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HomeMy WebLinkAboutVACANT PROPERTY SECURITY (3)INSURANCE ON FILE WORK MAY PROCEED UNTIL INSURANCE EXPIRES A-201 9-2Zy io/3 ! ZaZ o CLERK OF COUNCIL DATE: O w-(0 54vik c uevaJ di FIRST AMENDMENT TO MASTER EQUIPMENT SERVICES AGREEMENT WITH VACANT PROPERTY SECURITY LLC THIS FIRST AMENDMENT TO AGREEMENT is entered into this 19th day of November, 2019, by and between Vacant Property Security, LLC, a Delaware limited liability company ("VPS"), and the City of Santa Ana, a charter city and municipal corporation duly organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. On December 5, 2017, the City entered into Agreement #A-2017-332 ("Agreement") with VPS to provide the placement of metal security doors, screens, and other security equipment on buildings as directed by the City. The term of the Agreement was for a one-year period until December 4, 2018, with an option for the parties to extend for an additional year. B. On December 4, 2018, the term of the Agreement was extended for an additional year by operation of an extension letter (A-2017-332-01). The term of the Agreement is still current and set to expire on December 4, 2019, C. The parties seek to amend the Agreement to extend the term of the agreement and increase the overall compensation to compensate for needed City security services during the extended term. THE PARTIES THEREFORE AGREE: 1. Purpose and Understanding, Section 2.2, shall be amended to extend the term of said Agreement for an additional one (1) year period until December 4, 2020. The parties shall have the option to agree to a one-year extension, exercisable by a writing by the City Manager, the City Attorney, and VPS. 2. Prices & Payment, Section 4.10, shall be amended to increase compensation by $55,000. Therefore, the total amount of the Agreement shall not exceed $170,000 to pay for the additional services during the extended term. 3. Except as hereinabove modified, the terms and conditions of said Agreement remain unchanged and in full force and effect. [signature page to follow] Page 1 of 2 IN WITNESS WHEREOF, the parties hereto have executed this First Amendment to the Agreement the date and year first above written. ATTEST: DAISY GOMEZ Clerk of the Council APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney Lisa Storck Assistant City Attorney RECOMMENDED FOR APPROVAL: Lis Ru ff Ex ve Director Parks, Recreation and Community Services Agency CITY OF SANTA ANA KRISTINE RIDGE City Manager VACANT PROPERTY SECURITY, LLC Digitally S9nM by Anthony Paca�diha Anthony Dal, rn-AnthoMPnunrnhha,u=Vacant Prapeny security, 114 ou, Pocorobba •mail=apncuiubha0vps]60c non (JS On9:10i9.1 i.o90e:a95%,00' By: Anthony Pocorobba Title: Vice President Page 2 of 2 CERTIFICATE OF LIABILITY INSURANCE DATE(MMIDDIYYYY) 6/3/2020 $/$/ 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, thI If SUBROGATION IS WAIVED, subject to the terms and conditions of this certificate does not confer rights to the certificate holder In lieu of PRODUCER Lockton Companies 3280 Peachtree Road NE, Suite #250 Atlanta GA 30305 (404)460-3600 44 62 144Vacant Property Security LLC 675 1230 Veterans Highway, Suite F3 Bristol PA 19007 COVERAGES CFRTIPIr.ATC MI (Moen. --- ---- �w Prensions or as endorsed. certain policies may require an endorsement. A statement on --_-.-.._"5 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED XXXXXXX 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 EXCLUSIONS AND IS SUBJECT TO CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. ALL THE TERMS, NSR L TYPE OF INSURANCE ADD MPOLILICY EFF POpCCYEXP POLICY NUMBER LIMITS A X COMMERCIALGENERALLIABILITY Y N 1 6072126021 6/3/20I9 6/3/2020 EACH OCCURRENCE QAIM&MADE IN] OCCUR S 1000000 PRE ISE eau s 300 000 MED EXP (Any on. Parana s 15000 SAD 6EML AGGREGATE LIMIT APPLIES PER: PERSONALVINJURY s 1000000 POLICY ❑ JECT D Lee GENERAL AGGREGATE s 2 000 000 OTHER: PRODUCTS--, S 2000000 A AUTOMOBILELIABILDY N N 6072126648 6/3/2019 fil3/2020 COM INEDSINc IMn s X ANY AUTO aacddent S ] 000000 OWNED SCHEDULED BODILY INJURY (Par pan,n) S xxxxxxx AUTOS ONLY AUTOS HIRED NON -OWNED BODILY INJURY (Par eaidea) s TN y��ry AUTOS ONLY AUTOS ONLY ! PofeEERia ID MAGEE-_— $ VyMW ��X.-- �"��u+a���awxxxxxxxxx B X UMBRELLALUIB X OCCUR N N 6072126634 S 6/3/2019 6/3/2020 EACH OCCURRENCE EXCESS LUB CLAIMS -MADE I S 25 000 000 AGGREGATE DED RETENTIONS S 25 000 000 WORKERS COMPENSATION C N S AND EMPLOYERS' LIABILRY 6072126617 X AM ANY PROPRIETOHIPARTNERIEAECUTIVE YIN ',, 6/3/2019 6/3/2020 PER R . (Mandatary NX) ��EDT 7 NIA E.L. EACH ACCIOENT ; I000000 I'M deao,ibe under E.L DISEASE -EA EMPLOY DESCRIPTION OF OPERATIONS below S 1,000,000 D Crime E.L. DISEASE -POUCYUMn Is N N BCCR45000270-24 I O 0000 6/30019 6/372020 Limit: $10,000,000 Deductible: StOO,000 DESCRIPTION OF OPERATIONS / LOCATIONS I VEHICLES (Actin 101, Additional RemaMa may ba anached Nmare epee¢ Is mused) THIS CERTIFICATE SUPERSEDES ALL PREVIOUSLY ISSUED CEJ MCATES FOR THIS HOLDER APPLICABSPhedula, LE TOTHE CARRIERS LISTEDAND THE POLICY TERM(S) REFERENCED. The City of Santa Ana, its officers, employees, agents, and representatives are incl Additional Insured in accordance with the policy provisions of the General Liability policy. & APPRO REVIEWED . By Risk MANAGEMENT DIVISION 19 2019 CERTIFICATE HOLDER 15367553 City of Santa Ana Risk Management Division 20 Civic Center Plaza, 4th floor Santa Ana CA 92702 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 ACORD 25 (2016103) The ACORD name and logo are registered marks of ACORD CONTINUATION DESCRIPTION Of OPERATIONSLLOCAnnuemc.._ - o. cMUUK ENT/SPECIAL PROVISIONS (Use only If mom apace Ic nqulred) 30 Days Notice of Cancellation/Non-renewal, except 10 days for nonpayment of premium, to the certificate holder when required by written agreement. ACORD 25 (2016/03) Certificate Holder TD: 15367553 Francine R. es'° b ` 1 �eIr\1Ih—I Villareal „. ACORO® CERTIFICATE OF LIABILITY INSURANCE DATE "MMIDDIYVYV) 8/17n020 8/12/2020 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 have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Lockton Corri COONEACT NA 3280 Peachtree RDad NE, Suite #250 PHONE FAX IC, N. Ext: AIC No : .Atlanta GA 30305 E (404) 460-3600 ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC# INSURER A: National Fife Insurance CO of Harttol'd 20478 INSURED VaCun1 Property Security LLC INSURER B: The Continental Insurance Company 35289 INSURER C : American Casualty Company of Reading. PA 20427 1446275 1230 Veterans Highway, Suite F3 Bn9tol PA 19007 INSURER D: Berkley Insurance Company 32603 INSURER E: Continental Casualty Coinpany 20443 INSURER F : COVERAGES CERTIFICATE NUMBER: 15367553 REVISION NUMBER: XXXXXXX 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 rypE OF INSURANCE ADDLSUBR POLICYEFF POLICYEXP LEE INSD WVD POLICY NUMBER MMIDDIYVYV MMIDDIYVYV LIMITS A X COMMERCIAL GENERAL LIABILITY y N 6072126021 63/2020 6/32021 EACH OCCURRENCE $ 1,000.000 CLAIMS -MADE I OCCUR PREIM SESOEa occurr0e nee $ 300,000 MED EXP (Any one person) $ 15,000 PERSONAL &ADV INJURY $ 1,000.000 GEN'L AGGREGATE LIMIT APPLIES PER GENERAL AGGREGATE $ 2,000,000 POLICY F— PECT RO- F- LOC J PRODUCTS-COMPIOPAGG $ 2,000,000 OTHER: $ A AUTOMOBILE LIABILITY N N 607212664H 63/2020 6/32021 COMBINED SINGLE LIMIT Ee eooidanl $ 1,000,000 BODILY INJURY (Per person) $ XXXXX�i ANY AUTO I OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Per accident $ XXXXXXX HIRED NOWOWNEDPROPERTY AUTOS