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R-2015-207 2015-11-23
RESOLUTION NO. R2015-207 A Resolution of the City Council of the City of Pearland, Texas, authorizing a contract for professional services with Huitt-Zollars, Inc., in the amount of $428,670.00 for design services associated with Phase 1 of the Orange Street Service Center Renovation Project. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS: Section 1. That certain contract for professional services. a copy of which is attached hereto as Exhibit "A" and made a part hereof for all purposes, is hereby authorized and approved. Section 2. That the City Manager or his designee is hereby authorized to execute and the City Secretary to attest a contract for professional services. PASSED, APPROVED and ADOPTED this the 23rd day of November, A.D., 2015. ATTEST: MA- A E. RODRIGUEZ DEPUTY CITY SECRETARY APPROVED AS TO FORM: DARRIN M. COKER CITY ATTORNEY am TOM REID MAYOR Resolution No. R2015-207 Exhibit "A" CONTRACT FOR PROFESSIONAL SERVICES THIS CONTRACT is entered into upon final execution by and between the City of Pearland ("CITY") and Huitt Zollars, Inc. ("CONSULTANT"). The CITY engages the CONSULTANT to perform professional services for a project known and described as Orange Street Service Center Renovation ("PROJ ECT"). (Project #FA 1404) SECTION I - SERVICES OF THE CONSULTANT The CONSULTANT shall perform the following professional services to CITY standards and in accordance with the degree of care and skill that a professional in Texas would exercise under the same or similar circumstances: A. The CONSULTANT shall provide Professional Architectural and Engineering Services. See Exhibit A, attached, for a detailed SCOPE OF WORK and PROJECT schedule. The PROJECT schedule shall be submitted in digital and hard copy form in the Microsoft Project for Windows format. B. The CONSULTANT shall prepare and submit a detailed opinion of estimated cost of the PROJECT. C. The CONSULTANT acknowledges that the CITY (through its employee handbook) considers the following to be misconduct that is grounds for termination of a CITY employee: Any fraud, forgery, misappropriation of funds, receiving payment for services not performed or for hours not worked, mishandling or untruthful reporting of money transactions, destruction of assets, embezzlement, accepting materials of value from vendors, or consultants, and/or collecting reimbursement of expenses made for the benefit of the CITY. The CONSULTANT agrees that it will not, directly or indirectly; encourage a CITY employee to engage in such misconduct. D. The CONSULTANT shall submit all final construction documents in both hard copy and electronic format. Plans shall be AutoCAD compatible and all other documents shall be Microsoft Office compatible. The software version used shall be compatible to current CITY standards. Other support documents, for example, structural calculations, drainage reports and geotechnical reports, shall be submitted in hard copy only. All Record Drawings electronic files shall be submitted to the CITY in TIF format. E. The CONSULTANT recognizes that all drawings, special provisions, field survey notes, reports, estimates and any and all other documents or work product generated by the CONSULTANT under the CONTRACT shall be delivered to the CITY upon request, shall become subject to the Open Records Laws of this State. Design I of6 DI. Revised 1114 F. The CONSULTANT shall procure and maintain for the duration of this Agreement, insurance against claims for injuries to persons, damages to property, or any errors and omissions relating to the performance of any work by the CONSULTANT, its agents, employees or subcontractors under this Agreement, as follows: Design (1) Workers' Compensation as required by law. (2) Professional Liability Insurance in an amount not less than $1,000,000 in the aggregate. (3) Comprehensive General Liability and Property Damage Insurance with minimum limits of $1,000,000 for injury or death of any one person, $1,000,000 for each occurrence, and $1,000,000 for each occurrence of damage to or destruction of property. (4) Comprehensive Automobile and Truck Liability Insurance covering owned, hired, and non -owned vehicles, with minimum limits of $1,000,000 for injury or death of any one person, $1,000,000 for each occurrence, and $1,000,000 for property damage. The CONSULTANT shall include the CITY as an additional insured under the policies, with the exception of the Professional Liability Insurance and Workers' Compensation. Certificates of Insurance and endorsements shall be furnished to the CITY before work commences. Each insurance policy shall be endorsed to state that coverage shall not be suspended, voided, canceled, and/or reduced in coverage or in limits ("Change in Coverage") except with prior written consent of the CITY and only after the CITY has been provided with written notice of such Change in Coverage, such notice to be sent to the CITY either by hand delivery to the City Manager or by certified mail, return receipt requested, and received by the City no fewer than thirty (30) days prior to the effective date of such Change in Coverage. Prior to commencing services under this CONTRACT, CONSULTANT shall furnish CITY with Certificates of Insurance, or formal endorsements as required by this CONTRACT, issued by CONSULTANT'S insurer(s), as evidence that policies providing the required coverage, conditions, and limits required by this CONTRACT are in full force and effect. 2of6 D1. Revised 1/14 G. The CONSULTANT shall indemnify and hold the CITY, its officers, agents, and employees, harmless from any claim, loss, damage, suit, and liability of every kind for which CONSULTANT is legally liable, including all expenses of litigation, court costs, and attorney's fees, for injury to or death of any person, for damage to any property, or errors in design, any of which are caused by the negligent act or omission of the CONSULTANT, his officers, employees, agents, or subcontractors under this CONTRACT. H. All parties intend that the CONSULTANT, in performing services pursuant to this CONTRACT, shall act as an independent contractor and shall have control of its own work and the manner in which it is performed. The CONSULTANT is not to be considered an agent or employee of the CITY. SECTION II - PERIOD OF SERVICE This CONTRACT will be binding upon execution and end concurrent with final acceptance of construction. SECTION III - CONSULTANT'S COMPENSATION A. The total compensation for the services performed shall not exceed the total noted in Section B. B. The CITY shall pay the CONSULTANT in installments based upon monthly progress reports and detailed invoices submitted by the CONSULTANT based upon the following: 1. Design Development Phase (Lump Sum) $110,000.00 2. Construction Documents Phase (Lump Sum): $197,480.00 3. Bid Phase Services (Hourly Not to Exceed) $9,240.00 4. Construction Admin Phase Services (Hourly Not to Exceed) $96,950.00 5. Geotechnical Investigation and Engineering (Lump Sum) $10,000.00 6. Reimbursable Expenses (Not to Exceed) $5,000.00 7. Total: $428,670.00 C. The CITY shall make payments to the CONSULTANT within thirty (30) days after receipt and approval of a detailed invoice. Invoices shall be submitted on a monthly basis. Design 3 of 6 DI. Revised 1/14 SECTION IV - THE CITY'S RESPONSIBILITIES A. The CITY shall designate a project manager during the term of this CONTRACT. The project manager has the authority to administer this CONTRACT and shall monitor compliance with all terms and conditions stated herein. All requests for information from or a decision by the CITY on any aspect of the work shall be directed to the project manager. B. The CITY shall review submittals by the CONSULTANT and provide prompt response to questions and rendering of decisions pertaining thereto, to minimize delay in the progress of the CONSULTANT'S work. The CITY will keep the CONSULTANT advised concerning the progress of the CITY'S review of the work. The CONSULTANT agrees that the CITY'S inspection, review, acceptance or approval of CONSULTANT'S work shall not relieve CONSULTANT'S responsibility for errors or omissions of the CONSULTANT or its sub-consultant(s) or in any way affect the CONSULTANT'S status as an independent contractor of the CITY. SECTION V - TERMINATION A. The CITY, at its sole discretion, may terminate this CONTRACT for any reason - - with or without cause -- by delivering written notice to CONSULTANT personally or by certified mail at 1500 South Dairy Ashford, Suite 200, Houston, TX 77077. Immediately after receiving such written notice, the CONSULTANT shall discontinue providing the services under this CONTRACT. B. If this CONTRACT is terminated, CONSULTANT shall deliver to the CITY all drawings, special provisions, field survey notes, reports, estimates and any and all other documents or work product generated by the CONSULTANT under the CONTRACT, entirely or partially completed, together with all unused materials supplied by the CITY on or before the 15th day following termination of the CONTRACT. C. In the event of such termination, the CONSULTANT shall be paid for services performed prior to receipt of the written notice of termination. The CITY shall make final payment within sixty (60) days after the CONSULTANT has delivered to the CITY a detailed invoice for services rendered and the documents or work product generated by the CONSULTANT under the CONTRACT. D. If the remuneration scheduled under this contract is based upon a fixed fee or definitely ascertainable sum, the portion of such sum payable shall be proportionate to the percentage of services completed by the CONSULTANT based upon the scope of work. Design 4 of 6 DI. Revised 1/14 E. In the event this CONTRACT is terminated, the CITY shall have the option of completing the work, or entering into a CONTRACT with another party for the completion of the work. F. If the CITY terminates this CONTRACT for cause and/or if the CONSULTANT breaches any provision of this CONTRACT, then the CITY shall have all rights and remedies in law and/or equity against CONSULTANT. Venue for any action or dispute arising out of or relating to this CONTRACT shall be in Brazoria County, Texas. The laws of the State of Texas shall govern the terms of this CONTRACT. The prevailing party in the action shall be entitled to recover its actual damages with interest, attorney's fees, costs and expenses incurred in connection with the dispute and/or action. CONSULTANT and CITY desire an expeditious means to resolve any disputes that may arise between under this CONTRACT. To accomplish this, the parties agree to mediation as follows: If a dispute arises out of or relates to this CONTRACT, or the breach thereof, and if the dispute cannot be settled through negotiation, then the parties agree first to try in good faith, and before pursuing any legal remedies, to settle the dispute by mediation of a third party who will be selected by agreement of the parties. SECTION VI — ENTIRE AGREEMENT This CONTRACT represents the entire agreement between the CITY and the CONSULTANT and supersedes all prior negotiations, representations, or contracts, either written or oral. This CONTRACT may be amended only by written instrument signed by both parties. SECTION VII — COVENANT AGAINST CONTINGENT FEES The CONSULTANT affirms that he has not employed or retained any company or person, other than a bona fide employee working for the CONSULTANT to solicit or secure this CONTRACT, and that he has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage brokerage fee, gift, or any other consideration, contingent upon or resulting from the award or making of the CONTRACT. For breach or violation of this clause, the CITY may terminate this CONTRACT without liability, and in its discretion, may deduct from the CONTRACT price or consideration, or otherwise recover, the full amount of such fee, commission, percentage brokerage fee, gift, or contingent fee that has been paid. Design 5 of DI. Revised 1/14 SECTION VIII- SUCCESSORS AND ASSIGNS This CONTRACT shall not be assignable except upon the written consent of the parties hereto. I (Al OF PEARLAND, TEXAS DATE Design 1/I//L/5 DATE 6of6 DI. Revised 1/14 Fit II 11 Z )LLARS Hum-ZOUARS, INC. r 1500 South Doty Ashford 1 Sults 200 s Houston. 1X 77077.3858 i 281 496.0066 phone i 281 496 0220 lax • huit•zollars.com November 5, 2015 Mr. Trent Epperson Assistant City Manager City of Pearland 3519 Liberty Drive Pearland, Texas 77581 Reference: Orange Street Service Center — New Administration Building Dear Mr. Epperson: Huitt-Zollars, Inc. (Huitt-Zollars) appreciates the opportunity to provide our proposal for professional architectural and engineering services to the City of Pearland, Texas (City) for preparation of the construction documents for improvements at the Orange Street Service Center located at 3501 East Orange Street in Pearland, Texas (Project). Our proposal is based upon the scope of services, compensation, schedule, and the terms and conditions in the City's Standard Engineering Agreement. The Project scope includes a new Administration Building (2 —story, +/- 12,000 SF) and renovation of the existing EMS Building (1 -Story, +/- 8,800 SF) and associated parking, drainage, and landscaping improvements. The project shall be constructed in phases as identified in the phased site development drawings, refer attachment. Phase 1 a includes renovation of the EMS Building then demolition of the existing 2 story portion of the Public Works Administration Building and then construction of new Administration Building. Phase lb includes demolition of remaining 1 story Admin Building and Fire Station and construction of new parking areas. SCOPE OF SERVICES: 1.0 Basic Services 1.1 DESIGN DEVELOPMENT PHASE - Based on City -approved Schematic Design Documents, Huitt-Zollars shall prepare and submit to the City for review and comment Design Development Documents that establish the scope, relationship, forms, size and appearance of the Project. Huitt-Zollars shall: 1.1.1 Prepare Design Development -level drawings that include: a. Floor plans, exterior elevations, building sections b. Interior elevations c. Structural layouts d. Mechanical, Electrical and Plumbing layouts e. Site plan showing locations of utilities, drainage improvements and paved areas 1.1.2 Prepare outline specifications that identify major materials and systems and establish in general their quality levels. 1.1.3 Prepare an updated statement of probable construction cost. .1.4 Coordinate with the City's Fire Marshal and Building Official. 1.1.5 Coordinate with the City Planning staff for development requirements 1.1.6 Coordinate with the City's Information Technology Department for system network planning. 