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HomeMy WebLinkAboutACCO ENGINEERED SYSTEMS (3)"A - ON FILE A-2021-036-02 gyp. PROCEED ,-uRANCE EXPIRES COUNCIL CONTRACTOR AGREEMENT CITY OF SANTA ANA THIS AGREEMENT is made and entered into this 161h day of March, 2021 by and between ACCO Engineered Systems ("Contractor"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"), RECITALS A. The City desires to retain a contractor to provide heating, ventilation, air conditioning (HVAC) repair services, including emergency call out services. B. Contractor represents that Contractor is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: SCOPE OF SERVICES Contractor shall perform during the term of this Agreement, the tasks and obligations including all labor, materials, tools, equipment, and incidental customary work required to fully and adequately complete the services described and set forth in Exhibit A, attached hereto and incorporated by reference. 2. COMPENSATION a. City neither warrants nor guarantees any minimum or maximum compensation to Contractor under this Agreement. Contractor shall be paid only for services performed under the Agreement at the rates and charges identified in Exhibit B. Contractor is one of five Contractors selected to provide HVAC repair services. Subject to subsection b. of this Section, the total aggregate amount, among the five contractors, shall not exceed the shared aggregate amount of $575,000 annually during the term of this agreement, including any extension periods. b. City agrees to pay, and Contractor agrees to accept as total payment for its services to the Santa Ana Police Department ("SAPD") Headquarters (only), the rates and charges identified in Compensation - Exhibit B. The total amount to be expended for services to SAPID Headquarters under this Agreement shall not exceed the annual sum of $59,880 during the term of this Agreement, including any extension periods exercised under Section 3. Page 1 of 11 c. Payment by City shall be made within 45 days (forty-five) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall commence on April 1, 2021 for a three (3) year term with the option for the City to grant up to two (2) one (1) year renewal, exercisable by a writing by the City Manager and the City Attorney, unless terminated earlier in accordance with Section 16, below. 4. PREVAILING WAGES Contractor is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the services being performed are part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and the total compensation is $1,000 or more, Contractor agrees to filly comply with such Prevailing Wage Laws. Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. 5. INDEPENDENT CONTRACTOR Contractor shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer -employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Contractor performs the services which are the subject matter of this Agreement; however, the services to be provided by Contractor shall be provided in a manner consistent with all applicable standards and regulations governing such services. Contractor shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 6. OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Contractor under this Agreement ("Documents & Data"). Contractor shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Page 2 of 11 Contractor represents and warrants that Contractor has the legal right to license any and all Documents & Data. Contractor makes no such representation and warranty in regard to Documents & Data which were provided to Contractor by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 7. INSURANCE Prior to undertaking performance of work tinder this Agreement, Contractor shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Contractor shall maintain commercial general liability insurance naming the City, its officers, employees, agents, volunteers and representatives as additional insured(s) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Contractor's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, with $2,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. C. Worker's Compensation Insurance. In accordance with the provisions of Section 3700 of the Labor Code, Contractor, if Contractor has any employees, is required to be insured against liability for worker's compensation or to undertake self- insurance. Prior to commencing the performance of the work under this Agreement, Contractor agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. If Contractor is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim with $2,000,000 in the aggregate. e. The following requirements apply to the insurance to be provided by Contractor pursuant to this section: i. Contractor shall maintain all insurance required above in frill force and effect for the entire period covered by this Agreement. ii. Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved by the City. iii. Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty Page 3 of 11 (30) days prior written notice to the City. iv. Where the amounts or coverage provided by the certificates of insurance provides coverage greater than those listed by this Agreement, the amounts provided by the certificates of insurance shall be incorporated by reference into the Agreement. V. Contractor shall supply City with a fully executed additional insured endorsement. f. If Contractor fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not affect Contractor's right to be paid for its time and materials expended prior to notification of termination. Contractor waives the right to receive compensation and agrees to indermnify the City for any work performed prior to approval of insurance by the City. 8. INDEMNIFICATION Contractor 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 Contractor, its 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 terns of, or effects, arising from this Agreement. The Contractor 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. Notwithstanding the foregoing, to the extent Contractor's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor. 9. INTELLECTUAL PROPERTY INDEMNIFICATION Contractor shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in the work product or documents provided by Contractor to the City pursuant to this Agreement. Page 4 of 11 10. RECORDS Contractor shall keep records and invoices in connection with the work to be performed under this Agreement. Contractor shall maintain complete and accurate records with respect to the costs incurred tinder this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Contractor under this Agreement. All such records and invoices shall be clearly identifiable. Contractor shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement daring regular business hours. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Contractor under this Agreement. 11. CONFIDENTIALITY If Contractor receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Contractor agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Contractor disclosed in a publicly available source; (c) is in rightful possession of the Contractor without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Contractor without reference to information disclosed by the City. 12. CONFLICT OF INTEREST CLAUSE Contractor covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 13. DISCRIMINATION Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. Page 5 of 11 14. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Contractor or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which is not embodied herein. 15. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Contractor may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other contractors retained by City. 16. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Contractor compensation for all services performed by Contractor prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Contractor to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Contractor consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 17. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. Page 6 of 11 18. JURISDICTION - VENUE 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. 19. PROFESSIONAL LICENSES Contractor shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Contractor shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 20. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the tenns of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 21. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Cleric of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: 714- 647-6956 Page 7 of 11 With courtesy copies to: Nabil Saba Executive Director, Public Works Agency City of Santa Ana 20 Civic Center Plaza (M-21) P.O. Box 1988 Santa Ana, California 92702 Fax: 714- 647-5635 To Contractor: ACCO Engineered Systems Attn: Patrick Rochon 888 East Walnut St. Pasadena, CA 91101 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, 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 fax, 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. [Signatures on the following page] Page 8 of 1 I A-2021-036-02 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: Daisy Gomez 0 Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney BY: Jose Montoya Deputy City Attorney RECOMMENDED FOR APPROVAL: Nabil Saba Executive Director Public Works Agency CITY OF SANTA ANA z�,r� Kristine Ridge City Manager CONTRACTOR: Patrick A. Rochon Regional Manager Page 9 of 11 Francine R. Digitally signed by Francine R. Villareal Villareal Date: 2021.03.0814:41.11 -08'00' of CERTIFICATE OF LIABILITY INSURANCE OAT03/8/02021 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 ADD Risk Insurance services West, Inc. LOB Wilshire CA. office WilshiBoulevard suite suite CONTACT NAME: PHONE (866) 283-7122 (800) 363-0106 (AGNo. EXI: FAX E-MAIL ADDRESS' Los Angeles s U 90017-0460 USA INSURER(S) AFFORDING COVERAGE NAIC k INSURED ACCO Engineered systems, Inc. 888 East Walnut street INSURER A: Arch Insurance Company 11150 INSURER B: Arch Indemnity insurance Company 30830 INSURERG National Fire & Marine Ins CO 20079 Pasadena CA 91101 USA INSURER 0: INSURER E: INSURER F: 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. Limits shown are as requested if LTR TYPE OF INSURANCE AUDI D SUSHI WVD POLICY NUMBER POLICY EFF MMIDDIYYYY MAVDDNYW LIMITS A X COMMERCIAL GENERAL LIABILITY PKG EACHOCCURRENCE $2,000,000 CLAIMS -MADE ❑X OCCUR R PREMISES Eaoccurmrce $300, 000 MED EXP(Any one person) $$,000 PERSONAL&ADV INJURY $2,000,000 GENTAGGREGATE LIMIT APPLIES PER: POLICY ❑% JECT RO �X LOC GENERALAGGREGATE $4,000,000 PRODUCTS COMPIOPAGG $4,000,000 OTHER: A AUTOMOBILE LIABILITY 71PKG8949203 10/01/2020 10/01/2021 COMBINED SINGLE LIMIT Ea occ ant $2,000,000 BODILY INJURY (Per person) X ANYAUTO OWNED SCHEDULED AUTOS ONLY AUTOS HIRED ISri NCN-0WNED ONLY AUTOS ONLY BODILY INJURY (Per accitlenl) PROPERTY DAMAGE Per accident G UMBRELLALM X OCCUfl 42XSF3030580$ 10/O1/2020 10 O1/2021 EACH OCCURRENCE $1,000,000 % EXCESS LIM CLAIMS MADE AGGREGATE $1,000,000 DEC RETENTION — A B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN ANY PROPRIETOR I PARTNER I EXECUTIVE OFFICERIMEMBER EXCLUDED? N N/A 71WC18949103 AOS 74WCI8949003 10/01/202910/01/2021 10/01/2020 10/01/2021 X PER STATUTE I OTH- EH E.L. EACH ACCIDENT $1,000,000 E.L. DISEASE EA EMPLOYEE $1,000,000 (Mandatory in NH) If y s, describe under DESCRIPTION OF OPERATIONS below CA, OR I E.L. DISEASE POLICY LIMIT $1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached! 11 more space is required) [RE: Service.] [AI: The City of Santa Ana, its officers, agents, employees and volunteers] are included as Additional Insured with respect to the General Liability policy; and General Liability policy evidenced herein is Primary and Non -Contributory to other insurance available as required by written contract but limited to the operations of the insured under the said contract. on m m of on on z N U 1: U L:EH I IHGAI E HOLDER CANCELLATION ti SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Risk Management nt Division City Of AOd AUTHORIZED REPRESENTATIVE E"l� 20 Civic Center Plaza, 4th Floor e.Jrta Santa Ana CA 92701 USA eCll�' Risk Management Diadan ©1988-2015 ACORD COP [RE1AEwT3J&APPRCVEC&r ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD ® Risk Management Analyst POLICY NUMBER: 71 PKG8949203 COMMERCIAL GENERAL LIABILITY CG 20 10 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Location(s) Of Covered Operations OrOrganization(s All parties where required by a written contract Where required by written contract 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: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. 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. B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. CG 20 10 04 13 © Insurance Services Office, Inc., 2012 w.kMnngar ohidott RoAmm 6 APvrtav® 9y., Rh Managem nt Malyst C. 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 shown in the Declarations; whichever is less. This endorsement applicable Limits Declarations. CG 20 10 04 13 © Insurance Services Office, Inc., 2012 shall not increase the of Insurance shown in the ?i kM-%-- Mmido t RenE & APPR Or ® Risk Management Malyst POLICY NUMBER: 71 PKG8949203 COMMERCIAL GENERAL LIABILITY CG 20 37 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location And Description Of Completed Operations All parties where required by a written contract Where required by written contract 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" or "property damage" caused, in whole or in part, by "your work" at the location designated and described in the Schedule of this endorsement performed for that additional insured and included in the "products -completed operations hazard". 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. 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~ hown-in-the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. CG 20 37 04 13 © Insurance Services Office, Inc., 2012 RhkManagementDM81M RemEw & APPRmm ft MIAla Ruk Management Anatytt 00 POLICY NUMBER: 71PKG8949203 COMMERCIAL GENERAL LIABILITY CG 20 010413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NONCONTRIBUTORY - OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to the Other Insurance (2) You have agreed in writing in a contract or Condition and supersedes any provision to the agreement that this insurance would be contrary: primary and would not seek contribution Primary And Noncontributory Insurance from any other insurance available to the This insurance is primary to and will not seek additional insured. contribution from any other insurance available to an additional insured under your policy provided that: (1) The additional insured is a Named Insured under such other insurance; and CG2001 0413 © Insurance Services Office, Inc., 2012 trmkt,+�gem�eoi>;�n REVIEWED & APPPIR�ov�m By., '®l f't6�Wi•-K Z VkWNEt , ® Risk Management Malyst THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION — CERTIFICATE HOLDERS (SPECIFIED DAYS) The person(s) or organization(s) listed or described in the Schedule below have requested that they receive written notice of cancellation when this policy is cancelled by us. We will mail or deliver to the Person(s) or Organization(s) listed or described in the Schedule a copy of the written notice o cancellation that we sent to you. If possible, such copies of the notice will be mailed at least 60 days except for cancellation for non-payment of premium which will be mailed 10 days, prior to the effective date of the cancellation, to the address or addresses of certificate holders as provided by your broker o agent. Schedule