ONLY AUTOS ONLY DAMAGE Per mer, nt $XXXXXXX $XXXXXXX H X UMBRELLA LIAB X OCCUR N N 6072126634 6l3/2020 6/3/2021 EACH OCCURRENCE $ 25.000.000 EXCESS LIAB CLAIMS -MADE AGGREGATE $ 25,000,000 DED RETENTION$ $ XXXXXxx G WORKERS COMPENSATION YIN AND EMPLOYERS' LIABILITY ANY PROPRIETORIPARTNEWEXECUTIVE OFFICERIMEMBER EXCLUDED? (Mandatary in NH) NIA N 6072L26617 6l3/2020 6/3/2021X STATUTE OIRH E. L EACH ACCIDENT E.L DISEASE - EA EMPLOYEE $ 1,000,000 $ 1,000,000 f yes, describe under DESCRIPTION OF OPERATIONS b I I SEPOLICYLIMIT $ 1,000.000 D Crime N N BCCR45000270-14 63/2019 8/172020 S I O,000,000;Ded:S 10Q000 E ProlussionaL Llob. 652003615 6'3/2020 6/3/2021 S5,000.000; RET:S50,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) THIS CERTIFICATE SUPERSEDES ALL PRE VIOIISLY ISSUED CERTIFICATES FUR THIS HOLDER -APPLIC ABLE TO THE CARRIERS LISTED AND THE Pn LICti TERNI(S) REFERENCED. The Citv of Santa Ana, its otFcers. employees. agents, and ncteesentatives are included as Additional Insured in accordance with the policy provisions of the General Liability Policy. General Liability coverage is on a pi9maiy and nun-mnh'ibutory basis as requiredby written contact subject to pnhcV tct'ins. conditions and exclusions. 15367553 City of Santa Ana Risk Management Division 20 Civic Center Plaza, 4th t7ooi Santa Ana CA 92702 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 ACORD 25 (2016103) The ACORD name and logo are registered marks of ACORD IUBR i1t8118.ganerd Diuisinn REVIEWED&APPROVEDBV: '� Risk Management Analyst CONTINUATION DESCRIPTION OF OPERATIONSILOCATIONSIVEHICLESIEXCLUSIONS ADDED BY ENDO RSEMENTISPECIAL PROVISIONS (USe only if mare space is required) 30 Days Notice of Cancellation/Non-renewal, except 10 days for nonpayment of premium, to the certificate holder when required by written agreement. ACORD 25 (2016/03) Rime ManagementDiy II REVIEWED&APPROVED BY: '� Risk Management Analyst Digitally signed by Francine R. Francine R. Villareal Villareal ACORO° CERTIFICATE OF LIABILITY INSURANCE 9/30/2022 DATE (MMIDDIYWY) IC /2021 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 have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Lockton Companies CONT NAMEACT 3280 Peachtree Road NE, Suite #250 Atlanta GA 30305Ext (404)460-3600 PHONE FAX : A/C Na E-MAILE ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # INSURER A: National Fire Tnsurance Co of Hartford 20478 INSURED Vacant Property Security LLC 1446275 1230 Veterans Highway, Suite F3 INSURER B : The Continental Insurance Company 35289 INSURER C : American Casualty Company of Reading,PA 20427 INSURER D : Berkley Insurance Company 32603 Bristol PA 19007 INSURER E : Continental Casualty Company 20443 INSURER F : COVERAGES CERTIFICATE NUMBER: 15367553 REVISION NUMBER: XXXXXXX 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 INSD SUBR WVD POLICY NUMBER POLICY EFF MMIDDIYYYY POLICY EXP MMIDD/YYYY LIMITS A X COMMERCIAL GENERAL LIABILITY Y N 6072126021 9/30/2021 9/30/2022 EACH OCCURRENCE $ 1,000,000 CLAIMS -MADE � OCCUR DAMAGER( RENTED PREMISES Ea occurrence $ 300,000 MED EXP (Any one person) $ 15,000 PERSONAL & ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 POLICY ❑ PRO ❑ LOC JECT PRODUCTS - COMP/OP AGG $ 2 00O 000 $ OTHER: A AUTOMOBILE LIABILITY N N 6072126648 9/30/2021 9/30/2022 COMBINED SINGLE LIMIT Ea accident $ 1,000,000 X BODILY INJURY (Per person) $ XXXXXXX ANY AUTO BODILY INJURY (Per accident) $ XXXXXXX OWNED SCHEDULED AUTOS ONLY AUTOS PROPERTY DAMAGE Per accident $ XXXXXXX HIRED NON -OWNED ONLY AUTOS ONLY $XXXXXXX B X UMBRELLA LIAB X OCCUR N N 6072126634 9/30/2021 9/30/2022 EACH OCCURRENCE $ 25,000,000 AGGREGATE $ 25,000,000 EXCESS LIAB CLAIMS -MADE DED RETENTION $ $ XXXXXXX C WORKERS COMPENSATIONPER AND EMPLOYERS' LIABILITY YIN ANY PROPRIETOR/PARTNER/EXECUTIVE ❑ OFFICER/MEMBER EXCLUDED? N (Mandatory in NH) N I A N 60721 2661 7 9/30/2021 9/30/2022 X STATUTE DER E.L. EACH ACCIDENT $ 1000 000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ 1,000,000 D Crime N N BCCR-45000270-25 9/30/2021 9/30/2022 $10,000,000;Ded:$100,000 E Professional Liab. 652003615 9/30/2021 9/30/2022 S5,000,000; RET:$50,000 DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) The City of Santa Ana, its officers, employees, agents, and representatives are included as Additional Insured in accordance with the policy provisions of the General Liability policy. General Liability coverage is on a primary and non-contributory basis as required by written contract subject to policy terms, conditions and exclusions. Certificate of Insurance shall provide thirty (30) day prior written notice of cancellation. 15367553 City of Santa Ana Risk Management Division 20 Civic Center Plaza, 4th floor Santa Ana CA 92702 ACORD 25 (2016/03) 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 REPRIESENTAT VE� �' R181! M&T7Ag71'Y12ttt DR4810R REVIEWED & APPROVED BY.- 015 ACORD C °34iiiL IfL v� The ACORD name and logo are registered marks of ACORD ` Risk Management Analyst CNA CNA PARAMOUNT Blanket Additional Insured - Owners, Lessees or Contractors -with Products -Completed Operations Coverage Endorsement This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART It is understood and agreed as follows: I. WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this coverage part, 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: A. in the performance of your ongoing operations subject to such written contract; or B. in the performance of your work subject to such written contract, but only with respect to bodily injury or property damage included in the products -completed operations hazard, and only if: 1. the written contract requires you to provide the additional insured such coverage; and 2. this coverage part provides such coverage. II. But if the written contract requires: A. additional insured coverage under the 11-85 edition, 10-93 edition, or 10-01 edition of CG2010, or under the 10- 01 edition of CG2037; or B. additional insured coverage with "arising out of language; or C. additional insured coverage to the greatest extent permissible by law; then paragraph I. above is deleted in its entirety and replaced by the following: WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this coverage part, but only with respect to liability for bodily injury, property damage or personal and advertising injury arising out of your work that is subject to such written contract. III. Subject always to the terms and conditions of this policy, including the limits of insurance, the Insurer will not provide such additional insured with: A. coverage broader than required by the written contract; or B. a higher limit of insurance than required by the written contract. IV. The insurance granted by this endorsement to the additional insured does not apply to bodily injury, property damage, or personal and advertising injury arising out of: A. 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; and 2. supervisory, inspection, architectural or engineering activities; or B. any premises or work for which the additional insured is specifically listed as an additional insured on another endorsement attached to this coverage part. V. Under COMMERCIAL GENERAL LIABILITY CONDITIONS, the Condition entitled Other Insurance is amended to add the following, which supersedes any provision to the contrary in this Condition or elsewhere in this coverage part: CNA75079XX (10-16) Pol Page 1 of 2 EndorsemE RAMmWmadDiAskm Nat'l Fire Ins Co of Hartford Effectly 3p r RE�AEWED&APPROVED BY.