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Home My WebLink AboutSTRAIGHTLINE COMMUNICATIONS, LLC (4) INSURANCE ON FILE WORK MAY PROCEED N-2024-201 UNTIL INSUR Z EXPIRES CITY CL RK DATE: (0 1ZI 2,9 JUN 1 7 Luc" CITY OF SANTA ANA AGREEMENT WITH STRAIGHTLINE COMMUNICATIONS, LLC, 0: (et-i brar4"(o) FOR OUTDOOR SIGNAGE DESIGN SERVICES ( M.CaS 0 '\( =1 IS AGREEMENT is made and entered into on this 6th day of May, 2024 by and between Straightline Communications,LLC,a California limited liability company("Consultant"),and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California("City"). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of outdoor signage design services for the Outdoor Library at Jerome Park project. B. Consultant represents that Consultant is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth,the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall perform during the term of this Agreement, the tasks and obligations including all labor, materials, tools, equipment, and incidental customary work required to fully and adequately complete the services described and set forth in Exhibit A, attached hereto and incorporated by reference. 2. COMPENSATION a. City agrees to pay,and Consultant agrees to accept as total payment for its services for City, the rates and charges identified in Exhibit A. The total amount to be expended during the term of this Agreement shall not exceed Ten Thousand, Seven Hundred Dollars and 00/100($10,700). b. Payment by City shall be made within forty-five (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. City and Consultant agree that all payments due and owing under this Agreement shall be made through Automated Clearing House (ACH)transfers. Consultant agrees to execute the City's standard ACH Vendor Payment Authorization and provide required documentation. Upon verification of the data provided, the City will be authorized to deposit payments directly into Consultant's account(s)with financial institutions. Page 1 of 9 #19793v7 c. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall commence on the date first written above and expire on June 30, 2025, unless terminated earlier in accordance with Section 15, below. 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent Consultant 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 Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant 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. 5. 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 Consultant under this Agreement ("Documents & Data"). Consultant shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were provided to Consultant 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. 6. INSURANCE Prior to undertaking performance of work under this Agreement,Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance, as described below, for the entire Term of this Agreement, against claims for injuries to persons or damage to property which may arise from or in connection with services, products and materials supplied to City. Total cost of such insurance shall be borne by Consultant. a. Minimum Scope and Limit of Insurance Page2of9 #19793v7 (1) Commercial General Liability (CGL). Insurance Services Office ("ISO") 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 $1,000,000 per occurrence and $2,000,000 aggregate. Required policy limits can be met with primary and umbrella/excess insurance policies. (2) Automobile Liability. ISO Form CA 00 01 covering Code 1 (any auto), with limits 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. Coverage is not required if Consultant has no employees and signs request to waive. (4) Broader Coverage. If the Consultant 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 Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other Insurance Provisions The above required insurance policies are to contain or be endorsed to contain the following provisions: (1) 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 Consultant including materials, parts, or equipment furnished in connectionwith such work or operations. (2) Waiver of Subrogation. Consultant's insurance company(ies) agree(s) to waive all rights of subrogation against the City, its City Council, its officers, officials, employees, agents, and volunteers for losses paid under the terms of any policy which arise from work performed by Consultant under this Agreement. (3) Primary Coverage. For any claims related to this Agreement, Consultant's insurance coverage shall be primary and any insurance maintained by City, its City Council, its officers, officials, employees, agents, or volunteers shall not contribute with it. (4) Severability. A severability of interest provision must apply for all the additional insured, ensuring that Consultant's insurance shall apply separately Page 3 of 9 #19793v7 to each insured against whom a claim is made or suit is brought, except with respect to the insurer's limits of liability. (5) Cancellation. Insurance policy(ies)herein shall provide that coverage shall not be canceled, suspended,voided, reduced in coverage or in limits, non-renewed by the carrier, or materially changed except after thirty (30) days prior written notice has been given to City. Ten (10) days prior written notice shall be provided to City for policy cancellation or non-renewal due to non-payment. (6) Certificate Holder. The Certificate Holder on each evidence of insurance certificate shall be: City of Santa Ana, 20 Civic Center Plaza, Santa Ana, CA 92701. c. Self-Insured Retentions. Self-insured retentions must be declared to and approved by the City. The City may require Consultant 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. d. 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. e. Claims-Made Policies. If any of the required policies provide coverage on a claims-made basis: (1) The retroactive date must be shown and must be before the date of the Agreement. (2) Insurance must be maintained and evidence of insurance must be provided for at least three (3) years after completion of work. (3) If coverage is canceled or non-renewed, and not replaced with another claims- made policy form with a retroactive date prior to the Agreement effective date, Consultant must purchase "extended reporting" coverage for a minimum of three (3) years after completion of work. f. Verification of Coverage. Consultant 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 Consultant'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. Page 4 of 9 #19793v7 g. 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. 7. INDEMNIFICATION Consultant agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees,contractors,special counsel,and representatives from liability: (1)for personal injury,damages,just compensation,restitution,judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Contractor, its subcontractors, agents, employees, or other persons acting on its behalf which relates to the services described in section 1 of this Agreement; and(2) from any claim that personal injury, damages,just compensation, restitution,judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages,just compensation,restitution,judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution,judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding.Notwithstanding the foregoing, to the extent Contractor's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor. 8. INTELLECTUAL PROPERTY INDEMNIFICATION Consultant shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including costs, for infringement of any United States' letters patent,trademark, or copyright infringement, including costs,contained in the work product or documents provided by Consultant to the City pursuant to this Agreement. 9. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant 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 Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant 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. Consultant shall allow inspection of all work, data, documents,proceedings, and activities related to this Agreement for a period of three Page 5 of 9 #19793v7 (3) years from the date of final payment to Consultant under this Agreement. 10. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant 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 Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or(e) is independently developed by the Consultant without reference to information disclosed by the City. 11. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 12. NON-DISCRIMINATION Consultant 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. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 13. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to,the terms and conditions hereof, shall not bind or obligate Consultant 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 Page 6 of 9 #19793v7 party, which is not embodied herein. 14. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other Contractors retained by City. 15. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event,Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant 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 Consultant to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 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. 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. 18. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers,and exemptions necessary for the provision of the services hereunder Page7of9 #19793v7 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. Consultant 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. 19. NOTICE Any notice,tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section,to the following persons: To City: City Clerk City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: 714- 647-6956 With courtesy copies to: Executive Director, Library Services Agency City of Santa Ana 20 Civic Center Plaza(M-75) P.O. Box 1988 Santa Ana, California 92702 Fax: To Consultant: Straightline Communication,LLC Attn: Linda O'Hanlon, President 14930 Greenleaf Street Sherman Oaks, CA 91403 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four(24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. Page 8 of 9 #19793v7 20. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the 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. IN WITNESS WHEREOF,the parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY OF SANTA A 11111mr. At" F 4.1NT* Jennifer L ` ;;4 Alvaro Nunez C. .rl. Acting City Manager APPROVED AS TO FORM: SONIA R. CARVALHO CONSULTANT: City Attorney Linda Okwon By: Linda O'Hanlon (May 8,2024 17:49 PDT) Bra n Salvatierra Linda O'Hanlon Deputy City Attorney President RECOMMENDED FOR APPROVAL: Brian Sternber dy 6,2024 16:56 PDT) Brian Sternberg Executive Director Library Services Agency Page 9 of 9 #19793v7 EXHIBIT A Straightline Communications ¢ `' 14930 Greenleaf Street t t � Sherman Oaks,CA 91403 t vfl 618.366.1916 +` J i e nt www.straightlinecomm.com _ 1 C ,,11 nsl n at in n ICAO tl nk;l Estimate ADDRESS ESTIMATE 1007 Brian Sternberg DATE 03/29/2024 City of Santa Ana, Library Services 6 Civic Center Plaza SantaAna, CA 92701 PROJECT Jerome Outdoor Library Signage DATE ITEM TYPE DESCRIPTION HOURS RATE AMOUNT SLC Principal- Project Management:client meetings; 1 1,000.00 1,000.00 SAWR creative direction;coordination of reviews and approvals;and proofing final camera- ready art. SLC Principal- Copy Writing/Content Development for Kiosk 1 1,400.00 1,400.00 SAWR Wrap and five(5)Interpretive Signs. Graphic Design-SA Kiosk Wrap 1 1,450.00 1,450.00 Water Potential Sign Content:Introduce a"smart" butterfly or hummingbird inviting people to read the stories throughout the outdoor library.Wrap will include colorful illustrations,a QR code with a link to the Santa Ana Library,and a special thanks to the Santa Ana Water Resources Division and Santa Ana Parks&Recreation. Illustrations will use the color palette established for the windows of the shade enclosure. Graphic Design-SA Illustration of a"Smart"Butterfly or 1 550.00 550.00 Water Hummingbird.People will follow this character from one'story'to the next.After establishing the character,different poses will be created. Graphic Design-SA The Story of Water-Wise Planting 1 1,350.00 1,350.00 Water Potential Sign Content Benefits of converting lawns to water-wise landscapes in saving water(needing minimal irrigation), lower maintenance,less pesticides,and supporting local ecology.We'll use pictures and comparison of water use for different types of landscape. Graphic Design-SA The Story of Native Plants 1 1,200.00 1,200.00 Water Potential Sign Content:The importance of native plants in preserving the natural flora Page 1 of 2 unique to the region and providing habitats for native pollinators and butterflies.We'll include vibrant images and names of plants used in the planting area along with a key showing sunlight and water use. Graphic Design-SA The Story of the Watershed 1 1,200.00 1,200.00 Water Potential Sign Content:Colorful diagrams and descriptions of a watershed,illustrating the water cycle and inviting people to trace the flow of water from the mountains, through rivers/creeks,and to the ocean. We'll illustrate both surface water and groundwater[how the water feeds the deep aquifers beneath Santa Ana,providing 70% if the City's tap water.] Graphic Design-SA The Story of Rain Gardens 1 1,200.00 1,200.00 Water Potential Sign Content:Diagram of elements comprising a rain garden,including berms and swales,and a description of how rain gardens filter stormwater.We may suggest plants to use for rain gardens and show a rain barrel that can also be used to capture stormwater. Graphic Design-SA The Story of Permeability 1 1,350.00 1,350.00 Water Potential Sign Content:Colorful diagrams and descriptions of how water moves through different types of surfaces.We'll include pictures of different surfaces and definitions of pervious versus impervious. Total includes outside purchases of photos and illustrations[as needed]' TOTAL $10,700.00 three(3)rounds of revisions before generating camera-ready art.Artwork will he created according to specs provided by the client for the Kiosk Wrap and five(5)interpretive signs with the dimensions of(2)24"x 17.5"panels or(1)24"x 36"panel. All final camera-ready art subject to approval by the client.will be submitted on or before August 1. 2024. Terms: 25%will be billed upon the submission of the Written Content r'Design Concepts. 50%will be billed upon the submission of the Kiosk Wrap and Signage Design. 25%will be billed upon the submission of the Final Camera-Ready Art. Accepted By Accepted Date Page 2of2 '. Agreement.�Straightline LLC - Outdoor Library at Jerome Park Signage Design._FINAL_5.6.24 Final Audit Report 2024-05-09 Created: 2024-05-07 By: Ella Sepulveda(msepulveda@santa-ana.org) Status: Signed Transaction ID: CBJCHBCAABAAwjYPB_rb6R0PG6TJB9CgijWQlbgu1x-A "Agreement_Straightiine LLC - Outdoor Library at Jerome Park Signage Design_FINAL_5.6.24rr History Document created by Ella Sepulveda (msepulveda@santa-ana.org) 2024-05-07-0:35:14 AM GMT E4. Document emailed to Linda O'Hanlon (ohanlon@straightlinecomm.com)for signature 2024-05-07-0:35:19 AM GMT 5 Email viewed by Linda O'Hanlon (ohanlon@straightlinecomm.com) 2024-05-07-0:37:32 AM GMT A, Document e-signed by Linda O'Hanlon (ohanlon@straightlinecomm.com) Signature Date:2024-05-09-0:49:01 AM GMT-Time Source:server ei Agreement completed. 2024-05-09-0:49:01 AM GMT Adobe Acrobat Sign Aco OR ® CERTIFICATE OF LIABILITY INSURANCE DATEIMM/DD/YYYY) ‘11......--/ 01/17/2024 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Hiscox Inc.d/b/a/Hiscox Insurance Agency in CA PHONE I FAX 5 Concourse Parkway I MA Lo.Ext): (888)202-3007 (a ,Nod: Suite 2150 nD s: •ontac hiscox.cgm Atlanta GA,30328 • e - I to R; A ' it C ,© NAIL a INSURED I INSURERA: Hiscox Ins.rance C• pany Inc I 10200 .5Esti STRAIGHTLINE COMMUNICATIONS 14930 Greenleaf Street S • d o — Sherman Oaks, CA 91403 IN:...: R D: IN Da e• I11PZ IIIT'1111 Aft- — 0 INSURER F: COVERAGES CE' A T ' :. ! 0, I BER: THIS IS TO CERTIFY TH• THE '0 • S b S ANC F O JE BlE D/TQ.ARYSL7F I AMUA VE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM 'JR',ONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSU.3P.:4CE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER POLICY EFF POLICY EXP LIMITS (MM/DDIYYYY) (MMIDD/YYYY) X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 CLAIMS-MADE X OCCUR PR S RENTED PREEMIMI E SES((Ea occurrence) $ 100,000 MED EXP(Any one person) $ 5,000 A Y Y P100.042.462.10 01/12/2024 01/12/2025 PERSONAL&ADVINJURY $ 0 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 PE�X POLICY J LOC PRODUCTS-COMP/OP AGG $ SIT Gen.Agg. OTHER: $ - . AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ (Ea accident) ANY AUTO BODILY INJURY(Per person) $ ALL OWNED (- SCHEDULED BODILY INJURY(Per accident) $ AUTOS _.AUTOS NON-OWNED PROPERTY DAMAGE $ HIRED AUTOS ., AUTOS (Per accident) $ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED I RETENTION S $ WORKERS COMPENSATION PER OTH- STATUTE ER AND EMPLOYERS'LIABILITY Y/N ' ANYPROPRIETOR/PARTNERfEXECUTIVE E.L.EACH ACCIDENT $ OFFICER/MEMBEREXCLUDED? N/A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ A Professional Liability Y Y P100.042.069.10 01/12/2024 01/12/2025 Each Claim:$1,000,000 Aggregate:$2,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS I VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) City of Santa Ana,its officers,employees,agents and representatives are Additional Insureds with respect to General and Professional Liability per the attached endorsements as required by written contract. Insurance Primary and Non-contributory.Waiver of Subrogation applies.Hiscox will provide 30 Days Notice of Can cellation with 10 Days Notice for Non-Payment of Premium in accordance with the policy provisions. CERTIFICATE HOLDER CANCELLATION City of Santa Ana,Risk Management Division 20 Civic Center Plaza,4th floor SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Santa Ana,CA 92701 THE EXPIRATION DATE THEREOF. NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PRC\ f ,1,L,IN, Risk Masagenett Division .. g///��-''. REVIEWED&APPROVED BY: AUTHORIZED REPRESENTATIVE �/ i 1 Ii■•11 � Jl, A A,W I --=�' �' �--- R� isk Management Specialist ©1988-2015 ACORD I/ \ ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD �,,^1 STRACOM-01 LEUJAI ,%C R1 CERTIFICATE OF LIABILITY INSURANCE DATE(MMIDD/YYYY) 1/17/2024 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). I-PRODUCERCONTACT NAME;_ __ Auto Club Services,LLC PHONE ' FAX 2601 S.Figueroa St (Arc,No,Ext):(888)416-2402 I(NC,No): MS H302 EMAIL Los Angeles,CA 90007 _ADDRESS: INSURER(S)AFFORDING COVERAGE NAIC# INSURER A:Infinity Select 20260 INSURED INSURER B: Stralghtline Communications,LLC INSURER C: Linda O'Hanlon 14930 Greenleaf St INSURER D: Sherman Oaks,CA 91403 INSURERS: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: _ THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. me I TYPE OF INSURANCE IADDL,SUBRI I POLICY EFF ' POLICY EXP ' —"" _LIB 'INSD YIVD POLICY NUMBER I IMMt00/YYYYI I IMM!DD(YYYY)1 LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE 5 _ _ CLAIMS MADE OCCURDAMAGE d S TO RENTED w PREMISES l$ - MED EXP(Any one person) S PERSONAL a ADV INJURY S GEN'L AGGREGATE LIMIT APPLIES PER. GENERAL AGGREGATE S POLICY EECT LOC PRODUCTS-COMP/OP AGG J OTHER $ A AUTOMOBILE L1ABIUTY I EaIeBINEpD�SINGLE LIMITS 1,000,000 ANY AUTO X I X ,50003423001 2/13/2024 2/13/2025 BODILY INJURY(Per person) $ OIMIEDONLY X,SCHEDULED --- AUTOS AUUTOSSy�/ryEp BODILY INJURY(Per accdent) S _ AUTOS ONLY AUTOS ONLY (Peraccideent) AGE $ - S _ UMBRELLA LIAR OCCUR EACH OCCURRENCE $ _ EXCESSLU\B CLAIMS-MADE AGGREGATE S DED I RETENTION S S WORKERS COMPENSATION I • PER OTH- AND EMPLOYERS'LIABILITY `1 N STATUTE ER ANY PROPRIETOR/PARTNER/EXECUTIVE EL EACH S O FICERIMEMBER EXCLUDED? j_J N f A — (t andatory In NIl) If yes,desrnbe under E L DISEASE-EA EMPLOYEE;S DESCRIPTION OF OPERATIONS below E L DISEASE-POLICY LIMIT $ i i DESCRIPTION OF OPERATIONS 1 LOCATIONS!VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached If more space Is re qulred) City of Santa Ana,its officers,employees,agents and representatives are Additional Insureds with respect to Commercial Auto Liability per the attached endorsements as required by written contract Insurance Primary and Non-Contributory.Waiver of Subrogation applies, Kemper Infinity Commercial Auto will provide 30 Days Notice of Cancellation with 10 Days Notice for Non-Payment of Premium in accordance with the policy provisions. Schedule Auto:2019 BMW X3 Vinf SUXTR7C54KLR51417 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Santa Ana THE EXPIRATION DATE THEREI� ACCORDANCE WITH THE POLICY PF Risk Management Division,4th Floor , ort RiskManagemelltDivis)on 20 Civic Center Plaza /�� REVIEWED&APPRCNED BY: Santa Ana,CA 92702 AUTHORIZED REPRESENTATIVE I� ��; �� _"� °;S�IiL7I_IILL A tQceva"a U ��, Risk Management Specialist ACORD 25(2016/03) 01988-2015 ACORD..,,,,,, S,,,,,,,,,,,,, 1,ff.„y„W 103CrVCY•\ The ACORD name and logo are registered marks of ACORD WORKERS' COMPENSATION DECLARATION I Linda O'Hanlon, President hereby affirm under penalty of (Name/Title) perjury, the following declaration: I certify on behalf of Straightline Communications that during the term of my contract with the Santa Ana Library, City of Santa Ana, I will (Organization Name) not employ any person in any manner so as to become subject to the workers' compensation laws of California and agree that if I should become subject to the workers' compensation provisions of Section 3700 of the Labor Code, I shall forthwith comply with those provisions. DATE: June 7, 2024 By: Name: Linda O'Hanlon Title: President Telephone: 818-386-1916 WARNING: FAILURE TO SECURE WORKERS' COMPENSATION COVERAGE IS UNLAWFUL, AND SHALL SUBJECT AN EMPLOYER TO CRIMINAL PENALTIES AND CIVIL FINES UP TO ONE HUNDRED THOUSAND DOLLARS ($100,000). IN ADDITION TO THE COST OF COMPENSATION, DAMAGES AS PROVIDED FOR IN SECTION 3706 OF THE LABOR CODE, INTEREST, AND ATTORNEY'S FEES. Risk MxnaanattDivis[on 3r� REVIEWED&APPROVED BY: I' 111f o A Aaty€ immix Risk Management Specialist KEMPERAuto Kemper Auto Commercial 11700 Great Oaks Way, Suite 450 COMMERCIAL Alpharetta, GA 30022 Underwritten by: Infinity Select Insurance Company Customer Service: (800)722-3391 Claims Service: (800)334-1661 ADDITIONAL NAMED INSURED ENDORSEMENT Copy To Policy ID Number Expiration Date 50003423001 02/13/2025 12:01 a.m. CITY OF SANTA ANA RISK MANAGEMENT Named Insured 20 CIVIC CENTER PLAZA .