Person(s) or Organization(s) including mailing address: All certificate holders where written notice of the cancellation of this policy is required by written contract, permit or agreement with the Named Insured and whose names and addresses will be provided by the broker or agent listed in the Declarations Page of this policy for the purposes of complying with such request This notification of cancellation of the policy is intended as a courtesy only. Our failure to provide such notification to the person(s) or organization(s) shown in the Schedule will not extend any policy cancellation date nor impact or negate any cancellation of the policy. This endorsement does not entitle the person(s) or organization(s) listed or described in the Schedule above to any benefit, rights or protection under this policy. Any provision of this endorsement that is in conflict with a statute or rule is hereby amended to conform to that statute or rule. All other terms and conditions of this policy remain unchanged. Endorsement Number: Policy Number: 71PKG8949203 Named Insured:A000 ENGINEERED SYSTEMS, INC This endorsement is effective on the inception date of this Policy unless otherwise stated herein: Endorsement Effective Date: 10-01-20 00 ML0087 00 11 10 11E1EWED & A"I V®Br 6t ® Ruk Management Malyst THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION — CERTIFICATE HOLDERS (SPECIFIED DAYS) The person(s) or organization(s) listed or described in the Schedule below have requested that they receive written notice of cancellation when this policy is cancelled by us. We will mail or deliver to the Person(s) or Organization(s) listed or described in the Schedule a copy of the written notice c cancellation that we sent to you. If possible, such copies of the notice will be mailed at least 60 days except for cancellation for non-payment of premium which will be mailed 10 days, prior to the effective date of the cancellation, to the address or addresses of certificate holders as provided by your broker o agent. Schedule Person(s) or Organization(s) including mailing address: All certificate holders where written notice of the cancellation of this policy is required by written contract, permit or agreement with the Named Insured and whose names and addresses will be provided by the broker or agent listed in the Declarations Page of this policy for the purposes of complying with such request This notification of cancellation of the policy is intended as a courtesy only. Our failure to provide such notification to the person(s) or organization(s) shown in the Schedule will not extend any policy cancellation date nor impact or negate any cancellation of the policy. This endorsement does not entitle the person(s) or organization(s) listed or described in the Schedule above to any benefit, rights or protection under this policy. Any provision of this endorsement that is in conflict with a statute or rule is hereby amended to conform to that statute or rule. All other terms and conditions of this policy remain unchanged. Endorsement Number: Policy Number: 74WCI8949003 Named Insured:ACCo ENGINEERED SYSTEMS, INC This endorsement is effective on the inception date of this Policy unless otherwise stated herein: Endorsement Effective Date: 10-01-20 00 ML0087 00 11 10 RlakMmeganerd Diwian i REME & APPRcv®ay: �� Risk Management Analyst THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION — CERTIFICATE HOLDERS (SPECIFIED DAYS) The person(s) or organization(s) listed or described in the Schedule below have requested that they receive written notice of cancellation when this policy is cancelled by us. We will mail or deliver to the Person(s) or Organization(s) listed or described in the Schedule a copy of the written notice o cancellation that we sent to you. If possible, such copies of the notice will be mailed at least 60 days except for cancellation for non-payment of premium which will be mailed 10 days, prior to the effective date of the cancellation, to the address or addresses of certificate holders as provided by your broker o agent. Schedule Person(s) or Organization(s) including mailing address All certificate holders where written notice of the cancellation of this policy is required by written contract, permit or agreement with the Named Insured and whose names and addresses will be provided by the broker or agent listed in the Declarations Page of this policy for the purposes of complying with such request This notification of cancellation of the policy is intended as a courtesy only. Our failure to provide such notification to the person(s) or organization(s) shown in the Schedule will not extend any policy cancellation date nor impact or negate any cancellation of the policy. This endorsement does not entitle the person(s) or organization(s) listed or described in the Schedule above to any benefit, rights or protection under this policy. Any provision of this endorsement that is in conflict with a statute or rule is hereby amended to conform to that statute or rule. All other terms and conditions of this policy remain unchanged Endorsement Number: Policy Number: 7lwCI8949103 Named Insured: ACCO ENGINEERED SYSTEMS, INC This endorsement is effective on the inception date of this Policy unless otherwise stated herein: Endorsement Effective Date: 10-01-20 pork Mowgm enfD'�n v REV FWED 6 APPROV®9y: 00 M L0087 00 11 10 `S:uifllll' Fn+�+r u Z. V:.� Ruk Management Malys[ DATE(MM/DD/YYYY) CERTIFICATE OF LIABILITY INSURANCE I 09/04/2024 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS O 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. C0 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 2 certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT a NAME: AOn Risk insurance Services west, Inc. LOS Angeles CA Office (A/C.N o.Ext): (866) 283-7122 (A/C.No.): (800) 363-0105 707 Wilshire Boulevard E-MAIL p Suite 2600 ADDRESS: _ Los Angeles CA 90017-0460 USA INSURER(S)AFFORDING COVERAGE NAIC# INSURED INSURER A: LM Insurance Corporation 33600 ACCO Engineered Systems, Inc. INSURER B: Liberty Mutual Fire Ins CO 23035 888 East Walnut Street Pasadena CA 91101 USA INSURER C: American Fire & Casualty Co 24066 INSURER D: ironshore Specialty Insurance Company 25445 Digitally s gaulriby r—W 4m pany 39462Anqie Acevedo natp. qn9l" 11 _ r COVERAGE CERTIFICATE Nl3;dBER: 570108013570 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. Limits shown are as requested LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER MM/DD/YYYY MM/DD/YYYY LIMITS B X COMMERCIAL GENERAL LIABILITY Y Y TB2661067353034 10 Ol 2024 10 Ol 2025 EACH OCCURRENCE $2,000,000 CLAIMS-MADE X❑OCCUR DAMAGE TO RENTED $1,000,000 PREMISES Ea occurrence MED EXP(Any one person) $5,000 PERSONAL&ADV INJURY $2,000,000 GEN'LAGGREGAATTE LIMITAPPLIES PER: GENERAL AGGREGATE $4,000,000 C')POLICY 1 X PE� �X LOC PRODUCTS-COMP/OP AGG $4,000,000 oo OTHER: u o B Y Y AS2-661-067353-024 10/01/202410/01/202S COMBINED SINGLE LIMIT AUTOMOBILE LIABILITY $5,000,000 Ea accident X ANYAUTO BODILY INJURY(Per person) G Z OWNED SCHEDULED BODILY INJURY(Per accident) N AUTOS ONLY AUTOS �p HIREDAUTOS NON-OWNED PROPERTY DAMAGE V ONLY AUTOS ONLY (Per accident) lU C UMBRELLA LIAB X OCCUR Y Y EUA2563708502 10/01/2024 10/01/2025 EACH OCCURRENCE $5,000,000 U X EXCESS LIAB CLAIMS-MADE AGGREGATE $5,000,000 DED RETENTION A WORKERS COMPENSATION AND Y WA566DO67353014 10/01/2024 10/01/2025 X I PER STATUTE I OTH- EMPLOYERS'LIABILITY y/N ER ANY PROPRIETOR/PARTNER/EXECUTIVE ❑ E.L.EACH ACCIDENT $1,000,000 OFF ICER/MEMBER EXCLUDED? N/A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $1,000,000—_ E Environmental Contractors and Y �PCADB50260631024 10/01/2024 10/01/2025 Aggregate/Each LOSS $2,000,000— Prof claims Made Prof Agg SIR $600,000 SIR applies per policy ter s & condi ions Prof Each Claim SIR $200,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) [RE: Construction, All Operations.] [AI: City of Santa Ana, its officers, employees, agents and representatives] are included as Additional insured with respect to the General Liability and Automobile Liability Policies; granted a waiver of Subrogation for the General Liability, Automobile Liability, Professional Liability and workers' Compensation Policies; and General Liability Policy evidenced herein is Primary and Non-Contributory to other insurance available as required by written contract but limited to the operations of the insured under the said contract. Excess Liability is Follow Form. All CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Santa Ana AUTHORIZED REPRESENTATIVE Attn: Risk Management Division 20 Civic Center Plaza, 4th Floor oR.Nce DEVis Santa Ana CA 92701 USA c�J-Y u REVIEWED&APPROVID 8Y: ,�', A�Acevedo Risk Management Specialist ©1988-2015 ACORD CC ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD POLICY NUMBER: TB2-661-067353-034 COMMERCIAL GENERAL LIABILITY CG 20 10 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. Section II — Who Is An Insured is amended to 1. All work, including materials, parts or equipment include as an additional insured the person(s) or furnished in connection with such work, on the organization(s) shown in the Schedule, but only project (other than service, maintenance or with respect to liability for "bodily injury", "property repairs) to be performed by or on behalf of the damage" or "personal and advertising injury" additional insured(s) at the location of the caused, in whole or in part, by: covered operations has been completed; or 1. Your acts or omissions; or 2. That portion of "your work" out of which the 2. The acts or omissions of those acting on your injury or damage arises has been put to its behalf; intended use by any person or organization other than another contractor or subcontractor in the performance of your ongoing operations for engaged in performing operations for a principal the additional insured(s) at the location(s) as a part of the same project. designated above. C. With respect to the insurance afforded to these However: additional insureds, the following is added to 1. The insurance afforded to such additional Section III—Limits Of Insurance: insured only applies to the extent permitted by If coverage provided to the additional insured is law; and required by a contract or agreement, the most we 2. If coverage provided to the additional insured is will pay on behalf of the additional insured is the required by a contract or agreement, the amount of insurance: insurance afforded to such additional insured 1. Required by the contract or agreement; or will not be broader than that which you are required by the contract or agreement to provide 2. Available under the applicable Limits of for such additional insured. Insurance shown in the Declarations; B. With respect to the insurance afforded to these whichever is less. additional insureds, the following additional This endorsement shall not increase the applicable exclusions apply: Limits of Insurance shown in the Declarations. This insurance does not apply to "bodily injury" or "property damage" occurring after: Rink Management DMsirnt REVIEWED&APPROVED BY: ® Risk Management Specialist CG 20 10 04 13 ©ISO Properties, Inc., 2012 Page 1 of 2 0 SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Locations Of Covered Operations All persons or organizations with whom you have entered All locations as required by a written contract or into a written contract or agreement, prior to an agreement entered into prior to an "occurrence"or "occurrence" or offense,to provide additional insured status. offense. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Rink Management DMsian �?- REVIEWED&APPROVED BY. A-s-g�e Acevedo ® Risk Management Specialist CG 20 10 04 13 © Insurance Services Office, Inc., 2012 Page 2 of 2 POLICY NUMBER: TB2-661-067353-034 COMMERCIAL GENERAL LIABILITY CG 20 37 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location And Description Of Completed Operations All persons or organizations with whom you have All locations as required by a written contract or agreement entered into a written contract or agreement, prior to an entered into prior to an "occurrence"or offense. "occurrence" or offense, to provide additional insured status 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 B. With respect to the insurance afforded to these include as an additional insured the person(s) or additional insureds, the following is added to organization(s) shown in the Schedule, but only Section III—Limits Of Insurance: with respect to liability for "bodily injury" or If coverage provided to the additional insured is "property damage" caused, in whole or in part, by required by a contract or agreement, the most we "your work" at the location designated and will pay on behalf of the additional insured is the described in the Schedule of this endorsement amount of insurance: performed for that additional insured and included in the "products-completed operations 1. Required by the contract or agreement; or hazard". 2. Available under the applicable Limits of However: Insurance shown in the Declarations; 1. The insurance afforded to such additional whichever is less. insured only applies to the extent permitted This endorsement shall not increase the applicable by law; and Limits of Insurance shown in the Declarations. 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 a�.� ��F RU Muaganent DMsim provide for such additional insured. o=' REVIEWED&APPROVED BY. Risk Management Specialist CG 20 37 04 13 © Insurance Services Office, Inc., 2012 Page 1 of 1 POLICY NUMBER:TB2-661-067353-034 COMMERCIAL GENERAL LIABILITY CG 24 04 05 09 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV—Conditions: We waive any right of recovery we may have against the person or organization shown in the Schedule below because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the"products- completed operations hazard". This waiver applies only to the person or organization shown in the Schedule below. SCHEDULE Name Of Person Or Organization: As required by written contract or agreement entered into prior to loss. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Risk Management DMsian �?- REVIEWED&APPROVED BY: Risk Management Specialist CG 24 04 05 09 © Insurance Services Office, Inc., 2008 Page 1 of 1 POLICY NUMBER: AS2-661-067353-024 COMMERCIAL AUTO CA04441013 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) 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 the endorsement. SCHEDULE Name(s) Of Person(s) Or Organ ization(s): Any person or organization for whom you perform work under a written contract if the contract requires you to obtain this agreement from us, but only if the contract is executed prior to the injury or damage occurring. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The Transfer Of Rights Of Recovery Against Others To Us condition does not apply to the person(s) or organization(s) shown in the Schedule, but only to the extent that subrogation is waived prior to the"accident" or the 'loss" under a contract with that person or organization. Rink Management DMsian �?- REVIEWED&APPROVED BY: A-s-g�e Acevedo ® Risk Management Specialist CA 04 44 10 13 © Insurance Services Office, Inc., 2011 Page 1 of 1 POLICY NUMBER: AS2-661-067353-024 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. SCHEDULE Name Of Person(s) Or Organization(s): Any person or organization whom you have agreed in writing to add as an additional insured, but only to coverage and minimum limits of insurance required by the written agreement, and in no event to exceed either the scope of coverage or the limits of insurance provided in this policy 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 A.1. 