- Insured Name: ASP MCS ACQUISITION CORP p+�e VSA44a Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its Risk Management Analyst CNA CNA PARAMOUNT Blanket Additional Insured - Owners, Lessees or Contractors -with Products -Completed Operations Coverage Endorsement Primary and Noncontributory Insurance With respect to other insurance available to the additional insured under which the additional insured is a named insured, this insurance is primary to and will not seek contribution from such other insurance, provided that a written contract requires the insurance provided by this policy to be: 1. primary and non-contributing with other insurance available to the additional insured; or 2. primary and to not seek contribution from any other insurance available to the additional insured. But except as specified above, this insurance will be excess of all other insurance available to the additional insured. VI. Solely with respect to the insurance granted by this endorsement, the section entitled COMMERCIAL GENERAL LIABILITY CONDITIONS is amended as follows: The Condition entitled Duties In The Event of Occurrence, Offense, Claim or Suit is amended with the addition of the following: Any additional insured pursuant to this endorsement will as soon as practicable: 1. give the Insurer written notice of any claim, or any occurrence or offense which may result in a claim; 2. send the Insurer copies of all legal papers received, and otherwise cooperate with the Insurer in the investigation, defense, or settlement of the claim; and 3. make available any other insurance, and tender the defense and indemnity of any claim to any other insurer or self -insurer, whose policy or program applies to a loss that the Insurer covers under this coverage part. However, if the written contract requires this insurance to be primary and non-contributory, this paragraph 3. does not apply to insurance on which the additional insured is a named insured. The Insurer has no duty to defend or indemnify an additional insured under this endorsement until the Insurer receives written notice of a claim from the additional insured. VII. Solely with respect to the insurance granted by this endorsement, the section entitled DEFINITIONS is amended to add the following definition: Written contract means a written contract or written agreement that requires you to make a person or organization an additional insured on this coverage part, provided the contract or agreement: A. is currently in effect or becomes effective during the term of this policy; and B. was executed prior to: 1. the bodily injury or property damage; or 2. the offense that caused the personal and advertising injury; for which the additional insured seeks coverage. Any coverage granted by this endorsement shall apply solely to the extent permissible by law. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. CNA75079XX (10-16) Page 2 of 2 Nat'l Fire Ins Co of Hartford Insured Name: ASP MCS ACQUISITION Copyright CNA All Rights Reserved Pol EndorsemE RiskMmWmadciAsion Effectiv i / r RE�AEWED & APPROVED BY.- CORP V;aa Includes copyrighted material of Insurance Services Office, Inc., with its Risk Management Analyst CNA CNA PARAMOUNT Real Estate General Liability Extension Endorsement It is understood and agreed that this endorsement amends the COMMERCIAL GENERAL LIABILITY COVERAGE PART as follows. If any other endorsement attached to this policy amends any provision also amended by this endorsement, then that other endorsement controls with respect to such provision, and the changes made by this endorsement with respect to such provision do not apply. TABLE OF CONTENTS 1. Additional Insureds 2. Additional Insured - Primary And Non -Contributory To Additional Insured's Insurance 3. Bodily Injury — Expanded Definition 4. Broad Knowledge of Occurrence/ Notice of Occurrence 5. Broad Named Insured 6. Estates, Legal Representatives and Spouses 7. Expected Or Intended Injury — Exception for Reasonable Force 8. In Rem Actions 9. Incidental Health Care Malpractice Coverage 10. Joint Ventures/Partnership/Limited Liability Companies 11. Legal Liability — Damage To Premises 12. Medical Payments 13. Non -owned Aircraft Coverage 14. Non -owned Watercraft 15. Personal And Advertising Injury — Discrimination or Humiliation 16. Personal And Advertising Injury - Limited Contractual Liability 17. Property Damage - Elevators 18. Supplementary Payments 19. Unintentional Failure To Disclose Hazards 20. Waiver of Subrogation — Blanket CNA74902XX (1-15) Page 1 of 14 Nat'l Fire Ins Insured Name: ASP Co of Hartford MCS ACQUISITION Copyright CNA All Rights Reserved Pol EndorsemE Risk MmWmadDiAsiun Effectiv / z REVIEWED & APPROVED BY.- z, CORP V;aa Includes copyrighted material of Insurance Services Office, Inc., with its Risk Management Analyst CNA CNA PARAMOUNT Real Estate General Liability Extension Endorsement 1. ADDITIONAL INSUREDS a. WHO IS AN INSURED is amended to include as an Insured any person or organization described in paragraphs A. through L. below whom a Named Insured is required to add as an additional insured on this Coverage Part under a written contract or written agreement, provided such contract or agreement: (1) is currently in effect or becomes effective during the term of this Coverage Part; and (2) was executed prior to: (a) the bodily injury or property damage; or (b) the offense that caused the personal and advertising injury, for which such additional insured seeks coverage. b. However, subject always to the terms and conditions of this policy, including the limits of insurance, the Insurer will not provide such additional insured with: (1) a higher limit of insurance than required by such contract or agreement; or (2) coverage broader than required by such contract or agreement, and in no event broader than that described by the applicable paragraph A. through L. below. Any coverage granted by this endorsement shall apply only to the extent permissible by law. c. When an additional insured described below, or in an endorsement attached to this policy is: (1) An individual, then his/her spouse is also an insured; (2) A partnership, then its partners and their spouses are also insureds; (3) A limited liability company, then its members and managers are also insureds; or (4) An organization other than a partnership, joint venture or limited liability company, then its executive officers, directors and shareholders are also insureds; but only with respect to their roles as such, and only with respect to locations or operations to which additional insured coverage applies. A. Controlling Interest Any person or organization with a controlling interest in a Named Insured, but only with respect to such person or organization's liability for bodily injury, property damage or personal and advertising injury arising out of: 1. such person or organization's financial control of a Named Insured; or 2. premises such person or organization owns, maintains or controls while a Named Insured leases or occupies such premises; provided that the coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. B. Co-owner of Insured Premises A co-owner of a premises co -owned by a Named Insured and covered under this insurance but only with respect to such co -owner's liability for bodily injury, property damage or personal and advertising injury as co-owner of such premises. C. Grantor of Franchise Any person or organization that has granted a