Loading...
HomeMy WebLinkAboutEAST END REALTY PARTNERS, LP (2)A-2018-140 LONG TERM PARKING LEASE AGREEMENT BETWEEN THE CITY OF SANTA ANA g\ AND Conq d� END REALTY PARTNERS, LP 1'' 1 THIS LEASE AGREEMENT ("Agreement" or "Lease") is made and entered into this 5th day of June, 2018, by and between the City of Santa Ana, a charter city and municipal corporation, duly organized and exiting under the constitution and laws of the State of California, herein referred to as "Landlord", and East End Realty Partners, LP, herein referred to as "Tenant". RECITALS: A. The City of Santa Ana desires to provide long term parking for Tenant at the City owned parking structure located at 300 E. 5d` Street (the "Parking Structure"). City will provide for parking spaces on the 2nd floor of the Parking Structure. City will provide up to 48 parking spaces, with a minimum number of 36 parking spaces for the Tenant. Landlord and Tenant will mutually agree to the location of one (1) handicapped parking space on the west side of the parking structure as designated pursuant to Exhibit A of this Agreement. B. Tenant represents that the purpose of this Agreement is to provide parking for residents at the housing project known as "401 N. Bush Street Apartments" (the "Project"). Tenant, and its successors and assigns, shall comply with the terms and conditions of Resolution No. 2018-04 containing the variance (the "Variance") for reduction in parking for the Project. NOW THEREFORE, in consideration of the respective and mutual covenants and promises hereinafter contained and made, and subject to all terms and conditions hereof, the parties hereto agree as follows: ARTICLE 1— TERM OF LEASE Section 1.01 Lease Area and Use (Landlord) (a) Landlord hereby leases to Tenant and Tenant hereby leases and hires from Landlord the exclusive reserved use of the "Lease Area", as herein described and shown in general in Exhibit A, attached hereto and incorporated herein by reference, for the purpose of providing parking spaces for Tenant's designated and assigned residents ("Residents") of the Project and for no other purpose. (b) Landlord shall restrict the use of the Lease Area for the exclusive use of the Tenant's designated and assigned Residents to the use of the delineated parking spaces every day during the term of this Agreement. (c) Landlord shall post signs specifying such restrictions on the walls facing the restricted spaces, in accordance with Santa Ana Municipal Code Section 36-147. Section 1.02 Lease Area and Use (Tenant) (a) In accordance with and for the Compensation set forth in Section 1.04(a), Tenant agrees to purchase a minimum of 36 monthly passes for parking in the Parking Structure for each calendar month during the Term and to distribute the passes to its designated and assigned residents at 401 N. Bush Street. Any future changes to the minimum number of required parking spaces must be reviewed by the City Attorney and Planning Manager as this requires revision of the conditional use permit ("CUP") which requires approval of the Planning Commission and the City Council. (b) The exclusive reserved use rights of Tenant as to the Lease Area shall be subject and subordinate to the prior and paramount right of Landlord to use the Parking Structure in its entirety for public purposes to which it presently is and may, at the option of Landlord, be devoted. Tenant undertakes and agrees to use the Lease Area and to exercise its rights under this Lease at all times in such manner as will not unreasonably interfere with the full use and enjoyment of the Parking Structure by Landlord for public purposes. (c) Subject to the provisions in Section 7.01, should parking spaces within the Lease Area of the Parking Structure become unavailable, the City will work with Tenant to provide reserved parking spaces at the closest City lot where parking is available. (d) Tenant hereby acknowledges that title to the Property is vested in Landlord and agrees never to assail or resist the same, and further agrees that Tenant's use and occupancy of Lease Area shall be based solely upon the use rights herein given. (e) As of the commencement date for this Agreement, Tenant acknowledges that Landlord has not installed electric vehicle ("EV") charging stations at the parking structure. Tenant will not, nor will it allow its residents to set up, install or maintain any form of unauthorized EV charging stations at the assigned locations specified in Exhibit A. Should the Landlord, or the City, choose to install EV charging stations during the term of this Agreement, use of the charging stations may be allowed, if available. Section 1.03 Term (a) This Agreement shall commence thirty (30) days after the issuance by City to Tenant of a Certificate of Occupancy for the Project and continue torten (10) years from the date of issuance. At the Landlord's sole discretion, Tenant may be granted up to two (2) additional ten (10) year extensions of this Agreement, subject to a written agreement signed by both parties and approval by the City Council. Provided Tenant has been in good standing throughout the Term hereof including extensions granted to Tenant, Landlord will consider and negotiate in good faith the granting of additional extensions, subject to a written agreement signed by both parties and approval by the City Council. Earlier termination of this Lease shall be in conformance with Section 5.02. Section 1.04 Compensation/Consideration (a) Except during the initial six (6) months of the Term, Tenant shall pay to Landlord monthly compensation in the amount of $60 per space or the then current market rate as amended by the City from time to time ("Compensation") for the purchase of parking passes pursuant to Section 1.02(a) enabling use of the Lease Area. (b) For the initial six (6) months, compensation shall be $1,620 per month. (c) Compensation will be due on or before the 10`" of each month, payable to "The City of Santa Ana" and remitted to: Finance and Management Services; City of Santa Ana, 20 Civic Center Plaza (M-17), P.O. Box 1988, Santa Ana, CA 92702. A late charge of ten percent (10%) shall be applied if any payment hereunder remains unpaid. In addition, one and a half percent (1 %2%) interest per month shall be added for each month that payment hereunder remains unpaid following such written notice. (d) During the Term of this Agreement, Landlord reserves the right to adjust the monthly rates in the event of an increase in rates for the general public at the Parking Structure as determined by the City. (e) Any holding over after the expiration of the Term or Renewed Term, with the consent of Landlord, shall be construed to be an extension from month -to -month at two (2) times the compensation herein specified and shall otherwise be consistent with the conditions herein specified, so far as applicable. City will grant to Tenant a 30-day grace period after the expiration of the Agreement for Tenant to remove any remaining residents or parking pass holders. If the holdover term continues past the 30-day period, Tenant will be responsible for payments to the City for the grace period. (1) Upon Tenant paying the Compensation provided hereunder, and observing and performing all of the covenants, conditions and obligations on Tenant's part to be observed and performed hereunder, Tenant shall have the quiet right of exercise of its exclusive reserved use rights for the entire term hereof, subject to all the provisions of this Agreement. (g) Upon the expiration or termination of this Agreement, Tenant shall surrender the Lease Area in good and clean condition, ordinary wear and tear excepted. Section 1.05 Reserved Use Rights; Non -Possessory Interest Subject Tenant's exclusive reserved use rights as to the Lease Area, Landlord retains full ownership of the Lease Area and Tenant will not acquire any interest, whether temporary, permanent, irrevocable, possessory or otherwise, by reason of this Agreement or by the exercise of the exclusive reserved use rights given herein. Tenant will make no claim to any such interest. Any violation of this provision will immediately void and terminate this Agreement. Section 1.06 Non -Recording Neither party shall record this Agreement. ARTICLE 2 —UTILITIES Section 2.01 Utilities Landlord shall pay for all electricity, gas, water, sewer and janitorial services furnished to the Lease Area for the use, operation and maintenance of the Lease Area during the Term of this Agreement, or any extension thereof, and for the removal of garbage and rubbish from the Lease Area during the Term of the Agreement, or any extension thereof. ARTICLE 3 — ACCESS AND MAINTENANCE Section 3.01 Tenant's Access (a) Landlord shall provide access to the Lease Area to Tenant and its designated and assigned residents twenty-four (24) hours a day, seven (7) days a week. Tenant shall permit entry by Landlord to the Lease Area; provided, however, that except in the case of emergencies, Landlord shall give Tenant twenty-four (24) hours' notice prior to entry into the Lease Area. Landlord represents and warrants that it has full rights of ingress and egress to and from the Lease Area. Tenant's exercise of its access rights shall not cause undue inconvenience to Landlord. (b) Tenant shall be required to make any repairs to the Lease Area occurring from damages caused by Tenant, its designated and assigned residents, employees, agents, contractors, and subcontractors. Tenant shall, at its sole cost and expense, maintain and repair the Lease Area and Tenant's equipment including, but not limited to, the removal of all trash, debris, graffiti, as well as any special intensive cleaning. If Tenant causes any damage to the Property, to the Lease Area or to access roadways or other nearby facilities, it shall properly repair same as specified by Landlord. (c) Upon the expiration or termination of this Agreement, Landlord shall approve in writing the surrender of the Lease Area by Tenant only after being satisfied that Lease Area has been left in good and clean condition, less ordinary wear and tear. (d) Quiet Enjoyment. Upon Tenant paying the Lease fee reserved hereunder, and observing and performing all of the covenants, conditions, and provisions on Tenant's part to be observed and performed hereunder, Tenant shall have quiet possession of its Lease Area for the entire term hereof, subject to all the provisions of this Lease. Section 3.02 Alterations; Liens Tenant shall make no alterations to the Lease Area and will not permit any mechanics' or materialmen's or other liens to stand against the Lease Area by reason of any use or occupancy by Tenant, or any person or resident claiming under Tenant. ARTICLE 4 — INDEMNITY AND INSURANCE Section 4.01 Indemnification, Defense, Hold Harmless. Tenant agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, contractors, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Tenant, its residents, subcontractors, agents, employees, or other persons acting on its behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Tenant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding, Section 4.02 Insurance In addition to the Tenant's covenant to indemnify and hold harmless Landlord, Tenant shall obtain and furnish to Landlord, a policy of general public liability insurance, commercial general liability insurance including motor vehicle coverage covering the Lease Area and Tenant's equipment. The policy shall indemnify Tenant and Landlord, their officers, agents and employees, while acting within the scope of their duties, against any and all claims arising out of or in connection with the Lease Area and Tenant's equipment; and shall provide coverage in not less than the following amount: combined single limit bodily injury, personal injury and property damage, liability, of $3,000,000 per occurrence. The City also requires an Additional Insured Endorsement, as attached and incorporated herein as Exhibit B. The policy shall name Landlord, its agents, officers, employees and volunteers as Additional Insureds, and shall specifically provide that any insurance coverage which may be applicable to the Lease Area and Tenant's equipment shall be deemed excess coverage and that Tenant's insurance shall be primary. Under no circumstances shall the above -mentioned insurance contain a "deductible" or any other similar form of limitation on the required coverage. Tenant is required to give the Landlord no less than forty-five (45) days' notice of cancellation or reduction in coverage. No cancellation provision in any insurance policy shall be construed in derogation of the continuous duty of Tenant to furnish insurance during the term of this Agreement. Section 4.03 Property Insurance Tenant shall provide to Landlord, before entering the Lease Area, and shall maintain in force during the entire term of this Agreement, property insurance with extended coverage endorsements thereon, on the Lease Area in an amount equal to the full replacement cost and/or value thereof; this policy shall contain a replacement cost endorsement naming Tenant as the insured and shall not contain a co-insurance penalty provision. The policy shall contain a special endorsement that such proceeds shall be used to repair or rebuild any such improvements so damaged or destroyed; and if not so used, such proceeds shall be paid to Landlord. The proceeds of any such insurance payable to Landlord shall be used for rebuilding or repair as necessary to restore the Lease Area at the discretion of Landlord. The policy shall name Landlord as an Additional Insured. The policy or policies shall also contain the following endorsements: The insurer will not cancel or reduce the insured's coverage without thirty (30) days prior written notice to Landlord; and 2. Landlord will not be responsible for premiums or assessments on the policy. A complete and signed certificate of insurance with all endorsements required by this Section shall be filed with Landlord prior to the execution of this Agreement. At least thirty (30) days prior to the expiration of any such policy, a signed and complete certification of insurance showing that coverage has been renewed, shall be filed with Landlord. Section 4.04 Certificates of Insurance; Additional Insured Endorsements Prior to execution of this Agreement, Tenant shall furnish to Landlord certificates of insurance and additional insured endorsements to each of Tenant's insurance policies, evidencing the foregoing insurance coverages as required by this Agreement; these certificates shall: provide the name and policy number of each carrier and policy; shall state that the policy is currently in force; and 3. shall promise to provide that such policies will not be canceled, suspended, voided, reduced in coverage or in limits, or modified without thirty (30) days prior written notice of Landlord; and 4. If Tenant self -insures, Licensee shall provide proof of self-insurance including the following: "Tenant represents to Landlord and Landlord acknowledges that Tenant self -insures in the ordinary course of its business. Notwithstanding any other provision contained herein to the contrary, the insurance obligations of Tenant set forth in this Lease may be satisfied by endorsements to existing excess/umbrella policies written by companies of recognized standing showing a self-insurance retention of not less than the public liability requirement." Tenant shall maintain the foregoing insurance coverages in force throughout the term of this Agreement. The requirement for carrying the foregoing insurance coverages shall not derogate from the provisions for indemnification of Landlord by Tenant under the Agreement. Landlord or its representatives shall at all times have the right to demand the original or a copy of all these policies of insurance, which Tenant shall provide within fifteen (15) days of Landlord's request. ARTICLE 5 —TERMINATION RIGHTS Section 5.01 Termination in the Event of Casualty or Condemnation (a) In the event of any damage, destruction or condemnation of the Parking Structure or the Lease Area, which renders the Lease Area unusable, inaccessible or inoperable in Landlord's reasonable good faith judgment, Tenant shall have the right, but not the obligation, to terminate the Agreement with respect to all or the inaccessible/unusable portion of the Lease Area by giving written notice to Landlord within thirty (30) days after such damage, destruction or condemnation. If Tenant does not elect to terminate, then Landlord shall repair the damage and, to the extent Tenant's use of the Lease Area is rendered unavailable, Compensation shall be abated on proportional basis until Landlord's repairs have been completed. If Landlord's repairs to the Lease Area have not been completed within ninety (90) days from the date of the damage, destruction or condemnation, Tenant shall again have the right to terminate this Agreement upon thirty (30) days' notice to Landlord, unless all repairs are completed within such 30-day period. (b) In the event of condemnation, unless Tenant is allowed by the condemning authority to continue its use of the Lease Area, this Agreement shall terminate as of the date title to the Property vests in the condemning authority or Tenant is required to cease its use, whichever is earlier. If any property described herein or hereinafter added hereto is taken in eminent domain, the entire award shall be paid to Landlord. (c) Subject to the provisions of Section 8.01, and if Tenant opts to not terminate this Agreement pursuant to Section 5.01, with respect to some or all of the parking spaces within the Lease Area, the City will work with Tenant to provide reserved parking spaces at the closest City owned lot where parking is available at rates charged to Tenant at the time of the event. If the parties cannot mutually agree upon a replacement location, the parties retain their right to terminate this Agreement. 