over which the insured exercises agreement. This exclusion does not apply to liability control. for damages that the insured would have in the I. Unauthorized Use Of Another's Name Or absence of the contract or agreement. Product f. Breach Of Contract "Personal and advertising injury" arising out of the "Personal and advertising injury" arising out of a unauthorized use of another's name or product in breach of contract, except an implied contract to use your e-mail address, domain name or metatags, or another's"advertising idea"in your"advertisement". any other similar tactics to mislead another's g. Quality Or Performance Of Goods — Failure To potential customers. Conform To Statements m. Pollution "Personal and advertising injury" arising out of the "Personal and advertising injury" arising out of the failure of goods, products or services to conform actual, alleged or threatened discharge, dispersal, with any statement of quality or performance made seepage, migration, release or escape of in your"advertisement". "pollutants"at any time. h. Wrong Description Of Prices n. Pollution-Related "Personal and advertising injury" arising out of the Any loss, cost or expense arising out of any: wrong description of the price of goods, products or (1) Request, demand, order or statutory or services. regulatory requirement that any insured or i. Infringement Of Intellectual Property Rights others test for, monitor, clean up, remove, „ contain, treat, detoxify or neutralize, or in any Personal and advertising injury arising out of any way respond to, or assess the effects of, violation of any intellectual property rights such as "pollutants"; or copyright, patent, trademark, trade name, trade secret, service mark or other designation of origin (2) Claim or suit by or on behalf of a governmental or authenticity. authority for damages because of testing for, monitoring, cleaning up, removing, containing, However, this exclusion does not apply to treating, detoxifying or neutralizing, or in any infringement, in your"advertisement", of: way responding to, or assessing the effects of, (1) Copyright; "pollutants". Page 6 of 18 HG 00 01 06 05 o. War (2) The spouse, child, parent, brother or sister of "Personal and advertising injury", however caused, that person as a consequence of "personal and arising, directly or indirectly, out of: advertising injury" to that person at whom any (1) War, including undeclared or civil war; employment-related practices are directed. (2) Warlike action by a military force, including This exclusion applies: action in hindering or defending against an (1) Whether the insured may be liable as an actual or expected attack, by any government, employer or in any other capacity; and sovereign or other authority using military (2) To any obligation to share damages with or personnel or other agents; or repay someone else who must pay damages (3) Insurrection, rebellion, revolution, usurped power, because of the injury. or action taken by governmental authority in v. Asbestos hindering or defending against any of these. (1) "Personal and advertising injury" arising out of p. Internet Advertisements And Content Of Others the "asbestos hazard". "Personal and advertising injury" arising out of: (2) Any damages, judgments, settlements, loss, (1) An "advertisement"for others on your web site; costs or expenses that: (2) Placing a link to a web site of others on your (a) May be awarded or incurred by reason of web site; any claim or suit alleging actual or (3) Content, including information, sounds, text, threatened injury or damage of any nature or kind to persons or property which would not graphics, or images from a web site of others have occurred in whole or in part but for the displayed within a frame or border on your web "asbestos hazard"; site; or (4) Computer code, software or programming used (b) Arise out of any request, demand, order or statutory or regulatory requirement that any to enable: insured or others test for, monitor, clean up, (a) Your web site; or remove, encapsulate, contain, treat, detoxify (b) The presentation or functionality of an or neutralize or in any way respond to or "advertisement" or other content on your assess the effects of an "asbestos hazard"; web site. or q. Right Of Privacy Created By Statute (c) Arise out of any claim or suit for damages "Personal and advertising injury" arising out of the because of testing for, monitoring, cleaning violation of a person's right of privacy created by up, removing, encapsulating, containing, any state or federal act. treating, detoxifying or neutralizing or in any way responding to or assessing the effects However, this exclusion does not apply to liability of an "asbestos hazard". for damages that the insured would have in the COVERAGE C MEDICAL PAYMENTS absence of such state or federal act. r. Violation Of Anti-Trust law 1. Insuring Agreement "Personal and advertising injury" arising out of a a. We will pay medical expenses as described below violation of any anti-trust law. for bodily injurycaused by an accident: s. Securities (1) On premises you own or rent; "Personal and advertising injury" arising out of the (2) On ways next to premises you own or rent; or fluctuation in price or value of any stocks, bonds or (3) Because of your operations; other securities. provided that: t. Discrimination Or Humiliation (1) The accident takes place in the "coverage "Personal and advertising injury" arising out of territory" and during the policy period; discrimination or humiliation committed by or at the (2) The expenses are incurred and reported to us direction of any "executive officer", director, within three years of the date of the accident; stockholder, partner or member of the insured. and u. Employment-Related Practices (3) The injured person submits to examination, at "Personal and advertising injury"to: our expense, by physicians of our choice as (1) A person arising out of any "employment— often as we reasonably require. related practices"; or HG 00 01 06 05 Page 7 of 18 b. We will make these payments regardless of fault. e. All costs taxed against the insured in the "suit". These payments will not exceed the applicable limit f. Prejudgment interest awarded against the insured of insurance.We will pay reasonable expenses for: on that part of the judgment we pay. If we make an (1) First aid administered at the time of an accident; offer to pay the applicable limit of insurance, we will (2) Necessary medical, surgical, x-ray and dental not pay any prejudgment interest based on that services, including prosthetic devices; and period of time after the offer. (3) Necessary ambulance, hospital, professional g• All interest on the full amount of any judgment that nursing and funeral services. accrues after entry of the judgment and before we have paid, offered to pay, or deposited in court the 2. Exclusions part of the judgment that is within the applicable We will not pay expenses for "bodily injury": limit of insurance. a. Any Insured These payments will not reduce the limits of insurance. To any insured, except"volunteer workers". 2. If we defend an insured against a "suit" and an b. Hired Person indemnitee of the insured is also named as a party to To a person hired to do work for or on behalf of any the "suit", we will defend that indemnitee if all of the insured or a tenant of any insured. following conditions are met: c. Injury On Normally Occupied Premises a. The "suit" against the indemnitee seeks damages for which the insured has assumed the liability of To a person injured on that part of premises you the indemnitee in a contract or agreement that is an own or rent that the person normally occupies. "insured contract"; d. Workers Compensation And Similar Laws b. This insurance applies to such liability assumed by To a person, whether or not an "employee" of any the insured; insured, if benefits for the "bodily injury" are payable c. The obligation to defend, or the cost of the defense or must be provided under a workers' compensation of, that indemnitee, has also been assumed by the or disability benefits law or a similar law. insured in the same "insured contract"; e. Athletics Activities d. The allegations in the "suit" and the information we To a person injured while practicing, instructing or know about the "occurrence" are such that no participating in any physical exercises or games, conflict appears to exist between the interests of sports, or athletic contests. the insured and the interests of the indemnitee; f. Products-Completed Operations Hazard e. The indemnitee and the insured ask us to conduct Included within the "products-completed operations and control the defense of that indemnitee against hazard". such suit and agree that we can assign the same counsel to defend the insured and the indemnitee; g. Coverage A Exclusions and Excluded under Coverage A. f. The indemnitee: SUPPLEMENTARY PAYMENTS — COVERAGES (1) Agrees in writing to: A AND B (a) Cooperate with us in the investigation, 1. We will pay, with respect to any claim we investigate or settlement or defense of the "suit"; settle, or any"suit" against an insured we defend: (b) Immediately send us copies of any a. All expenses we incur. demands, notices, summonses or legal b. Up to $1,000 for cost of bail bonds required papers received in connection with the "suit"; because of accidents or traffic law violations arising (c) Notify any other insurer whose coverage is out of the use of any vehicle to which the Bodily available to the indemnitee; and Injury Liability Coverage applies. We do not have (d) Cooperate with us with respect to to furnish these bonds. coordinating other applicable insurance c. The cost of appeal bonds or bonds to release available to the indemnitee; and attachments, but only for bond amounts within the (2) Provides us with written authorization to: applicable limit of insurance. We do not have to furnish these bonds. (a) Obtain records and other information related d. All reasonable expenses incurred by the insured at to the "suit"; and our request to assist us in the investigation or (b) Conduct and control the defense of the defense of the claim or "suit", including actual loss indemnitee in such "suit". of earnings up to $500 a day because of time off So long as the above conditions are met, attorneys' from work. fees incurred by us in the defense of that indemnitee, Page 8 of 18 HG 00 01 06 05 necessary litigation expenses incurred by us and However, none of these "employees" or "volunteer necessary litigation expenses incurred by the workers"are insureds for: indemnitee at our request will be paid as (1) "Bodily injury" or "personal and advertising Supplementary Payments. Notwithstanding the injury": provisions of Paragraph 2.b.(2) of Section I — Coverage A — Bodily Injury And Property Damage (a) To you, to your partners or members (if you Liability, such payments will not be deemed to be are a partnership or joint venture), to your damages for"bodily injury" and "property damage" and members (if you are a limited liability will not reduce the limits of insurance. company), to a co-"employee" while in the Our obligation to defend an insured's indemnitee and course of his or her employment or performing duties related to the conduct of to pay for attorneys' fees and necessary litigation your business, or to your other "volunteer expenses as Supplementary Payments ends when: workers" while performing duties related to a. We have used up the applicable limit of insurance the conduct of your business; in the payment of judgments or settlements; or (b) To the spouse,child, parent, brother or sister b. The conditions set forth above, or the terms of the of that co-"employee" or that "volunteer agreement described in Paragraph f. above, are no worker" as a consequence of Paragraph longer met. (1)(a) above; SECTION II--WHO IS AN INSURED (c) For which there is any obligation to share 1. If you are designated in the Declarations as: damages with or repay someone else who a. An individual, you and your spouse are insureds, must pay damages because of the injurydescribed in Paragraphs (1)(a) or (b) above; but only with respect to the conduct of a business or of which you are the sole owner. b. A partnership or joint venture, you are an insured. (d) Arising out of his or her providing or failing to provide professional health care services. Your members, your partners, and their spouses are also insureds, but only with respect to the If you are not in the business of providing conduct of your business. professional health care services, Paragraph (d) c. A limited liability company, you are an insured. does not apply to any nurse, emergency medical technician or paramedic employed by Your members are also insureds, but only with you to provide such services. respect to the conduct of your business. Your managers are insureds, but only with respect to (2) "Property damage"to property: their duties as your managers. (a) Owned, occupied or used by, d. An organization other than a partnership, joint (b) Rented to, in the care, custody or control of, venture or limited liability company, you are an or over which physical control is being insured. Your "executive officers" and directors are exercised for any purpose by insureds, but only with respect to their duties as you, any of your "employees", "volunteer your officers or directors. Your stockholders are workers", any partner or member (if you are a also insureds, but only with respect to their liability partnership or joint venture), or any member (if as stockholders. you are a limited liability company). e. A trust, you are an insured. Your trustees are also b. Real Estate Manager insureds, but only with respect to their duties as trustees. Any person (other than your "employee" or "volunteer worker"), or any organization while 2. Each of the following is also an insured: acting as your real estate manager. a. Employees and Volunteer workers c. Temporary Custodians of Your Property Your "volunteer workers" only while performing Any person or organization having proper duties related to the conduct of your business, or temporary custody of your property if you die, but your"employees", other than either your"executive only: officers" (if you are an organization other than a partnership, joint venture or limited liability (1) With respect to liability arising out of the company) or your managers (if you are a limited maintenance or use of that property; and liability company), but only for acts within the scope (2) Until your legal representative has been of their employment by you or while performing appointed. duties related to the conduct of your business. d. Legal Representative If You Die Your legal representative if you die, but only with respect to duties as such. That representative will HG 00 01 06 05 Page 9 of 18 have all your rights and duties under this Coverage 5. Nonowned Watercraft Part. With respect to watercraft you do not own that is less e. Unnamed Subsidiary than 51 feet long and is not being used to carry Any subsidiary, and subsidiary thereof, of yours persons for a charge, any person is an insured while which is a legally incorporated entity of which you operating such watercraft with your permission. Any own a financial interest of more than 50% of the other person or organization responsible for the voting stock on the effective date of the Coverage conduct of such person is also an insured, but only Part. with respect to liability arising out of the operation of the watercraft, and only if no other insurance of any The insurance afforded herein for any subsidiary kind is available to that person or organization for this not named in this Coverage Part as a named liability. insured does not apply to injury or damage with respect to which an insured under this Coverage However, no person or organization is an insured with Part is also an insured under another policy or respect to: would be an insured under such policy but for its a. "Bodily injury" to a co-"employee" of the person termination or the exhaustion of its limits of operating the watercraft; or insurance. b. "Property damage"to property owned by, rented to, 3. Newly Acquired or Formed Organization in the charge of or occupied by you or the employer Any organization you newly acquire or form, other than of any person who is an insured under this a partnership, joint venture or limited liability company, provision. and over which you maintain financial interest of more 6. Additional Insureds When Required By Written than 50% of the voting stock, will qualify as a Named Contract,Written Agreement Or Permit Insured if there is no other similar insurance available The following person(s) or organization(s) are an to that organization. However: additional insured when you have agreed, in a written a. Coverage under this provision is afforded only until contract, written agreement or because of a permit the 180th day after you acquire or form the issued by a state or political subdivision, that such organization or the end of the policy period, person or organization be added as an additional whichever is earlier; insured on your policy, provided the injury or damage b. Coverage A does not apply to "bodily injury" or occurs subsequent to the execution of the contract or "property damage" that occurred before you agreement. acquired or formed the organization; and A person or organization is an additional insured under c. Coverage B does not apply to "personal and this provision only for that period of time required by advertising injury" arising out of an offense the contract or agreement. committed before you acquired or formed the However, no such person or organization is an insured organization. under this provision if such person or organization is 4. Mobile Equipment included as an insured by an endorsement issued by With respect to mobile equipment registered in your us and made a part of this Coverage Part name under any motor vehicle registration law, any a. Vendors person is an insured while driving such equipment Any person(s) or organization(s) (referred to below along a public highway with your permission. Any other as vendor), but only with respect to "bodily injury" person or organization responsible for the conduct of or "property damage" arising out of "your products" such person is also an insured, but only with respect to which are distributed or sold in the regular course liability arising out of the operation of the equipment, of the vendor's business and only if this Coverage and only if no other insurance of any kind is available Part provides coverage for "bodily injury" or to that person or organization for this liability. However, "property damage" included within the "products- no person or organization is an insured with respect to: completed operations hazard". a. "Bodily injury" to a co-"employee" of the person (1) The insurance afforded the vendor is subject to driving the equipment; or the following additional exclusions: b. "Property damage"to property owned by, rented to, This insurance does not apply to: in the charge of or occupied by you or the employer (a) "Bodily injury" or "property damage" for of any person who is an insured under this which the vendor is obligated to pay provision. damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; Page 10 of 18 HG 00 01 06 05 (b) Any express warranty unauthorized by you; c. Lessors of Land or Premises (c) Any physical or chemical change in the Any person or organization from whom you lease product made intentionally by the vendor; land or premises, but only with respect to liability (d) Repackaging, except when unpacked solely arising out of the ownership, maintenance or use of for the purpose of inspection, demonstration, that part of the land or premises leased to you. testing, or the substitution of parts under With respect to the insurance afforded these instructions from the manufacturer, and then additional insureds the following additional repackaged in the original container; exclusions apply: (e) Any failure to make such inspections, This insurance does not apply to: adjustments, tests or servicing as the vendor 1. Any "occurrence" which takes place after you has agreed to make or normally undertakes cease to lease that land; or to make in the usual course of business, in connection with the distribution or sale of the 2. Structural alterations, new construction or products; demolition operations performed by or on behalf (f) Demonstration, installation, servicing or of such person or organization. repair operations, except such operations d. Architects, Engineers or Surveyors performed at the vendor's premises in Any architect, engineer, or surveyor, but only with connection with the sale of the product; respect to liability for "bodily injury", "property (g) Products which, after distribution or sale by damage" or "personal and advertising injury" you, have been labeled or relabeled or used caused, in whole or in part, by your acts or as a container, part or ingredient of any omissions or the acts or omissions of those acting other thing or substance by or for the on your behalf: vendor; or (1) In connection with your premises; or (h) "Bodily injury" or "property damage" arising (2) In the performance of your ongoing operations out of the sole negligence of the vendor for performed by you or on your behalf. its own acts or omissions or those of its With respect to the insurance afforded these employees or anyone else acting on its additional insureds, the following additional behalf. However, this exclusion does not exclusion applies: apply to: This insurance does not apply to "bodily injury", (i)The exceptions contained in Sub- "property damage" or "personal and advertising paragraphs (d) or(f); or injury" arising out of the rendering of or the failure (ii) Such inspections, adjustments, tests or to render any professional services by or for you, servicing as the vendor has agreed to including: make or normally undertakes to make in 1. The preparing, approving, or failing to prepare the usual course of business, in or approve, maps, shop drawings, opinions, connection with the distribution or sale of reports, surveys, field orders, change orders or the products. drawings and specifications; or (2) This insurance does not apply to any insured 2. Supervisory, inspection, architectural or person