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Home My WebLink AboutCM AMUSEMENTSINSURANCE NOT ON FILE WORK MAY NOT PROCEED CLERK OF COUNCIL DATE: A-2022-045 H M AGREEMENT WITH CM AMUSEMENT & PRODUCTIONS, INC., TO PROVIDE ct CARNIVAL EQUIPMENT AND SERVICES TO THE CITY OF SANTA ANA w � THIS AGREEMENT is made and entered into this 5th day of April 2022, by and between CM Amusement & Productions, Inc., dba as CM Amusement, a California corporation ("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"). o* P1ZGS4r(561Na6)(JA) j RECITALS A. On December 20, 2021, the City issued Request for Proposal No. 21-139, by which it sought a qualified contractor to provide carnival equipment and services for the City's Parks, Recreation, and Community Services Agency. B. Contractor submitted a responsive proposal that was selected by the City. Contractor represents that it is able and willing to provide the services described in the scope of work that was included in RFP 21-139. 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 contracting 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: 1. SCOPE OF SERVICES On an on -call basis, and at the City's sole discretion, Contractor shall provide carnival equipment and services for City events complete with rides, games, ticket booths and sellers, food concessions, equipment and services as set forth in the Scope of Work in RFP No. 21-139, which is attached as Exhibit A as well as the Contractor's proposal, attached as Exhibit B. All Exhibits are incorporated by reference as though completely set forth herein. This includes, but is not limited to, setup, tear down, and clean up prior to, during, and after the event. City grants Contractor the right to enter its property for the purpose of these services, including delivery, setup, and pick up. Contractor is responsible for all equipment, clean up services, overnight security, electricity, carnival rides and games, vendor booths, and insurance for events. Contractor must cover parking for employees, subcontractors, and equipment vehicles before and after the event. Contractor shall comply with, coordinate, and obtain all approvals and certifications that are required by the Amusement Ride and Tramway Unit of the California Department of Industrial Relations or other government agencies responsible for amusement ride oversight. Page I of 10 2. COMPENSATION a. For the right to produce the event(s) set forth in Exhibit A, Contractor agrees to pay the City the sum of Twenty -Five Percent (25%) of gross ride ticket sales for the event(s). The ticket costs are provided for in Exhibit B. b. Payment to the City shall occur within seven (7) days following the event. 3. TERM This Agreement shall commence on April 1, 2022 and terminate on March 31, 2025, unless terminated earlier in accordance with Section 17, 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 fully 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 Page 2 of 10 perpetual license for any Documents & Data the subcontractor prepares under this Agreement. 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. INSURANCE Prior to undertaking performance of work under this Agreement, Contractor shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Minimum Scope and Limit of Insurance 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 $2,000,000 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. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 9) and non -owned autos (Code 9), with a limit no less than $1,000,000 per accident for bodily injury and property damage. 3. Workers' Compensation: as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. 4. Professional Liability: 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 $2,000,000 per claim with $2,000,000 in the aggregate. 5. Broader Coverage: if the Contractor 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 Contractor. 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 Page 3 of 10 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 Contractor including materials, parts, or equipment furnished in connectionwith such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance (at least as broad as ISO Form CG 20 10 11 85 or if notavailable, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 2037 if a later edition is used). 2. Primary Coverage: For any claims related to this contract, the Contractor'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 Contractor's insurance and shall not contribute with it. 3. Notice of Cancellation: Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City. 4. Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to subrogation that any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor 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. Self -Insured Retentions: Self -insured retentions must be declared to and approved by the City. The City may require theContractor 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 A:VII, unless otherwise acceptable to the City. 7. Claims Made Policies (applicable only to professional liability): Page 4 of 10 i. The Retroactive Date must be shown, and must be before the date of the contract or the beginning of contract work. ii. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. iii. 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 Contractor must purchase "extended reporting" coverage for a minimum of five (5) years after completion of work. 8. Verification of Coverage: Contractor shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage requiredby this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing allpolicy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. The 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: Contractor shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that 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 therisk, prior experience, insurer, coverage, or other special circumstances. 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 or its subcontractors, agents, employees, or other persons acting on their 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, Page 5 of 10 restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The 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 2782.9, to claims that arise of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor. 9. INTELLECTUAL PROPERTY INDEMNIFICATION Contractor shall defend, indemnify and hold harmless the City, its officers, agents, representatives, and employees against any and all liability, including costs, and attorney's fees, for infringement of any United States' letters patent, trademark, or copyright contained in the work product or documents provided by Contractor to the City pursuant to this Agreement. 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 under 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 during 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 Page 6 of 10 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 interest and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 13. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be property 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: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1998 Santa Ana, CA 92702-1988 Fax 714- 647-6956 Executive Director Parks, Recreation, and Community Services Agency City of Santa Ana 20 Civic Center Plaza (M-23) P.O. Box 1988 Santa Ana, CA 92702 To Contractor: CM Amusement & Productions, Inc. Attn: Mike Garcia, President 11721 Whittier Blvd. #503 Whittier, CA 90601 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 timeframes, weekends, federal, state, County or City holidays shall be excluded. Page 7 of 10 14. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor regarding the subject matter herein, 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 are 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 that are the subject to this Agreement performed by City personnel or by other contractors retained by City. 16. 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. 17. 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 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 that fails to meet the standard of performance specified in the Recitals of this Agreement. Page 8 of 10 18. NON-DISCRIMINATION Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided under this Agreement. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 19. 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. 20. 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. 21. 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 referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. [signatures on next page] Page 9 of 10 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: aisy Gomez ,6wClerk of the Council APPROVED AS TO FORM SONIA R. CARVALHO City Attorney r By: '13fiandon Salvatierra Deputy City Attorney RECOMMENDED FOR APPROVAL Lisa udloff Executive Director Parks, Recreation, and Community Services Agency CITY OF SANTA ANA Kristine Ridje City Manager CM AMUSEMENT & PRODUCTIONS, INC. Mike Garcia President Page 10 of 10 EXHIBIT A Appendix ATTACHMENT 1-G SCOPE OF WORK SERVICE: CARNIVAL The City of Santa Ana is interested in a carnival operator to provide mechanical rides and game booth services for the 2022 Fiestas Patrias Festival on Saturday & Sunday, September 10-11, 2022 (Tentatively Scheduled) in Santa Ana and other related events, as needed. Below is a sample listing from previous events. Major Rides o Ferris Wheel - Required o Tilt a Whirl o Sizzler o Gravitron o Round Up Kiddie Rides o Dinos o Fun House o Glass House o Super Slide o Berries o Lady Bugs o Wind Jammer o Superslide Game Booths (4) Ticket Booths (2) Food Trailer (1) — optional Office Trailer (1) Proposals by qualified vendors will include a large scale carnival to occupy a 54' x 52 F space which must include a ferris wheel, major mechanical rides, kiddie mechanical rides, ticket booths, office trailer, staffing, carnival management/oversight, overnight security and cleaning service during and after the carnival (post event cleaning service to include power washing services). The proposal must include a 25% return to the City of gross