1.1.7 Submit five (5) hard copy half size plan sets and upload plans through Protrak online for review by the City. 1.1.8 Upon completion of City review, meet with City to review and revise plans. Huitt- Zollars shall respond to City's comments in Protrak, if necessary, to finalize Conceptual Plans. November 5, 2015 Mr. Trent Epperson Orange Street Service Center 1.2 CONSTRUCTION DOCUMENTS PHASE - Based on City -approved Design Development documents, Huitt-Zollars shall: 1.2.1 Prepare construction documents (plans and specifications) that set forth in detail the requirements for the construction of the project. The drawings and specifications shall establish in detail the quality levels of material and construction of the Project. 1.2.2 Inform the City of any adjustments to previous opinions of probable construction cost indicated by changes in requirements or general market conditions. 1.2.3 Submit approved construction documents to Texas Department of Licensing and Regulation (TDLR) for ADA Accessibility Review. Huitt-Zollars will review comments received from ADA review and modify drawings as necessary. 1.2.4 Submit five (5) hard copy half size plan sets and upload plans through Protrak online for review by the City. 1.2.5 Upon completion of City review, meet with City to review and revise plans. Huitt- Zollars shall respond to City's comments in Protrak, if necessary, to finalize Conceptual Plans. 1.2.6 Furnish to the City three (3) hard copies and a compact disk with electronic copy of approved plans, specifications and project manual and upload on Protrak. 1.3 BIDDING PHASE - After acceptance by City of the Final Design Construction Documents and the most recent opinion of probable Construction Cost, Huitt-Zollars shall: 1.3.1 Attend pre -Bid conference. 1.3.2 Issue Addenda as appropriate to clarify, correct, or change the Bidding documents. 1.3.3 Consult with City as to the acceptability of Contractor, subcontractors, suppliers and other individual and entities proposed for the Project. 1.3.4 Attend the Bid opening and assist City in evaluating Bids or proposals and in assembling and awarding contracts for the Project. 1.4 CONSTRUCTION ADMINISTRATION PHASE — Upon award of a Construction contract Huitt- Zollars shall: 1.4.1 1.4.2 1.4.3 Attend Pre -Construction and construction progress meetings. Review and process submittals, shop drawings, and Requests for Information. Review Construction Materials Testing (CMT) reports. CMT shall be performed by others under separate contract with the City. 1.4.4 Review applications for payment. 1.4.5 Coordinate with Construction Manager or Project Manager on all Requests for Change Proposals and Change Orders. 1.4.6 Advise the City on questions and concerns from the contractor and Construction/Project Manager. 1.4.7 During construction, Huitt-Zollars shall visit the site monthly in conjunction with the construction meetings in order to observe the progress and quality of the work completed by the Contractor. Such visits and observation are not intended to be an exhaustive check or a detailed inspection of the Contractor's work but rather are to allow Huitt-Zollars to become generally familiar with the work in progress and to determine, in general, if the work is proceeding in accordance with the construction documents. 1.4.8 Based on these visits, Huitt-Zollars shall provide a site visit report to keep the City informed about the progress of the work and shall advise the City about any observed deficiencies in the Work. 1.4.9 Huitt-Zollars shall not supervise, direct or have control over the Contractor's work nor have any responsibility for the construction means, methods, techniques, sequences or procedures selected by the Contractor nor for the Contractor's safety precautions or Page 2 of 5 November 5, 2015 Mr. Trent Epperson Orange Street Service Center programs in connection with the Work. These rights and responsibilities are solely those of the Contractor in accordance with the Contract Documents. 1.4.10 Conduct Substantial Completion Inspection, coordinate with City to create punch list, substantiate that items noted are completed, and issue Substantial Completion Certificate. 1.4.11 Provide support services as needed during the project close out process. 1.4.12 Obtain and review close-out submittal from the contractor for completeness before transmitting to the City which include but are not limited to: a. Contractor's red lines and as -built notes b. Warranty information c. Material Safety Data Sheet (MSDS) d. Operating Manuals e. Start up and testing reports f. Building commissioning report (if required in construction documents) 1.5 GEOTECHNICAL INVESTIGATION AND ENGINEERING - Huitt-Zollars shall conduct a geotechnical investigation of project site and make recommendations related to foundations and pavement. The geotechnical investigation, including subsurface exploration, laboratory testing, and engineering analyses, will address and provide design recommendations for the foundation, floor slab, pavement, subgrade stabilization, excavation stability and dewatering for construction of sewers and water lines, utility trenching, shoring requirements and general earthwork including pipe bedding and backfill considerations. All associated services and design recommendations shall be in accordance with the latest edition of applicable Codes and Testing Standards. Assumes a total of three (3) 30' foot deep borings under proposed building foundation. 2.0 Additional Services 2.1 Because the effort required for some items of work varies considerably from project to project, and because some items of work are sometimes provided separately by the City, these items of work are not included in the basic services fees and are authorized and charged separately. Such additional services may include: 2.1.1 FF&E design and procurement services. 2.1.2 Topographical and Utility Site Survey 2.1.3 Sustainable infrastructure and energy efficiency design 2.1.4 Construction Staking and Re -staking 2.1.5 Record Drawing Drafting form "as -built" documents provided by the Contractor. 2.1.6 Architectural Renderings. 2.1.7 Environmental Investigations 2.1.8 Making revisions in drawings, specifications or other documents when such revisions are inconsistent with written approvals or instructions previously given, are required by enactment or revision of codes, laws or regulations subsequent to the preparation of such documents or are due to other causes not solely within the control of Huitt-Zollars 2.1.9 Any changes to and/or out -of -scope work not included or specifically noted in the Basic Services 3.0 Excluded Services Huitt-Zollars shall not be required to furnish any legal or accounting advice or services, nor is the training of operating personnel included in this Agreement. Test pits, material and equipment operating tests and other special consulting services including, but not limited to, asbestos, hazardous and toxic materials management are not included within this Agreement. A commercial testing laboratory will be engaged by Page 3 of 5 November 5, 2015 Mr. Trent Epperson Orange Street Service Center the City under separate contract during construction for materials testing services and will invoice the City directly for its services. 4.0 City -Provided Services 4.1 City shall provide Huitt-Zollars with the following: 4.1.1 Access to Project Site 4.1.2 Topographical and Utility location Site Survey (Hard and Electronic copies) 4.1.3 Available engineering related reports COMPENSATION: 1.0 Fee Budget 1.1 Our estimated fee budget for the Basic Services is as follows: Design Development Phase Construction Documents Phase Bidding Phase Construction Administration Phase (12 months) Geotechnical Investigation and Engineering $ 110,000 (Lump Sum) $ 197,480 (Lump Sum) $ 9,240 (Hourly Not To Exceed) $ 96,950 (Hourly Not To Exceed) $ 10,000 (Lump Sum) Total Basic Services Fee $ 423,670 2.0 Reimbursable Expenses Reimbursable expenses shall include fees associated with TDLR ADA Accessibility Submittal, Review and Inspection; and reproduction and outside service fees. Expenses shall be compensated based upon the attached Hourly Rate Sheet and are estimated to be $ 5,000.00. 3.0 Total Estimated Budget Our total estimated budget for this project is $ 428,670.00. 4.0 Additional Services Additional Services, mutually agreed upon and authorized separately by the City in writing, shall be completed on a lump sum basis or an hourly not -to -exceed basis per the attached Hourly Rate Sheet. 5.0 Invoicing Invoices will be submitted monthly. Lump sum tasks shall be invoiced based upon percentage of work completed. Hourly tasks shall be invoiced based on number of hours worked per the attached Hourly Rate Sheet. SCHEDULE: We anticipate the following project schedule: Design Development City Review of DD Construction Documents City Review of CD Bidding Construction Phase 8 weeks 2 weeks 10 weeks 2 weeks 4 weeks 12 Months Page 4of 5 November 5, 2015 Mr. Trent Epperson Orange Street Service Center AUTHORIZATION: Should this proposal meet with your approval and acceptance, please return a City Agreement for our signature. We will schedule the above services as soon as we receive your written authorization. If you have any questions, please call. Sincerely, HUITT-ZOLLARS, INC. Gregory R. Wine, P.E., LEED AP Senior Vice President Attachments: Hourly Rate Sheet The Texas Board of Architectural Examiners has jurisdiction over complaints regarding the professional practices of persons registered as architects in Texas. TBAE is located in the Hobby Building, 333 Guadalupe, Suite 2-305, Austin, TX 78701. Telephone no. 512-305-9000. Page 5 of 5 Engineering/Architecture Principal -In -Charge qA Manager Sr. Project Manager Project Manager Sr. Civil Engineer Sr. Structural Engineer Sr. Mechanical Engineer Sr. Electrical Engineer Civil Engineer Structural Engineer Mechanical Engineer Electrical Engineer Plumbing Engineer Engineer Intern Sr. Architect Architect Architect Intern Sr. Landscape Architect Landscape Architect Landscape Architect Intern Sr. Planner Planner Planner Intern Sr. Interior Designer Interior Designer Sr. Designer Designer Sr. CADD Technician CADD Technician HUIThZOLLARS Houston West 2015 HOURLY RATE SHEET $ 225.00 $ 180.00 $ 180.00 $ 170.00 $ 175.00 $ 175.00 $ 175.00 $ 175.00 $ 170.00 $ 165.00 $ 165.00 $ 165.00 $ 165.00 $ 115.00 $ 175.00 $ 145.00 $ 115.00 $ 140.00 $ 90.00 $ 80.00 $ 185.00 $ 150.00 $ 110.00 $ 110.00 $ 95.00 $ 125.00 $ 115.00 $ 125.00 $ 90.00 Survey Survey Manager Sr. Project Surveyor Project Surveyor Surveyor Intern Survey Technician Survey Crews 1 -Person Survey Crew 2 -Person Survey Crew 3 -Person Survey Crew Construction Construction Manager Resident Engineer Sr. Project Representative Resident Project Representative Administrative Sr. Project Support Project Support Reimbursable Expenses Consultants Other Direct Costs Mileage $ 155.00 $ 130.00 $ 120.00 $ 115.00 $ 90.00 $ 90.00 $ 135.00 $ 185.00 $ 175.00 $ 160.00 $ 120.00 $ 95.00 $ 85.00 $ 70.00 Cost + 10% Cost + 10% IRS Standard Business Mileage Rate Hl IITf a)UARS PROJECT BUDGET WORKSHEET - Houston 2015 Client: Project Name: Contract No.: Protect No.: Date: Project Number: *VALUE! Project Template: Labor Coda Schedule: 8015 Phase Number 1 1 2 3 a 5 FN6 e 41. .111.0.4 GeaGear,o ,able Mese Dncnporn 00 DD res CD eq +m ion ms on ,n, Pc ssumto� E•acs Task Number 01 02 01 02 01 Oyu HZ LABOR BUDGET EMS 6100 3454440,5600 EstS61,0 Naw adm r. slog 3. 30'rca: Task DeUOtpPOn Re soon a RcnpvWm 6 :2 mor., bangs u„Ao S4c Wank & S4a Work Sic WM 6 S to .Von D.il4nq Phage/cask Manager Lump Sun or Hoods IS L5 L5 .a 15 S LS Labor Labor Cksalfloatlon Raurt/ Rate Code Column Total $ 41.44506 Column Total B‘4.:644.1046. Cdu,m Total f, 5$14005/„ Column Total $ 54&,50000 Column Total 4: :1,,•,',4 MA Cola, Total • $,,,.,.I7 roles. TOUT Cokmn To. e Column df .i Tout ., TOTAL 300UR5 TOTAL 6000(0 SPM 5r. Project Manager 5 180.00 QAM QA/QC Manager S 180.00 SCE Sr. Civil Ergneer $ 175.00 EIT Engineer Intern 5 115.00 SSE Sr. Structural Enganeer S 175.00 514E Sr. Mechanical Engineer S 175.00 SEE Sr. Electrical Engineer S 175.00 PEX Plumbing Engineer S 165.00 5.10 Sr. Architect 5 175.00 AIX Archdect Intern 5 115.00 516 Sr. landscape Architect 5 140.00 151 Landscape Architect 330630 S 80.00 SID Sr. lnterlor De0lgner S 110.00 655 Senior Pr0)ect Support S 85.00 8 2 8 80 16 4 06 120 16 4 16 120 32 4 40 320 16 0 0 8 60 0 32 32 0 0 0 0 0�. 0 0 0 6 f ; ?' e680 ¢g 148 14 112 S 26,690.00 S 2,520.00 S 19,600.00 $ 78,200.00 5 18,550.00 5 21,350.00 5 21,350.00 S 20.130.00 S 91,350.00 S 87,400.00 S 5,600.00 S 5,120.00 5 8,600.00 5 7,055.00 106 122 122 122 0 16 16 16 32 16 16 16 0 16 16 16 40 40 40 40 2 2 2 2 32 32 32 32 0 0 0 0 0 0 0 0 i`. '. 32 120 8 8 4 3 60 160 8 16 16 4 40 120 8 16 8 16 120 320 8 24 32 16 16 8 0 0 0 4 254 32 8 0 20 40 0 0 0 0 - 0 0 0 0 0 0 0 0 , r. „„I. �.., . 522 760 40 64 60 63 Total Maroe"n per 321 500 412 1076 60 606 0 0 2975 HZ Labor per Phase/ Task Dreg (apenres (Distnbute among Phases/Tasks as aPPlkabk) Direct Consultants (Distribute among Phases/Tasksas applicable) RMB EXP.., RMB Consultants (061536ute among Phases/Tasks as applicabk) 1 42.495.00 5• $ 1 67,440.00 f 51,880.00 S 143,600.00 f - f •S S 4,242.00 3 - - S 97,010.00 f S - f - S - S 1C.000 CC f - S S :...;. i.. �', ! S 5,000.06 HZ Labor DiExpenses Direct Cons4Ranb Rath Expenses RMB Consultants S 413,665.00 S • 1 • $ 5,000.00 1 30,000,00 Total Fee per Phases/Task 1 42,495.00 f 67,440.00 1 13,800.00 S 143,600.00 $ 9,240.00 f 97,010.60 1 10.600.60 S - 1 0,000.00 CONTRACT SUM $ 426,665.00 Crays Stnd 041m.. 64 PROJECT k0O606000_,0USi0N 015 vevon 4.46 / 8006c5 BUDGET- 02 ACCORD ® CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 11/12/2015 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 McLaughlin Brunson Insurance Agency,PHON: LLP 12801 North Central Expressway Suite 1710 Dallas TX 75243 CONTACT Joe A Bryant _ PHONE FAX (AIC,No, Ext): _ (214) 503-1212 . (A1C,No) E-MAIL ADDRESS: __ -- (214) -- - - 503-8899 NAIC 4 INSURER(S) AFFORDING COVERAGE INSURER A Hudson Insurance Company 25054 INSURED Huitt-Zollars, Inc. 1717 McKinney Avenue Suite 1400 Dallas TX 75202INSURERE INSURER B INSURER C : INSURER D - INSURER F S CLAIMS -MADE 1 J OCCUR COVERAGES CERTIFICATE NUMBER: cert ID 27827 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN. THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL SUBR' POLICY EFF 1 POLICY EXP INSR MD ' POLICY NUMBER (MMIDD!VYYY) i (MMIDDIYYYY) LIMITS GENERAL LIABILITY EACH OCCURRENCE 5 COMMERCIAL GENERAL LIABILITY -DAMDET S S_(E_aENTED ocaMTe!3 ) S CLAIMS -MADE 1 J OCCUR _PREEM MED EXP (Any one person) S PERSONAL & ADV INJURY S GENERAL AGGREGATE S GENII AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG S 7 POLICY 7 JEa n LOC S AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT (Ea accident) $ ANY AUTO BODILY INJURY (Per person) S ALL OWNED AUTOS,__ SCHEDULED AUTOS BODILY INJURY (Per accident) S HIRED AUTOS NON -OWNED AUTOS PROPERTY DAMAGE _Peracadent) S S UMBRELLA LIA8 1 EXCESS LIAB — OCCUR CLAIMS -MADE EACH OCCURRENCE S AGGREGATE $ DEO 1 RETENTION 5 S WORKERS COMPENSATION EMPLOYERS' LIABILITY Y IN ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes. describe under DESCRIPTION OF OPERATIONS below N!A WC STATU-LMII I Ems_ AND E.L. EACH ACCIDENT S E.L. DISEASE - EA EMPLOYEE S E.L. DISEASE - POLICY LIMIT S A Professional Liability Y AEE72488-05 1/23/2015 1/23/2016 Per Claim/ Annual