7 Section 5.02 Additional Termination Rights (a) This Agreement may be terminated on fifteen (15) days prior written notice as follows: (1) by either party upon a default of any covenant or term hereof by the other party, which default has been noticed and is not cured within thirty (30) days of receipt of written notice of default, provided that the grace period for any monetary default is only ten (10) days from receipt of notice; or (2) by Tenant if Tenant is unable to occupy and utilize the Lease Area due to any action of the Interstate Commerce Commission or the Department of Transportation; or (3) by Tenant upon thirty (30) days written notice in the event recurring disputes arise over whether maintenance, repair or property damage claims or claims for personal injury (in each case whether or not insured), are in fact attributable to or caused by actions of Tenant's designated and assigned residents. (b) Landlord shall have at its sole discretion the option of terminating this Agreement if Tenant loses its ownership interests or is unable to maintain its interests in the property at 401 N. Bush Street. Tenant shall notify the City immediately and in writing of its inability to obtain or maintain such permits, leases, approvals, waivers, and exemptions as would enable compliance with the foregoing. Said inability shall be cause for immediate termination of this Agreement. ARTICLE 6 — ASSIGNMENT, ABANDONMENT, DEFAULT, INSOLVENCY Section 6.01 Assignment Unless approved in writing by the Landlord, Tenant will not assign, transfer or sell this Agreement or any rights hereunder in whole or in part (except for use of parking passes by Residents), and any attempt to do so will be void and confer no right upon any third party. Subsequent owners of the Project must expressly assume the obligations of Tenant and will negotiate with the City as to future issues related to this Agreement, including as to approved locations for substitute parking within one-half mile of the Project which will comply with the Variance in the event this Agreement expires or is terminated.. Tenant shall have the right to enter into contractual agreements with independent contractors acting as agents, package deliverers, telegraphic, monetary or other transmittal operators. Section 6.02 Abandonment by Tenant Should Tenant breach this Agreement by abandoning the Lease Area prior to the expiration of the Term or Renewal Term, Landlord may: (a) Continue this Lease in effect by not terminating Tenant's rights to use the Lease Area, in which event Landlord shall be entitled to enforce all of its rights and remedies under this Agreement, including the right to recover the Compensation specified in this Agreement as it becomes due under this Agreement; or (b) Terminate this Agreement and Tenant's rights to use the Lease Area and recover from Tenant: (i) the worth at the time of award of unpaid Compensation which had been earned at the time of termination; (ii) the worth at the time of award of the amount by which the unpaid Compensation which would have been earned after termination until the time of award exceeds the amount of such compensation loss that Tenant proves could have been reasonably avoided; (iii) the worth at the time of award of the amount by which the unpaid Compensation for the balance of the current Term after the time of award exceeds the amount of such compensation loss that Tenant proves could be reasonably avoided; and (iv) any other amount necessary to compensate Lessor for all the detriment proximately caused by Tenant's failure to perform its obligations under this Lease. The worth at the time of award of the amount referred to in provision (iii) of the immediately preceding sentence shall be computed by discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of award plus one percent. Section 6.03 Unlawful Detainer Should Tenant default in the performance of any of the terms, conditions, or obligations contained in this Agreement, after any applicable notice and cure period, Landlord may, in addition to the remedies specified in Section 6.02 of this Lease, re-enter and regain possession of the Lease Area in the manner provided by the laws of unlawful detainer of the State of California then in effect. Section 6.04 Insolvency of Tenant The insolvency of Tenant as evidenced by a receiver being appointed to take possession of all or substantially all of the property of Tenant, or the making of a general assignment for the benefit of creditors by Tenant, or the filing of a petition in bankruptcy shall terminate this Agreement and entitle Landlord to re-enter and regain possession of the Lease Area. Section 6.05 Cumulative Remedies The remedies given to Landlord in this Agreement shall not be exclusive, but shall be cumulative and in addition to all remedies now and hereafter allowed by law. Section 6.06 Waiver of Breach The waiver by Landlord of any breach by Tenant of any of the provisions of this Agreement shall not constitute a continuing waiver or a waiver of any subsequent breach by Tenant either of the same or another provision of this Agreement. (continued on next page) ARTICLE 7 —HAZARDOUS MATERIALS Section 7.01 At the time of execution of this Lease, Landlord warrants that the Lease Area is clean and contains no known hazardous materials. Tenant represents and warrants that it will comply with all environmental laws during the term of this Lease; its use of the Lease Area herein will not generate any hazardous substance, and it will not store or dispose on the Lease Area nor transport to or over the Lease Area any hazardous substance. Tenant further agrees to clean-up and remediate any hazardous substance on the Lease Area and Property, and hold Landlord harmless from and indemnify Landlord against any release of any such hazardous substance and any damage, loss, or expense or liability resulting from such release including all attorneys' fees, costs and penalties incurred as a result thereof. "Hazardous substance" shall be interpreted broadly to mean any substance or material defined or designated as hazardous or toxic waste, hazardous or toxic material, hazardous or toxic or radioactive substance, or other similar term by any federal, state or local environmental law, regulation or rule presently in effect or promulgated in the future, as such laws, regulations or rules may be amended from time to time; and it shall be interpreted to include, but not be limited to, any substance which after release into the environment will or may reasonably be anticipated to cause sickness, death or disease. ARTICLE 8 — MISCELLANEOUS Section 8.01 Force Majeure —Unavoidable Delays Should the performance of any act required by this Agreement to be performed by either Landlord or Tenant be prevented or delayed by reason of an act of God, strike, lockout, labor troubles, inability to secure materials, restrictive governmental laws or regulations, or any other cause except financial inability not the fault of the party required to perform the act, the time for performance of the act will be extended for a period equivalent to the period of delay, and performance of the act during the period of delay will be excused, provided, however, that nothing contained in this section shall excuse the prompt payment of Compensation by Tenant as required by this Agreement or the performance of any act rendered difficult solely because of the financial condition of the party, Landlord or Tenant, required to perform the act. Section 8.02 Notice Any written notice or required submittals, given under the terms of this Agreement, shall be delivered personally, or sent via facsimile transmission, electronic mail (e-mail) or mailed, certified mail, postage prepaid, addressed to the party concerned as follows: To Landlord: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) to P.O. Box 1988 Santa Ana, CA 92702-1988 Facsimile (714) 647-6956 With courtesy copies to: and, Executive Director — Finance & Management Services Agency City of Santa Ana 20 Civic Center Plaza (M-17) P.O. Box 1988 Santa Ana, CA 92702 Facsimile (714) 647-5414 City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, CA 92702 Facsimile (714) 647-6515 To Tenant: East End Realty Partners, LP Attn: Irving M. Chase 129 W. Wilson St., Ste. 100 Costa Mesa, CA 92627 Facsimile (949) 722-8855 A party may change its address by giving notice in writing to the other party. Thereafter, any notice, tender, demand, delivery, or other communication shall be addressed and transmitted to the new address. If sent by mail, any notice, tender, demand, delivery, or other communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by facsimile, any notice, tender, demand, delivery, or other communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. Section 8.03 Contract Administrator The Executive Director of the Finance & Management Services Agency, or his/her designee, shall be City's Lease Administrator for this Agreement and all approval and notices required to be given herein shall be so directed and addressed. 11 Section 8.04 Compliance with Laws Tenant shall at Tenant's own cost and expense comply with all statutes, ordinances, regulations, and requirements of all governmental entities, including federal and state, county and municipal, relating to Tenant's use and occupancy of the Lease Area, including the rules and regulations provided for the Parking Structure. The designated and assigned Residents to the Lease Area shall comply with local municipal codes, statutes, ordinances, rules and regulations related to use of a public parking structure, including the rules and regulations provided for and posted at the Parking Structure, now in force or hereinafter enacted. Any vehicle which does not comply with the terms of this Section may be subject to towing and removal as provided by the municipal code. The judgment of any court of competent jurisdiction, or the admission by a Resident in a proceeding brought against such Resident by any government entity, that Resident has violated any such statute, ordinance, regulation, or requirement shall be conclusive as between Landlord and such Resident, and as between Landlord and Tenant shall be considered grounds for termination of this Agreement by Landlord. Section 8.05 Binding on Heirs and Successors This Agreement shall be binding on and shall inure to the benefit of the heirs, executors, administrators, successors, and assigns of the parties hereto. The provisions of this Section shall not be deemed to be a waiver of any of the conditions against assignment set forth herein. In the event Landlord's successor or assign obtains title to the Parking Structure upon foreclosure of a deed of trust or other collateral security instrument, or by reason of Landlord's bankruptcy or insolvency and resulting forced sale, this Agreement shall survive and continue and the successor shall honor this Agreement and Tenant shall attorn to said successor. Section 8.06 Partial Invalidity Should any provision of this Agreement be held by a court of competent jurisdiction to be either invalid, void, or unenforceable, the remaining provisions of this Agreement shall remain in full force and effect unimpaired by the holding, so long as the reasonable expectations of the parties hereto are not materially impaired. Section 8.07 Waste or Nuisance Tenant shall not commit or permit the commission by Residents of any waste on the Lease Area. Tenant shall not maintain, commit, or permit the maintenance or commission of any nuisance as defined in Section 3479 and/or Section 3480 of the California Civil Code on the Parking Structure or Lease Area; and Tenant shall not use or permit the use of the Lease Area for any unlawful purpose. Section 8.08 Time of Essence Time is expressly declared to be of the essence in this Agreement. 12 Section 8.09 Governing Law This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. Section 8.10 Survival Terms and conditions of this Agreement which by their sense and context survive the termination or expiration of this Agreement, shall so survive. Section 8.11 Conflict of Interest Tenant covenants that it presently has no interest and shall not have interests, direct or indirect, which would conflict in any manner with performance of its obligations under this Agreement as specified herein. Section 8.12 Attorney's Fees In the event suit is brought by either party to enforce the terms and provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees. Section 8.13 Exclusivity and Amendment This Agreement constitutes the entire agreement and understanding between Landlord and Tenant respecting the Lease Area, the leasing of the Lease Area to Tenant, or the Lease Term herein specified, and correctly sets forth the obligations of Landlord and Tenant to each other as of its date. Any agreements or representations between the parties respecting the Lease Area or its leasing which are not expressly set forth in this instrument are null and void. This Agreement or any part of it may not be changed, altered, modified, limited or extended orally or by any Agreement between the parties, unless such Agreement is expressed in writing, signed and acknowledged by Landlord and Tenant, or their successors in interest. Section 8.14 Captions Captions used in this Agreement are for ease of reference only and shall not affect the construction or interpretation of this Agreement. Section 8.15 Non -Discrimination Tenant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or mental or physical disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, 13 A-2018-140 termination or other employment related activities. Tenant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers the day, month and year first written above. ATTEST: DAISY GOMEZ Clerk of the Council APPROVED AS TO FORM: Sonia Carvalho City Attorney BY: Lisa Storck Assistant City Attorney RECOMMENDED FOR APPROVAL: 1 �x,�� &lArYI4 Kathryn Downs, Executive Director Finance & Management Services Agency CITY OF SANTA ANA KRI�TINE RIDGE City Manager 14 ;�TiEND REALTY East End Realty N General Partner By: Irving M. Manager -NERS, LP GP, LLC 300 E. Fifth Street (Spurgeon Parking Structure, West, 2nd Floor) Fifth Street 201 E. Fourth Street Apartments N Exhibit A OMJeNly N9raa by F—cirea Francine R. Villareal Mil"eal date 20200a29,5512s 07na Ai �® CERTIFICATE OF LIABILITY INSURANCE DATE(MMIDD/YYYY) 617/2020 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 Risk Stratagles Company 2040 Main Street, Suite 450 Irvine, CA 92614 NAME: CONTACT Risk Strategies Company PHONE g49-242-9240 AIc No: Ext) E-MAILIN DRESS: s Oun risk -strata ies.com INSURERS AFFORDING COVERAGE NAICR www.risk-strategies.Dm CA DOI License No. OF06675 INSURERA: Som o America Insurance Company 11126 INSURED East End Realty Partners, LP Fourth Street Market INSURER B: Fireman's Fund Insurance Company 21873 INSURERc: Oak River Insurance Company 34630 NsuRER O: P.O. BOX 10728 Costa Mesa CA 92627 INSURER E: INSURER F : GUV1f,KALiIf5 CERTIFICATE NUMBER' SR01071A RCVIQlnm MfIIJIGCG. 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 ADOL .1101 BUBB JUL? POLICY NUMBER POLICY EFF fMMIDDIYYYY POLICY UP MMIDD LIMITS A COMMERCIAL GENERAL LIABILITY CLAIMS -MADE rzl OCCUR ✓ CPLS1033HO 3/1/2020 3/1/2021 EACH OCCURRENCE $1000000 DAMAGET —RENTED PREMISES Ea occurrence $1 000 000 MED EXP (Any one person) $ 5 000 PERSONAL &ADV INJURY $1 000 000 AGGREGATE LIMIT APPLIES PER: POLICY DjCa LOG GENERALAGGREGATE $2,000,000 GENT PRODUCTS-COMP/OP AGO $2000000 $ OTHER: A AUTOMOBILE LIABILITY ACVS13225ZO 3/1/2020 3/1/2021 COMBINED SINGLE LIMIT (Ed ..culaml $1000,000 ✓ BODILYINJURY person) $ ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS P. BODILY INJURY Per actidan! ( ) $ ✓ HIRED NON -OWNED AUTOS ONLY ✓ AUTOS ONLY PROPERTY DAMAGE per accident $ B UMBRELLALIAe ,/ OCCUR USLOO5062201 3/1/2020 3/1/2021 EACH OCCURRENCE $25 OOO QOO AGGREGATE $25 00Q 000 EXCESS LIAR CLAIMS -MADE DED RETENTION$0 $ C WORKERS AND EMPLOYERSEL ABICOMPNSATILOITY YIN SAWC141554 7/16/2020 7/16/2021 ✓ STATUTE ERH E.L. EACH ACCIDENT $1 000,000 ANYPROPRIETORIPARTNER/EXECUTIVE OFFICERIMEMBEREXCLUDED4 NIA E.L. DISEASE - EA EMPLOYE $ JJQQOODO (Mandatory in NH) If yes, describe under E.L. DISEASE- POLICY LIMIT $1 000 000 DESCRIPTION OF OPERATIONS below DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, maybe abashed if more space is required) 6) 201, 220 & 305 E. 4th Street and 3-1-307 N. Spurgeon St. Santa Ana, CA 92701 Certholder is named as additional insured on the general liability policy and such insurance as is afforded by this policy shall be primary, and any insurance carried by City shall be excess and noncontributory City of Santa Ana Rsk Management Division 20 Civic Center Plaza, 4th Floor Santa Ana, CA 92701 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 REPRESENTATIVE /y err., Michael Christian F ©1988.2015 ACORD C The ACORD name and logo are registered marks of ACORD 56939710 1 20-21 GL-1U,-M-WC I Pharr, Yowg 1 0/0/2020 3:02:47 PM (PDT) I Page 3 of a Risk Managarlod Division �i REVIEWED& APPROVED BY: Risk Management Analy,t POLICY NUMBER: CPLS1033HO COMMERCIAL GENERAL LIABILITY CG 20 26 12 19 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): City of Santa Ana, its officials, officers, agents, employees and volunteers City of Santa Ana Risk Management Division 20 Civic Center Plaza, 4th Floor Santa Ana, CA 92701 I Information required to complete this Schedule if not shown above will be shown in the Declarations. A. Section II — Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, 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; or 2. In connection with your premises owned by or rented to you. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 26 12 19 B. With respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable limits of insurance; whichever is less. This endorsement shall not increase the applicable limits of insurance. © Insurance Services Office, Inc., 2018 RhkMouganad DMelnn Renerveo&APPeov®8Y.' Risk Management Analyst SG939710 1 20-21 GL-A -O -WC I STGrry Young I B/7/2020 3:02 A? PM (PDT) I Page 2 of 8 POLICY NUMBER: ACVS1325ZO COMMERCIAL AUTO CA20481013 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED FOR COVERED AUTOS LIABILITY COVERAGE This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement. This endorsement identifies person(s) or organization(s) who are "insureds" for Covered Autos Liability Coverage under the Who Is An Insured provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: Endorsement Effective Date: SCHEDULE Name Of Person(s) Or Organization(s): City of Santa Ana, its officials, officers, agents, employees and volunteers City of Santa Ana Risk Management Division 20 Civic Center Plaza, 4th Floor Santa Ana, CA 92701 will be shown Each person or organization shown in the Schedule is an "insured" for Covered Autos Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Paragraph Al. of Section II — Covered Autos Liability Coverage in the Business Auto and Motor Carrier Coverage Forms and Paragraph D.2. of Section I — Covered Autos Coverages of the Auto Dealers Coverage Form. CA 20 48 1013 © Insurance Services Office, Inc., 2011 Rlele MuAgement D'tvb=; REVIEWED &APPRov®BY. Risk Management Malys[ 56939718 1 20-21 GL-A-M-WC I Sherry Young 10/0/2020 3,02:47 PM (PPP) I Page 3 of 8 This Endorsement Changes the Policy. Please Read It Carefully. NOTICE TO CERTIFICATE HOLDER OR DESIGNATED ENTITY INDIVIDUAL This endorsement modifies all coverage parts included in this policy. SCHEDULE PERSON OR ORGANIZATION: City of Santa Ana, its officials, officers, agents, employees and volunteers City of Santa Ana Risk Management Division 20 Civic Center Plaza, 4th Floor Santa Ana, CA 92701 ADDRESS: 201, 220 & 305 E. 4TH; 301-307 N. SPURGEON, SANTA ANA, CA 92701 Number of Days Notice of Cancellation: 30 (If left blank, no notice will be sent.) Number of Days Notice of Nonrenewal: (If left blank, no notice will be sent.) This endorsement forms a part of Policy Number: CPLS1033HO Effective Date: 03-01-2020 Insured: S&A MANAGEMENT, LLC Includes copyrighted material of SIL 02 022 0412 Insurance services Office, Inc., with its permission. RiekMooganerdD'aision ��ccRweweD&ppAPPRO BY: � r'1Aay.N�[ ram. V�ILk.,rt Risk Management Analyst 56939718 1 20-21 GL-A -O -WC I Sherry Young 1 8/7/2020 3:02:97 PM (PDT) I Page 4 of 8 A. If we cancel this policy for any statutorily permitted reason other than nonpayment of premium, we will mail notice of cancellation to the Scheduled person or organization at the address shown in the Schedule above. We will mail this notice at least the number of days shown in the Schedule above for cancellation. However, failure to send such notice or send it within the specified time period will not rescind the cancellation. B. If we decide not to renew this policy for any statutorily permitted reason, we will mail notice of nonrenewal to the Scheduled person or organization at the address shown in the Schedule above. We will mail such notice at least the number of days shown in the Schedule above for nonrenewal. However, failure to send such notice or send it within the specified time period will not rescind the nonrenewal. This endorsement forms a part of Policy Number: CPLS1033HO Effective Date: 03-01-2020 Insured: S&A MANAGEMENT, LLC SIL 02 022 0412 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Rhk Maruganad. DlWelnn oey rR�enEwm&ppAevRw®BY: t 0 Risk Management Analyst 56939718 120-21 GL-A -O -WC I Sherry Young 1 8/9/2020 3:02:97 PM (P= I Page 5 0£ 6 This Endorsement Changes the Policy. Please Read It Carefully. NOTICE TO CERTIFICATE HOLDER OR DESIGNATED ENTITY INDIVIDUAL This endorsement modifies all coverage parts included in this policy. LYa-I J.