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. Risk Management DMsian �?- REVIEWED&APPROVED BY. A-s-g�e Acevedo ® Risk Management Specialist CA 20 48 10 13 © Insurance Services Office, Inc., 2011 Page 1 of 1 POLICY NUMBER: T132-661-067353-034 COMMERCIAL GENERAL LIABILITY CG 20 01 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NONCONTRIBUTORY - OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to the Other Insurance (2) You have agreed in writing in a contract or Condition and supersedes any provision to the agreement that this insurance would be contrary: primary and would not seek contribution Primary And Noncontributory Insurance from any other insurance available to the additional insured. This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: (1) The additional insured is a Named Insured under such other insurance; and Rink Management DMsim �?- REVIEWED&APPROVED BY. A-s-g�e Acevedo CG2001 0413 ©Insurance Services Office, Inc.,2012 `®` Risk Management Specialist Policy Number TB2-661-067353-034 Issued by Liberty Mutual Fire Insurance Co. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION OR MATERIAL REDUCTION IN COVERAGE TO THIRD PARTIES This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE PART MOTOR CARRIER COVERAGE PART GARAGE COVERAGE PART TRUCKERS COVERAGE PART EXCESS AUTOMOBILE LIABILITY INDEMNITY COVERAGE PART SELF-INSURED TRUCKER EXCESS LIABILITY COVERAGE PART COMMERCIAL GENERAL LIABILITY COVERAGE PART EXCESS COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART COMMERCIAL LIABILITY—UMBRELLA COVERAGE FORM Schedule Name of Other Person(s)/ Email Address or mailing address: Number Days Notice: Organ izatio n s : Per schedule on file with broker Per schedule on file with broker 30 days A. If we cancel this policy for any reason other than nonpayment of premium, or make a material reduction in coverage, we will notify the persons or organizations shown in the Schedule above. We will send notice to the email or mailing address listed above at least 10 days, or the number of days listed above, if any, before the cancellation becomes effective. In no event does the notice to the third party exceed the notice to the first named insured. B. This advance notification of a pending cancellation or material reduction of coverage is intended as a courtesy only. Our failure to provide such advance notification will not extend the policy cancellation date nor negate cancellation of the policy. All other terms and conditions of this policy remain unchanged. Rink Management DMsian REVIEWED&APPROVED BY: LIM 99 04 03 14 ©2014 Liberty Mutual Insurance. All rights reserved. of Aecv 44 Includes copyrighted material of Insurance Services Office, Inc., with its pert �� Risk Management Specialist Policy Number: AS2-661-067353-024 Issued by: Liberty Mutual Fire Insurance Co. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION TO THIRD PARTIES This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE PART MOTOR CARRIER COVERAGE PART GARAGE COVERAGE PART TRUCKERS COVERAGE PART EXCESS AUTOMOBILE LIABILITY INDEMNITY COVERAGE PART SELF-INSURED TRUCKER EXCESS LIABILITY COVERAGE PART COMMERCIAL GENERAL LIABILITY COVERAGE PART EXCESS COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART COMMERCIAL LIABILITY—UMBRELLA COVERAGE FORM Schedule Name of Other Person(s)/ Email Address: Organ izatio n s : Per schedule on file with broker A. If we cancel this policy for any reason other than nonpayment of premium, we will notify the persons or organizations shown in the Schedule above by email as soon as practical after notifying the first Named Insured. B. This advance email notification of a pending cancellation of coverage is intended as a courtesy only. Our failure to provide such advance notification will not extend the policy cancellation date nor negate cancellation of the policy. All other terms and conditions of this policy remain unchanged. Rink Management DMsim LIM 99 02 08 11 ©2011 Liberty Mutual Group of Companies. All rights reservE o=' REVIEWED&APPROVIDBY. Includes copyrighted material of Insurance Services Office, Inc., its permission. `® Risk Management Specialist THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION TO THIRD PARTIES A. If we cancel this policy for any reason other than nonpayment of premium, we will notify the persons or organizations shown in the Schedule below. We will send notice to the email or mailing address listed below at least 10 days, or the number of days listed below, if any, before cancellation becomes effective. In no event does the notice to the third party exceed the notice to the first named insured. B. This advance notification of a pending cancellation of coverage is intended as a courtesy only. Our failure to provide such advance notification will not extend the policy cancellation date nor negate cancellation of the policy. SCHEDULE Name of Other Person(s) / Email Address or mailing address: Number Days Notice: Organization(s): Per schedule on file with broker Per schedule on file with broker 30 days All other terms and conditions of this policy remain unchanged. Issued by LM Insurance Corp. For attachment to Policy No.WA5-66D-067353-014 Effective Date 10/01/2024 Premium$ Issued to Riek Management DMsinn �?- REVIEWED&APPROVED BY: °I 111C I 119 1" A-s-g�e Acevedo WM 90 18 06 11 ©2011 Liberty Mutual Group of Companies ® Risk Management Specialist Ed. 06/01/2011 All Rights Reserved WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Schedule Where required by contract or written agreement prior to loss and allowed by law. Issued by: LM Insurance Corp. For attachment to Policy No WA5-66D-067353-014 Effective Date 10/01/2024 Premium Issued to: ACCO Engineered Systems, Inc. Risk Managanent DMsian �?- REVIEWED&APPROVED BY. A-s-g�e Acevedo ® Risk Management Specialist WC 00 03 13 © 1983 National Council on Compensation Insurance, Inc. Ed. 4/1/1984 Coverage Is Provided In: Policy Number: 'O�Libe t American Fire and Casualty Company -a stock company EUA(25)63 70 85 02 Mutual. INSURANCE (ITEM 5)SCHEDULE OF UNDERLYING INSURANCE: CARRIER, POLICY NUMBER AND PERIOD TYPE OF COVERAGE LIMITS OF INSURANCE FIRST UNDERLYING INSURANCE GENERAL $2,000,000 EACH OCCURRENCE LIBERTY MUTUAL FIRE INSURANCE LIABILITY LIMIT COMPANY $2,000,000 PERSONAL AND T132-661-067353-034 ADVERTISING INJURY 10/01/2024 - 10/01/2025 LIMIT $4,000,000 GENERAL AGGREGATE LIMIT $4,000,000 PRODUCTS -COMPLETED OPERATIONS AGGREGATE LIMIT FIRST UNDERLYING INSURANCE OWNED AND HIRED $5,000,000 COMBINED SINGLE LIBERTY MUTUAL FIRE INSURANCE AND/OR NONOWNED LIMIT COMPANY AUTO LIABILITY AS2-661-067353-024 10/01/2024 - 10/01/2025 FIRST UNDERLYING INSURANCE EMPLOYERS $1,000,000 BODILY INJURY EACH LM INSURANCE CORPORATION LIABILITY* ACCIDENT LIMIT $1,000,000 BODILY INJURY BY WA5-66D-067353-014 DISEASE AGGREGATE 10/01/2024 - 10/01/2025 LIMIT $1,000,000 BODILY INJURY BY DISEASE EACH EMPLOYEE LIMIT *EMPLOYERS LIABILITY COVERAGE IS NOT PROVIDED FOR CLAIMS BY EMPLOYEES WHO ARE SUBJECT TO THE WORKERS COMPENSATION LAWS OF NEW YORK FIRST UNDERLYING INSURANCE EMPLOYEE $1,000,000 EACH EMPLOYEE LIMIT " LIBERTY MUTUAL FIRE INSURANCE BENEFITS COMPANY LIABILITY $2,000,000 AGGREGATE LIMIT T132-661-067353-034 10/01/2024 - 10/01/2025 Riak Management DMsinn �?- REVIEWED&APPRGVED BY: A--g�e Acevedo '®To report a claim, call your Agent or 1-844-325-2467 Risk Management Specialist DS 70 23 01 08 09/28/22 63708502 POLSVCS 275 NCAFPPNO INSURED COPY 003179 PAGE 26 OF 50 Coverage Is Provided In: Policy Number: 'O�Libe t American Fire and Casualty Company -a stock company- EUA (25) 63 70 85 02 Mutual. INSURANCE (ITEM 5)SCHEDULE OF UNDERLYING INSURANCE: - CONTINUED CARRIER, POLICY NUMBER AND PERIOD TYPE OF COVERAGE LIMITS OF INSURANCE FIRST UNDERLYING INSURANCE OTHER LIABILITY $25,000,000 EACH OCCURANCE STARR INDEMNITY & LIABILITY TYPE: NON-OWNED COMPANY AIRCRAFT LIABILITY 1000226321-09 l 0/01/2024 - 10/01/2025 Rink Management DMsian �?