generated revenue after the event. Vendor would be responsible to cover the cost of their own insurance coverage, sales tax, delivery/storage/transportation of equipment and parking* as well as all other required permits which may include Business Tax, Building and Planning, OC Fire, and OC Heath. It is the responsibility of the selected vendor to work directly with these corresponding departments and agencies to ensure all safety regulations are met, necessary inspections are conducted and permits are issued. *Vendor must coverparking far employees, subcontractors, and equipment vehicles before and after the event. The City will only cover parking for employees and subcontractors during Friday setup (919122) and the event dates (9110-9111122) (Tentatively Scheduled). City of Santa Ana RFP 21-139 Page 18 EXHIBIT B January 20, 2022 To City of Santa Ana Re: RFPforVarious Event Services RFP No: 21-139 Greetings, Afterthoroughly examining and becoming familiarwith services andresponsibilitiesoutlined inSantaAna's RFP for carnival, it iswith confidence that CMAmusements submits this RFP. CMAmusements is more than capable of effectively and efficiently performing quality work to achieve the CITY's objectives, It is understood that Santa Ana shall not be liable for any pre -contractual expenses incurred by CM Amusetents inpreparation ofproposal. It is also understood thatCMAmusements maybe required to submit its most recent audited financial statement, evidencing their financial capacity to fully perform required services, including provision of equipment and personnel expenses over a ninety (90) day period. CMAmusements agrees to obtain a business license within ten days of selection and provide copy ofsuch to CITYProjectManagerordesignee prior to commencing any work in SantaAna.CMAmusements will provide evidence of insurance coverage as set forth in standard agreement with ten (10) business days after receipt of noticc ofaward. Furthermore, CMAmusements will return acompleted payment information packet within (10) business days after receiving notice the agreement has been awarded. CMAmusements will assumeresponsibilityforall services in itsproposal. CMAmusements shall identify a solepointofcontactwiththe greatest knowledge in regard tothe required service operations and contractual matters, including payment of any and all charges resulting from the Agreement, CM Amusements believes they will provide the best quality and value to the CITY, CM Amusements understands thatthe CITYregerves the right to negotiate thefinal terms ofagreement. CMAmusements looks forward to signing atentative agreementthat will be subjected to City final approval. CMAmusements looks forward to participating in the kick-off meeting if chosen Thank you for the opportunity to present, to you, the City of SantaAna, this RFP. Respectfully Mike Garoia Owner CM Amusements ATTACHMENT 3-6 Statement of Qualifications Elizabeth Aguirre Office Manager 1/4/2016 - present Robin Stevens Maintenance 2/4/1996 - present Mike Hernandez Maintenance 4/5/1997 - present %kr Cm nn President Jose Rivera Operations Manager 2/7/1998 - present Thomas Agmro DOSH & OSHA Safey Complianr c 4136/2016- present Slack Name - ]Example] Cielo Garcia First Aid/RN 9/8/2106-present - lo- 111,11, , 1 1110510_..►. aA _...... Almostthirtyyears ofproviding carnival ridesandgames forchurch-fundraisers, cityfestivals, as well as over 100 years of combined carnival management experience, CMAmusements is one of the premiere carnival companies in Southern California. CMAmusements sets itself apart from the others with their dedication to excellence. Moreover, the level ofcommitment, honesty and integrity farexceeds thatofoompetitors in themarketplace, From, procuring permits and licenses in timely fashion, to execution of carnival, to clean-up day, everything is given i 00% attention by CM Amusements management team, With its extraordinary ride mix, CM Amusements is able to target your festival needs. In other words, from a small church festival to a large city event, CMAmusements carefully designs the rightride mix for your market, Careful thought always goes into providing the right rides for the demographics of the event. CM Amusements provides top-quality management service. There is always a department head on site to answer questions, handle and manage all situations. Simply, there is never a gap in communication between CM Amusements and the City, church or committee they are serving. CM Amusements has provided rides and games for the city ofNorco Annual Fair, churches like St Gerard Majella in Los Angeles, as well as the city ofSouthgate°sAnnual 4te of July Festival. These are all retam engagements for CM Amusements because of the quality and care that CM Amusements provides to all its clients. In conclusion, CM Amusements offers professionalism, quality rides and games and integrity that makes them the choice for so marry Southern California fundraisers and events. a# -It - CM AMjI rEMZMAMA Y.. KENT EERSONE , RESUME' As the majority ofpeople inmanagement positions at CMAmusements havebeen loyal employees to Mike Garcia, owner, this page will provide an overview of their job duties, rather than job histories, Mike Garcia 1993 — pre sent: Owner of CM Amusements Oversees all operations of carnival - Owns all carnival rides, games and support equipment - Interfaces with all state and local agencies in conjunction of ownership and operation of carnival - Schedules and interfaces with various venues and hosts of carnival - Oversees all legal, insurance, accounting aspects of carnival Elizabeth Aguirre 2016 — present: Office Manager Acts as office "right-hand" man to Mike Garcia Under Mike Garcia oversees all operations of carnival Assists in interfacing with OSHA and DOSH - Manages accounts payable and receivables Mike Hernandez 1997 - present: Maintenance and Safety Compliance Manager - In charge of maintenance of all carnival equipment - Works with OSHA and DOSH in order for carnival to be in compliance with their regulations - Consistently repairing and maintaining rides and games to CM Amusements standards Robin Stevens 1998 — present: Maintenance and Welder Fabricator Continual maintenance of all carnival equipment Certified Welder Fabricator Familiar with welding tools and procedures, including MI'G welding, TIG welding, metal fabricating and more Jesus Rivera ' 1998 — present: Operations Manager Acts as on -site "right hand" man to Mike Garcia . Manages the daily on -site carnival operations Oversees carnival employees - Interfaces with local city officials regarding on -site ride and safety inspections Cielo Garcia 2016 —present: First Aid. & .Medical Attendant Registered Nurse - Manages accidents and/or illness of carnival employees or patrons Administers basic first aid - Will coordinate any emergencies between carnival and local hospital ATTACHMENT 3-7 Scope of Work -13- 1. Timellne A. CMAmusementswill work withcityofSantaAna(CITY)todevelop time -line to include sufficient time, safetymeasures insetting up, operating and tearing down rides and games for events B. Time -line willinclude appropriate scheduling ofsecuringallpermitsandlicensesprior to commencement of event IL Equipment A. Ferris wheel, as required by city, along with mixture of major and kiddlerides, 1. Merry Go Round 2. Paratrooper 3. Fanhouse 4. Tornado 5. Sizzler 6. Zipper 7, Swings 8. Go Gator 9. Speedway 10.Loop 0 Plane I L .Roadster 12. Fun Slide 13. Train 14. Gravitron 15. Ferris Wheel 13. Support Equipment 1. Office trailer for management, accounting, and meetings 2. Two ticket booths, per CITY requirement C. Four Game booths, per CITY requirement III. Security A. Licensed Security Company for overnight protection of equipment B. Will work with CITY to develop security plan specific to city C. Complete background checks on all employees IV. Safety A. Rides inspected and ticketed by OSHA B. California Fite Code adhered too C. Inspections byalllocal,statejurisdictionstoinclude fire department,buildingdepartmentandany and all other bodies of government, prior to opening. 14- Skme—of—Wbirk CMAmusements in working with the city ofSantaAna (CITY) will develop atime-line to include sufficient time, safety measures in setting up, operating and tearing down rides and games for events. Moreover, the time-linewillinclude appropriate scheduling ofseouring all required permits and licenses prior to commencement of any work. CMAmusementswill provide a£erris wheel, asrequired by city, along with amixture ofmajor and kiddie rides (Ride list and pictures included later in. proposal). CM Amusements will provide ticketbooths, officetrailer, staffmgandcamival management, overnight security and cleaning services during and after carnival. CMAmusements provides in-house security forcrowd control andeomplianee ofcustomers to cityrules andregulations. CMAmusements willworkwith CITYto develop aspecific security plan for carnival tailored to CITY's expectations. CMAmusement employees will beputthrough extensive background checks. They willwork with police department in background checks, fingerprinting and all things deemed necessary by CITYpolicedepartmenttoensure safety ofcarnivalgoers.Additionally, employees will always he clean-shaven, neatly and uniformly dressed. CM Amusements will cover parking for employees, subcontractors, and equipment vehicles before and after event. It is understood CITY will cover parking for employees and any subcontractors during set up and event dates. An office trailer will be on site of carnival grounds. Not only does this trailer act as office, but is headquarters for CM Amusements directives, accounting, complaints and information. Typically manned throughout carnival operating hours. All mechanical rides are inspected and ticketedby OSHA, The California Fire Code Guidelines are strictly adhered to in set up ofcarnival. Prior to opening, rides and games will be inspected by fire department, building department and any other city department that offers guidelines for carnival to follow. CMAmusements will provide insurance coverage in amounts required by city, atstatedtimeby the city. Also, CMAmusements will clean area and restore area to same condition prior to its use, to inelude power washing, at their sole cost. Itis suggested that a "sign-off'sheet be issued after CITY inspection of grounds. -15- FEE PROPOSAL CM Amusements will pay CITY 25% of gross generated ticket revenue after the event (s). Ticket Prices are as follows: Single Ticket - $1.50 Book of 20 Tickets - $20,00 Each ride takes from three to five tickets depending on thrill level, 1.6 APPENDIX Ride Photographs M� m f- m - L�� _ _ - .SiIL - Ejhjubmmz!tjhofe! Usbdz! cz!Usbdz!Kbdpct! Ebuf;!3133/1:/23! 