franchise to a Named Insured, but only with respect to such person or organization's liability for bodily injury, property damage or personal and advertising injury as grantor of a franchise to the Named Insured. CNA74902XX (1-15) Pol Page 2 of 14 EndorsemE Risk MmWmadDiAsian Nat'l Fire Ins Co of Hartford Effectly 3 r RE�AEWED&APPROVED BY. - Insured Name: ASP MCS ACQUISITION CORP � L' p s" PZ. VSA44a Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its Risk Management Analyst CNA CNA PARAMOUNT Real Estate General Liability Extension Endorsement D. Lessor of Equipment Any person or organization from whom a Named Insured leases equipment, but only with respect to liability for bodily injury, property damage or personal and advertising injury caused, in whole or in part, by the Named Insured's maintenance, operation or use of such equipment, provided that the occurrence giving rise to such bodily injury, property damage or the offense giving rise to such personal and advertising injury takes place prior to the termination of such lease. E. Lessor of Land Any person or organization from whom a Named Insured leases land but only with respect to liability for bodily injury, property damage or personal and advertising injury arising out of the ownership, maintenance or use of such land, provided that the occurrence giving rise to such bodily injury, property damage or the offense giving rise to such personal and advertising injury takes place prior to the termination of such lease. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. F. Lessor of Premises An owner or lessor of premises leased to the Named Insured, or such owner or lessor's real estate manager, but only with respect to liability for bodily injury, property damage or personal and advertising injury arising out of the ownership, maintenance or use of such part of the premises leased to the Named Insured, and provided that the occurrence giving rise to such bodily injury or property damage, or the offense giving rise to such personal and advertising injury, takes place prior to the termination of such lease. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. G. Mortgagee, Assignee or Receiver A mortgagee, assignee or receiver of premises but only with respect to such mortgagee, assignee or receiver's liability for bodily injury, property damage or personal and advertising injury arising out of the Named Insured's ownership, maintenance, or use of a premises by a Named Insured. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. H. State or Governmental Agency or Subdivision or Political Subdivisions — Permits A state or governmental agency or subdivision or political subdivision that has issued a permit or authorization but only with respect to such state or governmental agency or subdivision or political subdivision's liability for bodily injury, property damage or personal and advertising injury arising out of: 1. the following hazards in connection with premises a Named Insured owns, rents, or controls and to which this insurance applies: the existence, maintenance, repair, construction, erection, or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoistaway openings, sidewalk vaults, street banners, or decorations and similar exposures; or b. the construction, erection, or removal of elevators; or c. the ownership, maintenance or use of any elevators covered by this insurance; or 2. the permitted or authorized operations performed by a Named Insured or on a Named Insured's behalf. The coverage granted by this paragraph does not apply to: a. Bodily injury, property damage or personal and advertising injury arising out of operations performed for the state or governmental agency or subdivision or political subdivision; or CNA74902XX (1-15) Page 3 of 14 Nat'l Fire Ins Insured Name: ASP Co of Hartford MCS ACQUISITION Copyright CNA All Rights Reserved Pol EndorsemE RiskMmWmadciAsiun Effectiv / z REVIEWED & APPROVED BY.- z, CORP V;aa Includes copyrighted material of Insurance Services Office, Inc., with its Risk Management Analyst CNA CNA PARAMOUNT Real Estate General Liability Extension Endorsement b. Bodily injury or property damage included within the products -completed operations hazard. With respect to this provision's requirement that additional insured status must be requested under a written contract or agreement, the Insurer will treat as a written contract any governmental permit that requires the Named Insured to add the governmental entity as an additional insured. I. Tenants Any tenant of a Named Insured, but only with respect to bodily injury, property damage or personal and advertising injury solely and directly caused by: 1. acts of omissions of the Named Insured; or 2. acts or omissions of someone acting on behalf of the Named Insured, other than the additional insured, its employees or agents; in the performance of the Named Insured's ongoing operations at premises the Named Insured owns or operates. The coverage granted by this ADDITIONAL INSUREDS - Tenants provision does not apply to: a. liability arising out of acts or omissions by, on behalf of, or for the additional insured; nor b. any occurrence or offense which takes place after the additional insured ceased to the Named Insured's tenant at the premises where the occurrence or offense occurred. J. Trade Show Event Lessor 1. With respect to a Named Insured's participation in a trade show event as an exhibitor, presenter or displayer, any person or organization whom the Named Insured is required to include as an additional insured, but only with respect to such person or organization's liability for bodily injury, property damage or personal and advertising injury caused by: a. the Named Insured's acts or omissions; or b. the acts or omissions of those acting on the Named Insured's behalf, in the performance of the Named Insured's ongoing operations at the trade show event premises during the trade show event. 2. The coverage granted by this paragraph does not apply to bodily injury or property damage included within the products -completed operations hazard. K. Vendor Any person or organization but only with respect to such person or organization's liability for bodily injury or property damage arising out of your products which are distributed or sold in the regular course of such person or organization's business, provided that: 1. The coverage granted by this paragraph does not apply to: a. bodily injury or property damage for which such person or organization is obligated to pay damages by reason of the assumption of liability in a contract or agreement unless such liability exists in the absence of the contract or agreement; b. any express warranty unauthorized by the Named Insured; c. any physical or chemical change in any product made intentionally by such person or organization; 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; CNA74902XX (1-15) Pol Page 4 of 14 EndorsemE RiskMmWmadDiAsian Nat'l Fire Ins Co of Hartford Effectly 3 r RE�AEWED&APPROVED BY. - Insured Name: ASP MCS ACQUISITION CORP � L' p s" PZ. VSA44a Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its Risk Management Analyst CNA CNA PARAMOUNT Real Estate General Liability Extension Endorsement e. any failure to make any inspections, adjustments, tests or servicing that such person or organization 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; f. demonstration, installation, servicing or repair operations, except such operations performed at such person or organization's premises in connection with the sale of a product; g. products which, after distribution or sale by the Named Insured, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for such person or organization; or h. bodily injury or property damage arising out of the sole negligence of such person or organization 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: (1) the exceptions contained in Subparagraphs d. orf. above; or (2) such inspections, adjustments, tests or servicing as such person or organization has agreed with the Named Insured 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 Paragraph K. does not apply to any insured person or organization, from whom the Named Insured has acquired such products, nor to any ingredient, part or container, entering into, accompanying or containing such products. 