- REVIEWED&APPROVED BY: A..g:e Acevedo '®To report a claim, call your Agent or 1-844-325-2467 Risk Management Specialist DS 70 23 01 08 09128/22 63708502 POLSVCS 275 NCAFPPNO INSURED COPY 003179 PAGE 27 OF 50 CE 65 24 06 97 EXCESS LIABILITY COVERAGE FORM There are provisions in this policy that restrict coverage. Read the entire policy carefully to determine rights, duties and what is and is not covered. Throughout this policy the words "you" and "your" refer to the Named Insured. The words "we," "us" and 'bur" refer to the Company providing this insurance. The word Insured means any person or organization qualifying as such in the "first underlying insurance." Other words and phrases that appear in quotation marks have special meaning and can be found in the DEFINITIONS Section or the specific policy provision where they appear. In consideration of the payment of the premium and in reliance upon the statements in the Declarations we agree with you to provide the coverage as follows: INSURING AGREEMENTS I. COVERAGE of the Declarations is the most we will pay for all 'loss" that is subject to an We will pay on behalf of the Insured the aggregate limit provided by the "first amount of 'loss" covered by this insurance in underlying insurance." The aggregate excess of the "Underlying Limits of Insurance" limit applies separately and in the shown in Item 5. of the Declarations, subject same manner as the aggregate limits to INSURING AGREEMENT Section II., Limits provided by the "first underlying insur- of Insurance. Except for the terms, conditions, ance," provided that all "underlying in- definitions and exclusions of this policy, the surance" applies their aggregate limit coverage provided by this policy will follow in the same manner as the "first un- the "first underlying insurance." derlying insurance." II. LIMITS OF INSURANCE 3. Subject to 13.2., the occurrence limit stated in Item 4. of the Declarations is A. The Limits of Insurance shown in the Dec- the most we will pay for all "loss" larations and the rules below describe the arising out of any one occurrence to most we will pay under the terms of this which this policy applies. insurance regardless of the number of: 4. Subject to Paragraphs B.2. and B.3. s 1. Insureds; above, if the "Underlying Limits of In- surance" described in Item 5. of the 2. claims made or suits brought; Declarations are either reduced or ex- 3. persons or organizations making hausted solely by payment of 'loss," claims or bringing suits. such insurance provided by this policy will apply in excess of the reduced B. The Limits of Insurance of this policy will underlying limit or, if all underlying apply as follows: limits are exhausted, will apply as "un- derlying insurance" subject to the 1. This policy applies only in excess of same terms, conditions, definitions and the "Underlying Limits of Insurance" exclusions of the "first underlying in- shown in Item 5. of the Declarations. surance," except for the terms, condi- tions, definitions and exclusions of this 2. The aggregate limit shown in Item 4. policy. Rink Management DMsirnt REVIEWED&APPROVED BY. ® Risk Management Specialist CE 65 24 06 97 (Page 1 of 7) ducts, asbestos-containing materials or However, we will not pay that portion products, asbestos fibers or asbestos of a "loss" that is within the "Under- dust; or lying Limits of Insurance" which the Insured has agreed to fund by self- 3. any obligation to investigate, settle or insurance or means other than insur- defend, or indemnify any person ance. against any claim or suit arising out of or related in any way, either directly or 5. The limits of this policy apply sepa- indirectly, to asbestos, asbestos pro- rately to each consecutive annual pe- ducts, asbestos-containing materials or riod, and to any remaining period of products, asbestos fibers or asbestos less than 12 months, starting with the dust. beginning of the policy period shown in the Declarations unless the policy B. Any liability, including, but not limited to period is extended after issuance for settlements, judgments, costs, charges, ex- an additional period of less than 12 penses, costs of investigations, or the fees months. In that case the additional pe- of attorneys, experts, or consultants aris- riod will be deemed part of the last ing out of or in any way related to: preceding period for purposes of deter- mining the Limits of Insurance. 1. the actual, alleged or threatened pres- ence, discharge, dispersal, seepage, III. DEFENSE migration, release or escape of "pollu- tants," however caused; A. We will not be required to assume charge of the investigation of any claim or de- 2. any request, demand, or order that any fense of any suit against you. Insured or others test for, monitor, clean up, remove, contain, treat, de- B. We will have the right, but not the duty, to toxify, neutralize or in any way re- be associated with you or your underlying spond to or assess the effects of "pol- insurer or both in the investigation of any lutants." This includes demands, direc- claim or defense of any suit which in our tives, complaints, suits, orders or re- opinion may create liability on us for quests brought by any governmental "loss." If we exercise such right, we will entity or by any person or group of do so at our own expense, but not after persons; the limits of this policy are exhausted. 3. steps taken or amounts incurred by a IV. EXCLUSIONS governmental unit or any other person or organization to test for, monitor, This policy does not apply to: clean-up, remove, contain, treat, de- toxify or neutralize or assess the ef- A. Any liability, including, but not limited to fects of "pollutants." settlements, judgments, costs, charges, ex- penses, costs of investigations, or the fees This exclusion will apply to any liability, of attorneys, experts, or consultants aris- costs, charges or expenses, or any judg- ing out of or related in any way, either ments or settlements, arising directly or directly or indirectly, to: indirectly out of pollution whether or not the pollution was sudden, accidental, grad- M 1. asbestos, asbestos products, asbestos- ual, intended, expected, unexpected, pre- containing materials or products, as- ventable or not preventable. bestos fibers or asbestos dust, includ- ing, but not limited to, manufacture, As used in this exclusion "pollutants" mining, use, sale, installation, removal, means any solid, liquid, gaseous or ther- or distribution activities; mal irritant or contaminant, including, but not limited to, smoke, vapor, soot, fumes, 2. exposure to testing for, monitoring of, acids, alkalis, chemicals and waste ma- cleaning up, removing, containing or terial. treating of asbestos, asbestos pro- Risk Management DMsim REVIEWED&APPROVED BY. ® Risk Management Specialist CE 65 24 06 97 (Page 2 of 7) Waste material includes materials which such "underlying insurance," but will sp- are intended to be or have been to be ply as if the "underlying insurance" was recycled, reconditioned or reclaimed. available and collectible. C. Any liability excluded by the Nuclear En- C. Changes ergy Liability Exclusion attached to this policy. Notice to any agent or knowledge pos- sessed by any agent or any other person V. DEFINITIONS will not effect a waiver or change in any part of this policy. This policy can only be A. "First underlying insurance" means the changed by a written endorsement that policy or policies of insurance stated as becomes a part of this policy and that is such in Item 5. of the Declarations. signed by one of our authorized repre- sentatives. B. "Loss" means those sums actually paid in the settlement or satisfaction of a claim D. Cancellation which you are legally obligated to pay as damages after making proper