— SANTA ANA, CA 92702 Straightline Communications,LLC This endorsement is attached to and forms a part of the listed policy. No changes will be effective prior to the time changes are requested. Additional Insured CITY OF SANTA ANA RISK MANAGEMENT Part A-Liability Coverage, is changed as follows: The definition of insured is changed to include the additional insured named above. Adding an insured will not increase the limit of our liability. The insurance provided by this endorsement will be excess over any other valid and collectible insurance. All other parts of this Policy remain unchanged. \ / , c Risk Mesa aenLDMsion 3; REVIEWED&APPRovED BY: q.n Risk Management Specialist ADDL INSURED COPY HMwLNu L AI t : 0211 JP2U24 50461AIS01 ENDORSEMENT:4-1 KEMPERAUto Kemper Auto Commercial COMMERCIAL 11700 Great Oaks Way, Suite 450 Alpharetta, GA 30022 Underwritten by: Infinity Select Insurance Company Customer Service: (800)722-3391 Claims Service: (800)334-1661 WAIVER OF SUBROGATION Copy To Policy ID Number Expiration Date 50003423001 02/13/2025 12:01 a.m. CITY OF SANTA ANA RISK MANAGEMENT Named Insured 20 CIVIC CENTER PLAZA SANTA ANA, CA 92702 Straightline Communications, LLC This endorsement is attached to and forms a part of the listed policy.No changes will be effective prior to the time changes are requested. In return for your premium payment shown below,we agree that our rights of subrogation or rights of recovery under the policy will not apply against the following person or organization: CITY OF SANTA ANA RISK MANAGEMENT (name of person or organization) Additional premium in the amount of$50.00 will be retained by us regardless of any early termination of this endorsement or the policy. All other policy provisions remain unchanged. r o_. E Risk Mana�nentDivtsion f. REVIEWED/&APPROVED BY: li ' /li- A N''CAto Risk Management Specialist ADDL INSURED COPY HMtINU UHI t : U2/I JILU24 50461SWF01 ENDORSEMENT:4-2 (EMPER AUtr Kemper Auto Commercial 11700 Great Oaks Way, Suite 450 COMMERCIAL Alpharetta, GA 30022 Underwritten by: Infinity Select Insurance Company Customer Service:(800)722-3391 Claims Service: (800)334-1661 PRIMARY AND NONCONTRIBUTORY ENDORSEMENT Copy To Policy ID Number Expiration Date 50003423001 02/13/2025 12:01 a.m. CITY OF SANTA ANA RISK MANAGEMENT Named Insured 20 CIVIC CENTER PLAZA SANTA ANA,CA 92702 Straightline Communications, LLC This endorsement is attached to and forms a part of the listed policy.The following endorsement applies only if Form Number 500PNCV01 appears on your Declarations Page. This endorsement modifies the insurance provided under your COMMERCIAL AUTO POLICY, PART A-LIABILITY COVERAGE OTHER INSURANCE-PART A ONLY The following is added to this section: The coverage afforded under your Commercial Auto Policy is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: a, You have agreed in writing in a contract or agreement that the coverage afforded under your Commercial Auto Policy would be primary and would not seek contribution from any other insurance available to such additional insured;and b. Such additional insured is a named insured under such other insurance. ALL OTHER TERMS, LIMITS,CONDITIONS, AND PROVISIONS OF THE POLICY REMAIN UNCHANGED. Risk Management atvls[On �� REVIEWED&APPROVED BY: Rftlpll�A Ada Aceva t, cliznamost Risk Management Specialist ADDL INSURED COPY fAMEND UAI E : 02/13/2024 500PNCV01 ENDORSEMENT:4-1 eto HISCOX HISCOX INSURANCE COMPANY INC. (A Stock Company) encourage courage 104 South Michigan Avenue, Suite 600, Chicago, Illinois 60603 Commercial General Liability Declarations 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. Declaration effective from: January 12, 2024 Policy No.: P100.042.462.10 Renewal of: P100.042.462.9 Named Insured: STRAIGHTLINE COMMUNICATIONS Address: 14930 Greenleaf Street Sherman Oaks, CA 91403 Email Address: ohanlon@straightlinecomm.com January 12,2024 January 12, 2025 Policy period: From: To: At 12:01 A.M. (Standard Time)at the address shown above. Form of Business: Limited Liability Company Each Occurrence Limit: $1,000,000 Damage to Premises Rented to You Limit: $100,000 Any one premises Medical Expense Limit: $5,000 Any one person Personal&Advertising Injury Limit: $0 Any one person or organization General Aggregate Limit: $2,000,000 Products/Completed Operations Products-completed operations are subject to the General Aggregate Limit Aggregate Limit: Supplemental Business Personal Property Floater $0 Coverage Limit: Supplemental Business Personal Property Floater Not Applicable Coverage Deductible: All Premises You Own, Rent or Occupy Premises Number: 1 Address: 14930 Greenleaf Street Sherman Oaks, CA 91403 Total Premium: 420.00 Attachments: See attached Forms and Endorsements Schedule. Rlsk Management Division 3?g( ii REVIEWED&APPROVED BY• VI A Aa4/445 Risk Management Specialist CGL D001 10 18 Includes copyrighted material of Insurance Services Office, Inc.,v Kai, its permission.©ISO Properties, Inc.,2000 H I SCOX HISCOX INSURANCE COMPANY INC. (A Stock Company) encourage courage' 104 South Michigan Avenue, Suite 600, Chicago, Illinois 60603 IN WITNESS WHEREOF,the Insurer indicated above has caused this Policy to be signed by its President and Secretary,but this Policy shall not be effective unless also signed by the Insurer's duly authorized representative. President Secretary J Authorized Representative Risk Managatuatt Divbion =q. REVIEWED&APPROVED BY: '' rq Atwak mom Risk Management Specialist CGL D001 10 18 Includes copyrighted material of Insurance Services Office, Inc.,v/ ayc its permission.©ISO Properties, Inc.,2000 H I SCOX HISCOX INSURANCE COMPANY INC. (A Stock Company) encourage courage' 104 South Michigan Avenue,Suite 600, Chicago, Illinois 60603 Forms and Endorsements Schedule Forms and Endorsements made part of this policy at time of issue: CGL D001 10 18- Commercial General Liability Declarations INT D001 01 10- Forms and Endorsements Schedule CG 00 01 12 07- General Liability Coverage Form CGL E5401 CW (03/10)- Definition of Employee CGL E5403 CW(03/10)- Notice Information CGL E5404 CW (03/10)- Exclusion - Personal Information CGL E5407 CW(03/10)- Exclusion - Professional Services CGL E5408 CW(03/10)- Cancellation Provision (14 Day Full Refund) CGL E5409 CW(03/10)- Right and Duty to Select Defense Counsel CGL E5421 CW(02/14)-Additional Insured -Automatic Status IL 00 17 11 98- Common Policy Conditions IL 00 21 09 08- Nuclear Energy Liability Exclusion Endorsement(Broad Form) CG 00 68 05 09- Recording and Distribution of Material or Information in Violation of Law Exclusion CG 21 41 11 85- Exclusion- Intercompany Products Suits CG 21 38 11 85- Exclusion- Personal and Advertising Injury IL 02 70 09 08- California Changes- Cancellation and Nonrenewal CG 32 34 01 05-California Changes CGL E5581 CW (03/16)- Primary and Noncontributory-Other Insurance Condition CGL E5402 CW(03/10)- Modified Waiver of Transfer of Rights of Recovery Against Others To Us CGL E5405 CW(03/10)- Exclusion- Damage to Primary Residence IL 09 85 12 20- Disclosure Pursuant To Terrorism Risk Insurance Act CG 21 70 01 15-Cap On Losses From Certified Acts Of Terrorism CG 20 26 07 04-Additional Insured - Designated Person or Organization CGL E1954 CW(05/20)-Asbestos- Exclusion CGL E1975 CW(05/20)- Limitation of Coverage to Business Operations CG 21 32 05 09-Communicable Disease Exclusion CGL E2227 CW(03/23)-Amended War Exclusion INT N003 CW(01/19)- Policyholder Notice Electronic Delivery INT N001 CW(01/09)- Economic And Trade Sanctions Policyholder Notice 40'�--,a R Risk ManagementDivistan EVI EW &APPROVED ED APPROV BY: [i(it�` p �.a f}Cevaa iisminam Risk Management Specialist INT D001 01 10 / i ayc i ,i et% H I SCOX COMMERCIAL GENERAL LIABILITY CG 00 01 12 07 COMMERCIAL GENERAL LIABILITY COVERAGE FORM Various provisions in this policy restrict coverage. b. This insurance applies to "bodily injury" and Read the entire policy carefully to determine rights, "property damage"only if: duties and what is and is not covered. (1) The "bodily injury" or "property damage" is Throughout this policy the words "you" and "your" caused by an "occurrence" that takes place refer to the Named Insured shown in the Declarations, in the "coverage territory"; and any other person or organization qualifying as a (2) The "bodily injury" or "property damage" Named Insured under this policy. The words "we", occurs during the policy period; and us and "our" refer to the company providing this insurance. (3) Prior to the policy period, no insured listed The word "insured" means any person or organization under Paragraph 1. of Section II — Who Is Anqualifying as such under Section II — Who Is An In- by Insured ande nor "employee"iveauthorized by you to give or receive notice of an oc- su red. currence" or claim, knew that the "bodily in- Other words and phrases that appear in quotation jury" or "property damage" had occurred, in marks have special meaning. Refer to Section V — whole or in part. If such a listed insured or Definitions. authorized "employee" knew, prior to the SECTION I—COVERAGES policy period, that the "bodily injury" or "property damage" occurred, then any con- COVERAGE A BODILY INJURY AND PROPERTY tinuation, change or resumption of such DAMAGE LIABILITY "bodily injury" or "property damage" during 1. Insuring Agreement or after the policy period will be deemed to a. We will pay those sums that the insured be have been known prior to the policy period. comes legally obligated to pay as damages c. "Bodily injury" or "property damage" which because of"bodily injury" or"property damage" occurs during the policy period and was not, to which this insurance applies. We will have prior to the policy period, known to have oc- the right and duty to defend the insured against curred by any insured listed under Paragraph any "suit" seeking those damages. However, 1. of Section II — Who Is An Insured or any we will have no duty to defend the insured "employee" authorized by you to give or re- against any "suit" seeking damages for "bodily ceive notice of an "occurrence" or claim, in- injury" or "property damage" to which this in- cludes any continuation, change or resumption surance does not apply. We may, at our discre- of that "bodily injury" or "property damage" af- tion, investigate any "occurrence" and settle ter the end of the policy period. any claim or"suit"that may result. But: d. "Bodily injury" or "property damage" will be (1) The amount we will pay for damages is deemed to have been known to have occurred limited as described in Section III — Limits at the earliest time when any insured listed un- Of Insurance; and der Paragraph 1. of Section II — Who Is An In- (2) Our right and duty to defend ends when we sured or any "employee" authorized by you to have used up the applicable limit of insur give or receive notice of an "occurrence" or ance in the payment of judgments or set- claim: tlements under Coverages A or B or medi- (1) Reports all, or any part, of the "bodily injury" cal expenses under Coverage C. or "property damage" to us or any other in- No other obligation or liability to pay sums or surer; perform acts or services is covered unless ex- (2) Receives a written or verbal demand or plicitly provided for under Supplementary Pay- claim for damages because of the "bodily ments—Coverages A and B. injury"or"property damage"; or (3) Becomes aware \ -�,___ ._ -___ .,_ / "bodily injury" or'K Risk Management D[Ws[on curred or has begseh REVIEWED&APPROVED BY: ',' 1114 AciViga �' Risk Management Specialist CG 00 01 12 07 ©ISO Properties, Inc., 2006 Page 1 of 16 0 e. Damages because of "bodily injury" include c. Liquor Liability damages claimed by any person or organiza- "Bodily injury" or "property damage" for which tion for care, loss of services or death resulting any insured may be held liable by reason of: at any time from the "bodily injury". (1) Causing or contributing to the intoxication of 2. Exclusions any person; This insurance does not apply to: (2) The furnishing of alcoholic beverages to a a. Expected Or Intended Injury person under the legal drinking age or un- "Bodily injury" or "property damage" expected der the influence of alcohol; or or intended from the standpoint of the insured. (3) Any statute, ordinance or regulation relating This exclusion does not apply to "bodily injury" to the sale, gift, distribution or use of alco- resulting from the use of reasonable force to holic beverages. protect persons or property. This exclusion applies only if you are in the b. Contractual Liability business of manufacturing, distributing, selling, "Bodily injury" or "property damage" for which serving or furnishing alcoholic beverages. the insured is obligated to pay damages by d. Workers' Compensation And Similar Laws reason of the assumption of liability in a con- Any obligation of the insured under a workers' tract or agreement. This exclusion does not compensation, disability benefits or unem- apply to liability for damages: ployment compensation law or any similar law. (1) That the insured would have in the absence e. Employer's Liability of the contract or agreement; or (2) Assumed in a contract or agreement that is "Bodily injury"to: an "insured contract", provided the "bodily (1) An "employee" of the insured arising out of injury" or "property damage" occurs subse- and in the course of: quent to the execution of the contract or (a) Employment by the insured; or agreement. Solely for the purposes of liabil- (b) Performing duties related to the conduct ity assumed in an "insured contract", rea- of the insured's business; or sonable attorney fees and necessary litiga- tion expenses incurred by or for a party (2) The spouse, child, parent, brother or sister other than an insured are deemed to be of that "employee" as a consequence of damages because of "bodily injury" or Paragraph (1) above. "property damage", provided: This exclusion applies whether the insured (a) Liability to such party for, or for the cost may be liable as an employer or in any other of, that party's defense has also been capacity and to any obligation to share dam- assumed in the same "insured contract"; ages with or repay someone else who must and pay damages because of the injury. (b) Such attorney fees and litigation ex- This exclusion does not apply to liability as- penses are for defense of that party sumed by the insured under an "insured con- against a civil or alternative dispute tract". resolution proceeding in which damages to which this insurance applies are al- leged. n'�'� ,.e �N onNe Rlsk�DtviskM 3p A. REVIEWED&APPROVED BY: ammo Risk Management Specialist Page 2 of 16 ©ISO Properties, Inc., 2006 CG 00 0112 07 0 f. Pollution (d) At or from any premises, site or location (1) "Bodily injury" or "property damage" arising on which any insured or any contractors out of the actual, alleged or threatened dis or subcontractors working directly or in charge, dispersal, seepage, migration, re- forming on any insured's behalf are per lease or escape of"pollutants": forming operations if the "pollutants" are brought on or to the premises, site or lo- (a) At or from any premises, site or location cation in connection with such opera- which is or was at any time owned or tions by such insured, contractor or sub- occupied by, or rented or loaned to, any contractor. However, this subparagraph insured. However, this subparagraph does not apply to: does not apply to: (1) "Bodily injury" or "property damage" (i) "Bodily injury" if sustained within a arising out of the escape of fuels, lu- building and caused by smoke, bricants or other operating fluids fumes, vapor or soot produced by or which are needed to perform the originating from equipment that is normal electrical, hydraulic or me- used to heat, cool or dehumidify the chanical functions necessary for the building, or equipment that is used to operation of "mobile equipment" or heat water for personal use, by the its parts, if such fuels, lubricants or building's occupants or their guests; other operating fluids escape from a (ii) "Bodily injury" or "property damage" vehicle part designed to hold, store for which you may be held liable, if or receive them. This exception does you are a contractor and the owner not apply if the "bodily injury" or or lessee of such premises, site or "property damage" arises out of the location has been added to your pol- intentional discharge, dispersal or re- icy as an additional insured with re- lease of the fuels, lubricants or other spect to your ongoing operations operating fluids, or if such fuels, lu- performed for that additional insured bricants or other operating fluids are at that premises, site or location and brought on or to the premises, site or such premises, site or location is not location with the intent that they be and never was owned or occupied discharged, dispersed or released as by, or rented or loaned to, any in- part of the operations being per- sured, other than that additional in- formed by such insured, contractor sured; or or subcontractor; (iii) "Bodily injury" or "property damage" (ii) "Bodily injury" or "property damage" arising out of heat, smoke or fumes sustained within a building and from a "hostile fire"; caused by the release of gases, (b) At or from any premises, site or location fumes or vapors from materials which is or was at any time used by or brought into that building in connec- for any insured or others for the han- tion with operations being performed dling, storage, disposal, processing or by you or on your behalf by a con treatment of waste; tractor or subcontractor; or (c) Which are or were at any time trans- (iii) "Bodily injury" or "property damage" ported, handled, stored, treated, dis- posed of, or processed as waste by or from a "hostile fire". for: (e) At or from any premises, site or location (i) Any insured; or on which any insured or any contractors or subcontractors working directly or in- (ii) Any person or organization for whom directly on any insured's behalf are per- you may be legally responsible; or forming operations if the operations are to test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the ef- fects of, "pollutants". Rtde Mwwgeenent Division II REVIEWED&APPROVED BY: A Aawed azimmEt Risk Management Specialist CG 00 01 12 07 ©ISO Properties, Inc., 2006 Page 3 of 16 0 (2) Any loss, cost or expense arising out of (5) "Bodily injury" or "property damage" arising any: out of: (a) Request, demand, order or statutory or (a) The operation of machinery or equip- regulatory requirement that any insured ment that is attached to, or part of, a or others test for, monitor, clean up, re- land vehicle that would qualify under the move, contain, treat, detoxify or neutral- definition of"mobile equipment" if it were ize, or in any way respond to, or assess not subject to a compulsory or financial the effects of, "pollutants"; or responsibility law or other motor vehicle (b) Claim or "suit" by or on behalf of a gov insurance law in the state where it is li ernmental authority for damages be- cause of testing for, monitoring, cleaning (b) the operation of any of the machinery or up, removing, containing, treating, de- equipment listed in Paragraph f.(2) or toxifying or neutralizing, or in any way f.(3) of the definition of "mobile equip- responding to, or assessing the effects ment". of, "pollutants". h. Mobile Equipment However, this paragraph does not apply to "Bodily injury" or "property damage" arising out liability for damages because of "property of: damage" that the insured would have in the absence of such request, demand, order or (1) The transportation of"mobile equipment" by statutory or regulatory requirement, or such an "auto"owned or operated by or rented or claim or "suit" by or on behalf of a govern- loaned to any insured; or mental authority. (2) The use of "mobile equipment" in, or while g. Aircraft, Auto Or Watercraft in practice for, or while being prepared for, "Bodily injury" or "property damage" arising out any prearranged racing, speed, demolition, of the ownership, maintenance, use or en- trustment or stunting activity. to others of any aircraft, "auto"or wa- i. War tercraft owned or operated by or rented or "Bodily injury" or "property damage", however loaned to any insured. Use includes operation caused, arising, directly or indirectly, out of: and "loading or unloading". (1) War, including undeclared or civil war; This exclusion applies even if the claims (2) Warlike action by a military force, including against any insured allege negligence or other action in hindering or defending against an wrongdoing in the supervision, hiring, employ- actual or expected attack, by any govern- ment, training or monitoring of others by that insured, if the "occurrence" which caused the ment, sovereign or other authority using "bodily injury" or "property damage" involved military personnel or other agents; or the ownership, maintenance, use or entrust- (3) Insurrection, rebellion, revolution, usurped ment to others of any aircraft, "auto" or water- power, or action taken by governmental au- craft that is owned or operated by or rented or thority in hindering or defending against any loaned to any insured. of these. This exclusion does not apply to: j. Damage To Property (1) A watercraft while ashore on premises you "Property damage"to: own or rent; (1) Property you own, rent, or occupy, including (2) A watercraft you do not own that is: any costs or expenses incurred by you, or (a) Less than 26 feet long; and any other person, organization or entity, for repair, replacement, enhancement, restora- (b) Not being used to carry persons or tion or maintenance of such property for property for a charge; any reason, including prevention of injury to (3) Parking an "auto" on, or on the ways next a person or damage to another's property; to, premises you own or rent, provided the (2) Premises you sell, give away or abandon, if "auto" is not owned by or rented or loaned the "property damage" arises out of any to you or the insured; part of those premises; (4) Liability assumed under any "insured con- (3) Property loaned to you; tract" for the ownership, maintenance or (4) Personal property\ use of aircraft or watercraft; or control of the insur o °^�� Risk M"ta8entenUIviamn /It�� ✓lic,. REVIEWED&APPROVED By: A Acv4 Risk Management Specialist Page 4 of 16 © ISO Properties, Inc., 2006 CG 00 01 12 07 ❑ (5) That particular part of real property on This exclusion does not apply to the loss of use which you or any contractors or subcontrac- of other property arising out of sudden and ac- tors working directly or indirectly on your cidental physical injury to "your product" or behalf are performing operations, if the "your work" after it has been put to its intended "property damage" arises out of those op- use. erations; or n. Recall Of Products,Work Or Impaired (6) That particular part of any property that Property must be restored, repaired or replaced be- Damages claimed for any loss, cost or ex- cause "your work" was incorrectly per- pense incurred by you or others for the loss of formed on it. use, withdrawal, recall, inspection, repair, re- Paragraphs (1), (3) and (4) of this exclusion do placement, adjustment, removal or disposal of: not apply to "property damage" (other than (1) "Your product"; damage by fire) to premises, including the con- tents of such premises, rented to you for a pe- (2) "Your work"; or riod of 7 or fewer consecutive days. A separate (3) "Impaired property"; limit of insurance applies to Damage To Prem- if such product, work, or property is withdrawn ises Rented To You as described in Section III or recalled from the market or from use by any —Limits Of Insurance. person or organization because of a known or Paragraph (2) of this exclusion does not apply suspected defect, deficiency, inadequacy or if the premises are "your work" and were never dangerous condition in it. occupied, rented or held for rental by you. o. Personal And Advertising Injury Paragraphs (3), (4), (5) and (6) of this exclu "Bodily injury" arising out of "personal and ad- sion do not apply to liability assumed under a vertising injury". sidetrack agreement. Paragraph (6) of this exclusion does not apply p Electronic Data to "property damage" included in the "products- Damages arising out of the loss of, loss of use completed operations hazard". of, damage to, corruption of, inability to access, k. Damage To Your Product or inability to manipulate electronic data. "Property damage"to "your product"arising out As used in this exclusion, electronic data of it or any part of it. means information, facts or programs stored as or on, created or used on, or transmitted to or I. Damage To Your Work from computer software, including systems and "Property damage" to "your work" arising out of applications software, hard or floppy disks, CD- it or any part of it and included in the"products- ROMS, tapes, drives, cells, data processing completed operations hazard". devices or any other media which are used This exclusion does not apply if the damaged with electronically controlled equipment. work or the work out of which the damage q. Distribution Of Material In Violation Of arises was performed on your behalf by a sub- Statutes contractor. "Bodily injury" or "property damage" arising di- m. Damage To Impaired Property Or Property rectly or indirectly out of any action or omission Not Physically Injured that violates or is alleged to violate: "Property damage" to "impaired property" or (1) The Telephone Consumer Protection Act property that has not been physically injured, (TCPA), including any amendment