or organization, from whom you have engineering activities. acquired such products, or any ingredient, part e. Permits Issued By State Or Political or container, entering into, accompanying or Subdivisions containing such products. b. Lessors of Equipment Any state or political subdivision, but only with respect to operations performed by you or on your {1} Any person or organization from whom you behalf for which the state or political subdivision lease equipment; but only with respect to their has issued a permit. liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in With respect to the insurance afforded these whole or in part, by your maintenance, operation additional insureds, this insurance does not apply or use of equipment leased to you by such to: person or organization. (1) "Bodily injury", "property damage" or "personal (2) With respect to the insurance afforded to these and advertising injury" arising out of operations additional insureds this insurance does not performed for the state or municipality; or apply to any "occurrence" which takes place (2) "Bodily injury" or "property damage" included after the equipment lease expires. within the "products-completed operations hazard". HG 00 01 06 05 Page 11 of 18 f. Any Other Party c. Persons or organizations making claims or bringing Any other person or organization who is not an "suits". insured under Paragraphs a. through e. above, but 2. General Aggregate Limit only with respect to liability for "bodily injury", The General Aggregate Limit is the most we will pay "property damage" or "personal and advertising for the sum of: injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting a. Medical expenses under Coverage C; on your behalf: b. Damages under Coverage A, except damages (1) In the performance of your ongoing operations; because of "bodily injury" or "property damage" (2) In connection with your premises owned by or included in the "products-completed operations hazard"; and rented to you; or c. Damages under Coverage B. (3) In connection with "your work" and included within the "products-completed operations 3. Products-Completed Operations Aggregate Limit hazard", but only if The Products-Completed Operations Aggregate Limit (a) The written contract or agreement requires is the most we will pay under Coverage A for damages you to provide such coverage to such because of "bodily injury" and "property damage" additional insured; and included in the "products-completed operations (b) This Coverage Part provides coverage for hazard". "bodily injury" or"property damage" included 4. Personal and Advertising Injury Limit within the "products-completed operations Subject to 2. above, the Personal and Advertising hazard". Injury Limit is the most we will pay under Coverage B With respect to the insurance afforded to these for the sum of all damages because of all "personal additional insureds, this insurance does not apply and advertising injury" sustained by any one person or to: organization. "Bodily injury", "property damage" or "personal and 5• Each Occurrence Limit advertising injury" arising out of the rendering of, or Subject to 2. or 3. above, whichever applies, the Each the failure to render, any professional architectural, Occurrence Limit is the most we will pay for the sum engineering or surveying services, including: of: (1) The preparing, approving, or failing to prepare a. Damages under Coverage A; and or approve, maps, shop drawings, opinions, b. Medical expenses under Coverage C reports, surveys, field orders, change orders or because of all "bodily injury" and "property damage" drawings and specifications; or arising out of any one "occurrence". (2) Supervisory, inspection, architectural or 6. Damage To Premises Rented To You Limit engineering activities. Subject to 5. above, the Damage To Premises Rented The limits of insurance that apply to additional insureds To You Limit is the most we will pay under Coverage A under this provision is described in Section III — Limits for damages because of"property damage"to any one Of Insurance. premises, while rented to you, or in the case of How this insurance applies when other insurance is damage by fire, lightning or explosion, while rented to available to the additional insured is described in the you or temporarily occupied by you with permission of Other Insurance Condition in Section IV— Commercial the owner. General Liability Conditions. In the case of damage by fire, lightning or explosion, No person or organization is an insured with respect to the the Damage to Premises Rented To You Limit applies conduct of any current or past partnership,joint venture or to all damage proximately caused by the same event, limited liability company that is not shown as a Named whether such damage results from fire, lightning or Insured in the Declarations, explosion or any combination of these. SECTION ill —LIMITS OF INSURANCE 1. The Most We will Pay 7. Medical Expense Limit The Limits of Insurance shown in the Declarations and Subject to 5. above, the Medical Expense Limit is the most we will pay under Coverage C far all medical the rules below fix the most we will pay regardless of expenses because of "bodily injury" sustained by any the number of: one person. a. Insureds; 8. How Limits Apply To Additional Insureds b. Claims made or"suits" brought; or If you have agreed in a written contract or written agreement that another person or organization be Page 12 of 18 HG 00 01 06 05 added as an additional insured on your policy, the (3) Cooperate with us in the investigation or most we will pay on behalf of such additional insured is settlement of the claim or defense against the the lesser of: "suit"; and a. The limits of insurance specified in the written (4) Assist us, upon our request, in the enforcement of contract or written agreement; or any right against any person or organization which b. The Limits of Insurance shown in the Declarations. may be liable to the insured because of injury or Such amount shall be a part of and not in addition to damage to which this insurance may also apply. Limits of Insurance shown in the Declarations and d. Obligations At The Insureds Own Cost described in this Section. No insured will, except at that insured's own cost, The Limits of Insurance of this Coverage Part apply voluntarily make a payment, assume any separately to each consecutive annual period and to any obligation, or incur any expense, other than for first remaining period of less than 12 months, starting with the aid, without our consent. beginning of the policy period shown in the Declarations, e. Additional Insureds Other Insurance unless the policy period is extended after issuance for an If we cover a claim or "suit" under this Coverage additional period of less than 12 months. In that case, the Part that may also be covered by other insurance additional period will be deemed part of the last preceding available to an additional insured, such additional period for purposes of determining the Limits of Insurance. insured must submit such claim or "suit" to the SECTION IV — COMMERCIAL GENERAL LIABILITY other insurer for defense and indemnity. CONDITIONS However, this provision does not apply to the 1. Bankruptcy extent that you have agreed in a written contract or Bankruptcy or insolvency of the insured or of the written agreement that this insurance is primary insured's estate will not relieve us of our obligations and non-contributory with the additional insured's under this Coverage Part. own insurance. 2. Duties In The Event Of Occurrence, Offense, Claim f. Knowledge Of An Occurrence, Offense, Claim Or Suit Or Suit a. Notice Of Occurrence Or Offense Paragraphs a. and b. apply to you or to any You or any additional insured must see to it that we additional insured only when such "occurrence", offense, claim or"suit"is known to: are notified as soon as practicable of an occurrence or an offense which may result in a (1) You or any additional insured that is an claim. To the extent possible, notice should include: individual; (1) How, when and where the "occurrence" or (2) Any partner, if you or an additional insured is a offense took place; partnership; (2) The names and addresses of any injured (3) Any manager, if you or an additional insured is a persons and witnesses; and limited liability company; (3) The nature and location of any injury or damage (4) Any "executive officer" or insurance manager, if arising out of the"occurrence" or offense. you or an additional insured is a corporation; b. Notice Of Claim (5) Any trustee, if you or an additional insured is a If a claim is made or "suit" is brought against any trust; or insured, you or any additional insured must: (6) Any elected or appointed official, if you or an (1) Immediately record the specifics of the claim or additional insured is a political subdivision or "suit" and the date received: and public entity. This duty applies separately to you and any additional (2) Notify us as soon as practicable. insured. You or any additional insured must see to it that we 3. Legal Action Against Us receive written notice of the claim or suit as soon as practicable. No person or organization has a right under this c. Assistance And Cooperation Of The Insured Coverage Part: a. To join us as a party or otherwise bring us into a You and any other involved insured must: "suit" asking for damages from an insured; or (1) Immediately send us copies of any demands, b. To sue us on this Coverage Part unless all of its notices, summonses or legal papers received in terms have been fully complied with. connection with the claim or"suit"; A person or organization may sue us to recover on an (2) Authorize us to obtain records and other agreed settlement or on a final judgment against an information; insured; but we will not be liable for damages that are not payable under the terms of this Coverage Part or HG 00 01 06 05 Page 13 of 18 that are in excess of the applicable limit of insurance. (7) When You Add Others As An Additional An agreed settlement means a settlement and release Insured To This Insurance of liability signed by us, the insured and the claimant or Any other insurance available to an additional the claimant's legal representative. insured. 4. Other Insurance However, the following provisions apply to other If other valid and collectible insurance is available to insurance available to any person or the insured for a loss we cover under Coverages A or organization who is an additional insured under B of this Coverage Part, our obligations are limited as this coverage part. follows: (a) Primary Insurance When Required By a. Primary Insurance Contract This insurance is primary except when b. below This insurance is primary if you have agreed applies. If other insurance is also primary, we will in a written contract or written agreement share with all that other insurance by the method that this insurance be primary. If other described in c. below. insurance is also primary, we will share with b. Excess Insurance all that other insurance by the method This insurance is excess over any of the other described in c. below. insurance, whether primary, excess, contingent or (b) Primary And Non-Contributory To Other on any other basis: Insurance When Required By Contract (1) Your Work If you have agreed in a written contract, That is Fire, Extended Coverage, Builder's Risk, written agreement, or permit that this insurance is primary and non-contributory Installation Risk or similar coverage for "your with the additional insured's own insurance, work"; this insurance is primary and we will not (2) Premises Rented To You seek contribution from that other insurance. That is fire, lightning or explosion insurance for Paragraphs (a) and (b) do not apply to other premises rented to you or temporarily occupied insurance to which the additional insured has by you with permission of the owner; been added as an additional insured. (3) Tenant Liability When this insurance is excess, we will have no That is insurance purchased by you to cover duty under Coverages A or B to defend the insured your liability as a tenant for "property damage" against any "suit" if any other insurer has a duty to to premises rented to you or temporarily defend the insured against that "suit". If no other occupied by you with permission of the owner; insurer defends, we will undertake to do so, but we will be entitled to the insured's rights against all (4) Aircraft,Auto Or Watercraft those other insurers. If the loss arises out of the maintenance or use When this insurance is excess over other of aircraft, "autos" or watercraft to the extent not insurance, we will pay only our share of the amount subject to Exclusion g. of Section I — Coverage of the loss, if any, that exceeds the sum of: A—Bodily Injury And Property Damage Liability; (1) The total amount that all such other insurance (5) Property Damage to Borrowed Equipment Or would pay for the loss in the absence of this Use Of Elevators insurance; and If the loss arises out of "property damage" to (2) The total of all deductible and self-insured borrowed equipment or the use of elevators to amounts under all that other insurance. the extent not subject to Exclusion j. of Section - Coverage A - Bodily Injury And Property We will share the remaining loss, if any, with any Damage Liability; other insurance that is not described in this Excess Insurance provision and was not bought specifically (6) When You Are Added As An Additional to apply in excess of the Limits of Insurance shown Insured To Other Insurance in the Declarations of this Coverage Part. Any other insurance available to you covering c. Method Of Sharing liability for damages arising out of the premises or operations, or products and completed If all of the other insurance permits contribution by operations, for which you have been added as equal shares, we will fallow this method also. Under an additional insured by that insurance; or this approach each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains, whichever comes first. Page 14 of 18 HG 00 01 06 05 If any of the other insurance does not permit insured will bring "suit" or transfer those rights to us contribution by equal shares, we will contribute by and help us enforce them. limits. Under this method, each insurer's share is b. Waiver Of Rights Of Recovery (Waiver Of based on the ratio of its applicable limit of Subrogation) insurance to the total applicable limits of insurance of all insurers. If the insured has waived any rights of recovery against any person or organization for all or part of 5. Premium Audit any payment, including Supplementary Payments, a. We will compute all premiums for this Coverage we have made under this Coverage Part, we also Part in accordance with our rules and rates. waive that right, provided the insured waived their b. Premium shown in this Coverage Part as advance rights of recovery against such person or premium is a deposit premium only. At the close of organization in a contract, agreement or permit that each audit period we will compute the earned was executed prior to the injury or damage. premium for that period and send notice to the first 9. When We Do Not Renew Named Insured. The due date for audit and If we decide not to renew this Coverage Part, we will retrospective premiums is the date shown as the mail or deliver to the first Named Insured shown in the due date on the bill. If the sum of the advance and Declarations written notice of the nonrenewal not less audit premiums paid for the policy period is greater than 30 days before the expiration date. than the earned premium, we will return the excess to the first Named Insured. If notice is mailed, proof of mailing will be sufficient c. The first Named Insured must keep records of the proof of notice. SECTION V—DEFINITIONS information we need for premium computation, and send us copies at such times as we may request. 1. "Advertisement" means the widespread public 6. Representations dissemination of information or images that has the purpose of inducing the sale of goods, products or a. When You Accept This Policy services through: By accepting this policy, you agree: a. (1) Radia; (1) The statements in the Declarations are accurate (2) Television; and complete; (3) Billboard; (2) Those statements are based upon (4) Magazine; representations you made to us; and (3) We have issued this policy in reliance upon your (5) Newspaper; or representations. b. Any other publication that is given widespread b. Unintentional Failure To Disclose Hazards public distribution. If unintentionally you should fail to disclose all However, "advertisement"does not include: hazards relating to the conduct of your business a. The design, printed material, information or images that exist at the inception date of this Coverage contained in, on or upon the packaging or labeling Part, we shall not deny coverage under this of any goods or products; or Coverage Part because of such failure. b. An interactive conversation between or among 7. Separation Of Insureds persons through a computer network. Except with respect to the Limits of Insurance, and any 2. "Advertising idea" means any idea for an rights or duties specifically assigned in this Coverage "advertisement". Part to the first Named Insured, this insurance applies: 3. "Asbestos hazard" means an exposure or threat of a. As if each Named Insured were the only Named exposure to the actual or alleged properties of Insured; and asbestos and includes the mere presence of asbestos b. Separately to each insured against whom claim is in any form. made or"suit"is brought. 4. "Auto" means a land motor vehicle, trailer or semitrailer 8. Transfer Of Rights Of Recovery Against Others To designed for travel on public roads, including any Us attached machinery or equipment. But "auto" does not a. Transfer of Rights Of Recovery include "mobile equipment". If the insured has rights to recover all or part of any 5. "Bodily injury" means physical: payment, including Supplementary Payments, we a. Injury; have made under this Coverage Part, those rights b. Sickness; or are transferred to us. The insured must do nothing c. Disease after loss to impair them. At our request, the sustained by a person and, if arising out of the above, mental anguish or death at any time. HG 00 01 06 05 Page 15 of 18 6. "Coverage territory" means: rented to you or temporarily occupied by you with a. The United States of America (including its territories permission of the owner is subject to the Damage and possessions), Puerto Rico and Canada; to Premises Rented To You Limit described in b. International waters or airspace, but only if the Section ill—Limits of Insurance; injury or damage occurs in the course of travel or b. A sidetrack agreement; transportation between any places included in a. c. Any easement or license agreement, including an above; or easement or license agreement in connection with c. All other parts of the world if the injury or damage construction or demolition operations on or within arises out of: 50 feet of a railroad; (1) Goods or products made or sold by you in the d. An obligation, as required by ordinance, to territory described in a, above; indemnify a municipality, except in connection with (2) The activities of a person whose home is in the work for a municipality; territory described in a. above, but is away for a e. An elevator maintenance agreement; short time on your business; or f. That part of any other contract or agreement (3) "Personal and advertising injury" offenses that pertaining to your business (including an take place through the Internet or similar indemnification of a municipality in connection with electronic means of communication work performed for a municipality) under which you provided the insured's responsibility to pay damages is assume the tort liability of another party to pay for "bodily injury" or "property damage" to a third determined in the United States of America (including its person or organization, provided the "bodily injury" territories and possessions), Puerto Rico or Canada, in a or"property damage" is caused, in whole or in part, suit on the merits according to the substantive law in by you or by those acting on your behalf. Tort such territory or in a settlement we agree to. liability means a liability that would be imposed by 7. "Employee" includes a "leased worker". "Employee" law in the absence of any contract or agreement. does not include a "temporary worker". Paragraph f. includes that part of any contract or 8. "Employment-Related Practices" means: agreement that indemnifies a railroad for "bodily a. Refusal to employ a person; injury" or "property damage" arising out of b. Termination of a person's employment; or construction or demolition operations, within 50 feet of any railroad property and affecting any railroad c. Employment-related practices, policies, acts or bridge or trestle, tracks, road-beds, tunnel, omissions, such as coercion, demotion, evaluation, underpass or crossing. reassignment, discipline, defamation, harassment, However, Paragraph f. does not include that part of humiliation or discrimination directed at a person. any contract or agreement: 9. "Executive officer" means a person holding any of the (1) That indemnifies an architect, engineer or officer positions created by your charter, constitution, surveyor for injury or damage arising out of: by-laws or any other similar governing document. 