\I IN PERSON OR ORGANIZATION: City of Santa Ana, its officials, officers, agents, employees and volunteers City of Santa Ana Risk Management Division 20 Civic Center Plaza, 4th Floor Santa Ana, CA 92701 ADDRESS 201,220 & 305 E. 4TH; 301-307 N. SPURGEON, SANTA ANA, CA 92701 Number of Days Notice of Cancellation: 30 (If left blank, no notice will be sent.) Number of Days Notice of Nonrenewal: (If left blank, no notice will be sent.) This endorsement forms a part of Policy Number: ACVS1325ZG Insured: S & A MANAGEMENT SIL 02 022 0412 Effective Date: 03-01-2020 LLC Includes copyrighted material of Insurance Services Office , Inc., with its permission. 56939718 1 20-21 GL-A -uL-WC I Sherz Young 1 8/7/2020 3:02;47 PM (PUT) I Page 6 of 8 FlakNowgemmtDMston REv It o & APPRovm Br. o� Risk Management Analyst of A. If we cancel this policy for any statutorily permitted reason other than nonpayment of premium, we will mail notice of cancellation to the Scheduled person or organization at the address shown in the Schedule above. We will mail this notice at least the number of days shown in the Schedule above for cancellation. However, failure to send such notice or send it within the specified time period will not rescind the cancellation. B. If we decide not to renew this policy for any statutorily permitted reason, we will mail notice of nonrenewal to the Scheduled person or organization at the address shown in the Schedule above. We will mail such notice at least the number of days shown in the Schedule above for nonrenewal. However, failure to send such notice or send it within the specified time period will not rescind the nonrenewal. This endorsement forms a part of Policy Number: ACVS1325ZO Effective Date: 03-01-2020 Insured: S & A MANAGEMENT, LLC Includes copyrighted material of SIL 02 022 0412 Insurance Services Office, Inc., with its permission. Risk Management Analyst 56939710 1 20-21 GL-A -M-WC I Sherry Yomg 1 8/7/2020 3:02:47 PM (POT( I Page 7 of 8 AMENDMENT OF CANCELLATION ENDORSEMENT THIS ENDORSEMENT CHANGES THIS POLICY. PLEASE READ IT CAREFULLY. THIS ENDORSEMENT MODIFIES INSURANCE PROVIDED UNDER THE FOLLOWING: COMMERCIAL PROPERTY COVERAGE The following Cancellation Provision is added to this policy and supersedes anything to the contrary: This policy may be cancelled by mailing or delivering to the first Named Insured written notice of cancellation at least: a. 30 days before the effective date of cancellation if we cancel for nonpayment of premium; or b. 30 days before the effective date of cancellation if we cancel for any other reason. Schedule: City of Santa Ana, its officials, officers, agents, employees and volunteers City of Santa Ana Risk Management Division 20 Civic Center Plaza, 4th Floor Santa Ana, CA 92701 All other terms and conditions of the policy will remain the same. Endurance American Specialty Insurance Company Page 1 of 1 c RWeMtmwgemmtlRvleiun NEAEWm&ArvxovmBy. Risk Management Analyst 56939718 1 20-21 GL-A -nL-WC I Sherry Y000g [ 8/7/2020 3:02:47 PM PDT) I Page 8 of 8 ACCWZb® CERTIFICATE OF LIABILITY INSURANCE DATE(MMmD/YYYY) `� sn/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 Risk Strategies Company CONTACT NAME, Risk Strategies Com a0 PHONE ggg_242-9240 AC. UX 0 No: 2040 Main Street, Suite 450 Irvine, CA 92614 ADDRESS: s oun risk-Strate ies.mm INSURERSAFFORDING COVERAGE NAIC# INSURERA: SOm o America Insurance Company 11126 wwmrisk-strategies.com CA DOI License No. OF06675 INSURED East End Realty Partners, LP; Fiesta Marketplace II, Feinberg Ventures II, LP; Irving & Nan'x Chase; Ryan Chase INSURER B: Fireman's Fund Insurance Company 21873 INSURER c: Oak River Insurance Company 34630 INSURER D: P.O.150X 10728 Costa Mesa CA 92627 INSURERE: INSURER F COVERAGES CERTIFICATE NUMBER: 56939719 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 TYPEOFINSURANCE11111111 ADDL SUBR POLICY NUMBER POLICY EFF MM/DD POLICY EXP MM/DDA(TYY LIMITS COMMERCIAL GENERAL LIABILITY CLAIMS -MADE OCCUR ✓ CPLS1033HO 3/1/2020 3/1/2021 EACH OCCURRENCE $1000000 PREMISES Ea oculRence $1 000 000 MED EXP (Any one rson) $ 5 000 PERSONALS ADV INJURY $1 000 000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERALAGGREGATE $2,000,000 POLICY JEt° �✓ LOG PRODUCTS - COMP/OP AGG $2000000 $ OTHER: A AUTOMOBILE LIABILITY ACVS13225ZO 3/1/2020 3/1/2021 COMBINED SINGLE LIMIT Ea accident $ 1,000,000 ✓ BODILY INJURY (Par Parson) $ ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Per accident) ) $ ✓ HIRED NON -OWNED AUTOS ONLY ✓ AUTOS ONLY PROPERTY DAMAGE Per accident $ B ,/ UMBRELLA LIAB �/ OCCUR USL005062201 3/1/2020 3/1/2021 EACH OCCURRENCE $25000000 AGGREGATE $25000000 EXCESS LIAB CLAIMS -MADE EO ORETENTION$0 $ C WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y/N SAWC141554 7/16/2020 7/16/2021 ✓ sTgTtmE °RH E. EACH ACCIDENT $1 OOO 000 ANYPROPRIETOWPARTNER/EXECUTIVE OFFICEWMEMBEREXCLUDED9 ❑ NIA E.L. DIBEASE-EA EMPLOYEE $ QQ (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE -POLICY LIMIT $1000000 DESCRIPTION OF OPERATIONS / LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more apace is required) 200-210 E. 4th Street and 313-320 E. 4th Street Santa Ana, CA 92701 Cedholder is named as additional insured on the general liability policy and such insurance as is afforded by this policy shall be primary, and any insurance carried by City shall be excess and noncontributory City of Santa Ana Risk Management Division 20 Civic Center Plaza, 4th Floor Santa Ana, CA 92701 ACORD 25 (2016103) 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 The ACORD name and logo are registered marks of ACORD Risk Mmagemod Division REVIEWED & APPROVED BY: �—' R6k Management Analyst 56939719 120-21 GL-AL-GL-WC I Sherry Yaung I B/7/2020 3:02:47 PM (POT) I Page 1 of 6 POLICY NUMBER: CPLS1033HO COMMERCIAL GENERAL LIABILITY CG 20 26 12 19 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Persons) Or Organizatiorl City of Santa Ana, its officials, officers, agents, employees and volunteers City of Santa Ana Risk Management Division 20 Civic Center Plaza, 4th Floor Santa Ana, CA 927 Information required to complete this Schedule if not shown above will be shown in the Declarations. A. Section II — Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, 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; or 2. In connection with your premises owned by or rented to you. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 26 12 19 B. With respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable limits of insurance; whichever is less. This endorsement shall not increase the applicable limits of insurance. © Insurance Services Office, Inc., 2018 RWeMaugement D[vh(on a( RwEweo & APPRmgg Rv: ? F., ♦;, vj&. d 40100- Ruk Management Analyst 5GS39719 1 20-21 GL-A -DL-WC I Sherry Young I 8/7/2020 3:02:47 W (POT) I Page 2 of 8 POLICY NUMBER: ACVS1325ZO COMMERCIAL AUTO CA 20 48 10 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED FOR COVERED AUTOS LIABILITY COVERAGE This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement. This endorsement identifies person(s) or organization(s) who are "insureds" for Covered Autos Liability Coverage under the Who Is An Insured provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: Endorsement Effective Date: SCHEDULE Name Of Person(s) Or Organization(s): City of Santa Ana, its officials, officers, agents, employees and volunteers City of Santa Ana Risk Management Division 20 Civic Center Plaza, 4th Floor Santa Ana, CA 92701 Each person or organization shown in the Schedule is an "insured" for Covered Autos Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Paragraph Al. of Section II — Covered Autos Liability Coverage in the Business Auto and Motor Carrier Coverage Forms and Paragraph 113.2. of Section I — Covered Autos Coverages of the Auto Dealers Coverage Form. CA20481013 © Insurance Services Office, Inc., 2011 ian j t�ENE3 ®tea a fK R U tLr2 Risk Management Matyst 56939719 ( 20-21 GL-A -[ -WC I Sherry Young 18/7/2020 3:02:97 PM (PDT) I Page 3 o: 8 This Endorsement Changes the Policy. Please Read It Carefully. NOTICE TO CERTIFICATE HOLDER OR DESIGNATED ENTITY INDIVIDUAL This endorsement modifies all coverage parts included in this policy. SCHEDULE PERSON OR ORGANIZATION: City of Santa Ana, its officials, officers, agents, employees and volunteers City of Santa Ana Risk Management Division 20 Civic Center Plaza, 4th Floor Santa Ana, CA 92701 201, 220 & 305 E. 9TH; 301-307 N. SPURGEON, SANTA ADDRESS: ANA, CA 92701 Number of Days Notice of Cancellation: 30 (If left blank, no notice will be sent.) Number of Days Notice of Nonrenewal: (If left blank, no notice will be sent.) This endorsement forms a part of Policy Number: CPLS1033HO Effective Date: 03-01-2020 Insured: S&A MANAGEMENT, LLC Includes copyrighted material of SIL 02 022 0412 Insurance Services Office, Inc., with its permission. 56939719 1 20-21 cL-A -Q -WC I Sherry Yowg 1 B/7/2020 3:02:47 PM (=) I Page 4 of 8 S WekMooganod DM3Iart RWEWED & APPaov®9y: o F'-Aww Z VS444ct ��- Risk Management Analyst A. If we cancel this policy for any statutorily permitted reason other than nonpayment of premium, we will mail notice of cancellation to the Scheduled person or organization at the address shown in the Schedule above. We will mail this notice at least the number of days shown in the Schedule above for cancellation. However, failure to send such notice or send it within the specified time period will not rescind the cancellation. B. If we decide not to renew this policy for any statutorily permitted reason, we will mail notice of nonrenewal to the Scheduled person or organization at the address shown in the Schedule above. We will mail such notice at least the number of days shown in the Schedule above for nonrenewal. However, failure to send such notice or send it within the specified time period will not rescind the nonrenewal. This endorsement forms a part of Policy Number: CPLS1033HO Effective Date: 03-01-2020 Insured: S&A MANAGEMENT, LLC Includes copyrighted material of SIL 02 022 0412 Insurance Services Office, Inc., with its permission. r,n„.� RiskMsrwgemmt Division REMEWeD S APPR ED By., Risk Management Analyst 56939713 1 20-21 GL-A -M-WC I Sherry Young I B/7/2020 3:02:47 PM (P= I Page 5 of 8 This Endorsement Changes the Policy. Please Read It Carefully. NOTICE TO CERTIFICATE HOLDER OR DESIGNATED ENTITY INDIVIDUAL This endorsement modifies all coverage parts included in this policy. SCHEDULE PERSON OR ORGANIZATION: of Santa Ana, its officiaCtty officers, agents, employees and volunteers City of Santa Ana Risk Management Division 20 Civic Center Plaza, 4th Floor Santa Ana, CA 92701 ADDRESS: 201, 220 & 305 E. 4TH; 301-307 N. SPURGEON, SANTA ANA, CA 92701 Number of Days Notice of Cancellation: 30 (If left blank, no notice will be sent.) Number of Days Notice of Nonrenewal: (If left blank, no notice will be sent.) This endorsement forms a part of Policy Number: ACVS1325ZO Effective Date: 03-01-2020 Insured: S & A MANAGEMENT, LLC SIL 02 022 0412 Includes copyrighted material of s Rbk MwaganmtDisislon Insurance Services Office, Inc., with REVIEWED& APPROVED By: its permission. b��' Risk Management Analyst 56939719 1 20-21 GL-A -➢L-WC I Sherz Yomg 8/9/2920 3:02:47 PM (PDT) I Page 6 of 8 A. If we cancel this policy for any statutorily permitted reason other than nonpayment of premium, we will mail notice of cancellation to the Scheduled person or organization at the address shown in the Schedule above. We will mail this notice at least the number of days shown in the Schedule above for cancellation. However, failure to send such notice or send it within the specified time period will not rescind the cancellation. B. If we decide not to renew this policy for any statutorily permitted reason, we will mail notice of nonrenewal to the Scheduled person or organization at the address shown in the Schedule above. We will mail such notice at least the number of days shown in the Schedule above for nonrenewal. However, failure to send such notice or send it within the specified time period will not rescind the nonrenewal. This endorsement forms a part of Policy Number: ACVS1325ZO Effective Date: 03-01-2020 Insured: S & A MANAGEMENT, LLC SIL 02 022 0412 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Rlele Marngrnwit Divielnr) RMMM & Awaw®B1 - Risk Management Analyst 56939713 1 20-21 GL-A-i -WC I Sherry Young 1 6/7/2020 3:02:47 EN (PDT) 1 Page 7 of 8 AMENDMENT OF CANCELLATION ENDORSEMENT THIS ENDORSEMENT CHANGES THIS POLICY. PLEASE READ IT CAREFULLY. THIS ENDORSEMENT MODIFIES INSURANCE PROVIDED UNDER THE FOLLOWING: COMMERCIAL PROPERTY COVERAGE The following Cancellation Provision is added to this policy and supersedes anything to the contrary: This policy may be cancelled by mailing or delivering to the first Named Insured written notice of cancellation at least: a. 30 days before the effective date of cancellation if we cancel for nonpayment of premium; or b. 30 days before the effective date of cancellation if we cancel for any other reason. Schedule: City of Santa Ana, its officials, officers, agents, employees and volunteers City of Santa Ana Risk Management Division 20 Civic Center Plaza, 4th Floor Santa Ana, CA 92701 All other terms and conditions of the policy will remain the same. Endurance American Specialty Insurance Company Page I of I 56939719 130-21 GL-A -M-WC I Gheiry Young 10/0/2020 3:02:47 PM (PDT) I Page 8 of 8 y� risk Mwagemrnt Dit bn REVIEWED&APPROV®BY: f.Z.. R. vw'os ul Risk Management Analyst ACORO® CERTIFICATE OF LIABILITY INSURANCE DATE(MMIDONYYY) 8/7/2020 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 endomement(s). PRODUCER Risk Strategies Company CONTACT NAME: Risk Strategies Company 2040 Main Street, Suite 450 Irvine, CA 92614 PHONE ggg_242-9240 ADDRESS: S oun risk-Strate ies.com INSURERS AFFORDING COVERAGE NAICN INSURER A: Som o America Insurance Company 11126 wwwAsk-strategies.com CA DOI License No. OF06675 INSURED East End Realty Partners, LP FKA: Fiesta D Marketplace Partners 50 /o: Raymond Rangel Tr 25 /D Clty of Santa Ana 25% INSURER B: Fireman's Fund Insurance Company 21873 INSURER C: Oak River Insurance Company 34630 INSURER D: Pt7. BOX 10726 Costa Mesa CA 92627 INSURER E: INSURER F COVERAGFS CERTIFICATE NIIMRFR• 9e0g079n DFVIglnm MIUUI 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 ADDLSUBR Ran VIVO POLICY NUMBER POLICY EFF MMOD'YYYY POLICY UP MWDD LIMITS COMMERCIALGENERAL LIABILITY CLAIMS -MADE � OCCUR ✓ CPLS1033HO 3/1/2020 3/1/2021 EACH OCCURRENCE $1000000 PREMISES Ea occurrence) ence $1,000000 GEWL MED EXP (Any one person) $ 5,000 PERSONAL B ADV INJURY $1 000,000 AGGREGATE LIMIT APPLIES PER: POLICY❑ JE� �✓ LOC OTHER: GENERAL AGGREGATE $2,000,000 PRODUCTS-COMPIOP AGO $2,000000 $ A AUTOMOBILE ,/ ✓ LIABILITY ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS HIRED NON -OWNED AUTOS ONLY ✓ AUTOS ONLY ACVS13225ZO 3/1/2020 3/l/2021 EOaBINEDISINGLE LIMIT $1000000 BODILY INJURY (Per person) $ amidend) BODILY INJURY ( ) $ PROPERTY DAMAGE Par audd.rt $ B ✓ UMBRELLAUAB EXCESS LIAR occuR CLAIMS -MADE USL005062201 3/1/2020 3/1/2021 EACH OCCURRENCE $25000000 AGGREGATE $25000000 DED RETENTION$O $ C WORKERS COMPENSATION AND EMPLOYERS'LIABILITY YIN ANYPROPMETORIPARTNERIEXECUTIVE ❑ DFFICERIMEMBER EXCLUDED? (Mandatory In NH) Ifyes, describe under DESCRIPTION OF OPERATIONS below NIA SAWC141554 7/16/2020 7/16/2021 �/ STATUTE ERH E.L. EACH ACCIDENT $1 OOO,OOO E.L. DISEASE - EA EMPLOYE $1 E.L. DISEASE -POLICY LIMIT 1 $1000000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) 71) East End Promenade between 3rd St and 4th St Santa Ana, Ca, 92701 Certholder is named as additional insured on the general liability policy and such insurance as is afforded by this policy shall be primary, and any insurance carried by City shall be excess and noncontributory HOLDER SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Santa Ana ACCORDANCE WITH THE POLICY PROVISIONS. Risk Management Division 20 Civic Center Plaza, 4th Floor Santa Ana, CA 92701 AUTHOR ZED REPRESENTATIVE RiakmarMgerrlvduiZ. Michael Christian y+;q� REVIEWED 6 APPROVED BY: ©1988-2015 ACORD C °l.�' ..,", flu �. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD'gftw Risk Management Analyst 56939720 1 20-21 GL-AL-RL-WC I Sherry Young 9/7/2020 3:02:47 PH (PDT) I Page 1 of 8 or POLICY NUMBER: CPLS1033HO COMMERCIAL GENERAL LIABILITY CG 20 26 12 19 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): City of Santa Ana, its officials, officers, agents, employees and volunteers City of Santa Ana Risk Management Division 20 Civic Center Plaza, 4th Floor Santa Ana, CA 92701 Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, 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; or 2. In connection with your premises owned by or rented to you. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 26 12 19 B. With respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable limits of insurance; whichever is less. This endorsement shall not increase the applicable limits of insurance. © Insurance Services Office, Inc., 2018 Risk MwagemmtDM, M `9 REAEwEo6APPRov®Br. t f k z U:L&",d Risk Management Malyst 56939720 1 20-21 cc-a-m,-WC I sherry Young 1 e/7/2020 3:02:47 Pm (PDT) I Page 2 of a POLICYNUMBER: ACVS1325ZO COMMERCIAL AUTO CA 20 48 10 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED FOR COVERED AUTOS LIABILITY COVERAGE This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement. This endorsement identifies person(s) or organization(s) who are "insureds" for Covered Autos Liability Coverage under the Who Is An Insured provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: Endorsement Effective Date: SCHEDULE Name Of Person(s) Or Organization(s): City of Santa Ana, its officials, officers, agents, employees and volunteers City of Santa Ana Risk Management Division 20 Civic Center Plaza, 4th Floor Santa Ana, CA 92701 Information required to complete this Schedule, if not shown above will be shown in the Declarations. Each person or organization shown in the Schedule is an "insured" for Covered Autos Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Paragraph Al. of Section II — Covered Autos Liability Coverage in the Business Auto and Motor Carrier Coverage Forms and Paragraph D.2. of Section I — Covered Autos Coverages of the Auto Dealers Coverage Form. CA 20 48 10 13 © Insurance Services Office, Inc., 2011 RtekMwwg6mmtDMsf m REVIEWED &APPR�O/V�ED BY: pp �� Risk Management Analyst 56939720 120-21 GL-A -M-WC I Sherry Young 1 8/7/2020 3:02:97 PM (PDT) I Page 3 of a This Endorsement Changes the Policy. Please Read It Carefully. NOTICE TO CERTIFICATE HOLDER OR DESIGNATED ENTITY INDIVIDUAL This endorsement modifies all coverage parts included in this policy. SCHEDULE PERSON OR ORGANIZATION: City of Santa Ana, its officials, officers, agents, employees and volunteers City of Santa Ana Risk Management Division 20 Civic Center Plaza, 4th Floor Santa Ana, CA 92701 ADDRESS: 201, 201,220 & 305 E. 4TH; 301-307 N. SPURGEON, SANTA ANA, CA 92701 Number of Days Notice of Cancellation: 30 (If left blank, no notice will be sent.) Number of Days Notice of Nonrenewal: (If left blank, no notice will be sent.) This endorsement forms a part of Policy Number: CPLS1033HO Effective Date: 03-01-2020 Insured: S&A MANAGEMENT, LLC Includes copyrighted material of SIL 02 022 0412 Insurance Services Office, Inc., with its permission. RA Mmugemmt DMeion eA REVIEWED&APPROV®8Y °. f�4r�tie r;. V:1LwwC r� Risk Managemem Analyst¢ 56935720 1 20-21 GL-A -OL-WC I Sherry YouaJ 1 8/7/2020 3:02:47 PM (PDT) I Page 4 or 8 A. If we cancel this policy for any statutorily permitted reason other than nonpayment of premium, we will mail notice of cancellation to the Scheduled person or organization at the address shown in the Schedule above. We will mail this notice at least the number of days shown in the Schedule above for cancellation. However, failure to send such notice or send it within the specified time period will not rescind the cancellation. B. If we decide not to renew this policy for any statutorily permitted reason, we will mail notice of nonrenewal to the Scheduled person or organization at the address shown in the Schedule above. We will mail such notice at least the number of days shown in the Schedule above for nonrenewal. However, failure to send such notice or send it within the specified time period will not rescind the nonrenewal. This endorsement forms a part of Policy Number: CPLS1033HO Effective Date: 03-01-2020 Insured: S&A MANAGEMENT, LLC SIL 02 022 0412 Includes copyrighted material of Insurance Services Office, Inc., with its permission. 