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HomeMy WebLinkAboutDELHI CENTER (18)M City of Santa A, COTC Ofrice Use Only Clerk of the Council AGREEMENT TERMINATION FORM Please complete this form in its entirety when the attached agreement and all amendments (if any) are no longer in effect. Note: If your agreement is grant related, please ensure that all grant retention requirements have been satisfied prior to signing the termination farm. / Is the agreement(s) a permanent record? Yes No Return form to the Clerk of the Council Office (M-30). Call 647-1520 if you have any questions. The agreement with Cl Y -1 IlK A-2022-129-01 No. was completed on 62a-2 and final payment has been made. (List all amendments. Use space below if needed.) Department: " CCLR� Phone/Ext.: q1N- r,"Z - 5 `f43 Signature: sR�- u Date: 1-b` a(�-�-a INSURANCE ON FILE WORK MAY PROCEED A-2022-129-01 UNTIL INSURANCE��ccPIRES I(. 1 • 'GQ�T CLERK OF COUNCIL DATE: AMERICAN RESCUE PLAN ACT GRANT AGREEMENT FOR NONPROFIT DECREASED REVENUE ASSISTANCE 6:CMt(L4�(?-A 6A�I N This American Rescue Plan Act Grant Agreement for Nonprofit Decreased Revenue Assistance o("Agreement") is hereby made and entered into this D�� day of July, 2022, by and between the Cc City of Santa Ana, a charter city and municipal corporation organized and existing under the p Constitution and laws of the State of California ("CITY"), and the Delhi Center, a California c> 501(c)(3) nonprofit corporation ("GRANTEE"), sometimes individually referred to as "Party" or Q collectively referred to as "Parties". RECITALS A. The American Rescue Plan Act ("ARPA") was signed into law in March 2021. ARPA authorizes the United States Department of Treasury to provide funding for a number of different programs, including the Coronavirus State and Local Fiscal Recovery Fund ("SLFRF"), to provide monetary support to local governments to respond to, mitigate, and recover from the COVID-19 public health emergency. On July 20, 2021, the Santa Ana City Council authorized the City Manager to utilize ARPA SLFRF funding from the United State Department of Treasury for the Revive Santa Ana Spending Plan, which includes five spending categories: recovery from the pandemic, direct assistance programs, public health and safety, critical infrastructure, and city fiscal health. C. The City of Santa Ana ARPA Nonprofit Decreased Revenue Assistance Grant Program (`Grant Program") provides SLFRF financial assistance to nonprofit entities within the City of Santa Ana that have incurred decreased revenues caused by negative economic impacts of the COVID-19 pandemic. D. The Grant Program is specifically listed as an enumerated eligible use of SLFRF payments in 31 CFR 35.6(b)(3)(ii)(C). E. GRANTEE has been identified organization's decreased revenue against calendar year 2019. as an impacted nonprofit due to the in calendar years 2020 and 2021 compared Accordingly, subject to appropriation, and pursuant to ARPA regulations, CITY has agreed to utilize SLFRF funds received through ARPA to provide a grant to assist GRANTEE with its decrease in revenue. WHEREFORE, it is agreed by and between the parties that the foregoing Recitals are a substantive part of this Agreement and the following terms and conditions are approved and together with all exhibits and attachments hereto, shall constitute the entire Agreement between CITY and GRANTEE: 1. GRANT ELIGIBILITY CITY has determined that GRANTEE is eligible for the Grant Program as detailed in Eligible Use Test and Determination attached hereto as Exhibit A. GRANTEE agrees that it will adhere to the guidelines and requirements in this Agreement and in Exhibit A. Failure to follow the requirements and meet the stated expectations may constitute breach of Agreement that could result in termination of this Agreement or serve as reason for the CITY to recapture the grant funds awarded to GRANTEE pursuant to this Agreement. 2. GRANT AMOUNT Pursuant to this Agreement, CITY will disburse a onetime payment of $506,608.51, as detailed in Exhibit A, to GRANTEE ("Grant") upon execution of this Agreement by all parties. In executing this Agreement and receiving these Grant funds, GRANTEE agrees to use the Grant funds only for the purpose described and subject to the terms and conditions provided for in this Agreement and Exhibit A. Should GRANTEE fail to use the Grant funds for such purpose or otherwise comply fully with the terms of this Agreement or Exhibit A, CITY shall have the right to terminate this Agreement and demand the return of the Grant funds. CITY reserves the right to reduce the amount of Grant funds to GRANTEE, or to completely terminate this Agreement, in the CITY's sole discretion, if there is a reduction in ARPA SLFRF funds provided to the CITY. 3. GRANT TERM This Agreement shall take effect on the date first above written and remain in effect through GRANTEE's full expenditure of the funds. Since the CITY is providing funds to GRANTEE for the purpose of directly benefitting GRANTEE as a result of experiencing a public health impact or negative economic impact, GRANTEE is acting as a beneficiary. Acting as a beneficiary, GRANTEE is not subject to expenditure deadline requirements. City has the right to terminate this Agreement upon one day's notice, with or without cause. Should the City terminate the Agreement, it shall also have the right to demand the immediate return of all funds provided to GRANTEE pursuant to this Agreement not yet expended by GRANTEE. Notwithstanding the foregoing, the indemnification provisions of this Agreement shall survive any expiration or termination of this Agreement. 4. REPORTING REQUIREMENTS For reporting purposes, the Grant Program shall be categorized under United States Department of Treasury Expenditure Category 2.34: Assistance to Impacted Nonprofit Organizations. Since the CITY is providing finds to GRANTEE for the purpose of directly benefitting GRANTEE as a result of experiencing a public health impact or negative economic impact, GRANTEE is acting as a beneficiary. Acting as a beneficiary, GRANTEE is not subject to subrecipient monitoring and reporting requirements. However, GRANTEE shall retain all records and documents related to the Grant Program for five (5) years after the termination of this Agreement. Additionally, GRANTEE shall be responsible for complying with any changes or 1A additions to the ARPA or SLFRF regulations or requirements that would be applicable to the Grant Program. 5. REPAYMENT OF GRANT FUNDS a. if GRANTEE does not use the SLFRF fimds as required pursuant to this Agreement, then GRANTEE must repay the Grant award back to CITY. b. If GRANTEE ceases operations before the end of the Grant Term, GRANTEE must notify CITY immediately, complete all reporting requirements, and repay any unused portion of the Grant to CITY within thirty (30) days of business closure. C. If GRANTEE has received, or receives after time of application, other relief funding to cover duplicate operating expenses, GRANTEE must repay the Grant amount to CITY. 6. RECORDS GRANTEE shall keep all records, financial or otherwise, relating to use of Grant funds received pursuant to this Agreement for at least five (5) calendar years following receipt of such funds. CITY shall at any reasonable time have the right of access to and right to review or audit any and all such records pertinent to the administration and operation of the Grant and that said records shall be maintained in a manner to facilitate such reviews and audits. 7. GRANT PROGRAM REQUIREMENTS a. GRANTEE acknowledges that the source of funding for said program is the federal ARPA, and that payments from the SLFRF fund are only to be used to make necessary expenditures incurred due to the negative economic impacts with respect to the COVID-19 pandemic. b. GRANTEE acknowledges that ARPA provisions allow the use of SLFRF funds for expenses associated with the provision of economic support in connection with the COVID-19 public health emergency, such as expenditures related to the provision of grants from local government to provide nonprofits with decreased revenue assistance, and will not use these funds for any other uses. C. GRANTEE shall remain compliant with all applicable laws, including ARPA section 602, regulations adopted by the Treasury pursuant to ARPA section 602(f), and guidance issued by the Treasury regarding the foregoing. GRANTEE also agrees to comply with all other applicable federal statutes, regulations, and executive orders. 8. INFORMATION FOR PAYMENT GRANTEE must provide CITY its DUNS number, a W-9 Form, and Bank Routing Number (for ACH fund transfer purposes) at the time this Agreement is executed. 9. REPRESENTATIONS AND WARRANTIES GRANTEE warrants and represents that by accepting the Grant it meets the eligibility requirements of the Grant Program set forth in Exhibit A. If at any time, it is determined that GRANTEE does not meet the eligibility requirements, all of the Grant Funding shall be immediately repaid to CITY by GRANTEE. 10. INSURANCE GRANTEE shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by the GRANTEE, its agents, representatives, or employees. a. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall be at least as broad as: 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $I,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. 2. If the GRANTEE maintains broader coverage and/or higher limits than the minimums shown above, the CITY requires and shall be entitled to the broader coverage and/or the higher limits maintained by the GRANTEE. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the CITY. b. Other Insurance Provisions — The insurance policies are to contain, or be endorsed to contain, the following provisions: Additional Insured Status: The CITY, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the GRANTEE including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the GRANTEE's insurance (at least as broad as ISO Form CG 20 10 11 85 or both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if a later revisions used). 2. Primary Coverage: For any claims related to this contract, the GRANTEE's insurance coverage shall be primary coverage at least as broad as ISO CG 20 0104 13 as respects the CITY, its officers, officials, employees, and volunteers, Any insurance or self-insurance maintained by the CITY, its officers, officials, employees, or volunteers shall be excess of the GRANTEE's insurance and shall not contribute with it. 3. Notice of Cancellation: Each insurance policy required above shall state that coverage shall not be canceled, except with notice to the CITY. 4. Waiver of'Subrogation: GRANTEE hereby grants to CITY a waiver of any right to subrogation which any insurer of said GRANTEE may acquire against the CITY by virtue of the payment of any loss under such insurance. GRANTEE agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the CITY has received a waiver of subrogation endorsement from the insurer. 5. Self -Insured Retentions: Self -insured retentions must be declared to and approved by the CITY. The CITY may require the GRANTEE to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self -insured retention may be satisfied by either the named insured or CITY. 6. Acceptability of Insurers: Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than ANII, unless otherwise acceptable to the CITY. 7. Claims Made Policies: If any of the required policies provide coverage on a claims -made basis: I. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. 2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3. If coverage is canceled or non -renewed, and not replaced with another claims -made policy form with a Retroactive Date prior to the contract effective date, the GRANTEE must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. 8. Verification of Coverage: GRANTEE shall furnish the CITY with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to CITY before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the GRANTEE's obligation to provide them. CITY reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. 9. Subcontractors: GRANTEE shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and GRANTEE shall ensure that the CITY is an additional insured on insurance required from subcontractors. 10. Special Risks or Circumstances: CITY reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. 11. INDEMNIFICATION GRANTEE 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 GRANTEE, its subcontractors, agents, employees, or other persons acting on its behalf which relates to this Agreerent; 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 terms of, or effects, arising from this Agreement. The GRANTEE 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 GRANTEE'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 GRANTEE. 12. GENERAL PROVISIONS a. Notices, Demands and Communications between the Parties: Formal notices, demands, and communications between the Parties shall be given by (i) personal service; (ii) reputable document delivery service, such as Federal Express, with a receipt showing date and time of delivery; or (iii) certified or first-class United States mail, postage prepaid, with a receipt showing date and time ofdelivery: TO CITY: CITY OF SANTA ANA 20 Civic Center Plaza M-25 Santa Ana, Ca 92701 Attn: Daisy Perez TO GRANTEE: DELHI CENTER 505 E. Central Avenue Santa Ana, Ca 92707 Attn: Chief Executive Officer Written notices, demands, and communications shall be sent in the same manner to other addresses that ,my Party designates in writing. b. Entire Agreement: Amendments: This Agreement constitutes the entire agreement among the Parties as to the Grant and may not be amended or modified, except in writing signed by each of the Parties. GRANTEE may not assign or transfer its rights and interests in this Agreement to any other person, business or entity. C. No Third -Party Beneficiaries: This Agreement is not intended to create any rights or benefits for a person or entity who is not a Party, whether as a third - party beneficiary or otherwise. d. Governing Laws: Venue: This Agreement shall be governed by the laws ofthe State of California. Any legal action related to the performance or interpretation of this Agreement shall be filed only in the Superior Court of the State of California located in Orange, California, and the Parties waive any provision of law providing for a change of venue to another location. e. Severability: If any term of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the other provisions will remain in force to the extent practicable and taking into consideration the purposes of this Agreement. f. Interpretation: The terms of this Agreement shall be construed in accordance with the meaning of the language used and not for or against any Party by reason of the authorship or any other rule of construction that might otherwise apply. The Section headings are for purposes of convenience only and shall not be construed to limit or extend the meaning of this Agreement. g. Attorney's Fees: Each Party shall pay its own attorney's fees. h. Business Day Convention: If the date of any required action falls upon a weekend day or a holiday when the CITY is not open for business, the required action may be deferred to the next business day. Force Majeure: No Party will be held responsible for failing to perform its responsibilities under this Agreement if the failure results from any act of nature or other cause that is beyond the reasonable control of the Party and that makes performance impossible or illegal. j. Record Retention: Unless otherwise required by applicable law or regulation, CITY will keep records that GRANTEE submits to CITY pursuant to this Agreement for five (5) years from the term expiration. k. Counterparts: This Agreement may be executed in one or more counterparts, each of which shall be an original and all of which together shall be one and the same instrument. A facsimile, PDF copy or other electronic signature (e.g., DocuSign) of this Agreement, when signed in compliance with this Section, is an enforceable, original agreement for all purposes. Non -Discrimination: GRANTEE will not discriminate against any individual with regard to employment or participation or in any other manner for reasons of race, color, national origin, religion, gender or gender identification, sexual identity, pregnancy, childbirth or related medical conditions, age, marital status, disability or any other characteristicthat is protected by local, state or federal law. M. Conflict of Interest: GRANTEE 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, as detailed in 2 CPR 200.318(c). n. Prohibition of Nepotism: GRANTEE agrees not to hire or permit the hiring of any person to fill a position funded through this Agreement if a member of that person's immediate family is employed in an administrative capacity by GRANTEE. For the purposes of this section, the term "immediate family" means spouse, child, mother, father, brother, sister, brother-in-law, sister-in-law, father-in-law, mother- in-law, son-in-law, daughter-in-law, aunt, uncle, niece, nephew, stepparent and stepchild. The term "administrative capacity" means having selection, hiring, supervisor or management responsibilities. o. 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 terms 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 and Attachments referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. (Signatures on following page) IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first written above. ATTEST: W Clerk of the Council APPROVED AS TO FORM: SONIA R. 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W� m `� w oq °' :o •� °' n. o Q 4 -rh"' o o on m •9''o a'� obb N .a o E Q W >Xi y :c `fir F °L' Z 5 r .`� 0 GrantThornton 4ttarhm,t 1 Jan - Dec 19 Jan - Dec 20 Jan - Dec 21 Income 4010 - DONATIONS 1,702.26 112,189.72 32,767.49 4012.2 • In -kind Donations 0.00 22,390.00 0.00 4027 • Leisure Class Registration Fees 3,759.00 880.00 1,144.00 4028 • CLASS FEES 51,291.00 10,246.00 8,976.75 4038 - Vacc Equity Engagement Program 0.00 0.00 4,940.00 4040 • GRANTS 4055 - CARES ACT - 0.00 10,000.00 0.00 4040 - GRANTS - Other 0.00 122,540.00 500.00 Total 4040 • GRANTS 0.00 132,540.00 500.00 4060 - FACILITY RENTALS 4061 • Private Rentals 186,724.70 71,875.98 1,220.00 4062 - Non -Profit Organizations 108,984.09 1,696.80 0.00 4063 • Government Agencies 49,372.25 6,630.15 0.00 Total 4060 • FACILITY RENTALS 345,081.04 80,202.93 1,220.00 4065 - FACILITY RENTAL BY ROOM 10,432.05 1,572.00 0.00 4070-LEASES 4071 - Active Learning 8,535.66 0.00 0.00 4072 • Centennial Educ. Center 1,732.50 770.00 0.00 4073 - City of Santa Ana -Library 0.00 0.00 0.00 4074 - Eagles Nest Ministries 9,082.50 1,575.00 0.00 4075 • Head Start 94,018.68 77,652.00 79,480.92 4076 • Storage Room 400.00 0.00 0.00 4077 • Autism Learning Partners 30,000.00 0.00 0.00 4081 • Charitable Ventures 0.00 4,656.00 3,228.00 4082 - AIDANCE Payments 0.00 0.00 12,727.00 4083 • NDM Bollywood Dance 0.00 0.00 14,945.00 Total4070 - LEASES 143,769.34 84,653.00 110,380.92 4100 • Sale of Goods 353.77 0.00 0.00 4900 - Miscellaneous Income 0.00 757.30 585.09 4991 • Damage Fee/Deposit Forfeiture 76.00 0.00 0.00 Total Income 556,463.46 445,430.95 160,514.25 Gross Profit 1 556,463.46 445,430.95 160,514.25 Net Ordinary Income 556,463.46 445,430.95 160,514.25 Other Income/Expense Other MOO Insurance Reimbursement 0.00 400.71 0.00 Vending Machine 13.75 0.00 0.00 Total Other Income 13.75 400.71 0.00 Net Other Income 13.75 400.71 0.00 Net Income I I 1 556,477.21 445,831.66 160,514.25 ANNUAL DEFICIT 110,645.55 395,962.96, '2 YEAR TOTAL DEFICIT 506,606.51 An 1e ' Digitally signed CERTIFICATE OF LIABILITY INSURANCE by nf�d@IMM/oonr A r Ar Tort A30212022 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLYAND CONFERS NO RIGHTS UQlIME F'I� R. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED F. a TH�N.._ ir'.!FS BELOW, THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURFh(Sy,"! l" 1.� ;�� REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT. If the certificate holder Is an ADDITIONAL INSURED, the policy(les) must have ADDITIONAL INSURE r'provistontti r 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 Ilau of such andorsemantfel. PRODUCER NAME: Cartif ea is Issuance Team Comprehensive Insurance Services ONN (gqg) 709-8800 A� (949) 709-1688 26429 Rancho Parkway South A pooaEd E In Ba jaremy@thecomprehensivelnsumnce.com Suite 120 INSURER(S) AFFORDING COVERAGE NAICN Lake Forest CA 92830 INSURERA: Nonprofits Insurance Alliance of California 10023 INSURED INSURERS: StarNet Insurance Company 40045 Delhi Center INSURERC: 505 E. Central Ave. Santa Ana CA 92707 1 INSURER F• COVERAGES CERTIFICATE NUMBER: CL2111205495 REUM!0N slUM21E THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAYBE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALLTHE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS, NSR LTR TYPE OF INSURANCE INSD WVD POLICYNUMSER MMrOI DIYYI% MMIDOnVYY LIMITS X COMMERCIAL GENERAL LIABILITY —XI EACH OCCURRENCE $ 1,000,000 CLAIMSMADE I OCCUR PREMISES Ea coca ends $ 500,000 MED EXP (Any one porsan $ 20,000 PERSONAL &ADV INJURY $ 11000,000 A Y 2021-01376 11/01/2021 11/01/2022 UNITAPPLIES PER GENERA -AGGREGATE $ 3,000,000 GENI.AGGREGATE PRODUCTS.COMP/OPAGG § 3,000,000 POLICY ❑'n FX LOC OTHER: $0 Deductible $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Eaaccidenl $ 11000,000 ANYAUTO BODILY INJURY (Per person) $ A OWNEDONLY SAUTOCHESDULED AUTOS 2021-01376 11/01/2021 1U01/2022 BODILY INJURY Per weldent) $ !g HIRED AUrOSONLY PROPERTYD AGE AUTOS ONLY I $0 Deductible $ x UMSRELLAUAB X1 OCCUR EACH OCCURRENCE $ 11000,000 A EXCESS LIAB CLAIMS -MADE 2021-01376 03/0212022 11/01/2022 AGGREGATE $ 11000,000 DED RETENTION $ $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY - PER X ERH $0 DedUCUb1e B YIN ANY PROPRIETORIPARTNERIEXECUTIVE ❑N OFFICERIMEMBER EXCLUDED? NIA BNUWC0152622 11/01/2021 11l01/2022 E.L. EACH ACCIDENT $ 1,000,000 (Mandatory In NH) f9es, describe under E.L. DISEASE - EA EMPLOYEE $ 1,000,000 C.L. DISEASE - POLICY LIMIT $ 1,000,000 DESCRIPTION OF OPERATIONS below Social SeVice.Professlonal Liability $3,0001000/1,000,000 Aggregate/Occurr. A Improper Sexual Conduct Llab111ty 2021-01376 11/0112021 11/01/2022 $1,000,00011,000,000 Aggregate/Occurr. $0 Deductible DESCRIPTION OF OPERATIONS I LOCATIONS /VEHICLES (ACORD 101, Additional Remarks Schedule, may be aaached If more space Is required) City of Santa Ana, officers, agents, employees, and volunteers are named as additionally Insured on this policy pursuant to written contract, agreement, or memorandum of understanding per attached endorsement CG2026. Such Insurance as is afforded by this policy shall be primary, and any Insurance carded by City shall be excess and noncontrlbutory per attached endorsement NIAC E61. 30 day notice of cancellation with 10 day notice of cancellation for nonpayment of premium per policy provision. Umbrella policy applies over and above General Llablllty coverage. City of Santa Ana Risk Management Division 20 Civic Center Plaza Santa Ana CA 92702 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. @ 1988.20' ACORD 25 (2016103) The ACORD name and logo are registered marks ofACORD ,. �, XIaFMRnegemattDlpleim - REVIEWED&APPROVFDBY. 8 iz t= L AdIp F'(f aL'ek Risk Mamge.ment Spcdalist POLICY NUMBER: 2021-01376 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 F—Name Of Additional Insured Person(s) Or Organization(s): I Any person or organization that you are required to add as an additional Insured on this policy, under a written contract or agreement currently in effect, or becoming effective during the term of this policy. The additional insured status will not be afforded with respect to liability arising out of or related to your activities as a real estate manager for that person or organization. Information required to complete this Schedule, if not shown above, will be shown in the 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. CG20261219 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 shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. © Insurance Services Office, Inc., 2012 Page 1 of 1 wrkn+rttnla�mn RE\newEo&APWtoVa)Or. q: r A41U rO"4 rdik Management Spedalist NONl'ROFIT$ INSURANCE ALtiANCEOF CALIFORNIA ANead Jorinsurana¢. AMearP jar NanproflM. POLICY NUMBER: 2021-01376 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED PRIMARY AND NON-CONTRIBUTORY ENDORSEMENT FOR PUBLIC ENTITIES This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of Person or Organization: A. SECTION II — WHO IS AN INSURED is amended to Include: 4. Any public entity as an additional insured, and the officers, officials, employees, agents and/or volunteers of that public entity, as applicable, who may be named in the Schedule above, +riven you have agreed In a written contract or written agreement presently In effect or becoming effective during the term of this policy, that such public entity and/or its officers, officials, employees, agents and/or volunteers be added as an additional insured(s) on your policy, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising Injury" caused, In whole or In part, by: a. Your negligent acts or omissions; or b. The negligent acts or omissions of those acting on your behalf; In the performance of your ongoing operations. No such public entity or individual Is an additional insured for liability arising out of the sole negligence by that public entity or Its designated Individuals. The additional Insured status will not be afforded with respect to liability arising out of or related to your activities as a real estate manager for that person or organization. B. SECTION III — LIMITS OF INSURANCE is amended to Include: 8. The limits of insurance applicable to the public entity and applicable individuals identified as an additional insured(s) pursuant to Provision A.4. above, are those specified In the written contract between you and that public entity, or the limits available under this policy, whichever are less. These limits are part of and not In addition to the limits of Insurance under this policy. C. With respect to the insurance provided to the additional insured(s), Condition 4. Other Insurance of SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS is replaced by the following; 4. Otherinsurance a. Primary Insurance This insurance is primary if you have agreed in a written contract or written agreement: (1) That this Insurance be primary. If other insurance Is also primary, we will share with all that other insurance as described in c. below; or NIAC-E61 02 19 �� RiekMmiegemmttDl�ebk •...,' , � REV12MD&APPRovm Br. Risk Mannnement speamit NONPROFITS INSURANCE ® ALLIANC@ OE CALIPORNIA A Nead farfnsprpnce. AHearEJarNanprpjrts. POLICY NUMBER: 2021-01376 (2) The coverage afforded by this Insurance Is primary and non-contributory with the additional insured(s)' own Insurance. Paragraphs (1) and (2) do not apply to other insurance to which the additional Insured(s) has been added as an additional insured or to other insurance described in paragraph b. below. b. Excess Insurance This Insurance Is excess over: 1. Any of the other insurance, whether primary, excess, contingent or on any other basis: (a) That Is Fire, Extended Coverage, Builder's Risk, Installation Risk or similar coverage for "your work"; (b) That is fire, lightning, or explosion insurance for premises rented to you or temporarily occupied by you with permission of the owner; (c) That Is Insurance purchased by you to cover your liability as a tenant for "property damage" to premises temporarily occupied by you with permission of the owner; or (d) If the loss arises out of the maintenance or use of aircraft, "autos" or watercraft to the extent not subject to Exclusion g. of SECTION I - COVERAGE A- BODILY INJURY AND PROPERTY DAMAGE. (e) Any other insurance available to an additional Insured(s) under this Endorsement covering liability for damages which are subject to this endorsement and for which the additional Insured(s) has been added as an additional insured by that other Insurance. (1) When this insurance is excess, we will have no duty under Coverages A or B to defend the additional Insured(s) against any "suit" If any other insurer has a duty to defend the additional insured(s) against that "suit". If no other insurer defends, we