3. This Paragraph K. also does not apply: a. to any vendor specifically scheduled as an additional insured by endorsement to this Coverage Part; b. to any of your products for which coverage is excluded by endorsement to this Coverage Part; nor c. if bodily injury or property damage included within the products -completed operations hazard is excluded by endorsement to this Coverage Part. L. Other Person Or Organization Any person or organization who is not an additional insured under Paragraphs A. through K. above. Such additional insured is an Insured solely for bodily injury, property damage or personal and advertising injury for which such additional insured is liable because of the Named Insured's acts or omissions. The coverage granted by this paragraph does not apply to any person or organization: 1. for bodily injury, property damage, or personal and advertising injury arising out of the rendering or failure to render any professional service; 2. for bodily injury or property damage included within the products -completed operations hazard; nor 3. who is specifically scheduled as an additional insured on another endorsement to this Coverage Part. 2. ADDITIONAL INSURED - PRIMARY AND NON-CONTRIBUTORY TO ADDITIONAL INSURED'S INSURANCE A. The Other Insurance Condition in the COMMERCIAL GENERAL LIABILITY CONDITIONS Section is amended to add the following paragraph: If the Named Insured has agreed in writing in a contract or agreement that this insurance is primary and non- contributory relative to an additional insured's own insurance, then this insurance is primary, and the Insurer will not seek contribution from that other insurance. For the purpose of this Provision 2., the additional insured's own insurance means insurance on which the additional insured is a named insured. B. With respect to persons or organizations that qualify as additional insureds pursuant to paragraph I.L. of this endorsement, the following sentence is added to the paragraph above: CNA74902XX (1-15) Page 5 of 14 Nat'l Fire Ins Insured Name: ASP Co of Hartford MCS ACQUISITION Copyright CNA All Rights Reserved Pol EndorsemE RiskMmWmadciAsian Effectiv / z REVIEWED & APPROVED BY.- z, CORP V;aa Includes copyrighted material of Insurance Services Office, Inc., with its Risk Management Analyst CNA CNA PARAMOUNT Real Estate General Liability Extension Endorsement Otherwise, and notwithstanding anything to the contrary elsewhere in this Condition, the insurance provided to such person or organization is excess of any other insurance available to such person or organization. 3. BODILY INJURY— EXPANDED DEFINITION Under DEFINITIONS, the definition of bodily injury is deleted and replaced by the following: Bodily injury means physical injury, sickness or disease sustained by a person, including death, humiliation, shock, mental anguish or mental injury sustained by that person at any time which results as a consequence of the physical injury, sickness or disease. 4. BROAD KNOWLEDGE OF OCCURRENCE/ NOTICE OF OCCURRENCE Under CONDITIONS, the condition entitled Duties in The Event of Occurrence, Offense, Claim or Suit is amended to add the following provisions: A. BROAD KNOWLEDGE OF OCCURRENCE The Named Insured must give the Insurer or the Insurer's authorized representative notice of an occurrence, offense or claim only when the occurrence, offense or claim is known to a natural person Named Insured, to a partner, executive officer, manager or member of a Named Insured, or to an employee designated by any of the above to give such notice. B. NOTICE OF OCCURRENCE The Named Insured's rights under this Coverage Part will not be prejudiced if the Named Insured fails to give the Insurer notice of an occurrence, offense or claim and that failure is solely due to the Named Insured's reasonable belief that the bodily injury or property damage is not covered under this Coverage Part. However, the Named Insured shall give written notice of such occurrence, offense or claim to the Insurer as soon as the Named Insured is aware that this insurance may apply to such occurrence, offense or claim. 5. BROAD NAMED INSURED WHO IS AN INSURED is amended to delete its Paragraph 3. in its entirety and replace it with the following: 3. Pursuant to the limitations described in Paragraph 4. below, any organization in which a Named Insured has management control: a. on the effective date of this Coverage Part; or b. by reason of a Named Insured creating or acquiring the organization during the policy period, qualifies as a Named Insured, provided that there is no other similar liability insurance, whether primary, contributory, excess, contingent or otherwise, which provides coverage to such organization, or which would have provided coverage but for the exhaustion of its limit, and without regard to whether its coverage is broader or narrower than that provided by this insurance. But this BROAD NAMED INSURED provision does not apply to: (a) any partnership or joint venture; or (b) any organization for which coverage is excluded by another endorsement attached to this Coverage Part. For the purpose of this provision, and of this endorsement's JOINT VENTURES / PARTNERSHIP / LIMITED LIABILITY COMPANIES provision, management control means: A. owning interests representing more than 50% of the voting, appointment or designation power for the selection of a majority of the Board of Directors of a corporation, or the members of the management board of a limited liability company; or B. having the right, pursuant to a written trust agreement, to protect, control the use of, encumber or transfer or sell property held by a trust. CNA74902XX (1-15) Page 6 of 14 Nat'l Fire Ins Insured Name: ASP Co of Hartford MCS ACQUISITION Copyright CNA All Rights Reserved Pol EndorsemE RiskMmWmadciAsion Effectiv i / r RE�AEWED & APPROVED BY.- CORP V;aa Includes copyrighted material of Insurance Services Office, Inc., with its Risk Management Analyst CNA CNA PARAMOUNT Real Estate General Liability Extension Endorsement 4. With respect to organizations which qualify as Named Insureds by virtue of Paragraph 3. above, this insurance does not apply to: a. bodily injury or property damage that first occurred prior to the date of management control, or that first occurs after management control ceases; nor b. personal or advertising injury caused by an offense that first occurred prior to the date of management control or that first occurs after management control ceases. 5. The insurance provided by this Coverage Part applies to Named Insureds when trading under their own names or under such other trading names or doing -business -as names (dba) as any Named Insured should choose to employ. 