56939720 1 20-21 CL-AL-UL-WC I Sherry Young 1 8/7/2620 3:02:47 PM (POT) 1 Page 5 of B Risk Mwagonent DIMEan REVIEWm & APPROVED BY: po 'f " F�FK.�.f1 h. V:c4fAGc� Risk Management Analyst This Endorsement Changes the Policy. Please Read It Carefully. NOTICE TO CERTIFICATE HOLDER OR DESIGNATED ENTITY INDIVIDUAL This endorsement modifies all coverage parts included in this policy. SCHEDULE PERSON OR ORGANIZATION: City of Santa Ana, its officials, officers, agents, employees and volunteers City of Santa Ana Risk Management Division 20 Civic Center Plaza, 4th Floor Santa Ana, CA 92701 ADDRESS: 201, 220 & 305 E. 4TH; 301-307 N. SPURGEON, SANTA ANA, CA 92701 Number of Days Notice of Cancellation: 30 (If left blank, no notice will be sent.) Number of Days Notice of Nonrenewal: (If left blank, no notice will be sent.) This endorsement forms a part of Policy Number: ACVS1325ZO Effective Date: 03-01-2020 Insured: S & A MANAGEMENT, LLC Includes copyrighted material of SIL 02 022 0412 Insurance Services Office, Inc., with its permission. 100 RideMnugenent Di sIm ,ir•en, °'s ReAEx &APPROvED BY: F-IF.wcr.e R. Vcl&A4d Risk Management Analyst 56939720 1 20-21 GL-A -OL-WC I Sherry Young 1 8/7/2020 3:02:47 PM (POT) I Page 6 of 8 A. If we cancel this policy for any statutorily permitted reason other than nonpayment of premium, we will mail notice of cancellation to the Scheduled person or organization at the address shown in the Schedule above. We will mail this notice at least the number of days shown in the Schedule above for cancellation. However, failure to send such notice or send it within the specified time period will not rescind the cancellation. B. If we decide not to renew this policy for any statutorily permitted reason, we will mail notice of nonrenewal to the Scheduled person or organization at the address shown in the Schedule above. We will mail such notice at least the number of days shown in the Schedule above for nonrenewal. However, failure to send such notice or send it within the specified time period will not rescind the nonrenewal. This endorsement forms a part of Policy Number: ACVS1325ZO Insured: S & A MANAGEMENT SIL 02 022 0412 Effective Date: 03-01-2020 LLC Includes copyrighted material of Insurance Services Office, Inc., with its permission. 56939720 1 20-21 GL-A -[ -WC I Sherry Young 18/7/2020 3:02:47 PM (PDT) I Page 7 of 8 RlekMrwgmadDivision e q�v11 �>qt° RwEwED&APPROV®8Y: fir , Fes. R. VWA4a( ' Risk Management Analyst 01 AMENDMENT OF CANCELLATION ENDORSEMENT THIS ENDORSEMENT CHANGES THIS POLICY. PLEASE READ IT CAREFULLY. THIS ENDORSEMENT MODIFIES INSURANCE PROVIDED UNDER THE FOLLOWING: COMMERCIAL PROPERTY COVERAGE The following Cancellation Provision is added to this policy and supersedes anything to the contrary: This policy may be cancelled by mailing or delivering to the first Named Insured written notice of cancellation at least: a. 30 days before the effective date of cancellation if we cancel for nonpayment of premium; or b. 30 days before the effective date of cancellation if we cancel for any other reason. Schedule: City of Santa Ana, its officials, officers, agents, employees and volunteers City of Santa Ana Risk Management Division 20 Civic Center Plaza, 4th Floor Santa Ana, CA 92701 All other terms and conditions of the policy will remain the same. Endurance American Specialty Insurance Company Page 1 of I 56939724 120-21 GL-A -GL-WC I Sherry Young 18/7/2820 3:02:47 W (Pn) I Page 8 of 8 a, RideMooganad Dhislon REVIEWED S APPRDv®Br: Ruk Manageimn[ Malysl ACC)R0® CERTIFICATE OF LIABILITY INSURANCE Ila./ DATE(MMIDDIYYYY) I 8n/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 INSURERS), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(les) 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 Risk Strate les Company CON CT NAME: Risk Strategies Company 2040 Main Street, Suite 450 Irvine, CA 92614 PHONE gqg-242-9240 a No: WC No EauADDRESS, s oun risk-strate ies.com INSURERS AFFORDING COVERAGE NAICa INSURERA: Som o America Insurance Company 11126 wwmrisk-strategies.com CA DOI License No. OF06675 INSURED East End Realty Partners, LP INSURERS: Fireman's Fund Insurance Company 21873 INSURER C: Oak River Insurance Company 34630 Fourth Street Market INSURERD: P.O. Box 10728 Costa Mesa CA 92627 NSURERE: NSURERF: COVERAGES CERTIFICATE NUMBER: RRg7g771 REVISION NUMRFR- 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 ADDLSUBR POLICYNUMBER POLICYEFF MWDO POUCYEXP MNITO LIMITS A ,� COMMERCIAL GENERAL LIABILITY CLAIMS -MADE MOCCUR ✓ CPLS1033HO 3/1/2020 3/1/2021 EACH OCCURRENCE $1000000 _OAMAGE TO GRUNTED PREMISES Ea occurrenceDccurrencel $1 00O 000 MED EXP (Any one person) $ 5 000 PERSONAL S ADV INJURY $1 00O 000 AGGREGATE LIMIT APPLIES PER: POLICY E PEA [j]LOC GENERALAGGREGATE $2,000,000 GEN'L PRODUCTS-COMPIOP AGG $2000000 $ OTHER: A AUTOMOBILELIABILITY ✓ ACVS13225ZO 3/1/2020 3/1/2021 COMBINED SINGLE LIMIT Ea amidant $ 1 OOO 000 BODILY INJURY (Per person) $ ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Per accitlent ) $ ✓ HIRED NON -OWNED AUTOS ONLY ✓ AUTOS ONLY PROPERTY DAMAGE Per accitlent $ B UMBRELLALIAB �/ OCCUR USL005062201 3/1/2020 3/1/2021 s25000000EXCESS $2S 000 000DEORETENTION$0$C LIAB CLAIMS -MADE WORKERS COMPENSATION EMPLOYERS' LIABILITY YINANYPROPRIETORIPARTNERIEXECUTIVE ❑NIA SAWC141554 7/16/2020 7/16/2021 SEACHOCCURR&ENCEs25,000,000RENCE ERHAND IDENT $1000000OFFICEWMEMBEREXCLUDED'!(Mandatory -EA EMPLOYE $100Eyes, in NH) describe underDESCRIPTION OF OPERATIONSbelow -POLICY LIMIT $1 000000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be aMched if more space is required) Re: Long Term Parking at parking structure located at 300 E. 5th St., 2nd Floor, for residents of the 401 N. Bush Street Apartments. City of Santa Ana, Its Officers, Agents, Employees and volunteers are named as additional insureds and primary/non-contributory clause applies to the general and auto liability policies -see attached endorsements. 30-day notice for non -renewal and Cancellation, 10-day notice for non-payment of premium applies. Excess Liability follows form. CERTIFICATE City of Santa Ana Rsk Management Division 20 Civic Center Plaza, 4th Floor Santa Ana, CA 92701 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 r Michael Christian ©1988-2015 ACORD CI ACORD 25 (2016103) The ACORD name and logo are registered marks of ACORD ....... Risk Management Diyldnn Cs REMEWEO&APPROVED BY: � - Rhk Management Analyst 56939721 1 20-21 GL-AL-UL-WC I Sherry Young I B/7/2029 302:47 8p! (?D'L) I Page 1 of 8 POLICY NUMBER: CPLS1033HO COMMERCIAL GENERAL LIABILITY CG 20 26 12 19 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): City of Santa Ana, its officials, officers, agents, employees and volunteers City of Santa Ana Risk Management Division 20 Civic Center Plaza, 4th Floor Santa Ana, CA 92701 Information required to complete this Schedule if not shown above will be shown in the Declarations. A. Section II — Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, 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; or 2. In connection with your premises owned by or rented to you. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 26 12 19 B. With respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable limits of insurance; whichever is less. This endorsement shall not increase the applicable limits of insurance. © Insurance Services Office, Inc., 2018 �,9 � RhleMnugemmtDMeirnt &mEwED & APPRov6] By: link Management Analyst 56939721 1 20-21 GL-AL-nL-WC I Sherry Young I 8/9/2024 3:02;97 PM POT) I Page 2 of B POLICY NUMBER: ACVS1325ZO COMMERCIAL AUTO CA 20 48 1013 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED FOR COVERED AUTOS LIABILITY COVERAGE This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement. This endorsement identifies person(s) or organization(s) who are "insureds" for Covered Autos Liability Coverage under the Who Is An Insured provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: Endorsement Effective Date: SCHEDULE Name Of Person(s) Or Organization(s): City of Santa Ana, its officials, officers, agents, employees and volunteers City of Santa Ana Risk Management Division 20 Civic Center Plaza, 4th Floor Santa Ana, CA 92701 Information required to complete this Schedule if not shown above will be shown in the Declarations. Each person or organization shown in the Schedule is an "insured" for Covered Autos Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Paragraph Al. of Section 11 — Covered Autos Liability Coverage in the Business Auto and Motor Carrier Coverage Forms and Paragraph D.2. of Section I — Covered Autos Coverages of the Auto Dealers Coverage Form. CA 20 48 1013 *Insurance Services Office, Inc., 2011 wekMwgatwaDMsbn % REVIEWED&A"Rav®ar. Fu� Z V: bmAl �' R6k Management Analyst ,r 56939721 1 20-21 cc-xc-m.-wC I Sherry Yeung 1 e/1/2020 3:a2:41 en (PDT) I eage 3 of e This Endorsement Changes the Policy. Please Read It Carefully. NOTICE TO CERTIFICATE HOLDER OR DESIGNATED ENTITY INDIVIDUAL This endorsement modifies all coverage parts included in this policy. SCHEDULE PERSON OR ORGANIZATION: City of Santa Ana, its officials, officers, agents, employees and volunteers City of Santa Ana Risk Management Division 20 Civic Center Plaza, 4th Floor Santa Ana, CA 92701 ADDRESS: 201, 201,220 & 305 E. 4TH; 301-307 N. SPURGEON, SANTA ANA, CA 92701 Number of Days Notice of Cancellation: 30 (If left blank, no notice will be sent.) Number of Days Notice of Nonrenewal: (If left blank, no notice will be sent.) This endorsement forms a part of Policy Number: CPLS1033HO Effective Date: 03-01-2020 Insured: S&A MANAGEMENT, LLC Includes copyrighted material of SIL 02 022 0412 Insurance Services Office, Inc., with its permission. Ride Mnrugmad Division RmEWEI) & APPROVag By., Ruk Managernent Analyst 56939721 1 20-21 GL-A -M-WC I Sherry Young 1 8/9/2020 3:02:47 Pm (POT) I Page 4 of 8 A. If we cancel this policy for any statutorily permitted reason other than nonpayment of premium, we will mail notice of cancellation to the Scheduled person or organization at the address shown in the Schedule above. We will mail this notice at least the number of days shown in the Schedule above for cancellation. However, failure to send such notice or send it within the specified time period will not rescind the cancellation. B. If we decide not to renew this policy for any statutorily permitted reason, we will mail notice of nonrenewal to the Scheduled person or organization at the address shown in the Schedule above. We will mail such notice at least the number of days shown in the Schedule above for nonrenewal. However, failure to send such notice or send it within the specified time period will not rescind the nonrenewal. This endorsement forms a part of Policy Number: CPLS1033HO Effective Date: 03-01-2020 Insured: S&A MANAGEMENT, LLC SIL 02 022 0412 Includes copyrighted material of Insurance Services Office, Inc., with its permission. RukMawgonad Division Renexm&APaxmmay: �' Risk Management Malysl 56939721 1 20-21 GL-A -I -WC I Sherry Young 1 8/9/2020 3:02:97 PM (P01') I Page 5 of B This Endorsement Changes the Policy. Please Read It Carefully. NOTICE TO CERTIFICATE HOLDER OR DESIGNATED ENTITY INDIVIDUAL This endorsement modifies all coverage parts included in this policy. SCHEDULE PERSON OR ORGANIZATION: City of Santa Ana, its officials, officers, agents, employees and volunteers City of Santa Ana Risk Management Division 20 Civic Center Plaza, 4th Floor Santa Ana, CA 92701 ADDRESS: 201, 220 & 305 E. 9TH; 301-307 N. SPURGEON, SANTA ANA, CA 92701 Number of Days Notice of Cancellation: 30 (If left blank, no notice will be sent.) Number of Days Notice of Nonrenewal: (If left blank, no notice will be sent.) This endorsement forms a part of Policy Number: ACVS1325ZO Effective Date: 03-01-2020 Insured: S & A MANAGEMENT, LLC Includes copyrighted material of REAMnugm3mt DiPisbit SIL 02 022 0412 Insurance Services Office, Inc., with �s� BEmEWD& APPRovm BY: its permission. �®LIf',£' Fumc:.nz Z W v Al `® Risk Management Analyst 56939721 1 20-21 GL-A -I -WC I Sherry Young I B/9/2020 3:02:47 PM (POT) I Page 6 of 6 01 A. If we cancel this policy for any statutorily permitted reason other than nonpayment of premium, we will mail notice of cancellation to the Scheduled person or organization at the address shown in the Schedule above. We will mail this notice at least the number of days shown in the Schedule above for cancellation. However, failure to send such notice or send it within the specified time period will not rescind the cancellation. B. If we decide not to renew this policy for any statutorily permitted reason, we will mail notice of nonrenewal to the Scheduled person or organization at the address shown in the Schedule above. We will mail such notice at least the number of days shown in the Schedule above for nonrenewal. However, failure to send such notice or send it within the specified time period will not rescind the nonrenewal. This endorsement forms a part of Policy Number: ACVS1325ZO Effective Date: 03-01-2020 Insured: S & A MANAGEMENT, LLC Includes copyrighted material of SIL 02 022 0412 Insurance Services Office, Inc., with its permission. RIA MomgemadDivision �ry REv e & APPRov® By., _�. - Risk Management Malys[ 56939721 1 20-21 GL-AL-UL-WC I Sherry Yowg 1 8/7/2020 3:02:47 PM (PDT) I Page 7 of 8 AMENDMENT OF CANCELLATION ENDORSEMENT THIS ENDORSEMENT CHANGES THIS POLICY. PLEASE READ IT CAREFULLY. THIS ENDORSEMENT MODIFIES INSURANCE PROVIDED UNDER THE FOLLOWING: COMMERCIAL PROPERTY COVERAGE The following Cancellation Provision is added to this policy and supersedes anything to the contrary: This policy may be cancelled by mailing or delivering to the first Named Insured written notice of cancellation at least: a. 30 days before the effective date of cancellation if we cancel for nonpayment of premium; or b. 30 days before the effective date of cancellation if we cancel for any other reason. Schedule: City of Santa Ana, its officials, officers, agents, employees and volunteers City of Santa Ana Risk Management Division 20 Civic Center Plaza, 4th Floor Santa Ana, CA 92701 All other terms and conditions of the policy will remain the same. Endurance American Specialty Insurance Company Page 1 of I 56939721 1 20-21 GL-A -O -NC I Sherry Young 18/7/2020 3:02:91 PM (PDT) I Page a of 8 %MIM Ride MmiPgemmt D[WeIDn Re Ewm & APPR� BY: � � �V:.Z�itAtFl - Rukklanage. en[Malys[ REMEWED & APPROVED Br. ® Risk Management Analyst Allianz ili April 10, 2020 Dear: S & A MANAGEMENT LLC Et Al, as per Primary Policies Re: Policy Number: USL005062201 Issuing Company: Fireman's Fund Insurance Company (AN ALLIANZ COMPANY) Thank you for choosing Allianz as your insurance company. We appreciate the trust you've placed in us. A copy of your commercial insurance policy is enclosed. Be sure to keep it in a secure place that you can easily access if you have a question or claim. As a valued policyholder, you can count on Allianz for Trust and financial stability — Rated A+ by A.M. Best and AA by Standard and Poor's, Allianz Global Corporate & Specialty earns one of the highest financial ratings of the leading global property and casualty insurers. Exceptional claim service—Allianz has a 125-year reputation for outstanding claim service built on our commitment to honesty, integrity, and partnership with our clients. The company is ranked as "One of the world's most admired companies" by Fortune® and "One of the top global brands in the world" by Interbrand. The ability to keep pace as your business evolves — Your business needs are continually changing. Whether you are adopting new technologies or expanding into new geographic markets, Allianz has the expertise and resources to grow with you. We truly look forward to serving you and supporting your business. In the interim, please know that we deeply appreciate your business. Best regards, Bill Scaldaferri President & CEO Allianz Global Corporate & Specialty, North America 386516 01 17 Copydght® 2017 Allianz Global Risks US Insurance Company. All rights reserved. Risk ManagOXe♦tF. DMBIOn REM & ARPRov®By. rM4fYM.e �. V.cuMF[ Risk Management Analyst Allianz ili Fireman's Fund Insurance Company A Stock Company 225 W. Washington Street, Suite 1800 Chicago, IL 60606-3484 COMMON POLICY DECLARATIONS Policy No: USL005062201 Policy Period: From: 03/01/2020 To: 03/01 /2021 Beginning and ending at 12:01 a.m., standard time at the mailing address of the Named Insured shown below. Named Insured and Mailing Address: S & A MANAGEMENT LLC Et Al, as per Primary Policies P.O. BOX 10728 COSTA MESA, CA 92627 (Refer to Named Insured Schedule) Producer Name and Mailing Address: RSC Insurance Brokerage Inc. 2040 Main StreetSuite 450 Irvine, CA 92614 In return for the payment of the premium, and subject to all terms of this policy, we agree with you to provide the insurance as stated in this policy. Premium Summary Lead Excess Liability Certified Terrorism $ 137,364 $ 2,747 Total Amount Payable by the Insured $ 140,111.00 Named Insured Schedule Named Insured Legal Entity S & A MANAGEMENT LLC Et Al, as per Primary Policies Corporation Forms Schedule The following policy forms and endorsements have been attached to and made a part of the policy at Inception: Form Title Form Number Policyholder Messages Important Notice Regarding the Terrorism Coverage Offered in this Quotation 380141 01 15 1 Lead Excess Liability Lead Excess Liability Coverage Section - Declarations Schedule of Primary Insurance Copyright® 2016 Allianz Global Risks US Insurance Company. All rights reserved. 