10."Hostile fire" means one which becomes uncontrollable (a) Preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, or breaks out from where it was intended to be. reports, surveys, field orders, change orders 11."Impaired property" means tangible property, other or drawings and specifications; or than "your product"or"your work", that cannot be used (b) Giving directions or instructions, or failing to or is less useful because: give them, if that is the primary cause of the a. It incorporates "your product" or "your work" that is injury or damage; or known or thought to be defective, deficient, (2) Under which the insured, if an architect, engineer inadequate or dangerous; or or surveyor, assumes liability for an injury or b. You have failed to fulfill the terms of a contract or damage arising out of the insured's rendering or agreement; failure to render professional services, including if such property can be restored to use by: those listed in (1) above and supervisory, a. The repair, replacement, adjustment or removal of inspection, architectural or engineering activities. "your product" or"your work"; or 13."Leased worker" means a person leased to you by a b. Your fulfilling the terms of the contract or agreement. labor leasing firm under an agreement between you and the labor leasing firm, to perform duties related to 12."Insured contract" means: the conduct of your business. "Leased worker" does a. A contract for a lease of premises. However, that not include a "temporary worker". portion of the contract for a lease of premises that 14."Loading or unloading"means the handling of property: indemnifies any person or organization for damage a. After it is moved from the place where it is accepted by fire, lightning or explosion to premises while for movement into or onto an aircraft, watercraft or "auto"; Page 16 of 18 HG 00 01 06 05 b. While it is in or on an aircraft, watercraft or "auto"; 16."Occurrence" means an accident, including continuous or or repeated exposure to substantially the same general c. While it is being moved from an aircraft, watercraft harmful conditions. or"auto"to the place where it is finally delivered; 17."Personal and advertising injury" means injury, but "loading or unloading" does not include the including consequential "bodily injury", arising out of movement of property by means of a mechanical one or more of the following offenses: device, other than a hand truck, that is not attached to a. False arrest, detention or imprisonment; the aircraft, watercraft or"auto". b. Malicious prosecution; 15."Mobile equipment" means any of the following types c. The wrongful eviction from, wrongful entry into, or of land vehicles, including any attached machinery or invasion of the right of private occupancy of a room, equipment: dwelling or premises that a person occupies, a. Bulldozers, farm machinery, forklifts and other committed by or on behalf of its owner, landlord or vehicles designed for use principally off public lessor; roads; d. Oral, written or electronic publication of material b. Vehicles maintained for use solely on or next to that slanders or libels a person or organization or premises you own or rent; disparages a person's or organization's goods, c. Vehicles that travel on crawler treads; products or services; d. Vehicles, whether self-propelled or not, maintained e. Oral, written or electronic publication of material primarily to provide mobility to permanently that violates a person's right of privacy; mounted: If. Copying, in your "advertisement", a person's or (1) Power cranes, shovels, loaders, diggers or organization's "advertising idea" or style of drills; or "advertisement"; (2) Road construction or resurfacing equipment g• Infringement of copyright, slogan, or title of any such as graders, scrapers or rollers; literary or artistic work, in your"advertisement"; or e. Vehicles not described in a., b., c. or d. above that h. Discrimination or humiliation that results in injury to are not self-propelled and are maintained primarily the feelings or reputation of a natural person. to provide mobility to permanently attached 18."Pollutants" mean any solid, liquid, gaseous or thermal equipment of the following types: irritant or contaminant, including smoke, vapor, soot, (1) Air compressors, pumps and generators, fumes, acids, alkalis, chemicals and waste. Waste including spraying, welding, building cleaning, includes materials to be recycled, reconditioned or geophysical exploration, lighting and well reclaimed. servicing equipment; or 19."Products-completed operations hazard": (2) Cherry pickers and similar devices used to raise a. Includes all "bodily injury" and "property damage" or lower workers; occurring away from premises you own or rent and f. Vehicles not described in a., b., c. or d. above arising out of"your product"or"your work"except: maintained primarily for purposes other than the (1) Products that are still in your physical transportation of persons or cargo. possession; or However, self-propelled vehicles with the following (2) Work that has not yet been completed or types of permanently attached equipment are not abandoned. However, "your work" will be "mobile equipment" but will be considered "autos": deemed completed at the earliest of the (1) Equipment, of at least 1,000 pounds gross following times: vehicle weight, designed primarily for: (a) When all of the work called for in your (a) Snow removal; contract has been completed. (b) Road maintenance, but not construction or (b) When all of the work to be done at the job resurfacing; or site has been completed if your contract (c) Street cleaning; calls for work at more than one job site. (2) Cherry pickers and similar devices mounted on (c) When that part of the work done at a job site has been put to its intended use by any automobile or truck chassis and used to raise or person or organization other than another lower workers; and contractor or subcontractor working on the (3) Air compressors, pumps and generators, same project. including spraying, welding, building cleaning, Work that may need service, maintenance, geophysical exploration, lighting and well correction, repair or replacement, but which is servicing equipment. otherwise complete, will be treated as completed. HG 00 01 06 05 Page 17 of 18 b. Does not include "bodily injury" or "property 22."Temporary worker" means a person who is damage" arising out of: furnished to you to substitute for a permanent (1) The transportation of property, unless the "employee" on leave or to meet seasonal or short- injury or damage arises out of a condition in or term workload conditions. on a vehicle not owned or operated by you, 23."Volunteer worker"means a person who and that condition was created by the "loading a. Is not your"employee"; or unloading" of that vehicle by any insured; b. Donates his or her work; (2) The existence of tools, uninstalled equipment or abandoned or unused materials; or c. Acts at the direction of and within the scope of duties determined by you; and (3) Products or operations for which the classification, listed in the Declarations or in a d. Is not paid a fee, salary or other compensation by policy schedule, states that products- you or anyone else for their work performed for completed operations are subject to the you. General Aggregate Limit. 24."Your product": 20."Property damage" means: a. Means: a. Physical injury to tangible property, including all (1) Any goods or products, other than real resulting loss of use of that property. All such loss property, manufactured, sold, handled, of use shall be deemed to occur at the time of the distributed or disposed of by: physical injury that caused it; or (a) You; b. Loss of use of tangible property that is not (b) Others trading under your name; or physically injured. All such loss of use shall be deemed to occur at the time of the "occurrence" {c) A person or organization whose business that caused it. or assets you have acquired; and As used in this definition, computerized or (2) Containers (other than vehicles), materials, electronically stored data, programs or software are parks or equipment furnished in connection not tangible property. Electronic data means with such goods or products. information,facts or programs: b. Includes a. Stored as or on; (1) Warranties or representations made at any b. Created or used on; or time with respect to the fitness, quality, durability, performance or use of '"your c. Transmitted to or from; product"; and computer software, including systems and (2) The providing of or failure to provide warnings applications software, hard or floppy disks, CD- or instructions. ROMS, tapes, drives, cells, data processing devices c. Does not include vending machines or other or any other media which are used with electronically property rented to or located for the use of others controlled equipment. but not sold. 21."Suit" means a civil proceeding in which damages because of "bodily injury", "property damage" or 25•"Your work "personal and advertising injury" to which this a. Means: insurance applies are alleged. "Suit" includes: (1) Work or operations performed by you or on a. An arbitration proceeding in which such damages your behalf; and are claimed and to which the insured must submit (2) Materials, parts or equipment furnished in or does submit with our consent; or connection with such work or operations. b. Any other alternative dispute resolution b. Includes proceeding in which such damages are claimed (1) Warranties or representations made at any and to which the insured submits with our time with respect to the fitness, quality, consent. durability, performance or use of "your work", and (2) The providing of or failure to provide warnings or instructions. Page 18 of 18 HG 00 01 06 05 Named Insured: LJA Engineering,Inc. BERG-OLIVER ASSOCIATES,INC. PROPERTY CHOICE HORIZON ENVIRONMENTAL SERVICES, INC. Policy Number: 61 UUNJD0702 Term: 09/01/2017 to 09/01/2018 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. TEXAS CHANGES - CANCELLATION AND NONRENEWAL This endorsement modifies insurance provided under the following: PROPERTY CHOICE COVERAGE PART A. CANCELLATION (2) 30 days before the effective date of Paragraphs 2., 3. and 5. of the CANCELLATION cancellation if we cancel for any other Common Policy Conditions are replaced by the reason. following: If we cancel this policy, we will, at the 2. a. If this policy covers a condominium request of the Named Insured, provide a association, and the condominium written statement of the reason or property contains at least one residence reasons for such cancellation. or the condominium declarations conform c. In compliance with Texas law, we will not with the Texas Uniform Condominium Act, cancel this policy solely because the then we may cancel this policy by mailing policyholder is an elected official. or delivering written notice of cancellation, 3. We will mail or deliver our notice to the first at least 30 days before the effective date Named Insured's last mailing address known of cancellation, to: to us. (1) The first Named Insured; and If this policy covers a condominium (2) Each unit-owner to whom we issued a association, and the condominium property certificate or memorandum of insur- contains at least one residence that conforms ance. with the Texas Uniform Condominium Act, If we cancel this policy, we will, at the then we will also mail or deliver notice of request of the Named Insured, provide a cancellation to each unit-owner to whom we written statement of the reason or issued a certificate or memorandum of reasons for such cancellation. insurance, to each last mailing address known b. If the policy covers a risk other than the to us. risk described in Paragraph 2.a., then we 5. If this policy is cancelled, we will send the first may cancel this policy by mailing or Named Insured any premium refund due. If delivering to the first Named Insured we cancel, the refund will be pro rata. If the written notice of cancellation at least: first Named Insured cancels, the refund may (1) 14 days before the effective date of be less than pro rata. However, the cancellation will be effective even if we have cancellation if we cancel for not made or offered a refund. The notice of nonpayment of premium; or cancellation will state that unearned paid premium, if not tendered, will be refunded on demand. Form PC 30 42 11 13 Page 1 of 3 2013, The Hartford (includes copyrighted material of Insurance Services Office, Inc., with its permission) Named Insured: LJA Engineering, Inc., BERG-OLIVER ASSOCIATES,INC.,HORIZON ENVIRONMENTAL SERVICES, INC.. COMMERCIAL GENERAL LIABILITY Policy Number: 61UUNJD0702 Policy Term: 09/01/2017 to CG 20 38 0413 09/01/2018 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - AUTOMATIC STATUS FOR OTHER PARTIES WHEN REQUIRED IN WRITTEN CONSTRUCTION AGREEMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. Section II — Who Is An Insured is amended to B. With respect to the insurance afforded to these include as an additional insured: additional insureds, the following additional 1. Any person or organization for whom you are exclusions apply: performing operations when you and such This insurance does not apply to: person or organization have agreed in writing in 1. "Bodily injury", "property damage" or "personal a contract or agreement that such person or and advertising injury" arising out of the organization be added as an additional insured rendering of, or the failure to render, any on your policy; and professional architectural, engineering or 2. Any other person or organization you are surveying services, including: required to add as an additional insured under a. The preparing, approving, or failing to prepare the contract or agreement described in or approve, maps, shop drawings, opinions, Paragraph 1.above. reports, surveys, field orders, change orders Such person(s) or organization(s) is an additional or drawings and specifications; or insured only with respect to liability for"bodily injury", b. Supervisory, inspection, architectural or "property damage" or "personal and advertising engineering activities. injury"caused, in whole or in part, by: This exclusion applies even if the claims against any a. Your acts or omissions; or insured allege negligence or other wrongdoing in the b. The acts or omissions of those acting on your supervision, hiring, employment, training or behalf; monitoring of others by that insured, if the in the performance of your ongoing operations for "occurrence" which caused the "bodily injury" or the additional insured. "property damage", or the offense which caused the However, the insurance afforded to such additional "personal and advertising injury", involved the rendering of, or the failure to render, any insured described above: professional architectural, engineering or surveying a. Only applies to the extent permitted by law; services. and 2. "Bodily injury" or "property damage" occurring b. Will not be broader than that which you are after: required by the contract or agreement to a. All work, including materials, parts or provide for such additional insured. equipment furnished in connection with such A person's or organization's status as an additional work, on the project (other than service, insured under this endorsement ends when your maintenance or repairs)to be performed by or operations for the person or organization described on behalf of the additional insured(s) at the in Paragraph 1. above are completed. location of the covered operations has been completed; or CG 20 38 0413 ©Insurance Services Office, Inc., 2012 Page 1 of 2 b. That portion of "your work" out of which the 2. Available under the applicable Limits of injury or damage arises has been put to its Insurance shown in the Declarations; intended use by any person or organization whichever is less. other than another contractor or subcontractor engaged in performing This endorsement shall not increase the applicable operations for a principal as a part of the Limits of Insurance shown in the Declarations. same project. C. With respect to the insurance afforded to these additional insureds, the following is added to Section III—Limits Of Insurance: The most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement described in Paragraph A.1.; or Page 2 of 2 ©Insurance Services Office, Inc., 2012 CG 20 38 0413 Named Insured: LJA Engineering,Inc. ,BERG-OLIVER ASSOCIATES,INC.,HORIZON ENVIRONMENTAL SERVICES, INC. COMMERCIAL AUTOMOBILE Policy Number:61UUNJD0702 HA 99 16 03 12 Policy Term: 09/01/2017 to 09/01/2018 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL AUTOMOBILE BROAD FORM ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM To the extent that the provisions of this endorsement provide broader benefits to the "insured" than other provisions of the Coverage Form, the provisions of this endorsement apply. 1. BROAD FORM INSURED d. Any "employee" of yours while using a A. Subsidiaries and Newly Acquired or covered "auto" you don't own, hire or Formed Organizations borrow in your business or your The Named Insured shown in the personal affairs. Declarations is amended to include: C. Lessors as Insureds (1) Any legal business entity other than a Paragraph A.1. -WHO IS AN INSURED - of partnership or joint venture, formed as a Section II - Liability Coverage is amended to subsidiary in which you have an add: ownership interest of more than 50% on e. The lessor of a covered "auto" while the the effective date of the Coverage Form. "auto" is leased to you under a written However, the Named Insured does not agreement if: include any subsidiary that is an (1) The agreement requires you to "insured" under any other automobile policy or would be an "insured" under provide direct primary insurance for the lessor and such a policy but for its termination or the exhaustion of its Limit of Insurance. (2) The "auto"is leased without a driver. (2) Any organization that is acquired or Such a leased "auto" will be considered a formed by you and over which you covered "auto" you own and not a covered maintain majority ownership. However, "auto"you hire. the Named Insured does not include any D. Additional Insured if Required by Contract newly formed or acquired organization: (1) Paragraph A.1. -WHO IS AN INSURED (a) That is a partnership or joint - of Section II - Liability Coverage is venture, amended to add: (b) That is an "insured" under any other f. When you have agreed, in a written policy, contract or written agreement, that a (c) That has exhausted its Limit of person or organization be added as Insurance under any other policy, or an additional insured on your (d) 180 days or more after its business auto policy, such person or acquisition or formation by you, organization is an "insured", but only unless you have given us notice of to the extent such person or the acquisition or formation. organization is liable for "bodily Coverage does not apply to "bodily injury" or "property damage" caused injury" or "property damage" that results by the conduct of an "insured" under from an "accident" that occurred before paragraphs a. or b. of Who Is An you formed or acquired the organization. Insured with regard to the B. Employees as Insureds ownership, maintenance or use of a covered "auto." Paragraph A.1. - WHO IS AN INSURED - of SECTION II - LIABILITY COVERAGE is amended to add: ©2011, The Hartford (Includes copyrighted material Form HA 99 16 03 12 of ISO Properties, Inc., with its permission.) Page 1 of 5 The insurance afforded to any such E. Primary and Non-Contributory if additional insured applies only if the Required by Contract "bodily injury" or "property damage" Only with respect to insurance provided to occurs: an additional insured in 1.D. - Additional (1) During the policy period, and Insured If Required by Contract, the (2) Subsequent to the execution of such following provisions apply: written contract, and (3) Primary Insurance When Required By (3) Prior to the expiration of the period Contract of time that the written contract This insurance is primary if you have requires such insurance be provided agreed in a written contract or written to the additional insured. agreement that this insurance be (2) How Limits Apply primary. If other insurance is also primary, we will share with all that other If you have agreed in a written contract insurance by the method described in or written agreement that another Other Insurance 5.d. person or organization be added as an additional insured on your policy, the (4) Primary And Non-Contributory To Other most we will pay on behalf of such Insurance When Required By Contract additional insured is the lesser of: If you have agreed in a written contract (a) The limits of insurance specified in or written agreement that this insurance the written contract or written is primary and non-contributory with the agreement; or additional insured's own insurance, this (b) The Limits of Insurance shown in insurance is primary and we will notseek contribution from that other the Declarations. insurance. Such amount shall be a part of and not Paragraphs (3) and (4) do not apply to other in addition to Limits of Insurance shown insurance to which the additional insured in the Declarations and described in this has been added as an additional insured. Section. When this insurance is excess, we will have no (3) Additional Insureds Other Insurance duty to defend the insured against any "suit" if If we cover a claim or "suit" under this any other insurer has a duty to defend the Coverage Part that may also be covered insured against that "suit". If no other insurer by other insurance available to an defends, we will undertake to do so, but we will additional insured, such additional be entitled to the insured's rights against all insured must submit such claim or "suit" those other insurers. to the other insurer for defense and When this insurance is excess over other indemnity. insurance, we will pay only our share of the However, this provision does not apply amount of the loss, if any, that exceeds the sum to the extent that you have agreed in a of: written contract or written agreement (1) The total amount that all such other that this insurance is primary and non- insurance would pay for the loss in the contributory with the additional insured's absence of this insurance; and own insurance. (2) The total of all deductible and self-insured (4) Duties in The Event Of Accident, Claim, Suitor Loss amounts under all that other insurance. We will share the remaining loss, if any, by the If you have agreed in a written contract method described in Other Insurance 5.d. or written agreement that another person or organization be added as an 2. AUTOS RENTED BY EMPLOYEES additional insured on your policy, the Any "auto" hired or rented by your "employee" additional insured shall be required to on your behalf and at your direction will be comply with the provisions in LOSS considered an"auto"you hire. CONDITIONS 2. - DUTIES IN THE The OTHER INSURANCE Condition is amended EVENT OF ACCIDENT, CLAIM , SUIT by adding the following: OR LOSS — OF SECTION IV — BUSINESS AUTO CONDITIONS, in the same manner as the Named Insured. ©2011, The Hartford (Includes copyrighted material Form HA 99 16 03 12 of ISO Properties, Inc., with its permission.) Page 2 of 5 If an "employee's" personal insurance also 5. PHYSICAL DAMAGE - ADDITIONAL applies on an excess basis to a covered "auto" TEMPORARY TRANSPORTATION EXPENSE hired or rented by your "employee" on your COVERAGE behalf and at your direction, this insurance will Paragraph AA.a. of SECTION III - PHYSICAL be primary to the "employee's" personal DAMAGE COVERAGE is amended to provide a insurance. limit of $50 per day and a maximum limit of 3. AMENDED FELLOW EMPLOYEE EXCLUSION $1,000. EXCLUSION 5. - FELLOW EMPLOYEE - of 6. LOAN/LEASE GAP COVERAGE SECTION II - LIABILITY COVERAGE does not Under SECTION III - PHYSICAL DAMAGE apply if you have workers' compensation COVERAGE, in the event of a total "loss" to a insurance in-force covering all of your covered "auto", we will pay your additional legal "employees". obligation for any difference between the actual Coverage is excess over any other collectible cash value of the "auto" at the time of the "loss" insurance. and the"outstanding balance"of the loan/lease. 