deductions 1. You may cancel this policy. You must for all recoveries and salvage. mail or deliver advance written notice to us stating when the cancellation is C. "Underlying insurance" means "first un- to take effect. derlying insurance" and all policies of in- surance listed in Item 5. of the Declara- 2. We may cancel this policy. If we cancel tions. because of nonpayment of premium, we must mail or deliver to you not less D. "Underlying Limits of Insurance" means than ten (10) days advance written no- the total sum of the limits of all applicable tice stating when the cancellation is to "underlying insurance" stated in Item 5. of take effect. If we cancel for any other the Declarations, including self-insurance, reason, we must mail or deliver to you or means other than insurance. not less than thirty (30) days advance written notice stating when the can- VI. CONDITIONS cellation is to take effect. Mailing that notice to you at your mailing address A. Appeals shown in Item 1. of the Declarations In the event you or any underlying insurer will be sufficient to prove notice. elects not to appeal a judgment in excess 3. The policy period will end on the day of the amount of the "Underlying Limits of and hour stated in the cancellation no- Insurance," we may elect to appeal at our tice. expense. If we do so elect, we will be liable for the costs and interest incidental 4. If we cancel, final premium will be cal- to this appeal. In no event will this provi- culated pro rata based on the time this sion increase our liability beyond the ap- policy was in force. plicable Limits of Insurance described in Section II. of this policy. 5. If you cancel, final premium will be more than pro rata; it will be based on B. Bankruptcy or Insolvency the time this policy was in force and increased by our short rate cancellation The bankruptcy, insolvency or inability to table and procedure. pay of any Insured or the bankruptcy, in- solvency or inability to pay of any of the 6. Premium adjustment may be made at underlying insurers will not relieve us the time of cancellation or as soon as from the payment of any claim or suit practicable thereafter but the cancella- covered by this policy. tion will be effective even if we have not made or offered any refund due In the event of bankruptcy or insolvency of you. Our check or our representative's any underlying Insurer, the insurance af- forded by this policy will not replace Rule Management Divisirnt REVIEWED&APPROVED BY. ® Risk Management Specialist CE 65 24 06 97 (Page 3 of 7) check, mailed or delivered, will be suf- ficient tender of any refund due you. 1. to keep the policies listed in Item 5. of the Declarations in full force and ef- 7. The first Named Insured in Item 1. of fect; the Declarations will act on behalf of all other Insureds with respect to the 2. that the Limits of Insurance of the "un- giving and receiving of notice of can- derlying insurance" policies listed in cellation and the receipt of any refund Item 5. of the Declarations will be that may become payable under this maintained except for any reduction or policy. exhaustion of aggregate limits by pay- ment of claims or suits for 'losses" 8. Any of these provisions that conflict covered by "underlying insurance." with a law that controls the cancella- tion of the insurance in this policy is If you fail to comply with these require- changed by this statement to comply ments, we will only be liable to the same with the law. extent that we would have been had you fully complied with these requirements. E. First Named Insured Duties H. Notice of Occurrence The person or organization first named in Item 1. of the Declarations is responsible 1. You must see to it that we are notified for the payment of all premiums. The first as soon as practicable of an occur- Named Insured will act on behalf of all rence which may result in a claim or other Named Insureds for the giving and suit which may involve this policy. To receiving of notice of cancellation or the the extent possible, notice will include: receipt of any return premium that may become payable. a. how, when and where the occur- rence took place; We will be furnished a complete copy of the "first underlying insurance" described b. the names and addresses of any in Item 5. of the Declarations and any injured persons and witnesses; subsequently issued endorsements which may in any way affect this insurance. c. the nature and location of any in- jury or damage arising out of the F. Legal Actions Against Us occurrence. There will be no right of action against us 2. If a claim or suit against any Insured is under this insurance unless: reasonably likely to involve this policy you must notify us in writing as soon 1. you have complied with all the terms as practicable. of this policy; and 3. You and any other involved Insured 2. the amount you owe has been deter- must: mined by settlement with our consent 0 or by actual trial and final judgment. a. immediately send us copies of any demands, notices, summons- This insurance does not give anyone the es or legal papers received in con- right to add us as a party in an action nection with the claim or suit; 79 against you to determine your liability. b. authorize us to obtain records and G. Maintenance of Underlying Insurance other information; During the period of this policy, you agree: c. cooperate with us in the inves- tigation, settlement or defense of the claim or suit; and d. assist us, upon our request, in the enforcemen` - - - - - any person Ride Muaganent I?ivisirnt �?- REVIEWED&APPROVED BY. ® Risk Management Specialist CE 65 24 06 97 (Page 4 of 7) may be liable to the Insured be- additional premium charge is made to the cause of injury or damage to "underlying insurance" during the policy which this insurance may also ap- period or if there is an increase in the risk ply. assumed by us, our premium may be ad- justed accordingly. 4. If the "Underlying Limits of Insurance" are exhausted solely by payment of "loss," no Insured will, except at their K. Terms Conformed to Statute own cost, voluntarily make a payment, assume any obligation, or incur any expense, other than for first aid, with- The terms of this policy which are in con- out our consent. flict with the statutes of the state where this policy is issued are amended to con- I. Other Insurance form to such statutes. If other insurance applies to a "loss" that is also covered by this policy, this policy If we are prevented by law or statute from will apply excess of the other insurance. paying on behalf of the Insured, then we Nothing herein will be construed to make will, where permitted by law or statute, this policy subject to the terms, conditions indemnify the Insured. and limitations of such other insurance. However, this provision will not apply if the other insurance is specifically written L. When "Loss" is Payable to be excess of this policy. Other insurance includes any type of self- Coverage under this policy will not apply insurance or other mechanism by which unless and until the Insured or the In- an Insured arranges for funding of legal sured's "underlying insurance" is obligat- liabilities. ed to pay the full amount of the "Under- lying Limits of Insurance." J. Premium Unless otherwise provided, the premium When the amount of "loss" has finally for this policy is a flat premium and is not been determined, we will promptly pay on subject to adjustment except as provided behalf of the Insured the amount of "loss" herein or amended by endorsement. If any falling within the terms of this policy. NUCLEAR ENERGY LIABILITY EXCLUSION This policy does not apply to: 2. resulting from the "hazardous properties" s respect to of "nuclear material" and with res A. Any liability, injury or damage: P which (a) a person or organization is re- 1. with respect to which any Insured under