178300 06 19 =9. tten��SM �®ahm Rak Management Malysl S & A MANAGEMENT LLC, Et Al, as per Primary Policies Policy No: USLOO6062201 Form Schedule, Continued Allianz Ali Fireman's Fund Insurance Company Form Title Form Number Excess Liability 530206 19 California Amendatory - Cancellation Refund to the Named Insured 145981 01 12 CA Economic or Trade Sanctions Compliance 145985 06 14 Aircraft Exclusion 178301 1002 Marinas, Boat Dealers, and Boat Yards Exclusions 178445 10 02 Claims -Made Coverage Amendment and Exclusion 178539 10 02 California Amendatory 178547 01 12 CA War Liability Exclusion 178557 12 02 Fiduciary or Representative Liability Exclusion 178561 05 03 Silica Particles Exclusion 178575 05 04 CA Disclosure of Premium and Estimated Premium for Certified Acts of Terrorism Coverage; Cap on Insurer Participation in Payment of Terrorism Losses (Pursuant 178587 01 15 to Terrorism Risk Insurance Act) Abuse, Assault, and Molestation Exclusion 178701 0398 Cross Suits Exclusion 178730 03 98 Directors and Officers Exclusion 178740 04 13 Lead Exclusion 178771 0398 Professional Services Exclusion 178794 04 13 Watercraft Exclusion 178819 1001 Fungi or Bacteria Exclusion 178950 04 02 Exclusion of Other Acts of Terrorism Committed Outside the United States 178980 01 15 Exclusion of Punitive Damages Related to a Certified Act of Terrorism 178985 01 15 Sale and Disposal Liability Exclusion 178999 01 04 Violation of Statutes Exclusion (E-Mails, Fax, Phone Calls or Other Methods of Recording or Distribution of Material or Information) 179033 05 09 Additional Policy Provisions 179051 1207 Communicable Diseases and Viruses - Absolute Exclusion 179054 09 07 Access or Disclosure of Confidential or Personal Information and Data -Related Exclusion 179087 05 14 CopyrigN ®2018 Allianz Global Risks US Insurance Company. Al rights resswed. Risk Melagemolt Division REV c)&APPROV By: SWIM, Risk Management Analyst Allianz ili SIGNATURE PAGE IN WITNESS WHEREOF, the Company indicated on the Declarations Page of the policy has caused the policy to be signed by its President and Secretary. Secretary 145990 08 17 Copyright ® 2017 Nli Global Risks US Insurance Company. All tights reserved. Presitlent Risk Mouige1T0ttD1VI810n I' ^ REMD & APPRC(FV//m 9Y�. U Rlsk Management Analyst Allianz ele Important Notice Regarding theTerrorism Coverage Offered in this Quotation 380141 01 15 You are hereby notified that under the Terrorism Risk Insurance Act, as amended ('The Act"), you have a right to purchase insurance coverage for losses arising out of certified acts of terrorism, as defined in Section 102(1) of The Act: The term "certified act of terrorism' means any act or acts that are certified by the Secretary of the Treasury, in accordance with the provisions of the federal Terrorism Risk Insurance Act, as amended, to be an act of terrorism; to be a violent act or an act that is dangerous to human life, property; or infrastructure; to have resulted in damage within the United States, or outside the United States in the case of an air carrier or vessel or the premises of a United States mission; and to have been committed by an individual or individuals, as part of an effort to coerce the civilian population of the United States or to influence the policy or affect the conduct of the United States Government by coercion. YOU SHOULD KNOW THAT WHEN COVERAGE IS PROVIDED BY THIS POLICY FOR LOSSES RESULTING FROM CERTIFIED ACTS OF TERRORISM, SUCH LOSSES MAY BE PARTIALLY REIMBURSED BY THE UNITED STATES GOVERNMENT UNDER A FORMULA ESTABLISHED BY FEDERAL LAW. HOWEVER, YOUR POLICY MAY CONTAIN OTHER EXCLUSIONS WHICH MIGHT AFFECT YOUR COVERAGE, SUCH AS AN EXCLUSION FOR NUCLEAR EVENTS. UNDER THE FORMULA, THE UNITED STATES GOVERNMENT GENERALLY REIMBURSES 85% THROUGH 2O15; 84% BEGINNING ON JANUARY 1, 2016; 83% BEGINNING ON JANUARY 1, 2017; 82% BEGINNING ON JANUARY 1, 2018; 81% BEGINNING ON JANUARY 1, 2019 AND 80% BEGINNING ON JANUARY 1, 2020 OF COVERED TERRORISM LOSSES EXCEEDING THE STATUTORILY ESTABLISHED DEDUCTIBLE PAID BY THE INSURANCE COMPANY PROVIDING THE COVERAGE.THE PREMIUM CHARGED FOR THIS COVERAGE IS PROVIDED PER THE ATTACHED QUOTE AND DOES NOT INCLUDE ANY CHARGES FOR THE PORTION OF LOSS THAT MAY BE COVERED BY THE FEDERAL GOVERNMENT UNDER THE ACT. YOU SHOULD ALSO KNOW THAT THE TERRORISM RISK INSURANCE ACT, AS AMENDED, CONTAINS A $100 BILLION CAP THAT LIMITS U.S. GOVERNMENT REIMBURSEMENT AS WELL AS INSURER'S LIABILITY FOR LOSSES RESULTING FROM CERTIFIED ACTS OF TERRORISM WHEN THE AMOUNT OF SUCH LOSSES IN ANYONE CALENDAR YEAR EXCEEDS $100 BILLION. IF THE AGGREGATE INSURED LOSSES FOR ALL INSURERS EXCEEDS $100 BILLION, YOUR COVERAGE MAY BE REDUCED. This quotation includes an offer of coverage for losses due to certified acts of terrorism, as defined by The Act, and, if accepted, will be subject to the limit(s), terms and conditions of any policy subsequently issued. In addition, as with any other coverage under an excess liability policy, the scope of your coverage for terrorism is never broader than the coverage of your scheduled underlying policy(ies). The quoted premium for this certified acts of terrorism coverage is per attached quote. In order to accept or reject this offer of certified acts of terrorism coverage for the premium stated above please do one of the following: To Reject this offer, do ALL of the following: (1) Communicate your decision to your agent or broker. and (2) Mark the "Reject" option below, sign and date below, and return the original signed document to the address specified below. To Accept this offer, you must do ALL of the following: (1) Communicate your decision to your agent or broker. (2) Accept and purchase certified acts of terrorism coverage on all scheduled underlying insurance that is subject to The Act; and (3) Pay the premium by the due date shown on your premium billing. WE STRONGLY RECOMMEND that you contact your insurance agent prior to accepting tt 380141 01 15 Copydghta 2015 Alllanz Global Risks US Insurance Company. All rights reserved. z RIAMmaganentDMpan REvl &APPROVmaY: "' Risk Management Analyst Allianz Ali Please note that any coverage mandated by applicable Workers Compensation laws in your state will not be affected by your rejection below of terrorism coverage. If you have any questions about this or any other insurance matter, please contact your agent or broker. TERRORISM COVERAGE ELECTION: understand that this offer is conditional on my purchase of coverage for certified acts of terrorism, as defined in The Act, for all policies of insurance which are scheduled in this policy as underlying insurance for this policy that are subject to The Act. I understand that if at a later time it is determined that any of the underlying policies that are subject to The Act do not include coverage for certified acts of terrorism, as defined in The Act, then my election to accept this quote to purchase coverage for certified acts of terrorism, as defined in The Act, will be ineffective. In that event, I also understand that the policy that I am purchasing will have no coverage for losses arising from certified acts of terrorism, as defined in The Act. () I REJECT COVERAGE FOR LOSSES DUE TO CERTIFIED ACTS OF TERRORISM, AS DEFINED IN THE ACT. Applicant: Signature: Title: Date: Insurance Company: Please return to your agent or broker. 380141 01 15 Copyright© 2015 Alllam, Global Risks US Insurance Company. M rights reserved. Riak Mankgmunt DPieion REVIEWED &(APPRO/V/® By., MW Ruk Management Analyst Allianz ili Lead Excess Liability Copynghlm 2018 Allianz Global Risks US Insurance Company. All rights reserved. RiskMowgmodDMs[mt a�REVIEWED&APPRoV®Br: FU4"� a R. V:Lf VAI �� R6k Management Malyst Allianz ili Lead Excess Liability Coverage Section - Declarations • These Declarations, together with the Common Policy Declarations, Schedule of Primary Insurance, Coverage Form(s) and any Endorsement(s), complete this policy. • In return for the payment of the premium, and subject to all the terms of this policy, we agree with you to provide the insurance as stated in this policy. Excess Liability (5302 06 19) Description of Limits Limit of Insurance Each Occurrence $ 25,000,000 Aggregate $ 25,000,000 Endorsements Completed in the Declaration Claims -Made Coverage Amendment and Exclusion (178539 10 02) Retroactive Date 03/01 /2010 Additional Terms: AS RESPECTS TO EMPLOYEE BENEFITS ONLY Copyright © 2018 Allianm Global Risks US Insurance Company. All rights resawetl. Risk Maugemml. DiWeimt ��g ccRizvEwm& AP'PIRO/V�m By., ' r'1lvKM�e �, ya.LtMesct ®t ® Risk lvlanagemi 178300 0619 Copyright ©1992 Allianz Global Risks US Insurance Company. All rights reserved. Allianz ili Schedule of Primary Insurance 178300 06 19 The schedule of Primary Insurance is completed to read as follows: Commercial General Liability Occurrence Company Policy No Expiration Date SOMPO INTERNATIONAL INSURANCE CPLS1033HO 03/01/2021 Description of Limits Limits of Insurance General Aggregate Limit (Other than Products — Completed Operations) $ 2,000,000 Products -Completed Operations Aggregate $ 2,000,000 Personal & Advertising Injury $ 1,000,000 Each Occurrence $ 1,000,000 Employee Benefits Administration Liability Claims -made Claims Made Retroactive Date 03/01 /2010 Description of Limits Limits of Insurance Each Employee $ 1,000,000 Aggregate $ 1,000,000 Automobile Liability Combined Single Limit Company Policy No Expiration Date SOMPO INTERNATIONAL INSURANCE ACVS13225ZO 03/01/2021 Description of Limits Limits of Insurance Bodily Injury and Property Damage Combined Single Limit -Any One Accident $ 1,000,000 Commercial General Liability Occurrence Company Policy No Expiration Date ATLANTIC SPECIALTY INSURANCE COMPANY B5JH73138 03/01/2021 Description of Limits Limits of Insurance General Aggregate Limit (Other than Products — $ 2,000,000 Completed Operations) Risk Mot gm enlDmelon ._ Re Ewm & APPR By., fay � 2. VX AI Risk Management Analyst Allianz ili Commercial General Liability Occurrence, Continued Description of Limits Limits of Insurance Products -Completed Operations Aggregate $ 1,000,000 Personal & Advertising Injury $ 1,000,000 Each Occurrence $ 1,000,000 Additional Terms: AS RESPECTS TO: CANNERY VILLAGE MARINA PARTNERS Commercial General Liability Occurrence Company I Policy No Expiration Date OHIO SECURITY INURANCE COMPANY BZS56521872 03/01/2021 Description of Limits Limits of Insurance General Aggregate Limit (Other than Products — Completed Operations) $ 2,000,000 Products -Completed Operations Aggregate $ 2,000,000 Each Occurrence $ 1,000,000 NON -OWNED AND HIRED AUTO LIABILITY - CSL $ 1,000,000 Additional Terms: AS RESPECTS TO: SUN VAL ASSOCIATES PARTNERSHIP Employers Liability Company Policy No Expiration Date OAK RIVER INSURANCE COMPANY SAWC712431 07/16/2020 Description of Limits Limits of Insurance Bodily Injury by Accident $ 1,000,000 Bodily Injury by Disease Limit Policy $ 1,000,000 Bodily Injury by Disease Each Employee $ 1,000,000 Additional Terms: AS RESPECTS TO: S & A MANAGEMENT LLC Employers Liability Company Policy No Expiration Date OAK RIVER INSURANCE COMPANY EAWC805676 02/01/2021 Description of Limits Limits of Insurance Bodily Injury by Accident $ 1,000,000 Bodily Injury by Disease Limit Policy $ 1,000,000 178300 06 19 Copyright ©1992 Alliane Global Risks US Insurance Company. All rights reserved. PJAN �rWd RsvlE 6Aapwv®ar. R. Risk Management Malys[ Allianz ili Employers Liability, Continued Description of Limits mInsurance Bodily Injury by Disease Each Employee $ 1,000,000 Additional Terms: AS RESPECTS TO: EAST END REALTY PARTNERS PERSONAL UMBRELLA Company I Policy No Expiration Date SAFECO INSURANCE COMPANY OF AMERICA UA4725920 03/01/2021 f] Description of Limits Limits of Insurance LIMIT OF LIABILITY $ 1,000,000 Additional Terms: AS RESPECTS TO: STEVEN FAINBARG PERSONAL AND BUSINESS OWNERS' UMBRELLA Company I Policy No Expiration Date MARKEL INSURANCE COMPANY MP00026938-00 03/02/2021 Description of Limits Limits of Insurance LIMITS OF LIABILITY FOR EACH LOSS 1$ 1,000,000 Additional Terms: AS RESPECTS TO: SARA FAINBARGCOVERAGE A: BODILY INJURY, PERSONAL INJURY, ADVERTISING INJURY AND PROPERTY DAMAGE LIABILITY COVERAGE PERSONAL AND BUSINESS OWNERS' UMBRELLA Company Policy No Expiration Date MARKEL INSURANCE COMPANY MP00027039-00 03/02/2021 Description of Limits Limits of Insurance LIMITS OF LIABILITY FOR EACH LOSS 1$ 1,000,000 Additional Terms: AS RESPECTS TO: IRVING CHASECOVERAGE A: BODILY INJURY, PERSONAL INJURY, ADVERTISING INJURY AND PROPERTY DAMAGE LIABILITY COVERAGE 1783000619 Copyright @ 1992 Allianz Global Risks US Insurance Company. All rights reserved. o e.I.� ,we' ' Risk Mmsgmawra Division RRe Ewen & AppRovm SY: r�l/GhG: R, V:.( '-a MINW—W. Risk Management Analyst Allianz ile Quick Reference Excess Liability 5302 06 19 This insurance is provided by one of Allianz Global Risks US Insurance Companies as shown on the Declarations Page. Our mailing address is: 225 West Washington Street, Suite 1800, Chicago, IL 60606. At inception, The Excess Liability policy consists of: the Declarations, the policy form, and the endorsements listed on the Declarations. BEGINNING ON PAGE SECTION I - EXCESS INSURING AGREEMENT........................................................................................................2 SECTIONIV - EXCLUSIONS.......................................................................................................................................4 SECTIONV - CONDITIONS.........................................................................................................................................7 SECTION VI - DEFINITIONS ..................................... 53020619 Copyright ® 2002 Allianz Global Risks US Insurance Company. All rights reserved. [1] RLItMnlagemmtElMsion en REVIEWED 6 APPROVED BY. Risk Managernent Ani Allianz ili Read the entire policy carefully to determine rights, duties and what is and is not covered. The words "you" and "your" refer to the Named Insured shown in the Declarations. The words "we", "us" and "our" refer to the company providing this insurance. Other words and phrases that are boldfaced have special meaning. Refer to the DEFINITIONS section. By accepting this policy, you agree that: 1. The statements in the Declarations and Application are your agreements and representations; 2. Those statements are accurate and complete; 3. This policy is issued and continued in reliance upon the truth of those representations; and 4. This policy contains all agreements existing between you, us, and our agents, relating to this insurance. SECTION I - EXCESS INSURING AGREEMENT A. We will pay on behalf of any Insured those sums in excess of Primary Insurance that any Insured becomes legally obligated to pay as damages provided that such damages: Are covered by Primary Insurance; 2. Arise from injury or damage that occurs, or from an offense committed, during our Policy Period; and 3. Take place anywhere in the world. B. The terms and conditions of Primary Insurance in effect at the inception date of this policy apply to this policy, unless they are inconsistent with any provision of this policy or relate to any renewal agreement. C. The amount we will pay is limited as described in SECTION II.B. and SECTION III - LIMITS OF INSURANCE. D. Subject to SECTION II. and SECTION HI.E., we will only pay defense expenses we incur in addition to the applicable Limits of Insurance. SECTION II - DEFENSE AND EXPENSE OF CLAIMS AND SUITS A. DEFENSE 1. We will have the right and duty to defend any Insured against any Suit seeking damages to which this insurance applies but only: a. After the applicable limits of insurance of Primary Insurance and Other Insurance cease to apply because of exhaustion by the payment of judgments or settlements, or because of exhaustion by the payment of defense expenses by the terms of that policy; and b. If no Other Insurance affording a defense or indemnity against such a Suit is available to any Insured. 2. We have the right but not the duty to associate with Primary Insurers in the defense and control of any Occurrence, claim or Suit to which we think this policy may apply. 3. At our discretion we may: a. Investigate any Occurrence, claim or Suit; or b. Settle any claim or Suit. 4. We have no duty to defend any Insured against any Suit seeking damages: a. To which this policy does not apply; Rtek A4nagemand D'niebn REvIEWEG S A"Rovm By. i Copyng is Copyright©2002 Allianz Global Risks US Insurance Company. All rights reserved. Risk Management Malys[ Allianz 0 b. After our applicable Limits of Insurance have been exhausted by the payment of judgments or settlements, or exhausted by the payment of defense expenses or reimbursements in the same manner as the terms of Primary Insurance or Other Insurance; or c. To which Primary Insurance or Other Insurance, by its terms, has no duty to defend provided that such Primary Insurance or Other Insurance does not defend for reasons other than the exhaustion of its limits of insurance. B. PAYMENT OF EXPENSES When we have the duty under this policy to defend any Insured against any Suit we will not pay any expenses except the following: a. We will pay only those defense expenses we directly incur solely at our discretion; and b. If we are prevented by law from investigating or settling any claim or defending any Insured against any Suit, we will pay any expenses incurred by any Insured with our consent; and c. We will pay the following expenses to the extent that they are not covered by Primary Insurance or Other Insurance by the terms of that insurance: (1) Costs taxed against any Insured in the Suit. (2) Up to $2000 for cost of bail bonds required. We do not have to furnish these bonds. (3) The cost of bonds to release attachments, but only for bond amounts within our applicable Limit of Insurance. We do not have to furnish these bonds. (4) Reasonable expenses incurred by any Insured when we request the Insured to assist us in the investigation of the claim or defense of the Suit. This includes actual loss of earnings up to $500 a day, because of time off from work. (5) Prejudgment interest awarded against any Insured on that part of the judgment we pay. If we make an offer to pay the applicable Limit of Insurance we will not pay any prejudgment interest based on that period of time after the offer. (6) All interest on the full amount of any judgment that accrues after entry of the judgment and before we have paid, offered to pay, or deposited in court the part of the judgment that is within our applicable Limit of Insurance. 2. With respect to any claim or Suit to which this policy applies and for which we do not have the duty to defend: a. We will only pay expenses we directly incur solely at our discretion. b. We will not pay expenses: (1) Incurred by you or others; or (2) Included in any Primary Insurance or Other Insurance by their terms. SECTION III - LIMITS OF INSURANCE A. The Limits of Insurance shown in the Declarations and the terms below fix the most we will pay regardless of the number of: 1. Coverages provided by this policy; 2. Insureds; 3. Claims made or Suits brought; or 4. Persons or organizations making claims or bringing Suits. B. OCCURRENCE LIMIT 530206 19 Copyright ® 2002 Allianz Global Risks US Insurance Company. All rights reserved. q ..... wekMaragemcitnivision ery� REVIEWED 6 APPROV® BY: Risk Management Analyst Allianz Ali 1. The "each occurrence" limit shown in our Declarations is the most we will pay under this policy for the sum of damages arising out of any one Occurrence. Any amount we pay for damages arising out of an Occurrence will reduce or exhaust the amount of our applicable aggregate Limit of Insurance available for payment of damages arising out of any other Occurrence. 