4. HIRED AUTO PHYSICAL DAMAGE COVERAGE "Outstanding balance" means the amount you If hired "autos" are covered "autos" for Liability owe on the loan/lease at the time of "loss" less Coverage and if Comprehensive, Specified any amounts representing taxes; overdue Causes of Loss, or Collision coverages are payments; penalties, interest or charges provided under this Coverage Form for any resulting from overdue payments; additional "auto" you own, then the Physical Damage mileage charges; excess wear and tear charges; Coverages provided are extended to "autos"you lease termination fees; security deposits not hire or borrow, subject to the following limit. returned by the lessor; costs for extended warranties, credit life Insurance, health, accident The most we will pay for "loss" to any hired or disability insurance purchased with the loan or "auto"is: lease; and carry-over balances from previous (1) $100,000; loans or leases. (2) The actual cash value of the damaged or 7. AIRBAG COVERAGE stolen property at the time of the"loss"; or Under Paragraph B. EXCLUSIONS - of (3) The cost of repairing or replacing the SECTION III - PHYSICAL DAMAGE damaged or stolen property, COVERAGE, the following is added: whichever is smallest, minus a deductible. The The exclusion relating to mechanical breakdown deductible will be equal to the largest deductible does not apply to the accidental discharge of an applicable to any owned "auto" for that airbag. coverage. No deductible applies to"loss"caused g, ELECTRONIC EQUIPMENT - BROADENED by fire or lightning. Hired Auto Physical Damage COVERAGE coverage is excess over any other collectible insurance. Subject to the above limit, deductible a. The exceptions to Paragraphs B.4 - and excess provisions, we will provide coverage EXCLUSIONS - of SECTION III - PHYSICAL equal to the broadest coverage applicable to any DAMAGE COVERAGE are replaced by the covered "auto"you own. following: We will also cover loss of use of the hired "auto" Exclusions 4.c. and 4.d. do not apply to if it results from an "accident", you are legally equipment designed to be operated solely liable and the lessor incurs an actual financial by use of the power from the "auto's" loss, subject to a maximum of $1000 per electrical system that, at the time of"loss", "accident". is: This extension of coverage does not apply to (1) Permanently installed in or upon any "auto" you hire or borrow from any of your the covered "auto"; "employees", partners (if you are a partnership), (2) Removable from a housing unit members (if you are a limited liability company), which is permanently installed in or members of their households. or upon the covered "auto"; (3) An integral part of the same unit housing any electronic equipment described in Paragraphs (1)and (2)above; or ©2011, The Hartford (Includes copyrighted material Form HA 99 16 03 12 of ISO Properties, Inc., with its permission.) Page 3 of 5 (4) Necessary for the normal If another Hartford Financial Services Group, operation of the covered "auto"or Inc. company policy or coverage form that is not the monitoring of the covered an automobile policy or coverage form applies to "auto's"operating system. the same"accident", the following applies: b.Section III — Version CA 00 01 03 10 of the (1) If the deductible under this Business Auto Business Auto Coverage Form, Physical Coverage Form is the smaller (or smallest) Damage Coverage, Limit of Insurance, deductible, it will be waived; Paragraph C.2 and Version CA 00 01 10 01 of (2) If the deductible under this Business Auto the Business Auto Coverage Form, Physical Coverage Form is not the smaller (or Damage Coverage, Limit of Insurance, smallest) deductible, it will be reduced by Paragraph C are each amended to add the the amount of the smaller (or smallest) following: deductible. $1,500 is the most we will pay for"loss" in 12. AMENDED DUTIES IN THE EVENT OF any one "accident" to all electronic ACCIDENT, CLAIM, SUIT OR LOSS equipment (other than equipment designed solely for the reproduction of sound, and The requirement in LOSS CONDITIONS 2.a. - accessories used with such equipment) DUTIES IN THE EVENT OF ACCIDENT,CLAIM, that reproduces, receives or transmits SUIT OR LOSS - of SECTION IV - BUSINESS audio, visual or data signals which, at the AUTO CONDITIONS that you must notify us of time of"loss", is: an "accident" applies only when the "accident" is known to: (1) Permanently installed in or upon (1) You, if you are an individual; the covered "auto" in a housing, opening or other location that is not (2) A partner, if you are a partnership; normally used by the "auto" (3) A member, if you are a limited liability manufacturer for the installation of company; or such equipment; (4) An executive officer or insurance manager, if (2) Removable from a permanently you are a corporation. installed housing unit as described 13. UNINTENTIONAL FAILURE TO DISCLOSE in Paragraph 2.a. above or is an HAZARDS integral part of that equipment; or (3)An integral part of such equipment. If you unintentionally fail to disclose any hazards existing at the inception date of your policy, we c.For each covered "auto", should loss be limited will not deny coverage under this Coverage to electronic equipment only, our obligation to Form because of such failure. pay for, repair, return or replace damaged or 14. HIRED AUTO -COVERAGE TERRITORY stolen electronic equipment will be reduced by the applicable deductible shown in the Paragraph e. of GENERAL CONDITIONS 7. - Declarations, or $250, whichever deductible is POLICY PERIOD, COVERAGE TERRITORY - less. of SECTION IV - BUSINESS AUTO 9. EXTRA EXPENSE - BROADENED CONDITIONS is replaced by the following: COVERAGE e. For short-term hired "autos", the coverage Under Paragraph A. -COVERAGE-of SECTION territory with respect to Liability Coverage is III - PHYSICAL DAMAGE COVERAGE, we will anywhere in the world provided that if the pay for the expense of returning a stolen covered "insured's" responsibility to pay damages for "auto"to you. "bodily injury" or "property damage" is determined in a "suit,"the "suit" is brought in 10. GLASS REPAIR-WAIVER OF DEDUCTIBLE the United States of America, the territories Under Paragraph D.-DEDUCTIBLE-of SECTION and possessions of the United States of III - PHYSICAL DAMAGE COVERAGE, the America, Puerto Rico or Canada or in a following is added: settlement we agree to. No deductible applies to glass damage if the 15. WAIVER OF SUBROGATION glass is repaired rather than replaced. TRANSFER OF RIGHTS OF RECOVERY 11. TWO OR MORE DEDUCTIBLES AGAINST OTHERS TO US - of SECTION IV - Under Paragraph D.-DEDUCTIBLE-of SECTION BUSINESS AUTO CONDITIONS is amended by III - PHYSICAL DAMAGE COVERAGE, the adding the following: following is added: ©2011, The Hartford (Includes copyrighted material Form HA 99 16 03 12 of ISO Properties, Inc., with its permission.) Page 4 of 5 We waive any right of recovery we may have c.Regardless of the number of autos deemed a against any person or organization with whom total loss, the most we will pay under this you have a written contract that requires such Hybrid, Electric, or Natural Gas Vehicle waiver because of payments we make for Payment Coverage provision for any one damages under this Coverage Form. "loss"is$10,000. 16. RESULTANT MENTAL ANGUISH COVERAGE For the purposes of the coverage provision, The definition of "bodily injury" in SECTION V- a.A "non-hybrid" auto is defined as an auto that DEFINITIONS is replaced by the following: uses only an internal combustion engine to "Bodily injury" means bodily injury, sickness or move the auto but does not include autos disease sustained by any person, including powered solely by electricity or natural gas. mental anguish or death resulting from any of b.A "hybrid" auto is defined as an auto with an these. internal combustion engine and one or more 17. EXTENDED CANCELLATION CONDITION electric motors; and that uses the internal Paragraph 2. of the COMMON POLICY combustion engine and one or more electric CONDITIONS - CANCELLATION - applies motors to move the auto, or the internal except as follows: combustion engine to charge one or more electric motors, which move the auto. If we cancel for any reason other than 19. VEHICLE WRAP COVERAGE nonpayment of premium, we will mail or deliver to the first Named Insured written notice of In the event of a total loss to an "auto"for which cancellation at least 60 days before the effective Comprehensive, Specified Causes of Loss, or date of cancellation. Collision coverages are provided under this 18. HYBRID, ELECTRIC, OR NATURAL GAS Coverage Form, then such Physical Damage VEHICLE PAYMENT COVERAGE Coverages are amended to add the following: In the event of a total loss to a "non-hybrid" auto In addition to the actual cash value of the "auto", we will pay up to $1,000 for vinyl vehicle wraps for which Comprehensive, Specified Causes of which are displayed on the covered "auto" at the Loss, or Collision coverages are provided under time of total loss. Regardless of the number of this Coverage Form, then such Physical autos deemed a total loss, the most we will pay Damage Coverages are amended as follows: under this Vehicle Wrap Coverage provision for a.lf the auto is replaced with a "hybrid" auto or any one "loss" is $5,000. For purposes of this an auto powered solely by electricity or natural coverage provision, signs or other graphics gas, we will pay an additional 10%, to a painted or magnetically affixed to the vehicle are maximum of$2,500, of the "non-hybrid" auto's not considered vehicle wraps. actual cash value or replacement cost, whichever is less, b.The auto must be replaced and a copy of a bill of sale or new lease agreement received by us within 60 calendar days of the date of"loss," ©2011, The Hartford (Includes copyrighted material Form HA 99 16 03 12 of ISO Properties, Inc., with its permission.) Page 5 of 5 Named Insured: LJA Engineering,Inc. Berg-Oliver Associates,Inc., Horizon Environmental Services,Inc. Policy Number: 61 UUNJD0702 Policy Term: 09/01/2017 to 09/01/2018 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION TO CERTIFICATE HOLDER(S) This policy is subject to the following additional days of the cancellation effective date to the Conditions: certificate holder(s) with mailing addresses on file A. If this policy is cancelled by the Company, other with the agent of record or the Company. than for nonpayment of premium, notice of such If notice is mailed, proof of mailing to the last known cancellation will be provided at least thirty (30) mailing address of the certificate holder(s) on file with days in advance of the cancellation effective date the agent of record or the Company will be sufficient to the certificate holder(s) with mailing addresses proof of notice. on file with the agent of record or the Company. Any notification rights provided by this endorsement B. If this policy is cancelled by the Company for apply only to active certificate holder(s) who were nonpayment of premium, or by the insured, notice issued a certificate of insurance applicable to this of such cancellation will be provided within (10) policy's term. Form IH 03 07 06 11 Page 1 of 1 © 2011, The Hartford Named Insured:LJA Engineering, Inc.,Berg-Oliver Associates,Inc.Horizon Environmental Services,Inc. Policy Number:61UUNJD0702 Policy Term:09/01/2017 to 09/01/2018 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PER LOCATION AND PER PROJECT - AMENDMENT OF GENERAL AGGREGATE SUBJECT TO MAXIMUM ANNUAL AGGREGATE LIMIT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Each Occurrence Limit $ See Declarations Page Personal and Advertising Injury Limit $ See Declarations Page Damage to Premises Rented to You—Any One Premises $ See Declarations Page Medical Expense Limit-Any One Person $ See Declarations Page General Aggregate Limit $ Location General Aggregate Limit $ Project General Aggregate Limit $ Maximum Annual Aggregate Limit $ Products-Completed Operations Aggregate Limit $ See Declarations Page In return for the payment of the premium when due and subject to all the terms of the Commercial General Liability Coverage Part not expressly modified herein,we agree with you as follows A. The LIMITS OF INSURANCE (SECTION 111) is (1) Any one or more Location General deleted in its entirety and replaced with the Aggregate Limit(s), as described in following: paragraph 4.below!or 1. The Most We Will Pay (2) Any one or more Project General The Limits of Insurance shown in the above Aggregate Limit(s), as described in Schedule and the rules below fix the most we paragraph 5.below, will pay regardless of the number of: 3. General Aggregate Limit a. Insureds; Subject to 2. above, the General Aggregate b. Claims made or"suits"brought;or Limit is the most we will pay for the sum of: c. Persons or organizations making claims a. Damages under Coverage B Personal or bringing"suits". and Advertising Injury Liability;and 2. Maximum Annual Aggregate b. Damages under Coverage C Medical The Maximum Annual Aggregate Limit is the Payments, and Coverage A Bodily injury and Property Damage Liability,mast we will pay for the sum of: with the following exceptions: a. Damages under the General Aggregate (1) "Bodily injury" or "property damage" Limit;and included in the "products-completed b. Damages under: operations hazard"; Form HS 25 42 06 08 Page 1 of 3 9 2008,The Hartford (Includes copyrighted material of Insurance Services Office, Inc.with its permission.) (2) "Bodily injury" or "property damage" Products-Completed Operations attributed solely to ongoing operations Aggregate Limit nor shall they reduce any at a single"location";or other Location General Aggregate Limit. (3) "Bodily injury" or "property damage" 5. Project Aggregate Limit attributed solely to ongoing operations Subject to 2.above: at a single"project". If a written contract or written agreement or c. "Property damage" included as Damage permit requires a separate "project" general to Premises Rented to You. aggregate limit,the following will apply: d. Location Aggregate Limit a. A separate Project General Aggregate Subject to 2.above: Limit applies to each single "project", in a. A separate Location General Aggregate lieu of and not in addition to, the General Limit applies to each single "location", in Aggregate. Such Project General lieu of and not in addition to, the General Aggregate is the most we will pay for all Aggregate. Such Location General damages under Coverage A Bodily Aggregate is the most we willpay for all Injury and Property Damage Liability, damages under Coverage A Bodily or Coverage C Medical Payments, with Injury and Property [Damage Liability, the following exceptions: or Coverage C Medical Payments, with (1) "Bodily injury" or "property damage" the following exceptions: included in the "products-completed (1) "Bodily injury" or "property damage" operations hazard";or included in the "products-completed (2) "Property damage" included in the operations hazard';or Damage to Premises Rented to You (2) "Property damage" included in the coverage;or Damage to Premises Rented to You (3) "Bodily injury", "property damage", or coverage;or medical expenses under Coverage C, (3) "Bodily injury", "property damage", or which cannot be attributed solely to medical expenses under Coverage C, the ongoing operations at a single which cannot be attributed solely to "project". Such damages will erode the ongoing operations at a single the General Aggregate Limit as "location". Such damages will erode provided in paragraph 3.above. the General Aggregate Limit as b. The Project General Aggregate Limit: provided in paragraph 3.above. (1) Applies only to "occurrences" b. The Location General Aggregate Limit: attributed solely to ongoing operations (1) Applies only to "occurrences" at a single"project";and attributed solely to ongoing operations (2) Does not include damages for at a single"location";and Coverage B Personal and (2) Does not include damages for Advertising Injury Liability, no Coverage B Personal and matter where or in how many Advertising Injury Liability, no "projects"the offense or offenses may matter where or in how many be committed. Such damages will "locations" the offense or offenses erode the General Aggregate Limit as may be committed. Such damages provided in paragraph 3.above. will erode the General Aggregate c. Any payments made under this paragraph Limit as provided in paragraph 3. 5., for damages for "bodily injury", above. "property damage", or medical expenses c. Any payments made under this paragraph under Coverage C, shall reduce the 4., for damages for "bodily injury", Maximum Annual Aggregate Limit and the "property damage", or medical expenses Project General Aggregate for that under Coverage C, shall reduce the "project". Such payments shalt not Maximum Annual Aggregate Limit and the reduce the General Aggregate Limit or the Location General Aggregate for that Products-Completed Operations "location". Such payments shall not Aggregate Limit nor shall they reduce any reduce the General Aggregate Limit or the other Project General Aggregate Limit. Form HS 25 42 06 08 Page 2 of 3 6. Products-Completed Operations 11. How Limits Apply To Additional Insureds Aggregate Limit If you have agreed in a written contract or The Products-Completed Operations written agreement that another person or Aggregate Limit is the most we will pay for organization be added as an additional damages because of "bodily injury" and insured on your policy, the most we will pay "property damage" included in the "products- on behalf of such additional insured is the completed operations hazard". lesser of: 7. Personal And Advertising Injury Limit (1) The limits of insurance specified in the Subject to 3. above, the Personal and written contract or written agreement,or Advertising Injury Limit is the most we will pay (2) The Limits of Insurance shown in the under Coverage B Personal and Declarations. Advertising injury Liability for the sum of all Such amount shall be a part of and not in damages because of all "personal and addition to Limits of Insurance shown in the advertising injury" sustained by any one Declarations and described in this Section. person or organization. 12. If More Than One Limit of Insurance 8. Occurrence Limit Applies Subject to 3., 4., 5., or 6. above, whichever If more than one limit of insurance under this applies, the Each Occurrence Limit is the Coverage Part and any endorsements most we will pay for damages under "bodily attached thereto applies to any claim or"suit", injury"or"property damage"arising out of any the most we will pay under this Coverage Part one"occurrence". and such endorsements is the single highest 9. Damages To Premises Rented To You limit of liability of all coverages applicable to Limit such claim or"suit". Subject to 8.above, the Damage to Premises However, this paragraph 12.does not apply to Rented to You Limit is the most we will pay for the Medical Expense Limit for Coverage C. damages because of "property damage" to The Limits of Insurance of this Coverage Part apply any one premises, while rented to you, or in separately to each consecutive annual period and to the case of damage by fire, lightning or any remaining period of less than 12 months, starting explosion, while rented to you or temporarily with the beginning of the policy period shown in the occupied by you with permission of the owner. Declarations, unless the policy period is extended In the case of damage by fire, lightning or after issuance for an additional period of less than 12 explosion, the Damage to Premises Rented to months. In that case, the additional period will be You Limit applies to all damage proximately deemed part of the last preceding period for purposes caused by the same event, whether such of determining the Limits of Insurance. damage results from fire, lightning or B. For the purposes of this endorsement, the explosion or any combination of these. Definitions Section is amended by the addition of The Damage to Premises Rented to You the following definitions: Coverage is not subject to any Location "Location" means premises involving the same or General Aggregate Limit or any Project connecting lots, or premises whose connection is General Aggregate Limit, but will erode the interrupted only by a street; roadway,waterway or General Aggregate Limit. right of way of a railroad. 