of or arising out of: addition to such law; or (1) A defect, deficiency, inadequacy or danger- (2) The CAN-SPAM Act of 2003, including any ous condition in "your product" or "your amendment of or addition to such law; or work"; or (3) Any statute, ordinance or regulation, other (2) A delay or failure by you or anyone acting than the TCPA or CAN-SPAM Act of 2003, on your behalf to perform a contract or that prohibits or limits the sending, transmit- agreement in accordance with its terms. ting, communicating or distribution of mate- rial or information. d1,9- t Risk Management Division /7 '‘ REVIEWED&APPROVED By: lit Ilk Aapzeto Risk Management Specialist CG 00 01 12 07 © ISO Properties, Inc., 2006 Page 5 of 16 ❑ Exclusions c. through n. do not apply to damage c. Material Published Prior To Policy Period by fire to premises while rented to you or tempo- "Personal and advertising injury" arising out of rarily occupied by you with permission of the oral or written publication of material whose owner. A separate limit of insurance applies to this first publication took place before the beginning coverage as described in Section III - Limits Of of the policy period. Insurance. COVERAGE B PERSONAL AND ADVERTISING d. Criminal Acts INJURY LIABILITY "Personal and advertising injury" arising out of 1. Insuring Agreement a criminal act committed by or at the direction of the insured. a. We will pay those sums that the insured be- e. Contractual Liability comes legally obligated to pay as damages because of "personal and advertising injury" to "Personal and advertising injury" for which the which this insurance applies. We will have the insured has assumed liability in a contract or right and duty to defend the insured against agreement. This exclusion does not apply to li- any "suit" seeking those damages. However, ability for damages that the insured would have we will have no duty to defend the insured in the absence of the contract or agreement. against any "suit" seeking damages for "per- f. Breach Of Contract sonal and advertising injury" to which this in "Personal and advertising injury" arising out of surance does not apply. We may, at our discre- con- tion, investigate any offense and settle any a breach of contract, except an implied claim or"suit"that may result. But: tract to use another's advertising idea in your "advertisement". (1) The amount we will pay for damages is limited as described in Section III - Limits g. Quality Or Performance Of Goods-Failure Of Insurance; and To Conform To Statements (2) Our right and duty to defend end when we "Personal and advertising injury" arising out of have used up the applicable limit of insur- the failure of goods, products or services to ante in the payment of judgments or set- conform with any statement of quality or per- tlements under Coverages A or B or medi- cal expenses under Coverage C. h. Wrong Description Of Prices No other obligation or liability to pay sums or "Personal and advertising injury" arising out of perform acts or services is covered unless ex- the wrong description of the price of goods, plicitly provided for under Supplementary Pay- products or services stated in your "advertise- ments-Coverages A and B. ment". b. This insurance applies to "personal and adver- i. Infringement Of Copyright, Patent, tising injury" caused by an offense arising out Trademark Or Trade Secret of your business but only if the offense was "Personal and advertising injury" arising out of committed in the "coverage territory" during the the infringement of copyright, patent, trade- policy period. mark, trade secret or other intellectual property 2. Exclusions rights. Under this exclusion, such other intellec- This insurance does not apply to: tual property rights do not include the use of another's advertising idea in your "advertise- a. Knowing Violation Of Rights Of Another ment". "Personal and advertising injury" caused by or However, this exclusion does not apply to in- at the direction of the insured with the knowl- fringement, in your "advertisement", of copy- edge that the act would violate the rights of an- right, trade dress or slogan. other and would inflict "personal and advertis- j, Insureds In Media And Internet Type ing injury". Businesses b. Material Published With Knowledge Of "Personal and advertising injury" committed by Falsity an insured whose business is: "Personal and advertising injury" arising out of (1) Advertising, broadcasting, publishing or oral or written publication of material, if done by telecasting; or at the direction of the insured with knowl- edge2Designing or dete-M-�'-�- -�-~'^~' ^° ••�^" of its falsity. 9 9 sites for others; or RiskManagement Division n Nan vCREVIEWED&APPROVED BY: li: 11, Acsv4 �' Risk Management Specialist Page 6 of 16 © ISO Properties, Inc., 2006 CG 00 01 12 07 0 (3) An Internet search, access, content or (3) Insurrection, rebellion, revolution, usurped service provider. power, or action taken by governmental au- However, this exclusion does not apply to thority in hindering or defending against any Paragraphs 14.a., b. and c. of "personal and of these. advertising injury" under the Definitions Sec- p. Distribution Of Material In Violation Of tion. Statutes For the purposes of this exclusion, the placing "Personal and advertising injury" arising di- of frames, borders or links, or advertising, for rectly or indirectly out of any action or omission you or others anywhere on the Internet, is not that violates or is alleged to violate: by itself, considered the business of advertis- (1) The Telephone Consumer Protection Act ing, broadcasting, publishing or telecasting. (TCPA), including any amendment of or k. Electronic Chatrooms Or Bulletin Boards addition to such law; or "Personal and advertising injury" arising out of (2) The CAN-SPAM Act of 2003, including any an electronic chatroom or bulletin board the in- amendment of or addition to such law; or sured hosts, owns, or over which the insured (3) Any statute, ordinance or regulation, other exercises control. than the TCPA or CAN-SPAM Act of 2003, I. Unauthorized Use Of Another's Name Or that prohibits or limits the sending, transmit- Product ting, communicating or distribution of mate- "Personal and advertising injury" arising out of rial or information. the unauthorized use of another's name or COVERAGE C MEDICAL PAYMENTS product in your e-mail address, domain name 1. Insuring Agreement or metatag, or any other similar tactics to mis- lead another's potential customers. a. We will pay medical expenses as described below for"bodily injury"caused by an accident: m. Pollution "Personal and advertising injury" arising out of (1) On premises you own or rent; the actual, alleged or threatened discharge, (2) On ways next to premises you own or rent; dispersal, seepage, migration, release or es- or cape of"pollutants"at any time. (3) Because of your operations; n. Pollution-Related provided that: Any loss, cost or expense arising out of any: (a) The accident takes place in the "cover- (1) Request, demand, order or statutory or age territory" and during the policy pe- regulatory requirement that any insured or riod; others test for, monitor, clean up, remove, (b) The expenses are incurred and reported contain, treat, detoxify or neutralize, or in to us within one year of the date of the any way respond to, or assess the effects accident; and of, "pollutants"; or (c) The injured person submits to examina- (2) Claim or suit by or on behalf of a govern- tion, at our expense, by physicians of mental authority for damages because of our choice as often as we reasonably testing for, monitoring, cleaning up, remov- require. ing, containing, treating, detoxifying or neu- b. We will make these payments regardless of tralizing, or in any way responding to, or fault. These payments will not exceed the ap- assessing the effects of, "pollutants". plicable limit of insurance. We will pay reason- o. War able expenses for: "Personal and advertising injury", however (1) First aid administered at the time of an caused, arising, directly or indirectly, out of: accident; (1) War, including undeclared or civil war; (2) Necessary medical, surgical, x-ray and (2) Warlike action by a military force, including dental services, including prosthetic de- action in hindering or defending against an vices; and actual or expected attack, by any govern- (3) Necessary ambulance, hospital, profes- ment, sovereign or other authority using sional nursing and funeral services. military personnel or other agents; or ot,,.o^ a Mak%alagemedDivis[on o/in I'°c. REVIEWED&APPROVED BY: _', A1U Avg �' Risk Management Specialist / CG 00 01 12 07 ©ISO Properties, Inc., 2006 Page 7 of 16 0 2. Exclusions f. Prejudgment interest awarded against the We will not pay expenses for"bodily injury": insured on that part of the judgment we pay. If we make an offer to pay the applicable limit of a. Any Insured insurance, we will not pay any prejudgment in- To any insured, except"volunteer workers". terest based on that period of time after the of- b. Hired Person fen. To a person hired to do work for or on behalf of g. All interest on the full amount of any judgment any insured or a tenant of any insured. that accrues after entry of the judgment and before we have paid, offered to pay, or depos- c. Injury On Normally Occupied Premises ited in court the part of the judgment that is To a person injured on that part of premises within the applicable limit of insurance. you own or rent that the person normally occu- These payments will not reduce the limits of insur- pies. ance. d. Workers Compensation And Similar Laws 2. If we defend an insured against a "suit" and an To a person, whether or not an "employee" of indemnitee of the insured is also named as a party any insured, if benefits for the "bodily injury" to the "suit", we will defend that indemnitee if all of are payable or must be provided under a work- the following conditions are met: ers' compensation or disability benefits law or a a. The "suit" against the indemnitee seeks dam- similar law. ages for which the insured has assumed the li- e. Athletics Activities ability of the indemnitee in a contract or agree- To a person injured while practicing, instructing meat that is an "insured contract"; or participating in any physical exercises or b. This insurance applies to such liability as- games, sports, or athletic contests. sumed by the insured; f. Products-Completed Operations Hazard c. The obligation to defend, or the cost of the Included within the "products completed opera defense of, that indemnitee, has also been as- tions hazard". sumed by the insured in the same "insured contract"; g. Coverage A Exclusions d. The allegations in the "suit" and the information Excluded under Coverage A. we know about the "occurrence" are such that SUPPLEMENTARY PAYMENTS—COVERAGES A no conflict appears to exist between the inter- AND B ests of the insured and the interests of the in- 1. We will pay, with respect to any claim we investi- demnitee; gate or settle, or any "suit" against an insured we e. The indemnitee and the insured ask us to defend: conduct and control the defense of that indem- nitee against such "suit" and agree that we can a. All expenses we incur. assign the same counsel to defend the insured b. Up to $250 for cost of bail bonds required and the indemnitee; and because of accidents or traffic law violations f. The indemnitee: arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We (1) Agrees in writing to: do not have to furnish these bonds. (a) Cooperate with us in the investigation, c. The cost of bonds to release attachments, but settlement or defense of the"suit"; only for bond amounts within the applicable (b) Immediately send us copies of any limit of insurance. We do not have to furnish demands, notices, summonses or legal these bonds. papers received in connection with the d. All reasonable expenses incurred by the in- "suit"; sured at our request to assist us in the investi- (c) Notify any other insurer whose coverage gation or defense of the claim or "suit", includ- is available to the indemnitee; and ing actual loss of earnings up to $250 a day (d) Cooperate with us with respect to coor- because of time off from work. dinating other applicable insurance e. All court costs taxed against the insured in the available to the indemnitee; and "suit". However, these payments do not include (2) Provides us with w,++o„ +.• attorneys' fees or attorneys' expenses taxed \ /' against the insured. (a) Obtain record: Risk M iaganettDivistart related to the", REVIEWED&APPROVED BY: A Acwak iimassam Risk Management Specialist Page 8 of 16 © ISO Properties, Inc., 2006 CG 00 01 12 07 ❑ (b) Conduct and control the defense of the 2. Each of the following is also an insured: indemnitee in such "suit". a. Your "volunteer workers" only while performing So long as the above conditions are met, attor- duties related to the conduct of your business, neys' fees incurred by us in the defense of that in- or your "employees", other than either your demnitee, necessary litigation expenses incurred "executive officers" (if you are an organization by us and necessary litigation expenses incurred other than a partnership,joint venture or limited by the indemnitee at our request will be paid as liability company) or your managers (if you are Supplementary Payments. Notwithstanding the a limited liability company), but only for acts provisions of Paragraph 2.b.(2) of Section I—Coy- within the scope of their employment by you or erage A — Bodily Injury And Property Damage Li- while performing duties related to the conduct ability, such payments will not be deemed to be of your business. However, none of these "em- damages for"bodily injury" and "property damage" ployees" or "volunteer workers" are insureds and will not reduce the limits of insurance. for: Our obligation to defend an insured's indemnitee (1) "Bodily injury" or "personal and advertising and to pay for attorneys'fees and necessary litiga- injury": tion expenses as Supplementary Payments ends (a) To you, to your partners or members (if when we have used up the applicable limit of in- you are a partnership or joint venture), surance in the payment of judgments or settle- to your members (if you are a limited li- ments or the conditions set forth above, or the ability company), to a co-employee" terms of the agreement described in Paragraph f. while in the course of his or her em- above, are no longer met. ployment or performing duties related to SECTION II—WHO IS AN INSURED the conduct of your business, or to your 1. If you are designated in the Declarations as: other "volunteer workers" while perform ing duties related to the conduct of your a. An individual, you and your spouse are insur- business; eds, but only with respect to the conduct of a business of which you are the sole owner. (b) To the spouse, child, parent, brother or sister of that co-"employee" or "volun- b. A partnership or joint venture, you are an in- teer worker" as a consequence of Para- sured. Your members, your partners, and their graph (1)(a) above; spouses are also insureds, but only with re- spect to the conduct of your business. (c) For which there is any obligation to company, share damages with or repay someone c. A limited liability p y, you are an insured. else who must pay damages because of Your members are also insureds, but only with the injury described in Paragraphs (1)(a) respect to the conduct of your business. Your or(b) above; or managers are insureds, but only with respect (d) Arising out of his or her providing or to their duties as your managers. d. An organization other than a partnership, joint failingro provide professional health care services. venture or limited liability company, you are an insured. Your "executive officers" and directors (2) "Property damage"to property: are insureds, but only with respect to their du- (a) Owned, occupied or used by, ties as your officers or directors. Your stock- (b) Rented to, in the care, custody or con- holders are also insureds, but only with respect trol of, or over which physical control is to their liability as stockholders. being exercised for any purpose by e. A trust, you are an insured. Your trustees are you, any of your "employees", "volunteer also insureds, but only with respect to their du- workers", any partner or member (if you are ties as trustees. a partnership or joint venture), or any mem- ber(if you are a limited liability company). Joy.�P Risk Management aviston .. di \.i REVIEWED&APPROVED BY: Aaiago Risk Management Specialist CG 00 01 12 07 ©ISO Properties, Inc., 2006 Page 9 of 16 0 b. Any person (other than your "employee" or 3. The Products-Completed Operations Aggregate "volunteer worker"), or any organization while Limit is the most we will pay under Coverage A for acting as your real estate manager. damages because of "bodily injury" and "property c. Any person or organization having proper damage" included in the "products-completed op- temporary custody of your property if you die, erations hazard". but only: 4. Subject to Paragraph 2. above, the Personal and (1) With respect to liability arising out of the Advertising Injury Limit is the most we will pay un- maintenance or use of that property; and der Coverage B for the sum of all damages be cause of all "personal and advertising injury" sus- (2) Until your legal representative has been tamed by any one person or organization. appointed. 5. Subject to Paragraph 2. or 3. above, whichever d. Your legal representative if you die, but only applies, the Each Occurrence Limit is the most we with respect to duties as such. That represen- will pay for the sum of: tative will have all your rights and duties under this Coverage Part. a. Damages under Coverage A; and 3. Any organization you newly acquire or form, other b. Medical expenses under Coverage C than a partnership, joint venture or limited liability because of all "bodily injury" and "property dam- company, and over which you maintain ownership age"arising out of any one "occurrence". or majority interest, will qualify as a Named In- 6. Subject to Paragraph 5. above, the Damage To sured if there is no other similar insurance avail- Premises Rented To You Limit is the most we will able to that organization. However: pay under Coverage A for damages because of a. Coverage under this provision is afforded only "property damage" to any one premises, while until the 90th day after you acquire or form the rented to you, or in the case of damage by fire, organization or the end of the policy period, while rented to you or temporarily occupied by you whichever is earlier; with permission of the owner. b. Coverage A does not apply to "bodily injury" or 7. Subject to Paragraph 5. above, the Medical Ex- "property damage" that occurred before you pense Limit is the most we will pay under Cover- acquired or formed the organization; and age C for all medical expenses because of"bodily c. Coverage B does not apply to "personal and injury"sustained by any one person. advertising injury" arising out of an offense The Limits of Insurance of this Coverage Part apply committed before you acquired or formed the separately to each consecutive annual period and to organization. any remaining period of less than 12 months, starting No person or organization is an insured with respect with the beginning of the policy period shown in the to the conduct of any current or past partnership, joint Declarations, unless the policy period is extended venture or limited liability company that is not shown after issuance for an additional period of less than 12 as a Named Insured in the Declarations. months. In that case, the additional period will be SECTION III— LIMITS OF INSURANCE deemed part of the last preceding period for purposes of determining the Limits of Insurance. 1. The Limits of Insurance shown in the Declarations SECTION IV—COMMERCIAL GENERAL LIABILITY and the rules below fix the most we will pay re- CONDITIONS gardless of the number of: 1. Bankruptcy a. Insureds; Bankruptcy or insolvency of the insured or of the b. Claims made or"suits" brought; or insured's estate will not relieve us of our obliga- c. Persons or organizations making claims or tions under this Coverage Part. bringing "suits". 2. Duties In The Event Of Occurrence, Offense, 2. The General Aggregate Limit is the most we will Claim Or Suit pay for the sum of: a. You must see to it that we are notified as soon a. Medical expenses under Coverage C; as practicable of an "occurrence" or an offense b. Damages under Coverage A, except damages which may result in a claim. To the extent pos because of"bodily injury" or"property damage" Bible, notice should include: included in the "products-completed operations (1) How, when and where the "occurrence" or hazard"; and offense took place; c. Damages under Coverage B. (2) The names and E\ / Risk Management Division persons and witne: 3rs� REVIEWED&APPROVED BY: °i AFiZZ AGeVele .2332211it' Risk Management Specialist Page 10 of 16 ©ISO Properties, Inc., 2006 CG 00 01 12 07 ❑ (3) The nature and location of any injury or 4. Other Insurance damage arising out of the "occurrence" or If other valid and collectible insurance is available offense. to the insured for a loss we cover under Cover- b. If a claim is made or "suit" is brought against ages A or B of this Coverage Part, our obligations any insured, you must: are limited as follows: (1) Immediately record the specifics of the a. Primary Insurance claim or"suit"and the date received; and This insurance is primary except when Para- (2) Notify us as soon as practicable. graph b. below applies. If this insurance is pri- You must see to it that we receive written no mary, our obligations are not affected unless tice of the claim or "suit" as soon as practica- any of the other insurance is also primary. ble. Then, we will share with all that other insur- ance by the method described in Paragraph c. c. You and any other involved insured must: below. (1) Immediately send us copies of any de- b. Excess Insurance mands, notices, summonses or legal pa- pers received in connection with the claim (1) This insurance is excess over: or"suit"; (a) Any of the other insurance, whether (2) Authorize us to obtain records and other primary, excess, contingent or on any information; other basis: (3) Cooperate with us in the investigation or (i) That is Fire, Extended Coverage, settlement of the claim or defense against Builder's Risk, Installation Risk or the "suit"; and similar coverage for"your work"; (4) Assist us, upon our request, in the en- (ii) That is Fire insurance for premises forcement of any right against any person rented to you or temporarily occu or organization which may be liable to the pied by you with permission of the insured because of injury or damage to owner; which this insurance may also apply. (iii) That is insurance purchased by you d. No insured will, except at that insured's own to cover your liability as a tenant for cost, voluntarily make a payment, assume any "property damage" to premises obligation, or incur any expense, other than for rented to you or temporarily occu first aid, without our consent. pied by you with permission of the owner; or 3. Legal Action Against Us (iv) If the loss arises out of the mainte- No person or organization has a right under this nance or use of aircraft, "autos" or Coverage Part: watercraft to the extent not subject to a. To join us as a party or otherwise bring us into Exclusion g. of Section I — Coverage a "suit"asking for damages from an insured; or A— Bodily Injury And Property Dam- b. To sue us on this Coverage Part unless all of age Liability. its terms have been fully complied with. (b) Any other primary insurance available to A person or organization may sue us to recover on you covering liability for damages aris an agreed settlement or on a final judgment ing out of the premises or operations, or against an insured; but we will not be liable for the products and completed operations, damages that are not payable under the terms of for which you have been added as an this Coverage Part or that are in excess of the ap additional insured by attachment of an plicable limit of insurance. An agreed settlement endorsement. means a settlement and release of liability signed (2) When this insurance is excess, we will have by us, the insured and the claimant or the claim- no duty under Coverages A or B to defend ant's legal representative. the insured against any "suit" if any other insurer has a duty to defend the insured against that "suit". If no other insurer de- fends, we will undertake to do so, but we will be entitled to the insured's rights against all those oh r inciirprc Risk Management DivisionI ?