24;1:;41!.18(11( Kbdpct !!!!!!!!DPNNFSDJBM!HFOFSBM!MJBCJMJUZ! DH!31!37!18!15! UIJT!FOEPSTFNFOU!DIBOHFT!UIF!QPMJDZ/!QMFBTF!SFBE!JU!DBSFGVMMZ/! ! BEEJUJPOBM!JOTVSFE!.!EFTJHOBUFE! QFSTPO!PS!PSHBOJ\[BUJPO! ! Uijt!foepstfnfou!npejgjft!jotvsbodf!qspwjefe!voefs!uif!gpmmpxjoh;! DPNNFSDJBM!HFOFSBM!MJBCJMJUZ!DPWFSBHF!QBSU! ! TDIFEVMF! ! Obnf!Pg!Beejujpobm!Jotvsfe!Qfstpo)t*!Ps!Pshboj{bujpo)t*! Jogpsnbujpo!sfrvjsfe!up!dpnqmfuf!uijt!Tdifevmf-!jg!opu!tipxo!bcpwf-!xjmm!cf!tipxo!jo!uif!Efdmbsbujpot/! ! 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C/!Jo!dpoofdujpo!xjui!zpvs!qsfnjtft!pxofe!cz!ps! sfevdfe!cz!uif!fyjtufodf!pg!tvdi!puifs!jotvsbodf/! sfoufe!up!zpv/! DH!31!37!18!15!ª!JTP!Qspqfsujft-!Jod/-!3115!Qbhf!2!pg!2! EN IL 20 MU 01 21 ADVISORY NOTICE TO POLICYHOLDERS REGARDING TRADE OR ECONOMIC SANCTIONS This Notice supersedes any provision in the policy pertaining to Trade or Economic Sanctions. No coverage is provided by this Policyholder Notice nor can it be construed to replace any provisions of your policy. You should read your policy and review your Declarations page for complete information on the coverages you are provided. This Notice provides information concerning possible impact on your insurance coverage due to any applicable trade or economic sanctions law or regulation, including but not limited to, trade or economic sanctions laws or regulations of the United Nations, European Union, Switzerland, United Kingdom, Canada or the United States Treasury Department’s Office of Foreign Assets Control (OFAC). Please read this Notice carefully. OFAC administers and enforces sanctions policy, based on Presidential declarations of "national emergency". OFAC has identified and listed numerous: Foreign agents; Front organizations; Terrorists; Terrorist organizations; and Narcotics traffickers; as "Specially Designated Nationals and Blocked Persons". This list can be located on the United States Treasury's web site – http//www.treas.gov/ofac. If it is determined that you or any other insured, or any person or entity claiming the benefits of this insurance have violated any applicable trade or economic sanctions laws or regulations, including but not limited to those of the United Nations, European Union, Switzerland, United Kingdom, Canada or the United States Treasury Department’s Office of Foreign Assets Control, this insurance will be considered a blocked or frozen contract and all provisions of this insurance are immediately subject to restrictions. When an insurance policy is considered such a blocked or frozen contract, no payments or premium refunds may be made without authorization from the applicable regulator. Other limitations on the premiums and payments also apply. EN IL 20 MU 01 21Copyright, Everest Reinsurance Company, 2021Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc., used with its permission. INSURED COPY COMMERCIAL EXCESS LIABILITY DECLARATIONS EVEREST NATIONAL INSURANCE COMPANY 100 Everest Way Warren, NJ 07059 1-800-438-4375 POLICY NUMBER: SI8EX02095221RENEWAL OF: NEW PRODUCER NAME: EVERSPORTS & ENTERTAINMENT INS ADDRESS: 11711 N MERIDIAN ST. STE 800 CARMEL, IN 46032 IN RETURN FOR THE PAYMENT OF THE PREMIUM, AND SUBJECT TO ALL THE TERMS OF THIS POLICY, WE AGREE WITH YOU TO PROVIDE THE INSURANCE AS STATED IN THIS POLICY. ITEM 1.NAMED INSURED: CM AMUSEMENT & PRODUCTIONS, INC. ADDRESS:11721 WHITTIER BLVD #503 WHITTIER, CA 90601 ITEM 2:POLICY PERIOD: FROM 07-22-2022 TO05-14-2023 12:01 A.M. STANDARD TIME AT THE ADDRESS OF THE NAMED INSURED SHOWN ABOVE. ITEM 3.COVERAGE: Commercial Excess Liability ITEM 4.LIMITS OF INSURANCE: The Limits of Insurance, subject to all the terms of this Policy, are: $2,000,000 Each Occurrence $2,000,000 Annual Aggregate(s), Where Applicable (as defined in the “First Underlying Insurance” Policy(ies)) Excess of Underlying Insurance. ITEM 5.“UNDERLYING INSURANCE” A.First Underlying Insurance Policy(ies) InsurerPolicy No.Policy Period As per attached Schedule of Underlying Insurance B.Other Underlying Insurance Policy(ies) InsurerPolicy No.Policy Period As per attached Schedule of Underlying Insurance ECVS EX DEC 001 02 07Page 1 of 2 INSURED COPY ITEM 6.POLICY PREMIUM: Advanced PremiumMinimum PremiumMinimum Earned Premium $5,968.00$5,968.00$1,492.00 Estimated ExposureRate PerAudit Period N/AN/AN/A ITEM 7.NOTICESEverest National Insurance Company In the event of an occurrence, claim or 100 Everest Way “suit”, send all pertinent facts to:Warren, NJ 07059 1-800-438-4375 ITEM 8.FORMS AND ENDORSEMENTS APPLICABLE TO THIS POLICY ON THE ORIGINAL DATE OF ISSUE: See Attached Schedule Of Forms And Endorsements THESE DECLARATIONS, TOGETHER WITH THE COMMON POLICY CONDITIONS AND COVERAGE FORM(S) AND ANY ENDORSEMENT(S) COMPLETE THE ABOVE NUMBERED POLICY. The foregoing discloses all hazards insured hereunder known to exist at the inception date of this Policy, unless otherwise stated herein by endorsement on this Policy. COUNTERSIGNEDBY DATEAUTHORIZED REPRESENTATIVE ECVS EX DEC 001 02 07Page 2 of 2 INSURED COPY !!!!!!!!!!!!!!!!!!!!!!!!!!!TDIFEVMF!PG!GPSNT!BOE!FOEPSTFNFOUT!! OBNFE!JOTVSFE!FGGFDUJWF!EBUF!QPMJDZ!OVNCFS! DN!BNVTFNFOU!'!QSPEVDUJPOT-!!!18.33.3133TJ9FY131:6332!!!!! JOD/!!!!!!!!!!!!!!!!!!!!!!!!!! DPVOUFSTJHOFE!CZ;! BVUIPSJ\[FE!SFQSFTFOUBUJWF !!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!! DPNNFSDJBM!FYDFTT!MJBCJMJUZ!GPSNT!BOE!FOEPSTFNFOUT!!!!!!!!!!!!!!!!!!!! !!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!! FDWT!FY!EFD!112!!!!!!!13.18!!!!DPNN!FYDFTT!MJBCJMJUZ!EFDMBSBUJPO!!!!!! FEFD!225!!!!!!!!!!!!!!14.::!!!!TDIFEVMF!PG!GPSNT!BOE!FOEPSTFNFOUT!!!!! 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JOTVSFE!DPQZ COMMERCIAL EXCESS LIABILITY POLICY SCHEDULE OF UNDERLYING INSURANCE Named Insured:CM AMUSEMENT & PRODUCTIONS, Effective Date:07-22-2022 INC. Policy Number:SI8EX02095221Issuing Company:EVEREST NATIONAL INSURANCE COMPANY The declarations, schedule(s), and all terms and conditions complete this insurance Policy Type of Policy or Coverage andLimits of Insurance Insurer, Policy Number and Policy Period A. “First Underlying Insurance” Policy(ies) General Liability Carrier: EVEREST NATIONAL INSURANCE $ 1,000,000 Per Occurrence Limit COMPANY $ 2,000,000 General Aggregate Limit Policy #: SI8GL02020-221 $ 2,000,000 Products/Compl Ops Aggregate Limit Policy Period: 05/14/2022 - 05/14/2023 ECVS EX DEC 003 05 06Page 1 of 2 INSURED COPY COMMERCIAL EXCESS LIABILITY POLICY SCHEDULE OF UNDERLYING INSURANCE Named Insured:CM AMUSEMENT & PRODUCTIONS, Effective Date:07-22-2022 INC. Policy Number:SI8EX02095221Issuing Company:EVEREST NATIONAL INSURANCE COMPANY The declarations, schedule(s), and all terms and conditions complete this insurance Policy B. Other “Underlying Insurance” Policy(ies) Date Of Issue:07-25-2022Authorized Representative: ECVS EX DEC 003 05 06Page 2 of 2 INSURED COPY !JM!11!28!22!:9! ! ! DPNNPO!QPMJDZ!DPOEJUJPOT! Bmm!Dpwfsbhf!Qbsut!jodmvefe!jo!uijt!qpmjdz!bsf!tvckfdu!up!uif!gpmmpxjoh!dpoejujpot/!! ! 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Zpvs!sjhiut!boe!evujft!voefs!uijt!qpmjdz!nbz!opu! Xf!nbz!fybnjof!boe!bveju!zpvs!cpplt!boe!sf.cf!usbotgfssfe!xjuipvu!pvs!xsjuufo!dpotfou!fydfqu! dpset!bt!uifz!sfmbuf!up!uijt!qpmjdz!bu!boz!ujnf!evs.jo!uif!dbtf!pg!efbui!pg!bo!joejwjevbm!obnfe!jo. joh!uif!qpmjdz!qfsjpe!boe!vq!up!uisff!zfbst!bgufs.tvsfe/!! xbse/!! Jg!zpv!ejf-!zpvs!sjhiut!boe!evujft!xjmm!cf!usbot. E/!Jotqfdujpot!Boe!Tvswfzt!!gfssfe!up!zpvs!mfhbm!sfqsftfoubujwf!cvu!pomz!xijmf! bdujoh!xjuijo!uif!tdpqf!pg!evujft!bt!zpvs!mfhbm!sfq. !2/!Xf!ibwf!uif!sjhiu!up;!! sftfoubujwf/!Voujm!zpvs!mfhbm!sfqsftfoubujwf!jt!bq. !b/!Nblf!jotqfdujpot!boe!tvswfzt!bu!boz!ujnf<!! qpjoufe-!bozpof!ibwjoh!qspqfs!ufnqpsbsz!dvtupez! pg!zpvs!qspqfsuz!xjmm!ibwf!zpvs!sjhiut!boe!evujft! cvu!pomz!xjui!sftqfdu!up!uibu!qspqfsuz/!! JM!11!28!22!:9!Dpqzsjhiu-!Jotvsbodf!Tfswjdft!Pggjdf-!Jod/-!!2::9!!Qbhf!2!pg!2!! ! JOTVSFE!DPQZ COMMERCIAL EXCESS LIABILITY COVERAGE FORM Various provisions in this policy restrict coverage. Read the entire policy carefully to determine rights, duties and what is and is not covered. Throughout this policy the words "you" and "your" refer to the Named Insured shown in the Declarations, and any other person or organization qualifying as a Named Insured under this policy. The words "we", "us" and "our" refer to the company providing this insurance. The word “insured” means any person or organization qualifying as such under SECTION II - WHO IS AN INSURED. Other words and phrases that appear in quotation marks have special meaning. Refer to Section V –DEFINITIONS or the Definitions of the "first underlying insurance". SECTION I - COVERAGES A.Insuring Agreement 1. Excess Liability We will pay on behalf of the insured the amount of the "ultimate net loss" in excess of the "underlying limits of insurance" to which this insurance applies. The coverage provided by this policy will: a. Follow the terms, definitions, conditions and exclusions that are contained in the "first underlying insurance", unless otherwise directed by this policy, including any attached endorsements; and b.Not be broader than that provided by the "first underlying insurance". 2. Defense We will have the right, but not the duty to defend or associate in the defense of the insured against any suit seeking damages to which this insurance may apply. If we exercise such right, any expense related to such right will be “defense expenses” under this policy. After the limits of this policy are used up in the payment of: a.Judgments; b.Settlements; or c.