quired to maintain financial protection pur- the policy is also an Insured under a nu- suant to the Atomic Energy Act of 1954, or M clear energy liability policy issued by Nu- any law amendatory thereof, or (b) any clear Energy Liability Insurance Associ- Insured is, or had this policy not been ation, Mutual Atomic, Energy Liability Un- issued would be, entitled to indemnity derwriters, Nuclear Insurance Association from the United States of America, or any of Canada or any of their successors, or agency thereof, under any agreement en- would be an Insured under any such policy tered into by the United States of America, but for its termination upon exhaustion of or any agency thereof, with any person or its Limits of Insurance; or organization. Risk Management DMsim REVIEWED&APPROVED BY. ® Risk Management Specialist CE 65 24 06 97 (Page 5 of 7) consists of or contains more than 25 B. Any injury or "nuclear property damage" re- grams of plutonium or uranium 233 or sulting from the "hazardous properties" of any combination thereof, or more than "nuclear material," if: 250 grams of uranium 235; 1. the "nuclear material" (a) is at any "nu- d. any structure, basin, excavation, prem- clear facility" owned by, or operated by or ises or place prepared or used for the on behalf of, any Insured or (b) has been storage or disposal of, "nuclear discharged or dispersed therefrom; waste," and includes the site on which any of the foregoing is located, all op- 2. the "nuclear material" is contained in erations considered on such site and "spent fuel" or "nuclear waste" at any all premises used for such operations. time possessed, handled, used, processed, stored, transported or disposed of by or on 3. "Nuclear material" means "source mate- behalf of any Insured; or rial," "special nuclear material" or by- product material. 3. the injury or "nuclear property damage" arises out of the furnishing by any Insured 4. "Nuclear property damage" includes all of services, materials, parts of equipment forms of radioactive contamination of in connection with the planning, construc- property. tion, maintenance, operation or use of any "nuclear facility," but if such facility is lo- 5. "Nuclear reactor" means any apparatus cated within the United States of America, designed or used to sustain nuclear fission its territories or possessions or Canada, in a self-supporting chain reaction or to this Exclusion B.3. applies only to "nuclear contain a critical mass of fissionable ma- property damage" to such "nuclear facili- terial. ty and any property therein. 6. "Nuclear waste" means any "nuclear C. As used in this exclusion: waste" material (a) containing "by-product material" other than the tailings of "nu- 1. "Hazardous properties" includes radioac- clear waste" produced by the extraction or tive, toxic or explosive properties. concentration of uranium or thorium from any ore processed primarily for its "source 2. "Nuclear facility" means: material" content, and (b) resulting from the operation by any person or organiza- a. any "nuclear reactor"; tion of any "nuclear facility" included with- in the definition of "nuclear facility" under b. any equipment or device designed or Paragraph C.2.a. or C.2.b. used for 7. "Source material," "special nuclear mate- (1) separating the isotopes of urani- rial," and "by-product material" have the um or plutonium, meanings given them in the Atomic En- (2) processing or utilizing "spent ergy Act of 1954 or in any law amendatory fuel" or thereof. (3) handling, processing or packaging 8. "Spent fuel" means any fuel element or "nuclear waste"; fuel component, solid or liquid, which has M been used or exposed to radiation in a c. any equipment or device used for the "nuclear reactor." processing, fabricating or alloying of "special nuclear material" if at any This endorsement does not change any other time the total amount of such material provision of the policy. in the custody of any Insured at the premises where such equipment or de- vice is located Risk Management DMsim REVIEWED&APPROVED BY. ® Risk Management Specialist CE 65 24 06 97 (Page 6 of 7) Policy No.PCADB-5026063-1024 Page 17of 19 2. any act,error, omission or Pollution Condition asserted or believed to be at issue; 3. the services or activities involved in the circumstance; 4. what happened and the dates and entities involved; and 5. the nature of any alleged or potential Loss; then any Claim or First Party Claim arising out of such circumstance shall be deemed to have been made on the date we received the written report of the circumstance. At our sole discretion and cost,we may elect to investigate any circumstance which is reported; any such costs associated with the investigation of a circumstance prior to a Claim being made against you will not be considered Claim Expense, will not reduce the applicable Self-Insured Retention and shall be paid by us in addition to the Limit of Liability. XI. CONDITIONS A. Territory The coverage afforded by this Policy applies worldwide. B. Audit and Inspection Upon reasonable prior notice,we shall be permitted to audit your final books and records at any time during the Policy Period, the Automatic Extended Reporting Period, the Optional Extended Reporting Period, if applicable, and within three years after the final termination of this Policy, as far as they relate to the subject matter of this Policy. We shall also be permitted to inspect, sample, and/or monitor your operations on a continuing basis. Neither our right to make inspections, sample, and/or monitor, nor the actual undertaking thereof, nor any report thereon shall constitute an undertaking, on behalf of us or others, to determine or warrant that your operations are safe, healthful, conform to acceptable practice, or are in compliance with any law,rule,or regulation. C. Subrogation In the event of any payment under this Policy,we shall be subrogated to all of your rights of recovery thereof. You shall execute and deliver all requested instruments and papers in furtherance of such rights to us and do whatever else is reasonably necessary to secure such rights. You shall do nothing to waive or prejudice such rights. We shall have priority in any recovery, and any amounts recovered in excess of our total payment and the cost to us of recovery shall be paid to you. However, we waive our rights of subrogation under this Policy against your clients or their designees (except for a Responsible Entity)to the extent such a waiver is required by a written contract with you executed prior to the Claim. For Coverage A only,we will not subrogate against a Responsible Entity in excess of its collectible insurance, provided it has maintained Recoverable Insurance, regardless of whether or not such Recoverable Insurance is exhausted or reduced. D. Changes None of the provisions of this Policy will be waived, changed, or modified except by written endorsement issued by us to form a part of this Policy. Notice to any of our agents or knowledge possessed by any such agent or any other person will not act as a waiver or change in any part of this Policy and will not prevent us from asserting any rights under the provisions of this Policy. E. Action Against Us Only you can make claims against us under Coverages A and F, and the Supplemental Coverages, of this Policy. No action shall be taken against us with respect to Coverage A unless, as a condition precedent thereto, you shall have fully complied with all the terms of this Policy, and until the amount the Responsible Entity is legally obligated to pay shall have been finally determined either byjudgment after actual contested trial or arbitration, or other method of dispute resolution for which we have given prior writti Risk Managanent DMsbn �?- REVIEWED&APPROVED BY. A Aal/44 ® Policy Form:PERFORM-10001 (05-16) ' Risk Management Specialist