2. Coverage applies only in excess of the Limit of Insurance shown in our Schedule of Primary Insurance. But if a Primary Policy has a limit of insurance: a. Greater than the amount shown, our policy applies excess of the greater amount; or J. Less than the amount shown, our policy applies excess of the amount shown in our Schedule of Primary Insurance. 3. If the limit of insurance of a Primary Policy is: a. Reduced; or b. Exhausted; by payment of judgments or settlements arising out of Occurrences, our policy will apply in excess of such reduced or exhausted limit of insurance. C. AGGREGATE LIMIT - The Limit of Insurance shown in our Declarations as "aggregate" is the most we will pay under the policy for the sum of damages. Our aggregate limit will apply only when a Primary Policy applies an aggregate limit, and will apply on the same basis as a Primary Policy. D. POLICY PERIOD EXTENSIONS - If we extend our Policy Period after this policy is issued, we will consider the additional period as part of the last preceding annual period for purposes of determining the Limits of Insurance. E. SAME BASIS DEFENSE EXPENSES - If the limits of insurance of any Primary Policy or Other Insurance are reduced by defense expenses by the terms of that policy then any defense expense payments we make to defend any Insured or reimbursement we make to any Insured for defense expenses will reduce our applicable Limits of Insurance. SECTION IV - EXCLUSIONS This policy does not apply: A. ASBESTOS -To any liability arising, in whole or in part, out of or in anyway related to Asbestos. B. E.R.I.S.A. -To any liability of any Insured under, or any claim based upon: 1. The Employees' Retirement Income Securities Act (E.R.I.S.A.) of 1974 and any amendment thereto; or 2. Similar provisions of any federal, state, or local statutory law or common law. C. DAMAGE TO PROPERTY - To property damage to real or personal property in the care, custody or control of any Insured, including any costs or expenses incurred by you or any other person or organization 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. D. EMPLOYMENT PRACTICES - To any liability arising out of any employment -related or personnel practices, policies, acts or omissions. This includes, but is not limited to: 1. Refusal to employ; 2. Termination of employment; 3. Coercion, criticism, demotion, failure to promote, evaluation, reassignment, discipline, defamation, self - defamation, harassment, humiliation, discrimination, libel, slander, false arrest and imprisonment, or violation of a person's right of privacy; or 4. Any consequential injury or damages as a result of 1., 2, or 3. above. 530206 19 Copyright © 2002 Allianz Global Risks US Insuanne Company. All rights reserved. WekMmvgrnwrt Diwian ,Iti,� REvIEWM&APPROV®9Y: �; f�:Z,4 Z MA441d Risk Management Analyst Allianz i1e This exclusion applies: 1. To all claims, demands, charges, complaints or Suits by any person(s) or organization(s) for damages because of such injury or liability, including damages for care and loss of services; 2. Whether any Insured may be held liable as an employer or in any other capacity either directly or indirectly related to employment; and 3. To any obligation to share damages with or repay someone else who must pay damages because of such injury or liability. E. WAR - To liability due to war, whether or not declared, or any act or condition incident to war. War includes civil war, insurrection, rebellion or revolution. This exclusion applies only to liability assumed under a contract or agreement. F. NUCLEAR ENERGY LIABILITY 1. Under any coverage, to injury, sickness, disease, death or destruction: a. With respect to which any Insured under this policy is also an insured under a nuclear energy liability policy issued by: (1) Nuclear Energy Liability Insurance Association; (2) Mutual Atomic Energy Liability Underwriters; or (3) Nuclear Insurance Association of Canada; or would be insured under any such policy but for its termination upon exhaustion of its limit of liability; or b. Resulting from the "Hazardous Properties" of "Nuclear Material" and with respect to which: (1) Any person or organization is required to maintain financial protection pursuant to the Atomic Energy Act of 1954, or any law amendatory thereof; or (2) Any Insured is, or had this policy not been issued would be, entitled to indemnity from the United States of America, or any agency thereof, under any agreement entered into by the United States of America, or any agency thereof, with any person or organization. 2. Under any liability coverage, to injury, sickness, disease, death or destruction resulting from the "Hazardous Properties" of "Nuclear Material", if: a. The "Nuclear Material": (1) Is at any "Nuclear Facility" owned by, or operated by or on behalf of, any Insured, or (2) Has been discharged or dispersed therefrom; b. The "Nuclear Material" is contained in "Spent Fuel" or "Waste" at any time possessed, handled, used, processed, stored, transported or disposed of, by or on behalf of any Insured; or c. The injury, sickness, disease, death or destruction arises out of the furnishing by any Insured of services, materials, parts or equipment in connection with the planning, construction, maintenance, operation or use of any "Nuclear Facility". But if such facility is located within the United States of America, its territories or possessions or Canada, subsection c. applies only to injury to or destruction of property at such "Nuclear Facility". As used in this exclusion: 1. "Hazardous Properties" includes radioactive, toxic or explosive properties. 2. "Nuclear Material" means "Source Material", "Special Nuclear Material" or "By -Product Material". 3. "Source Material", "Special Nuclear Material", and "By -Product Material" have the meaning given them in the Atomic Energy Act of 1954 or in any law amendatory thereof. 4. "Spent Fuel" means any fuel element or fuel component, solid or liquid, which has been used or exposed to radiation in a "Nuclear Reactor'. 5. "Waste" means any material which:oR;, ye ' Rtvievm & APP w Bv: 53020619;;Y9rlZa .11-rFil:-' rMfAW.K I.. V:(.&sM Copyright ®2pp2 Allianz Global Risks US Insurance Company. All rights raservetl. Risk Management Analyst Allianz ili a. Contains "By -Product Material' other than the tailings or wastes produced by the extraction or concentration of uranium or thorium, from any ore processed primarily for its Source Material content; and b. Results from the operation by any person or organization of any "Nuclear Facility" included under a. and b. of the definition of "Nuclear Facility". 6. "Nuclear Facility" means: a. Any "Nuclear Reactor"; b. Any equipment or device designed or used for: (1) Separating the isotopes of uranium or plutonium; (2) Processing or utilizing "Spent Fuel'; or (3) Handling, processing or packaging "Waste"; c. Any equipment or device used for processing, fabricating or alloying of "Special Nuclear Material' if, at any time, the total amount of such material in the custody of any Insured at the premises where such equipment or device is located consists of or contains more than 25 grams of: (1) Plutonium; or (2) Uranium 233; or any combination thereof, or more than 250 grams of uranium 235; d. Any structure, basin, excavation, premises or place, prepared or used for the storage or disposal of "Waste"; and includes: a. The site on which any of the foregoing is located; b. All operations conducted on such site; and c. All premises used for such operations. 7. "Nuclear Reactor" means any apparatus designed or used to: a. Sustain nuclear fission in a self-supporting chain reaction; or b. Contain a critical mass of fissionable material. 8. With respect to injury to or destruction of property, the words "injury" or "destruction" include all forms of radioactive contamination of property. G. POLLUTION 1. To any liability arising a. Directly; b. Indirectly; c. In concurrence, or in any sequence with a cause for which coverage may be afforded by this policy; out of the actual, alleged or threatened existence, discharge, dispersal, seepage, migration, release or escape of Pollutants. 2. To 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 a 530206 19 GopYnght ® 2002 Allianz Global Risks US Insurance Company. All rights resewed. Claim or suit by or on behalf of a governmental authority for damages because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying, neutralizing, or in any way responding to, or assessing the effects of, Pollutants. le R6kMou9emmtDMsEm REwEwm 6 ArpRov®Br. Fv4,eK R. V 1 A4441 Risk Management Malys t 01 Allianz ili It is the intent and effect of this exclusion G. to exclude any or all coverage afforded by this policy for any claim, action, judgment, liability, settlement, defense, or expense in any way arising out of the existence, discharge, dispersal, seepage, migration, release or escape of Pollutants. This exclusion applies: 1. Whether the existence, discharge, dispersal, seepage, migration, release or escape of Pollutants: a. Results from any Insured's activities or the activities of others; or b. Is sudden, gradual, accidental, intended, foreseeable, expected, fortuitous, or inevitable; and 2. Wherever or however the existence, discharge, dispersal, seepage, migration, release or escape of Pollutants occurs. H. LAWS -To any obligation of any Insured under a Law of: 1. Workers compensation; 2. Disability benefits; 3. Unemployment compensation; or Any similar law. I. UNINSURED MOTORISTS COVERAGE - To any sums any Insured is legally entitled to recover under any uninsured or underinsured motorists coverage or any similar coverage. SECTION V - CONDITIONS A. APPEALS - If any Primary Insurer elects not to appeal a judgment that is in excess of the amount of the Primary Insurance or Other Insurance, we may elect to appeal. If we appeal, we will pay the expenses of such appeal. Such payments will not reduce our Limits of Insurance. B. BANKRUPTCY 1. Bankruptcy or insolvency of any Insured or Insured's estate does not relieve us of our obligations under this policy. 2. If any Primary Insurer becomes bankrupt or insolvent, this policy: a. Does not replace such Primary Insurance; and b. Applies as though such Primary Insurance were available and collectible. C. CANCELLATION 1. The First Named Insured may cancel this policy by mailing or delivering advance written notice to us, or the agent or broker of record. The Policy Period will end on the effective date requested. 2. We may cancel this policy by mailing by first class or certified mail to the First Named Insured and to the agent or broker of record, at their last addresses known to us, written notice of cancellation stating the reason for cancellation, at least: a. Ten (10) days before the effective date of cancellation if we cancel for nonpayment of premium; or b. Sixty (60) days before the effective date of cancellation if we cancel for any other reason. 3. Notice of cancellation will state the effective date of cancellation. The Policy Period will end on the date of cancellation. 4. If this policy is cancelled, we will send the First Named Insured any premium refund due. a. If we cancel, the refund will be pro rata unearned premium. b. If the First Named Insured cancels, the refund may be less than pro rata. The cancellation will be effective even if we have not made or offered a refund. 5302 05 19 Copyr1ght02002 Allianz Global Risks US Insurance Company. All rights reserved. s RiskManapnmt Million AV I�REVIEWED&APPROVEDRY: MRok Managenrent Analyst Allianz ili 5. A post office certificate of mailing or a certified mail receipt will be sufficient proof of mailing of notice. D. CHANGES -The First Named Insured is authorized to make changes in the terms of this policy with our consent. This policy's terms can be amended or waived only by a written endorsement issued by us and made a part of this policy. E. CONFORMITY WITH LAWS -Any terms of this policy which are in conflict with the laws of the state or Canadian province where this policy is issued are amended to conform to such laws. F. DUTIES OF INSUREDS IN THE EVENT OF OCCURRENCE, CLAIM OR SUIT You must see to it that: 1. We are notified as soon as practicable: a. Of any Occurrence which may result in a claim under this policy, when the Occurrence is known to: (1) You, if you are an individual; (2) Your partner, if you are a partnership; (3) Your member, if you are a joint venture; (4) Your member or manager, if you are a limited liability company; or (5) Your officer or insurance manager, if you are an organization other than a partnership or joint venture; and b. If a claim is made or Suit is brought against any Insured. 2. Insureds: a. Cooperate with us in the investigation or settlement of any claim, or defense of any Insured against any Suit; b. Enforce any right, upon our request, against any person or organization which may be liable to any Insured because of injury or damage to which this policy applies; and c. Make no admission of liability, incur no expense other than first aid, and assume no obligation, without our consent. 3. In jurisdictions in which we are prevented from investigating, defending or settling a claim, or defending any Insured against any Suit, you must make or cause to be made such investigation, defense or settlement as may be reasonably necessary. However, settlement requires our prior written authorization. Also, you must see to it that Insureds continue to comply with their duty to cooperate in the defense. G. MAINTENANCE OF PRIMARY INSURANCE While this policy is in effect you agree: 1. To maintain Primary Insurance in full force, except for the reduction of limits of insurance due to the payment of judgments or settlements; 2. The terms and conditions of Primary Insurance will not materially change; and 3. Renewals or replacements of Primary Insurance will not materially change from the expiring Primary Insurance. If you fail to comply with the above this policy shall apply as if Primary Insurance had been so maintained. H. PAYMENT OF LOSS UNDER THIS POLICY - This policy will not apply until the Insured or the Primary Insurer is obligated to pay the full amount of the Primary Insurance limits of insurance. When the amount of judgment or settlement has finally been determined, we will promptly pay on behalf of the Insured the amount of damages which falls within the terms of this policy. 1. PREMIUM 1. The First Named Insured: a. Is responsible for the payment of all premiums; and 530206 19 Copyright® 2002 Allianz Global Risks US Insurance Company. All rights reserved. MilkMaxagovialitt DiAslon REVIE &APPROVED By: Risk Management Analyst Allianz Alt b. Will be the payee for any return premiums. 2. The Advance Premium for this policy is shown in the Declarations. It is not subject to adjustment unless the Basis of Premium shown in the Declarations is other than: "flat charge'. 3. If the Advance Premium is subject to adjustment, the earned premium will be determined at the end of our Policy Period. If the earned premium is: a. More than the Advance Premium, the First Named Insured will pay the excess to us; or b. Less than the Advance Premium, we will return to the First Named Insured the unearned portion. However, the earned premium is subject to the Annual Minimum Premium shown in our Declarations for each twelve (12) months of our Policy Period. J. TITLES OR CAPTIONS - The titles or captions used in this policy are solely for convenience or reference. They do not affect the provisions to which they relate. K. TRANSFER OF YOUR RIGHTS AND DUTIES UNDER THIS POLICY - Your rights and duties under this policy may not be transferred without our written consent. If you die, your rights and duties are transferred to your legal representative but only while they are acting within the scope of their duties as such. Until one is appointed, anyone having proper temporary custody of your property will have your rights and duties with respect to that property. L. SUBROGATION 1. If any Insured has rights to recover all or part of any payment we make under this policy, those rights are transferred to us. The Insured must do nothing after loss to impair them. At our request, the Insured will bring Suit or transfer those rights to us and help us enforce them. 2. Any recoveries shall be distributed as follows: a. First, we shall be entitled to recover to the extent of our payment; and b. Next, any remaining amounts shall be paid to the Primary Insurers or any other party to the extent of their payment. c. The expenses of the recovery will be distributed in proportion to the share of each party's recovery. But, if we conduct the recovery proceedings by ourselves: (1) We will pay all expenses; and (2) If we make a recovery, we will be reimbursed in full from the recovery for our expenses before the recovery is distributed. M. OTHER INSURANCE - If there is any Other Insurance available to any Insured, this policy applies excess of and does not contribute with such Other Insurance. However, this does not apply if the Other Insurance is specifically written to be excess over this policy. 5302 06 19 Copyright © 2002 Alllanz Global Risks US Insurance Company. All rights reserved. Risk Mwagemad Divlslon &( APPROVED Sr �311�1•LL�[r/-` [REVIEWED r'IRf.lhf,L Imo. V�GW(H. Risk Management Analyst Allianz ili SECTION VI - DEFINITIONS A. Asbestos includes but is not limited to: asbestos, asbestos products, asbestos fibers, asbestos dust, and asbestos contained in products or materials. B. Named Insured means any person or organization shown in the Named Insured section of our Declarations. C. First Named Insured means the person or organization shown first in the Named Insured section of our Declarations. D. Insured means each of the following: 1. NAMED INSURED- Any person or organization shown in the Named Insured section of our Declarations. 2. NEWLY ACQUIRED OR FORMED ORGANIZATIONS- Any organization you newly acquire or form during our Policy Period that is an insured in Primary Policies. However, this policy does not apply to any injury, damage or Occurrence, which took place orwas committed before you acquired orformed the organization. 3. PERSONS OR ORGANIZATIONS INSURED IN PRIMARY POLICIES - Any person or organization that is an insured in Primary Policies. However, any person or organization that becomes an insured in Primary Policies after the inception date of our policy is an Insured on our policy only if, prior to the time of an Occurrence, you agreed in a written contract to provide such insurance as is afforded by this policy. E. Pollutants means any solid, liquid, gaseous or thermal irritant or contaminant, including smoke, vapor, soot, fumes, acids, alkalis, chemicals, and waste. Waste includes materials to be recycled, reconditioned or reclaimed. F. Suit means a civil proceeding in which damages insured by this policy are alleged. The term includes: 1. An arbitration proceeding in which such damages are claimed and to which any Insured must submit or does submit with our consent; or 2. Any other alternative dispute resolution proceeding in which such damages are claimed and to which any Insured submits with our consent. G. Occurrence has the same meaning as has the term "occurrence" contained in Primary Insurance. But with respect to personal and advertising injury as defined in Primary Policies, the term means a personal and advertising injury offense. H. Other Insurance means insurance that is available to any Insured and covers damage to which this policy applies, other than: 1. Primary Insurance; or 2. Insurance that is specifically purchased by you to be excess of the insurance afforded by this policy. I. Primary Insurer means the insurer of the Primary Insurance or Other Insurance policies. J. Primary Policy, Primary Policies or Primary Insurance means the policy or policies of insurance shown in our Schedule of Primary Insurance. 