� cREVIEWED&APPROVED BY: ;i � , r An A fT+ ALw4 liMGMBEEt Risk Management Specialist CG 00 01 12 07 © ISO Properties, Inc., 2006 Page 11 of 16 ❑ (3) When this insurance is excess over other c. We have issued this policy in reliance upon insurance, we will pay only our share of the your representations. amount of the loss, if any, that exceeds the 7. Separation Of Insureds sum of: Except with respect to the Limits of Insurance, and (a) The total amount that all such other any rights or duties specifically assigned in this insurance would pay for the loss in the Coverage Part to the first Named Insured, this in- absence of this insurance; and surance applies: (b) The total of all deductible and self- a. As if each Named Insured were the only insured amounts under all that other in- Named Insured; and surance. b. Separately to each insured against whom claim (4) We will share the remaining loss, if any, is made or"suit" is brought. with any other insurance that is not de- scribed in this Excess Insurance provision 8. Transfer Of Rights Of Recovery Against Others and was not bought specifically to apply in To Us excess of the Limits of Insurance shown in If the insured has rights to recover all or part of the Declarations of this Coverage Part. any payment we have made under this Coverage c. Method Of Sharing Part, those rights are transferred to us. The in- If all of the other insurance permits contribution sured must do nothing after loss to impair them. At by equal shares, we will follow this method our request, the insured will bring "suit" or transfer also. Under this approach each insurer those rights to us and help us enforce them. con- tributes equal amounts until it has paid its ap- 9. When We Do Not Renew plicable limit of insurance or none of the loss If we decide not to renew this Coverage Part, we remains,whichever comes first. will mail or deliver to the first Named Insured If any of the other insurance does not permit shown in the Declarations written notice of the contribution by equal shares, we will contribute nonrenewal not less than 30 days before the expi- by limits. Under this method, each insurer's ration date. share is based on the ratio of its applicable If notice is mailed, proof of mailing will be sufficient limit of insurance to the total applicable limits of proof of notice. insurance of all insurers. SECTION V—DEFINITIONS 5. Premium Audit 1. "Advertisement" means a notice that is broadcast a. We will compute all premiums for this Cover- or published to the general public or specific mar- age Part in accordance with our rules and ket segments about your goods, products or ser- rates. vices for the purpose of attracting customers or b. Premium shown in this Coverage Part as ad- supporters. For the purposes of this definition: vance premium is a deposit premium only. At a. Notices that are published include material the close of each audit period we will compute placed on the Internet or on similar electronic the earned premium for that period and send means of communication; and notice to the first Named Insured. The due date b. Regarding web-sites, only that part of a web- for audit and retrospective premiums is the site that is about your goods, products or ser- date shown as the due date on the bill. If the vices for the purposes of attracting customers sum of the advance and audit premiums paid for the policy period is greater than the earned or supporters is considered an advertisement. premium, we will return the excess to the first 2. "Auto" means: Named Insured. a. A land motor vehicle, trailer or semitrailer de- c. The first Named Insured must keep records of signed for travel on public roads, including any the information we need for premium computa- attached machinery or equipment; or tion, and send us copies at such times as we b. Any other land vehicle that is subject to a corn- may request. pulsory or financial responsibility law or other 6. Representations motor vehicle insurance law in the state where it is licensed or principally garaged. By accepting this policy, you agree: a. The statements in the Declarations are accu- However, "auto" does not include "mobile equip- rate and complete; equip- ment". b. Those statements are based upon representa- Risk MxrwgnnentDivision tions you made to us; and REVIEWED&APPROVED BY: ' — -- Risk Management Specialist Page 12 of 16 ©ISO Properties, Inc., 2006 CG 00 01 12 07 ❑ 3. "Bodily injury" means bodily injury, sickness or 9. "Insured contract" means: disease sustained by a person, including death re- a. A contract for a lease of premises. However, suiting from any of these at any time. that portion of the contract for a lease of prem- 4. "Coverage territory" means: ises that indemnifies any person or organiza- a. The United States of America (including its tion for damage by fire to premises while territories and possessions), Puerto Rico and rented to you or temporarily occupied by you Canada; with permission of the owner is not an "insured contract"; b. International waters or airspace, but only if the injury or damage occurs in the course of travel b. A sidetrack agreement; or transportation between any places included c. Any easement or license agreement, except in in Paragraph a. above; or connection with construction or demolition op- erationsc. All other parts of the world if the injury or dam on or within 50 feet of a railroad; age arises out of: d. An obligation, as required by ordinance, to (1) Goods or products made or sold by you in indemnify a municipality, except in connection the territory described in Paragraph a. with work for a municipality; above; e. An elevator maintenance agreement; (2) The activities of a person whose home is in f. That part of any other contract or agreement the territory described in Paragraph a. pertaining to your business (including an in- above, but is away for a short time on your demnification of a municipality in connection business; or with work performed for a municipality) under (3) "Personal and advertising injury" offenses which you assume the tort liability of another that take place through the Internet or simi- party to pay for"bodily injury"or"property dam- lar electronic means of communication age" to a third person or organization. Tort li- ability means a liability that would be imposed provided the insured's responsibility to pay dam- by law in the absence of any contract or ages is determined in a "suit" on the merits, in the agreement. territory described in Paragraph a. above or in a settlement we agree to. Paragraph f. does not include that part of any contract or agreement: 5. "Employee" includes a "leased worker". "Em (1) That indemnifies a railroad for"bodily injury" ployee"does not include a "temporary worker". or "property damage" arising out of con- 6. "Executive officer" means a person holding any of struction or demolition operations, within 50 the officer positions created by your charter, con- feet of any railroad property and affecting stitution, by-laws or any other similar governing any railroad bridge or trestle, tracks, road- document. beds,tunnel, underpass or crossing; 7. "Hostile fire" means one which becomes uncon- (2) That indemnifies an architect, engineer or trollable or breaks out from where it was intended surveyor for injury or damage arising out of: to be. (a) Preparing, approving, or failing to pre- 8. "Impaired property" means tangible property, other pare or approve, maps, shop drawings, than "your product" or "your work", that cannot be opinions, reports, surveys, field orders, used or is less useful because: change orders or drawings and specifi- a. It incorporates "your product" or "your work" cations; or that is known or thought to be defective, defi- (b) Giving directions or instructions, or cient, inadequate or dangerous; or failing to give them, if that is the primary b. You have failed to fulfill the terms of a contract cause of the injury or damage; or or agreement; (3) Under which the insured, if an architect, if such property can be restored to use by the re- engineer or surveyor, assumes liability for pair, replacement, adjustment or removal of "your an injury or damage arising out of the in- product" or "your work" or your fulfilling the terms sured's rendering or failure to render pro- of the contract or agreement. fessional services, including those listed in (2) above and supervisory, inspection, ar- chitectural or engineering activities. Risk ManagrmentDMsIon A. REVIEWED&APPROVED BY: Risk Management Specialist `, / CG 00 01 12 07 © ISO Properties, Inc., 2006 Page 13 of 16 0 10."Leased worker" means a person leased to you by However, self-propelled vehicles with the fol- a labor leasing firm under an agreement between lowing types of permanently attached equip- you and the labor leasing firm, to perform duties ment are not "mobile equipment" but will be related to the conduct of your business. "Leased considered "autos": worker" does not include a "temporary worker". (1) Equipment designed primarily for: 11."Loading or unloading" means the handling of (a) Snow removal; property: a. After it is moved from the place where it is (b) Road maintenance, but not construction accepted for movement into or onto an aircraft, or resurfacing;or watercraft or"auto"; (c) Street cleaning; b. While it is in or on an aircraft, watercraft or (2) Cherry pickers and similar devices mounted "auto"; or on automobile or truck chassis and used to c. While it is being moved from an aircraft, water raise or lower workers; and craft or"auto"to the place where it is finally de- (3) Air compressors, pumps and generators, livered; including spraying, welding, building clean- but "loading or unloading" does not include the ing, geophysical exploration, lighting and well servicing equipment. movement of property by means of a mechanical device, other than a hand truck, that is not at- However, "mobile equipment" does not include tached to the aircraft,watercraft or"auto". any land vehicles that are subject to a compulsory equipment" means any of the following or financial responsibility law or other motor vehi- 12."Mobilecle insurance law in the state where it is licensed types of land vehicles, including any attached ma- or principally garaged. Land vehicles subject to a chinery or equipment: compulsory or financial responsibility law or other a. Bulldozers, farm machinery, forklifts and other motor vehicle insurance law are considered vehicles designed for use principally off public "autos". roads; 13."Occurrence" means an accident, including con- b. Vehicles maintained for use solely on or next to tinuous or repeated exposure to substantially the premises you own or rent; same general harmful conditions. c. Vehicles that travel on crawler treads; 14."Personal and advertising injury" means injury, d. Vehicles, whether self-propelled or not, main- including consequential "bodily injury", arising out tamed primarily to provide mobility to perma- nently mounted: a. False arrest, detention or imprisonment; (1) Power cranes, shovels, loaders, diggers or b. Malicious prosecution; drills; or c. The wrongful eviction from, wrongful entry into, (2) Road construction or resurfacing equipment or invasion of the right of private occupancy of such as graders, scrapers or rollers; a room, dwelling or premises that a person oc- e. Vehicles not described in Paragraph a., b., c. cupies, committed by or on behalf of its owner, or d. above that are not self-propelled and are landlord or lessor; maintained primarily to provide mobility to per- d. Oral or written publication, in any manner, of manently attached equipment of the following material that slanders or libels a person or or- types: ganization or disparages a person's or organi- (1) Air compressors, pumps and generators, zation's goods, products or services; including spraying, welding, building clean- e. Oral or written publication, in any manner, of ing, geophysical exploration, lighting and material that violates a person's right of pri- well servicing equipment; or vacy; (2) Cherry pickers and similar devices used to f. The use of another's advertising idea in your raise or lower workers; "advertisement"; or f. Vehicles not described in Paragraph a., b., c. g. Infringing upon another's copyright, trade dress or d. above maintained primarily for purposes or slogan in your"advertisement". other than the transportation of persons or cargo. \ �,„.oj.,,f Risk Management Divis tan ?� REVIEWED&APPROV®8Y: °i A Acev hs iismait Risk Management Specialist Page 14 of 16 ©ISO Properties, Inc., 2006 CG 00 01 12 07 ❑ 15."Pollutants" mean any solid, liquid, gaseous or b. Loss of use of tangible property that is not thermal irritant or contaminant, including smoke, physically injured. All such loss of use shall be vapor, soot, fumes, acids, alkalis, chemicals and deemed to occur at the time of the "occur- waste. Waste includes materials to be recycled, rence"that caused it. reconditioned or reclaimed. For the purposes of this insurance, electronic data 16."Products-completed operations hazard": is not tangible property. a. Includes all "bodily injury" and "property dam- As used in this definition, electronic data means age" occurring away from premises you own or information, facts or programs stored as or on, rent and arising out of "your product" or "your created or used on, or transmitted to or from corn- work" except: puter software, including systems and applications (1) Products that are still in your physical pos software, hard or floppy disks, CD ROMS, tapes, session; or drives, cells, data processing devices or any other media which are used with electronically controlled (2) Work that has not yet been completed or equipment. abandoned. However, "your work" will be deemed completed at the earliest of the fol- 18."Suit" means a civil proceeding in which damages lowing times: because of "bodily injury", "property damage" or "personal and advertising injury" to which this in- (a) When all of the work called for in your surance applies are alleged. "Suit" includes: contract has been completed. a. An arbitration proceeding in which such dam- (b) When all of the work to be done at the ages are claimed and to which the insured job site has been completed if your con- must submit or does submit with our consent; tract calls for work at more than one job or site. b. Any other alternative dispute resolution pro- (c) When that part of the work done at a job ceeding in which such damages are claimed site has been put to its intended use by and to which the insured submits with our con- any person or organization other than sent. another contractor or subcontractor working on the same project. 19."Temporary worker" means a person who is fur- that mayneed service, maintenance, nished to you to substitute for a permanent "em- Work ployee" on leave or to meet seasonal or short-term correction, repair or replacement, but which workload conditions. is otherwise complete, will be treated as completed. 20."Volunteer worker" means a person who is not your"employee", and who donates his or her work b. Does not include "bodily injury" or "property and acts at the direction of and within the scope of damage"arising out of: duties determined by you, and is not paid a fee, (1) The transportation of property, unless the salary or other compensation by you or anyone injury or damage arises out of a condition in else for their work performed for you. or on a vehicle not owned or operated by 21."Your product": you, and that condition was created by the "loading or unloading"of that vehicle by any a. Means: insured; (1) Any goods or products, other than real (2) The existence of tools, uninstalled equip- property, manufactured, sold, handled, dis- ment or abandoned or unused materials; or tributed or disposed of by: (3) Products or operations for which the classi- (a) You; fication, listed in the Declarations or in a (b) Others trading under your name; or policy schedule, states that products- (c) A person or organization whose busi- completed operations are subject to the ness or assets you have acquired; and General Aggregate Limit. (2) Containers (other than vehicles), materials, 17."Property damage" means: parts or equipment furnished in connection a. Physical injury to tangible property, including with such goods or products. all resulting loss of use of that property. All b. Includes: such loss of use shall be deemed to occur at the time of the physical injury that caused it; or (1) Warranties or representations made at any time with respect 1\ rability, performan o�, Risk Mxnstgeirtetttxvialott uct"; and 447 4 REVIEWED&APPROVED BY: { Risk Management Specialist CG 00 01 12 07 © ISO Properties, Inc., 2006 Page 15 of 16 ❑ (2) The providing of or failure to provide warn- ings or instructions. c. Does not include vending machines or other property rented to or located for the use of oth- ers but not sold. 22."Your work": a. Means: (1) Work or operations performed by you or on your behalf; and (2) Materials, parts or equipment furnished in connection with such work or operations. b. Includes: (1) Warranties or representations made at any time with respect to the fitness, quality, du- rability, performance or use of "your work", and (2) The providing of or failure to provide warn- ings or instructions. RiekManagemenLDivision ai c° REVIEWED&APPROVEDBY: 3;lisp ��. atgeto imam=' Risk Management Specialist / 1 Page 16 of 16 ©ISO Properties, Inc., 2006 CG 00 01 12 07 ❑ H I SCOX encourage courage" Hiscox Insurance Company Inc. Policy Number: P100.042.462.10 Named Insured: STRAIGHTLINE COMMUNICATIONS Endorsement Number: 1 Endorsement Effective: 01/12/2024 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DEFINITION OF EMPLOYEE This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART In Section V — DEFINITIONS, Definition 5. "Employee" is deleted and replaced with the following: 5. "Employee" includes a "leased worker" and a "temporary worker". Mv7itgeMtotED'tvielOn f/k REVIEWED&APPROVED BY: Aiefe A auk CGL E5401 CW(03/10) liEREMS6' Risk Management Specialist Includes copyrighted material of Insurance Services Office,Inc.,with its permission. eto HI SCOX Hiscox Insurance Company Inc. Policy Number: P100.042.462.10 Named Insured: STRAIGHTLINE COMMUNICATIONS Endorsement Number: 2 Endorsement Effective: 01/12/2024 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE INFORMATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Where To Send Notice Phone: 866-424-8508 Email: reportaclaim@hiscox.com Mail: Hiscox 5 Concourse Parkway, Suite 2150 Attn: Direct Claims Atlanta GA, 30328 Subparagraph 2. Duties In The Event Of Occur- rence, Offense, Claim Or Suit in Section IV — COMMERCIAL GENERAL LIABILITY CONDI- TIONS is amended to include the following: Any notification required by this policy shall be pro- vided to us at the address listed in the above SCHEDULE. 1 Risk Manage nentDivision n:4REVIEWED&APPROVED BY:A A>iw CGL E5403 CW(03/10) ii=0231' Risk Management Specialist Includes copyrighted material of Insurance Services Office,Inc.,with its permission. ^to HI SC J)( Hiscox Insurance Company Inc. Policy Number: P100.042.462.10 Named Insured: STRAIGHTLINE COMMUNICATIONS Endorsement Number: 3 Endorsement Effective: 01/12/2024 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EXCLUSION - PERSONAL INFORMATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART Paragraph 2. Exclusions under Section I — COV- ERAGE A — BODILY INJURY AND PROPERTY DAMAGE LIABILITY, COVERAGE B— PERSONAL AND ADVERTISING INJURY LIABILITY, and COVERAGE C — MEDICAL PAYMENTS is amended to include the following exclusion: Personal Information "Bodily injury", "property damage" or "personal and advertising injury" caused by the insured's failure to protect any non-public, personally identifiable infor- mation in the insured's care, custody or control. Risk Managetnettt Dlvlslon it REVIEWED&APPROVED BY: lI1 I , CGL E5404 CW(03/10) Asp Acw�elo ',, — Risk Management Specialist -, Includes copyrighted material of Insurance Services Office, Inc.,with its permission. HI SCOX Hiscox Insurance Company Inc. Policy Number: P100.042.462.10 Named Insured: STRAIGHTLINE COMMUNICATIONS Endorsement Number: 4 Endorsement Effective: 01/12/2024 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EXCLUSION - PROFESSIONAL SERVICES This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART Paragraph 2. Exclusions under Section I— This exclusion applies even if the claims allege neg- COVERAGE A — BODILY INJURY AND PROPER- ligence or other wrongdoing in the supervision, hir- TY DAMAGE LIABILITY, and COVERAGE B — ing, employment, training or monitoring of others by PERSONAL AND ADVERTISING INJURY an insured, if the "occurrence" which caused the LIABILITY, is amended to include the following "bodily injury" or "property damage", or the offense exclusion: which caused the "personal and advertising injury", involved the rendering or failure to render any pro- fessional service. Professional Services "Bodily injury", "property damage" or "personal and advertising injury" caused by the rendering or failure to render any professional service. os,Hp Risk ManagementDiviston �d _� REVIEWED&APPROVIDBY: _ 1! It 11 CGL E5407 CW(03/10) igaiiraNa, Risk Management Specialist Includes copyrighted material of Insurance Services Office, Inc.,with its permission. et) HI SCOX Hiscox Insurance Company Inc. Policy Number: P100.042.462.10 Named Insured: STRAIGHTLINE COMMUNICATIONS Endorsement Number: 5 Endorsement Effective: 01/12/2024 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CANCELLATION PROVISION (14 DAY FULL REFUND) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART All Coverage Parts included in this policy are subject to the following condition: Notwithstanding anything in the "COMMON POLICY CONDITIONS" or any other cancellation provision to the contrary, if the first Named Insured cancels within 14 days of the inception of the policy period shown in the Declarations without there having been: (i) an `occurrence" that caused "bodily in- jury" or "property damage"; (ii) an offense arising out of your business that caused a "personal and advertising injury"; or (iii) an accident that caused "bodily injury"; then we shall return in full any pre- mium amount actually paid to us. In such event, the effective date of cancellation shall be deemed to be the inception date of the policy period shown in the Declarations. o Risk ManagementDtvision /n' REVIEWED&APPROVED BY: awls�" A CGL E5408 CW(03/10) Risk Management Specialist Includes copyrighted material of Insurance Services Office,Inc.,with its permission. etb HI SCOX Hiscox Insurance Company Inc. Policy Number: P100.042.462.10 Named Insured: STRAIGHTLINE COMMUNICATIONS Endorsement Number: 6 Endorsement Effective: 01/12/2024 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. RIGHT AND DUTY TO SELECT DEFENSE COUNSEL This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART In regard to any covered "suit" seeking damages under Section I — COVERAGE A — BODILY IN- JURY AND PROPERTY DAMAGE LIABILITY or COVERAGE B — PERSONAL AND ADVERTISING INJURY LIABILITY, our right and duty to defend shall include the right to select defense counsel. Risk Manag inentDivision \. REVIEWED&APPROVED BY: A Acavida Risk Management Specialist CGL E5409 CW(03/10) et. HI SCOX Hiscox Insurance Company Inc. Policy Number: P100.042.462.10 Named Insured: STRAIGHTLINE COMMUNICATIONS Endorsement Number: 7 Endorsement Effective: 01/12/2024 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - AUTOMATIC STATUS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. Section II — Who Is An Insured is amended to include as an additional insured any per- son(s) or organization(s) for whom you are performing operations or leasing a premises when you and such person(s) or organiza- tion(s) have agreed in writing in a contract or agreement that such person(s) or organiza- tion(s) be added as an additional insured on your policy. Such person or organization is an additional insured only with respect to lia- bility for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: 1. In the performance of your ongoing opera- tions; or 2. In connection with your premises owned by or rented to you. A person's or organization's status as an addi- tional insured under this endorsement ends when your operations or lease agreement for that additional insured are completed. \ / ,,o...