10. Medical Expense Limit "Project" means a jobsile including premises Subject to 3., 4., or 5. above, whichever involving the same or connecting lots, or premises applies, the Medical Expense Any One whose connection is interrupted only by a street;. Person Limit is the most we will pay under roadway,waterway or right of way of a railroad. If Coverage C Medical Payments for all a "project" has been abandoned and then medical expenses because of "bodily injury" restarted, or if the authorized contracting parties sustained by any one person. deviate from plans, blueprints, designs, Such Medical Payments Coverage is subject specifications or timetables,the project will stillbe to either the Location General Aggregate deemed as the same project. Limit, Project General Aggregate Limit or the General Aggregate Limit as provided in paragraphs 3., 4.,or S.above. Form HS 25 42 06 08 Page 3 of 3 Named Insured:LJA Engineering, Inc.,BERG-OLIVER ASSOCIATES,INC.,HORIZON ENVIRONMENTAL SERVICES,INC. Policy Number:61UUNJD0702 Policy Term:09/01/2017 to 09/01/2018 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PER ■ ROJECT- AMENDMENT OFGENERAL AGGREGATE SUBJECT TO MAXIMUM ANNUAL AGGREGATE LIMIT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE LIMITS OF INSURANCE: The Limits of Insurance shown in the Declarations are amended by the following: The Limits of Insurance,subject to all the terms of this policy that apply,are: Each Occurrence Limit $ See Declarations Page Personal and Advertising Injury Limit $ See Declarations Page Damage to Premises Rented to You—Any One Premises $ See Declarations Page Medical Expense Limit-Any One Person $ See Declarations Page General Aggregate Limit $ Project General Aggregate Limit $ Maximum Annual Aggregate Limit $ Products-Completed Operations Aggregate Limit $ See Declarations Page In return for the payment of the premium when due and subject to all the terms of the Commercial General liability Coverage Part not expressly modified herein,we agree with you as follows: A. The LIMITS OF INSURANCE (SECTION Irl) is b. Damages under any one or more Project deleted in its entirety and replaced with the General Aggregate Limit(s), as following: described in paragraph 4.below. 1. The Most We Will Pay 3. General Aggregate Limit The Limits of Insurance shown in the above Subject to 2, above, the General Aggregate Schedule and the rules below fix the most Limit is the most we will pay for the sum of. we will pay regardless of the number of: a. Damages under Coverage B Personal a. Insureds; and Advertising Injury Liability;and b. Claims made or"suits"brought;or b. Damages under Coverage C Medical c. Persons or organizations making claims Payments, and Coverage A Bodily or bringing"suits". Injury and Property Damage Liability, 2. Maximum Annual Aggregate with the following(1) "Bodily injury"or"property damage"exceptions- The Maximum Annual Aggregate Limit is the most we will pay for the sum of: included in the "products-completed operations hazard";or a. Damages under the General Aggregate Limit and Form HS 25 41 06 08 Page 1 of 3 fl 2008,The Hartford (includes copyrighted material of Insurance Services Office,Inc.with its permission.) (2) "Bodily injury" o,"property damage" 5. Products-Completed Operations attributed solely to ongoing Aggregate Limit operations omesingle°pnojeot"; The Products-Completed Operations c. "Property damage"included as Damage Aggregate Limit is the most we will pay for to Premises Rented to You, damogmmunderCowenugmA-Bod||yImUury 4' pru0wot General Aggregate Limit and Property Damage 0ab||XtV because of Subject to2 "bodily injury" and "property damage"'above:' included in the "products-completed m. A separate Project General. Aggregate operations hazard". Limit applies to each single "project", in 6. Personal And Advertising Injury Limit lieu ofand not inaddition to,the General Aggregate. Such Po400t General Subject to m' above, the Personal and Aggregate is the most we will pay for all Advertising Injury Limit is the most we will damages under Coverage A Bodily pay under Coverage B Personal and Injury and Property Damage Liability, Advertising Injury Liability for the sum of or Coverage C Medical Paymmmnma,with all damages because of all "personal and the following exceptions, advertising injury" sustained by any one (t) "Bodily injury" nr"property damage" person n,organization, included in the "products-.completed 7. Occurrence Limit operations hazardr:o, Subject to 3., 4` or 5- above. whichever (2) "Property damage" included in (he opp||am. /he Each Occurrence Limit is the Damage tmPremises Rented uoYou most we will pay /or damages under coverage;or Coverage A ^ Bodily Injury and Property (%) "Bodily injury", "property damage", Damage Liability because oy "bodily injury" or medical expenses under or"property damage'arising out oyany one Coverage C. which cannot be "occunenue" attributed solely to the ongoing n, Damages To Pxmmn/mea Rented To You operations at e single ^pnUoor. Limit Such damages will erode the �onona| Aggregate Limit as Subject to 7. above. the Damage to p�midedinponagnaph�.�bova. pram|oam Rented to You Limit is the most we will pay for damages because of b. The Project General Aggregate Limit: "property damage" to any one premises, (1) Applies only to "occurrences" while manimd to you, or in the omoe of attributed solely to ongoing damage by hns. lightning orexplosion, while operations atosingle^pn4uci^; and rented vmyou ortemporarily occupied byyou (2) Oowm not include damages for with permission ofthe owner. Coverage B Personal and In the case of damage by fire. lightning or Advertising Injury Liability, no explosion, the Damage to Premises Rented matter where or in how many to You Limit applies to all damage "projects" the offense or offenses proximately caused by the same event, may be committed. Such damages whether such damage results from Um, will erode the General Aggregate lightning or explosion or any combination of Limit as provided in paragraph 3. these. above. The Damage to Premises Rented to You �^ Any payments made under this Coverage is not subject to any Project paragr�ph �.. for damages for "bodily General Aggregate Limit, but will erode the injury", "property damage", or medical �wnenm|AggmQe�eLimiL expenses under Coverage C, shall nadmue the Maximum Annual Aggregate 8. k8md|oa|Expense Limit Limit and the Project General Aggregate Subject to 3. o,4.abov*,whichever applies, for that "project". Such payments shall the Medical Expense Any One Person Limit not reduce the General Aggregate Limit is the most wa will pay under Coverage C or the Products-Comp|eted Operations Medical Payments for all medical expenses Aggregate Limit nor shall they reduce any because of "bodily injury" sustained by any other Project General Aggregate Limit. one person. Form HS 25 41060B Page 2 of 3 Such Medical Payments Coverage is subject The Limits of Insurance of this Coverage Part apply uzeither the Project General Aggregate Limit separately ooeach consecutive annual period and to or the Genera/Aggregate Limit as provided any remaining period of less than 12 months, |nparagraphs 3.o,4.above, starting with the beginning ofthe policy period shown 18. How Limits Apply ToAdditional Insureds in the Demonstions, unless the policy period is extended after issuance for an additional pedodof If you have agreed in � written contract or |ean than 12 months. In that oaao, the additionalwritten agreement that another person o' period will be deemed part of the last precedingorganization be added as an additionalperiod for purposes of determining the Limits or insured on your policy, the most we wilt pay Insurance. on behalf o[ such additional insured is the lesser of., B. For the purposes o/ this endorsement, the Oe0niUon��eo�ion|yamendadby�hea�diUono[ (1) The limits of insurance specified in the �h�ho|��in�dohn|iion' wdt*oncon�actorwriManognommentor ° ' Pn�aur means a jobeite including premises (o� The Limits of Insurance shown in'the Dodanaunnm involving the same or connecting ' |o�o o, premises whose connection is interrupted only Such amount shalt be o part of and not in by u etreet, madwoy,wauamvov or right ofway o[ addition to Limits of Insurance shown in the anai|mod. Declarations and described|nthis Section. If ~prnacr has been abandoned, delayed, or 11. If More Than One Limit of Insurance abandoned and then nasbarted, or if the Applies authorized contracting parties deviate from |fmore than one limit oy'insurance under this p}ana, b|uaphnux, designs, specifications or Coverage Part and any endorsements timetables,the pnojnu(wxUstill bedeemed msthe attached thereto applies /o any claim or same project. "suit", the most we will pay under this Coverage Part and such endorsements is the single highest limit of liability of all coverages applicable unsuch claim or"mu|r. *owava,, this paragraph 11. does not apply to the Medical Expense Limit for Coverage C. Form HS 28418608 Page of Named Insured:LJA Engineering,Inc. Policy Number:61UUNJD0702 Policy Term:09/01/2017 to 09/01/2018 Umbrella PrimeW' Commercial Umbrella Liability Policy With CrisisResponse° Various provisions in this policy restrict coverage. Read the entire policy carefully to determine rights, duties and what s and is not covered. Throughout this policy the words "you" and "your" refer to the Named Insured shown in the Declarations and any other person or organization qualifying as a Named Insured under this po"icy. 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 VII. Definitions. Except for headings, words that appear in bold print have special meaning. See Section Vii. Definitions. In consideration of the payment of the premium and in reliance upon the statements in the Declarations, we agree to provide coverage as follows: (. INSURING AGREEMENT - COMMERCIAL UMBRELLA LIABILITY A. We will pay on behalf of the Insured those sums in excess of the Retained Limit that the Insured becomes legally obligated to pay as damages by reason of liability imposed by law because of Bodily Injury, Property Damage or Personal Injury ,and Advertising Injury to which this insurance applies or because of Bodily Injury or Property Damage to which this insurance applies assumed by the Insured under an Insured Contract. The amount we will pay for damages is limited as described in Section IV. Limits of Insurance. B. This policy applies,only if: 1. the Bodily Injury or Property Damage is caused by an Occurrence that takes place anywhere, and the Bodily Injury or Property Damage occurs during the Policy Period; and 2. the Personal Injury and Advertising Injury is caused by an Occurrence that takes place anywhere arising out of your business, but only if the Occurrence was committed during the Policy Period. C. 1. This policy applies to Bodily Injury or Property Damage, only if prior to the Policy Period, no Insured listed under subparagraphs 2a., 2b., 2c, or 2e. of Paragraph M. of Section VII., no executive officer or director listed under subparagraph 2d. of Paragraph M. of Section VII. and no employee authorized by you to give or receive notice of an Occurrence, claim or Suit, knew that the Bodily Injury or Property Damage had occurred, in whole or in part. If such an Insured or authorized employee knew, prior to the Policy Period, that the Bodily Injury or Property Damage had occurred, then any continuation, change or resumption of such Bodily Injury or Property Damage during or after the Policy Period will be deemed to have been known prior to the Policy Period. 2. Bodily Injury or Property Damage which occurs during the Policy Period and was not, prior to the Policy Period, known to have occurred by any Insured listed under subparagraphs 2a., 2b., 2c. or 2e. of Paragraph M. of Section VII., any executive officer or director listed under subparagraph 2d. of Paragraph M. of Section VII. or any employee authorized by you to give or receive notice of an Occurrence or claim, includes any continuation, change or resumption of that Bodily Injury or Property Damage after the end of the Policy Period. D. Bodily Injury or Property Damage W11 be deemed to have been known to have occurred at the earliest time when any Insured Jisted under subparagraphs 2a., 2b., 2c. or 2e. of Paragraph M. of Section VII, any executive officer or director listed under subparagraph 2d. of Paragraph M. of Section Vil. or any employee who was authorized by you to give or receive notice of an Occurrence, claim or Suit: 80517(11/09) Page 1 of 24 AH 2709 102001 Includes copyrighted material of Insurance Services Office, Inc. with its permission. 1. reports all, or any part, of the Bodily Injury or Property Damage to us or any other insurer; 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 occurred or has begun to occur. E. Damages because of Bodily Injury include damages claimed by any person or organization for care, loss of services or death resulting at any time from the Bodily Injury. F. if we are prevented by law or statute from paying damages covered by this policy on behalf of the Insured, then we will indemnify the insured for those sums in excess of the Retained Limit. 11. INSURING AGREEMENT-CRISISRESPONSEa AND EXCESS CASUALTY CRISISFUND° A. CrisisResponse We will advance CrisisResponse Costs directly to third parties on behalf of the Named Insured, regardless of fault, arising from a Crisis Management Event first commencing during the Policy Period, up to the amount of the CrisisResponse Sublimit of Insurance. B. Excess Casualty CrisisFund We will pay Crisis Management Loss on behalf of the Named Insured arising from a Crisis Management Event first commencing during the Policy Period, up to the amount of the Excess Casualty CrisisFund Limit of Insurance. C. A Crisis Management Event will first commence at the time during the Policy Period when a Key Executive first becomes aware of an recurrence that gives rise to a Crisis Management Event and will end when we determine that a crisis no longer exists or when the CrisisResponse Sublimit of Insurance has been exhausted, whichever occurs first. D. There will be no Retained Limit applicable to CrisisResponse Costs or Crisis Management Loss. E. Any advancement of CrisisResponse Costs or payment of Crisis Management Loss that we make under the coverage provided by this Section 11. will not be a determination of our obligations under this policy, nor create any duty to defend any Suit under any other part of this policy. 111. DEFENSE PROVISIONS A. We will have the right and duty to defend any Suit against the Insured that seeks damages for Bodily Injury, Property Damage or Personal Injury and Advertising Injury covered by this policy, even if the Suit Is groundless, false or fraudulent when: 1. the total applicable limits of Scheduled Underlying Insurance have been exhausted by payment of Loss to Mich this policy applies and the total applicable limits of Other insurance have been exhausted; or 2. the damages sought because of Bodily Injury, Property Damage or Personal Injury and Advertising Injury would not be covered by Scheduled Underlying Insurance or any applicable Other Insurance, even if the total applicable limits of either the Scheduled Underlying insurance or any applicable tither Insurance had not been exhausted by the payment of Loss, If we are prevented by law or statute from assuming the obligations specified under this provision, we will pay any expenses incurred with our consent 60517 (19109) Wage 2 of 24 AH 2709 ® 2001 Includes copyrighted material of Insurance Services Office, Inc. Wth its permission. B. We will have no duty to defend the Insured against any Suit seeking damages for Bodily Injury, Property Damage or Personal Injury and Advertising Injury to Mich this Insurance does not apply, C. When we assume the defense of any Suit against the Insured that seeks damages covered by this policy, we will: 1. investigate, negotiate and settle the Suit as we deem expedient; and 2. pay the following supplementary payments to the extent that such payments are not covered by Scheduled Underlying Insurance or any applicable Other Insurance: a. premiums on bonds to release attachments for amounts not exceeding the applicable Limits of Insurance of this policy, but we are not obligated to apply for or furnish any such bond; b. premiums on appeal bonds required by law to appeal a judgment in a Suit for amounts not exceeding the applicable Limits of Insurance of this policy, but we are not obligated to apply for or-furnish any such bond; c. all court costs taxed against the Insured in the Suit; d. pre-judgment interest awarded against the Insured on that part of the judgment within the applicable Limits of Insurance of this policy we pay. If we make an offer to pay the applicable limit of insurance, we will not pay any pre-judgment interest accruing after we make such offer; e. post-judgment interest that accrues after entry of judgment on that part of the judgment within the applicable Limits of Insurance of this policy we pay and before we have pa'd, offered to pay or deposited in court that part of the judgment that is within the applicable Limits of Insurance of this policy; and f. the Insured's expenses incurred at our request or with our consent 0. Except as provided in Paragraph A. above,'we will have no duty to defend any Suit against the Insured. We will, however, have the right but not the duty, to participate in the defense of any Suit and the investigation of any claim to which this policy may apply. If we exercise this right we will do so at our own expense. E. We will not defend any Suit, or pay any attorney fees or litigation expenses including, without limitation, the expenses described in Paragraph C. above that accrue after the applicable Limits of Insurance of this policy have been exhausted by the payment of Loss and we will have the right to withdraw from the further defense of such Suit by tendering control of said defense to the Insured. IV. LIMITS OF INSURANCE A. The Limits of Insurance shover► in Item 3. of the Declarations and the rules below state the most we will pay for all damages under this policy regardless of the number of: 1. Insureds; 2. claims made or Suits brought; 3. persons or organizations making claims or bringing Suits;or 4. coverages provided under this policy. B. The General Aggregate Limit stated in Item 3. of the Declarations is the most we Wil pay for all damages under this policy, except for: 1. damages included within the Products-Completed Operations Hazard; and 2. damages because of Bodily Injury or Property Damage to Mich this policy applies, caused by an Occurrence and resulting from the ownership, maintenance or use of an Auto covered under Scheduled Underlying Insurance. 80517 (11/09) Page 3 of 24 AH 2709 02001 Includes copyrighted material of Insurance Services Office, Inc. Wth its permission. C. The Products-Completed Operations Aggregate Limit stated in Item 3C. of the Declarations is the most we will pay for all damages included in the Products-Completed Operations Hazard. D. Subject to Paragraphs B. and C. above, the Each Occurrence Limit stated in Item 3A. of the Declarations is the most we will pay for the sum of all damages arising out of any one Occurrence. E. Subject to Paragraphs B. and C. above, the most we will pay for damages under this po''icy on behalf of any person or organization to whom you are obligated by written Insured Contract to provide insurance such as is afforded by this policy is the lesser of the Limits of Insurance shown in Item 3. of the Declarations or the minimum Limits of Insurance you agreed to procure in such written Insured Contract. F. This policy applies only in excess of the Retained Limit. if however, a policy shown in the Schedule of Underlying Insurance forming a part of this policy has a limit of insurance: 1. greater than the amount shown in such schedule, this policy will apply in excess of the greater amount of valid and collectible insurance; or 2. less than the amount shown in such schedule, this policy will apply in excess of the amount shown in the Schedule of Underlying Insurance forming a part of this policy. G. If the total applicable limits of Scheduled Underlying Insurance are reduced or exhausted by the payment of Loss to which this policy applies and the total applicable limits of applicable Other Insurance are reduced or exhausted, we will: 1. in the event of reduction, pay excess of the remaining total applicable limits of Scheduled Underlying Insurance and any applicable Other Insurance; and 2. In the event of exhaustion, continue in force as underlying insurance. H. Expenses incurred to defend any Suit or to investigate any claim will be in addition to the applicable Limits of Insurance of this policy. Provided, however, that if such expenses reduce the applicable limits of Scheduled Underlying Insurance, then such expenses will reduce the applicable Limits of Insurance of this policy. I. The CrisisResponse Sublimit of Insurance is the most we will pay for all CrisisResponse Costs under this policy, regardless of the number of Crisis Management Events first commencing during the Policy Period. This CrisisResponse Sublimit of Insurance will be part of, not in addition to,the applicable limit of Insurance. J. The Excess Casualty CrisisFund Limit of insurance is the most we will pay for all Crisis Management Loss under this policy, regardless of the number of Crisis Management Events first commencing during the Policy Period. This Excess Casualty CrisisFund Limit of Insurance will be in addition to the applicable Limit of Insurance. K. We will have no obligation to advance CrisisResponse Costs when we determine that a Crisis Management Event has ended or when the CrisisResponse Sublimit of Insurance has been exhausted, whichever occurs first. L. The Limits of Insurance of this policy apply separately to each consecutive annual period and to any remaining period of less than twelve (12) months, beginning with the inception date of the Policy Period shown In the Declarations, unless the Policy Period is extended after issuance for an additional period of less than twelve (12) months. In that case, the additional period will be deemed part of the last preceding period for purposes of determining the Limits of Insurance of this policy. M. We Wil not make any payment under this policy unless and until: 1. the total applicable limits of Scheduled Underlying Insurance have been exhausted by the payment of Loss to which this policy applies and any applicable, Other insurance have been exhausted by the payment of Loss; or 80517 (11109) Page 4 of 24 AH 2709 02001 includes copyrighted material of Insurance Services Office, Inc, with its permission. 