Aggregate $ 1,000,000 $ DESCRIPTION OF OPERATIONS !LOCATIONS ! VEHICLES (Attach ACORD 101, Additional Remarks Schedule, i1 more space is required) The claims made professional liability coverage is the total aggregate limit for all claims presented within the annual policy period and is subject to a deductible. Thirty (30) day notice cancellation is in favor of the certificate holder.RE: Orange Street Service Center Renovation, Project #PA1404 - HZ #: R300253.02 of CERTIFICATE HOLDER City of Pearland 3519 Liberty Drive Pearland TX 77581 CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS AUTHORIZED REPRESENTATIVE 4 4'44- © 1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010/05) The ACORD name and logo are registered marks of ACORD Page 1 of 1 _ICIES BE CANCELLED BEFORE :E WILL BE DELIVERED IN ACORO® �. CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) 11/12/2015 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 MHBT Inc. 8144 Walnut Hill Lane, 16th FI Dallas TX 75231 CONTACT NAME: Ludy Hay$- __ PHONEFAX cco EXu 972-770 1638 1No):972-376-8194 EMAIL ADDREss:Judy hays@mhbt.com EACH OCCURRENCE - NAIC p INSURER(S) AFFORDING COVERAGE INSURER A :Twin City Fire Insurance Co, X '4 • 9424_ INSURED HUITTZOL Huitt-Zollars, Inc. 1717 McKinney Ave., Ste. 1400 Dallas TX 75202-1236 INSURER B :Hnford Casualty Insurance Co. INSURER C: PREM SE$ EaENTED occurrrence) INSURER D : INSURER E : INSURER F : OCCUR COVERAGES CERTIFICATE NUMBER: 2128999167 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS INSR TYPE OF INSURANCE IADOL SUER LTR INSR POLICY NUMBER POLICY EFF POLICY EXP (MMIDD/YYYY) (MM/DD/YYYY) LIMITS A GENERAL LIABILITY Y Y 46UUNLJ3272 6/1/2015 6/1/2016 EACH OCCURRENCE $1,000,000 $1,000,000 X COMMERCIAL GENERAL LIABILITY PREM SE$ EaENTED occurrrence) CLAIMS -MADE X OCCUR MED EXP (Any one person) S10,000 X Blkt Contractual PERSONAL & ADV INJURY $1,000,000 X No Deduct. GENERAL AGGREGATE $2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER PRODUCTS - COMP/OP AGG $2,000,000 POLICY JE38, 7 LOC $ 8 AUTOMOBILE LIABILITY Y Y 46UENP60920 6/1/2015 6/1/2016 GOMac ent) INGLE LIMIT S1,000 000 X ANY AUTO BODILY INJURY (Per person) $ ALL OWNED AUTOS SCHEDULED OS BODILY INJURY (Per accident) S _ X HIRED AUTOS — , X NO -OWNED AUTOS PROPERTY DAMAGE (Per accident) $ X No Deduct. $ A X UMBRELA LIAB X OCCUR Y Y 46XHURJ8271 6/1/2015 6/1/2016 EACH OCCURRENCE 52,000,000 EXCESS LIAB CLAIMS -MADE AGGREGATE s2,000,000 DEO X RETENTION $10,000 $ A WORKERS COMPENSATION y 46VVEAN7069 6/1/2015 6/1/2016 X WIC STATU- TORY LIMITS 1 10TH - FR AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE Y / N E.L. EACH ACCIDENT 51,000,000 OFFICER/MEMBER EXCLUDED? (Mandatory in NH) N / A E.L. DISEASE - EA EMPLOYEE 51,000,000 11 yes. describe under I DESCRIPTION OF OPERATIONS below E.L. DISEASE • POLICY LIMIT 51,000,000 A Valuable Papers 46UUNLJ3272 6/1/2015 6/1/2016 $100,000 $5000 Deductible DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) Additional Insured(pg. 10, Item 6,)Waiver of Subrogation (pg. 15, Item 8b,) and Primary & Non -Contributory (pg.14, form #HG0001 edition 06/05 of the General Liability policy. Additional Insured (pg. 1, Item D,) Waiver of Subrogation (pg. 4, Item 15,) and Primary & Non -Contributory (pg. 2, Item HA9916 edition 03/12 of the Auto Liability policy. Waiver of subrogation form #CG24040509 applies to the General Liability policy Waiver of subrogation form #WC000313 applies to the Workers Compensation policy. See Attached... Item 4b7b) language is in E) language is in form CERTIFICATE HOLDER City of Pearland 3519 Liberty Drive Pearland TX 77581 CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED PO THE EXPIRATION DATE THEREOF, NOTI ACCORDANCE WITH THE POLICY PROVISION' AUTHORIZED REPRESENTATIVE © 1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010/05) The ACORD name and logo are registered marks of ACORD ACO AGENCY CUSTOMER ID: HUITTZOL LOC #: ADDITIONAL REMARKS SCHEDULE Page 1_ of AGENCY MHBT Inc. NAMED INSURED Huitt-Zollars, Inc. 1717 McKinney Ave., Ste. 1400 Dallas TX 75202-1236 POUCY NUMBER CARRIER NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE. CERTIFICATE OF LIABILITY INSURANCE Umbrella is follow form of underlying. Certificate Holder, and any entity required by written contract, is named as an Additional Insured per the above form(s) on the General Liability, Automobile Liability and Excess Liability policies of insured with Primary and Non Contributory status per the above General Liability form and Waiver of Subrogation per the above form(s) on the General Liability, Automobile Liability, Workers Compensation and Excess Liability policies of insured, but only to the extent that the limits and forms are required to satisfy the terms of a written contract 30 Day NOC to certificate holders except for 10 Day NOC for non-payment RE: Orange Street Service Center Renovation, Project #FA1404 ACORD 101 (2008/01) © 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD COMMERCIAL GENERAL LIABILITY COVERAGE FORM Various provisions in this policy restrict coverage. Read the entire policy carefully to determine rights, duties and what is and is not covered. Throughout this policy the words "you" and "your" refer to the Named Insured shown in the Declarations, and any other person or organization qualifying as a Named Insured under this policy. The words "we", "us" and "our" refer to the stock insurance company member of The Hartford providing this insurance. The word "insured" means any person or organization qualifying as such under Section II - Who Is An Insured. Other words and phrases that appear in quotation marks have special meaning. Refer to Section V -Definitions. SECTION I - COVERAGES COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY 1. Insuring Agreement a. We will pay those sums that the insured becomes legally obligated to pay as damages because of "bodily injury" or "property damage" to which this insurance applies. We will have the right and duty to defend the insured against any "suit" seeking those damages. However, we will have no duty to defend the insured against any "suit" seeking damages for "bodily injury" or "property damage" to which this insurance does not apply. We may, at our discretion, investigate any "occurrence" and settle any claim or "suit" that may result. But: (1) The amount we will pay for damages is limited as described in Section III - Limits Of Insurance; and (2) Our right and duty to defend ends when we have used up the applicable limit of insurance in the payment of judgments or settlements under Coverages A or B or medical expenses under Coverage C. No other obligation or liability to pay sums or perform acts or services is covered unless explicitly provided for under Supplementary Payments - Coverages A and B. b. This insurance applies to "bodily injury" and "property damage" only if: (1) The "bodily injury" or "property damage" is caused by an "occurrence" that takes place in the "coverage territory"; HG 00 01 06 05 (2) The "bodily injury" or "property damage" occurs during the policy period; and Prior to the policy period, no insured listed under Paragraph 1. of Section I1 - Who Is An Insured and no "employee" authorized by you to give or receive notice of an "occurrence" or claim, knew that the "bodily injury" or "property damage" had occurred, in whole or in part. If such a listed insured or authorized "employee" knew, prior to the policy period, that the "bodily injury" or "property damage" occurred, then any continuation, change or resumption of such "bodily injury" or "property damage" during or after the policy period will be deemed to have been known prior to the policy period. c. "Bodily injury" or "property damage" will be deemed to have been known to have occurred at the earliest time when any insured listed under Paragraph 1. of Section II - Who Is An Insured or any "employee" authorized by you to give or receive notice of an "occurrence" or claim: (1) Reports all, or any part, of the "bodily injury" or "property damage" to us or any other insurer; (2) Receives a written or verbal demand or claim for damages because of the "bodily injury" or "property damage"; or Becomes aware by any other means that "bodily injury" or "property damage" has occurred or has begun to occur. d. 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". e. Incidental Medical Malpractice (1) "Bodily injury" arising out of the rendering of or failure to render professional health care services as a physician, dentist, nurse, emergency medical technician or paramedic shall be deemed to be caused by an "occurrence", but only if: (3) (3) (a) The physician, dentist, nurse, emergency medical technician or paramedic is employed by you to provide such services; and (b) You are not engaged in the business or occupation of providing such services. © 2005 The Hartford (Includes copyrighted material of Insurance Services Office, Inc. with its permission.) Page 1 of 18 (2) For the purpose of determining the limits of insurance for incidental medical malpractice, any act or omission together with all related acts or omissions in the furnishing of these services to any one person will be considered one "occurrence". 2. Exclusions This insurance does not apply to: a. Expected Or Intended Injury "Bodily injury" or "property damage" expected or intended from the standpoint of the insured. This exclusion does not apply to "bodily injury" or "property damage" resulting from the use of reasonable force to protect persons or property. b. Contractual Liability "Bodily injury" or "property damage" for which the insured is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages: (1) That the insured would have in the absence of the contract or agreement; or (2) Assumed in a contract or agreement that is an "insured contract", provided the "bodily injury" or "property damage" occurs subsequent to the execution of the contract or agreement. Solely for the purposes of liability assumed in an "insured contract", reasonable attomey 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", provided: (a) Liability to such party for, or for the cost of, that party's defense has also been assumed in the same "insured contract"; and (b) Such attomey fees and litigation expenses are for defense of that party against a civil or alternative dispute resolution proceeding in which damages to which this insurance applies are alleged. c. Liquor Liability "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 influence of alcohol; or (3) Any statute, ordinance or regulation relating to the sale, gift, distribution or use of alcoholic beverages. This exclusion applies only if you are in the business of manufacturing, distributing, selling, serving or furnishing alcoholic beverages. d. Workers' Compensation And Similar Laws Any obligation of the insured under a workers' compensation, disability benefits or unemployment compensation law or any similar law. e. Employer's Liability "Bodily injury" to: (1) An "employee" of the insured arising out of and in the course of: (a) Employment by the insured; or (b) Performing duties related to the conduct of the insured's business; or (2) The spouse, child, parent, brother or sister of that "employee" as a consequence of Paragraph (1) above. This exclusion applies: (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. This exclusion does not apply to liability assumed by the insured under an "insured contract". f. Pollution (1) "Bodily injury" or "property damage" arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of "pollutants": (a) At or from any premises, site or location which is or was at any time owned or occupied by, or rented or loaned to, any insured. However, this subparagraph does not apply to: (i) "Bodily injury" if sustained within a building and caused by smoke, fumes, vapor or soot produced by or originating from equipment that is used to heat, cool or dehumidify the building, or equipment that is used to heat water for personal use, by the building's occupants or their guests; (ii) "Bodily injury" or "property damage" 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 that 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 that additional insured; or Page 2 of 18 HG 00 01 06 05 (iii) "Bodily injury" or "property damage" arising out of heat, smoke or fumes from a "hostile fire"; (b) At or from any premises, site or location which is or was at any time used by or for any insured or others for the handling, storage, disposal, processing or treatment of waste; (c) Which are or were at any time transported, handled, stored, treated, disposed of, or processed as waste by or for: (1) Any insured; or (ii) Any person or organization for whom you may be legally responsible; (d) At or from any premises, site or location on which any insured or any contractors or subcontractors working directly or indirectly on any insured's behalf are performing operations if the "pollutants" are brought on or to the premises, site or location in connection with such operations by such insured, contractor or subcontractor. However, this subparagraph does not apply to: (i) "Bodily injury" or "property damage" arising out of the escape of fuels, lubricants or other operating fluids which are needed to perform the normal electrical, hydraulic or mechanical functions necessary for the operation of "mobile equipment" or its parts, if such fuels, lubricants or other operating fluids escape from a vehicle part 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; (ii) "Bodily injury" or "property damage" sustained within a building and caused by the release of gases, fumes or vapors from materials brought into that building in connection with operations being performed by you or on your behalf by a contractor or subcontractor; or (iii) "Bodily injury" or "property damage" arising out of heat, smoke or fumes from a "hostile fire"; or 9. (e) At or from any premises, site or location on which any insured or any contractors or subcontractors working directly or indirectly on any insured's behalf are performing operations if the operations are to test for, monitor, dean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of, "pollutants". (2) Any loss, cost or expense arising out of any: (a) Request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of, "pollutants"; or (b) Claim or suit by or on behalf of a governmental authority for damages because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing, or in any way responding to, or assessing the effects of, "pollutants". However, this paragraph does not apply to liability for damages because of "property damage" that the insured would have in the absence of such request, demand, order or statutory or regulatory requirement, or such claim or "suit" by or on behalf of a governmental authority. Aircraft, Auto Or Watercraft "Bodily injury" or "property damage" arising out of the ownership, maintenance, use or entrustment to others of any aircraft, "auto" or watercraft owned or operated by or rented or loaned to any insured. Use includes operation and "loading or unloading". This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "property damage" involved the ownership, maintenance, use or entrustment to others of any aircraft, "auto" or watercraft that is owned or operated by or rented or loaned to any insured. This exclusion does not apply to: (1) A watercraft while ashore on premises you own or rent; (2) A watercraft you do not own that is: (a) Less than 51 feet long; and (b) Not being used to carry persons for a charge; Parking an "auto" on, or on the ways next to, premises you own or rent, provided the "auto" is not owned by or rented or loaned to you or the insured; (3) HG 00 01 06 05 Page 3 of 18 (4) Liability assumed under any "insured contract" for the ownership, maintenance or use of aircraft or watercraft; "Bodily injury" or "property damage" arising out of the operation of any of the equipment listed in Paragraph f.