„ Risk MmtagrnuntDivision (---)� REVIEWED&APPROVED"B//Y: / ry iitaixas Risk Management Specialist CGL E5421 CW(02/14) Includes copyrighted material of Insurance Services Office, Inc.,with it( , u „ , ,,, permission. etit HI SCOX Hiscox Insurance Company Inc. Policy Number: P100.042.462.10 Named Insured: STRAIGHTLINE COMMUNICATIONS Endorsement Number: 8 Endorsement Effective: 01/12/2024 COMMON POLICY CONDITIONS All Coverage Parts included in this policy are subject to the following conditions. A. Cancellation D. Inspections And Surveys 1. The first Named Insured shown in the Declara- 1. We have the right to: tions may cancel this policy by mailing or deli- a. Make inspections and surveys at any time; vering to us advance written notice of cancella- tion. b. Give you reports on the conditions we find; 2. We may cancel this policy by mailing or deliver- and ing to the first Named Insured written notice of c. Recommend changes. cancellation at least: 2. We are not obligated to make any inspections, a. 10 days before the effective date of cancel- surveys, reports or recommendations and any lation if we cancel for nonpayment of pre- such actions we do undertake relate only to in- mium; or surability and the premiums to be charged. We b. 30 days before the effective date of cancel- do not make safety inspections. We do not un- dertake to perform the duty of any person or organization to provide for the health or safety 3. We will mail or deliver our notice to the first of workers or the public. And we do not warrant Named Insured's last mailing address known to that conditions: us. a. Are safe or healthful; or 4. Notice of cancellation will state the effective b. Comply with laws, regulations, codes or date of cancellation. The policy period will end standards. on that date. 5. If this policy is cancelled, we will send the first 3. Paragraphs 1. and 2. of this condition apply not only to us, but also to any rating, advisory, rate Named Insured any premium refund due. If we service or similar organization which makes in- cancel, the refund will be pro rata. If the first surance inspections, surveys, reports or rec- Named Insured cancels, the refund may be ommendations. less than pro rata. The cancellation will be ef- fective even if we have not made or offered a 4. Paragraph 2. of this condition does not apply to refund. any inspections, surveys, reports or recom- 6. If notice is mailed, proof of mailing will be suffi- mendations we may make relative to certifica- tion, under state or municipal statutes, ordin- cient proof of notice. ances or regulations, of boilers, pressure ves- B. Changes sels or elevators. This policy contains all the agreements between E. Premiums you and us concerning the insurance afforded. The first Named Insured shown in the Declara- The first Named Insured shown in the Declarations tions: is authorized to make changes in the terms of this policy with our consent. This policy's terms can be 1. Is responsible for the payment of all premiums; amended or waived only by endorsement issued and by us and made a part of this policy. 2. Will be the payee for any return premiums we C. Examination Of Your Books And Records pay. ort.Ne Risk ManagementDiviaimt is We may examine and audit your books and �y REVIEWED&APPROVED BY: ; 0. records as they relate to this policy at any time dur- 1! p A,lte Aceuas4 ing the policy period and up to three years after- ice', Risk Management Specialist 'p ward. IL 00 17 11 98 Copyright, Insurance Services Office, Inc., 1998 Page 1 of 2 F. Transfer Of Your Rights And Duties Under This Policy Your rights and duties under this policy may not be transferred without our written consent except in the case of death of an individual named insured. If you die, your rights and duties will be transferred to your legal representative but only while acting within the scope of duties as your legal representa- tive. Until your legal representative is appointed, anyone having proper temporary custody of your property will have your rights and duties but only with respect to that property. Risk Mmugementavisi= EIVE?� o . REVI D&APPROVED BY: Risk Management Specialist Page 2 of 2 Copyright, Insurance Services Office, Inc., 1982, 1983 IL 00 17 11 98 et• HI SCOX Hiscox Insurance Company Inc. Policy Number: P100.042.462.10 Named Insured: STRAIGHTLINE COMMUNICATIONS Endorsement Number: 9 Endorsement Effective: 01/12/2024 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NUCLEAR ENERGY LIABILITY EXCLUSION ENDORSEMENT (Broad Form) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART 1. The insurance does not apply: B. Under any Medical Payments coverage, to A. Under any Liability Coverage, to "bodily injury" expenses incurred with respect to "bodily in- or"property damage": jury" resulting from the "hazardous properties" of "nuclear material" and arising out of the op- (1) With respect to which an "insured" under eration of a "nuclear facility" by any person or the policy is also an insured under a nuc- organization. lear energy liability policy issued by Nuclear Energy Liability Insurance Association, Mu- C. Under any Liability Coverage, to "bodily injury" tual Atomic Energy Liability Underwriters, or "property damage" resulting from "hazard- Nuclear Insurance Association of Canada ous properties"of"nuclear material", if: or any of their successors, or would be an (1) The "nuclear material" (a) is at any "nuclear insured under any such policy but for its facility" owned by, or operated by or on be- termination upon exhaustion of its limit of half of, an "insured" or (b) has been dis- liability; or charged or dispersed therefrom; (2) Resulting from the "hazardous properties" (2) The "nuclear material" is contained in of "nuclear material" and with respect to "spent fuel" or "waste" at any time pos- which (a) any person or organization is re- sessed, handled, used, processed, stored, quired to maintain financial protection pur- transported or disposed of, by or on behalf suant to the Atomic Energy Act of 1954, or of an "insured"; or any law amendatory thereof, or (b) the "in- (3) The "bodily injury" or "property damage" sured" is, or had this policy not been issued arises out of the furnishing by an "insured" would be, entitled to indemnity from the of services, materials, parts or equipment in United States of America, or any agency connection with the planning, construction, thereof, under any agreement entered into maintenance, operation or use of any "nuc- by the United States of America, or any lear facility", but if such facility is located agency thereof, with any person or organi- within the United States of America, its terri- zation. tories or possessions or Canada, this ex- clusion (3) applies only to "property dam- age" to such "nuclear facility" and any property thereat. \ 2. As used in this endorsem Risk Management Division. +i G REVIEWED&APPROVED BY: AG14/41,0 ;- Risk Management Specialist IL 00 21 09 08 ©ISO Properties, Inc., 2007 Page 1 of 2 "Hazardous properties" includes radioactive, toxic (c) Any equipment or device used for the or explosive properties. processing, fabricating or alloying of "spe- "Nuclear material" means "source material", "spe- cial nuclear material" if at any time the total cial nuclear material" or"by-product material". amount of such material in the custody of "Source material", "special nuclear material", and the "insured" at the premises where such "by-product material" have the meanings given equipment or device is located consists of them in the Atomic Energy Act of 1954 or in any or contains more than 25 grams of pluto law amendatory thereof. nium or uranium 233 or any combination thereof, or more than 250 grams of uranium "Spent fuel" means any fuel element or fuel corn- 235; ponent, solid or liquid, which has been used or ex- posed to radiation in a"nuclear reactor". (d) Any structure, basin, excavation, premises "Waste" means anywaste material (a) containingor place prepared or used for the storage or disposal of"waste"; "by-product material" other than the tailings or and includes the site on which any of the foregoing wastes produced by the extraction or concentra- is located, all operations conducted on such site tion of uranium or thorium from any ore processed primarily for its "source material" content, and (b) and all premises used for such operations. resulting from the operation by any person or or- "Nuclear reactor" means any apparatus designed ganization of any "nuclear facility" included under or used to sustain nuclear fission in a self- the first two paragraphs of the definition of "nuc- supporting chain reaction or to contain a critical lear facility". mass of fissionable material. "Nuclear facility" means: "Property damage" includes all forms of radioac- (a) Any"nuclear reactor"; tive contamination of property. (b) Any equipment or device designed or used for(1) separating the isotopes of uranium or plutonium, (2) processing or utilizing "spent fuel", or (3) handling, processing or packag- ing "waste"; Rie(kMngemtDivision egwn REVIEWED&APPROVED BY: ` ^ /4LZUG Risk Management Specialist Page 2 of 2 © ISO Properties, Inc., 2007 IL 00 21 09 08 eto HI SCOX Hiscox Insurance Company Inc. Policy Number: P100.042.462.10 Named Insured: STRAIGHTLINE COMMUNICATIONS Endorsement Number: 10 Endorsement Effective: 01/12/2024 RECORDING AND DISTRIBUTION OF MATERIAL OR INFORMATION IN VIOLATION OF LAW EXCLUSION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. Exclusion q. of Paragraph 2. Exclusions of Sec- B. Exclusion p. of Paragraph 2. Exclusions of Sec- tion I —Coverage A— Bodily Injury And Proper- tion I —Coverage B — Personal And Advertising ty Damage Liability is replaced by the following: Injury Liability is replaced by the following: 2. Exclusions 2. Exclusions This insurance does not apply to: This insurance does not apply to: q. Recording And Distribution Of Material p. Recording And Distribution Of Material Or Information In Violation Of Law Or Information In Violation Of Law "Bodily injury" or "property damage" arising "Personal and advertising injury" arising di- directly or indirectly out of any action or rectly or indirectly out of any action or omis- omission that violates or is alleged to vi- sion that violates or is alleged to violate: olate: (1) The Telephone Consumer Protection (1) The Telephone Consumer Protection Act (TCPA), including any amendment Act (TCPA), including any amendment of or addition to such law; of or addition to such law; (2) The CAN-SPAM Act of 2003, including (2) The CAN-SPAM Act of 2003, including any amendment of or addition to such any amendment of or addition to such law; law; (3) The Fair Credit Reporting Act (FCRA), (3) The Fair Credit Reporting Act (FCRA), and any amendment of or addition to and any amendment of or addition to such law, including the Fair and Accu- such law, including the Fair and Accu- rate Credit Transaction Act (FACTA); or rate Credit Transaction Act (FACTA); or (4) Any federal, state or local statute, ordin- (4) Any federal, state or local statute, ordin- ance or regulation, other than the TCPA, ance or regulation, other than the TCPA, CAN-SPAM Act of 2003 or FCRA and CAN-SPAM Act of 2003 or FCRA and their amendments and additions, that their amendments and additions, that addresses, prohibits, or limits the print- addresses, prohibits, or limits the print- ing, dissemination, disposal, collecting, ing, dissemination, disposal, collecting, recording, sending, transmitting, com- recording, sending, transmitting, corn- municating or distribution of material or municating or distribution of material or information. information. Risk ManagementD[v[s[on REVIEWED&APPROVED 8 OGIVIO Risk Management Specialist CG 00 68 05 09 ©Insurance Services Office, Inc., 2008 Page 1 of 1 etto HI SCOX Hiscox Insurance Company Inc. Policy Number: P100.042.462.10 Named Insured: STRAIGHTLINE COMMUNICATIONS Endorsement Number: 11 Endorsement Effective: 01/12/2024 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EXCLUSION - INTERCOMPANY PRODUCTS SUITS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART This insurance does not apply to any claim for dam- ages by any Named Insured against another Named Insured because of "bodily injury" or "property dam- age" arising out of "your products" and included within the"products-completed operations hazard." rg1 o�.w.�e Risk Molar/nett Mist= \� REVIEWED&APPROVED BY: "�,l Et� 11k' ' 144 Acz i I Risk Management Specialist CG 21 41 11 85 Copyright, Insurance Services Office, Inc., 1984 Page 1 of 1 ets HI SCOX Hiscox Insurance Company Inc. Policy Number: P100.042.462.10 Named Insured: STRAIGHTLINE COMMUNICATIONS Endorsement Number: 12 Endorsement Effective: 01/12/2024 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EXCLUSION - PERSONAL AND ADVERTISING INJURY This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART. COVERAGE B (Section I) does not apply and none of the references to it in the Coverage Part apply. Risk Management Divis[on 9. REVIEWED&APPROVED BY: Risk Management Specialist CG 21 38 11 85 Copyright, Insurance Services Office, Inc., 1984 Page 1 of 1 HI SCOX Hiscox Insurance Company Inc. Policy Number: P100.042.462.10 Named Insured: STRAIGHTLINE COMMUNICATIONS Endorsement Number: 13 Endorsement Effective: 01/12/2024 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CALIFORNIA CHANGES - CANCELLATION AND NONRENEWAL This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. Paragraphs 2. and 3. of the Cancellation Com- 3. All Policies In Effect For More Than 60 Days mon Policy Condition are replaced by the follow- a. If this policy has been in effect for more ing: than 60 days, or is a renewal of a policy we 2. All Policies In Effect For 60 Days Or Less issued, we may cancel this policy only upon If this policy has been in effect for 60 days or the occurrence, after the effective date of less, and is not a renewal of a policy we have the policy, of one or more of the following: previously issued, we may cancel this policy by (1) Nonpayment of premium, including mailing or delivering to the first Named Insured payment due on a prior policy we issued at the mailing address shown in the policy and and due during the current policy term to the producer of record, advance written no- covering the same risks. tice of cancellation, stating the reason for can- (2) Discovery of fraud or material misrepre- cellation, at least: sentation by: a. 10 days before the effective date of cancel- (a) Any insured or his or her representa- lation if we cancel for: tive in obtaining this insurance; or (1) Nonpayment of premium; or (b) You or your representative in pur- (2) Discovery of fraud by: suing a claim under this policy. (a) Any insured or his or her representa- (3) A judgment by a court or an administra- tive in obtaining this insurance; or tive tribunal that you have violated a (b) You or your representative in pur- California or Federal law, having as one suing a claim under this policy. of its necessary elements an act which materially increases any of the risks in- b. 30 days before the effective date of cancel- sured against. lation if we cancel for any other reason. o�. e Risk ManagcmtentDivisian REVIEWED&APPROVED By: ,; A ACG ima Risk Management Specialist .'A IL 02 70 09 08 ©ISO Properties, Inc., 2007 Page 1 of 4 (4) Discovery of willful or grossly negligent B. The following provision is added to the Cancella- acts or omissions, or of any violations of tion Common Policy Condition: state laws or regulations establishing 7. Residential Property safety standards, by you or your repre- sentative, which materially increase any This provision applies to coverage on real of the risks insured against. property which is used predominantly for resi- dential purposes and consisting of not more (5) Failure by you or your representative to implement reasonable loss control re- than four dwelling units, and to coverage on tenants' household personal property in a resi- quirements, agreed to by you as a con- dential unit, if such coverage is written under dition of policy issuance, or which were one of the following: conditions precedent to our use of a par- ticular rate or rating plan, if that failure Commercial Property Coverage Part materially increases any of the risks in- Farm Coverage Part — Farm Property — Farm sured against. Dwellings, Appurtenant Structures And House- (6) A determination by the Commissioner of hold Personal Property Coverage Form Insurance that the: a. If such coverage has been in effect for 60 (a) Loss of, or changes in, our reinsur- days or less, and is not a renewal of cover- ance covering all or part of the risk age we previously issued, we may cancel would threaten our financial integrity this coverage for any reason, except as or solvency; or provided in b. and c. below. (b) Continuation of the policy coverage b. We may not cancel this policy solely be- would: cause the first Named Insured has: (i) Place us in violation of California (1) Accepted an offer of earthquake cover- law or the laws of the state where age; or we are domiciled; or (2) Cancelled or did not renew a policy (ii) Threaten our solvency. issued by the California Earthquake Au- thority (CEA) that included an earth- (7) A change by you or your representative quake policy premium surcharge. in the activities or property of the com However, we shall cancel this policy if the me or industrial enterprise, which first Named Insured has accepted a new or results in a materially added, increased renewal policy issued by the CEA that in- or changed risk, unless the added, in- cludes an earthquake policy premium sur- creased or changed risk is included in charge but fails to pay the earthquake poli- the policy, cy premium surcharge authorized by the b. We will mail or deliver advance written CEA. notice of cancellation, stating the reason for c. We may not cancel such coverage solely cancellation, to the first Named Insured, at because corrosive soil conditions exist on the mailing address shown in the policy, the premises. This Restriction (c.) applies and to the producer of record, at least: only if coverage is subject to one of the fol- (1) 10 days before the effective date of lowing, which exclude loss or damage cancellation if we cancel for nonpay- caused by or resulting from corrosive soil ment of premium or discovery of fraud; conditions: or before the effective date of (1) Capital Assets Program Coverage Form (2) 30 days Y (Output Policy); cancellation if we cancel for any other (2) Commercial Property Coverage Part — reason listed in Paragraph 3.a. Causes Of Loss—Special Form; or (3) Farm Coverage Part — Causes Of Loss Form — Farm Property, Paragraph D. Covered Causes Of Loss—Special. Risk ManagementDivisian REVIEWED&APPROVED BY: � Risk Management Specialist Page 2 of 4 ©ISO Properties, Inc., 2007 IL 02 70 09 08 C. The following is added and supersedes any provi- (2) The Commissioner of Insurance finds sions to the contrary: that the exposure to potential losses will NONRENEWAL threaten our solvency or place us in a hazardous condition. A hazardous con- 1. Subject to the provisions of Paragraphs C.2. dition includes, but is not limited to, a and C.3. below, if we elect not to renew this condition in which we make claims policy, we will mail or deliver written notice stat- payments for losses resulting from an ing the reason for nonrenewal to the first earthquake that occurred within the pre- Named Insured shown in the Declarations and ceding two years and that required a re- to the producer of record, at least 60 days, but duction in policyholder surplus of at not more than 120 days, before the expiration least 25% for payment of those claims; or anniversary date. or We will mail or deliver our notice to the first (3) We have: Named Insured, and to the producer of record, (a) Lost or experienced a substantial at the mailing address shown in the policy. 