will undertake to do so, but we will be entitled to the additional insured(s)' rights against all those other Insurers. (2) When this insurance is excess over other Insurance, we will pay only our share of the amount of the loss, If any, that exceeds the sum of: (a) The total amount that all such other Insurance would pay for the loss in the absence of this insurance; and (b) The total of all deductible and self -insured amounts under all that other insurance. (3) We will share the remaining loss, If any, with any other insurance that is not described in this Excess Insurance provision and was not bought specifically to apply in excess of the Limits of Insurance shown in the Declarations of this Coverage Part. C. Methods of Sharing If all of the other insurance available to the additional insured(s) permits contribution by equal shares, we will follow this method also. Under this approach each Insurer contributes equal amounts until it has paid its applicable limit of Insurance or none of the loss remains, whichever comes first. If any other the other insurance available to the additional Insured(s) does not permit contribution by equal shares, we will contribute by limits. Under this method, each Insurer's share Is based on the ratio of Its applicable limit of Insurance to the total applicable limits of insurance of all insurers. NIAC-E61 02 19 ,y RAMmvgmne WMaim +"/^y REVIEWED&APPROVED BY: 5. A+�ta,Rdwada RI51t Management Specialist NONPROFITS INSURANCE ALLIANCE OF CALIFORNIA A Head for Insurance. A Heartfor Nonprofits. NONPROFITS INSURANCE ALLIANCE OF CALIFORNIA(NIAC) www. i ns u ran cefo rn on p rofiits. org COMMERCIAL UMBRELLA POLICY DECLARATIONS PRODUCER: Comprehensive Insurance Services 26429 Rancho Parkway South Suite 120 Lake Forest, CA 92630 Item 1 NAME OF INSURED AND MAILING ADDRESS POLICY NUMBER: 2022-01376-UMB Delhi Center 505 E, Central Avenue Santa Ana, CA 92707 Item 2 POLICY PERIOD: FROM 3/2/2022 TO 11/1/2022 AT 12:01 A.M. STANDARD TIME AT YOUR MAILING ADDRESS SHOWN ABOVE BUSINESS DESCRIPTION: Resource & referral services IN RETURN FOR THE PAYMENT OF THE PREMIUM, AND SUBJECT TO ALL THE TERMS OF THIS POLICY, WE AGREE WITH YOU TO PROVIDE THE COVERAGE AS STATED IN THIS POLICY, Item 3 THE ANNUAL AND MINIMUM PREMIUM DUE AT INCEPTION: (premium includes Terrorism Coverage - Certified Acts: $33 but only for policies that indicate coverage on Schedule A - Schedule of Underlying Insurance) $434 Item 4 LIMITS OF INSURANCE: a. Occurrence / Accident / Injury/ Claim Limits (where applicable): .............. ............................. 1,000,000 1) Each Occurrence - Commercial General Liability and Products - Completed Operations Liability 11) Each Accident- Business Auto Liability ili) Each Injury- Liquor Liability iv) Each Claim - Employee Benefits Liability b. Each Claim - Directors and Officers Liability.......................................................................... Excluded C. Each Claim - Improper Sexual Conduct and Physical Abuse Liability ..................................... Excluded d. Each Claim - Social Service Professional Liability.................................................................. Excluded Aggregate limits: e. Commercial General Liability, Business Auto Liability, Products- Completed Operations Liability, Liquor Liability, and Employee Benefits Liability Aggregate (where applicable): .................................................................................................................. 11000,000 f. Directors and Officers Liability Aggregate... ................ ............................................................ Excluded g. Improper Sexual Conduct and Physical Abuse Liability Aggregate ........................................ Excluded h. Social Service Professional Liability Aggregate....................................................................... Excluded Item 5 RETROACTIVE DATES -SEE SCHEDULE OF UNDERLYING INSURANCE FORMS AND ENDORSEMENTS ATTACHED TO THIS POLICYAT INCEPTION (NUMBER AND EDITION DATE): CU 21 3001 16, IL 09991220, NIAC-E003 UMB 08 20, NIAC-E180 UMB 0121, NIAC-E253 UMB 0821, NIAC-E42 UMB 0919, SCHEDULE A 01 80, UMB 231 0616. UMB 232 0616, UMB-100 06 21, UMS166 1288, UMB81 0513 ^. RI%IeManPgnnutEDMe(on REMEWED&APPRDVm Br. 8I�A'*4 Aida 4& ` Risk Management specialist 00 NONPROFITS INSURANCE ®� ALLIANCE OF CALIFORNIA A Head for Insurance. A Heart forNonprofits. NONPROFITS INSURANCE ALLIANCE OF CALIFORNIA (NIAC) www.insurancefomonprofits.org COMMERCIAL UMBRELLA POLICY DECLARATIONS PRODUCER: Comprehensive Insurance Services 26429 Rancho Parkway South Suite 120 Lake Forest, CA 92630 POLICY NUMBER: 2022-01376-UMB COUNTERSIGNED: 3/7/2022 BY 00'o e 4. (AUTHORIZED REPRESENTATIVE) THESE DECLARATIONS, THE ATTACHED SCHEDULE OF UNDERLYING INSURANCE, TOGETHER WITH THE ATTACHED SCHEDULE OF FORMS AND ENDORSEMENTS, AND ANY FORMS AND ENDORSEMENTS WE MAY LATER ATTACH TO REFLECT CHANGES, MAKE UP AND COMPLETE THE ABOVE NUMBERED POLICY. Notice: This risk pooling contract is issued by a pooling arrangement authorized by California C 5005.1. The pooling arrangement is not subject to all of the insurance laws of the State of Calif regulation by the Insurance Commissioner. Insurance guaranty funds are not available to pay cl becomes insolvent. NIAC-UMB /2-99 c pI iREVIEWED S APPROVERiskManagementSpe NONPROFITS INSURANCE ALLIANCE OF CALIFORNIA A Head for Insurance. A Heart for Nonprofits. NONPROFITS INSURANCE ALLIANCE OF CALIFORNIA (NIAC) www.insurancefornonprofits.org SCHEDULE A - SCHEDULE OF UNDERLYING INSURANCE POLICY NUMBER: 2022-01376-UMB CONTROL NUMBER: 01376 NAME OF INSURED: Delhi Center TYPE OF POLICY APPLICABLE LIMITS INSURER POLICY # APPLICABLE PERIOD (A) Automobile Bodily Injury and Property Damage Liability Combined Single Limit ........................................ N/A Business Uninsured/Underinsured Motorist ....................... N/A Auto (B) Commercial Each Occurrence Limit ...................... -..... I.... $1,000,000 NIAC 03/02/2022 to 11/01/2022 General General Aggregate Limit ................................ $3,000,000 2021-01376 Liability Products/Completed Operations Aggregate Limi $3,000,000 Personal & Advertising Injury Limit .................... $1,000,000 Damage to Premises Rented to You .................... N/A (any one premises) (Includes Terrorism Coverage - Certified Acts) (C) Social Each Occurrence Limit ................................... N/A Service Aggregate Limit ................................. N/A Professional Liability (D) Standard Coverage B - Employers Liability Workers Compensation & Employers Bodily Injury by Accident ..................................... N/A Each Accident Liability Bodily Injury by Disease ..................................... N/A Each Employee Bodily Injury by Disease ..................................... NIA Policy Limit (E) Improper Each Occurrence Limit ...................................... NIA Sexual General Aggregate Limit ................................. NIA Conduct and Physical Abuse (F) Directors' Each Wrongful Act Limit . ................................. N/A And Aggregate Limit ................................................ N/A Officers' (G) Liquor Each Common Cause Limit ............................ $1,000,000 NIAC 03/02/2022 to 11/01/2022 Liability Aggregate Limit ................................................ $1,000,000 2021-01376 (H) Employee Each Employee ........ Benefits Aggregate Limit ........ Liability (Includes Terrorism Coverage - Certified Acts) ................. I... $1,000,000 NIAC 03/02/2022 to 11/01/2022 ..................... $3,000,000 2021-01376 (Includes Terrorism Coverage-C--!E" " -` ltiekMro�anenEDhiaNn - "u REVIEWED & APPROVED BY: Ohl 1 ' l �I%j-U (�E4%4 Risk Mana�ernent Sped It NONPROFITS INSURANCE _M ALLIANCE OF CALIFORNIA A Hood for Insurance. A Heart for Nonprofits. NONPROFITS INSURANCE ALLIANCE OF CALIFORNIA (NIAC) INDEX OF FORMS ATTACHED TO THE POLICY POLICY NUMBER: 2022-01376-UMB-NPO NAME OF INSURED: Delhi Center UMBRELLA FORMS AND ENDORSEMENTS Cap on Losses for Certified Acts - Terrorism Coverage Disclosure Of Premium For Certified Acts of Terrorism Member Criteria Communicable Disease - Exclusion Workers' Compensation - Exclusion Nuclear, Chemical and Biological Hazard Exclusion Schedule A - Schedule of Underlying Insurance Privacy Liability and Cyber Coverage Exclusion Medical Payments Exclusion Commercial Umbrella Policy Unimpaired Aggregate Limits Endorsement (Non-Concurrency) Employers' Liability Exclusion This list of forms is not part of the actual policy, but is for your information only. Please refer to the policy(s) for actual limits, coverages and exclusions. www.insurancefornonprofits.org Page 1 FORM NUMBERIEDITION DATE CU 21 30 01 15 IL 09 99 12 20 NIAC-EO03 UMB 08 2 NIAC-E180 UMB 012 NIAC-E253 UMB 08 2 NIAC-E42 UMB 09 19 SCHEDULE A 0180 UMB 231 06 16 UMB 232 06 16 UMB-100 05 21 UMB166 12 88 UMB61 05 13 ,� wekhimugenadon7eimi BEVIehm & APPROVED BY: s� Aft Ad (l `1�.� RBk ManagementspedAist COMMERCIAL LIABILITY UMBRELLA CU21300115 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY, CAP ON LOSSES FROM CERTIFIED ACTS OF TERRORISM This endorsement modifies insurance provided under the following: COMMERCIAL LIABILITY UMBRELLA COVERAGE PART A. If aggregate insured losses attributable to terrorist acts certified under the federal Terrorism Risk Insurance Act exceed $100 billion in a calendar year and we have met our insurer deductible under the Terrorism Risk Insurance Act, 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 rate allocation in accordance with procedures established by the Secretary of the Treasury. "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, to be an act of terrorism pursuant to such Act. The criteria contained in the Terrorism Risk Insurance Act for a "certified act of terrorism" include the fallowing: 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; and 2. 