(2) or f.(3) of the definition of "mobile equipment"; or (6) An aircraft that is not owned by any insured and is hired, chartered or loaned with a paid crew. However, this exception does not apply if the insured has any other insurance for such "bodily injury" or "property damage", whether the other insurance is primary, excess, contingent or on any other basis. h. Mobile Equipment "Bodily injury" or "property damage" arising out of: (1) The transportation of "mobile equipment" by an "auto" owned or operated by or rented or loaned to any insured; or (2) The use of "mobile equipment" in, or while in practice for, or while being prepared for, any prearranged racing, speed, demolition, or stunting activity. i. War (5) "Bodily injury" or "property damage", however caused, arising, directly or indirectly, out of: (1) (2) (3) War, including undeclared or civil war; 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 Insurrection, rebellion, revolution, usurped power, or action taken by governmental authority in hindering or defending against any of these. j. Damage To Property "Property damage" to: (1) Property you own, rent, or occupy, including any costs or expenses incurred by you, or any other person, organization or entity, for repair, replacement, enhancement, 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) (4) Personal property in the care, custody or control of the insured: That particular part of real property on which you or any contractors or subcontractors Property loaned to you; (5) Page 4 of 18 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. Paragraphs (1), (3) and (4) of this exclusion do not apply to "property damage" (other than damage by fire) to premises, including the contents of such premises, rented to you for a period of 7 or fewer consecutive days. A separate limit of insurance applies to Damage To Premises Rented To You as described in Section III — Limits Of Insurance. 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 (3) and (4) of this exclusion do not apply to "property damage" arising from the use of elevators. Paragraphs (3), (4), (5) and (6) of this exclusion do not apply to liability assumed under a sidetrack agreement. Paragraphs (3) and (4) of this exclusion do not apply to "property damage" to borrowed equipment while not being used to perform operations at the job site. Paragraph (6) of this exclusion does not apply to "property damage" included in the "products - completed operations hazard". k. Damage To Your Product "Property damage" to "your product" arising out of it or any part of it. 1. Damage To Your Work "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. m. Damage To Impaired Property Or Property Not Physically Injured "Property damage" to "impaired property" or property that has not been physically injured, arising out of: (1) A defect, deficiency, inadequacy or 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. HG 00 01 06 05 n. Recall Of Products, Work Or Impaired Property 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. o. Personal And Advertising Injury "Bodily injury" arising out of "personal and advertising injury". p. Electronic Data Damages arising out of the loss of, loss of use of, damage to, corruption of, inability to access, or inability to manipulate electronic data. As used in this exclusion, electronic data means information, facts or programs stored as or on, created or used on, or transmitted to or from computer software, including systems and applications software, hard or floppy disks, CD- ROMS, tapes, drives, cells, data processing devices or any other media which are used with electronically controlled equipment. q. Employment -Related Practices "Bodily injury" to: (1) A person arising out of any "employment— related practices"; or (2) The spouse, child, parent, brother or sister of that person as a consequence of "bodily injury" to that person at whom any "employment- related practices" are directed. 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. r. Asbestos (1) "Bodily injury" or "property damage" arising out of the "asbestos hazard". (2) Any damages, judgments, settlements, loss, costs or expenses that: (a) May be awarded or incurred by reason of any claim or suit alleging actual or threatened injury or damage of any nature or HG 00 01 06 05 kind to persons or property which would not have occurred in whole or in part but for the "asbestos hazard"; (b) Arise out of any request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, encapsulate, contain, treat, detoxify or neutralize or in any way respond to or assess the effects of an "asbestos hazard"; or (c) Arise out of any claim or suit for damages because of testing for, monitoring, cleaning up, removing, encapsulating, containing, treating, detoxifying or neutralizing or in any way responding to or assessing the effects of an "asbestos hazard". Damage To Premises Rented To You — Exception For Damage By Fire, Lightning Or Explosion Exclusions c. through h. and j. through n. do not apply to damage by fire, lightning or explosion to premises while rented to you or temporarily occupied by you with permission of the owner. A separate limit of insurance applies to this coverage as described in Section III — Limits Of Insurance. COVERAGE B PERSONAL AND ADVERTISING INJURY LIABILITY 1. Insuring Agreement a. We will pay those sums that the insured becomes legally obligated to pay as damages because of "personal and advertising injury" to which this insurance applies. We will have the right and duty to defend the insured against any "suit" seeking those damages. However, we will have no duty to defend the insured against any "suit" seeking damages for "personal and advertising injury" to which this insurance does not apply. We may, at our discretion, investigate any offense and settle any claim or "suit" that may result. But: (1) The amount we will pay for damages is limited as described in Section III — Limits Of Insurance; and (2) Our right and duty to defend end when we have used up the applicable limit of insurance in the payment of judgments or settlements under Coverages A or B or medical expenses under Coverage C. No other obligation or liability to pay sums or perform acts or services is covered unless explicitly provided for under Supplementary Payments — Coverages A and B. b. This insurance applies to "personal and advertising injury" caused by an offense arising out of your business but only if the offense was committed in the "coverage territory" during the policy period. Page 5 of 18 2. Exclusions This insurance does not apply to: a. Knowing Violation Of Rights Of Another "Personal and advertising injury" arising out of an offense committed by, at the direction or with the consent or acquiescence of the insured with the expectation of inflicting "personal and advertising injury". b. Material Published With Knowledge Of Falsity "Personal and advertising injury" arising out of oral, written or electronic publication of material, if done by or at the direction of the insured with knowledge of its falsity. c. Material Published Prior To Policy Period "Personal and advertising injury" arising out of oral, written or electronic publication of material whose first publication took place before the beginning of the policy period. d. Criminal Acts "Personal and advertising injury" arising out of a criminal act committed by or at the direction of the insured. e. Contractual Liability "Personal and advertising injury" for which the insured has assumed liability in a contract or agreement. This exclusion does not apply to liability for damages that the insured would have in the absence of the contract or agreement. f. Breach Of Contract "Personal and advertising injury" arising out of a breach of contract, except an implied contract to use another's "advertising idea" in your "advertisement". Quality Or Performance Of Goods — Failure To Conform To Statements "Personal and advertising injury" arising out of the failure of goods, products or services to conform with any statement of quality or performance made in your "advertisement". h. Wrong Description Of Prices "Personal and advertising injury" arising out of the wrong description of the price of goods, products or services. i. Infringement Of Intellectual Property Rights "Personal and advertising injury" arising out of any violation of any intellectual property rights such as copyright, patent, trademark, trade name, trade secret, service mark or other designation of origin or authenticity. However, this exclusion does not apply to infringement, in your "advertisement", of: (1) Copyright; g. (2) Slogan, unless the slogan is also a trademark, trade name, service mark or other designation of origin or authenticity; or (3) Title of any literary or artistic work. j. Insureds In Media And Internet Type Businesses "Personal and advertising injury" committed by an 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 17.a., b. and c. of "personal and advertising injury" under the Definitions Section. For the purposes of this exdusion, placing an "advertisement" for or linking to others on your web site, by itself, is not considered the business of advertising, broadcasting, publishing or telecasting. k. Electronic Chatrooms Or Bulletin Boards "Personal and advertising injury" arising out of an electronic chatroom or bulletin board the insured hosts, owns, or over which the insured exercises control. 1. Unauthorized Use Of Another's Name Or Product "Personal and advertising injury" arising out of the unauthorized use of another's name or product in your e-mail address, domain name or metatags, or any other similar tactics to mislead another's potential customers. m. Pollution "Personal and advertising injury" arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of "pollutants" at any time. n. Pollution -Related Any loss, cost or expense arising out of any: (1) Request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, dean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of, "pollutants"; or (2) Claim or suit by or on behalf of a governmental authority for damages because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing, or in any way responding to, or assessing the effects of, "pollutants". Page 6 of 18 HG 00 01 06 05 o. War "Personal and advertising injury", however caused, arising, directly or indirectly, out of: (1) War, including undeclared or civil war; (2) Warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any government, sovereign or other authority using military personnel or other agents; or Insurrection, rebellion, revolution, usurped power, or action taken by govemmental authority in hindering or defending against any of these. Internet Advertisements And Content Of Others "Personal and advertising injury" arising out of: (1) An "advertisement" for others on your web site; (2) Placing a link to a web site of others on your web site; (3) Content, including information, sounds, text, graphics, or images from a web site of others displayed within a frame or border on your web site; or (4) Computer code, software or programming used to enable: (a) Your web site; or (b) The presentation or functionality of an "advertisement" or other content on your web site. q. Right Of Privacy Created By Statute "Personal and advertising injury" arising out of the violation of a person's right of privacy created by any state or federal act. However, this exdusion does not apply to liability for damages that the insured would have in the absence of such state or federal act. r. Violation Of Anti Trust law "Personal and advertising injury" arising out of a violation of any anti-trust law. s. Securities "Personal and advertising injury" arising out of the fluctuation in price or value of any stocks, bonds or other securities. t. Discrimination Or Humiliation "Personal and advertising injury" arising out of discrimination or humiliation committed by or at the direction of any "executive officer", director, stockholder, partner or member of the insured. u. Employment -Related Practices "Personal and advertising injury" to: (1) A person arising out of any "employment— related practices"; or 13- (3) (2) The spouse, child, parent, brother or sister of that person as a consequence of "personal and advertising injury" to that person at whom any "employment-related practices" are directed. 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. v. Asbestos (1) "Personal and advertising injury" arising out of the "asbestos hazard". (2) Any damages, judgments, settlements, Toss, costs or expenses that: (a) May be awarded or incurred by reason of any claim or suit alleging actual or threatened injury or damage of any nature or kind to persons or property which would not have occurred in whole or in part but for the "asbestos hazard"; (b) Arise out of any request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, encapsulate, contain, treat, detoxify or neutralize or in any way respond to or assess the effects of an "asbestos hazard"; or (c) Arise out of any claim or suit for damages because of testing for, monitoring, cleaning up, removing, encapsulating, containing, treating, detoxifying or neutralizing or in any way responding to or assessing the effects of an "asbestos hazard". COVERAGE C MEDICAL PAYMENTS 1. Insuring Agreement a. We will pay medical expenses as described below for "bodily injury" caused by an accident: (1) On premises you own or rent; (2) On ways next to premises you own or rent; or (3) Because of your operations; provided that: (1) The accident takes place in the "coverage territory" and during the policy period; (2) The expenses are incurred and reported to us within three years of the date of the accident; and (3) The injured person submits to examination, at our expense, by physicians of our choice as often as we reasonably require. HG 00 01 06 05 Page 7 of 18 b. We will make these payments regardless of fault. These payments will not exceed the applicable limit of insurance. We will pay reasonable expenses for: (1) First aid administered at the time of an accident; (2) Necessary medical, surgical, x-ray and dental services, including prosthetic devices; and Necessary ambulance, hospital, professional nursing and funeral services. 