“Defense expenses”, if “defense expenses” are included within and erode the limits of insurance of the “first underlying insurance”, we will not provide any defense under this policy. B.Exclusions This insurance does not apply to: 1.Asbestos a.Any liability arising, in whole or in part, out of the actual, alleged, threatened or suspected inhalation of, ingestion of, contact with, exposure to, existence of, or presence of asbestos. b.Any loss, cost or expense arising, in whole or in part, out of the abating, testing for, monitoring, cleaning up, removing, containing, treating, detoxifying, neutralizing, remediating, or disposing of or in any way responding to or assessing the effects of asbestos by any insured or by any other person or entity. EUM 00 522 02 07© Everest Reinsurance Company, 2006Page 1 of 8 Includes copyrighted material of ISO Properties, Inc., used with its permission INSURED COPY 2. Nuclear a. Any liability: (1)With respect to which the insured is also an insured under a nuclear energy liability policy issued by Nuclear Energy Liability-Property Insurance Assoc., Mutual Atomic Energy Liability Underwriters or Nuclear Insurance Association of Canada, or would be an insured under any such policy but for its termination upon exhaustion of its limit of liability; or (2)Resulting from the “hazardous properties” of “nuclear material” and with respect to which (a) any person or any organization is required to maintain financial protection pursuant to the Atomic Energy Act of 1954, or any law amendatory thereof,(b) the insured is, or had this policy not been available would be, entitled to indemnity from the United States of America or any agency thereof, under any agreement entered into by the United States of America or any agency thereof, with any person or organization. b. Any liability resulting from the hazardous properties of “nuclear material”, if: (1)The “nuclear material” (1) is at any “nuclear facility” owned by the insured or operated by the insured or on the Insured’s behalf, or (2) has been discharged or dispensed therefrom; (2)The “nuclear material” is contained in “spent fuel” or “nuclear waste” at any time possessed, handled, used, processed, stored, transported or disposed of by the insured or on the insured’s behalf; or (3)The liability arises out of the furnishing by the insured of services, materials, parts or equipment in connection with the planning, construction, maintenance, operation or use of any “nuclear facility”, but if such facility is located within the United States of America, its territories or possessions or Canada, this exclusion (3) applies only to property damage to such “nuclear facility” and any property thereat. For the purposes of this exclusion, liability for property damage includes all forms of radioactive contamination of property. 3. First Party Auto Any loss, cost or expense payable under or resulting from any first party physical damage coverage; no-fault law; personal injury protection or auto medical payments coverage; or uninsured or underinsured motorist law. 4. Pollution a.Any liability arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of “pollutants” at any time. b.“Pollution cost or expense”. This exclusion does not apply if valid “underlying insurance” for the pollution liability risks described above exists or would have existed but for the exhaustion of underlying limits. Coverage provided will follow the provisions, exclusions and limitations of the “first underlying insurance”. EUM 00 522 02 07© Everest Reinsurance Company, 2006Page 2 of 8 Includes copyrighted material of ISO Properties, Inc., used with its permission INSURED COPY SECTION II - WHO IS AN INSURED The following persons and organizations are insured under this insurance: 1.Any person or organization qualifying as such under the “first underlying insurance”. 2.Any additional insured qualifying as such under the "first underlying insurance", but only: a.To the extent of the insurance provided the additional insured under the “first underlying insurance”, and not otherwise excluded by this policy; and b.Where coverage is required to be provided to an additional insured under a contract or agreement. However, the Limits of Insurance afforded the additional insured in this paragraph shall be the lesser of the following: i.The minimum limits of insurance required in the contract or agreement between you and the additional insured; or ii.The Limits of Insurance shown in the Declarations of this policy. 3. Newly acquired or formed organizations, if: a.The organization is acquired by you during the policy period through consolidation, purchase of assets, merger, or assumption of control and active management; b.The “first underlying insurance” and all other “underlying insurance” have added the organization as an insured; c.You provide notice to us; and d.We endorse the organization as an insured onto this policy. Any newly acquired or formed organizations endorsed onto this policy may be subject to an additional premium and to a premium audit. SECTION III - LIMITS OF INSURANCE A.The Limits of Insurance shown under this policy's Declarations and the rules below fix the most we will pay regardless of the number of: 1.Insureds; 2.Claims made, “suits” brought, or number of vehicles involved; or 3.Persons or organizations making claims or bringing “suits”. B.The Limits of Insurance of this policy will apply as follows: 1.This policy only applies in excess of the "underlying limits of insurance". 2.The Aggregate Limit is the most we will pay for the "ultimate net loss" that is subject to an aggregate limit provided by the "first underlying insurance". The Aggregate Limit applies separately and in the same manner as the aggregate limits provided by the "first underlying insurance". 3. Subject to Paragraph B.2. above, the Each Occurrence limit is the most we will pay for the sum of all "ultimate net loss" arising out of any one “occurrence” to which this policy applies. C.If “defense expenses” are included within and erode the limits of insurance of the “first underlying insurance” then “defense expenses” are included within and erode the Limits of Insurance of this policy on the same basis as the “first underlying insurance”. If “defense expenses” do not reduce the limits of insurance of the “first underlying insurance” then they do not reduce the Limits of Insurance of this policy. D.If, after this policy is issued, we extend the policy period, we will consider the additional period as part of the original policy period to determine how to apply the Aggregate Limit, as described inParagraph B. 2. above. EUM 00 522 02 07© Everest Reinsurance Company, 2006Page 3 of 8 Includes copyrighted material of ISO Properties, Inc., used with its permission INSURED COPY E. If a limit of insurance of the “underlying insurance” applies on an aggregate basis, and; 1.When such limit has been exhausted by payment of “suits”, claims or “defense expenses” arising solely out of “occurrences” which took place during this policy period, this insurance applies excess of such exhausted limit; or 2.When such limit has been reduced or exhausted by payment of “suits”, claims or “defense expenses” arising out of “occurrences” which took place before or after this policy period, this insurance applies as if such payments had not been made. SECTION IV – CONDITIONS 1.Appeals a.If the "underlying insurer" or insured elects not to appeal a judgment in excess of the amount of the "underlying limits of insurance", we may do so at our own expense. b.We will be liable for taxable costs, pre- and post- judgment interest and disbursements associated with such appeal. Such payments will not reduce the Limits of Insurance. 2. Bankruptcy a. Bankruptcy or Insolvency of Insured (Or Inability To Pay) Bankruptcy or insolvency of the insured or the insured's estate does not relieve us of our duties. b. Bankruptcy or Insolvency of Underlying Insurer If any “underlying insurer” becomes bankrupt or insolvent, this insurance: (1) Does not replace such “underlying insurance”; and (2) Applies as though such “underlying insurance” was available and collectible. 3. Duties In The Event of Occurrence, Claim or Suit a. You must see to it that we are notified as soon as practicable of an “occurrence” which may result in a claim under this policy. To the extent possible, notice should include: (1)How, when and where the “occurrence” took place; (2)The names and addresses of any injured persons and witnesses; (3)The nature and location of any injury or damage arising out of the “occurrence”; and (4)All information available to identify this policy, including the name of any “insured”. b. If a claim is made or “suit” is brought against any insured which may result in a claim under this policy, you must: (1)Immediately record the specifics of the claim or “suit” and the date received; and (2)Notify us as soon as practicable. c. For any claim or “suit” which may result in a claim under this policy, you and any other involved insured or their representative must: (1)Immediately send us copies of any demands, notices, summonses or legal papers received in connection with the claim or “suit”; (2)Authorize us to obtain records and other information; (3)Cooperate with us in the investigation or settlement of the claim or defense against the “suit”; (4)Assist us, upon our request, in the enforcement of any right against any person or organization which may be liable to the insured because of injury or damage to which this insurance may also apply; (5)Take all necessary steps to protect any insured’s and our interests; (6)Cooperate with “underlying insurers”, as required by their terms and conditions; (7)Not at any time make or authorize an admission of liability or attempt to settle or otherwise dispose of any claim or “suit” without our written consent; EUM 00 522 02 07© Everest Reinsurance Company, 2006Page 4 of 8 Includes copyrighted material of ISO Properties, Inc., used with its permission INSURED COPY (8)If any “underlying insurer” denies coverage for any reason, see to it that we receive written notice of such denial as soon as practicable. Such notice will contain the reason for such denial as stated by the “underlying insurer”. d. No insured will, except at that insured’s own cost, voluntarily make a payment, assume any obligation, or incur any expense, other than for first aid, without our consent. 