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. B. The terms and limitations of any terrorism exclusion, or the inapplicability or omission of a terrorism exclusion, do not serve to create coverage for injury or damage that is otherwise excluded under this Coverage Part. CU 21 30 01 15 © Insurance Services Office, Inc., 2015 aw 1EI9kManegementDlWeiun '" RWEWEo&APPRovm8y, �i�tel�}e 44 Risk Man, Bement Spedalit UMB-100 05 21 Nonprofits Insurance AllianceTM and NONPROFITS OWN® are brand of Alliance Member ServlcesT (AMS). © AMS. All rights reserved. NONPROFITS INSURANCE 1�111 ALLIANCE OE CALIFOPNIA A Head (or fnsuraace, AHeart for Nonprofits, COMMERCIAL UMBRELLA POLICY THIS POLICY PROVIDES COVERAGE ON A CLAIMS -MADE BASIS IF THE UNDERLYING INSURANCE PROVIDES CLAIMS -MADE COVERAGE. IF COVERAGE WITHIN THIS POLICY IS PROVIDED ON A CLAIMS - MADE BASIS, IT APPLIES ONLY TO CLAIMS MADE AGAINST AN INSURED AND REPORTED TO US DURING THIS POLICY'S PERIOD OR ANY EXTENDED REPORTING PERIOD THAT MAY APPLY. IF COVERAGE WITHIN THIS POLICY IS PROVIDED ON A CLAIMS -MADE BASIS, THIS COVERAGE APPLIES ONLY TO DAMAGES ARISING FROM AN ACT, ERROR OR OMISSION COMMITTED ON OR AFTER THE RETROACTIVE DATE SHOWN IN THE DECLARATIONS OF THE UNDERLYING CLAIMS -MADE POLICY(S) BUT PRIOR TO THE END OF THIS POLICY'S PERIOD, NOT INCLUDINGAN EXTENDED REPORTING PERIOD. PLEASE READ THIS POLICY CAREFULLY TO DETERMINE YOUR RIGHTS AND OBLIGATIONS. Throughout this policy, the words "you" and "your" refer to the Named Insured shown in the Declarations. The words "we; "'us" and "our" refer to the Company issuing this policy. Otherwords and phrases that appear in quotation marks have special meanings found in Section 6 - DEFINITIONS. SECTION 1. INSURING AGREEMENT A. Excess Liability Insurance (Following Form) We will pay on behalf of an insured those sums in excess of the amount payable under the terms of any "Underlying Insurance" as stated in the "Schedule of Underlying Insurance" that an insured becomes legally obligated to pay as damages to which this insurance applies. This Excess Liability Insurance is excess insurance and follows the "Underlying Insurance" except as otherwise stated in this policy. This Excess Liability Insurance is subject to the same terms, conditions, warranties, agreements, exclusions, endorsements and definitions contained in the "Underlying Insurance" except as otherwise provided in this policy; provided, however, in no event will this insurance apply unless the "Underlying Insurance" applies orwould apply but for the exhaustion of the applicable Limit of Liability in the "Underlying Insurance." B. Extended Reporting 1. Extended Reporting Periods If the "Underlying Insurance" provides coverage on a claims -made basis and this policy provides coverage on a claims -made basis, then we will provide an Automatic Extended Reporting Period as described in subparagraph 2 below and, if you purchase it, an Optional Extended Reporting Period as described in subparagraph 3 below, IF, a. this insurance is cancelled or not renewed for any reason other than non-payment of premium; or b, we renew or replace this insurance with other insurance that: i. has a Retroactive Date later than the Retroactive Date shown in the Declarations of this policy; or ii. does NOT apply to damage on a claims -made basis. If the "Underlying Insurance" does not provide an Extended Reporting Period then we will not offer and will not provide an Extended Reporting Period. 2, Automatic Extended Reporting Period If the "Underlying Insurance" provides coverage on a claims -made basis then an Automatic Extended Reporting Period, equal in length to the Automatic Extended Reporting Period provided in tt >s,"Irra.„aq" e„InMa�n Insurance," is automatically provided, except when this insurance is cancelled or not paVIex ao&MPRovfnar: A4,p Arw44 Rhk klansgement Vedallst payment of premium. The Automatic Extended Reporting Period does NOT apply to a claim that is covered under any subsequent insurance you purchase, or that would be covered, but for exhaustion of the amount of insurance otherwise applicable to such claim. 3. Optional Extended Reporting Period a. If the "Underlying Insurance" provides coverage on a claims -made basis then an Optional Extended Reporting Period is available only by an endorsement and for an additional charge. The Optional Extended Reporting Period starts at the end of this policy, either by cancellation or expiration, and will be equal in length to the Optional Extended Reporting Period you purchase as to the applicable "Underlying Insurance." A "claim" first made during this Optional Extended Reporting Period will be deemed to have been made during the policy period of this policy, and will be subject to the Limits of Liability set forth in SECTION 2 - LIMITS OF LIABILITY. b. The Named Insured listed in the Declarations to this policy must give us a written request for the Optional Extended Reporting Period, togetherwith payment of the appropriate premium, within 30 days after the cancellation or non -renewal of this policy. This additional premium shall be fully earned at the inception of the Optional Extended Reporting Period. c. We will determine the additional premium for the Optional Extended Reporting Period in accordance with our rates. d. The Optional Extended Reporting Period is excess over any other insurance available under a policy or policies in force after the Optional Extended Reporting Period starts. 4. How Optional Extended Reporting Period Applies a. The Optional Extended Reporting Period applies only to damages arising from acts, errors or omissions committed before the end of this policy period, but not before the Retroactive Date shown in the Declarations, and not including an Extended Reporting Period. The Optional Extended Reporting Period does NOT: i. extend this policy's period or change the scope of coverage provided; ii. reinstate or increase the Limits of Liability applicable to any "claim" or "suit" to which this insurance applies. 5. Notification of us of a Claim or Suit Notification of a "claim" or "suit" must be in accordance with Duties In The Event Of A Claim Or Suit as stated in Provision F.2. of SECTION 5 - CONDITIONS of this policy. Any insured's failure to comply with the Duties In The Event Of A Claim Or Suit as stated in SECTION 5 - CONDITIONS of this policy will void the Optional Extended Reporting Period coverage under this policy, and we will promptly refund any additional premium you paid for the Optional Extended Reporting Period . SECTION 2. LIMITS OF LIABILITY A. The Limits of Liability shown in the Declarations and the rules below fix the most we will pay regardless of the number of: 1. persons and organizations who are insureds under this policy; 2. coverages provided under this policy; 3. "claims" made and/or "suits" brought against any or all insureds; or 4. persons or organizations making a "claim" or bringing a "suit". B. The General Aggregate as stated in Item 4.e, of the Declarations to this policy is the most we will pay for all damages to which this policy applies for Commercial General Liability, Business Auto Liability, Products - Completed Operations Liability, Liquor Liability and Employee Benefits Liability. C. The Directors and Officers Liability Aggregate as stated in Item 4.f. of the Declaration we will pay for all damages to which this policy applies for Directors and Officers Liak RENEWED S APPRWM Sr UMB-100 05 21 Nonprofits Insurance AllianceT"^ and NONPROFITS OWN® are brands of Alliance Member ServicesTM (AMS). (DAMS. All rights reserved. ` Rm Management spvdalisI D. The Improper Sexual Conduct and Physical Abuse Aggregate as stated in Item 4.g. of the Declarations to this policy is the most we will pay for all damages to which this policy applies for Improper Sexual Conduct and Physical Abuse Liability. E. The Social Service Professional Liability Aggregate as stated in Item 4.h. of the Declarations to this policy is the most we will pay for all damages to which this policy applies for Social Service Professional Liability. F. If the Limit of Liability of the "Scheduled Underlying Policy" as stated in the "Schedule of Underlying Insurance" has been exhausted by payments made on behalf of any insured by the "Underlying Insurer," this policy shall apply in the same manner as the applicable "Underlying Insurance," subject to all the terms and conditions of such "Underlying Insurance" and the terms and conditions of this policy. If the Limit of Liability of the "Underlying Insurance" as stated in the "Schedule of Underlying Insurance" has been reduced by payments made on behalf of any insured by the "Underlying Insurer," this policy will drop down to become Immediately excess of the reduced limit of the "Underlying Insurance." G. The Limits of Insurance of the "Scheduled Underlying Policy" will be reduced or exhausted only by payments made on behalf of an insured for injury or damage to which this insurance would apply, but for the amount of such injury or damage. H. The Limits of Insurance of this policy apply separately to each consecutive annual period and to any remaining period of less than 12 months, starting with the beginning of the policy period shown in the Declarations to this policy, unless the policy period is extended after issuance for an additional period of less than 12 months. In that case, the additional period will be deemed part of the last preceding period for purposes of determining the Limit of Insurance. Any Extended Reporting Period will not increase the applicable Limit of Insurance. SECTION 3. DEFENSE PROVISIONS A. We will have the same defense obligations under this policy as are in the applicable "Underlying Insurance" when the applicable Limits of Liability of the "Underlying Insurance," plus the applicable limits of any other applicable insurance, have been exhausted by payments made on behalf of an insured. 