2. the total applicable Self-insured Retention has been satisfied by the payment of Coss to which this policy applies. When the amount of Coss has been determined by an agreed settlement or a final judgment, we will promptly pay on behalf of the Insured the amount of such Coss falling within the terms of this policy. An agreed settlement means a settlement and release of liability signed by us, the Insured and the claimant or the claimant's legal representative. V. EXCLUSIONS A. Aircraft and Watercraft This insurance does not apply to Bodily Injury or Property Damage arising out of the ownership, maintenance, use or entrustment to others of any aircraft or watercraft owned or operated by or rented or loaned to any Insured. Use includes operation and loading and unloading. This exclusion applies even if the claims against any Insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that Insured, if the Occurrence which caused the Bodily Injury or Property Damage involved the ownership, maintenance, use or entrustment to others of any aircraft or watercraft that is owned or operated by or rented or loaned to any Insured. This exclusion does not apply to a watercraft you do not own that is, 1. less than 26 feet long; and 2. not being used to carry persons or property for a charge. B. Asbestos This insurance does not apply to any liability arising out of: 1. the manufacture of, mining of, use of, sale of, Installation of, removal of, distribution of or exposure to asbestos, asbestos containing products or materials, asbestos fibers or asbestos dust; 2. any obligation of the insured to indemnify any party because of damages arising out of the manufacture of, mining of, use of, sale of, installation of, removal of, distribution of or exposure to asbestos, asbestos products, asbestos fibers or asbestos dust; or 3. any obligation to defend any Suit or claim against the Insured that seeks damages if such Suit or claim arises as the result of the manufacture of, mining of, use of, sale of, installation of, removal of, distribution of or exposure to asbestos, asbestos products, asbestos fibers or asbestos dust. C. Contractual Liability This insurance does not apply to any liability for which the Insured is obligated to pay damages by reason of the assumption of liability in a contract or agreement This exclusion does not apply to liability for damages: 1. that the Insured would have in the absence of a contractor agreement; or 2. assumed in an Insured Contract, provided Bodily Injury or Property Damage occurs subsequent to the execution of the Insured Contract. Solely for the purposes of liability assumed in an Insured Contract, reasonable attorney fees and necessary litigation expenses incurred by or for a party other than an Insured are deemed to be damages because of Bodily injury or Property Damage and included in the C`mits of Insurance of this policy, 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 50517 (11/09) Page 5 of 24 AM 2709 0 2001 Includes copyrighted material of Insurance Services Office, Inc. with its permission. b. such attorney fees and litigation expenses are for the defense of that party against a civil or alternative dispute resolution proceeding in which damages to which this policy applies are alleged. D. Damage to Impaired Property or Property Not Physically Injured This insurance does not apply to Property Damage to Impaired Property or property that has not been physically injured, arising out of. 1. a defect, deficiency, inadequacy or dangerous condition in Your Product or Your Work; 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 loss of use of other property arising out of sudden and accidental physical injury to Your Product or Your Work after it has been put to its Intended use. E. Damage to Property This insurance does not apply to 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, restoration or maintenance of such property for any reason, including prevention of injury to a person or damage to another's property; 2. premises you sell, give away or abandon, if the Property Damage arises out of any part of those premises; 3. property loaned to you; 4. personal property in the care, custody or control of the Insured; 5. that particular part of real property on which you or any contractors or subcontractors working directly or indirectly on your behalf are performing operations, if the Property Damage arises out of those operations; or 6. that particular part of any property that must be restored, repaired or replaced because Your Work was incorrectly performed on it. Paragraph 2. of this exclusion does not apply if the premises are Your 'Work and were never occupied, rented or held for rental by you. Paragraphs 9., 4., 5. and 6. of this exclusion do not apply to liability assumed under a sidetrack agreement. Paragraph 5. of this exclusion does not apply to Property Damage included in the Products-Completed Operations Hazard. E. Damage to Your Product This insurance does not apply to Property Damage to Your Product arising out of it or any part of it. G. Damage to Your Work This insurance does not apply to Property Damage to Your Work arising out of it or any part of it and included in the Products-Completed Operations Hazard. This exclusion does not apply if the damaged work or the work out of which the damage arises was performed on your behalf by a subcontractor. H. Electronic Chatrooms or Bulletin Boards and Electronic Data 80517 (11/09) Page 6 of 24 AH 2709 ID 2001 Includes copyrighted material of Insurance Services Office, Inc, with its permission. This insurance does not apply to Personal injury and Advertising Injury arising out of an electronic chatroorn or bulletin board the Insured hosts, owns, or over which the insured exercises control. Additionally, this insurance does not apply to damages arising out of the loss of, loss of use of, damage to, corruption of, inability to access, or inability to manipulate electronic data. As used in this exclusion, "electronic data" means information, facts or programs stored as or on, created or used on, or transmitted to or from computer software, including systems and applications software, hard or floppy disks, CD-ROMS, tapes, drives, cells, data processing devices or any other media which are used with electronically controlled equipment:. i. Employees and Volunteers This insurance does not apply to liability of any employee or volunteer qualifying as an Insured under this policy arising out of Bodily Injury, Property Damage or Personal Injury and Advertising Injury: 1. to you, to your partners or members (if you are a partnership or joint venture), to your members (if you are a limited liability company), or to an employee of yours while in the course of his or her employment or performing duties related to the conduct of your business, or to another volunteer of yours while performing duties related to the conduct of your business; 2. to the spouse, child, parent, brother or sister of such injured employee or volunteer as a consequence of subparagraph 1. above; 3. for which there is any obligation to share damages Wth or repay someone else who must pay damages because of the injury described in subparagraphs 1. or 2. above;or 4. arising out of his or her providing or failing to provide professional health care services. Paragraphs 1., 2. and 3. shall not apply to any liability arising out of Bodily Injury or Personal Injury and Advertising Injury if such coverage is provided by Scheduled Underlying Insurance. Coverage under this policy for Bodily Injury or Personal Injury and Advertising Injury will follow the terms, definitions, conditions and exclusions of Scheduled Underlying Insurance, subject to the Policy Period, Limits of Insurance, premium and all other terms, definitions, conditions and exclusions of this policy. Provided, however, that coverage provided by this policy will be no broader than the coverage provided by Scheduled Underlying Insurance. J. Employment Practices This insurance does not apply to any liability arising out of: 1. failure to hire any prospective employee or any applicant for employment, 2. dismissal, discharge or termination of any employee; 3. failure to promote or advance any employee; or 4. employment-related practices, policies, acts, omissions or misrepresentations directed at a present, past, future or prospective employee, including, but not limited to: a. coercion, harassment, humiliation or discrimination; b. demotion, evaluation, reassignment, discipline, or retaliation; c. libel, slander, humiliation, defamation, or invasion of privacy; or d. violation of civil rights. This exclusion applies: 1. whether the Insured may be liable as an employer or in any other capacity; and 2. to any obligation to share damages with or repay someone else who must pay damages because of the injury. 80517 (11/09) Page 7 of 24 AH2709 m 2001 Includes copyrighted material of Insurance Services Office, Inc. with its permission. K. Expected or Intended Injury This insurance does not apply to Bodily Injury and Property Damage expected or intended from the standpoint of the Insured. However, this exclusion does not apply to Bodily Injury or Property Damage resulting from the use of reasonable force to protect persons or property. L. Infringement of Copyright. Patent, Trademark or Trade Secret This insurance does not apply to Personal Injury and Advertising Injury arising out of the infringement of copyright, patent, trademark, trade secret or other intellectual property rights. However, this exclusion does not apply to infringement, in your Advertisement, of copyright, trade dress or slogan. M. Liquor liability This insurance does not apply to Bodily Injury or Property Damage for which any Insured may be held liable by reason of- 1. causing or contributing to the intoxication of any person; 2. the furnishing of alcoholic beverages to a person under the legal drinking age or under the infuence of alcohol.- or lcohol;or 3. any statute, ordinance or regulation relating to the sale, gift, distribution or use of alcoholic beverages. However, this exclusion will not apply if coverage is provided for such Bodily Injury or Property Damage by Scheduled Underlying Insurance. Coverage under this policy for such Bodily Injury or Property Damage will follow the terms, definitions, conditions and exclusions of Scheduled Underlying Insurance, subject to the Policy Period, Limits of Insurance, premium and all other terms, definitions, conditions and exclusions of this policy. Provided, however, that coverage provided by this policy will be no broader than the coverage provided by Scheduled Underlying Insurance. N. Media and Internet;Type Businesses This insurance does not apply to Personal Injury and Advertising Injury committed by any Insured whose business is: 1. advertising, broadcasting, publishing or telecasting; 2. designing or determining content of web-sites for others; or 3. an Internet search, access, content or service provider. However,this exclusion does not apply to Paragraphs U1., U2. and U3. of Section VII. For the purposes of this exclusion, the placing of frames, borders or links, or advertising, for you or others anywhere on the Internet, is not by itself, considered the business of advertising, broadcasting, publishing or telecasting, D "No-Fault, " "Uninsured Motorist" or "underinsured Motorist" Laws This insurance does not apply to any obligation of the Insured under any "No-Fault," 'Uninsured Motorist" or "Underinsured Motorist" law, or any similar law. P. Nuclear liability This insurance does not apply to: 1. any liability: 80517 (11/09) Page 8 of 24 AH2709 02001 Includes copyrighted material of Insurance Services Office, Inc. with its permission. a. with respect to which the Insured is also an Insured under a nuclear energy liability policy issued by the Nuclear Energy Liability-Property Insurance Association, Mutual Atomic Energy Liability Underwriters or the Nuclear insurance Association of Canada, or would be an Insured under any such policy but for its termination upon exhaustion of its limit of liability; b. resulting from the hazardous properties of nuclear material and with respect to which (1) any person or any organization is required to maintain financial protection pursuant to the Atomic Energy Act of 1954, or any amendment or revision thereto, or any similar law, (2) the Insured is, or had this policy not been available 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 an agency thereof with any person or organization; c. for Bodily Injury or Property Damage resulting from the hazardous properties of nuclear material if; i) the nuclear material (1) is at any nuclear facility owned by the Insured or operated by the Insured or on the Insured's behalf or (2) has been discharged or dispensed therefrom; ii) the nuclear material is contained in spent fuel or waste at any time possessed, handled, used, processed, stored, transported or disposed of by the Insured or on the Insured's behalf; or iii) the Bodily Injury or Property Damage arises out of the furnishing by the Insured of services, materials, parts or equipment in connection with the planning, construction, maintenance, operation or use of any nuclear facility, but if such facility is located within the United States of America, its territories or possessions or Canada, this exclusion c, applies only to Property Damage to such nuclear facility and any property thereat. 2. As used in this exclusion: a. "hazardous properties" includes radioactive, toxic or explosive properties; b. "nuclear material" means source material, special nuclear material or by-product material; c. "source material," "special nuclear material" and "by-product material" have the meanings given them in the Atomic Energy Act of 1954 or any amendment or revision thereto ; d. "spent fuel" means any fuel element or fuel component, solid or liquid, which has been used or exposed to radiation in a nuclear reactor; e. "waste" means any waste material (1) containing by-product material and (2) resulting from the operation by any person or organization of a nuclear facility included within the definition of nuclear facility below; f. "nuclear facility" means; i) any nuclear reactor; ii) any equipment or device designed or used for (1) separating the isotopes of uranium or plutonium, (2) processing or utilizing spent fuel or (3) handling, processing or packaging wastes; iii) any equipment or device used for the processing, fabricating or alloying of special nuclear material if at any time the total amount of such material in the Insured's custody at the premises where such equipment or device is located consists of or contains more than 25 grams of plutonium or uranium 233 or any combination thereof, or more than 250 grams of uranium 235; or iv) any structure, basin, excavation, premises or place prepared or used for storage or disposal of waste, and includes the site on which any of the foregoing Is located, all operations conducted on such site and all premises used for such operations; 50517 (11109) Page 9 of 24 AH 2709 02001 Includes copyrighted material of Insurance Services Office, Inc, with its permission. g. "nuclear reactor" means any apparatus designed or used to sustain nuclear fission in a self-supporting chain reaction or to contain a critical mass of fissionable material; h. Property Damage Includes all forms of radioactive contamination of property. a. Pollution This insurance does not apply to: 1. Any Bodily Injury, Property Damage or Personal Injury and Advertising Injury arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of Pollutants anywhere at any time; 2. Any loss, cost or expense arising out of any request, demand, order or statutory or regulatory requirement that the 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 3. Any loss, cost or expense arising out of any claim or Suit by or on behalf of a governmental authority for damages because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing or in any way responding to, or assessing the effects of Pollutants. However, Paragraph 1 of this exclusion will not apply if coverage for such Bodily Injury or Property Damage as is described in subparagraphs 1) through fit below is provided by Scheduled Underlying Insurance: 1) Products-Completed Operations Hazard Paragraph 1. of this exclusion does not apply with respect to Bodily Injury or Property Damage included Wthin the Products-Completed Operations Hazard provided that Your Product or Your Work has not at any time been: a) discarded, dumped, abandoned, thrown away; or b) transported, handled, stored,treated, disposed of or processed as waste; by anyone. ) Hostile Fire Paragraph 1. of this exclusion does not apply with respect to Bodily Injury or Property Damage arising out of heat, smoke or fumes from a Hostile Fire. 3) Equipment to Cool, Dehumidify, or Heat the Building and Contractor/Lessee Operations Paragraph 1. of this exclusion does not apply to: a) Bodily Injury 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 used to heat water for personal use, by the building's occupants or their guests; b) Bodily Injury or Property Damage for which you may be held liable if you are a contractor and the owner or lessee of such premises, site or location has been added to your policy as an additional Insured with respect to your ongoing operations performed for that additional Insured at such premises, site or location, and such premises, site or location is not and never was owned or occupied by, or rented or loaned to, any Insured, other than the additional Insured. 4) Fuels, lubricants and Other Operating Fluids - Mobile Equipment Paragraph 1. of this exclusion does not apply to. 90517 (91/09) Page 10 of 24 AH 2709 0 2001 Includes copyrighted material of Insurance Services Office, Inc. with its permission. a) Bodily Injury or Property Damage arising out of the escape of fuels, lubricants or other operating fluids that are needed to perform normal electrical, hydraulic or mechanical functions necessary for the operation of Mobile Equipment or its parts if such fuels, lubricants or other operating fluids escape from a vehicle part designed to hold, store or receive them. This exception does not apply if the Bodily Injury or Property Damage arises out of the intentional discharge, dispersal or release of the fuels, lubricants or other operating fluids, or if such fuels, lubricants or other operating fluids are brought on or to the premises, site or location with the intent that they be discharged, dispersed or released as part of the operations being performed by such insured contractor or subcontractor; or b) 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 connection with operations being performed by you or on your behalf by a contractor or subcontractor. 5) Fuels, Lubricants, Fluids,etc. -Auto Paragraph 1, of this exclusion does not apply to fuels, lubricants, fluids, exhaust gases or other similar Pollutants that are needed for or result from the normal electrical, hydraulic or mechanical functioning of an Auto covered by Scheduled Underlying Insurance or its parts, if: a) the Pollutants escape, seep, migrate, or are discharged, dispersed or released directly from an Auto part designed by its manufacturer to hold, store, receive or dispose of such Pollutants; and b) the Bodily Injury or Property Damage does not arise out of the operation of any equipment shown in Paragraphs 6b and Bc of the definition of Mobile Equipment. 6) Upset, Overturn or Damage of an Auto Paragraph 1, of this exclusion does not apply to Occurrences that tape place away from premises owned by or rented to an Insured with respect to Pollutants not in or upon an Auto covered by Scheduled Underlying Insurance if: a) the Pollutants or any property in which the Pollutants are contained are upset,overturned or damaged as a result of the maintenance or use of an Auto covered by Scheduled Underlying Insurance; and b) the discharge, dispersal, seepage, migration, release or escape of the Pollutants Is caused directjy by such upset, overturn or damage. Coverage under this policy for such Bodily Injury or Property Damage as is described in subparagraphs 1) through 6) above will follow the terms, definitions, conditions and exclusions of Scheduled Underlying Insurance, subject to the Policy Period, Limits of Insurance, premium and all other terms, definitions, conditions and exclusions of this policy. Provided, however, that coverage provided by this policy will be no broader than the coverage provided by Scheduled Underlying Insurance. R. Recall of Your Product, Your Work or Impaired Property This insurance does not apply to damages claimed for any loss, cost or expense incurred by you or others for the loss of use, withdrawal, recall, inspection, repair, replacement, adjustment, removal or disposal of: 1. Your Product; 2. Your Work; or 3. Impaired Property; if such product, work or property Is withdrawn or recalled from the market or from use by any person or organization because of a known or suspected defect, deficiency, inadequacy or dangerous condition in It. �. Securities 80517 (11/09) Page 11 of 24 AH 2709 0 2001 Includes copyrighted material of Insurance Services Office, Inc. with its permission. This insurance does not apply to any liability arising out of: 1. any violation of any securities law or similar law or any regulation promulgated thereunder; 2. the purchase, sale, offer of sale or solicitation of any security, debt, insurance policy, bank deposit or financial interest or instrument; 3. any representations made at any time in relation to the price or value of any security, debt, insurance policy, bank deposit or financial interest or instrument; or 4. any depreciation or decline in price or value of any security, debt, insurance policy, bank deposit or financial interest or instrument. T. Unauthorized Use of Another's !dame or Product This insurance does not apply to Personal Injury and Advertising Injury arising out of the unauthorized use of another's name or product in your e-mail address, domain name or metatag, or any other similar tactics to mislead another's potential customers. U. Various Personal Injury and Advertising Injury This insurance does not apply to Personal Injury and Advertising 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 and Advertising Injury; 2. arising out of oral, written or electronic publication, in any manner, of material if done by or at the direction of any Insured with knowledge of its falsity; 3. arising out of oral, written or electronic publication, in any manner, of material whose first publication took place before the beginning of the Policy Period; 4. arising out of a criminal act committed by or at the direction of the Insured; b. 