4. Legal Action Against Us No person or organization has a right under this policy: a.To join us as a party or otherwise bring us into a “suit” asking for damages from an insured; or b.To sue us on this policy unless all of its terms have been fully complied with. A person or organization may sue us to recover on an agreed settlement or on a final judgment against an insured; but we will not be liable for “ultimate net loss” that are not payable under the terms of this policy or that are in excess of the applicable Limit of Insurance. An agreed settlement means a settlement and release of liability signed by us, the insured and the claimant or the claimant’s legal representative. 5. Other Insurance a. This insurance is excess over, and will not contribute with any “other insurance”, whether primary, excess, contingent or on any other basis. This condition will not apply to insurance specifically written as excess over this insurance. b. When this insurance is excess over “other insurance”, we will pay only our share of the loss that exceeds the sum of: (1)The total amount that all such “other insurance” would pay for the loss in the absence of this insurance; and (2)The total of all deductible and self insured amounts under all that “other insurance”. 6. Premium Audit a. We will compute all premiums for this policy in accordance with our rules and rates. b.The Premium for this policy, as stated in 6. of the Declarations is not subject to an adjustment unless a rate is stated in the Declarations or an endorsement is attached to this policy. c.The first Named Insured must keep records of the information we need for premium computation, and send us copies at such times as we may request. 7. Representations Or Fraud By accepting this policy, you agree: a.The statements in the Declarations are accurate and complete; b.Those statements are based upon representations you made to us; c.We have issued this policy in reliance upon your representations; and d.This policy is void in any case of fraud by you as it relates to this policy or any claim under this policy. 8. Separation of Insureds Except with respect to the Limits of Insurance, and any rights or duties specifically assigned in this policy to the first named insured, this insurance applies: a.As if each Named Insured were the only Named Insured; and b.Separately to each insured against whom claim is made or “suit” is brought. EUM 00 522 02 07© Everest Reinsurance Company, 2006Page 5 of 8 Includes copyrighted material of ISO Properties, Inc., used with its permission INSURED COPY 9. Transfer Of Rights Of Recovery Against Others To Us If the insured has rights to recover all or part of any payment we have made under this policy, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request, the insured will bring “suit” or transfer those rights to us and help us enforce them. Any recoveries will be distributed as follows: a.First, we will be entitled to recover to the extent of our payment; and b.Next, any remaining amounts will be paid to the “underlying insurers” or any other party to the extent of their payment. The expenses of the recovery will be distributed in proportion to the share of each party’s recovery. But, if we conduct the recovery proceedings by ourselves: i.We will pay all expenses; and ii.If we make a recovery, we will be reimbursed in full from the recovery for our expenses before the recovery is distributed. 10. When We Do Not Renew If we decide not to renew this policy, we will mail or deliver to the first Named Insured shown in the Declarations written notice of the nonrenewal not less than 30 days before the expiration date. If notice is mailed, proof of mailing will be sufficient proof of notice. 11.Unintentional Errors or Omissions Your failure to disclose all hazards existing as of the inception date of this policy will not prejudice you with respect to the coverage afforded by this policy provided such failure or any omission is not intentional. However, you must report such failure or any omission to us as soon as practicable after its discovery. 12. Maintenance of Underlying Insurance a.You will maintain all of the “underlying insurance” listed in the schedule of “underlying insurance” in the Declarations in full force and effect throughout this policy period, except for reduction of aggregate limits due to payment of claims, settlements or judgments. b. Failure to maintain “underlying insurance” will not invalidate this insurance. However, this insurance will apply as if the “underlying insurance” were in full effect. c. You will notify us as soon as practicable when any “underlying insurance” is changed or no longer in effect. d. The first Named Insured will furnish us, a complete copy of the "underlying insurance" and any subsequently issued endorsements. 13. Endorsements To This Policy Reference to Commercial Liability Umbrella or Commercial Excess Liability Coverage Part in any endorsement that is attached to or made a part of this policy will mean this policy. 14. Minimum Premium And Minimum Earned Premium Earned premium will be subject to the Minimum Premium and the Minimum Earned Premium as stated in the Declarations. In the event of cancellation by you, there will be no return of any portion of the Minimum Earned Premium. 15. Office of Foreign Assets Control Payments of loss under this insurance will only be made in full compliance with all United States of America economic or trade sanction laws or regulations, including, but not limited to, sanctions, laws and regulations administered and enforced by the U.S. Treasury Department’s Office of Foreign Assets Control (“OFAC”). EUM 00 522 02 07© Everest Reinsurance Company, 2006Page 6 of 8 Includes copyrighted material of ISO Properties, Inc., used with its permission INSURED COPY SECTION V – DEFINITIONS 1. “Defense expenses” mean payments allocated to a specific claim or “suit” for its investigation, settlement, or defense, including: a.Attorney fees and all other litigation expenses; b.The cost of bonds to release attachments, but only for bond amounts within the applicable Limit of Insurance; c.The approved Claims Organization service expenses or fees; d.All court costs taxed against the insured in the claim or “suit”. However, these payments do not include attorneys’ fees or attorneys’ expenses taxed against the insured; e.Prejudgment interest awarded against the insured on that part of the judgment you pay within the applicable self insured retention; f. All interest on the full amount of any judgment that accrues after entry of the judgment and before you have paid, offered to pay, or deposited in court the part of the judgment that is within the applicable self-insured retention; and g. Any amount under Paragraph A. 2. of SECTION I-COVERAGES. “Defense expenses” do not include normal operating expenses, salaries or expenses of our employees or your employees. 2. “Hazardous properties” includes radioactive, toxic or explosive properties. 3. "First underlying insurance" means the policy listed in the Declarations under the schedule of “underlying insurance” as the "first underlying insurance". 4. "Occurrence" as defined in the “first underlying insurance” applies to this insurance, whether described as an “occurrence”, injury, accident, offense, act, incident, error, omission, event or wrongful act. 5. “Other insurance” means insurance which is available to any insured and covers injury or damage to which this insurance applies, other than: a. “Underlying insurance”; or b. Insurance which is specifically purchased by you to be excess of the insurance afforded by this insurance. 6. “Nuclear facility” means: a.Any nuclear reactor; b.Any equipment or device designed or used for (i) separating the isotopes of uranium or plutonium, (ii) processing or utilizing “spent fuel”, or (iii) handling, processing or packaging “nuclear waste”; c.Any equipment or device used for the processing, fabricating, or alloying of “special nuclear material” if at any time the total amount of such material in the Insured’s custody at the premises where such equipment or device is located consists of or contains more than 25 grams of plutonium or uranium 233 or any combination thereof, or more than 250 grams of uranium 235; d.Any structure, basin, excavation, premises or place prepared or used for storage or disposal of “nuclear waste”, and includes the site on which any of the foregoing is located, all operations conducted on such site and all premises used for such operations, and includes the site on which any of the foregoing is located, all operations conducted on such site and all premises used for such operations. 7.“Nuclear material” means “source material”, “special nuclear material” or “by-product material”. 8. “Nuclear reactor” means any apparatus designed or used to sustain nuclear fission in a self- supporting chain reaction or to contain a critical mass of fissionable material. EUM 00 522 02 07© Everest Reinsurance Company, 2006Page 7 of 8 Includes copyrighted material of ISO Properties, Inc., used with its permission INSURED COPY 9. “Nuclear waste” means any waste material (a) containing “by-product material” and (b) resulting from the operation by any person or organization of a “nuclear facility” included within the definition of “nuclear facility”. 10. “Pollutants” mean any solid, liquid, gaseous or thermal irritant or contaminant, including smoke, vapor, soot, fumes, acids, alkalis, chemicals and waste. Waste includes materials to be recycled, reconditioned or reclaimed. 11. “Pollution cost or expense” means any loss, cost or expense arising out of any: a. Request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of “pollutants”; or b. Claim or “suit” by or on behalf of a governmental authority for damages because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing, or in any way responding to, or assessing the effects of, “pollutants”. 12. “Source material”, “special nuclear material” and “by-product material” have the meanings given them in the Atomic Energy Act of 1954 or any law amendatory thereof. 