2. Residential Property reduction in the availability or scope p y of reinsurance coverage; or This provision applies to coverage on real (b) Experienced a substantial increase property used predominantly for residential in the premium charged for reinsur- purposes and consisting of not more than four ance coverage of our residential dwelling units, and to coverage on tenants' property insurance policies; and household property contained in a residential unit, if such coverage is written under one of the Commissioner has approved a plan the following: for the nonrenewals that is fair and equitable, and that is responsive to the Capital Assets Program (Output Policy) Cover- changes in our reinsurance position. age Part Commercial Property Coverage Part c. We will not refuse to renew such coverage solely because the first Named Insured has Farm Coverage Part — Farm Property — Farm cancelled or did not renew a policy, issued Dwellings, Appurtenant Structures And House- by the California Earthquake Authority that hold Personal Property Coverage Form included an earthquake policy premium a. We may elect not to renew such coverage surcharge. for any reason, except as provided in b., c. d. We will not refuse to renew such coverage and d. below: solely because corrosive soil conditions ex- b. We will not refuse to renew such coverage ist on the premises. This Restriction (d.) solely because the first Named Insured has applies only if coverage is subject to one of accepted an offer of earthquake coverage. the following, which exclude loss or dam- However, the following applies only to in- age caused by or resulting from corrosive surers who are associate participating soil conditions: in- surers as established by Cal. Ins. Code (1) Capital Assets Program Coverage Form Section 10089.16. We may elect not to re- (Output Policy); new such coverage after the first Named (2) Commercial Property Coverage Part — Insured has accepted an offer of earth- Causes Of Loss—Special Form; or quake coverage, if one or more of the fol- lowing reasons applies: (3) Farm Coverage Part — Causes Of Loss Form — Farm Property, Paragraph D. (1) The nonrenewal is based on sound Covered Causes Of Loss—Special. underwriting principles that relate to the coverages provided by this policy and 3. We are not required to send notice of nonre- that are consistent with the approved newal in the following situations: rating plan and related documents filed a. If the transfer or renewal of a policy, without with the Department of Insurance as re- any changes in terms, conditions, or rates, quired by existing law; is between us and a member of our insur- ance group. s ort, RiskMs nsge/nentDivision REVIEWED&APPROVED BY: 3 YY aI tt� ,Id ACW41.4 Risk Management Specialist IL 02 70 09 08 © ISO Properties, Inc., 2007 Page 3 of 4 b. If the policy has been extended for 90 days e. If the first Named Insured requests a or less, provided that notice has been given change in the terms or conditions or risks in accordance with Paragraph C.1. covered by the policy within 60 days of the c. If you have obtained replacement coverage, end of the policy period. or if the first Named Insured has agreed, in f. If we have made a written offer to the first writing, within 60 days of the termination of Named Insured, in accordance with the the policy, to obtain that coverage. timeframes shown in Paragraph C.1., to re- d. If the policy is for a period of no more than new the policy under changed terms or 60 days and you are notified at the time of conditions or at an increased premium rate, issuance that it will not be renewed. when the increase exceeds 25%. g .oR..sec Risk ManagenumtDivision i REVIEWED&APPROVED Br u� �a,a Al iiMENESi Risk Management Specialist Page 4 of 4 ©ISO Properties, Inc., 2007 IL 02 70 09 08 HI SCOX Hiscox Insurance Company Inc. Policy Number: P100.042.462.10 Named Insured: STRAIGHTLINE COMMUNICATIONS Endorsement Number: 14 Endorsement Effective: 01/12/2024 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CALIFORNIA CHANGES This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART The term "spouse" is replaced by the following: Spouse or registered domestic partner under Califor- nia law. Risk MantagemenEDivistant °G REVIEWED&APPROVED By: II# If A Aavao ithunsi Risk Management Specialist / \ CG 32 34 01 05 © ISO Properties, Inc., 2004 Page 1 of 1 et% HSCOX Hiscox Insurance Company Inc. Policy Number: P100.042.462.10 Named Insured: STRAIGHTLINE COMMUNICATIONS Endorsement Number: 15 Endorsement Effective: 01/12/2024 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NONCONTRIBUTORY - OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. The following is added to the Other Insurance Condition and supersedes any provision to the contrary: Primary And Noncontributory Insurance This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy, pro- vided: 1. you have agreed in a written contract or agreement to add such additional insured to a policy providing the type of coverage af- forded by this policy; and 2. you have agreed in a written contract or agreement with such additional insured that this insurance would be primary and would not seek contribution from any other insur- ance available to the additional insured. Risk ManagcmentD[vislnn +� % REVIEWED&APPROVED BY: ti Il ava . Risk Management Specialist CGL E5581 CW(03/16) Includes copyrighted material of Insurance Services Office, Inc.,with its permission HI SCOX Hiscox Insurance Company Inc. Policy Number: P100.042.462.10 Named Insured: STRAIGHTLINE COMMUNICATIONS Endorsement Number: 16 Endorsement Effective: 01/12/2024 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. MODIFIED WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV—Conditions: You may waive your rights against another party so long as you do so in writing prior to: (i) an offense arising out of your business that caused a "personal and advertising injury"; or (ii) an 'occurrence" that caused"bodily injury"or"property damage". Risk ManaganentDMdon CGL E5402 CW(03/10) s °.;r Re��D&APPROV®BY: lid , A Aavek Risk Management Specialist Includes copyrighted material of Insurance Services Office,Inc.,with its permit..,,. ft, HI SCOX Hiscox Insurance Company Inc. Policy Number: P100.042.462.10 Named Insured: STRAIGHTLINE COMMUNICATIONS Endorsement Number: 17 Endorsement Effective: 01/12/2024 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EXCLUSION - DAMAGE TO PRIMARY RESIDENCE This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART With respect to a premises that is an insured's primary residence: A. The last paragraph ("Exclusions c. through n. do C. Paragraph 6. of Section III — Limits Of Insur- not apply . . . ") of Paragraph 2., Exclusions un- ance is deleted. der Section I —Coverage A—Bodily Injury And D. Any reference in the Declarations to "Damage To Property Damage Liability is deleted. Premises Rented To You" is deleted. B. The first exception ("Paragraphs (1), (3) and (4) of this exclusion do not apply . . . ") to Exclusion j., Damage To Property of Paragraph 2., Exclu- sions of Section I—Coverage A—Bodily Injury And Property Damage Liability is deleted. ("___`e Risk Management Division 11��1��\';� REVIEWED&APPROVED 8Y: A4,1fZX Attiala CGL E5405 CW(03/10) Risk Management Specialist Includes copyrighted material of Insurance Services Office,Inc.,with its permission. HI SCOX Hiscox Insurance Company Inc. encourage courage Policy Number: P100.042.462.10 Named Insured: STRAIGHTLINE COMMUNICATIONS Endorsement Number: 18 Endorsement Effective: 01/12/2024 THIS ENDORSEMENT IS ATTACHED TO AND MADE PART OF YOUR POLICY IN RESPONSE TO THE DISCLOSURE REQUIREMENTS OF THE TERRORISM RISK INSURANCE ACT. THIS ENDORSEMENT DOES NOT GRANT ANY COVERAGE OR CHANGE THE TERMS AND CONDITIONS OF ANY COVERAGE UNDER THE POLICY. DISCLOSURE PURSUANT TO TERRORISM RISK INSURANCE ACT SCHEDULE SCHEDULE— PART I Terrorism Premium (Certified Acts) $4.00 This premium is the total Certified Acts premium attributable to the following Coverage Part(s), Cover- age Form(s) and/or Policy(ies): Additional information, if any, concerning the terrorism premium: SCHEDULE—PART II Federal share of terrorism losses 80 % (Refer to Paragraph B. of this endorsement.) Information required to complete this Schedule, if not shown above, will be shown in the Declarations. \ l Risk ManagemeMDivisfon 3%((# REVIEWED&APPPcNBDBV:f ' - - Risk Management Specialist IL 09 85 12 20 ©Insurance Services Office, Inc., 2020 Page 1 of 2 eti HI SCOX Hiscox Insurance Company Inc. encourage courage Policy Number: P100.042.462.10 Named Insured: STRAIGHTLINE COMMUNICATIONS Endorsement Number: 18 Endorsement Effective: 01/12/2024 THIS ENDORSEMENT IS ATTACHED TO AND MADE PART OF YOUR POLICY IN RESPONSE TO THE DISCLOSURE REQUIREMENTS OF THE TERRORISM RISK INSURANCE ACT. THIS ENDORSEMENT DOES NOT GRANT ANY COVERAGE OR CHANGE THE TERMS AND CONDITIONS OF ANY COVERAGE UNDER THE POLICY. A. Disclosure Of Premium C. Cap On Insurer Participation In Payment Of In accordance with the federal Terrorism Risk In Terrorism Losses surance Act, we are required to provide you with a If aggregate insured losses attributable to terrorist notice disclosing the portion of your premium, if acts certified under the Terrorism Risk Insurance any, attributable to coverage for terrorist acts certi- Act exceed $100 billion in a calendar year and we fied under the Terrorism Risk Insurance Act. The have met our insurer deductible under the Terror- portion of your premium attributable to such cov- ism Risk Insurance Act, we shall not be liable for erage is shown in the Schedule of this endorse- the payment of any portion of the amount of such ment or in the policy Declarations. losses that exceeds $100 billion, and in such case B. Disclosure Of Federal Participation In Payment insured losses up to that amount are subject to pro Of Terrorism Losses rata allocation in accordance with procedures es- tablished by the Secretary of the Treasury. The United States Government, Department of the Treasury, will pay a share of terrorism losses in- sured under the federal program. The federal share equals a percentage (as shown in Part II of the Schedule of this endorsement or in the policy Declarations) of that portion of the amount of such insured losses that exceeds the applicable insurer retention. However, if aggregate insured losses at- tributable to terrorist acts certified under the Ter- rorism Risk Insurance Act exceed $100 billion in a calendar year, the Treasury shall not make any payment for any portion of the amount of such losses that exceeds$100 billion. .,N 9'-=' Risk Managema$DMston •\. REVIEWED&APPROVED 8Y: o f A A Aid., Emazi-- Risk Management Specialist IL 09 85 12 20 ©Insurance Services Office, Inc., 2020 Page 2 of 2 eSte, HI SCOX Hiscox Insurance Company Inc. Policy Number: P100.042.462.10 Named Insured: STRAIGHTLINE COMMUNICATIONS Endorsement Number: 19 Endorsement Effective: 01/12/2024 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CAP ON LOSSES FROM CERTIFIED ACTS OF TERRORISM This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. If aggregate insured losses attributable to terrorist "Certified act of terrorism" means an act that is acts certified under the federal Terrorism Risk In- certified by the Secretary of the Treasury, in ac- surance Act exceed $100 billion in a calendar year cordance with the provisions of the federal Terror- and we have met our insurer deductible under the ism Risk Insurance Act, to be an act of terrorism Terrorism Risk Insurance Act, we shall not be lia- pursuant to such Act. The criteria contained in the ble for the payment of any portion of the amount of Terrorism Risk Insurance Act for a "certified act of such losses that exceeds $100 billion, and in such terrorism" include the following: case insured losses up to that amount are subject 1. The act resulted in insured losses in excess of to pro rata allocation in accordance with proce- $5 million in the aggregate, attributable to all dures established by the Secretary of the Trea- types of insurance subject to the Terrorism sury. Risk Insurance Act; and 2. The act is a violent act or an act that is dan- gerous to human life, property or infrastructure and is committed by an individual or individuals as part of an effort to coerce the civilian popu- lation of the United States or to influence the policy or affect the conduct of the United States Government by coercion. B. The terms and limitations of any terrorism exclu- sion, or the inapplicability or omission of a terror- ism exclusion, do not serve to create coverage for injury or damage that is otherwise excluded under this Coverage Part. Risk TLi rY Q.,i.+..-.....f �✓M sion /fl�� .\,s REVIEWED&APPROVED BY: A+Aea Risk Management Specialist CG 21 70 01 15 ©Insurance Services Office, Inc., 2015 Page 1 of 1 HI SCOX Hiscox Insurance Company Inc. Policy Number: P100.042.462.10 Named Insured: STRAIGHTLINE COMMUNICATIONS Endorsement Number: 20 Endorsement Effective: 01/12/2024 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) The City of Santa Ana and its officers, employees, agents, volunteers and representatives acting and Information required to complete this Schedule, if not shown above,will be shown in the Declarations. Section II — Who Is An Insured is amended to in- clude as an additional insured the person(s) or organi- zation(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omis- sions of those acting on your behalf: A. In the performance of your ongoing operations; or B. In connection with your premises owned by or rented to you. WaManagonattDivision RaiRik &APPROvt3D BY: Risk Management Specialist / \ CG 20 26 07 04 ©ISO Properties, Inc., 2004 Page 1 of 1 ets HI SCOX Hiscox Insurance Company Inc. Policy Number: P100.042.462.10 Named Insured: STRAIGHTLINE COMMUNICATIONS Endorsement Number: 21 Endorsement Effective: 01/12/2024 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EXCLUSION - ASBESTOS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART The following exclusion is added to both SECTION I—COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY, 2. Exclusions, and SECTION I —COVERAGES, COVERAGE B PERSONAL AND ADVERTISING INJURY LIABILITY, 2. Exclusions: AS-A. Asbestos "Bodily injury", "property damage", or"personal and advertising injury" based upon or arising out of any actual or alleged: (1) mining, processing, manufacturing, use, testing, ownership, sale, or removal of asbestos, asbestos fibers, or material containing asbestos; (2) exposure to asbestos, asbestos fibers, or materials containing asbestos; or (3) provision of instructions, recommendations, notices, warnings, supervision, or advice given, or which should have been given, in connection with asbestos, asbestos fibers, or structures or materials containing asbestos. RiskMnnaganmED(vision REVIEWED&APPROVED BY: Risk Management Specialist Includes copyrighted material of Insurance CGL E1954 CW (05/20) Services Offices, Inc.,with its permission Page 1 of 1 etb HI SCOX Hiscox Insurance Company Inc. Policy Number: P100.042.462.10 Named Insured: STRAIGHTLINE COMMUNICATIONS Endorsement Number: 22 Endorsement Effective: 01/12/2024 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. LIMITATION OF COVERAGE TO BUSINESS OPERATIONS DESCRIPTION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART I. SECTION I—COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY, 1. Insuring Agreement, b. is deleted in its entirety and replaced with the following: b. This insurance applies to"bodily injury"and "property damage"only if: (1) the"bodily injury" or"property damage" is caused by an"occurrence"that takes place in the "coverage territory"; (2) the"bodily injury" or"property damage"occurs during the policy period; (3) prior to the policy period, no insured listed under Paragraph 1. of Section II—Who is an Insured and no"employee"authorized by you to give or receive notice of an"occurrence" or claim, knew that the "bodily injury"or"property damage" had occurred, in whole or in part. If such a listed insured or authorized"employee" knew, prior to the policy period, that the"bodily injury" or"property damage" occurred,then any continuation, change, or resumption of such"bodily injury"or"property damage" during or after the policy period will be deemed to have been known prior to the policy period; and (4) the"bodily injury" or"property damage" is caused by or results from the performance of the specified business operations described in the insured's application for this policy during the policy period. II. SECTION I—COVERAGES, COVERAGE B PERSONAL AND ADVERTISING INJURY LIABILITY, 1. Insuring Agreement, b. is deleted in its entirety and replaced with the following: b. This insurance applies to"personal and advertising injury"caused by an offense arising out of your business but only if: (1) the offense was committed in the"coverage territory"during the policy period; and (2) the"personal and advertising injury" is caused by or results from the performance of the specified business operations described in the insured's application for this policy during the policy period. �,a oRaM$p NCR REVIE o&APPROVmBY: its � ; A Acavieto Risk Management Specialist Includes copyrighted material of Insurance ✓ CGL E1975 CW (05/20) Services Offices, Inc., with its permission. Page 1 of 1 ft, HI SCOX Hiscox Insurance Company Inc. Policy Number: P100.042.462.10 Named Insured: STRAIGHTLINE COMMUNICATIONS Endorsement Number: 23 Endorsement Effective: 01/12/2024 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMUNICABLE DISEASE EXCLUSION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. The following exclusion is added to Paragraph 2. B. The following exclusion is added to Paragraph 2. Exclusions of Section I — Coverage A — Bodily Exclusions of Section I— Coverage B — Person- Injury And Property Damage Liability: al And Advertising Injury Liability: 2. Exclusions 2. Exclusions This insurance does not apply to: This insurance does not apply to: Communicable Disease Communicable Disease "Bodily injury" or "property damage" arising out "Personal and advertising injury" arising out of of the actual or alleged transmission of a corn- the actual or alleged transmission of a com- municable disease. municable disease. This exclusion applies even if the claims This exclusion applies even if the claims against any insured allege negligence or other against any insured allege negligence or other wrongdoing in the: wrongdoing in the: a. Supervising, hiring, employing, training or a. Supervising, hiring, employing, training or monitoring of others that may be infected monitoring of others that may be infected with and spread a communicable disease; with and spread a communicable disease; b. Testing for a communicable disease; b. Testing for a communicable disease; c. Failure to prevent the spread of the dis- c. Failure to prevent the spread of the dis- ease; or ease; or d. Failure to report the disease to authorities. d. Failure to report the disease to authorities. Risk Management Division on/g _,• REWED&APPROVED BY: tirA Aavdo Risk Management Specialist CG 21 32 05 09 ©Insurance Services Office, Inc., 2008 Page 1 of 1 ❑ Hiscox Insurance Company Inc. eSli' HISCOX Policy Number: P100.042.462.10 Named Insured: STRAIGHTLINE COMMUNICATIONS Endorsement Number: 24 Endorsement Effective:01/12/2024 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AMENDED WAR EXCLUSION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART 1. war, invasion, acts of foreign enemies, hostilities A. Paragraph 2. Exclusions under Section I—COV- (whether war is declared or not), civil war, rebel- ERAGE A — BODILY INJURY AND PROPERTY lion, revolution, insurrection, military, or usurped DAMAGE LIABILITY, the exclusion of "War" is de- power; leted in its entirety and replaced with the following: 2. confiscation, nationalization, requisition, de- l.War, Civil War, Cyberwarfare, and NCBR struction of, or damage to property by or under the order of any government, public, or local au- "Bodily injury"or"property damage"based upon or thority; arising out of, directly or indirectly occasioned by, happening through or in consequence of: 3. "cyberwarfare", to the extent not otherwise ex- cluded by paragraph 1; or 1. war, invasion, acts of foreign enemies,hostilities (whether war is declared or not), civil war, rebel- 4. any"NCBR malicious act". lion, revolution, insurrection, military, or usurped C. In Section V—DEFINITIONS, the following defini- power; tions are added for purposes of this endorsement: 2. confiscation, nationalization, requisition, de- 1. "Cyberwarfare"means any: struction of, or damage to property by or under a. unauthorized access to,or use, alteration,cor- the order of any government, public, or local au- ruption, damage, manipulation, misappropria- thority; tion,theft,deletion,or destruction of,any corn- 3. "cyberwarfare", to the extent not otherwise ex- puter hardware or electronic data; cluded by paragraph 1; or b. creation, transmission, or introduction into a 4. any"NCBR malicious act". computer system, computer network, or elec- This will not apply to damage by fire to premises tronic data of a computer virus or harmful while rented to you or temporarily occupied by you code; or with the owner's permission. Any payments we c. restriction or inhibition of access to a computer make for "property damage" to such premises will system, computer network, or electronic data, be subject to the Damage to Premises Limit. including through a denial-of-service (DoS)at- B. Paragraph 2. Exclusions under Section I—COV- tack, ERAGE B — PERSONAL AND ADVERTISING IN- committed by, or on behalf of, a"state". JURY LIABILITY,the exclusion of"War"is deleted in In determining by whom any action listed in parts its entirety and replaced with the following: a.through c. above is committed we will consider o.War, Civil War, Cyberwarfare, and NCBR to whom any governing body (including the gov- "Personal and advertising injury", based upon or erning body's intelligence, law enforcement, or arising out of, directly or indirectly occasioned by, military services) attributes such action, regard happening through or in consequence of less of whether: i. the computer syste electronic data is ph Riska i DMsIon .a jurisdiction of that c °� 9 `` RE1/1EWm&APPRCN®BY: tI u I� Amite A(444 o CGL E2227 CW (03/23) =MI' Risk Management Specialist Includes copyrighted material of Insurance Services Office, 4., with its permission. ii. there are inconsistent statements within differ- ent branches or agencies of that governing body(including intelligence, law enforcement, or military services) as to whom the action is attributable to. However, if: A. a governing body has not attributed any such action to a "state", or any person, group, as- sociation, or entity acting on the "state's", be- half; and B. there is at least one "media report" or a cy- bersecurity forensic film report indicating that such action is attributed to a "state" or any person,group,association, or entity acting on the "state's" behalf, then we will not pay any damages for "bodily in- jury", "property damage",or"personal and adver- tising injury" resulting from any actions listed in parts a. through c. above until any governing body attributes such action to a"state"or any per- son, group, association, or entity acting on the "state's" behalf. If a governing body does not attribute such action to a "state" or any person, group, association, or entity acting on the "state's" behalf, or declares it is unable to do so,then a"media report"or cyber- security forensic firm report will be conclusive ev- idence that the act was committed by, or on be- half of, a "state". For purposes of this definition, "media report" means an article published by the Associated Press, Reuters,Wall Street Journal, or the British Broadcasting Corporation. For purposes of this definition, "state" means a sovereign state, state-like entity, quasi-state, proto-state, or a state sponsored actor or group. 