1. If the "Underlying Insurance" includes payments of "defense expenses" as part of its Limits of Liability, then when excess of such "Underlying Insurance," our payment of any "defense expenses" is within the applicable Limits of Liability of this policy and each payment we make for such "defense expenses" reduces the available Limits of Liability by the amount of the payment. 2. If the "Underlying Insurance" does not include payments of "defense expenses" as part of its Limits of Liability, but instead indicates that the payment of"defense expenses" will not reduce the Limits of Liability, then when excess of such "Underlying Insurance," our payment of "defense expenses" will not reduce the available Limits of Liability. 3. The "defense expenses" extended by this policy will be subject to the same provisions as the "defense expenses" extended by the "Underlying Insurance." B. We will not defend any "suit' or"claim" after we have exhausted the applicable Limit of Liability as stated in the Declarations. If we are prevented by law from carrying out this paragraph, we will NOT pay any "defense expenses" incurred without our written consent. C. In all circumstances forwhich paragraph A above is not applicable, we will NOT be obligated to assume charges or pay expenses for the investigation, settlement or defense of any 'claim" made, or "suit' brought, or proceedings instituted against any insured. We will, however, have the right in our sole discretion to participate in the defense and trial of any "claim", "claims", "suits" or proceedings which may involve the coverage extended by this policy. If we avail ourselves of this right, we will do so at our expense. UMB-100 05 21 Nonprofits Insurance Alliancem and NONPROFITS OWN® are brands of Alliance Member SeWlces*M (AMS). © AMS. All rights reserved. RlekMenagLmurtl)Wieron ..; REV1M�6APPROAAV®RY: Risk Management Spedalist SECTION 4. EXCLUSIONS OR SUBLIMITS A. Each and every exclusion within the "Underlying Insurance" is incorporated by reference to this policy, with the same force and effect as though expressly set forth within this policy. As an example only, if the "Underlying Insurance" includes an exclusion for improper sexual misconduct and physical abuse, that exclusion in its entirety is incorporated within this policy as though fully set forth herein. B. Notwithstanding Provision A within Section 1, the coverage identified in the Declarations to this policy is the only coverage extended by this policy. If an "Underlying Insurance" includes exclusions with exceptions and specified sub -limits, this policy will not provide coverage in excess of the specified sub -limit, unless a separate sub -limit is identified specifically within the Declarations to this policy. If an "Underlying Insurance" includes Additional Coverages with specified limits, this policy will not provide coverage in excess of the specified Additional Coverage, unless a limit forthat Additional Coverage is specifically identified within the Declarations to this policy. If an "Underlying Insurance" includes an extension of a specified coverage with a limit specific to that coverage, this policy will not provide coverage excess to that specified coverage unless a separate limit is specifically identified within the Declarations to this policy. SECTION 5. CONDITIONS A. Appeals We can appeal a judgment against any insured under this policy if: 1. the judgment is for more than the remaining Limits of Liability under the "Underlying Insurance"; and 2. the insured or the "Underlying Insurer" do not appeal it. If we appeal the judgment, we will pay the costs of that appeal and any interest on those costs. Those payments will be in addition to the Limits of Liability of this policy, unless the "Underlying Insurance" includes payment of expenses incurred in an appeal as part of its Limit of Liability, in which case the costs of the appeal and any interest on those costs will decrease the applicable Limit of Liability. B. Audit of Books and Records We may audit your books and records at any time during the term of this insurance or within three years after its expiration or termination. C. Financial Impairment Bankruptcy, insolvency, rehabilitation, receivership, liquidation, or other financial impairment of any insured or any insurer providing "Underlying Insurance" as stated in the "Schedule of Underlying Insurance," shall neither relieve nor Increase any of our obligations under this policy. In the event there is a diminished recovery or no recovery available to any insured as a result of such financial impairment of any insurer providing "Underlying Insurance," the coverage under this policy shall apply only in excess of the Limits of Liability stated in the "Schedule of Underlying Insurance." Under no circumstances will we be required to drop down and replace the underlying Limits of Liability or assume any other obligations of a financially impaired insurer or an insured. D. Cancellation You may cancel this policy at any time by sending us a written request or by returning the policy stating the date of cancellation. 1. We may cancel this policy at anytime by sending to you a notice of cancellation 30 days (10 days in the event of non-payment of premium) in advance of the cancellation date. Our notice of cancellation will be mailed to your last known address shown in the Declarations to this policy and will indicate the date on which coverage is terminated. 2. If cancellation is at your request, return premium will be computed at 90% of pro rats, premium will be computed pro rats. If this policy insures more than one Named be affected by the first Named Insured in the Declarations to this policy for tl UMB-100 05 21 Nonprofits Insurance AllianceT� and NONPROFITS OWN® are brands of Alliance Member ServicesTM (AMS). CAMS. All rights reserved. If we cancel, return tilekMansg,adDM0Im REVIEWED&APPRov®BY: AAau Risk Mana gemcnrSpedalisr Insureds. Notice of cancellation by us to such first Named Insured will be deemed notice to all insureds and payment of any return premium to such first Named Insured will be for the account of all insureds. 3. In the event that provisions of this condition conflict with any state law or regulation governing the cancellation/nonrenewal of this policy, then such law or regulation shall prevail and this policy is amended to conform with such law or regulation. E. Changes Notice to any agent or knowledge possessed by any agent or by any other person will not affect a waiver or a change in any part of this policy. This policy can only be changed by a written endorsement that becomes part of this policy. The endorsement must be signed by one of our authorized representatives. Duties in the Event of a Claim or Suit 1. You must see to it that we are notified as soon as practicable of an accident, occurrence, offense or event that may result in a "claim" or "suit." To the extent possible and subject to the requirements of Section 1 above, notice should include: a. how, when and where the activities which form the basis of any potential "claim" or "suit" took place; b. the names and addresses of any injured persons and witnesses; and c. the nature and location of any injury or damage arising out of the activities which form the basis for any potential "claim" or "suit." 2. If a "claim" is made or "suit" is brought against any insured, you must: a. immediately record the specifics of the "claim" or "suit" and the date received; b. notify us as soon as practicable and immediately provide to us written notice of the "claim" or "suit;" and c. if the "Underlying Insurance" is on a claims -made form, you must provide written notice to us in conformance with the applicable claims -made temporal conditions included within the "Underlying Insurance." 3. You and any other involved insured must: a. immediately send us copies of any demands, notices, summonses or legal papers received in connection with the "claim" or "suit"; b. authorize us to obtain records and other information; c. cooperate with us in the investigation, settlement or defense of the "claim" or "suit"; and d. assist us, upon our request, in the enforcement of any right against any person or organization, which may be liable to the Insured because of injury or damage to which this insurance may also apply. 