13. “Spent fuel” means any fuel element or fuel component, solid or liquid, which has been used or exposed to radiation in a nuclear reactor; 14. "Suit" as defined in the “first underlying insurance” applies to this insurance. If the term “suit” is not defined in the “first underlying insurance”: a.“Suit” means a civil proceeding in which damages to which this insurance applies are alleged; and b.“Suit” includes (1) an arbitration proceeding in which such damages are claimed and to which any insured must submit or does submit with our consent; and (2) any other alternative dispute resolution proceeding in which such damages are claimed and to which any insured submits with our consent. 15."Underlying insurance" means the "first underlying insurance", any self-insured retention and any policies of insurance listed in the Declarations under the schedule of "underlying insurance". “Underlying insurance” will include any renewal or replacement of such policies and any “other insurance” available to you. 16."Underlying limits of insurance" means the total sum of the limits of all applicable "underlying insurance" listed under this policy's Declarations. 17. "Underlying insurer" means any insurer who provides any policy of insurance listed in the schedule of "underlying insurance". 18."Ultimate net loss" means the total sum, after reduction for recoveries, salvages collectible and “other insurance”, that the insured becomes legally obligated to pay as damages under this policy by reason of settlements, judgments, arbitration or other alternate dispute method entered into with our consent or the "underlying insurer's" consent. EUM 00 522 02 07© Everest Reinsurance Company, 2006Page 8 of 8 Includes copyrighted material of ISO Properties, Inc., used with its permission INSURED COPY This policy is signed by officers of the Company shown on the Declarations page of this policy. For:Everest National Insurance Company EIL 00 515 03 07 Everest Reinsurance Company, 1997 INSURED COPY EUM 24 554 01 10 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. POLICY PERIOD AMENDATORY ENDORSEMENT This endorsement modifies insurance provided under the following: COMMERCIAL EXCESS LIABILITY COVERAGE FORM A.Paragraph A.1. Excess Liability of SECTION I – COVERAGES is revised by the addition of the following: If the “first underlying insurance” requires, for a particular claim, that the injury or damage occurs during its policy period in order for that coverage to apply, then this insurance will only apply to that injury or damage if it occurs during the policy of this insurance. If the “first underlying insurance” requires that the “occurrence”, as defined herein, causing the injury or damage takes place during its policy period in order for that coverage to apply, then this insurance will apply to the claim only if the “occurrence” that caused the injury or damage takes place during the policy period of this insurance. EUM 24 554 01 10Includes copyrighted material of ISO Properties, Inc., 2004 with Page 1 of 1 its permission. INSURED COPY COMMERCIAL LIABILITY UMBRELLA CU 01 91 05 17 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CALIFORNIA CHANGES This endorsement modifies insurance provided under the following: COMMERCIAL LIABILITY UMBRELLA COVERAGE PART With respect to coverage for the ownership, maintenance, or use of "covered autos", the term "family member" is replaced by the following: "Family member" means a person related to you by blood, adoption, marriage or registered domestic partnership under California law, who is a resident of your household, including a ward or foster child. CU 01 91 05 17© Insurance Services Office, Inc., 2016 Page 1 of 1 INSURED COPY !DPNNFSDJBM!MJBCJMJUZ!VNCSFMMB! !DV!13!34!1:!23! ! UIJT!FOEPSTFNFOU!DIBOHFT!UIF!QPMJDZ/!!QMFBTF!SFBE!JU!DBSFGVMMZ/! ! DBMJGPSOJB!DIBOHFT!...!DBODFMMBUJPO!! BOE!OPOSFOFXBM! ! Uijt!foepstfnfou!npejgjft!jotvsbodf!qspwjefe!voefs!uif!gpmmpxjoh;!! ! DPNNFSDJBM!MJBCJMJUZ!VNCSFMMB!DPWFSBHF!QBSU! ! )c*!Zpv!ps!zpvs!sfqsftfoubujwf!jo! 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C/!Uif!gpmmpxjoh!jt!beefe!boe!tvqfstfeft!boz! !g/!Jg!xf!ibwf!nbef!b!xsjuufo!pggfs!up!uif!gjstu! qspwjtjpot!up!uif!dpousbsz;!! Obnfe!Jotvsfe-!jo!bddpsebodf!xjui!uif! Oposfofxbm!ujnfgsbnft!tipxo!jo!Qbsbhsbqi!C/2/-!up! sfofx!uif!qpmjdz!voefs!dibohfe!ufsnt!ps! !2/!Jg!xf!fmfdu!opu!up!sfofx!uijt!qpmjdz-!xf!xjmm!nbjm! dpoejujpot!ps!bu!bo!jodsfbtfe!qsfnjvn!sbuf-! ps!efmjwfs!xsjuufo!opujdf-!tubujoh!uif!sfbtpo!gps! xifo!uif!jodsfbtf!fydffet!36&/! oposfofxbm-!up!uif!gjstu!Obnfe!Jotvsfe!tipxo! jo!uif!Efdmbsbujpot-!boe!up!uif!qspevdfs!pg! sfdpse-!bu!mfbtu!71!ebzt-!cvu!opu!npsf!uibo!231! ebzt-!cfgpsf!uif!fyqjsbujpo!ps!boojwfstbsz!ebuf/!! Qbhf!3!pg!3!!Jotvsbodf!Tfswjdft!Pggjdf-!Jod/-!3123!!DV!13!34!1:!23!! ! JOTVSFE!DPQZ COMMERCIAL LIABILITY UMBRELLA CU 21 33 01 15 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EXCLUSION OF CERTIFIED ACTS OF TERRORISM This endorsement modifies insurance provided under the following: COMMERCIAL LIABILITY UMBRELLA COVERAGE PART A.The following exclusion is added:b.The act is a violent act or an act that is dangerous to human life, property or This insurance does not apply to: infrastructure and is committed by an TERRORISM individual or individuals as part of an effort to coerce the civilian population of the "Any injury or damage" arising, directly or United States or to influence the policy or indirectly, out of a "certified act of terrorism". affect the conduct of the United States B.The following definitions are added: Government by coercion. 1.For the purposes of this endorsement, "any C.The terms and limitations of any terrorism injury or damage" means any injury or damage exclusion, or the inapplicability or omission of a covered under any Coverage Part or terrorism exclusion, do not serve to create underlying insurance to which this coverage for injury or damage that is otherwise endorsement is applicable, and includes but is excluded under this Coverage Part. not limited to "bodily injury", "property damage", "personal and advertising injury", "injury" or "environmental damage" as may be defined in any applicable Coverage Part or underlying insurance. 2."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 following: a.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 CU 21 33 01 15© Insurance Services Office, Inc., 2015 Page 1 of 1 INSURED COPY COMMERCIAL LIABILITY UMBRELLA CU 21 44 01 15 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CONDITIONAL EXCLUSION OF TERRORISM (RELATING TO DISPOSITION OF FEDERAL TERRORISM RISK INSURANCE ACT) This endorsement modifies insurance provided under the following: COMMERCIAL LIABILITY UMBRELLA COVERAGE PART A.Applicability Of The Provisions Of This 2.If the provisions of this endorsement Endorsementbecome applicable, such provisions: 1.The provisions of this endorsement a.Supersede any terrorism endorsement become applicable commencing on the already endorsed to this policy that date when any one or more of the following addresses "certified acts of terrorism" first occurs. But if your policy (meaning the and/or "other acts of terrorism", but only policy period in which this endorsement with respect to an incident(s) of applies) begins after such date, then the terrorism (however defined) which provisions of this endorsement become results in injury or damage that occurs applicable on the date your policy begins.on or after the date when the provisions of this endorsement become applicable a.The federal Terrorism Risk Insurance (for claims made policies, such an Program ("Program"), established by the endorsement is superseded only with Terrorism Risk Insurance Act, has respect to an incident of terrorism terminated with respect to the type of (however defined) that results in a claim insurance provided under this Coverage for injury or damage first being made on Part; or or after the date when the provisions of b.A renewal, extension or replacement of this endorsement become applicable); the Program has become effective and without a requirement to make terrorism b.Remain applicable unless we notify you coverage available to you and with of changes in these provisions, in revisions that: response to federal law. (1)Increase our statutory percentage 3.If the provisions of this endorsement do deductible under the Program for NOT become applicable, any terrorism terrorism losses. (That deductible endorsement already endorsed to this determines the amount of all certified policy, that addresses "certified acts of terrorism losses we must pay in a terrorism" and/or "other acts of terrorism", calendar year, before the federal will continue in effect unless we notify you government shares in subsequent of changes to that endorsement in payment of certified terrorism response to federal law. losses.); or B.The following definitions are added and apply (2)Decrease the federal government's under this endorsement wherever the term statutory percentage share in terrorism, or the phrase any injury or damage, are potential terrorism losses above enclosed in quotation marks: such deductible; or 1."Terrorism" means activities against persons, (3)Redefine terrorism or make organizations or property of any nature: insurance coverage for terrorism subject to provisions or requirements a.That involve the following or preparation for that differ from those that apply to the following: other types of events or occurrences (1)Use or threat of force or violence; or under this policy. CU 21 44 01 15© Insurance Services Office, Inc., 2015 Page 1 of 2 INSURED COPY (2)Commission or threat of a dangerous 3.The "terrorism" is carried out by means of the act; ordispersal or application of pathogenic or poisonous biological or chemical materials; or (3)Commission or threat of an act that interferes with or disrupts an electronic, 4.Pathogenic or poisonous biological or chemical communication, information, or materials are released, and it appears that one mechanical system; andpurpose of the "terrorism" was to release such materials; or b.When one or both of the following applies: 5.The total of insured damage to all types of (1)The effect is to intimidate or coerce a property exceeds $25,000,000. In determining government or the civilian population or whether the $25,000,000 threshold is any segment