2. Exclusions We will not pay expenses for "bodily injury': a. Any Insured To any insured, except "volunteer workers". b. Hired Person To a person hired to do work for or on behalf of any insured or a tenant of any insured. c. Injury On Normally Occupied Premises To a person injured on that part of premises you own or rent that the person normally occupies. d. Workers Compensation And Similar Laws To a person, whether or not an "employee" of any insured, if benefits for the "bodily injury" are payable or must be provided under a workers' compensation or disability benefits law or a similar law. e. Athletics Activities To a person injured while practicing, instructing or participating in any physical exercises or games, sports, or athletic contests. f. Products -Completed Operations Hazard Included within the "products -completed operations hazard". Coverage A Exclusions Excluded under Coverage A. SUPPLEMENTARY PAYMENTS — COVERAGES A AND B 1. We will pay, with respect to any claim we investigate or settle, or any "suit" against an insured we defend: a. All expenses we incur. b. Up to $1,000 for cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to furnish these bonds. c. The cost of appeal bonds or bonds to release attachments, but only for bond amounts within the applicable limit of insurance. We do not have to furnish these bonds. d. All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or "suit", including actual loss of earnings up to $500 a day because of time off from work. (3) 9. e. All costs taxed against the insured in the "suit". f. Prejudgment interest awarded against the insured on that part of the judgment we pay. If we make an offer to pay the applicable limit of insurance, we will not pay any prejudgment interest based on that period of time after the offer. All interest on the full amount of any judgment that accrues after entry of the judgment and before we have paid, offered to pay, or deposited in court the part of the judgment that is within the applicable limit of insurance. These payments will not reduce the limits of insurance. 2. If we defend an insured against a "suit" and an indemnitee of the insured is also named as a party to the "suit", we will defend that indemnitee if all of the following conditions are met: a. The "suit" against the indemnitee seeks damages for which the insured has assumed the liability of the indemnitee in a contract or agreement that is an "insured contract"; b. This insurance applies to such liability assumed by the insured; c. The obligation to defend, or the cost of the defense of, that indemnitee, has also been assumed by the insured in the same "insured contract"; d. The allegations in the "suit" and the information we know about the "occurrence" are such that no conflict appears to exist between the interests of the insured and the interests of the indemnitee; e. The indemnitee and the insured ask us to conduct and control the defense of that indemnitee against such "suit" and agree that we can assign the same counsel to defend the insured and the indemnitee; and f. The indemnitee: (1) Agrees in writing to: (a) Cooperate with us in the investigation, settlement or defense of the "suit"; (b) Immediately send us copies of any demands, notices, summonses or legal papers received in connection with the "suit"; (c) Notify any other insurer whose coverage is available to the indemnitee; and (d) Cooperate with us with respect to coordinating other applicable insurance available to the indemnitee; and (2) Provides us with written authorization to: (a) Obtain records and other information related to the "suit"; and (b) Conduct and control the defense of the indemnitee in such "suit". So long as the above conditions are met, attomeys' fees incurred by us in the defense of that indemnitee, 9. Page 8 of 18 HG 00 01 06 05 necessary litigation expenses incurred by us and necessary litigation expenses incurred by the indemnitee at our request will be paid as Supplementary Payments. Notwithstanding the provisions of Paragraph 2.b.(2) of Section I — Coverage A — Bodily Injury And Property Damage Liability, such payments will not be deemed to be damages for "bodily injury" and "property damage" and will not reduce the limits of insurance. Our obligation to defend an insured's indemnitee and to pay for attorneys' fees and necessary litigation expenses as Supplementary Payments ends when: a. We have used up the applicable limit of insurance in the payment of judgments or settlements; or b. The conditions set forth above, or the terms of the agreement described in Paragraph f. above, are no longer met. SECTION II — WHO IS AN INSURED 1. If you are designated in the Declarations as: a. b. An individual, you and your spouse are insureds, but only with respect to the conduct of a business of which you are the sole owner. 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. 2. Each of the following is also an insured: a. Employees and Volunteer workers Your "volunteer workers" only while performing duties related to the conduct of your business, or your "employees", other than either your "executive officers" (if you are an organization other than a partnership, joint venture or limited liability company) or your managers (if you 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. However, none of these "employees" or "volunteer workers" are insureds for: (1) "Bodily injury" or "personal and advertising injury": (a) To you, to your partners or members (if you are a partnership or joint venture), to your members (if you are a limited liability company), to a co -"employee" while in the course of his or her employment or performing duties related to the conduct of your business, or to your other "volunteer workers" while performing duties related to the conduct of your business; (b) To the spouse, child, parent, brother or sister of that co -"employee" or that "volunteer worker" as a consequence of Paragraph (1)(a) above; (c) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraphs (1)(a) or (b) above; or (d) Arising out of his or her providing or failing to provide professional health care services. If you are not in the business of providing professional health care services, Paragraph (d) does not apply to any nurse, emergency medical technician or paramedic employed by you to provide such services. (2) "Property damage" to property: (a) Owned, occupied or used by, (b) Rented to, in the care, custody or control of, or over which physical control is being exercised for any purpose by you, any of your "employees". "volunteer workers", any partner or member (if you are a partnership or joint venture), or any member (if you are a limited liability company). b. Real Estate Manager Any person (other than your "employee" or "volunteer worker"), or any organization while acting as your real estate manager. c. Temporary Custodians of Your Property Any person or organization having proper temporary custody of your property if you die, but only: (1) With respect to liability arising out of the maintenance or use of that property; and (2) Until your legal representative has been appointed. 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 Part. e. Unnamed Subsidiary Any subsidiary, and subsidiary thereof, of yours which is a legally incorporated entity of which you own a financial interest of more than 50% of the voting stock on the effective date of the Coverage Part. The insurance afforded herein for any subsidiary not named in this Coverage Part as a named insured does not apply to injury or darnage with respect to which an insured under this Coverage Part is also an insured under another policy or would be an insured under such policy but for its termination or the exhaustion of its limits of insurance. 3. Newly Acquired or Formed Organization Any organization you newly acquire or form, other than a partnership, joint venture or limited liability company, and over which you maintain financial interest of more than 50% of the voting stock, will qualify as a Named Insured if there is no other similar insurance available to that organization. However: a. Coverage under this provision is afforded only until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier; b. Coverage A does not apply to "bodily injury" or "property damage" that occurred before you acquired or formed the organization; and c. Coverage B does not apply to "personal and advertising injury" arising out of an offense committed before you acquired or formed the organization. 4. Mobile Equipment With respect to "mobile equipment" registered in your name under any motor vehicle registration law, any person is an insured while driving such equipment along a public highway with your permission. Any other person or organization responsible for the conduct of such person is also an insured, but only with respect to liability arising out of the operation of the equipment, and only if no other insurance of any kind is available to that person or organization for this liability. However, no person or organization is an insured with respect to: a. "Bodily injury" to a co-"ernployee" of the person driving the equipment; or b. "Property damage" to property owned by, rented to, in the charge of or occupied by you or the employer of any person who is an insured under this provision. 5. Nonowned Watercraft With respect to watercraft you do not own that is less than 51 feet long and is not being used to carry persons for a charge, any person is an insured while operating such watercraft with your permission. Any other person or organization responsible for the conduct of such person is also an insured, but only with respect to liability arising out of the operation of the watercraft, and only if no other insurance of any kind is available to that person or organization for this liability. However, no person or organization is an insured with respect to: a. "Bodily injury" to a co -"employee" of the person operating the watercraft; or b. "Property damage" to property owned by, rented to, in the charge of or occupied by you or the employer of any person who is an insured under this provision. 6. Additional Insureds When Required By Written Contract, Written Agreement Or Permit The following person(s) or organization(s) are an additional insured when you have agreed, in a written contract, written agreement or because of a permit issued by a state or political subdivision, that such person or organization be added as an additional insured on your policy, provided the injury or damage occurs subsequent to the execution of the contract or agreement. A person or organization is an additional insured under this provision only for that period of time required by the contract or agreement. However, no such person or organization is an insured under this provision if such person or organization is included as an insured by an endorsement issued by us and made a part of this Coverage Part. a. Vendors Any person(s) or organization(s) (referred to below as vendor), but only with respect to "bodily injury" or "property damage" arising out of "your products" which are distributed or sold in the regular course of the vendor's business and only if this Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products - completed operations hazard". (1) The insurance afforded the vendor is subject to the following additional exclusions: This insurance does not apply to: (a) "Bodily injury" or "property damage" for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; Page 10 of 18 HG 00 01 06 05 (b) Any express warranty unauthorized by you; (c) Any physical or chemical change in the product made intentionally by the vendor; (d) Repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; (e) Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products; Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection with the sale of the product; Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or (h) "Bodily injury" or "property damage" arising out of the sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. However, this exclusion does not apply to: (i) The exceptions contained in Sub- paragraphs (d) or (f); or (ii) Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. (2) This insurance does not apply to any insured person or organization, from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing such products. b. Lessors of Equipment (1) Any person or organization from whom you lease equipment; but only with respect to their liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such person or organization. (2) With respect to the insurance afforded to these additional insureds this insurance does not apply to any "occurrence" which takes place after the equipment lease expires. (f) (g) c. Lessors of Land or Premises Any person or organization from whom you lease land or premises, but only with respect to liability arising out of the ownership, maintenance or use of that part of the land or premises leased to you. With respect to the insurance afforded these additional insureds the following additional exclusions apply: This insurance does not apply to: 1. Any "occurrence" which takes place after you cease to lease that land; or 2. Structural alterations, new construction or demolition operations performed by or on behalf of such person or organization. d. Architects, Engineers or Surveyors Any architect, engineer, or surveyor, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: (1) In connection with your premises; or (2) In the performance of your ongoing operations performed by you or on your behalf. With respect to the insurance afforded these additional insureds, the following additional exclusion applies: This insurance does not apply to "bodily injury', "property damage" or "personal and advertising injury" arising out of the rendering of or the failure to render any professional services by or for you, including: 1. The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or 2. Supervisory, inspection, architectural or engineering activities. e. Permits Issued By State Or Political Subdivisions Any state or political subdivision, but only with respect to operations performed by you or on your behalf for which the state or political subdivision has issued a permit. With respect to the insurance afforded these additional insureds, this insurance does not apply to: (1) "Bodily injury", "property damage" or "personal and advertising injury" arising out of operations performed for the state or municipality; or (2) "Bodily injury" or "property damage" included within the "products -completed operations hazard". HG 00 01 06 05 Page 11 of 18 f. Any Other Party Any other person or organization who is not an insured under Paragraphs a. through e. above, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury' caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: (1) In the performance of your ongoing operations; (2) In connection with your premises owned by or rented to you; or (3) In connection with "your work" and included within the "products -completed operations hazard", but only if (a) The written contract or agreement requires you to provide such coverage to such additional insured; and (b) This Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products -completed operations hazard". With respect to the insurance afforded to these additional insureds, this insurance does not apply to: "Bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of, or the failure to render, any professional architectural, engineering or surveying services, including: (1) The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (2) Supervisory, inspection, architectural or engineering activities. The limits of insurance that apply to additional insureds under this provision is described in Section III - Limits Of Insurance. How this insurance applies when other insurance is available to the additional insured is described in the Other Insurance Condition in Section IV - Commercial General Liability Conditions. No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations. SECTION III - LIMITS OF INSURANCE 1. The Most We will Pay The Limits of Insurance shown in the Declarations and the rules below fix the most we will pay regardless of the number of: a. Insureds; b. Claims made or "suits" brought; or c. Persons or organizations making claims or bringing "suits". 