4. No insured will, except at that insured's own cost, voluntarily make a payment, assume any obligation, or incur any expense, other than forfirst aid, without our consent. G. Maintenance of Scheduled Underlying Insurance While this policy is in effect you agree to maintain the "Underlying Insurance" listed in the "Schedule of Underlying Insurance" in full force. This means that: 1. the "Scheduled Underlying Policy" or"Scheduled Underlying Policies" may not be cancelled or not renewed by either you or the "Underlying Insurer" without notifying us; 2. renewals or replacements will not be more restrictive in coverage than the "Underlying Insurance" listed in the "Schedule of Underlying Insurance", 3. the terms, conditions and endorsements of the"Underlying Scheduled Insurance" will not materially change; UMB-100 05 21 Nonprofits Insurance AlllanceTM and NONPROFITS OWN® are brands of Alliance Member Services- (AMS). © AMS. All rights reserved. � RlakMarugnnartDlvlefon REVIENeP&APPROVEDBY: 4 RFC Rhk ManagemenOSpecialisr 4. the risk of uncollectibility (in whole or in part) of the "Underlying Scheduled Insurance" limit as listed in the "Schedule of Underlying Insurance," or replacements thereof, whether because of financial impairment or insolvency of an "Underlying Insurer" orfor any other reason, is expressly retained by you and is not in any way or under any circumstances insured or assumed by us; and 5. limits of "Underlying Insurance" will not change except for any reduction in the aggregate limit or Limits of Insurance by payment of claims hereunder. Your failure and/or the failure of the "Underlying Insurer" to comply with this condition will not invalidate this policy, but in the event of such failure, we will only be liable to the same extent as if there had been compliance with this condition. H. Otherinsurance If other insurance applies to a "claim" or "suit" covered by this policy, the insurance under this policy is excess of such other insurance and we will not make any payments until the other insurance has been used up. This condition shall not apply if the other insurance is specifically written to be excess over this policy. Except to the extent stated in this policy, this insurance is not subject to the terms, conditions, or limitations of any other insurance except for "Underlying Insurance." Transfer of Rights of Recovery Against Others to us If any insured has rights to recover all or part of any payment we have made under this policy, those rights are transferred to us. Each insured must do nothing to impairthese rights orthe transferthereof to us. Each insured must cooperate with us and, at our request, assist us in the pursuit and enforcement of those rights. If there is any money recovered, we will disburse that money, as follows: 1. "first, we will be repaid to the extent of our actual payment; and 2. second, if any money remains, the insured or any "Underlying Insurer" will be repaid to the extent of their actual payment. If any expenses are incurred to recover money, we will share the expenses with the insured or any "Underlying Insurer" in proportion to the amount that each is repaid. If our recovery attempt is not successful, we will bear all of the recovery expenses. J. Premium The premium for this policy as stated in the Declarations is a flat premium and is subject to a minimum and deposit premium, if applicable. The premium is not subject to adjustment unless: 1. a rate is shown in the Declarations; or 2. an endorsement or endorsements are attached to this policy changing the Limit of Liability, adding or changing the "Underlying Insurance", changing the policy period, or because of an Extended Reporting Period. If a flat premium is charged, and a minimum premium is shown in the Declarations, then that minimum premium is fully earned as of the inception of this policy. K. Representations By accepting this policy, you agree that: 1. the statements in the Application for this policy and Declarations to this policy are accurate and complete; 2. those statements are based upon representations you made to us; and 3. we have issued this policy In reliance upon your representations in the Application for this policy and its Declarations. UMB-100 05 21 Nonprofits Insurance AlllanceTm and NONPROFITS OWN® are brands of Alliance Member ServicesTM (AMS). © AMS. All rights reserved, + RIeh,Mmv nenkl)IWSIM REvitweo&APPROrtVPDBY. 2uk Man,igement SpeciVut L. Titles of Paragraphs The titles of the varied Sections, Paragraphs, and Subparagraphs of this policy and endorsements attached to this policy, if any, are inserted solely for convenience or reference and are not to be deemed in any way to limit or affect the provisions to which they relate. M. Transfer of Rights and Duties Your rights and duties under this insurance may not be transferred without our written consent, except in the event of the death of an individual insured and then only to that individual's representative. When Loss is Payable This policy will not apply until an insured, or an insured's "Underlying Insurer," is obligated to pay the amount of the "Underlying Insurance' for damages which are also covered by this policy, When the amount of loss has finally been determined, we will promptly pay on behalf of the insured the amount of the damages which comes within the terms of this policy. SECTION 6. DEFINITIONS Except for the terms appearing in quotes within this policy, the terms within this policy have the same meaning as set forth in the applicable "Underlying Insurance." With respect to the terms appearing in quotes within this policy, the definitions below will apply. A. "Claim" or "Claims" means any demand, including a "suit," against an insured for damages to which this policy applies are alleged. B. "Defense expenses" means the fees, costs and/or expenses which an "Underlying Insurer" has an obligation to pay in the defense of a "claim," "claims" or "suit" pursuant to the terms and conditions of the "Underlying Insurance." C. "Schedule of Underlying Insurance" means the Schedule of Underlying Insurance included within the Declarations to this policy. D. "Scheduled Underlying Policy" or "Scheduled Underlying Policies" means the identified policy or policies within the "Schedule of Underlying Insurance." E. "Suit" means a civil proceeding in which damages to which this policy applies are alleged, including, without limitation: 1. An arbitration proceeding in which such damages are claimed and to which you must submit or do submit with our consent; or 2. Any other alternative dispute resolution proceeding in which such damages are claimed and to which you submit with our consent. F. "Underlying Insurance" means the policy or policies within the "Schedule of Underlying Insurance" applicable or potentially applicable to the "claim" or "suit." G. "Underlying Insurer" or "Underlying Insurers" means the entity or entities that issued the "Underlying Insurance." UMB-100 05 21 Nonprofits Insurance Alliance'^^ and NONPROFITS OWN® are brands of Alliance Member Services'^^ (AMS). © AMS. All rights reserved. ' BEVIEWEo&APPRORVED Br i ,/f �lea*t6 RISK Management Specialist NONPROFITS INSURANCE �B ALLIANCE Or CAt UOPNIA A ZZ/ar fnsarRnsa, R h'BRrtfor Nnnprojets. THIS ENDORSEMENT CHANGES THE POLICY, PLEASE READ IT CAREFULLY. COMMUNICABLE DISEASE - EXCLUSION This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA POLICY Notwithstanding any coverage extended within the Schedule of Underlying Insurance, the Commercial Umbrella Policy to which this endorsement is attached does not apply to, and we shall have no duty to defend any, "claim", "sulf, "damages" or "injury" which arises out of: 1. The actual or alleged transmission of a "communicable disease"; and/or 2. An act, error or omission by or on behalf of any "insured" or "Member" in: a. The supervision, hiring, employment, training or monitoring of any person who transmits, is infected with, and/or alleged to be infected with a "communicable disease'; and/or b. Testing for a "communicable disease"; and/or c. The actual or alleged failure to prevent the spread of a "communicable disease"; and/or d. The actual or alleged failure to report a "communicable disease" to the authorities, including but not limited to the reporting or failure to report any person who is infected with or is alleged to be infected with a "communicable disease", and/or any place where there is or is alleged to be a presence or spread of a "communicable disease". "Communicable disease" as used in this endorsement shall mean any contagious disease, illness or syndrome which is or has been transmitted to a person or place by bacteria, virus, fungi, protozoa, a toxic agent or any combination of these. All other terms and conditions of the Commercial Umbrella Liability Policy to which this endorsement is attached remain unchanged NIAC-E180 UMB 01 21 Includes copyrighted material of Insurance Services Office, Inc. with its permission. hlekMansgenrntl)Mslon Re/IEvumA& APPROVM BY: j effa�<a Aeem4 Risk Mamgernentspecialiet POLICY NUMBER: IL 09 9912 20 THIS ENDORSEMENT IS ATTACHED TO AND MADE PART OF YOUR POLICY IN RESPONSE TO THE DISCLOSURE REQUIREMENTS OF THE TERRORISM RISK INSURANCE ACT. THIS ENDORSEMENT DOES NOT GRANT ANY COVERAGE OR CHANGE THE TERMS AND CONDITIONS OF ANY COVERAGE UNDER THE POLICY. DISCLOSURE OF PREMIUM AND ESTIMATED PREMIUM FOR CERTIFIED ACTS OF TERRORISM COVERAGE (PURSUANT TO TERRORISM RISK INSURANCE ACT) SCHEDULE SCHEDULE — PART I Terrorism Premium (Certified Acts) (A) Premium through end of year (121311 ) $ (B) Estimated Premium beyond the date specified above $ (Refer to Paragraph D. in this endorsement.) This premium is the total Certified Acts premium attributable to the following Coverage Part(s), Coverage Form(s) and/or Policy(ies): All Coverage parts other than: Social Service Professional Liability Coverage Form Business Auto Coverage Additional information, if any, concerning the terrorism premium: SCHEDULE — PART II Federal share of terrorism losses 80 % Refer to Paragraph B. in this endorsement. Information required to complete this Schedule if not shown above, will be shown in the Declarations. IL 09 99 12 20 © Insurance Services Office, Inc., 2020 RlekManVM adDMd0n RhAeXW&APPa(o(�� M8Y.