63020619 CopynghtC 2002 Allianz Global Risks US Insu moo Company. All rights reserved. Rink Mmugmlalt Diwior. RSV EWED & APPROVED Br. Risk Management Analyst Allianz ilt California Amendatory - Cancellation Refund to the Named Insured 145981 CA 01 12 Policy Amendment The following provision is added and supersedes and replaces any provision contained in the Policy to the contrary. In accordance with California law, if this policy is cancelled, we (the Company) will send the first Named Insured any premium refund due. The refund, if any, will be computed on a pro rata basis. However, the refund may be less than pro rata if we (the Company) made a loan to you (the Named Insured) for the purpose of payment of premiums for this policy. The cancellation will be effective even if we (the Company) have (has) not made or offered a refund. All other terms and conditions of the policy remain unchanged. 145981 CA 0112 Copyright 8 2011 Alllanz Global Risks US Insurance Company. All rights reserved. RiskMnlagen att DiMlan REmEWED&APPRCF EDBY. FA"Z vec a �— Risk Management Analyst Allianz ili Economic or Trade Sanctions Compliance-145985 06 14 Policy Amendment The following is added to the Policy and replaces any other provision in the Policy addressing economic or trade sanctions: This insurance does not apply to the extent that economic or trade sanctions or other laws or regulations prohibit us (the Company) from providing insurance. All other terms and conditions of the policy remain unchanged. 145985g6 14 Copyright ®2o14 Allianz Global Risks ❑G Insurance Company. All rights reserved. RWcMol.ganmt Dh6lml REVIEvhonMVRw®8v: �'. Risk Management Malyst Allianz ili Aircraft Exclusion 178301 1002 Policy Amendment - Excess Liability Policy The policy does not apply to any liability arising out of the ownership, maintenance, operation, use, entrustment to others, loading or unloading of any aircraft. This exclusion applies even if the claims against any Insured allege negligence or other wrongdoing in the supervision, hiring, employment, training, or monitoring of others by that Insured. All other terms and conditions of the policy remain unchanged. 178301 1002 Copyright ® 2002 Ali Global Risks US Insurance Company. All rights reserved. t Risk Management Analyst Allianz ili Marinas, Boat Dealers, and Boat Yards Exclusions 178445 10 02 Policy Amendment - Excess Liability Policy The policy does not apply to any liability: A. Arising out of damage to any personal property of another, including but not limited to watercraft, while in the care, custody or control of any Insured; B. Arising out of the ownership, maintenance, operation, use, entrustment to others, loading or unloading of any watercraft while rented to another or while being prepared for, practicing for or used in any racing contest or stunting activity; 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; C. Arising out of acting as an insurance agent, broker or consultant or advising on or representing insurance coverages or matters of insurance; or D. Imposed on any Insured under the United States Longshoremen's and Harbor Workers' Compensation Act (USL&H) or the Federal Merchant Marine Act (Jones Act), including any changes or amendments thereto. All other terms and conditions of the policy remain unchanged. 17844510 02 Copyright ® 2002 Allianz Global Risks US Insurance Company. All rights reserved. a Rb@kMnagemedDMslan Rentwm & APPRC BY. `® Risk Management Analyst Allianz ilo Claims -Made Coverage Amendment and Exclusion 178539 10 02 Policy Amendment - Excess Liability Policy COVERAGE PROVIDED BY THIS ENDORSEMENT APPLIES ON A CLAIMS -MADE BASIS. PLEASE READ THE ENTIRE ENDORSEMENT CAREFULLY A. The following is added to SECTION I -EXCESS INSURING AGREEMENT, subsection A: However, if the coverage provided by the Primary Insurance applies on the basis of claims first made during the period of that policy, then this coverage only applies to those claims on the same basis and in a like manner, subsection 2. above does not apply to those claims, and the following conditions are added for those claims: 1. The date such claim is first made is during our Policy Period; 2. The injury or damage takes place on or after our Retroactive Date and prior to the termination of our Policy Period; and 3. Our Retroactive Date for claims -made coverage provided by this endorsement is: The Retroactive Date required to complete this form, if not shown above, will be shown in the Declarations. As used in this endorsement, the term `Retroactive Date" means the date that is the earliest date on which the wrongful act, error or omission may first take place for coverage to apply. B. Limits of Insurance The following is added to SECTION III - LIMITS OF INSURANCE, subsection B: If the applicable limit of insurance of Primary Insurance provides coverage on a claims -made basis our insurance shall apply in the same manner and the following also applies: 1. In no event shall the total limit of our liability exceed our Limits of Insurance shown in our Declarations for "each occurrence": and 2. If the limits of insurance shown on the Schedule of Primary Insurance have been reduced or exhausted by payments for claims first made against the Insured during our policy period for Occurrences which took place: a. After our Retroactive Date; and b. Prior to the termination of our Policy Period; then our policy shall apply in excess of such reduced or exhausted limits of insurance. C. DUTIES OF INSUREDS IN THE EVENT OF A CLAIMS -MADE CLAIM OR SUIT The following is added to SECTION V - CONDITIONS, F. DUTIES: 4. Not with standing anything to the contrary contained in this policy, notice of an Occurrence is not notice of a claim under that part of this policy that applies on the basis of claims first made against the Insured during the policy period. If a claim is made or a Suit is brought against any Insured covered under this policy on a claims -made basis a. All conditions of the Primary Insurance that require you to provide the insurer of the Primary Insurance with notice of claims or Suits also apply separately and distinctly to us with respect to any claim or Suit which may reasonably be expected to result in a claim against this policy; and b. You must give such notice to us on the same basis that you are to give notice to such insurer of Primary Insurance. D. Extended Reporting Period If our policy is terminated for any reason, and Primary Insurance provides cover Reporting Period for a claim, then we will provide an Extended Reporting Period in a li 110539 1002 Copyright®2002 Allianz Global Risks US lmmranc Company. All rights reserved. IthkMwgmadDi isim REvIEWfI)&APPRMM8, Risk Management Analyst Allianz Ali 1. The injury or damage takes place on or after our Retroactive Date and prior to the termination of this policy; and 2. Our Extended Reporting Period will not reinstate or increase the Limits of Insurance of this policy or extend our Policy Period; and 3. Our Extended Reporting Period will not apply for a longer time period than the shortest Extended Reporting Period provided by any Primary Insurance and will begin on the termination date of our Policy Period; and 4. If any Primary Insurance requires a written request from you in order for its Extended Reporting Period to apply to such claim, then: a. We must also receive a written request from you no later than sixty (60) days after the termination of this policy; and b. If the Extended Reporting Period is for a period of more than sixty (60) days, an additional premium will be required. You must promptly pay us the additional premium we require and it will be deemed fully earned at the time the Extended Reporting Period takes effect under this policy. E. Wrongful Acts Policy Exclusion This policy does not apply to any liability arising out of any criminal, malicious, fraudulent, intentional, knowingly wrongful, or dishonest, act or omission by any person or organization whether or not an Insured. This exclusion applies even if the claim or Suit alleges negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by any Insured. F. Contractual Liability Limitation This policy does not apply to any liability arising out of: 1. Any Insured's obligation to pay as damages by reason of any Insured's assumption of the liability of another person or organization in any contract or agreement for the rendering of or failure to render any professional service; or 2. Any breach of any contract, agreement, warranty, guarantee or representation. All other terms and conditions of the policy remain unchanged. 17853910 02 Copyright B 2002 Allianz Global Risks US Insurance Company. All rights resewed. Rink Mmugernent Division g� [REVIEWED&pAppR.cvSo Bye: g t®_..cx,,e, rat, A. V� .-f MR� Risk Management Malyst 178547 01 12 CA Copynght®2012 Allianz Global Risks US Insurance Company. All rights reserved. Allianz ili California Amendatory 178547 01 12 CA Policy Amendment - Excess Liability Policy A. SECTION V -CONDITIONS, C. CANCELLATION, 2. is deleted in its entirety and replaced by the following: 2. We may cancel this policy by mailing by first class or certified mail to the First Named Insured and to the agent or broker of record, at their last addresses known to us, written notice of cancellation stating the reason for cancellation. If this policy has been in effect for: a. Sixty (60) days or less, notice will be sent at least: (1) Ten (10) days before the effective date of cancellation if we cancel for: (a) Nonpayment of premium; or (b) Discovery of fraud or material misrepresentation by: (i) Any Insured or his or her representative in obtaining this insurance; or (ii) You or your representative in pursuing a claim under this policy. (2) Sixty (60) days before the effective date of cancellation if we cancel for any other reason. b. More than sixty (60) days, or is a renewal of a policy we previously issued, notice will be sent at least: (1) Ten (10) days before the effective date of cancellation if we cancel for: (a) Nonpayment of premium, including premium due on a prior policy we issued and due during the current policy term covering the same risks. (b) Discovery of fraud or material misrepresentation by: (i) Any Insured or his or her representative in obtaining this insurance; or (ii) You or your representative in pursuing a claim under this policy. (2) Sixty (60) days before the effective date of cancellation if we cancel for: (a) Ajudgment by a court Oran administrative tribunal thatyou have violated a California or Federal law, having as one of its necessary elements an act which materially increases any of the risks insured against. (b) Discovery of willful or grossly negligent acts or omissions, or of any violations of state laws or regulations establishing safety standards, by you or your representative, which materially increase any of the risks insured against. (c) Failure by you or your representative to implement reasonable loss control requirements, agreed to by you as a condition of policy issuance, or which were conditions precedent to our use of a particular rate or rating plan, if that failure materially increases any of the risks insured against. (d) A determination by the Commissioner of Insurance that the: (i) Loss of, or changes in, our reinsurance covering all or part of the risk would threaten our financial integrity or insolvency; or (ii) Continuation of the policy coverage would place us in violation of California law or the laws of the state where we are domiciled or threaten our insolvency. (a) A change by you or your representative in the activities or property of the commercial or industrial enterprise, which results in a materially added, increased or changed risk, unless the added, increased, or changed risk is included in the policy. (f) A material change in limits, type or scope of coverage, or exclusions in one or more of the Primary Policies. � Mm%vadent D REvtwED nAPPROVmD BY. RBk ManagerreRt Analyst Allianz ili (g) Cancellation or nonrenewal of one or more of the Primary Policies where such policies are not replaced without lapse. (h) A reduction in financial rating or grade of one or more insurers, insuring one or more Primary Policies based on an evaluation obtained from a recognized financial rating organization. B. SECTION V - CONDITIONS, C. CANCELLATION, 4. is deleted in its entirety and replaced by the following: 4. If this policy is cancelled, we will send the First Named Insured any premium refund due. The refund, if any, will be computed on a pro rata basis. However, the refund may be less than pro rata if we made a loan to you for the purpose of payment of premiums for this policy. The cancellation will be effective even if we have not made or offered a refund. All other terms and conditions of the policy remain unchanged. 178547 01 12 CA Copyright02012 Alllanz Global Risks US Insurance Company. All rights reserved. Rlele Mulaganenl. Divleign Fn.� Imo. VJ&AZd Risk Managernent Analyst Allianz eli War Liability Exclusion 178557 12 02 Policy Amendment - Umbrella Policy - Excess Liability Policy Any War exclusion in this policy, or attached to this policy by endorsement, is hereby removed and replaced with the following: This policy does not apply to any liability arising, directly or indirectly, out of: A. War, including undeclared or civil war; B. Warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any government, sovereign or other authority using military personnel or other agents; or C. Insurrection, rebellion, revolution, usurped power, or action taken by governmental authority in hindering or defending against any of these. All other terms and conditions of the policy remain unchanged. 178W 12 02 Copyright 02002 Allianz Global Risks ❑S Insurance Company. All rights rese,vee. Risk Matagerrlmt lxvisian e' Rt nEvm S AppRov® By. ®Rlsk Management A alysl Allianz o10 Fiduciary or Representative Liability Exclusion 178561 0503 Policy Amendment - Umbrella Policy - Excess Liability Policy The policy does not apply to any liability arising out of the ownership, maintenance or use, including all related operations, of property for which you are acting in a fiduciary or representative capacity. All other terms and conditions of the policy remain unchanged. 178561 05 03 Copynght ®2003 Allianz Global Risks US Insurance Company. All rights renewed. Rlek Mnlrgemmt Dhiaiwt REvleo&APPRCN®Rr: ��[d1ti111Y',L' Fun,r.:.>r.e Z VJU,&,I Risk Management Anatyst Allianz ili Silica Particles Exclusion 178575 05 04 CA Policy Amendment - Umbrella Policy - Excess Liability Policy The policy does not apply to any claim or liability arising, in whole or in part, directly or indirectly out of, or which is in any way related to, the "Silica hazard". As used in this exclusion, the term "Silica hazard" includes, but is not limited to, the actual or threatened exposure to, inhalation of or contact with, silicon dioxide, silica, silica products, silica fibers, silica dust, any other silica byproducts, and silica, whether alone or in combination with any substance, product or material. Without limiting the foregoing, this exclusion applies to every injury, damage, loss, cost or expense otherwise covered by this policy, if any. All other terms and conditions of the policy remain unchanged. 170575 0504 CA Copyright ® 20M Allianz Global Risks US Insurance Gompany. All rights reserved. RlskMnugunadElMsian v REmeA ms & APPROV®BY. q pp eI Risk Management Analyst Allianz ili Disclosure of Premium and Estimated Premium for Certified Acts of Terrorism Coverage; Cap on Insurer Participation in Payment of Terrorism Losses (Pursuant to Terrorism Risk Insurance Act) 178587 01 15 Policy Amendment - Umbrella Policy - Excess Liability Policy This Endorsement is attached to and made part of your policy in response to the disclosure requirements of the Terrorism Risk Insurance Act. A. Disclosure of Premium In accordance with the federal Terrorism Risk Insurance Act, as amended, we are required to provide you with a notice disclosing the portion of your premium, if any, attributable to coverage for terrorist acts certified under the Terrorism Risk Insurance Act, as amended ("certified acts of terrorism"). The portion of your premium attributable to such coverage is shown in the policy Declarations. This premium is based on the rates in effect at the time of policy issuance or policy anniversary and was calculated for the full term of the current policy period. B. Disclosure of Federal Participation in Payment of Terrorism Losses The United States Government, Department of the Treasury, will pay a share of terrorism losses insured under the federal program. The federal share equals 85% through 2015; 84% beginning on January 1, 2016; 83% beginning on January 1, 2017; 82% beginning on January 1 2018; 81 % beginning on January 1, 2019 and 80% beginning on January 1, 2020 of that portion of the amount of such insured losses that exceeds the applicable insurer retention. However, if aggregate insured losses attributable to terrorist acts certified under the Terrorism Risk Insurance Act, as amended, exceed $100 billion in a calendar year, the Treasury shall not make any payment for any portion of the amount of such losses that exceed $100 billion. C. Cap on Insurer Participation in Payment of Terrorism Losses If aggregate insured losses attributable to terrorist acts certified under the Terrorism Risk Insurance Act, as amended, exceed $100 billion in a calendar year and we have met our insurer deductible under the Terrorism Risk Insurance Act, as amended, then we shall not be liable for the payment of any portion of the amount of such losses that exceeds $100 billion, and in such case insured losses up to that amount are subject to pro rata allocation in accordance with procedures established by the Secretary of the Treasury. D. Possibility of Additional or Return Premium The premium for "certified acts of terrorism" coverage is calculated based in part on the federal participation in payment of terrorism losses as set forth in the Terrorism Risk Insurance Act, as amended. If the federal program terminates or if the level or terms of federal participation change, the premium charge for "certified acts of terrorism" as shown in the Declarations of this policy may also change. If this policy contains a Conditional Exclusion, continuation of coverage for "certified acts of terrorism," or termination of such coverage, will be determined upon disposition of the federal program, subject to the terms and conditions of the Conditional Exclusion. If this policy does not contain a Conditional Exclusion, coverage for "certified acts of terrorism" will continue. In either case, when disposition of the federal program is determined, we will recalculate the premium charge made for those acts of terrorism covered by the Terrorism Risk Insurance Act, as amended, that remain covered bythis policy afterthe disposition of the federal program. We will calculate the premium charge as follows: 1. We will calculate the pro -rated premium shown in the Declarations for "certified acts of terrorism" from the effective date of your policy to the date of expiration or change of the federal program. 