6. ESTATES, LEGAL REPRESENTATIVES, AND SPOUSES The estates, heirs, legal representatives and spouses of any natural person Insured shall also be insured under this policy; provided, however, coverage is afforded to such estates, heirs, legal representatives, and spouses only for claims arising solely out of their capacity or status as such and, in the case of a spouse, where such claim seeks damages from marital community property, jointly held property or property transferred from such natural person Insured to such spouse. No coverage is provided for any act, error or omission of an estate, heir, legal representative, or spouse outside the scope of such person's capacity or status as such, provided however that the spouse of a natural person Named Insured and the spouses of members or partners of joint venture or partnership Named Insureds are Insureds with respect to such spouses' acts, errors or omissions in the conduct of the Named Insured's business. 7. EXPECTED OR INTENDED INJURY— EXCEPTION FOR REASONABLE FORCE Under COVERAGES, Coverage A — Bodily Injury And Property Damage Liability, the paragraph entitled Exclusions is amended to delete the exclusion entitled Expected or Intended Injury and replace it with the following: This insurance does not apply to: 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. 8. IN REM ACTIONS A quasi in rem action against any vessel owned or operated by or for the Named Insured, or chartered by or for the Named Insured, will be treated in the same manner as though the action were in personam against the Named Insured. 9. INCIDENTAL HEALTH CARE MALPRACTICE COVERAGE Solely with respect to bodily injury that arises out of a health care incident: A. Under COVERAGES, Coverage A — Bodily Injury And Property Damage Liability, the paragraph entitled Insuring Agreement is amended to replace Paragraphs 1.b.(1) and 1.b.(2) with the following: b. This insurance applies to bodily injury provided that the professional health care services are incidental to the Named Insured's primary business purpose, and only if: (1) such bodily injury is caused by an occurrence that takes place in the coverage territory. (2) the bodily injury first occurs during the policy period. All bodily injury arising from an occurrence will be deemed to have occurred at the time of the first act, error, or omission that is part of the occurrence; and CNA74902XX (1-15) Page 7 of 14 Nat'l Fire Ins Insured Name: ASP Co of Hartford MCS ACQUISITION Copyright CNA All Rights Reserved Pol EndorsemE Risk MmWmadDiAsiun Effectiv / z REVIEWED & APPROVED BY.- z, CORP V;aa Includes copyrighted material of Insurance Services Office, Inc., with its Risk Management Analyst CNA CNA PARAMOUNT Real Estate General Liability Extension Endorsement B. The Exclusions applicable to COVERAGE A — BODILY INJURY AND PROPERTY DAMAGE LIABILITY are amended to: i. add the following to the Employers Liability exclusion: This exclusion applies only if the bodily injury arising from a health care incident is covered by other liability insurance available to the Insured (or which would have been available but for exhaustion of its limits). ii. delete the exclusion entitled Contractual Liability and replace it with the following: This insurance does not apply to: Contractual Liability the Insured's actual or alleged liability under any oral or written contract or agreement, including but not limited to express warranties or guarantees. iii. add the following additional exclusions. This insurance does not apply to: Discrimination any actual or alleged discrimination, humiliation or harassment, including but not limited to claims based on an individual's race, creed, color, age, gender, national origin, religion, disability, marital status or sexual orientation. Dishonesty or Crime Any actual or alleged dishonest, criminal or malicious act, error or omission. Medicare/Medicaid Fraud any actual or alleged violation of law with respect to Medicare, Medicaid, Tricare or any similar federal, state or local governmental program. Services Excluded by Endorsement Any health care incident for which coverage is excluded by endorsement. C. DEFINITIONS is amended to: i. add the following definitions: Health care incident means an act, error or omission by the Named Insured's employees or volunteer workers in the rendering of: a. professional health care services on behalf of the Named Insured or b. Good Samaritan services rendered in an emergency and for which no payment is demanded or received. Professional health care services means any health care services or the related furnishing of food, beverages, medical supplies or appliances by the following providers in their capacity as such but solely to the extent they are duly licensed as required: a. Physician; b. Nurse; c. Nurse practitioner; d. Emergency medical technician; e. Paramedic; CNA74902XX (1-15) Pol Page 8 of 14 EndorsemE RiskMmWmadDiAsian Nat'l Fire Ins Co of Hartford Effectly 3 r RE�AEWED&APPROVED BY. - Insured Name: ASP MCS ACQUISITION CORP � L' p s" PZ. VSA44a Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its Risk Management Analyst CNA CNA PARAMOUNT Real Estate General Liability Extension Endorsement f. Dentist; g. Physical therapist; h. Psychologist; i. Speech therapist; j. Other allied health professional; or Professional health care services does not include any services rendered in connection with human clinical trials or product testing. ii. delete the definition of occurrence and replace it with the following: Occurrence means a health care incident. All acts, errors or omissions that are logically connected by any common fact, circumstance, situation, transaction, event, advice or decision will be considered to constitute a single occurrence; iii. amend the definition of Insured: a. to add the following: • the Named Insured's employees are Insureds with respect to: (1) bodily injury to a co -employee while in the course of the co -employee's employment by the Named Insured or while performing duties related to the conduct of the Named Insured's business; and (2) bodily injury to a volunteer worker while performing duties related to the conduct of the Named Insured's business; when such bodily injury arises out of a health care incident. • the Named Insured's volunteer workers are Insureds with respect to: (1) bodily injury to a co -volunteer worker while performing duties related to the conduct of the Named Insured's business; and (2) bodily injury to an employee while in the course of the employee's employment by the Named M Insured or while performing duties related to the conduct of the Named Insured's business; N O when such bodily injury arises out of a health care incident. a b. to delete Subparagraphs (a), (b), (c) and (d) of Paragraph 2.a.(1) of WHO IS AN INSURED. N c. to add the following: Insured does not include any physician while acting in his or her capacity as such. D. The Other Insurance condition is amended to delete Paragraph b.(1) in its entirety and replace it with the following: Other Insurance b. Excess Insurance (1) To the extent this insurance applies, it is excess over any other insurance, self insurance or risk transfer instrument, whether primary, excess, contingent or on any other basis, except for insurance purchased specifically by the Named Insured to be excess of this coverage. CNA74902XX (1-15) Pol Page 9 of 14 Endorsem 7", �M�c��Nat'l Fire Ins Co of Hartford Effectly r RE�AIEWED&APPROVED BY.