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 agreement; 8. arising out of a breach of contract, except an implied contract to use another's advertising idea in your Advertisement; 7. arising out of the failure of goods, products or services to conform with any statement of quality or performance made in your Advertisement; or B. arising out of the wrong description of the price of goods, products or services stated in your Advertisement. V. Various Laws This insurance does not apply to any obligation of the Insured under any of the following: 1. the Employee Retirement Income Security Act of 1974 lincluding amendments relating to the Consolidated Omnibus Budget Reconciliation Act of 9585), or any amendment or revision thereto, or any similar iaw, or 2. any workers' compensation,disability benefits or unemployment compensation law, or any similar law. W. Violation of Communication or Information Law This insurance does not apply to any liability arising out of any act that violates any statute, ordinance or regulation of any federal, state or local government, including any amendment of or addition to such laws, that prohibits or limits the sending, transmitting or communicating of material or information. 80517 (11/09) Page 12 of 24 AH 2709 0 2001 Includes copyrighted material of Insurance Services Office, Inc. with its permission. X. War This insurance does not apply to Loss, costs, injury, damage, claim, dispute and/or or suit arising therefrom, caused directly or indirectly, in whole or in part, as a result of or in connection with war, whether declared or not, or any act or condition incident to war.War includes: 1. CIVI war;or 2. Armed conflict between two or more nations, armed conflict between military forces of any origin, or warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any government, sovereign or other authority using military personnel or other agents; or 3. Insurrection, rebellion, revolution, usurped power, or action taken by governmental authority in hindering or defending against any of these. VI. CONDITIONS A. Appeals If the Insured or the Insured"s underlying insurers do not appeal a judgment in excess of the total applicable limits of Scheduled Underlying Insurance, we may elect to do so. If we appeal, we will be liable for, in addition to the applicable Limns of Insurance of this policy, all court costs, expenses incurred and interest on that amount of any judgment which does not exceed the applicable Limits of Insurance of this policy incidental to such an appeal. B. Audit We may audit and examine your books and records as they relate to this policy at any time during the period of this policy and for up to three (3) years after the expiration or termination of this policy. C. Bankruptcy or Insolvency ' Your bankruptcy, insolvency or inability to pay or the bankruptcy, insolvency or inability to Pay of any of your underlying insurers will not relieve us from the payment of Loss covered by this policy. But under no circumstances will such bankruptcy, insolvency or inability to pay require us to drop down, replace or assume any obligation under Scheduled Underlying Insurance. D. Cancellation 1. You may cancel this policy. You must mail or deliver advance written notice to us stating when the cancellation is to take effect. 2. We may cancel this policy. If we cancel because of non-payment of premium, we must mail or deliver to you not less than ten (10) days advance written notice stating when the cancellation is to take effect. If we cancel for any other reason, we must mail or deliver to you not less than ninety (90) days advance written notice stating when the cancellation is to take effect. Mailing that notice to you at your mailing address shown in Item 1 of the Declarations W11 be sufficient to prove notice. 3. The Policy Period will end on the day and hour stated in the cancellation notice. 4. If we cancel, final premium will be calculated pro rata based on the time this policy was in force. Final Premium will not be less than the pro rata share of the Minimum Premium shown in item 6. of the Declarations. 5. If you cancel, final premium will be more than pro rata; it will be based on the time this policy was in farce and increased by our short rate cancellation table and procedure. Final premium will not be fess than the short rate share of the Minimum Premium shown in Item 6 of the Declarations. 6. Premium adjustment may be made at the time of cancellation or as soon as practicable thereafter, but the cancellation will be effective even if we have not made or offered any refund of unearned premium. Our check 80517 (11149) Page 13 of 24 AH 2709 0 2001 Includes copyrighted material of Insurance Services Office, Inc. with its permission. or our representative's check, mailed or delivered, will be sufficient tender of any refund due you. 7. The first Named Insured in Item 1. of the Declarations will act on behalf of all other Insureds with respect to the giving and receiving of notice of cancellation and the receipt of any refund that may become payable under this policy. 8. Any of these provisions that conflict with a law that controls the cancellation of the insurance in this policy is changed by this statement to comply with that law. E. Change In Control If during the Policy Period: 1. the first Named.insured designated in Item 1, of the Declarations consolidates with or merges into, or sells all or substantially all of its assets to any person or entity; or 2. any person or entity acquires an amount of the outstanding ownership interests representing more than 50% of the voting or designation power for the election of directors of the first Named Insured designated in Item 1, of the Declarations, or acquires the voting or designation rights of such an amount of ownership interests; this policy will continue in full force and effect as to Bodily injury and Property Damage that occur prior to the effective date of such transaction and Personal Injury and Advertising Injury caused by an Occurrence that takes place prior to the effective date of such transaction. Coverage will be afforded by this policy for Bodily Injury or Property Damage that occurs on or after the effective date of such transaction and Personal Injury and Advertising Injury caused by an Occurrence that takes place on or after the effective date of such transaction if the Named Insured notifies us of the transaction no later than ninety (90) days after the effective date of the transaction. If the Named Insured fails to notify us within ninety t90) days of the effective date of such transaction coverage afforded by this policy will cease an the ninetieth (90th) day after the effective date of such transaction at 12:01 am standard time of the address of the Named Insured shown in Item 1. of the Declarations or the end of the Policy Period, whichever is earlier. The provisions of paragraph E. shall only apply to transactions with third parties not under control or ownership of the Named insured on the inception date of this policy. F. Changes Notice to any agent or knowledge possessed by any agent or any other person will not effect a waiver or change in any part of this policy. This policy can be changed only by a written endorsement that we make to this policy. G. Duties in the Event of an Occurrence, Claim or Suit 1. You must see to it that we are notified as soon as practicable of an Occurrence that may result in a claim or Suit under this policy. To the extent possible, notice should include: a. how, when and where the Occurrence took place; b, the names and addresses of any injured persons and any witnesses; and c. the nature and location of any injury or damage arising out of the Occurrence. 2. If a claim is made or Suit is brought against any Insured which is reasonably likely to involve this policy, you must notify us in writing as soon as practicable. Written notice should be mailed, delivered, faxed or emailed to: 50517 (11!09) Page 14 of 24 AH2709 m 2001 Includes copyrighted material of Insurance Services Office, Inc. with its permission. AIG Claims, Inc. Excess Casualty Claims Department Segmentation Unit 175 Water Street, 22nd Floor New York, NY 10038 Fax: (866) 743-4376 Email: excessfnol@AIG.com 3. You and any other involved Insured must: a. immediately send us copies of any demands, notices, summonses or legal papers received in connection with the claim or Suit; b. authorize us to obtain records and other information; c. cooperate with us in the investigation, settlement or defense of the claim or Suit; and d. assist us, upon our request, in the enforcement of any right against any person or organization that may be liable to the Insured because of Injury or damage to which this insurance may also apply. 4. 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 H. Headings The descriptions in the headings of this policy are solely for convenience and form no part of the terms and conditions of coverage. 1. Inspection We have the right, but are not obligated, to inspect your premises and operations at any time. Our inspections are not safety inspections. They relate only to the insurability of your premises and operations and the premiums to be charged. We may give you reports on the conditions that we find. We may also recommend changes. We do not, however, undertake to perform the duty of any person or organization to provide for the health or safety of your employees or the public. We do not warrant the health and safety conditions of your premises or operations or represent that your premises or operations comply with laws, regulations, codes or standards. J. legal Actions Against Us No person or organization has a right under this policy: 1. to join us as a party or otherwise bring us into a Suit asking for damages from an Insured; or 2. to sue us under this policy unless all 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 vve will not be liable for damages that are not payable under this policy or that are in excess of the applicable Limits of Insurance of this policy. An agreed settlement means a settlement and release of liability signed by us, the Insured and the claimant or the claimant's legal representative. K. Maintenance of Scheduled Underlying Insurance You agree that during the Policy Period: 1. you will keep Scheduled Underlying Insurance in full force and effect; 2. the terms, definitions, conditions and exclusions of Scheduled Underlying Insurance will not materially change; 80517 (11/09) Page IS of 24 AH 2709 ° 2001 Includes copyrighted material of Insurance Services Office, Inc. with its permission. 3. the total applicable limits of Scheduled Underlying Insurance will not decrease, except for any reduction or exhaustion of aggregate limits by payment of Loss to which this policy applies; and 4. any renewals or replacements of Scheduled Underlying Insurance will provide equivalent coverage to and afford limits of insurance equal to or greater than the policy being renewed or replaced. If you fail to comply with these requirements, we will be liable only to the same extent that we would have, had you fully complied with these requirements. L. Other Insurance If other valid and collectible insurance applies to damages that are also covered by this policy, this policy WII apply excess of the Other Insurance. However, this provision will not apply if the Other Insurance is specifically written to be excess of this policy. M. Premium The first Named Insured designated in Item 1. of the Declarations will be responsible for payment of all premiums Men due. The premium for this policy will be computed on the basis set forth in Item C. of the Declarations. At the beginning of the Policy Period,you must pay us the Advance premium shown in Item 6. of the Declarations. When this policy expires or if it is cancelled, we will compute the earned premium for the: time this policy was in force. If this policy is subject to audit adjustment, the actual exposure base will be used to compute the earned premium. if the earned premium is greater than the Advance Premium, you will promptly pay us the difference. If the earned premium is less than the Advance Premium, we will return the difference to you. But in any event, we will retain the Minimum Premium as shown in Item S. of the Declarations for each twelve months of the Policy Period. N. Separation of Insureds Except with respect to the Limits of Insurance of this policy and rights or dudes specifically assigned to the first Named Insured designated in Item 1. of the Declarations,this insurance applies: 1. as if each Named Insured were the only Named Insured; and 2. separately to each Insured against whom claim is made or Suit is brought 0. Transfer of Rights of Recovery 1. If any Insured has rights to recover all or part of any payment we have made under this policy, those rights are transferred to us. The Insured must do nothing after loss to impair these rights and must help us enforce them. 2. Any recoveries will be applied as follows: a. any person or organization, including the Insured, that has paid an amount in excess of the applicable Limits of Insurance of this policy will be reimbursed first; b. we then will be reimbursed up to the amount we have paid; and c. lastly, any person or organization, including the Insured that has paid an amount over which this policy is excess is entitled to claim the remainder. Expenses incurred in the exercise of rights of recovery will be apportioned among the persons or organizations, including the Insured, in the ratio of their respective recoveries as finally settled. 80517 (11109) Page 15 of 24 AH2709 m 2001 Includes copyrighted material of Insurance Services {office, Inc. with its permission. 3, If, prior to the time of an Occurrence, you waive any right of recovery against a specific person or organization for injury or damage as required under an Insured Contract, we will also waive any rights vie may have against such person or organization P. Transfer of Your Rights and Duties Your rights and duties under this policy may not be transferred without our written consent. If you die or are legally declared bankrupt, your rights and duties will be transferred to your legal representative, but only Mile acting within the scope of duties as your legal representative. However, notice of cancellation sent to the first Named Insured designated in Item 1 of the Declarations and mailed to the address shown in this policy will be sufficient notice to effect cancellation of this policy. 0. Unintentional Failure to Disclose Your failure to disclose all hazards existing as of the inception date of the policy Will not prejudice you with respect to the coverage afforded by this policy, provided that any such failure or omission is not intentional. R. Violation of Economic or Trade Sanctions If coverage for a claim or Suit under this Policy is in violation of any United States of America economic or trade sanctions, including but not limited to, sanctions administered and enforced by the United States Treasury Department's Office of Foreign Assets Control ("OFAC"), then coverage (br that claim or Suit will be null and void. [Ml. DEFINITIONS A. Advertisement means a notice that is broadcast or published to the general public or specific market segments about your goods, products or services for the purpose of attracting customers or supporters. For the purposes of this definition: 1. notices that are published include material placed on the Internet or on similar electronic means of communication; and 2. regarding vmb-sites, only that part of a web-site that is about your goods, products or services for the purposes of attracting customers or supporters is considered an advertisement. B. Auto means: 1. a land motdr vehicle, trailer or semitrailer designed for travel on public roads, including any attached machinery or equipment; or 2. any other land vehicle that is subject to a compulsory or financial responsibility law in the state Mere it is licensed or principally garaged. However, Auto does not include Mobile Equipment. C. Bodily Injury means bodily injury, sickness or disease sustained by any person, including death, mental anguish, mental injury, shock or humiliation resulting from any of these at any time. D. Crisis Management Event means an Occurrence✓ that in the good faith opinion of a Key Executive of the Named Insured, in the absence of Crisis Management Services, has or may result in: 1. damages covered by this policy that are in excess of the total applicable limits of Scheduled Underlying Insurance or the Self-insured Retention; and 2. significant adverse regional or national media coverage. 80517 (11/09) Page 17 of 24 AH 2709 (D 2001 Includes copyrighted material of Insurance Services Office, Inc. with its permission. Crisis Management Event will include, without limitation, man-made disasters such as explosions, major crashes, multiple deaths, burns, dismemberment, traumatic brain injury, permanent paralysis, or contamination of food, drink or pharmaceuticals, provided that any damages arising out of any of the aforementioned must be covered under this policy. E, Crisis Management Firm means any firm that is shown in Schedule A, Approved Crisis Management Firms attached to and forming part of this policy, which is hired by you to perform Crisis Management Services in connection with a Crisis Management Event. F. Crisis Management Loss means the following amounts Incurred during a Crisis Management Event: 1. amounts for the reasonable and necessary fees and expenses incurred by a Crisis Management Firm in the performance of Crisis Management Services for the Named insured solely arising from a covered Crisis Management Event; and 2. amounts for reasonable and necessary printing, advertising, mailing of materials, or travel by directors, officers, employees or agents of the Named Insured or a Crisis Management Firm incurred at the direction of a Crisis Management Firm, solely arising from a covered Crisis Management Event. G. Crisis Management Services means those services performed by a Crisis Management Firm in advising the Named Insured on minimizing potential harm to the Named Insured from a covered Crisis Management Event by maintaining and restoring public confidence in the Named Insured. H. CrisisResponse Costs means the following reasonable and necessary expenses incurred during a Crisis Management Event directly caused by a Crisis Management Event, provided that such expenses have been pre-approved by us and may be associated with damages that would be covered by this policy: 1. medical expenses; 2. funeral expenses; 3. psychological counseling; 4. travel expenses; 5. temporary living expenses; 6. expenses to secure the scene of a Crisis Management Event; and 7. any other expenses pre-approved by the Company. CrisisResponse Costs does not include defense costs or Crisis Management Loss, I. CrisisResponse Subiimit of insurance means the CrisisResponse Sublimit of Insurance shown in Item 3D. of the Declarations. J. Excess Casualty CrisisFund Limit of insurance means the Excess Casualty CrisisFund Limit of Insurance shown in Item 3E of the Declarations. K. Hostile Fire means a fire that becomes uncontrollable or breaks out from where it was intended to be. L. Impaired Property means tangible property, other than Your Product or Your Work, that cannot be used or is less useful because: 1. it incorporates Your Product or Your Work that is known or thought to be defective, deficient, inadequate or dangerous; or 2. you have failed to fulfill the terms of a contract or agreement; 801517 (11/09) Page 18 of 24 AH2709 c 2001 Includes copyrighted material of Insurance Services Office, Inc. with its permission. if such property can be restored to use by: 1. the repair, replacement, adjustment or removal of Your Product or Your Work; or 2. your fulfilling the terms of the contract or agreement. M. Insured means: 1. the Named Insured; 2. if you are designated in the declarations as: a. an individual, you and your spouse are insureds, but only with respect to the conduct of a business of which you are the sale owner; b, a partnership or joint venture, you are an insured. Your members, your partners, and their spouses are also insureds, but only with respect to the conduct of your business. c. a limited liability company, you are an insured. Your members are also insureds, but only with respect to the conduct of your business, Your managers are insureds, but only with respect to their duties as your managers; 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 their duties as your officers or directors. Your stockholders are also insureds, but only with respect to their liability as stockholders; e, a trust, you are an insured. Your trustees are also insureds, but only with respect to their duties as trustees; 3. your employees other than your executive officers (if you are an organization other than a partnership, joint venture or limited liability company) or your managers lit you are a limited liability company), but only for acts within the scope of their employment by you or while performing duties related to the conduct of your business; 4. your volunteer workers only while performing duties related to the conduct of your business; 5. any person (other than your employee or volunteer worker) or organization while acting as your real estate manager; 6. your legal representative if you die, but only with respect to duties as such. That representative will have all your rights and duties under this policy; 7. any person or organization, ether than the Named Insured, included as an additional insured under Scheduled Underlying Insurance, but not for broader coverage than would be afforded by such Scheduled Underlying Insurance. Notwithstanding any of the above: a. no person or organization is an Insured with respect to the conduct of any current, past or newly formed partnership,joint venture or limited liability company that is not designated as a Named Insured in Item 1 of the Declarations; and b. no person or organization is an Insured under this policy who is not an Insured under applicable Scheduled Underlying Insurance. This provision shall not apply to any organization set forth in the definition of Named Insured in Paragraph A. 2 and 3. N. Insured Contract means that part of any contract or agreement pertaining to your business under Mich any Insured assumes the tort liability of another party to pay for Bodily Injury or Property Damage to a third person or organization. Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. 