* .44f4 rr44*10 Risk Management Spedalist A. Disclosure Of Premium In accordance with the federal Terrorism Risk Insurance Act, 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 that Act. The portion of your premium attributable to such coverage is shown in the Schedule of this endorsement or in the policy Declarations. 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 a percentage (as shown in Part II of the Schedule of this endorsement or in the policy Declarations) 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 exceed $100 billion in a calendar year, the Treasury shall not make any payment for any portion of the amount of such losses that exceeds $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 exceed $100 billion in a calendar year and we have met our insurer deductible under the Terrorism Risk Insurance Act, 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 rate 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. The federal program established by the Act is scheduled to terminate at the end of the year specified in Part I of the. Schedule of this endorsement, unless extended by the federal government. If the federal program terminates or if the level or terms of federal participation change, the estimated premium shown in (B) in Part I of the Schedule may not be appropriate. 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 shown in (B) in Part I of the Schedule and will charge additional premium or refund excess premium, if indicated. If we notify you of an additional premium charge, the additional premium will be due as specified in such notice. Page 2 of 2 © Insurance Services Office, Inc., 2020 RiekMmugnnenEDMafnn REMEWEDqq& Arragwm ay: e. p f7 AEWP�fx Risk Management 5pedalist THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EMPLOYERS' LIABILITY EXCLUSION This insurance does not apply to any liability for bodily injury, sickness, disease, disability or shock, including death at anytime resulting therefrom, and, if arising out of the foregoing, mental anguish or mental injury sustained by: An employee of the insured arising out of and in the course of employment by the insured; or 2. The spouse, child, parent, brother or sister of that employee as a consequence of (1) above. This exclusion applies: Whether the insured may be liable as an employer or in any other capacity; and 2. To any obligation to share damages with or repay someone else who must pay damages because of the injury. UMB 6105 13 -;` RlakMuagene+stDlsislon Remo//&�APPW�{Vm8v: 1: A rICRI/C4id Risk Management Spedallst NONPROFITS INSURANCE ALLIANCE OF CALtrOItNAA A Head jor Insurance, A Heart for Nonprofits. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. MEDICAL PAYMENTS EXCLUSION This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA POLICY This insurance does not apply to COVERAGE C MEDICAL PAYMENTS provided in any underlying Commercial General Liability Coverage Form or to any medical expenses for which COVERAGE C MEDICAL PAYMENTS are paid or payable. UMB 232 06 16 � wskMnagpnerJ:o[�bn... REVIEWED &A��" P.PY.. RovmB ` Ruk Mana�emen t Speeialif t NONPROFITS INSURANCE ®!' ALLIANCE OF CALiroRNIA A Head for lasurance, AHeart for Nonprofits. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. MEMBER CRITERIA This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA POLICY A named insured of the Nonprofits Insurance Alliance of California (NIAC) must meet at least the following criteria: is organized chiefly to provide or fund health or human services, but does not Include a hospital; 2. is incorporated in California or qualified to do business in California and is an organization described in section 501(c)(3) of the Internal Revenue Code and exempt from tax under section 501(a), or any corresponding sections of any future federal tax code. Any member which receives a final determination that It no longer qualifies as an organization described in section 501(c)(3) of the Internal Revenue Code, or corresponding section of any future tax code, shall immediately notify the corporation of such determination and the effective date of such determination. NIAC-EO03 08 20 w�krt,teatcnlwxon REiswac&APPROVED BY: " At . "44 Risk Manigement Specialist NONPROFITS INSURANCE �■ AALLIANCG OF CALWORNtA A Head Jarinsatance, AHaart jot Nonprojtts, THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NUCLEAR, CHEMICAL AND BIOLOGICAL HAZARD EXCLUSION This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA POLICY This insurance does not apply to any liability, loss, cost or expense of whatsoever nature directly or indirectly caused by, contributed to by, resulting from, arising out of or in connection with the use or release, or threat thereof, of any nuclear weapon or device or chemical or biological agent, regardless of any other cause or event contributing concurrently or in any other sequence to the loss. NIAC-E42 UMB 09 19 �e.r RleleMa`ugt�noitDivlelan.. NwwEDq&APPRavmBY: Risk Management spedalist NONPROFITS INSURANCE �W ALLIANCE or CAUPORMA A Head ferfnsarance. A Heart for KonprafUs. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIVACY LIABILITY AND CYBER COVERAGE EXCLUSION This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA POLICY A. This insurance does not apply to any of the following: 1. "Identity theft". 2. "Loss of electronic data." 3. The disclosure, loss or use of "protected health information". For purposes of the liability coverages excluded by this endorsement, the following Definitions apply: "Electronic data" means information, facts or programs stored as or on, created or used on, ortransmitted 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. "Identity theft" means fraudulent appropriation and use of a person's identification or personal information, including both "electronic data" as well as information contained in printed or written format. "Loss of electronic data" means: 1. Damage to, loss of, loss of use of, corruption of, inability to access or inability to manipulate "electronic data;" and 2. "Identity theft" "Protected health information" means any information, whether oral or recorded in any form or medium: (1) That relates to the past, present or future physical or mental condition of an individual; the provision of health care to an individual; or the past, present or future payment for the provision of health care to an Individual; (ii) That identifies the individual or with respect to which there is a reasonable basis to believe the information can be used to identify that individual; and (III) as defined within the Health Insurance Portability and Accountability Act of 1996, 42 U.S.C. §1320d- 1320d-3 ("HIPAA") or other similar federal, state or local laws or statutes. UMB 231 0616 WekMmvpnad:lHvLiion REmEWEo&APPRovm9Y: a��ta f)aauacfo RIA Management Sped:9ist B. This insurance also does not apply to any of the following first party coverages in the PRIVACY LIABILITY AND CYBER COVERAGE ENDORSEMENT; 1. Security Event Costs and Expenses 2. Cyber Extortion 3. Crisis Management and Reward Expenses UMB 23106 16 os. RlekMUWnzdDf�lifan A H VIEWM&APPHOpV®r. ��B A tTwA4 --"' 2l5te Management SpedJist THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. UNIMPAIRED AGGREGATE LIMITS ENDORSEMENT (NON-CONCURRENCY) It is agreed that the underlying aggregate limits, where applicable, as shown in the Schedule of Underlying Insurance, shall be unimpaired at the effective date of this policy and for the purpose of the insurance provided by this policy, only occurrences talcing place during the term of this policy shall be considered in determining the extent of any exhaustion of the underlying aggregate limits. UME166/12-88 Rlek Managmnent Dlvlelon •w, BEMEWSD&APPROVED Br. Afto A Rhk Management 5pedaht of NONPROFITS INSURANCE ®■ ALI.IANC50FCAUFORNIA A Head for Insurance. AHeart jar Nonprofits. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WORKERS' COMPENSATION - EXCLUSION This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA POLICY Notwithstanding any coverage extended within an "Underlying Insurance", the insurance extended within the Commercial Umbrella policy to which this endorsement is attached does not apply to, and we shall have no duty to defend, any "claim", "claims", "suit", or damages which arises out of: (1) Workers' Compensation benefits extended by statute which are subject to a Workers' Compensation policy (including but not limited to a Workers' Compensation and Employer's Liability Policy) issued to you; or (2) Any benefits that you are required to pay or provide under the Workers' Compensation law pursuant to which this policy shall be construed. All other terms and conditions of the Commercial Umbrella Policy to which this endorsement is attached remain unchanged. NIAC-E253 UMS 08 21 Nonprofits Insurance AllianceT" and NONPROFITS OWN® are brands of Alliance Member Services TM (AMS). © AMS. All rights reserved. � laa4Man�,+enumEDMarm REOEWED&APPROVEDSY. A44 Aw4(4 Risk Management Spedaist