- Insured Name: ASP MCS ACQUISITION CORP pu-c-+" PZ. VSA44a Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with itsl l' � Risk Management Analyst CNA CNA PARAMOUNT Real Estate General Liability Extension Endorsement 10. JOINT VENTURES / PARTNERSHIP / LIMITED LIABILITY COMPANIES WHO IS AN INSURED is amended to delete its last paragraph and replace it with the following: No person or organization is an Insured with respect to: • the conduct of any current or past partnership or joint venture that is not shown as a Named Insured in the Declarations; nor • the conduct of a current or past limited liability company in which a Named Insured's interest does/did not rise to the level of management control; except that if the Named Insured was a joint venturer, partner, or member of such a limited liability company, and such joint venture, partnership or limited liability company terminated prior to or during the policy period, then such Named Insured is an Insured with respect to its interest in such joint venture, partnership or limited liability company but only to the extent that: a. any offense giving rise to personal and advertising injury occurred prior to such termination date, and the personal and advertising injury arising out of such offense, first occurred after such termination date; b. the bodily injury or property damage first occurred after such termination date; and c. there is no other valid and collectible insurance purchased specifically to insure the partnership, joint venture or limited liability company. 11. LEGAL LIABILITY —DAMAGE TO PREMISES A. Under COVERAGES, Coverage A — Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete the first paragraph immediately following subparagraph (6) of the Damage to Property exclusion and replace it with the following: Paragraphs (1), (3) and (4) of this exclusion do not apply to property damage (other than damage by fire) to premises rented to the Named Insured or temporarily occupied by the Named Insured with the permission of the owner, nor to the contents of premises rented to the Named Insured 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 LIMITS OF INSURANCE. B. Under COVERAGES, Coverage A — Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete its last paragraph and replace it with the following: Exclusions c. through n. do not apply to damage by fire to premises while rented to a Named Insured or temporarily occupied by a Named Insured with permission of the owner, nor to damage to the contents of premises rented to a Named Insured for a period of 7 or fewer consecutive days. A separate limit of insurance applies to this coverage as described in the LIMITS OF INSURANCE Section. C. LIMITS OF INSURANCE is amended to delete Paragraph 6. (the Damage To Premises Rented To You Limit) and replace it with the following: 6. Subject to Paragraph 5. above, (the Each Occurrence Limit), the Damage To Premises Rented To You Limit is the most the Insurer will pay under COVERAGE A for damages because of property damage to: a. any one premises while rented to a Named Insured or temporarily occupied by a Named Insured with the permission of the owner; and b. contents of such premises if the premises is rented to the Named Insured for a period of 7 or fewer consecutive days. The Damage To Premises Rented To You Limit is $200,000. unless a higher Damage to Premises Rented to You Limit is shown in the Declarations. CNA74902XX (1-15) Page 10 of 14 Nat'l Fire Ins Insured Name: ASP Co of Hartford MCS ACQUISITION Copyright CNA All Rights Reserved Pol EndorsemE RiskMmWmadciAsion Effectiv i / r RE�AEWED & APPROVED BY.- CORP V;aa Includes copyrighted material of Insurance Services Office, Inc., with its Risk Management Analyst CNA CNA PARAMOUNT Real Estate General Liability Extension Endorsement D. The Other Insurance Condition is amended to delete Paragraph b.(1)(a)(ii), and replace it with the following: (ii) That is property insurance for premises rented to a Named Insured, for premises temporarily occupied by the Named Insured with the permission of the owner; or for personal property of others in the Named Insured's care, custody or control; E. This Provision 11. does not apply if liability for damage to premises rented to a Named Insured is excluded by another endorsement attached to this Coverage Part. 12. MEDICAL PAYMENTS A. LIMITS OF INSURANCE is amended to delete Paragraph 7. (the Medical Expense Limit) and replace it with the following: 7. Subject to Paragraph 5. above (the Each Occurrence Limit), the Medical Expense Limit is the most the Insurer will pay under Coverage C — Medical Payments for all medical expenses because of bodily injury sustained by any one person. The Medical Expense Limit is the greater of: (1) $15,000 unless a different amount is shown here: or (2) the amount shown in the Declarations for Medical Expense Limit. B. Under COVERAGES, the Insuring Agreement of Coverage C — Medical Payments is amended to replace Paragraph 1.a.(3)(b) with the following: (b) The expenses are incurred and reported to the Insurer within three years of the date of the accident; and 13. NON -OWNED AIRCRAFT Under COVERAGES, Coverage A — Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended as follows: The exclusion entitled Aircraft, Auto or Watercraft is amended to add the following: This exclusion does not apply to an aircraft not owned by any Named Insured, provided that: 1. the pilot in command holds a currently effective certificate issued by the duly constituted authority of the United States of America or Canada, designating that person as a commercial or airline transport pilot; 2. the aircraft is rented with a trained, paid crew to the Named Insured; and N 3. the aircraft is not being used to carry persons or property for a charge. N ti 14. NON -OWNED WATERCRAFT N Under COVERAGES, Coverage A — Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete subparagraph (2) of the exclusion entitled Aircraft, Auto or Watercraft, and replace it with the following. This exclusion does not apply to: (2) a watercraft that is not owned by any Named Insured, provided the watercraft is: (a) less than 75 feet long; and (b) not being used to carry persons or property for a charge. 15. PERSONAL AND ADVERTISING INJURY —DISCRIMINATION OR HUMILIATION A. Under DEFINITIONS, the definition of personal and advertising injury is amended to add the following tort: • Discrimination or humiliation that results in injury to the feelings or reputation of a natural person. CNA74902XX (1-15) Pol Page 11 of 14 Endorsem( Risk MmWmadDiAsiun Nat'l Fire Ins Co of Hartford Effectly 3' r RE�AIEWED&APPROVED BY. - Insured Name: ASP MCS ACQUISITION CORP pu-c-+" PZ. VSA44a Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with itsl l' � Risk Management Analyst CNA CNA PARAMOUNT Real Estate General Liability Extension Endorsement B. Under COVERAGES, Coverage B — Personal and Advertising Injury Liability, the paragraph entitled Exclusions is amended to: 1. delete the Exclusion entitled Knowing Violation Of Rights Of Another and replace it with the following: This insurance does not apply to: Knowing Violation of Rights of Another Personal and advertising injury caused by or at the direction of the Insured with the knowledge that the act would violate the rights of another and would inflict personal and advertising injury. This exclusion shall not apply to discrimination or humiliation that results in injury to the feelings or reputation of a natural person, but only if such discrimination or humiliation is not done intentionally by or at the direction of: (a) the Named Insured; or (b) any executive officer, director, stockholder, partner, member or manager (if the Named Insured is a limited liability company) of the Named Insured. 