2. General Aggregate Limit The General Aggregate Limit is the most we will pay for the sum of: a. Medical expenses under Coverage C; b. Damages under Coverage A, except damages because of "bodily injury" or "property damage" included in the "products -completed operations hazard"; and c. Damages under Coverage B. 3. Products -Completed Operations Aggregate Limit The Products -Completed Operations Aggregate Limit is the most we will pay under Coverage A for damages because of "bodily injury" and "property damage" included in the "products -completed operations hazard'. 4. Personal and Advertising Injury Limit Subject to 2. above, the Personal and Advertising Injury Limit is the most we will pay under Coverage B for the sum of all damages because of all "personal and advertising injury' sustained by any one person or organization. 5. Each Occurrence Limit Subject to 2. or 3. above, whichever applies, the Each Occurrence Limit is the most we will pay for the sum of: a. Damages under Coverage A; and b. Medical expenses under Coverage C because of all "bodily injury" and "property damage" arising out of any one "occurrence". 6. Damage To Premises Rented To You Limit Subject to 5. above, the Damage To Premises Rented To You Limit is the most we will pay under Coverage A for damages because of "property damage" to any one premises, while rented to you, or in the case of damage by fire, lightning or explosion, while rented to you or temporarily occupied by you with permission of the owner. In the case of damage by fire, lightning or explosion, the Damage to Premises Rented To You Limit applies to all damage proximately caused by the same event, whether such damage results from fire, lightning or explosion or any combination of these. 7. Medical Expense Limit Subject to 5. above, the Medical Expense Limit is the most we will pay under Coverage C for all medical expenses because of "bodily injury" sustained by any one person. 8. How Limits Apply To Additional Insureds 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 most we will pay on behalf of such additional insured is the lesser of: a. The limits of insurance specified in the written contract or written agreement; or b. The Limits of Insurance shown in the Declarations. Such amount shall be a part of and not in addition to Limits of Insurance shown in the Declarations and described in this Section. The Limits of Insurance of this Coverage Part apply separately to each consecutive annual period and to any remaining period of less than 12 months, starting with the beginning of the policy period shown in the Declarations, unless the policy period is extended after issuance for an additional period of less than 12 months. In that case, the additional period will be deemed part of the last preceding period for purposes of determining the Limits of Insurance. SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS 1. Bankruptcy Bankruptcy or insolvency of the insured or of the insured's estate will not relieve us of our obligations under this Coverage Part. 2. Duties In The Event Of Occurrence, Offense, Claim Or Suit a. Notice Of Occurrence Or Offense You or any additional insured must see to it that we are notified as soon as practicable of an "occurrence" or an offense which may result in a claim. To the extent possible, notice should include: (1) How, when and where the "occurrence" or offense took place; (2) The names and addresses of any injured persons and witnesses; and (3) The nature and location of any injury or damage arising out of the "occurrence" or offense. b. Notice Of Claim If a claim is made or "suit" is brought against any insured, you or any additional insured must: (1) Immediately record the specifics of the claim or "suit" and the date received; and (2) Notify us as soon as practicable. You or any additional insured must see to it that we receive written notice of the claim or "suit" as soon as practicable. c. Assistance And Cooperation Of The Insured You and any other involved insured must: (1) Immediately send us copies of any demands, notices, summonses or legal papers received in connection with the claim or "suit"; (2) Authorize us to obtain records and other information; (3) Cooperate with us in the investigation or settlement of the claim or defense against the "suit"; and (4) Assist us, upon our request, in the enforcement of any right against any person or organization which may be liable to the insured because of injury or damage to which this insurance may also apply. d. Obligations At The Insureds Own Cost 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. e. Additional Insureds Other Insurance If we cover a claim or "suit" under this Coverage Part that may also be covered by other insurance available to an additional insured, such additional insured must submit such claim or "suit" to the other insurer for defense and indemnity. However, this provision does not apply to the extent that you have agreed in a written contract or written agreement that this insurance is primary and non-contributory with the additional insured's own insurance. f. Knowledge Of An Occurrence, Offense, Claim Or Suit Paragraphs a. and b. apply to you or to any additional insured only when such "occurrence", offense, claim or "suit" is known to: (1) You or any additional insured that is an individual; (2) Any partner, if you or an additional insured is a partnership; Any manager, if you or an additional insured is a limited liability company; (4) Any "executive officer" or insurance manager, if you or an additional insured is a corporation; Any trustee, if you or an additional insured is a trust; or (6) Any elected or appointed official, if you or an additional insured is a political subdivision or public entity. This duty applies separately to you and any additional insured. (3) (5) 3. Legal Action Against Us No person or organization has a right under this Coverage Part: a. To join us as a party or otherwise bring us into a "suit" asking for damages from an insured; or b. To sue us on this Coverage Part unless 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 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. An agreed settlement means a settlement and release of liability signed by us, the insured and the claimant or the claimant's legal representative. 4. Other lnsurance If other valid and collectible insurance is available to the insured for a loss we cover under Coverages A or B of this Coverage Part, our obligations are limited as follows: a. Primary Insurance This insurance is primary except when b. below applies. If other insurance is also primary, we will share with all that other insurance by the method described in c. below. b. Excess Insurance This insurance is excess over any of the other insurance, whether primary, excess, contingent or on any other basis: (1) Your Work That is Fire, Extended Coverage, Builder's Risk, Installation Risk or similar coverage for "your work"; (2) Premises Rented To You That is fire, lightning or explosion insurance for premises rented to you or temporarily occupied by you with permission of the owner; Tenant Liability That is insurance purchased by you to cover your liability as a tenant for "property damage" to premises rented to you or temporarily occupied by you with permission of the owner; (4) Aircraft, Auto Or Watercraft If the loss arises out of the maintenance or use of aircraft, "autos" or watercraft to the extent not subject to Exdusion g. of Section 1 — Coverage A — Bodily Injury And Property Damage Liability; Property Damage to Borrowed Equipment Or Use Of Elevators If the loss arises out of "property damage" to borrowed equipment or the use of elevators to the extent not subject to Exclusion j. of Section I - Coverage A - Bodily Injury And Property Damage Liability; (6) When You Are Added As An Additional Insured To Other Insurance Any other insurance available to you covering liability for damages arising out of the premises or operations, or products and completed operations, for which you have been added as an additional insured by that insurance; or (3) (5) (7) When You Add Others As An Additional Insured To This Insurance Any other insurance available to an additional insured. However, the following provisions apply to other insurance available to any person or organization who is an additional insured under this coverage part. (a) Primary Insurance When Required By Contract This insurance is primary if you have agreed in a written contract or written agreement that this insurance be primary. If other insurance is also primary, we will share with all that other insurance by the method described in c. below. (b) Primary And Non -Contributory To Other Insurance When Required By Contract If you have agreed in a written contract, written agreement, or permit that this insurance is primary and non-contributory with the additional insured's own insurance, this insurance is primary and we will not seek contribution from that other insurance. Paragraphs (a) and (b) do not apply to other insurance to which the additional insured has been added as an additional insured. When this insurance is excess, we will have no duty under Coverages A or B to defend the insured against any "suit" if any other insurer has a duty to defend the insured against that "suit". If no other insurer defends, we will undertake to do so, but we will be entitled to the insured's rights against all those other insurers. When this insurance is excess over other insurance, we will pay only our share of the amount of the loss, if any, that exceeds the sum of: (1) The total amount that all such other insurance would pay for the loss in the absence of this insurance; and (2) The total of all deductible and self-insured amounts under all that other insurance. We will share the remaining loss, if any, with any other insurance that is not described in this Excess Insurance provision and was not bought specifically to apply in excess of the Limits of Insurance shown in the Declarations of this Coverage Part. c. Method Of Sharing If all of the other insurance permits contribution by equal shares, we will follow this method also. Under this approach each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the Toss remains, whichever comes first. Page 14 of 18 HG 00 01 06 05 If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this method, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. 5. Premium Audit a. We will compute all premiums for this Coverage Part in accordance with our rules and rates. b. Premium shown in this Coverage Part as advance premium is a deposit premium only. At the close of each audit period we will compute the earned premium for that period and send notice to the first Named Insured. The due date for audit and retrospective premiums is the date shown as the due date on the bill. If the sum of the advance and audit premiums paid for the policy period is greater than the earned premium, we will return the excess to the first Named Insured. c. The first Named Insured must keep records of the information we need for premium computation, and send us copies at such times as we may request. 6. Representations a. When You Accept This Policy By accepting this policy, you agree: (1) The statements in the Declarations are accurate and complete; (2) Those statements are based upon representations you made to us; and (3) We have issued this policy in reliance upon your representations. b. Unintentional Failure To Disclose Hazards If unintentionally you should fail to disclose all hazards relating to the conduct of your business that exist at the inception date of this Coverage Part, we shall not deny coverage under this Coverage Part because of such failure. 7. Separation Of Insureds Except with respect to the Limits of Insurance, and any rights or duties specifically assigned in this Coverage Part to the first Named Insured, this insurance applies: a. As if each Named Insured were the only Named Insured; and b. Separately to each insured against whom claim is made or "suit" is brought. 8. Transfer Of Rights Of Recovery Against Others To Us a. Transfer of Rights Of Recovery If the insured has rights to recover all or part of any payment, including Supplementary Payments, we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request, the insured will bring "suit" or transfer those rights to us and help us enforce them. b. Waiver Of Rights Of Recovery (Waiver Of Subrogation) If the insured has waived any rights of recovery against any person or organization for all or part of any payment, including Supplementary Payments, we have made under this Coverage Part, we also waive that right, provided the insured waived their rights of recovery against such person or organization in a contract, agreement or permit that was executed prior to the injury or damage. 9. When We Do Not Renew If we decide not to renew this Coverage Part, we will mail or deliver to the first Named Insured shown in the Declarations written notice of the nonrenewal not less than 30 days before the expiration date. If notice is mailed, proof of mailing will be sufficient proof of notice. SECTION V — DEFINITIONS 1. "Advertisement" means the widespread public dissemination of information or images that has the purpose of inducing the sale of goods, products or services through: a. (1) Radio; (2) Television; (3) Billboard; (4) Magazine; (5) Newspaper; or b. Any other publication that is given widespread public distribution. However, "advertisement" does not include: a. The design, printed material, information or images contained in, on or upon the packaging or labeling of any goods or products; or b. An interactive conversation between or among persons through a computer network. 2. "Advertising idea" means any idea for an "advertisement". 3. "Asbestos hazard" means an exposure or threat of exposure to the actual or alleged properties of asbestos and includes the mere presence of asbestos in any form. 4. "Auto" means a land motor vehicle, trailer or semitrailer designed for travel on public roads, including any attached machinery or equipment. But "auto" does not include "mobile equipment". 