2. "NCBR malicious act" means an act or series of acts that harms another person or damages prop- erty through the physical release or dispersal of "nuclear, chemical, biological, or radiological agents or materials", which is carried out by any person or group of persons,whether acting alone, on behalf of, or in connection with any organiza- tion. 3. "Nuclear, chemical, biological, or radiological agents or materials"means: a. nuclear reaction, nuclear radiation or radioac- tive particles, whether released or dispersed by nuclear or conventional devices; b. any chemical compound; or c. any pathogen, in sufficient concentration to cause harm to peo- ple or damage to property. g oRx .P Risk Management Division EWED :=; A REVI &APPROVED BY: 2,4 '.. rt '' A Aczv ;a CGL E2227 CW (03/23) �' Risk Management Specialist Includes copyrighted material of Insurance Services Office, I/., with its permission. etei H I SCOX Policyholder Notice Electronic Delivery If you received your insurance policy by email, it is because you have chosen electronic delivery of your policy documents and important notices, including cancellation and nonrenewal notices where permitted by law. We also will send any renewal policy documents to you by email at the address you have provided. If you are currently receiving paper documents and would like to have ease of retrieval and access and save on storage space, you will need to contact us and update your preferences. Most documents can be sent electronically within minutes. For electronic documents, you will need a computer or mobile device with Internet access and the ability to receive external emails. You also will need software such as Adobe Reader®that allows you to view and save PDF documents, and a printer to create paper copies. At any time you may request a paper copy of your policy, or you may withdraw your consent to receive documents by email. We will then send documents to you by US mail at no added cost. You must notify us if your email or street address changes. To update your email or street address, or to request paper documents, please contact us at 888-202-3007. Risk MosgementDivision REVIEWED&APPROVED BY: of AAava, csammi R isk Management Specialist INT N003 CW(01/19) afro HSCOX Hiscox Insurance Company Inc. ECONOMIC AND TRADE SANCTIONS POLICYHOLDER NOTICE Hiscox is committed to complying with the U.S. Department of Treasury Office of Foreign Assets Control (OFAC) requirements. OFAC administers and enforces economic sanctions policy based on Presidential declarations of national emergency. OFAC has identified and listed numerous foreign agents, front organizations,terrorists, and narcotics traffickers as Specially Designated Nationals (SDN's) and Blocked Persons. OFAC has also identified Sanctioned Countries. A list of Specially Designated Nationals, Blocked Persons and Sanctioned Countries may be found on the United States Treasury's web site http://www.treas.aov/offices/enforcement/ofac/. Economic sanctions prohibit all United States citizens (including corporations and other entities) and permanent resident aliens from engaging in transactions with Specially Designated Nationals, Blocked Persons and Sanctioned Countries. Hiscox may not accept premium from or issue a policy to insure property of or make a claim payment to a Specially Designated National or Blocked Person. Hiscox may not engage in business transactions with a Sanctioned Country. A Specially Designated National or Blocked Person is any person who is determined as such by the Secretary of Treasury. A Sanctioned Country is any country that is the subject of trade or economic embargoes imposed by the laws or regulations of the United States. In accordance with laws and regulations of the United States concerning economic and trade embargoes, this policy may be rendered void from its inception with respect to any term or condition of this policy that violates any laws or regulations of the United States concerning economic and trade embargoes including, but not limited to the following: (1) Any insured under this Policy, or any person or entity claiming the benefits of such insured, who is or becomes a Specially Designated National or Blocked Person or who is otherwise subject to US economic trade sanctions; (2) Any claim or suit that is brought in a Sanctioned Country or by a Sanctioned Country government, where any action in connection with such claim or suit is prohibited by US economic or trade sanctions; (3) Any claim or suit that is brought by any Specially Designated National or Blocked Person or any person or entity who is otherwise subject to US economic or trade sanctions; (4) Property that is located in a Sanctioned Country or that is owned by, rented to or in the care, custody or control of a Sanctioned Country government, where any activities related to such property are prohibited by US economic or trade sanctions; or (5) Property that is owned by, rented to or in the care, custody or control of a Specially Designated National or Blocked Person, or any person or entity who is otherwise subject to US economic or trade sanctions. Please read your Policy carefully and discuss with your broker/agent or insurance professional. You may also visit the US Treasury's website at http://www.treas.gov/offices/enforcement/ofac/. -_,g,, Risk ManageanenLDtvtsion / REVIEWED&APPROVED BY: `I rtrlo Acauacte 123=211Risk Management Specialist INT N001 CW 01 09 / \ HISCOX encourage courage' Hiscox Insurance Company Inc. Your Insurance Documents Enclosed you will find the policy documents that make up your insurance contract with us. Please read through all of these documents. If you have any questions or need to update any of your information please call us at 844-357-0840 (Mon-Fri, 7am-10pm ET). Your insurance documents Declarations Page This contains specific policy information, such as the limits and deductibles you have selected. Policy Wording This details the terms and conditions of your coverage, subject to policy endorsements. Endorsements These documents modify the Policy Wording or Declarations Page. These include relevant terms and conditions as required by your state and are part of your policy. Notices These documents provide information that may affect your coverage such as optional terrorism coverage (if purchased)and other important items required by your state. Application Summary This is a summary of the information that you provided to us as part of your application. Please review this document and let us know if any of the information is incorrect. Reporting a claim Please inform us immediately if you have a claim or loss to report. Please have your policy number available,which can be found on the declarations page, so we can handle your call quickly. Contact us via the methods below or file a claim using our online form at https://www.hiscox.com/manage-your-policy/claims-center. Email: reportaclaim@hiscox.com Phone: 866-424-8508 Mail: Hiscox Claims Center 5 Concourse Parkway Suite 2150 Atlanta, GA 30328 Risk ManagementDivislon 3?I� I1 REVIEWED&APPROVED 8Y: 1! A 4 AG4' igraMinit Risk Management Specialist l H I SCOX HISCOX INSURANCE COMPANY INC. (A Stock Company) encourage courage' 104 South Michigan Avenue,Suite 600, Chicago, Illinois 60603 (914)273-7400 Professional Liability Errors & Omissions Insurance Declarations This is a "Claims Made and Reported" Policy in which Claim Expenses are included within the Limit of Liability unless otherwise noted. Those words (other than the words in the captions) which are printed in Boldface are defined in the Policy. Declaration Effective Date: January 12, 2024 Policy No.: P100.042.069.10 Renewal of: P100.042.069.9 1. Named Insured: STRAIGHTLINE COMMUNICATIONS 2. Address: 14930 Greenleaf Street Sherman Oaks,CA 91403 Email Address: ohanlon@straightlinecomm.com 3.A. Limit of Liability: $1,000,000 Each Claim 3.B. $2,000,000 Aggregate for all Claims 4. Deductible: $500 Each Claim 5. Notice: Phone: 866-424-8508 Email: reportaclaim@hiscox.com Mail: Hiscox 5 Concourse Parkway, Suite 2150 Attn: Direct Claims Atlanta GA, 30328 6. Policy period: From: January 12,2024 To: January 12, 2025 At 12:01 A.M.(Standard Time)at the address shown above. 7. Retroactive Date: June 1, 1991 8. Premium: $1,027.00 9. Attachments: DPL D001 CW(11/19)-Professional Liability Errors&Omissions Insurance Declarations DPL P001 CW(05/13)-Professional Liability Coverage Form DPL E5424 CW(02/15)-Blanket Additional Insured Endorsement DPL E5026 CW(01/10)-Public Relations Services Endorsement DPL E5102 CA(01/10)-California Amendatory Endorsement DPL E5042 CW(01/10)-Waiver of Subrogation DPL E1901 CW(08/21)-Cyber Incidents Exclusion Endorsement DPL E1919 CW(03/23)-War,Civil War,Cyberwarfare, and NCBR Exclusion Endorsement INT N003 CW(01/19)-Policyholder Notice Electronic Delivery Risk Mxnagc�nattDivision 19n. REVIEWED Si.APPROVED BY: A�cz Acwe47 ZEGMEit Risk Management Specialist DPL D001 CW(11/19) / QyG etv HISCOX HISCOX INSURANCE COMPANY INC. (A Stock Company) encourage courage` 104 South Michigan Avenue,Suite 600, Chicago, Illinois 60603 (914)273-7400 INT N001 CW(01/09)-Economic And Trade Sanctions Policyholder Notice IN WITNESS WHEREOF,the Insurer indicated above has caused this Policy to be signed by its President and Secretary,but this Policy shall not be effective unless also signed by the Insurer's duly authorized representative. President ,i),. . ..____12\e,..4—"._E--- Secretary Authorized Representative Date:January 12,2024 / Risk Management Division _ g(t REVIEW @&APPROVED BY: 'E rrcw4ta A :a - Risk Management Specialist DPL D001 CW(11/19) / i ayG L. f$0 HISCOX PROFESSIONAL LIABILITY - US DIRECT ERRORS AND OMISSIONS INSURANCE xlsle Maraganent Dnvs[on 1'.% REVIEWED&APPROVED BY Allia Acwlo ©Hiscox Inc.All rights reserved. Risk Management Specialist >` / oSet H I SCOX ABOUT THIS POLICY The Hiscox Professional Liability— US Direct policy is designed to offer coverage for the risks entities face in performing their Professional Services. We urge You to read this Policy carefully so You understand the insurance that You have purchased, and the full extent of Your and Our rights and duties under this Policy. Please note that all words and phrases that appear in bold-type (except headings) have special meaning and are defined in the Definitions section of this Policy. Coverage for all Claims is subject to the entire terms and conditions of the policy. Coverage for Claims Made Against You You have purchased insurance that provides coverage for Claims made against You. We will pay Damages on Your behalf for any Claim that falls within the Insuring Agreement and within all of the terms and conditions outlined in the policy. Covered Claims are for Your Wrongful Acts in providing or failing to provide Professional Services. To determine who is an Insured please refer to the Definitions and Spousal and Domestic Partner section of the policy. Additionally, for coverage to apply, You must comply with all Your obligations as outlined in the Notice of Claims, Notice of Potential Claims, and the rest of the policy. The most We will pay is outlined in the Limits of Liability Section and items We will not pay are outlined in the Exclusions section. You are responsible for payments as outlined in the Deductible section. Risk Management Division 3� REVIEWED&APPROVED By: DPL P001 CW(05/13) 2 T. ! fq A avacto iEVIZEZES -1 Risk Management Specialist HISCOX In consideration of the premium charged and in reliance on the statements made and information provided to Us, including but not limited to the statements made and information provided in and with the Application, which is made a part of this Policy, as well as subject to the Limits of Liability, the Deductible and all of the terms, conditions, limitations and exclusions of this Policy, We and You agree as follows: I. INSURING AGREEMENT, DEFENSE AND SETTLEMENT A. INSURING AGREEMENT We shall pay on Your behalf Damages and Claim Expenses in excess of the Deductible resulting from any covered Claim that is first made against You during the Policy Period and reported to Us pursuant to the terms of the Policy for Wrongful Acts committed on or after the Retroactive Date. We shall also pay on Your behalf all Supplemental Payments in connection with any covered Claim that is first made against You during the Policy Period and reported to Us pursuant to the terms of the Policy for Wrongful Acts committed on or after the Retroactive Date. No Deductible shall apply to Supplemental Payments. B. DEFENSE 1. We shall have the right and the duty to defend any covered Claim, even if such Claim is groundless, false or fraudulent. 2. We shall have the right to appoint defense counsel upon being notified of such Claim. 3. Notwithstanding paragraph 2., We shall have no obligation to pay Claim Expenses until You have satisfied the applicable Deductible. 4. Our duty to defend shall terminate upon the exhaustion of the Limit of Liability as set forth in Item 3. of the Declarations. C. SETTLEMENT 1. We shall have the right to solicit and negotiate settlement of any Claim. 2. We shall not, however, enter into a settlement without Your prior consent, which consent shall not be unreasonably withheld. 3. If You shall refuse to consent to any settlement recommended by Us, Our liability for such Claim shall not exceed the amount for which such Claim could have been settled plus Claim Expenses incurred up to the date of such refusal. Risk MRnagenenEDfviston 3 �9it� ��,c'= REVIEWED APPROVED A€4/414 DPL P001 CW(05/13) iiiMEZEM' Risk Management Specialist f$0 HISCOX II. NOTICE OF CLAIMS AND NOTICE OF POTENTIAL CLAIMS A. NOTICE OF CLAIMS 1. As a condition precedent to any coverage under this Policy, You shall give written notice to Us of any Claim as soon as practicable, but in all events no later than: a. the end of the Policy Period (or any purchased Optional Extended Reporting Period); or b. 60 days after the end of the Policy Period (or any purchased Optional Extended Reporting Period) so long as such Claim is made within the last 60 days of such Policy Period (or any purchased Optional Extended Reporting Period). 2. Such notice shall be sent to Us at the address set forth in Item 5. of the Declarations. 3. Such notice shall include any and all documents related to such Claim, including every demand, notice, summons or other applicable information received by You or by Your representative. B. NOTICE OF POTENTIAL CLAIMS If You first become aware during the Policy Period of any Wrongful Act that might be reasonably likely give rise to a covered Claim, You may give written notice to Us of such potential Claim during the Policy Period. Such notice must include to the fullest extent possible: 1. the identity of the potential claimant; 2. the identity of the person(s)who allegedly committed the Wrongful Act; 3. the date of the alleged Wrongful Act; 4. specific details of the alleged Wrongful Act; and 5. any written notice from the potential claimant describing the Wrongful Act. If such notice is accepted as a "potential Claim," then any actual Claim that is subsequently made shall be deemed to have been first made on the date such "potential Claim"was first reported to Us. Provided, however, You may not report "potential Claims" during any purchased Optional Extended Reporting Period. C. OPTIONAL EXTENDED REPORTING PERIOD 1. If We or the Named Insured cancel or non-renew \- " '- ' Endorsement hereto), then the Named Insured sha R;akMxnagementDivisinn �N onawP for an additional premium an Optional Extended R 2% REnevm&APPRov®sv: DPL P001 CW(05/13) 4 . n flczuao r Risk Management Specialist HISCOX however, the right to purchase an Optional Extended Reporting Period shall not apply if: a. this Policy is canceled by Us for nonpayment of premium (as described by Endorsement hereto); or b. the total premium for this Policy has not been fully paid. 2. The Optional Extended Reporting Period will apply only to Claims that: a. are first made against You and reported to Us during such Optional Extended Reporting Period; and b. are for Wrongful Acts committed on or after the Retroactive Date but prior to the effective date of cancellation or non-renewal (as described by Endorsement hereto). 3. The additional premium for such Optional Extended Reporting Period shall not exceed 200% of the annualized expiring premium for an Optional Extended Reporting Period of 3 years. The additional premium for such Optional Extended Reporting Period shall be fully earned at the inception of such Optional Extended Reporting Period. 4. Notice of election and full payment of the additional premium for the Optional Extended Reporting Period must be received within 30 days after the effective date of cancellation or non-renewal (as described by Endorsement hereto). In the event the additional premium is not received within the 30 days, any right to purchase the Optional Extended Reporting Period shall lapse and no further Optional Extended Reporting Period shall be offered. The Limits of Liability applicable during any purchased Optional Extended Reporting Period shall be the remaining available Limits of Liability under this canceled or non-renewed Policy (as described by Endorsement hereto). There shall be no separate or additional Limit of Liability available for any purchased Optional Extended Reporting Period and the purchase of any Optional Extended Reporting Period shall in no way increase the Limit of Liability set forth in Item 3. of the Declarations. III. EXCLUSIONS This Policy does not apply to and We shall have no obligation to pay any Damages, Claim Expenses or Supplemental Payments for any Claim: A. based upon or arising out of any actual or alleged fraud, dishonesty, criminal conduct, or any knowingly wrongful, malicious, or intentional acts or omissions; provided, however, that: 1. We will pay Claim Expenses until there is a final adjudication establishing such conduct, at which time You shall reimburse Us for such Claim Expenses: and 2. this exclusion shall not apply to otherwise covered i\ / resulting in a Personal Injury. - Risk MmiagementDivision I ' REviEwED&ApPRovm 8v: 5 DPL P001 CW(05/13) �' Risk Management Specialist 0 0 HISCOX B. based upon or arising out of any actual or alleged gaining of any profit or advantage to which You were not legally entitled. C. based upon or arising out of any actual or alleged wrongful termination, retaliation or discrimination against or harassment of any past, present, future or potential Employee, including but not limited to any violations of federal, state or local statutory or common law. D. based upon or arising out of any actual or alleged Wrongful Act that: 1. was committed prior to the Retroactive Date; 2. has been the subject of any notice given under any other policy of which this Policy is a renewal or replacement; or 3. You had knowledge of prior to the Policy Period and had a reasonable basis to believe that such Wrongful Act could give rise to a Claim; provided, however, that if this Policy is a renewal or replacement of a previous policy issued by Us providing materially identical coverage, the Policy Period referred to in this paragraph will be deemed to refer to the inception date of the first such policy issued by Us. E. brought by or on behalf of any federal, state or local government agency or professional or trade licensing organization; provided, however, this exclusion shall not apply to claims brought in their capacity as a client receiving Your Professional Services. F. brought by or on behalf of one Insured against another Insured. G. brought by or on behalf of any person or entity maintaining Effective Control of You. H. based upon or arising out of any actual or alleged violation of the following laws, including any similar provisions of any federal, state or local statutory or common law: 1. the Securities Act of 1933 (as amended); 2. the Securities Exchange Act of 1934 (as amended); 3. any state blue sky or securities laws (as amended); 4. the Racketeer Influenced and Corrupt Organizations Act, 18 U.S.C. § 1961 et seq. (as amended); 5. the Employee Retirement Income Security Act of 1974 (as amended); including any rules or regulations promulgated thereunder. I. based upon or arising out of any actual or alleged obligation under any Workers' Compensation, Unemployment Compensation, Employers Liability or Disability Benefit Law, including any similar provisions of any federal, state or local statutory or common law. J. based upon or arising out of any actual or alleged liability of nthPrc that You aRSI,mP under any contract or agreement unless such liability ;\ Risk �y ividon 3; t absence of such contract or agreement. � ° REVIEWED m&APPROy8Y: DPL P001 CW(05/13) 6 `l.4 `'` Aafaga Risk Management Specialist ett HISCOX K. based upon or arising out of any actual or alleged Bodily Injury or Property Damage. L. based upon or arising out of any actual, alleged or threatened discharge, dispersal, release or escape of Pollutants, including any direction or request to test for, monitor, clean up, remove, contain, treat, detoxify or neutralize Pollutants. M. based upon or arising out of any actual or alleged infringement of any copyright, trademark, trade dress, trade name, service mark, service name, title, slogan or patent or theft of trade secret. N. based upon or arising out of any actual or alleged false or deceptive advertising of Your goods or services or misrepresentation in advertising of Your goods or services, including but not limited to any wrongful description of prices of Your goods or services or the quality or performance of Your goods or services. O. based upon or arising out of any actual or alleged breach of contract or breach of any implied or express warranty or guarantee; provided, however, this Exclusion shall not apply to: 1. any obligation you have to perform your Professional Services with reasonable skill or care; or 2. any liability You would have had in absence of such contract, warranty or guarantee. P. based upon or arising out of any actual or alleged violation of any federal, state or local statutes, ordinances or regulations regarding or relating to unsolicited telemarketing, solicitations, emails, faxes or any other communications of any type or nature, including but not limited to any "anti-spam" and "do-not-call" statutes, ordinances, or regulations. Q. based upon or arising out of any actual or alleged failure to procure or maintain adequate insurance or bonds. R. based upon or arising out of any actual or alleged failure to protect any non-public, personally identifiable information in Your care, custody or control. S. based upon or arising out of any actual or alleged actuarial services, medical or nursing services, insurance agent/broker services, legal services or services as an architect or engineer. IV. LIMITS OF LIABILITY, DEDUCTIBLE AND RELATED CLAIMS A. LIMIT OF LIABILITY RiekManaganenetDivision REVIEWED&APPROVED BY: qA DPL P001 CW(05/13) 7 ! A Aava Risk Management Specialist eSev HISCOX Regardless of the number of Claims made during the Policy Period (or applicable Extended Reporting Period), the maximum that We shall be liable to pay for all covered Damages, Claim Expenses and Supplemental Payments shall be as follows: 1. The amount set forth in Item 3.A. of the Declarations as "Each Claim" shall be the maximum amount for each covered Claim. 2. The amount set forth in Item 3.B. of the Declarations as "Aggregate for all Claims" is the maximum amount for all Claims combined. 3. Notwithstanding 1. and 2. above, Our liability for Supplemental Payments shall not exceed $250 per day for each Insured up to $5,000 per Claim, which amounts shall reduce the amounts described in 1. and 2. above. B. DEDUCTIBLE 1. We shall not be responsible for payment of Damages or Claims Expenses until the Deductible amount has been satisfied. 2. We may at Our discretion advance payment of Damages or Claims Expenses within the Deductible amount on Your behalf, but You shall reimburse Us for any such amounts as soon as We request such reimbursement. 3. No Deductible amount shall apply to Supplemental Payments. C. RELATED CLAIMS For purposes of the applicable Deductible and Limit of Liability, all Claims based upon or arising out of continuous, repeated, related or interrelated Wrongful Acts shall be considered a single Claim first made against You in the Policy Period the first such Claim was made. V. OTHER MATTERS AFFECTING COVERAGE . A. ESTATES, HEIRS, LEGAL REPRESENTATIVES, SPOUSES & DOMESTIC PARTNERS This Policy shall apply to Claims brought against: 1. the heirs, executors, administrators, trustees in bankruptcy, assignees and legal representatives of any Insured in the event of such Insured's death or disability; or 2. the legal spouse or legal domestic partner of any Insured; but only: 1. for the Wrongful Acts of such Insured; or so°°' Rtek Management DwisLon REVIEWED&APPROVED By: 8 Awe!lava,DPL P001 CW(05/13) �' Risk Management Specialist 6$0 H I SCOX 2. in connection with their ownership interest in property which the claimant seeks as recovery for actual or alleged Wrongful Acts of such Insured. B. INSURED DUTY TO COOPERATE You shall have the duty to cooperate with Us in the defense, investigation and settlement of any Claim, including but not limited to: 1. upon request, submit to examination and interrogation under oath by Our representative; 2. attend hearings, depositions and trials as requested by Us; 3. assist in securing and giving evidence and obtaining the attendance of witnesses; 4. provide written statements to Our representative and meet with such representative for the purpose of investigation and/or defense; and 5. provide all documents We may reasonably require. C. INSURED OBLIGATION NOT TO INCUR EXPENSE OR ADMIT LIABILITY You shall not, except at Your own cost, make any payment, incur any expense, admit any liability, settle any Claim or assume any obligation without Our prior consent. D. ACTION AGAINST THE INSURER No action shall be taken against Us unless: 1. You have complied fully with all the terms and conditions of this Policy; and 2. the amount of Your obligation to pay shall have been finally determined either by judgment against You after actual trial, or by written agreement between You, Us and the claimant. No person or organization shall have any right under this Policy to join Us as a party to any Claim against You nor shall We be impleaded by You or Your legal representatives in any such Claim. E. OTHER INSURANCE This Policy shall be excess insurance over any other valid and collectable insurance available to You, whether such other insurance is stated to be primary, contributory, excess, contingent or otherwise, unless such other insurance is written only as a specific excess insurance over the Limit of Liability provided in this Policy. F. SUBROGATION 1. In the event of any payment by Us under this Policy, We shall be subrogated to all of Your rights of recovery to such payment. 2. You shall do everything that may be necessary to secure and preserve such subrogation rights, including but not limited to the P\.r.iitinn of anv rinriimPntc necessary to allow Us to bring suit in Your name. Risk Management Division REv iEWED&APPROVED BY: 9 /14,c, Acevalo DPL P001 CW(05/13) • Risk Management Specialist HISCOX 3. You shall do nothing to prejudice such subrogation rights without first obtaining Our written consent. 