80517 !11/091 Page 19 of 24 AH 2749 0 2001 Includes copyrighted material of Insurance Services Office, Inc. with its permission. Insured Contract does not include that part of any contract or agreement: 1. that indemnifies a railroad for Bodily Injury or Property Damage arising out of construction or demolition operations, within 50 feet of any railroad property and affecting any railroad bridge or trestle, tracks, road-beds, tunnel, underpass or crossing; 2. that indemnifies an architect, engineer or surveyor for injury or damage arising out of: a. preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or b. giving directions or instructions, or failing to give them, if that is the primary cause of the injury or damage; or 3. under v+fiich the Insured, if an architect, engineer or surveyor, assumes liability for an injury or damage arising out of the Insured's rendering or failure to render professional services, including those shown in subparagraph 2. above and supervisory, inspection, architectural or engineering activities. 0. Key Executive means the Chief Executive Officer, Chief Operating Officer, Chief Financial Officer, President, General Counsel or general partner (if the Named Insured is a partnership) of the Named Insured or sole proprietor (if the Named Insured is a sole proprietorship). A Key Executive also means any other person holding a title designated by you and approved by us, which lite is shown in Schedule B, Additional Key Executives attached to and forming part of this policy. P. Loss means those sums actually paid as judgments or settlements, provided, however, that if expenses incurred to defend a Suit or to investigate a claim reduce the applicable limits of Scheduled Underlying Insurance, then Loss shall include such expenses, Q. Mobile Equipment means any of the following types of land vehicles, including any attached machinery or equipment: 1. bulldozers, farm machinery, forklifts and other vehicles designed for use principally off public roads; 2. vehicles maintained for use solely on or next to premises you own or rent; 3. vehicles that travel on crawler treads; 4. vehicles, whether self-propelled or not, maintained primarily to provide mobility to permanently mounted: a. power cranes, shovels, loaders, diggers or drills; or b. road construction or resurfacing equipment such as graders, scrapers or rollers; 5. vehicles not described in Paragraph 1., 2., 3. or 4. above that are not self-propelled and are maintained primarily to provide mobility to permanently attached equipment of the following types: a. air compressors, pumps and generators, including spraying, welding, building cleaning, geophysical exploration, lighting and well servicing equipment; or b. cherry pickers and similar devices used to raise or lower workers; 6. vehicles not described in Paragraph 1., 1, 3. or 4. above maintained primarily for purposes other than the transportation of persons or cargo. However, self-propelled vehicles with the following types of permanently attached equipment are not Mobile Equipment, but will be considered Autos; a. equipment designed primarily for: 80517 (11/09) Page 20 of 24 AH 2709 10 2001 Includes copyrighted material of Insurance Services Office, Inc. with its permission. i) snow removal; !I) road maintenance, but not construction or resurfacing; or iii) street cleaning; b. cherry pickers and similar devices mounted on automobile or truck chassis and used to raise or lower workers; and c. air compressors, pumps and generators, including spraying, welding, building cleaning, geophysical exploration, fighting and well servicing equipment. However, Mobile Equipment does not include any land vehicle that is 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 are considered Autos. R. Named Insured means: 1. any person or organization designated in Item 1. of the Declarations; 2. as of the inception date of this policy, any organization, except for a partnership, joint venture or limited liability company, in Mich you maintain an interest of more than fifty percent (50%) as of the effective date of this policy, provided that coverage provided to such organization under this paragraph does not apply to any Bodily Injury or Property Damage that occurred or any Personal Injury and Advertising Injury that was caused by an Occurrence that was committed before you acquired or formed such organization or after you ceased to maintain an interest of more than fifty percent 150%) in such organization; and 3. after the Inception date of this policy, any organization, except for a partnership, joint venture or limited liability company, that you acquire or form during the Policy Period in Mich you maintain an interest of more than fifty percent(50%), provided that: a. coverage provided to such organization under this paragraph does not apply to any Bodily Injury or Property Damage that occurred or any Personal Injury and Advertising Injury that was caused by an Occurrence that was committed before you acquired or formed such organization or after you ceased to maintain an interest of more than fifty percent(50%) in such organization; and b. you give us prompt notice after you acquire or form such organization. Subject to the provisions of Paragraphs 3a. and 3b. above, a partnership, joint venture or limited liability company that you acquire or form during the Policy Period may be added as an Insured only by a mitten endorsement that we make a part of this policy. We may, at our option, make an additional premium charge for any organization that you acquire or form during the Policy Period. You agree that any organization to Mich paragraphs 2- and 3. above apply, will be required to be included as an Insured under applicable Scheduled Underlying Insurance. If you fail to comply with this requirement, coverage under this policy WII apply as though the organization was included as an Insured, under the highest applicable limit of Scheduled Underlying Insurance. S. Occurrence means: 1. as respects Bodily Injury or Property Damage, an accident including continuous or repeated exposure to substantially the same general harmful conditions. All such exposure to substantially the same general harmful conditions will be deemed to arise out of one Occurrence. 2. as respects Personal Injury and Advertising Injury, an offense arising out of your business that causes Personal Injury and Advertising Injury. All damages that arise from the same, related or repeated injurious 80517 (11109) Page 21 of 24 AH 2709 10 2001 Includes copyrighted material of Insurance Services Office, Inc. Wth its permission. material or act will be deemed to arise out of one Occurrence, regardless of the frequency or repetition thereof, the number and kind of media used and the number of claimants. T. Other Insurance means a valid and collectible policy of insurance providing coverage for damages covered in Mole or in part by this policy. However, Other Insurance does not include Scheduled Underlying Insurance, the Self-Insured Retention or any policy of insurance specifically purchased to be excess of this policy affording coverage that this policy also affords. U. Personal Injury and Advertising Injury means injury arising out of your business, including consequential Bodily Injury, arising out of one or more of the following offenses: 1. false arrest, detention or imprisonment; 2. malicious prosecution; 3. the wrongful eviction from, wrongful entry into, or invasion of the right of private occupancy of a room, dwelling or premises that a person occupies committed by or on behalf of its owner, landlord or lessor; 4. oral or written publication, in any manner, of material that slanders or libels a person or organization, or disparages a person's or organization's goods, products or services; 5. oral or written publication, in any manner, of material that violates a person`s right of privacy; 6. the use of another's advertising idea in your Advertisement; or 7. infringement upon another's copyright, trade dress or slogan in your Advertisement. V. Policy Period means the period of time from the inception date shown in Item 2. of the Declarations to the earlier of the expiration date shown in Item 2. of the Declarations or the effective date of termination of this policy. W. Pollutants means any solid, liquid, gaseous or thermal irritant or contaminant including smoke, vapor, soot, fumes, acids, alkalis, chemicals and waste. Waste includes materials to be recycled, reconditioned or reclaimed. X. Products-Completed Operations Hazard means all Bodily Injury and Property Damage occurring away from premises you own or rent and arising out of Your Product or Your Work except: 1. products that are stili in your physical possession; or 2. work that has not yet been completed or abandoned. However, Your Work will be deemed completed at the earliest of the following times: a. when all of the work called for in your contract has been completed; b. when all of the work to be done at the job site has been completed if your contract calls for work at more than one job site; or c. when that part of the work done at a job site has been put to its intended use by any person or organization other than another contractor or subcontractor working on the same project Work that may need service, maintenance, correction, repair or replacement, but which is otherwise complete, will be treated as completed. Products-Completed Operations Hazard does not include Bodily Injury or Property Damage arising out of: 1. the transportation of property, unless the injury or damage arises out of a condition in or on a vehicle not owned or operated by you and that condition was created by the loading or unloading of that vehicle by any Insured; or 80517 (11/09) Page 22 of 24 AH 2709 102001 Includes copyrighted material of Insurance Services Office, Inc. with its permission. 2. the existence of tools, uninstalled equipment or abandoned or unused materials. Y. Property Damage means.- 1. eans:1. physical injury to tangible property, including all resulting loss of use of that property. All such loss of use will be deemed to occur at the time of the physical injury that caused it;or 2. loss of use of tangible property that is not physically injured. All such loss of use will be deemed to occur at the time of the Occurrence 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 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. Z. Retained Limit means: 1. the total applicable limits of Scheduled Underlying Insurance and any applicable Other Insurance providing coverage to the Insured; or 2. the Self-insured Retention applicable to each Occurrence triat results in damages not covered by Scheduled Underlying Insurance nor any applicable Other Insurance providing coverage to the Insured. AA. Scheduled Underlying insurance means: 1. the policy or policies of insurance and limits of insurance shown in the Schedule of Underlying Insurance forming a part of this policy; and 2. automatically any renewal or replacement of any policy in Paragraph 1. above, provided that such renewal or replacement provides equivalent coverage to and affords limits of insurance equal to or greater than the policy being renewed or replaced. Scheduled Underlying Insurance does not include a policy of insurance specifically purchased to be excess of this policy affording coverage that this policy also affords. BB. Self-insured Retention means the amount that is shown in Item 5. of the Declarations. CC. Suit means a civil proceeding in which damages because of Bodily Injury, Property Damage, or Personal Injury and Advertising Injury to which this policy applies are alleged. Suit:includes: 1. an arbitration proceeding in which such damages are claimed and to which the Insured must submit or does submit+with our consent; or 2. any other alternative dispute resolution proceeding in which such damages are claimed and to which the Insured submits with our consent DD. Your Product means: 1. any goods or products,other than real property, manufactured, sold, handled, distributed or disposed of by: a. you; b. others trading under your name; or c. a person or organization whose business or assets you have acquired; and 2. containers {other than vehicles}, materials, parts or equipment furnished in connection with such goods or 80517 (11/09) Page 23 of 24 AH 2709 ID 2001 Includes copyrighted material of Insurance Services Office, Inc. with its permission. products. Your Product includes: 1. warranties or representations made at any time with respect to the fitness, quality, durability, performance or use of Your Product; and 2. the providing of or failure to provide warnings or instructions. Your Product does not include vending machines or other property rented to or located for the use of others but not sold. EE. Your Work means: 1 work or operations performed by you or on your behalf;and 2. materials, parts or equipment furnished in connection with such work or operations. Your Work includes: 1. warranties or representations made at any time with respect to the fitness, quality, durability, performance or use of Your Work, and 2, the providing of or failure to provide warnings or instructions, IN WITNESS WHEREOF, the Insurer has caused this Policy to be signed by its President, Secretary and Authorized Representative. SECRETARY PRESIDENT This Policy shall not be valid unless signed below at the time of issuance by an authorized representative of the insurer. Christopher G. Kgasgr Authorized Representative 80517 (11109) Page 24 of 24 AH 2709 ID 2001 Includes copyrighted material of Insurance Services Office, Inc. Wth its permission. LJA ENGINEERING,INC. POLICY NO.0002002511 09/01/2017 TO 09/01/2018 utu 9 WORKERS'COMPENSATION INSURANCE WORKERS COMPENSATION AND WC 42 03 04 B EMPLOYERS LIABILITY POLICY Agent Copy TEXAS WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement applies only to the insurance provided by the policy because Texas is shown in Item 3.A.of the Information Page. We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule,but this waiver applies only with respect to bodily injury arising out of the operations described in the Schedule where you are required by a written contract to obtain this waiver from us. This endorsement shall not operate directly or indirectly to benefit anyone not named in the Schedule. The premium for this endorsement is shown in the Schedule. Schedule 1. Specific Waiver Name of person or organization X Blanket Waiver Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver. 2. Operations: ALL TEXAS OPERATIONS 3. Premium: The premium charge for this endorsement shall be 2.00 percent of the premium developed on payroll in connection with work performed for the above person(s)or organization(s)arising out of the operations described. 4. Advance Premium: INCLUDED,SEE INFORMATION PAGE. Authorized Representative 0410512017 PO Box 12058,Austin,TX 78711-2058 1 of 1 (800)859-59951 Fax(800)359-06501 texasmutual.com WC 42 08 04 B Named Insured:LJA Engineering,Inc. BERG-OLIVERASSOCIATES,INC.HORIZON ENVIRONMENTAL SERVICES,INC. TexzMutuar POLICY NO.0002002511 09/01/2017'rO 09/01/2018 WORKERS'COMPENSATION INSURANCE WORKERS'COMPENSATION AND WC 42 06 01 EMPLOYERS LIABILITY POLICY Agent Copy TEXAS NOTICE OF MATERIAL CHANGE ENDORSEMENT This endorsement applies only to the insurance provided by the policy because Texas is shown in Item 3.A.of the Information Page. In the event of cancellation or other material change of the policy,we will mail advance notice to the person or organization named in the Schedule.The number of days advance notice is shown in the Schedule. This endorsement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Schedule 1. Number of days advance notice: 30 Authorized Representative NCCI Carrier Code-,29939 0410512017 PCS Box 12088,Austin=TX 78711-2058 1 of 1 (800)859-5995 P Fax(800)359-08501 texasmutual.com WC 42 06 01 LJA ENGINEERING, INC POLICY NUMBER:AEC901658502 09/01/2017 TO 09/01/2018 BERKLEY INSURANCE COMPANY If this Policy is canceled,we will send the first Named Insured any premium refund due. The refund will be pro rata. The cancellation will be effective even if we have not made or offered a refund. We will give you written notice sixty(60)days prior to the expiration of this Policy if we do not intend to renew this insurance subject to any state requirements. The notice will include our reason for nonrenewal. Proof of mailing will be sufficient proof of notice. 1, Other insurance If there is other collectible insurance, including but not limited to project specific insurance, that applies to a Claim covered by this Policy, the other insurance shall be primary and this Policy shall be excess over the other insurance, unless the other insurance is written specifically excess of this Policy. This Policy wili then apply to the amount of the Claim that exceeds the available limits of liability and any deductibles or retention amounts of the other insurance. J. Subrogation In the event of any payment under this Policy, vire shall be subrogated to all of your rights of recovery against any person or organization. You must do everything reasonably necessary to secure such rights and must do nothing after a Claim is made to jeopardize them. We hereby waive our subrogation rights against a client of yours to the extent that you had, prior to a Claim or Circumstance, entered into a written agreement to waive such rights. Any recovery shall first be paid to us to the extent of any Damages or Claim Expenses paid by us and the balance shall, be paid to you. K. First Named Insured as Sole Agent The first Named Insured in Item 1 of the Declarations will be the sole agent and will act on behalf of all Insureds for the payment or return of premium, receipt and acceptance of any endorsements,notices or provisions of this Policy, giving or receiving notice of cancellation or nonrenewal, the payment of any deductibles, and to exercise the rights provided in Section Q Extended Reporting Period Option. L. Alteration and Assignment No change in, modification of, or assignment of interest under this Policy shall be effective except when made by written Endorsement or signed by our authorized representative. M. Change in Controlling Interest If,during the Policy Period: 1. a Named Insured merges into or consolidates with another entity such that the Named Insured is not the surviving entity; 2. another person or entity acquires the Named Insured; 3. another person or entity acquires a controlling interest in the Named Insured;or 4, there is a divestiture or sale of more than fifty percent of a Named Insured's assets and/or liabilities; then the coverage under this Policy will continue for the Named Insured, but only for Wrongful Acts that happen before the date of such event described above, This will apply unless you notify us within thirty(30) days of such event and we issue an endorsement stating otherwise. N. Bankruptcy or Insolvency You or your estate's bankruptcy or insolvency will not relieve us of our obligations under this Policy 0. Legal Action Against Us No individual or entity has a right under this Policy to join us as a party to any action seeking Damages from you. No action may be brought against us unless you have fully complied with all the terms of this Policy. P. Liberalization If we file with the appropriate regulator, general revisions to the terms and conditions of the Policy form to provide more coverage without an additional premium charge, then your policy will automatically provide this additional coverage as of the date the filed revision is effective in the state shown in the mailing address of the Declarations. Cl. Extended Reporting Period At expiration or termination of your policy,you have an automatic one hundred and twenty(120)day period to report all Claims first made against you during the Policy Year. Policy termination includes cancellation, non-renewal, expiration,or reduction in coverage. You may elect one Optional Extended Reporting Period subject to the following provisions: 1. You must elect an Optional Extended Reporting Period in writing within thirty(30)days of the termination of this Policy and pay the additional premium at that time. Upon electing this option, the premium is fully earned by us and the:Optional Extended Reporting Period cannot be cancelled. You are not eligible for this option if you have obtained other insurance to cover the Claims which would otherwise be covered by an Optional Extended Reporting Period. 2. Coverage afforded under an Optional Extended Reporting Period will apply to Claims resulting from a Wrongful Act committed on or after the Retroactive Date stated in the Declarations and before the expiration or termination of the Policy, provided the Claim is made against you and reported to us in writing during the Optional Extended Reporting Period. 3. The aggregate limit.applicable to an Optional Extended Reporting Period shall be the remaining aggregate limit of the terminated Policy. BOP0713001 Page 8 of 9 Berkley Insurance Company Page I of I Notice of Cancellation to Certificate Holder(s) Endorsement In consideration of the premium paid for this Pol:cy, it is understood and agreed that Section VII, Conditions, N. Notice of Cancellation, is amended by adding the following provision In the event this Policy is to be cancelled by you or by us, we agree to give thirty (30) days prior notice to the certificate holder(s)with mailing addresses on file with the agent of record. This provision does not apply if cancellation is due to nonpayment of premiums to us or to a finance company authorized to cancel this Policy. Any notification rights provided by this endorsement apply only to active certificate holder(s)who were issued a certificate of insurance applicable to the Policy Period stated in Declarations.,Item 2. Failure to provide such notice to the certificate holder(s)will not amend or extend the date the cancellation becomes effective, nor will it negate cancellation of the policy. Failure to send notice shall impose no Lability of any kind upon us or our agents or representatives. Whenever printed in this Endorsement,the boldface type terms shall have the same meanings as indicated in the Policy Form.All other provisions of the Policy remain unchanged, Insured LJA Engineedrig,Inc. AEC901658502 I Effecove nate of This Endorsement Authorized Representative 09/01/2017 t 8DP0713130(07-13) 26963-9011131-18818 Policy Form-BDP0713001 (07-13)