5. "Bodily injury" means physical: a. Injury; b. Sickness; or c. Disease 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: a. The United States of America (including its territories and possessions), Puerto Rico and Canada; b. International waters or airspace, but only if the injury or damage occurs in the course of travel or transportation between any places included in a. above; or c. All other parts of the world if the injury or damage arises out of: (1) Goods or products made or sold by you in the territory described in a. above; (2) The activities of a person whose home is in the territory described in a. above, but is away for a short time on your business; or "Personal and advertising injury" offenses that take place through the Internet or similar electronic means of communication provided the insured's responsibility to pay damages is determined in the United States of America (including its territories and possessions), Puerto Rico or Canada, in a "suit" on the merits according to the substantive law in such territory or in a settlement we agree to. 7. "Employee" includes a "leased worker". "Employee" does not include a "temporary worker". 8. "Employment -Related Practices" means: a. Refusal to employ a person; b. Termination of a person's employment; or c. Employment-related practices, policies, acts or omissions, such as coercion, demotion, evaluation, reassignment, discipline, defamation, harassment, humiliation or discrimination directed at a person. 9. "Executive officer" means a person holding any of the officer positions created by your charter, constitution, by-laws or any other similar governing document. 10."Hostile fire" means one which becomes uncontrollable or breaks out from where it was intended to be. 11."Impaired property" means tangible property, other than "your product" or "your work", that cannot be used or is less useful because: a. It incorporates "your product" or "your work" that is known or thought to be defective, deficient, inadequate or dangerous; or b. You have failed to fulfill the terms of a contract or agreement; if such property can be restored to use by: a. The repair, replacement, adjustment or removal of "your product" or "your work"; or b. Your fulfilling the terms of the contract or agreement. 12. "Insured contract" means: a. A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire, lightning or explosion to premises while (3) Page 16 of 18 rented to you or temporarily occupied by you with permission of the owner is subject to the Damage to Premises Rented To You Limit described in Section III — Limits of Insurance; b. A sidetrack agreement; c. Any easement or license agreement, including an easement or license agreement in connection with construction or demolition operations on or within 50 feet of a railroad; d. An obligation, as required by ordinance, to indemnify a municipality, except in connection with work for a municipality; e. An elevator maintenance agreement; f. That part of any other contract or agreement pertaining to your business (including an indemnification of a municipality in connection with work performed for a municipality) under which you assume the tort liability of another party to pay for "bodily injury" or "property damage" to a third person or organization, provided the "bodily injury" or "property damage" is caused, in whole or in part, by you or by those acting on your behalf. Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. Paragraph f. includes that part of any contract or agreement 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. However, Paragraph f. does not include that part of any contract or agreement: (1) That indemnifies an architect, engineer or surveyor for injury or damage arising out of: (a) Preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (b) Giving directions or instructions, or failing to give them, if that is the primary cause of the injury or damage; or (2) Under which the insured, if an architect, engineer or surveyor, assumes liability for an injury or damage arising out of the insured's rendering or failure to render professional services, including those listed in (1) above and supervisory, inspection, architectural or engineering activities. 13. "Leased worker" means a person leased to you by a labor leasing firm under an agreement between you and the labor leasing firm, to perfomi duties related to the conduct of your business. "Leased worker" does not include a "temporary worker". 14."Loading or unloading" means the handling of property: a. After it is moved from the place where it is accepted for movement into or onto an aircraft, watercraft or "auto"; HG 00 01 06 05 b. While it is in or on an aircraft, watercraft or "auto"; or c. While it is being moved from an aircraft, watercraft or "auto" to the place where it is finally delivered; but "loading or unloading" does not include the movement of property by means of a mechanical device, other than a hand truck, that is not attached to the aircraft, watercraft or "auto". 15."Mobile equipment" means any of the following types of land vehicles, including any attached machinery or equipment: a. Bulldozers, farm machinery, forklifts and other vehicles designed for use principally off public roads; b. Vehicles maintained for use solely on or next to premises you own or rent; c. Vehicles that travel on crawler treads; d. Vehicles, whether self-propelled or not, maintained primarily to provide mobility to permanently mounted: (1) Power cranes. shovels, loaders, diggers or drills; or (2) Road construction or resurfacing equipment such as graders, scrapers or rollers; e. Vehides not described in a., b., c. or d. above that are not self-propelled and are maintained primarily to provide mobility to permanently attached equipment of the following types: (1) Air compressors, pumps and generators, including spraying, welding, building cleaning, geophysical exploration, lighting and well servicing equipment; or (2) Cherry pickers and similar devices used to raise or lower workers; f. Vehides not described in a., b., c. or d. above maintained primarily for purposes other than the transportation of persons or cargo. However, self-propelled vehicles with the following types of permanently attached equipment are not "mobile equipment" but will be considered "autos": (1) Equipment, of at least 1,000 pounds gross vehicle weight, designed primarily for: (a) Snow removal; (b) Road maintenance, but not construction or resurfacing; or (c) Street cleaning; (2) Cherry pickers and similar devices mounted on automobile or truck chassis and used to raise or lower workers; and Air compressors, pumps and generators, including spraying, welding, building cleaning, geophysical exploration, lighting and well servicing equipment. (3) 16."Occurrence" means an accident, including continuous or repeated exposure to substantially the same general harmful conditions. 17."Personal and advertising injury" means injury, including consequential "bodily injury", arising out of one or more of the following offenses: a. False arrest, detention or imprisonment; b. Malicious prosecution; c. 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; d. Oral, written or electronic publication of material that slanders or libels a person or organization or disparages a person's or organization's goods, products or services; e. Oral, written or electronic publication of material that violates a person's right of privacy; f. Copying, in your "advertisement", a person's or organization's "advertising idea" or style of "advertisement"; Infringement of copyright, slogan, or title of any literary or artistic work, in your "advertisement"; or h. Discrimination or humiliation that results in injury to the feelings or reputation of a natural person. 18."Pollutants" mean any solid, liquid, gaseous or thermal irritant or contaminant, including smoke, vapor, soot, fumes, adds, alkalis, chemicals and waste. Waste includes materials to be recycled, reconditioned or reclaimed. 19."Products-cornpleted operations hazard": a. Includes all "bodily injury" and "property damage" occurring away from premises you own or rent and arising out of "your product" or "your work" except: (1) Products that are still 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. (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. g. HG 00 01 06 05 Page 17 of 18 b. 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; (2) The existence of tools, uninstalled equipment or abandoned or unused materials; or Products or operations for which the classification, listed in the Declarations or in a policy schedule, states that products - completed operations are subject to the General Aggregate Limit. 20. "Property damage" means: a. Physical injury to tangible property, including all resulting loss of use of that property. All such loss of use shall be deemed to occur at the time of the physical injury that caused it; or b. Loss of use of tangible property that is not physically injured. All such loss of use shall be deemed to occur at the time of the "occurrence" that caused it. As used in this definition, computerized or electronically stored data, programs or software are not tangible property. Electronic data means information, facts or programs: a. Stored as or on; b. Created or used on; or c. 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. 21."Suit" means a civil proceeding in which damages because of "bodily injury", "property damage" or "personal and advertising injury" to which this insurance applies are alleged. "Suit" includes: a. An arbitration proceeding in which such damages are claimed and to which the insured must submit or does submit with our consent; or b. Any other alternative dispute resolution proceeding in which such damages are claimed and to which the insured submits with our consent. (3) 22. "Temporary worker" means a person who is furnished to you to substitute for a permanent "employee" on leave or to meet seasonal or short- term workload conditions. 23. "Volunteer worker" means a person who a. Is not your "employee"; b. Donates his or her work; c. Acts at the direction of and within the scope of duties determined by you; and d. Is not paid a fee, salary or other compensation by you or anyone else for their work performed for you. 24. "Your product": a. Means: (1) Any goods or products, other than real property, manufactured, sold, handled, distributed or disposed of by: (a) You; (b) Others trading under your name; or (c) A person or organization whose business or assets you have acquired; and (2) Containers (other than vehicles), materials, parts or equipment furnished in connection with such goods or products. b. Includes (1) Warranties or representations made at any time with respect to the fitness, quality, durability, performance or use of "your product"; and (2) The providing of or failure to provide warnings or instructions. c. Does not include vending machines or other property rented to or located for the use of others but not sold. 25. "Your work": a. 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. b. 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. Page 18 of 18 HG 00 01 06 05 Policy #46UENPB0920 COMMERCIAL AUTOMOBILE HA99160312 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL AUTOMOBILE BROAD FORM ENDORSEMENT This endorsement modifies insurance provided under the lollowIng: BUSINESS AUTO COVERAGE FORM To the extent that the provisions of this endorsement provide broader benefits to the "insured' than other previsions of the Coverage Form, the provisions of this endorsement apply. 1. BROAD FORM INSURED A. Subsidiaries and Newly Acquired or Formed Organizations The Named Insured shown in the DecJarations is amended to include: (1) Any legal business entity other than a partnership or joint venture, `ormed as a subsidiary in which you have an ownership interest of more than 50% on the effective date of the Coverage Form. However, the Named Insured does not include any subs diary that is an "insured" under any other automobile policy or would be an "insured" under such a policy but fcr its lernination cr the exhaustion of its Limit of Insurance. (2) Any organization that is acquired cr formed by you and over which you maintain majority owrership. However, the Named Insured does not include any newly formed or acquired organization: (a) That Is a partnership or joint venture, (0) That is an "insured" under any other policy. (c) That has exhausted its Limit of Insurance under any other policy, or (d) 180 days or more after its acquisition or formation by you, unless you have given us notice of the acquisition or formation. Coverage does not apply to 'bodily Injury" or 'property damage" that results from an "accident' that occurred before you formed or acquired the organization. B. Employees as Insureds Paragraph A.1. - WHO iS AN INSURED • of SECTION II - LIABILITY COVERAGE �s amended to add: Form HA 99 16 03 12 d. Any 'employee" of yours while using a covered 'auto" you don't own, hire or borrow in your business or your personal affairs. C. Lessors as Insureds Paragraph. A.'