2. We will calculate the pro -rated premium charge for acts of terrorism that remain covered for the policy period that remains in effect from the expiration or change of the federal Program to the anniversary or expiration date of your policy. 3. We will add the amount determined in D.I. above to the amount determined in D.2. above. Such premium will be your revised annual premium for coverage for acts of terrorism. 17868701 1s Copy,igM® 2015 Milan, Global Risks US Insurance Company. Ni righls reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Itlele A1vugenlenL Diriebn s RnnE &APPRcvm By. �' R1sk Management Malyet Allianz ili a. If the revised annual premium determined above is an additional premium, this additional premium may be waived by us for the remainder of the policy term. b. If the revised annual premium determined above is a return premium, we will refund this amount to you. All other terms and conditions of the policy remain unchanged. 17858701 15 Copyright© 2015 Allianz Global Risks US Insurance Company. All rights reserved. Includes copyrighted material of Insurance Services Once, Inc., wit its permission. w.k htol�mnit olylalall Remo&APPROVED BY. �' Risk blanngenrent Analyst Allianz ilo Abuse, Assault, and Molestation Exclusion 178701 0398 Policy Amendment - Umbrella Policy - Excess Liability Policy The policy does not apply to any: A. Liability arising directly or indirectly out of any actual, alleged or threatened: 1. Sexual abuse, sexual assault, sexual molestation, sexual harassment or sexual misconduct; 2. Physical abuse, physical assault, physical battery; 3. Mental abuse; or 4. Child molestation; B. Injury to any person who is so abused, assaulted, battered, molested or harassed; or C. Liability for: 1. Failing to prevent or deter any of the above; or 2. Negligently hiring or supervising any persons who cause or contribute to any of the above. All other terms and conditions of the policy remain unchanged. 178701 08 98 Copynght ©1998 Allianz Global Risks US Insurance Company. NI rights reserved. r,n.,.., RiekMtolcgemmrDiWeiwt RenEwm&MpRowo By: ��' Ruk Management Analyst Allianz eli Cross Suits Exclusion 178730 03 98 Policy Amendment - Umbrella Policy - Excess Liability Policy The policy does not apply to any liability arising out of a claim or Suit by one Named Insured, against another Named Insured. All other terms and conditions of the policy remain unchanged. 178730 03 9B CopyrightO 1998 Allianz Global Risks US Insurance Company. NI rights reserved. _ PdA Management DhAslan ��.5 REVIEWED S APPROVED BYe: ' ra�'WiNha ✓�. V Rtsk Wlanagemenl Maly>t Allianz ili Directors and Officers Exclusion 178740 04 13 Policy Amendment - Umbrella Policy - Excess Liability Policy This policy does not apply to any liability arising out of any "wrongful act." As used in this endorsement, "wrongful act" means any actual or alleged error or misstatement or misleading statement or act or omission or neglect or breach of duty by any director, officer, trustee, governor, regent, commissioner, committee member, managing member or member of any board of managers or any board of directors, or any similar governing body, of any organization of any Insured in the discharge of their duties, individually or collectively, or any matter claimed against them solely by reason of being directors or officers. 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 offense which caused the damages involved the rendering of or failure to render any professional service. All other terms and conditions of the policy remain unchanged. 178740 0413 Copyright © 2013 Allianz Global Risks US Insurance Company. All rights reserved. RWeMalcgemaltDMsian REveE 6 ARRRavm By. �'. ® Risk Management Analyrt ' Allianz ili Lead Exclusion 178771 0398 Policy Amendment - Umbrella Policy - Excess Liability Policy The policy does not apply to any liability arising in whole or in part, out of or in any way related to "Lead". As used in this exclusion, the term "Lead" includes but is not limited to, lead, lead products, lead contained in paint, and lead contained in any products or materials. All other terms and conditions of the policy remain unchanged. 178771 0398 Copyright 01998 Allianz Global Risks US Insurance Company. All rights reserved. RlekManagemadDMslcn ,j5,�� . REVIEWED&APPRCVD BY. `�;��llig1' Fu«u.,.� R. VtlLs,kul RBk Management Analyst Allianz ili Professional Services Exclusion 178794 04 13 Policy Amendment - Umbrella Policy - Excess Liability Policy The policy does not apply to any liability arising out of the rendering of or failure to render any "professional" services. 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 offense which caused the damages involved the rendering of or failure to render any professional service. As used in this endorsement, a "professional" service is one arising out of a vocation, calling, occupation, or employment involving specialized knowledge, labor, or skill. It also means relating to or characteristic of a learned profession that often requires special licensing by an agency or society with such authority. All other terms and conditions of the policy remain unchanged 1787940413 Copyright C 2013 Allianz Global Risks US Insurance Company. All rights resented. FJukMaruga=dDMslon Rtvlevm & ARRRciv® By., �,���� RBk Managernent Analyst Allianz eli Watercraft Exclusion 178819 10 01 Policy Amendment - Umbrella Policy - Excess Liability Policy The policy does not apply to any liability arising out of the ownership, maintenance, operation, use, entrustment to others, loading or unloading of any watercraft. This exclusion applies even if the claims against any Insured allege negligence or other wrongdoing in the supervision, hiring, employment, training, or monitoring of others by that Insured. All other terms and conditions of the policy remain unchanged. 1788191001 CopynghtG 2001 Allianz Global Risks US Insurance Company. All rights reserved. �gkx�agiu.a�a-Lai Risk Manage nardDrvvion REVIEWED &APPROV®BY. F�f.e h. V:�v�Lcf' ,�. Risk Management Analyst Allianz ili Fungi or Bacteria Exclusion 178950 04 02 Policy Amendment - Umbrella Policy - Excess Liability Policy The policy does not apply to: A. Any claims or liability arising, in whole or in part, out of, resulting from, caused by, or in any way related to "fungi" or bacteria; or B. The cost to test for, monitor, abate, mitigate, remove, dispose of or remediate "fungi" or bacteria. This exclusion applies regardless of any other cause, event, material, product or building component that contributed concurrently or in any sequence to such liability. However, this exclusion does not apply to bacteria that is, is on, or contained in, a good or product intended for human ingestion. "Fungi" is defined to include but is not limited to fungus, mildew, mold or resulting spores and byproducts, including mycotoxins or allergens. However, "fungi" does not include "fungi" intended for human ingestion. All other terms and conditions of the policy remain unchanged. 1789500402 Copyright ® 2002 Allianz Global Risks US Insuance Company. All rights reserved. Risk MnugrntmtDivision v+% • o��s°o„91 REvle & APPROVE) ar ` Risk Management Mztyst Allianz ili Exclusion of Other Acts of Terrorism Committed Outside the United States 178980 01 15 Policy Amendment - Umbrella Policy - Excess Liability Policy A. The policy does not apply to any liability arising, directly or indirectly, out of any "other act of terrorism' that is committed outside of the United States (including its territories and possessions and Puerto Rico), but within the coverage territory. However, this exclusion applies only when one or more of the following are attributed to such act: 1. The total of insured damage to all types of property exceeds $25,000,000 (valued in US dollars). In determining whether the $25,000,000 threshold is exceeded, we will include all insured damage sustained by property of all persons and entities affected by the terrorism and business interruption losses sustained by owners or occupants of the damaged property. For the purpose of this provision, insured damage means damage that is covered by any insurance plus damage that would be covered by any insurance but for the application of any terrorism exclusions; or 2. Fifty or more persons sustain death or serious physical injury. For the purposes of this provision, serious physical injury means: a. Physical injury that involves a substantial risk of death; or b. Protracted and obvious physical disfigurement; or c. Protracted loss of or impairment of the function of a bodily member or organ; or 3. The terrorism involves the use, release or escape of nuclear materials, or directly or indirectly results in nuclear reaction or radiation or radioactive contamination; or 4. The terrorism is carried out by means of the dispersal or application of pathogenic or poisonous biological or chemical materials; or 5. Pathogenic or poisonous biological or chemical materials are released, and it appears that one purpose of the terrorism was to release such materials. With respect to this exclusion, Paragraphs 1, and 2. describe the thresholds used to measure the magnitude of an incident of an "other act of terrorism" and the circumstances in which the threshold will apply for the purpose of determining whether this exclusion will apply to that incident. B. As used in this endorsement: "Other act of terrorism" means a violent act or an act that is dangerous to human life, property or infrastructure that is committed by an individual or individuals and that appears to be part of an effort to coerce a civilian population or to influence the policy or affect the conduct of any government by coercion, and the act is not certified as a terrorist act pursuant to the Terrorism Risk Insurance Act, as amended. Multiple incidents of an "other act of terrorism' which occur within a seventy-two hour period and appear to be carried out in concert or to have a related purpose or common leadership shall be considered to be one incident. C. The terms and limitations of any terrorism exclusion, or the inapplicability or omission of a terrorism exclusion, do not serve to create coverage for any loss or damage, which would otherwise be excluded under this Coverage Part or Policy. All other terms and conditions of the policy remain unchanged. 17898001 15 Copyright ® 2015 Allianz Global Risks US Insurance Company. All rights reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. , �-Ii ll i�` WE Risk Mvislon R fiWED�iipPRtN®BY.' ®' Risk Management Matyst Allianz ile Exclusion of Punitive Damages Related to a Certified Act of Terrorism 178985 01 15 Policy Amendment - Umbrella Policy - Excess Liability Policy A. The policy does not apply to any damages arising, directly or indirectly, out of any "certified act of terrorism" that are awarded as punitive damages. B. As used in this endorsement, "certified act of terrorism' means an act that is certified by the Secretary of the Treasury, in accordance with the provisions of the federal Terrorism Risk Insurance Act, as amended, to be an act of terrorism pursuant to such Act, as amended. The criteria contained in the Terrorism Risk Insurance Act, as amended, for a "certified act of terrorism" include the following: 1. The act resulted in insured losses in excess of $5 million in the aggregate, attributable to all types of insurance subject to the Terrorism Risk Insurance Act, as amended; and 2. The act resulted in damage: a. Within the United States (including its territories and possessions and Puerto Rico); or b. Outside the United States in the case of: (1) An air carrier (as defined in Section 40102 of title 49, United States code) or United States flag vessel (or a vessel based principally in the United States, on which United States income tax is paid and whose insurance coverage is subject to regulation in the United States) regardless of where the loss occurs; or (2) The premises of any United States mission; and 3. The act is a violent act or an act that is dangerous to human life, property or infrastructure and is committed by an individual or individuals as part of an effort to coerce the civilian population of the United States or to influence the policy or affect the conduct of the United States Government by coercion. C. The terms and limitations of any terrorism exclusion, or the inapplicability or omission of a terrorism exclusion, do not serve to create coverage for any loss or damage, which would otherwise be excluded under this Coverage Part or Policy. All other terms and conditions of the policy remain unchanged. 178985 01 15 Copyright ® 2015 Allianz Global Risks US Insurance Company. All rights reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. xuk rrin,.gamod nn�l�1 ry• REVIEWED&APPROV®BY: Ruk Management Mzlyst Allianz ili Sale and Disposal Liability Exclusion 178999 01 04 Policy Amendment - Umbrella Policy - Excess Liability Policy The policy does not apply to any liability arising out of "lockout" or the sale, removal or disposition of "customer's" property as a result of "sale and disposal operations". The meaning of the terms "lockout", "customer' and "sale and disposal operations" contained in Primary Insurance applies to this policy. All other terms and conditions of the policy remain unchanged. 178999 01 04 Copyright B 2004 Allianz Global Risks US Insurance Company. All rights reserved. ate.„� IihkMartagentmtDiyie(on .: i. N� ccREVIEW &pAPPP rR.O'V,®BY. . gl'r " r'LN�GN�[ �. U:.ILHrrl >s: ®'. - Risk Manzgement Malyst Allianz ili Violation of Statutes Exclusion (E-Mails, Fax, Phone Calls or Other Methods of Recording or Distribution of Material or Information) 179033 05 09 Policy Amendment - Umbrella Policy - Excess Liability Policy The policy does not apply to any liability arising directly or indirectly out of any action or omission that violates or is alleged to violate: A. The Telephone Consumer Protection Act (TCPA), including any amendment of or addition to such law; or B. The CAN-SPAM Act of 2003, including any amendment of or addition to such law; or C. The Fair Credit Reporting Act (FCRA), and any amendment of our addition to such law, including the Fair and Accurate Credit Transaction Act (FACTA); or D. Any federal, state or local statute, ordinance or regulation, other than the TCPA, CAN-SPAM Act of 2003 or FCRA and their amendments and additions, that addresses, prohibits or limits the printing, dissemination, disposal, collecting, recording, sending, transmitting, communicating or distribution of material or information. All other terms and conditions of the policy remain unchanged. 179033 05 09 Copynght ® 2009 AIIIanz Global Risks US Insurance Company. Ni rights reserved. Risk hLnagernmt Diviaian " REVIEwm&APRRcvm By. 9 F'M p:'W P" vj&,&d Risk Management Malyst Allianz ili Additional Policy Provisions 179051 1207 Policy Amendment — Excess Liability Policy A. SECTION II —DEFENSE AND EXPENSE OF CLAIMS AND SUITS, B. PAYMENT OF EXPENSES, subsection 1.c. (1) is replaced by the following: (1) Costs taxed against any Insured in the Suit. However, these payments do not include attorneys' fees or attorneys' expenses taxed against the insured. B. SECTION IV— EXCLUSIONS, D. EMPLOYMENT PRACTICES, is replaced by the following: D. EMPLOYMENT PRACTICES 1. To any liability arising out of any employment -related or personnel practices, policies, acts or omissions. This includes, but is not limited to: a. Refusal to employ; b. Termination of employment; c. Coercion, criticism, demotion, failure to promote, evaluation, reassignment, discipline, defamation, self -defamation, harassment, humiliation, discrimination, libel, slander, false arrest or imprisonment, violation of a person's right of privacy, or malicious prosecution; or d. Any consequential injury or damages as a result of a., b. or c. above. 2. This exclusion applies: a. To all claims, demands, charges, complaints or Suits by any person(s) or organization(s) for damages because of such injury or liability, including damages for care and loss of services, whether such injury -causing event occurs before employment, during employment or after employment; b. Whether any Insured may be held liable as an employer or in any other capacity either directly or indirectly related to employment; and c. To any obligation to share damages with or repay someone else who must pay damages because of such injury or liability. All other terms and conditions of the policy remain unchanged. 179051 1207 Copyright® 2007Allianz Global Risks US insurance Company. All nghts ieserool. Risk Mnugained Division �, RRen�D&ppArPRovDBy. 4? aYn.a.l hFM4• vw.6 Fl Risk Management Analyst Allianz ili Communicable Diseases and Viruses - Absolute Exclusion 179054 09 07 Policy Amendment - Umbrella Policy - Excess Liability Policy This policy does not apply to any claim or liability arising, in whole or in part, directly or indirectly out of, or which is in any way related to any communicable disease, virus or any variant, strain, adaptation or mutation thereof. Without limiting the foregoing, this exclusion applies to every injury, damage, loss, cost or expense otherwise covered by this policy, if any. All other terms and conditions of the policy remain unchanged. 17905,t 09 W Copyright © 2007 Allianz Global Risks US Insurance Company. All rights reserved. Ridt Mutkganed Disielmt RenerVED s ArvRw® ay: ��-�' Risk Management Analyst Allianz ili Access or Disclosure of Confidential or Personal Information and Data -Related Exclusion 179087 0514 Policy Amendment — Umbrella Policy — Excess Liability Policy This policy does not apply to any liability arising out of: A. Access to or disclosure of any person's or organization's confidential or personal information, including patents, trade secrets, processing methods, customer lists, financial information, credit card information, health information or any other type of nonpublic information; or B. The loss of, loss of use of, damage to, corruption of, inability to access, or inability to manipulate electronic data. This exclusion applies even if damages are claimed for notification costs, credit monitoring expenses, forensic expenses, public relations expenses or any other loss, cost or expense incurred by you or others arising out of that which is described above. As used in this exclusion, electronic data means information, facts or programs stored as or on, created or used on, or transmitted to or from computer software, including systems and applications software, hard or floppy disks, CD-ROMs, tapes, drives, cells, data processing devices or any other media which are used with electronically controlled equipment. All other terms and conditions of the policy remain unchanged. 179087 0514 Copydght 0 2014 Allianz Global Risks US Insu mince Company. All nghls mserved. ° Risk Mnwgemerlt DiD BY. REVIE1vm6APPROV®Bv: f4+l..w.ka 2. V: &.1 ® Risk Management Analyst About Allianz Your insurance company is part of she Allianz Group— an organizatian with a 125-year history of parmedng with clients and delivering exceptional insurance products around the world. Allianz is themrld's largest property' & casualty insurance company by revenue and has one of the strongest financial ratings of the leading global property & casualty insurers. The strength of its financial ratings and quality of its people make Allianz the insurer of choice for thousands of mid -size businesses and the majority of Global Fortune 50W companies. Allianz is also ranked "one of the mild's most admired companies" by Fortune and "one of the top 100 global brands' by lnterbrand. aga.allianzcom