thereof, or to disrupt any exceeded, we will include all insured damage segment of the economy; or sustained by property of all persons and (2)It appears that the intent is to intimidate entities affected by the "terrorism" and or coerce a government, or to further business interruption losses sustained by political, ideological, religious, social or owners or occupants of the damaged property. economic objectives or to express (or For the purpose of this provision, insured express opposition to) a philosophy or damage means damage that is covered by any ideology. insurance plus damage that would be covered by any insurance but for the application of any 2."Any injury or damage" means any injury or terrorism exclusions; or damage covered under any Coverage Part or underlying insurance to which this 6.Fifty or more persons sustain death or serious endorsement is applicable, and includes but is physical injury. For the purposes of this not limited to "bodily injury", "property provision, serious physical injury means: damage", "personal and advertising injury", a.Physical injury that involves a substantial "injury" or "environmental damage" as may be risk of death; or defined in any applicable Coverage Part or underlying insurance.b.Protracted and obvious physical disfigurement; or C.The following exclusion is added: c.Protracted loss of or impairment of the EXCLUSION OF TERRORISM function of a bodily member or organ. We will not pay for "any injury or damage" caused Multiple incidents of "terrorism" which occur within directly or indirectly by "terrorism", including action a 72-hour period and appear to be carried out in in hindering or defending against an actual or concert or to have a related purpose or common expected incident of "terrorism". "Any injury or leadership will be deemed to be one incident, for damage" is excluded regardless of any other the purpose of determining whether the thresholds cause or event that contributes concurrently or in in Paragraphs C.5. or C.6. are exceeded. any sequence to such injury or damage. But this exclusion applies only when one or more of With respect to this Exclusion, Paragraphs C.5. the following are attributed to an incident of andC.6. describe the threshold used to measure "terrorism":the magnitude of an incident of "terrorism" and the circumstances in which the threshold will apply, for 1.The "terrorism" is carried out by means of the the purpose of determining whether this Exclusion dispersal or application of radioactive material, will apply to that incident. When the Exclusion or through the use of a nuclear weapon or applies to an incident of "terrorism", there is no device that involves or produces a nuclear coverage under this Coverage Part. reaction, nuclear radiation or radioactive contamination; orThe terms and limitations of any terrorism exclusion, or the inapplicability or omission of a 2.Radioactive material is released, and it terrorism exclusion, do not serve to create appears that one purpose of the "terrorism" coverage for injury or damage that is otherwise was to release such material; or excluded under this Coverage Part. Page 2 of 2© Insurance Services Office, Inc., 2015 CU 21 44 01 15 INSURED COPY EIL 01 510 07 08 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. POLLUTION CHANGES This endorsement modifies insurance provided under the following: COMMERCIAL AUTOMOBILE COVERAGE PART COMMERCIAL EXCESS LIABILITY COVERAGE PART COMMERCIAL GENERAL LIABILITY COVERAGE PART COMMERCIAL LIABILITY UMBRELLA COVERAGE PART COMMERCIAL PROPERTY COVERAGE PART PROFESSIONAL LIABILITY COVERAGE PART Any exclusion, limitation or other provision relating to pollutants ("pollutants"), or any amendment to or replacement of such exclusions, limitations or other provisions, applies whether or not the pollutant has any function in, or is of essential, integral, necessary or significant use to, your business, operations, premises, site or location. EIL 01 510 07 08Copyright, Everest Reinsurance Company, 2008Page 1 of 1 Includes copyrighted material of ISO Properties, Inc., 2007. INSURED COPY COMMERCIAL EXCESS LIABILITY EUM 00 513 05 09 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EXCLUSION – VIOLATION OF STATUTES THAT GOVERN E-MAILS, FAX, PHONE CALLS OR OTHER METHODS OF SENDING MATERIAL OR INFORMATION This endorsement modifies insurance provided under the following: COMMERCIAL EXCESS LIABILITY COVERAGE PART The following exclusion is added to Section I.B.,Exclusions: This insurance does not apply to: DISTRIBUTION OF MATERIAL IN VIOLATION OF STATUTES Any liability arising directly or indirectly out of any action or omission that violates or is alleged to violate: a.The Telephone Consumer Protection Act (TCPA), including any amendment of or addition to such law; or b.The CAN-SPAM Act of 2003,including any amendment of or addition to such law; c.The Fair Credit Reporting Act (FCRA), and any amendment of or addition to such law, including the Fair and Accurate Credit Transaction Act (FACTA); or d.Any federal, state or local statute, ordinance or regulation, other than the TCPA or CAN-SPAM Act of 2003 or FCRA, and their amendments and additions, that addresses, prohibits or limits the printing, dissemination, disposal, collecting, recording, sending, transmitting, communicating or distribution of material or information. EUM 00 513 05 09Includes copyrighted material of ISO Properties, Inc.,Page 1 of 1 with its permission. INSURED COPY COMMERCIAL EXCESS LIABILITY EUM 21 601 04 06 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EXCLUSION – ORGANIC PATHOGEN, MOLD OR FUNGUS This endorsement modifies insurance provided under the following: COMMERCIAL EXCESS LIABILITY COVERAGE PART A. The following exclusion is added to Section I.B., Exclusions: This insurance does not apply to: 1.Injury or damage which would not have occurred in whole or part but for the actual, alleged or threatened discharge, dispersal, seepage, migration, growth, release or escape of any "organic pathogen, mold or fungus" at any time. 2.Any loss, cost or expense arising out of any: a.Request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of any "organic pathogen, mold or fungus"; or b.Claim or suit by or on behalf of a governmental authority for damages because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing, or in any way responding to, or assessing the effects of, any "organic pathogen, mold or fungus". B. For the purposes of this endorsement, “organic pathogen, mold or fungus” means any bacteria, virus, fungi, mold, mildew or mycotoxin, or their spores, scent or byproducts. EUM 21 601 04 06Includes copyrighted material of ISO Properties, Inc.,Page 1 of 1 with its permission. INSURED COPY Policy Number:SI8EX02095221 COMMERCIAL UMBRELLA AND EXCESSLIABILITY EUM 21 609 04 06 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EXCLUSION - LEAD This endorsement modifies insurance provided under the following: COMMERCIALEXCESS LIABILITY COVERAGE PART The following is added to Paragraph B. Exclusions ofSection I. Coverage: This insurance does not apply toany liability arising out oftheexistence or “control” of thehazardous properties of lead,irrespective of the “form” or source of such lead. This exclusion applies, but is not limited to the following: 1.To liability assumed under any contract or agreement; 2.To any obligation to pay or indemnify any person, organization, or governmental agency for any portion of the injury, damage, or expense; and 3.To any supervision, instructions, recommendations, requests, warranties or representations (expressed or implied), warnings or advice given or which should have been given regarding the existence or “control” of the lead. When used in this exclusion: I. “Control” includes, but is not limited to testing, monitoring, abatement, clean-up, removal, containment, treatment, or disposal. II. “Form” means anything containing lead, including, but not limited to air, water, earth, dust, paint, plumbing solder, and pipes and fixtures. EUM 21 609 04 06Copyright, Everest Reinsurance Company, 2006Page 1 of 1 Includes copyrighted material of ISO Properties, Inc. with its permission. INSURED COPY COMMERCIAL EXCESS LIABILITY EUM 21 632 02 07 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EXCLUSION – EXTERIOR INSULATION AND FINISH SYSTEMS This endorsement modifies insurance provided under the following: COMMERCIAL EXCESS LIABILITY COVERAGE PART A. The following exclusion is added to paragraph B. B.As used in this endorsement: Exclusions under SECTION I- COVERAGES: “Exterior insulation and finish system” means a This insurance does not apply to any liability non-load bearing exterior cladding or finish arising out of:system, and all compound parts therein, used on any part of any structure, and consisting of: 1. The design, manufacture, construction, fabrication, preparation, distribution and sale, 1.A rigid or semi rigid insulation board made of installation, application, maintenance or expanded polystyrene or other materials; repair, including remodeling, service, 2.The adhesive and/or mechanical fasteners correction, or replacement of an “exterior used to attach the insulation board to the insulation and finish system” (commonly substrate; referred to as synthetic stucco) or any part 3. A reinforced or unreinforced base coat; and thereof, or any substantially similar system or any part thereof, including the application or 4. A finish coat providing surface texture color to use of conditioners, primers, accessories, which color may be added; and flashings, coatings, caulking or sealants in 5.Any flashing, caulking or sealant used with connection with such a system. the system for any purpose. 