. - WHO IS AN INSURED - of Section II - Liability Coverage is amended to add: e. The lessor of a covered "auto" while the 'auto' is teased to you under a written agreement if: (1) The agreement requires you to provide direct primary insurance for the lessor and (2) The 'auto" is leased without a driver. Such a teased 'auto' will be considered a covered 'auto" you own and not a covered "auto' you hire. D. Addrtiona! Insured H Required by Contact (1) Paragraph A.1. - WHO IS AN INSURED - of Section II - Liability Coverage is amended to add: f. When you have agreed, in a wntter contract or written agreement, tat a person or organization be added as an additional insured on your business auto policy, such person or organization is an 'insured', but cnly to the extent such person or organization is liable for 'bodity Injury" or 'property damage' causes by the conduct of an "insured" under paragraphs a. or b. of Who Is Ar Irsured with regard to the ownership, maintenance or use o1 a covered "auto." 02011, The Hartford (Includes copyrighted material of ISO Properties. Inc., with its permission.) Page 1 of 5 Policy #46UENPB0920 The insurance afforded to any such additional insured applies only if the 'bodily injury' or 'property damage" occurs: (1) During the policy period, and (2) Subsequent to the execution of such written contract, and (3) Prior to the expiration of the period of time that the written contract requires such insurance be provided to the additional insured. (2) How Limits Apply If you have agreed In a written contract or written agreement that another person or organization be added as an additional insured on your policy, the most we will pay on behalf of such additional insured is the lesser of: (a) The limits of insurance specified in the written contract or written agreement: or (b) The Limits of Insurance shown in the Declarations. Such amount shall be a part of and not in addition to Limits of Insurance shown in the Declarations and described In this Section. Additional Insureds Other Insurance If we cover a claim or "suit" under this Coverage Part that may also be covered by other insurance available to an additional insured, such additional insured must submit such claim or 'suit" to the other insurer for defense and indemnity. However, this provision does not apply to the extent that you have agreed in a written contract or written agreement that this insurance is primary and non- contributory with the additional insured's own insurance. (4) Duties In The Event Of Accident, Claim, Suit or Loss If you have agreed in a written contract or written agreement that another person or organization be added as an additional insured on your policy, the additional insured shall be required to comply with the provisions in LOSS CONDITIONS 2. - DUTIES IN THE EVENT OF ACCIDENT, CLAIM , SUIT OR LOSS — OF SECTION IV — BUSINESS AUTO CONDITIONS. In the same manner as the Named Insured. (3) Form HA 99 16 03 12 E. Primary and Non -Contributory if Required by Contract Only with respect to insurance provided to an additional insured in 1.0. - Additional Insured If Required by Contract, the following provisions apply: (3) Primary Insurance When Required By Contract This Insurance is primary if you have agreed in a written contract or written agreement that this Insurance be prirnary. if other insurance is also primary. we will share with all that other Insurance by the method described in Other Insurance 5.d. (4) Primary And Non -Contributory To Other Insurance When Required By Contract If you have agreed in a written contract or written agreement that this insurance is primary and non-contributory with the additional insured's own insurance. this insurance is primary and we will not seek contribution from that other insurance. Paragraphs (3) and (4) do not apply to other insurance to which the additional insured has been added as an additional Insured. When this insurance is excess, we will have no duty to defend the insured against any "suit" If any other insurer has a duty to defend the Insured against that "suit'. If no other insurer defends, we will undertake to do so, but we will be entitled to the insured's rights against all those other insurers. When this insurance is excess over other Insurance. we will pay only our share of the amount of the loss, if any, that exceeds the sum of: (1) The total amount that all such other insurance would pay for the loss in the absence of this insurance: and (2) The total of all deductible and sett -insured amounts under all that other insurance. We will share the remaining loss, If any, by the method described in Other Insurance 5.d. 2. AUTOS RENTED BY EMPLOYEES Any "auto" hired or rented by your "employee' on your behatf and at your direction will be considered an 'auto' you hire. The OTHER INSURANCE Condition is amended by adding the following: © 2011, The Hartford (Includes copyrighted material of ISO Properties, Inc.. with its permission.) Page 2 of 5 Policy #46UENPB0920 tf an "employee's' personal insurance also applies on an excess basis to a covered 'auto' hired or rented by your 'employee' on your behalf and at your direction, thls insurance will be primary to the "employee's' personal insurance. 3. AMENDED FELLOW EMPLOYEE EXCLUSION EXCLUSION 5. - FELLOW EMPLOYEE - of SECTION II - LIABILITY COVERAGE does not app.y if you have workers' compensation insurance in -force covering ail of your "employees" Coverage is excess over any other collectible :nsurarca. 4. HIRED AUTC PHYSICAL DAMAGE COVERAGE If hired 'autos" are covered "autos' for Liability Coverage and if Comprehensive, Specified Causes of Loss, or Collision coverages are provided under this Coverage Form for any 'auto' you own, then the Physical Damage Coverages provided are extended to 'autos' you hire or borrow. subject to the following limit. The muni we will pay for 'loss" to any hired 'auto' is: (1) 5100,000: (2) The actual cash value of the damaged or stolen property at the time of the 'loss'; or (3) The cost of repairing or replacing the damaged or stolen property, whichever is smallest, minus a deductible. The deductible will be equal to the largest deductib e applicable to any owned "auto' for that coverage. No deductible applies to "toss" caused by fire or lightning. Hired Auto Physical Damage coverage is excess over any other collectible insurance. Subject t0 the above limit, deductible and excess previsions, we will provide coverage equal to the broadest coverage applicable to any covered "auto' you own. We will also cover loss of use of the hired "auto' if it results from an "accident", you are legally liable and the lessor incurs an actual financial loss, subject to a maximum of $1000 per "accident'. This extension of coverage does not apply to any "auto' you hire or borrow from any of your "employees", partners (if you are a partnership). members (i1 you are a limited liability company), or members of their households. Form HA 99 16 03 12 5. PHYSICAL DAMAGE - ADDITIONAL TEMPORARY TRANSPORTATION EXPENSE COVERAGE Paragraph A.4.a. o1 SECTION III - PHYSICAL DAMAGE COVERAGE is amended to provice a limit of $50 per day and a maximum lima of $1,000. 6. LOAN/LEASE GAP COVERAGE Under SECTION 111 - PHYSICAL DAMAGE COVERAGE, In the event of a total "loss' to a covered "auto', we will pay your additional legal cbtigation for any difference between the actual cash value of the "auto' at the lime of the `loss" and the "outstanding balance' of the loan/:ease. 'Outstanding balance' means the amount you owe on the loan/lease at the time of 'loss" less any amounts representing taxes; overdue payments; penalties, Interest or charges resulting from overdue payments: additional mileage charges; excess wear and tear charges; lease termination fees; security deposits nol returned by the lessor: costs for extended warranties, credit life Insurance, health, accident or disability insurance purchased with the loan or lease; and carry-over balances frorn previous bans or leases 7. AIRBAG COVERAGE Under Paragraph B. EXCLUSIONS - o1 SECTION III PHYSICAL DAMAGE COVERAGE, the following Is added' The exclusion relating to mechanical breakdown does not apply to the accidental d scharge of ar. airbag. 8. ELECTRONIC EQUIPMENT • BROADENED COVERAGE a. The exceptions to Paragraphs B.4 - EXCLUSIONS • of SECTION !ll - PHYSICAL DAMAGE COVERAGE are replaced by the following: Exclusions 4.c. and 4.d. dc rot apply 10 equipment designed to be operated solely by use of the power from the 'auto's' electrical system that, at the time of "loss'. is: (1) (2) (3) Permanently irstalled in or upon the covered 'auto'; Removable from a housing un't which is permanently Installed in or upon the covered 'auto'; An integral part of the same umt hcusing any electronic equipment described in Paragraphs (1) and (2) above: or m 2011, The Hartford (Includes copyrighted matenal of ISO Properties, Inc., with its permission.) Page 3 of 5 Poiicy #46UENPB0920 (4) Necessary for the normal operation of the covered "auto' or the monitoring of the covered "auto's" operating system. b.Section JII - Version CA 00 01 03 10 of the Business Auto Coverage Fcrm, Physical Damage Coverage, Limit of Insurarce. Paragraph C 2 and Version CA 00 01 10 01 of the Business Auto Coverage Form, Physical Damage Coverage, Limit of Insurance, Paragraph C are each amended 10 add the following: $1,500 is the most we will pay for `loss" in any one "accident" to all electronic equipment (other that equipment designed solely for the reproducticn of sound, and accessories used with such equipment) that reproduces, receives or transmits audio, visual or data signals which, at the time of "loss', is: (1) Permanently installed in or upon the covered 'auto' in a housirg, openirg or other location that is not nonneliy used by the 'auto' manufacturer for the installation of such equipment; (2) Removable from a permanently insta,Ied housing unit as described in Paragraph 2.a. above or is an integral par of that equipment; or (3) An integral part of such equipment. c. For each covered 'auto', should loss be limited to electronic equipment only, our obligation to pay for, repair, return or replace damaged or stolen electronic equipment will be reduced by the applicable deductible shown in the Declarations, or $250, whichever deductible is Tess, 9, EXTRA EXPENSE - BROADENED COVERAGE linter Paragraph A. - COVERAGE - of SECTION III - PHYSICAL DAMAGE COVERAGE, we wit pay for the expense of returning a stolen covered "auto" to you. 10- GLASS REPAIR - WAIVER OF DEDUCTIBLE Under Paragraph D. - DEDUCTIBLE - of SECTION III - PHYSICAL DAMAGE COVERAGE, the following is added: No deductible applies to glass damage if the glass is repaired rather than replaced. 11. TWO OR ttORE DEDUCTIBLES Under Paragraph D. - DEDUCTIBLE - of SECTION III - PHYSICAL DAMAGE COVERAGE, the folk)wing is added: Form HA 99 16 03 12 If another Hartford Financial Services Grcup, Inc. company policy or coverage form That s not an automobile policy or coverage form applies to the same 'accident", the following applies: (1) If the deductible under this Business Auto Coverage Form is the smaller (cr smallest) deductble, it will be waived; (2) If the deductible under this Business Auto Coverage Form is nct the sma.ler (or smallest) deductible, it will be reduced by the amount of the smaller (or smallest) deduc'Jble 12. AMENDED DUTIES IN THE EVENT OF ACCIDENT, CLAIM, SUIT OR LOSS The requirement it LOSS CONDITIONS 2 a - DUTIES IN THE EVENT OF ACCIDENT,CLAIM, SUIT OR LOSS • of SECTION IV - BUSINESS AUTO CONDITIONS that you must notify us of an "accident" applies only when the "accident' is known to: (1) You, if you are an individual; (2) A partner, if you are partnership; (3) A member, if you are a limited liability company; cr (4) An executive officer or insurance manager, if you are a corporation 13. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS If you unintentionally fail to disclose any hazards existing at the incepUon date of your policy, we will not deny coverage under This Coverage Form because of such failure 14. HIRED AUTO - COVERAGE TERRITORY Paragraph e. of GENERAL CONDITICNS 1. - POLICY PERIOD, COVERAGE TERRITORY • of SECTION IV - BUSINESS AUTO CONDITIONS is replaced by the following: e. For short-term hired 'autos`, the coverage territory with respect to Liability Coverage is anywhere in the world provided that rf the 'insured's" responsibility to pay car,ages for "bodily injury" or "property damage' is determined in a "suit," the 'suit" is brought in the United States of America, the territories end possessions of the United States of America, Puerto Rico or Canada or in a settlement we agree to 15. WAIVER OF SUBROGATION TRANSFER CF RIGHTS OF RECOVERY AGAINST OTHERS TO US - of SECTION IV - BUSINESS AUTO CONDITIONS is amended by adding the 10 lowing: r9 2011, The Hartford (Includes copyrighted material of ISO Properties, Inc.. with its permission.) Page 4 of 5 Policy #46UENPB0920 We waive any right of recovery we may nave against any person or organization with whom you have a written contract that requires such waiver because of payments we make for damages under This Coveroge Form. 16. RESULTANT MENTAL ANGUISH COVERAGE The definition of "bodily Injury' in SECTION V• DEFINIT;ONS is replaced by the following: 'Bod.ly injury' means bodily injury sickress or disease sustained by any persor., including mental anguish or death resulting from any of these. 17. EXTENDED CANCELLATION CONDITION Paragraph 2. of the COMMON POLICY CONDITIONS • CANCELLATION • appfies except es follows: If we cancel for any reason other than nonpayment of premium, we will mail or deliver to the first Named Insured wr.tten notice of cancellation at least 60 days before the effective dale of canceliation. 18. HYBRID, ELECTRIC, OR NATURAL GAS VEHICLE PAYMENT COVERAGE In the event of a total loss to a "non -hybrid" auto for which Comprehensive, Specified Causes of Loss, or Collispon coverages are provided under this Coverage Form, then such Physical Damage Coverages are amended as follows: a.lf the auto is replaced with a "hybrid" auto or an auto powered solely by electricity or natural gas, we will pay an additional 10%, to a maximum of $2,500. of the "non -hybrid" auto's actual cash value cr 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," Form HA 99 16 03 12 c.Regardless of the number of autos deemed a total loss, the most we will pay under Lhis Hybrid, Electric, or Natural Gas Vehicle Payment Coverage prevision for any one "loss' is 510,000, For the purposes of the coverage provision, a A 'non -hybrid" auto is defined as an auto that uses only an internal combustion engine to move the auto but does not include autos powered so ely by electricity or natural gas. b.A "hybrid' auto is defined as an auto with an internal combustion engine and one cr more electric motors; and that uses the internal combustion engine and one or mere electric motors to move the auto, or the internal combustion engine to charge one or more electric motors, which move the auto. 19, VEHICLE WRAP COVERAGE in the event of a total loss to an "auto" for which Comprehensive, Specified Causes of Loss, or Colliston coverages are provided under this Coverage Forrn, then such Physical Damage Coverages are amended to add the following: In aaoition to the actual cash value of the "auto', we will pay up to $1,000 for vinyl vehicle wraps which are displayed on the covered 'auto' al the time of total less. Regardless of the number of autos deemed a total loss, the most we will pay under this Vehicle Wrap Coverage provision for any one 'loss" is 55,000. For purposes of this coverage provision, s'.gns or other graphics painted or magnetically affixed to the vehicle are not conskfered vehicle wraps. 2011, The Hartford (Includes copyrighted material of ISO Properties. Inc., with its permission.) Page 5 01 5 *34002461.732720101 gPM mmm mama mma mom mmm mmm POLICY NUMBER: 46 UUN LJ3272 COMMERCIAL GENERAL LIABILITY CG 24 04 05 09 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Person Or Organization: BLANKET AS REQUIRED BY WRITTEN CONTRACT Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV — Conditions: We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the "products - completed operations hazard". This waiver applies only to the person or organization shown in the Schedule above. CG 24 04 05 09 © Insurance Services Office, Inc., 2008 Page 1 of 1 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT Policy Number: 46 WE AN7069 Endorsement Number: Effective Date: 06/01/15 Effective hour Is the same as stated on the Information Page of the policy. Named Insured and Address: HUITT-ZOLLARS, INC 1717 MCKINNEY AVE STE 1400 DALLAS, TX 75202 We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. SCHEDULE ANY PERSON OR ORGANIZATION FROM WHOM YOU ARE REQUIRED BY WRITTEN CONTRACT OR AGREEMENT TO OBTAIN THIS WAIVER OF RIGHT FROM US. Countersigned by Authorized Representative Form WC 00 03 13 Printed in U.S.A. Process Date: 06/15/15 Policy Expiration Date: 06/01/16