2. add the following exclusions: This insurance does not apply to: Employment Related Discrimination Discrimination or humiliation directly or indirectly related to the employment, prospective employment, past employment or termination of employment of any person by any Insured. Premises Related Discrimination discrimination or humiliation arising out of the sale, rental, lease or sub -lease or prospective sale, rental, lease or sub -lease of any room, dwelling or premises by or at the direction of any Insured. Notwithstanding the above, there is no coverage for fines or penalties levied or imposed by a governmental entity because of discrimination. The coverage provided by this PERSONAL AND ADVERTISING INJURY —DISCRIMINATION OR HUMILIATION Provision does not apply to any person or organization whose status as an Insured derives solely from • Provision 1. ADDITIONAL INSUREDS of this endorsement; or • attachment of an additional insured endorsement to this Coverage Part. 16. PERSONAL AND ADVERTISING INJURY - LIMITED CONTRACTUAL LIABILITY A. Under COVERAGES, Coverage B —Personal and Advertising Injury Liability, the paragraph entitled Exclusions is amended to delete the exclusion entitled Contractual Liability and replace it with the following: This insurance does not apply to: 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: (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 offense that caused such personal or advertising injury first occurred subsequent to the execution of such insured contract. Solely for the purpose of liability assumed in an insured contract, reasonable attorney fees and necessary litigation expenses incurred by or for a party other than an Insured are deemed to be damages because of personal and advertising injury provided: CNA74902XX (1-15) Pol Page 12 of 14 EndorsemE RiskMmWmadDiAsian Nat'l Fire Ins Co of Hartford Effectly 3 r RE�AEWED&APPROVED BY. - Insured Name: ASP MCS ACQUISITION CORP � L' p s" PZ. VSA44a Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its Risk Management Analyst CNA CNA PARAMOUNT Real Estate General Liability Extension Endorsement (a) liability to such party for, or for the cost of, that party's defense has also been assumed in such insured contract; and (b) such attorney fees and litigation expenses are for defense of such party against a civil or alternative dispute resolution proceeding in which covered damages are alleged. B. Solely for the purpose of the coverage provided by this paragraph, DEFINITIONS is amended to delete the definition of insured contract in its entirety, and replace it with the following: Insured contract means that part of a written contract or written agreement pertaining to the Named Insured's business under which the Named Insured assumes the tort liability of another party to pay for personal or advertising injury arising out of the offense of false arrest, detention or imprisonment. Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. C. Solely for the purpose of the coverage provided by this paragraph, the following changes are made to the Section entitled SUPPLEMENTARY PAYMENTS — COVERAGES A AND B: 1. Paragraph 2.d. is replaced by the following: d. The allegations in the suit and the information the Insurer knows about the offense alleged in such suit are such that no conflict appears to exist between the interests of the Insured and the interests of the indemnitee; 2. The first unnumbered paragraph beneath Paragraph 2.f.(2)(b) is deleted and replaced by the following: So long as the above conditions are met, attorneys fees incurred by the Insurer in the defense of that indemnitee, necessary litigation expenses incurred by the Insurer, and necessary litigation expenses incurred by the indemnitee at the Insurer's request will be paid as defense costs. Notwithstanding the provisions of Paragraph e.(2) of the Contractual Liability exclusion (as amended by this Endorsement), such payments will not be deemed to be damages for personal and advertising injury and will not reduce the limits of insurance. D. This PERSONAL AND ADVERTISING INJURY - LIMITED CONTRACTUAL LIABILITY Provision does not apply if Coverage B —Personal and Advertising Injury Liability is excluded by another endorsement attached to this Coverage Part. 17. PROPERTY DAMAGE —ELEVATORS A. Under COVERAGES, Coverage A — Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended such that the Damage to Your Product Exclusion and subparagraphs (3), (4) and (6) of the Damage to Property Exclusion do not apply to property damage that results from the use of elevators. B. Solely for the purpose of the coverage provided by this PROPERTY DAMAGE — ELEVATORS Provision, the Other Insurance conditions is amended to add the following paragraph: This insurance is excess over any of the other insurance, whether primary, excess, contingent or on any other basis that is Property insurance covering property of others damaged from the use of elevators. 18. SUPPLEMENTARY PAYMENTS The section entitled SUPPLEMENTARY PAYMENTS — COVERAGES A AND B is amended as follows: A. Paragraph 1.b. is amended to delete the $250 limit shown for the cost of bail bonds and replace it with a $5,000. limit; and B. Paragraph 1.d. is amended to delete the limit of $250 shown for daily loss of earnings and replace it with a $1,000. limit. CNA74902XX (1-15) Page 13 of 14 Nat'l Fire Ins Insured Name: ASP Co of Hartford MCS ACQUISITION Copyright CNA All Rights Reserved Pol EndorsemE Risk MmWmadDiAsiun Effectiv / z REVIEWED & APPROVED BY: z, CORP V;aa Includes copyrighted material of Insurance Services Office, Inc., with its Risk Management Analyst CNA CNA PARAMOUNT Real Estate General Liability Extension Endorsement 19. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS If the Named Insured unintentionally fails to disclose all existing hazards at the inception date of the Named Insured's Coverage Part, the Insurer will not deny coverage under this Coverage Part because of such failure. 20. WAIVER OF SUBROGATION - BLANKET Under CONDITIONS, the condition entitled Transfer Of Rights Of Recovery Against Others To Us is amended to add the following: The Insurer waives any right of recovery the Insurer may have against any person or organization because of payments the Insurer makes for injury or damage arising out of: 1. the Named Insured's ongoing operations; or 2. your work included in the products -completed operations hazard. However, this waiver applies only when the Named Insured has agreed in writing to waive such rights of recovery in a written contract or written agreement, and only if such contract or agreement: 1. is in effect or becomes effective during the term of this Coverage Part; and 2. was executed prior to the bodily injury, property damage or personal and advertising injury giving rise to the claim. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. CNA74902XX (1-15) Pol Page 14 of 14 Endorsemi RiskMmWmadDiAsian Nat'l Fire Ins Co of Hartford Effectly 3 r RE�AIEWED&APPROVED BY. - Insured Name: ASP MCS ACQUISITION CORP p s" P. VSA44a Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with itsl l ` �� Risk Management Analyst