2. Any work or operations with respect to any exterior component, fixture or feature of any structure if an “exterior insulation and finish system”, or any substantially similar system, is used on the part of that structure containing that compound, feature or fixture. This exclusion applies to all work performed by you or on your behalf. EUM 21 632 02 07Includes copyrighted material of ISO Properties, Inc.,Page 1 of 1 used with its permission. INSURED COPY COMMERCIAL EXCESS LIABILITY EUM 21 638 02 07 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. TOTAL POLLUTION EXCLUSION This endorsement modifies insurance provided under the following: COMMERCIAL EXCESS LIABILITY COVERAGE PART Exclusion 4. Pollution in paragraph B. Exclusions under SECTION I – COVERAGES is replaced by the following: This insurance does not apply to: 4. Pollution a. Any liability arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of “pollutants” at any time. b.”Pollution cost or expense”. EUM 21 638 02 07Includes copyrighted material of ISO Properties, Inc., used with its Page 1 of 1 permission. INSURED COPY Policy Number:SI8EX02095221COMMERCIAL EXCESS LIABILITY EUM 21 689 05 06 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. TOTAL EXCLUSION – AUTO This endorsement modifies insurance provided under the following: COMMERCIAL EXCESS LIABILITY COVERAGE PART The following is added to Section I. B. Exclusions: This insurance does not apply to any liability arising out of the ownership, maintenance, use or entrustment to others of any “auto”. Use includes operation and “loading or unloading”. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment training or monitoring of others by that insured, if the “occurrence” which caused the liability involved the ownership, maintenance, use or entrustment to others of any “auto” that is owned or operated by or rented or loaned to any insured. EUM 21 689 05 06Copyright, Everest Reinsurance Company, 2006Page 1 of 1 Includes copyrighted material of ISO Properties, Inc., 2004 with its permission. INSURED COPY COMMERCIAL EXCESS LIABILITY EUM 21 748 05 06 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EMPLOYMENT-RELATED PRACTICES EXCLUSION This endorsement modifies insurance provided under the following: COMMERCIAL EXCESS LIABILITY COVERAGE PART A.The following exclusion is added to Section 1.B. Exclusions: This insurance does not apply to: An injury to: (1)A person arising out of any: (a)Refusal to employ that person; (b)Termination of that person's employment; or (c)Employment-related practices, policies, acts or omissions, such as coercion, demotion, evaluation, reassignment, discipline, defamation, harassment, humiliation or discrimination directed at that person; or (2)The spouse, child, parent, brother or sister of that person as a consequence of "bodily injury" to that person at whom any of the employment-related practices described in Paragraphs (a), (b), or (c) above is directed. This exclusion applies: (1)Whether the insured may be liable as an employer or in any other capacity; and (2)To any obligation to share damages with or repay someone else who must pay damages because of the injury. EUM 21 748 05 06Copyright, Insurance Services Office, Inc., 1997 Page 1 of 1 INSURED COPY COMMERCIAL EXCESS LIABILITY EUM 21 767 06 06 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EXCLUSION – WAR This endorsement modifies insurance provided under the following: COMMERCIAL EXCESS LIABILITY COVERAGE PART The following exclusion is added to Section I.B. Exclusions: This insurance does not apply to injury or damage, however caused, arising, directly or indirectly, out of: a.War, including undeclared or civil war; b.Warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any government, sovereign or other authority using military personnel or other agents; or c.Insurrection, rebellion, revolution, usurped power, or action taken by governmental authority in hindering or defending against any of these. EUM 21 767 06 06Includes copyrighted material of ISO Properties, Inc.,Page 1 of 1 used with its permission. INSURED COPY EUM 21 773 02 07 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EXCLUSION – SILICA This endorsement modifies insurance provided under the following: COMMERCIAL EXCESS LIABILITY COVERAGE PART The following exclusion is added to paragraph B. Exclusionsunder SECTION I- COVERAGES: a.Any liability arising, in whole or in part, out of actual or alleged threatened or suspected inhalation of, ingestion of, contact with, exposure to, existence of, or presence of “silica” or “silica- related dust ; or b. Any loss, cost or expense arising, in whole or in part, out of the abating, testing for, monitoring, cleaning up, removing, containing, treating, detoxifying, neutralizing, remediating, or disposing of or in any way responding to or assessing the effects of “silica” or “silica-related dust” by any insured or by any other person or entity. c.For the purposes of this endorsement “silica” means silicon dioxide (occurring in crystalline, amorphous and impure forms), silica particles, silica dust or silica compounds. d.For the purposes of this endorsement “silica- related dust” means a mixture or combination of silica and other dust or particles. EUM 21 773 02 07Includes copyrighted material of ISO Properties, Inc.,Page 1 of 1 used with its permission. INSURED COPY EUM 21 854 04 09 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EXCLUSION – CONTRACTORS PROFESSIONAL LIABILITY This endorsement modifies insurance provided under the following: COMMERCIAL EXCESS LIABILITY COVERAGE PART The following exclusion is added to B. Exclusions of SECTION I – COVERAGES: 1.This insurance does not apply to “bodily injury” or “property damage” arising out of the rendering of or failure to render any professional services by you or on your behalf, but only with respect to either or both of the following operations: a.Providing engineering, architectural or surveying services to others in your capacity as an engineer, architect or surveyor; and b.Providing, or hiring independent professionals to provide, engineering, architectural or surveying services in connection with construction work you perform. 2.Subject to Paragraph 3. below, professional services include: a.Preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders, or drawings and specifications; and b.Supervisory or inspection activities performed as part of any related architectural or engineering activities. 3.Professional services do not include services within construction means, methods, techniques, sequences and procedures employed by you in connection with your operations in your capacity as a construction contractor. EUM 21 854 04 09Copyright, Everest Reinsurance Company, 2008Page 1 of 1 Includes copyrighted material of ISO Properties, Inc. with its permission. INSURED COPY COMMERCIAL EXCESS LIABILITY EUM 21 856 04 09 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EXCLUSION – CONSOLIDATED (WRAP-UP) INSURANCE PROGRAMS This endorsement modifies insurance provided under the following: COMMERCIAL EXCESS LIABILITY COVERAGE PART The following exclusion is added to Paragraph B. ExclusionsofSECTION I - COVERAGES: This insurance does not apply to any liability arising out of any consolidated (wrap-up) insurance program or similar rating plan which the insured participates in, is covered by or has a financial interest in. This exclusion applies whether or not the consolidated (wrap-up) insurance program or similar rating plan: a.Provides coverage identical to that provided by this Policy; b.Has limits, deductibles or a self-insured retention adequate to cover all claims; or c.Remains in effect. EUM 21 856 04 09Includes copyrighted material of ISO Properties, Inc.,Page 1 of 1 used with its permission. INSURED COPY EUM 21 874 04 09 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EXCLUSION – COVERAGE PROVIDED BY UNDERLYING INSURANCE AT SUB-LIMITS This endorsement modifies insurance provided under the following: COMMERCIAL EXCESS LIABILITY COVERAGE PART The following exclusion is added to Paragraph B. Exclusions of SECTION I – COVERAGES: This insurance does not apply to any claims for damages that are subject to a sub-limit or to any limit of insurance that is less than the Each Occurrence Limit, Per Claim, Per Offense, Per Wrongful Act or other similar limit of insurance in “underlying insurance”. EUM 21 874 04 09Copyright, Everest Reinsurance Company, 2008Page 1 of 1 Includes copyrighted material of ISO Properties, Inc. with its permission. INSURED COPY Policy Number:SI8EX02095221COMMERCIAL EXCESS LIABILITY EUM 21 902 05 14 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EXCLUSION – ACCESS OR DISCLOSURE OF CONFIDENTIAL OR PERSONAL INFORMATION This endorsement modifies insurance provided under the following: COMMERCIAL EXCESS LIABILITY COVERAGE PART The following is added to Section I. B. Exclusions: This insurance does not apply to: Any liability arising out of any access to or disclosure of any person's or organization's confidential or personal information, including patents, trade secrets, processing methods, customer lists, financial information, credit card information, health information or any other type of nonpublic information. This exclusion applies even if damages are claimed for notification costs, credit monitoring expenses, forensic expenses, public relations expenses or any other loss, cost or expense incurred by you or others arising out of any access to or disclosure of any person's or organization's confidential or personal information. EUM 21 902 05 14Copyright, Everest Reinsurance Company, 2014Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc., 2014 with its permission. INSURED COPY COMMERCIAL EXCESS LIABILITY EUM 22 528 05 06 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EXCLUSION – CONTINUOUS OR PROGRESSIVE INJURY OR DAMAGE This endorsement modifies insurance provided under the following: COMMERCIAL EXCESS LIABILITY COVERAGE PART A. The following exclusion is added to Section I.B. Exclusions: This insurance does not apply to the “continuation” of injury or damage which “manifests” prior to the beginning of the policy period. B. As used in this endorsement: 1. “Continuation” includes any progression, change or resumption. 2. “Manifests” means: a. For “bodily injury”, when such injury, sickness or disease is first diagnosed; and b. For “property damage”, the earlier of when such damage is known to an insured or is first discovered by any person or organization whose property suffered such damage. EUM 22 528 05 06Includes copyrighted material of ISO Properties, Inc.,Page 1 of 1 used with its permission. 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