4. Any recovery shall first be paid to Us up to the amount of any Damages, Claim Expenses or Supplemental Payments that We have paid. Any remaining amounts shall be paid to You. 5. Notwithstanding the above, no subrogation shall be had against any Insured. G. ALTERATION AND ASSIGNMENT No change in, modification of or assignment of interest under this Policy shall be effective unless made by written endorsement to this Policy signed by Our authorized representative. H. REPRESENTATIONS As a condition precedent of Our obligations under this Policy, You represent that: 1. the statements and representations made by You in the Application are true and are the basis of the Policy and are to be considered as incorporated into and constituting a part of this Policy; 2. the statements and representations made by You in the Application shall be deemed material to the acceptance of the risk assumed by Us under the Policy; 3. this Policy is issued in reliance upon the truth of the statements and representations made by You in the Application; and 4. in the event the Application contains misrepresentations which materially affect the acceptance of the risk assumed by Us under this Policy, this Policy shall be void ab initio. I. BANKRUPTCY OR INSOLVENCY Your bankruptcy or insolvency shall not relieve Us of any of Our obligations under this Policy. J. TERRITORY This Policy shall apply to Wrongful Acts committed anywhere in the world, provided that any action, arbitration, or other proceeding for, in relation to, or arising from the Claim is brought within the United States, its territories or possessions, or Canada. K. FALSE OR FRAUDULENT CLAIMS If any Insured shall commit fraud in proffering any Claim or regarding the amount or otherwise, this Insurance shall become void as to such Insured from the date such fraudulent claim is proffered. L. NAMED INSURED RESPONSIBILITIES ,�e�,�, Rik�DivisFOn REVIEWED&APPROVEDBY: 10 `' o` Aar f#cevula DPL P001 Cw(05/13) liMMEEt' Risk Management Specialist HISCOX It shall be the responsibility of the Named Insured to act on behalf of all other Insureds with respect to the following: 1. giving and receiving notice of cancellation and/or non-renewal (as described by Endorsement hereto); 2. payment of premium 3. receipt of return premiums; 4. acceptance of changes to this Policy; and 5. payment of Deductibles. M. EXAMINATION OF YOUR BOOKS AND RECORDS We may examine and audit Your books and records as they related to this Policy at any time during the Policy Period (or any purchased Optional Extended Reporting Period) or up to three years after the end of the Policy Period (or any purchased Optional Extended Reporting Period). N. TITLES Titles of sections of and endorsements to this Policy are inserted solely for convenience of reference and shall not be deemed to limit, expand or otherwise affect the provisions to which they relate. VI. DEFINITIONS A. Application means the signed application for the Policy, whether submitted on-line, over the phone or on paper, including any attachments and other materials or statements submitted in conjunction therewith. If this Policy is a renewal or replacement of a previous policy or policies issued by Us, Application shall also include all signed applications and other materials that were submitted therewith and attached thereto. B. Bodily Injury means physical injury to or sickness, disease or death of a person, or mental injury, mental anguish, emotional distress, pain or suffering, or shock sustained by a person. C. Claim means any written demand for Damages or for non-monetary relief. D. Claim Expenses means the following that are incurred by Us or by You with Our prior written consent: 1. all reasonable and necessary fees, costs and expenses (including the fees of attorneys and experts) incurred in the investigation, defense and appeal of a Claim; and 2. premiums on appeal bonds, attachment bonds or similar bond. Provided, however, We shall have no obligation to apply for or furnish any such bonds. Claim Expenses shall not mean and We shall not be obligated to pay: 1. salaries, wages or expenses other than Supplemen WskManagemattDlvis[on ref ' REVIEWED&APPROVED BY: 11 .k Az. =A avdo DPL P001 CVV(05/13) �' Risk Management Specialist / t9T� HISCOX 2. the defense of any criminal investigation, criminal grand jury proceeding, or criminal action. E. Damages means a monetary judgment or monetary award that You are legally obligated to pay (including pre- or post-judgment interest) or a monetary settlement negotiated by Us with Your consent. Damages shall not mean and We shall not be obligated to pay: 1. fines, penalties, taxes, sanctions levied against You; 2. any punitive or exemplary damages or that portion of any multiplied damages award which exceeds the damage award so multiplied, provided, however, that, if such damages are otherwise insurable under applicable law and regulation, We will pay an award of punitive or exemplary damages in excess of the Deductible and up to a maximum sum of$250,000. This limit shall be a part of and not in addition to the Limit of Liability set forth in Items 3. of the Declarations; 3. the return, reduction or restitution of Your fees, commissions, profits, or charges for goods provided or services rendered, including any over-charges or cost over-runs; 4. liquidated damages; or 5. Your cost of complying with injunctive relief. F. Effective Control means: 1. ownership of more than 50% of the issued and outstanding voting securities; or 2. having the right pursuant to written contract, by-laws, charter, operating agreement or similar documents to elect, appoint or designate a majority of the board of directors, management committee members of a partnership or the members of the management board of a limited liability company (or equivalent management structure). G. Employee means any past, present or future: 1. employee (including any part-time, seasonal or temporary employee or any volunteer); 2. partner, director, officer, member or board member(or equivalent position); 3. independent contractor; or 4. leased worker; of an Organization, but only in their performance of Professional Services on behalf of or at the direction of such Organization. H. Insured means You or Your. I. Named Insured means the individual, corporation, partnership, limited liability company, limited partnership, or other entity set forth in Item 1 of the Declarations. J. Optional Extended Reporting Period means any applicable Optional Extended Reporting Period contemplated by the OPTIONAL EXTENDED REPORTING PERIOD Clause. Risk Man genentDMsinn a; 47 ‘ REVIEWED&APPROVED BY: 12 `'��A '1 ti4siZe Aav4 DPL P001 Cw(05/13) 11231:621=1' Risk Management Specialist H I SCOX K. Organization means the Named Insured and any Subsidiary. L. Personal Injury means injury, other than Bodily Injury, arising out of one of more of the following offenses: 1. false arrest, detention or imprisonment; 2. malicious prosecution; 3. wrongful eviction from, wrongful entry into, or invasion of the right of private occupancy of premises; 4. slander, libel, defamation or disparagement of goods, products or services; or 5. oral or written publication of material in connection with Your advertising that violates a person's right of privacy. M. Policy Period means the period of time set forth in Item 6. of the Declarations. N. Pollutants means any solid, liquid, gaseous, biological, radiological or thermal irritant or contaminant, including smoke, vapor, dust, fibers, mold, spores, fungi, germs, soot, fumes, acids, alkalis, chemicals and Waste. "Waste" includes, but is not limited to, materials to be recycled, reconditioned or reclaimed and nuclear materials. O. Professional Services means only those services specified in Endorsement to this Policy as performed by or on behalf of an Organization for others for a fee or other compensation. P. Property Damage means physical loss of or physical damage to or destruction of any tangible property, including the loss of use thereof. For purposes of this definition, "tangible property" shall not include electronic data. Q. Retroactive Date means the date set forth in Item 7. of the Declarations. R. Subsidiary means: 1. any entity of which the Named Insured has Effective Control ("Controlled Entity") on or before the Policy Period, either directly or indirectly through one or more Controlled Entities; 2. any entity of which the Named Insured forms or acquires Effective Control during the Policy Period, either directly or indirectly through one or more Controlled Entities, but only for the first 90 days after such formation or acquisition (or until the end of the Policy Period, whichever is earlier). Provided, however, with respect to a Subsidiary described in paragraph 2. of this definition, We shall only cover Claims alleging Wrongful Acts committed while the Named Insured had Effective Control of such Subsidiary, either directly or indirectly through one or more Controlled Entities. An entity ceases to be a Subsidiary once the Named Insured no longer has Effective Control of such entity, either directly or indirectly through one or more Controlled Entities, and this Policy will not respond to Claims made against such entity thereafter. o ,e Risk Management Division 3?� , REVIEWED&APPROVED BY: 13 .. A fc¢,ro DPL P001 CW(05/13) �' Risk Management Spedatist HISCOX S. Supplemental Payments means the reasonable expenses incurred by You, including loss of wages, if You are required by Us to attend arbitration proceedings or trial in the defense of a covered Claim. T. We, Us, Our or Insurer means the insurance company set forth in the Declarations. U. Wrongful Act means any actual or alleged breach of duty, negligent act, error, omission or Personal Injury committed by You in the performance of Your Professional Services. V. You or Your means any: 1. Organization; 2. Employee; 3. joint venture in which an Organization participates pursuant to written agreement, but only for: a. Wrongful Acts committed by such Organization; and b. the percentage of otherwise covered Damages and Claims Expenses in proportion to such Organization's participation in the joint venture. Risk Mwtsgeme tD[vis[on + REVIEWED&APPROVED BY: 14 +!. IF .' A :¢&avail DPL P001 CW(05/13) �' Risk Management Specialist ft, HI SCOX Hiscox Insurance Company Inc. Policy Number: P100.042.069.10 Named Insured: STRAIGHTLINE COMMUNICATIONS Endorsement Number: 1 Endorsement Effective:01/12/2024 E5424.1 Blanket Additional Insured Endorsement(PL) In consideration of the premium charged, it is understood and agreed that the Policy is amended as follows: 1. In Clause VI. DEFINITIONS, paragraph V., "'You' or 'Your'," is amended to include the following at the end thereof: You or Your shall also include any Additional Insured but only for the Wrongful Acts of those contemplated in paragraphs 1., 2. or 3. of the definition of-You' or'Your": 2. The following definition is added to Clause VI. DEFINITIONS: Al-A. Additional Insured means any person(s) or organization(s) with whom You have agreed in a written contract or agreement to add them as an additional insured to a policy providing the type of coverage afforded by this Policy, provided the contract or agreement: 1. is currently in effect or becomes effective during the Policy Period; and 2. was executed before the Professional Services from which the Claim arises were performed. 3. In Clause III. EXCLUSIONS, paragraph F. is deleted in its entirety and replaced with the following: F. brought by or on behalf of one Insured against another Insured; provided, however, this Exclusion will not apply to any Claim brought by an Additional Insured in any capacity other than that of an Additional Insured. All other terms and conditions remain unchanged. Risk MsnagemattDiviston REVI RIVED&APPROVED BY: RAMMIZa Risk Management Specialist DPL E5424 CW(02/15) Includes copyrighted material of Insurance Services Office, Inc.,w/ permission. Hiscox Insurance Company Inc. H ISCOX encourage courage" Endorsement 2 NAMED INSURED: STRAIGHTLINE COMMUNICATIONS Public Relations Services Endorsement Page 1 of 2 In consideration of the premium charged, it is understood and agreed that the Policy is amended as follows: 1. In Clause VI. DEFINITIONS, paragraph O.,"Professional Services,"is amended to read as follows: O. Professional Services means the below listed services performed for others for compensation: 1. public relations services. 2. Clause VI. DEFINITIONS is amended to include the following at the end thereof: DM-A. Infringement Claim means any Claim alleging or arising out of any actual or alleged infringement of any copyright,trademark,trade dress,trade name,service mark,service name,title or slogan. 3. In Clause VI DEFINITIONS, paragraph C.,"Claim,"is amended to include the following at the end thereof: Claim shall also mean Infringement Claim. 4. In Clause III. EXCLUSIONS, paragraphs M. is deleted in its entirety. 5. Notwithstanding anything in the Policy to the contrary,all Infringement Claims shall be subject to a sublimit of liability of 200,000.00,which shall be part of, and not in addition to, any applicable Limit of Liability. 6. Clause III. EXCLUSIONS is amended to include the following at the end thereof: This Policy does not apply to and We shall have no obligation to pay any Damages,Claim Expenses,or Supplemental Payments for any Claim: PR-A. based upon or arising out of any actual or alleged infringement of any patent or theft of trade secret. PR-B. based upon or arising out of any actual or alleged promotion of media, including but not limited to music,film,video, books,magazines or other published material on behalf of any entertainment, publishing, music(or other recording industry),internet or media company. PR-C. based upon or arising out of any actual or alleged promotion of entertainers, including but not limited to musicians, artists or actors,on behalf of any entertainment, publishing, music(or other recording industry), Internet or media company. PR-D. based upon or arising out of any actual or alleged fundraising activities. PR-E. based upon or arising out of any actual or alleged price discounts, prizes,awards, money or valuable consideration given in excess of a total contracted or expected amount. PR-F. based upon or arising out of any actual or alleged games of chance or lotteries. Risk ManagemenEDivision 3? • R�l/IEWED&APPROVED BY: �rkwll�1 A : Aava. Risk Management Specialist Hiscox Insurance Company Inc. fSelo HISCOX encourage courage' Endorsement 2 NAMED INSURED: STRAIGHTLINE COMMUNICATIONS Public Relations Services Endorsement Page 2 of 2 All other terms and conditions remain unchanged. Endorsement effective: January 12, 2024 Policy No.: P100.042.069.10 Endorsement No: 2 By: Kevin Kerridge (Appointed Representative) DPL E5026 CW(01/10) RleltManxg mentDiviston o?,,(( �� REVIEWED&APPROVIDBY: 114fa A , Risk Management Specialist 1 Hiscox Insurance Company Inc. ett HISCOX encourage courage' Endorsement 3 NAMED INSURED: STRAIGHTLINE COMMUNICATIONS California Amendatory Endorsement Page 1 of 3 This endorsement modifies insurance provided under the following: PROFESSIONAL LIABILITY-ERRORS AND OMISSIONS INSURANCE In consideration of the premium charged, it is understood and agreed that the Policy is modified as follows: 1. Section V. OTHER MATTERS AFFECTING COVERAGE is amended to include the following at the end thereof: CANCELLATION Notice of Cancellation A. The Named Insured may cancel this Policy by giving Us advance written notice stating when thereafter such cancellation shall be effective. If the Named Insured cancels this Policy,the refund may be less than pro rata. Provided, however, if this Policy shall be cancelled by the Named Insured within 14 days of the inception of the Policy Period without having submitted a Claim,We shall return in full any premium amount actually paid to Us. In such event,the effective date of cancellation shall be deemed to be the inception date of the Policy Period. B. Policies In Effect For 60 Days or Less If this Policy has been in effect for sixty(60)days or less,and is not a renewal of a Policy We have previously issued,We may cancel this Policy by mailing or delivering to the Named Insured at the mailing address shown in the Declarations and to the producer of record, if any,advance written notice of cancellation stating the reason for cancellation at least: Ten (10)days before the effective date of cancellation if We cancel for: (a) Non-payment of premium; or (b) Discovery of fraud by: i. The Insured or the Insured's representative in obtaining this insurance;or ii. The Insured or the Insured's representative in pursuing a Claim under the Policy. Thirty(30)days before the effective date of cancellation if We cancel for any other reason. C. Policies In Effect For More Than 60 Days If this Policy has been in effect for more than sixty(60)days,We may also cancel this Policy by mailing or delivering to the Named Insured at the address shown in the Declarations,the producer of record, if any, written notice, including the reason for cancellation, stating when not less than thirty(30)days thereafter (or ten (10)days thereafter when cancellation is due to non-payment of premium or discovery of fraud), the cancellation shall be effective. We may only cancel this Policy for one or more of the following reasons: (a) Nonpayment of premium, including payment due on a prior policy issued by Us and due during the current policy term covering the same risks; (b) Discovery of fraud or material misrepresentation by: i. The Insured or the Insured's representative in obtaining this insura` i ,,,a.,,<e Risk MwtagrmattDivisimt ii. The Insured or the Insured's representative in pursuing a Claim ur r-----. .� REVIEWED Se APPROVED BY: 3 /� /�:'0. I d„1' lT F 22 17Cet EREIM Risk Management Specialist y Hiscox Insurance Company Inc. etio HISCOX encourage courage' Endorsement 3 NAMED INSURED: STRAIGHTLINE COMMUNICATIONS California Amendatory Endorsement Page 2 of 3 (c) A judgment by a court or an administrative tribunal that the Insured has violated a California or Federal law, having as one of its necessary elements an act which materially increases any of the risks insured against; (d) Discovery of willful or grossly negligent acts or omissions,or of any violations of state laws or regulations establishing safety standards, by the Insured or the Insured's representative,which materially increase any of the risks insured against; (e) Failure by the Insured or the Insured's representative to implement reasonable loss control requirements, agreed to by the Insured as a condition of policy issuance,or which were conditions precedent to Our use of a particular rate or rating plan, if that failure materially increases any of the risks insured against; (f) A determination by the Commissioner of Insurance that the i. Loss of,or changes in,our reinsurance covering all or part of the risk would threaten Our financial integrity or solvency;or ii. Continuation of the policy coverage would: a. Place Us in violation of California law or the laws of the state where We are domiciled; or b. Threaten Our solvency. (g) A change by the Insured or the Insured's representative in the activities or property of the commercial or industrial enterprise,which results in a materially added, increased or changed risk, is included in the Policy. D. The mailing of the notice of cancellation shall be sufficient proof of notice and this Policy shall terminate at the date and hour specified in such notice. If We cancel this Policy, any return premium shall be calculated pro rata. Payment or tender of any unearned premium by Us shall not be a condition precedent to the effectiveness of the cancellation, but such payment shall be made as soon as practicable. Nonrenewal A. If We elect not to renew this Policy,We will mail or deliver to the Named Insured written notice of nonrenewal,stating the reason for nonrenewal, not less than sixty(60)days,but not more than one hundred twenty(120)days before the end of the Policy Period. We will mail the notice of nonrenewal to the Named Insured at the last mailing address known Us. If the notice of nonrenewal is mailed, proof of mailing will be sufficient proof of notice. B. We are not required to send notice of nonrenewal in the following situations: (a) If the transfer or renewal of a policy,without any changes in terms,conditions or rates, is between Us and a member of Our insurance group. (b) If the policy has been extended for 90 days or less, provided that notice hr� ,„„ RisleMaragementDivision accordance with paragraph A above. ��@ 3%�� REVIEWED&APPROVED BY: 11�r�` Acw o �� Risk Management Specialist Hiscox Insurance Company Inc. 4400 HISCOX encourage courage' Endorsement 3 NAMED INSURED: STRAIGHTLINE COMMUNICATIONS California Amendatory Endorsement Page 3 of 3 (c) If the Named Insured has obtained replacement coverage,or if the Named Insured has agreed, in writing,within 60 days of the termination of the Policy,to obtain that coverage. (d) If the Policy is for a period of no more than 60 days and the Named Insured is notified at the time of issuance that it will not be renewed. (e) If the Named Insured requests a change in the terms or conditions or risks covered by the Policy within 60 days of the end of the Policy Period. (f) If We made a written offer to the Named Insured, in accordance with the timeframes shown in paragraph A above,to renew the Policy under changed terms or conditions or at an increased premium rate,when the increase exceeds 25%. 2. Section VII. DEFINITIONS, Paragraph E Damages, is modified to the extent necessary to provide the following: Punitive and exemplary damages shall not be insurable in cases where California law governs the Claim. 3. The Policy is amended by adding the following Clause at the end thereof: Policy Conflicts To the extent any term or condition contained in the Policy or any Endorsement attached thereto conflicts with any term or condition contained in this or any other State Amendatory Endorsement attached to the Policy, such terms and conditions most favorable to the Insured shall apply. All other terms and conditions remain unchanged. Endorsement effective: January 12, 2024 Policy No.: P100.042.069.10 Endorsement No: 3 i By:Kevin Kerridge (Appointed Representative) DPL E5102 CA(01/10) (---) ,,... s Risk Management Division ` REVIEWED&APPROVED BY: !!11 A4 :g AGet/4 ZIMMEt Risk Management Specialist Hiscox Insurance Company Inc. HISCOX encourage courage' Endorsement 4 NAMED INSURED: STRAIGHTLINE COMMUNICATIONS Waiver of Subro_gation Page 1 of 1 In consideration of the premium charged, it is understood and agreed that the Policy is amended as follows: In Clause V. OTHER MATTERS AFFECTING COVERAGE, paragraph F.SUBROGATION is deleted in its entirety and replaced with the following: F. Subrogation. 1. In the event of any payment by Us under this Policy,We shall be subrogated to all of Your rights of recovery to such payment. 2. You shall do everything that may be necessary to secure and preserve such subrogation rights, including but not limited to the execution of any documents necessary to allow Us to bring suit in Your name. 3. You shall do nothing to prejudice such subrogation rights without first obtaining Our written consent. 4. Any recovery shall first be paid to Us up to the amount of any Damages or Claim Expenses that We have paid.Any remaining amount shall be paid to You. 5. Notwithstanding the above, no subrogation shall be had against any Insured. Notwithstanding the foregoing,to the extent You have waived Your rights of recovery,We also agree to waive Our subrogation rights in connection therewith, provided that Your waiver of Your rights is in writing and predates the first such Wrongful Act giving rise the Claim resulting in payment of Damages or Claim Expenses by Us. All other terms and conditions remain unchanged. Endorsement effective: January 12, 2024 Policy No.: P100.042.069.10 Endorsement No: 4 By: Kevin Kerridge (Appointed Representative) DPL E5042 CW(01/10) Rlek Management Divis[on o 7 g •O'x REVIEWED&APPROVED BY: Risk Management Specialist s Hiscox Insurance Company Inc. HISCOX encourage courage' Endorsement 5 NAMED INSURED: STRAIGHTLINE COMMUNICATIONS Cyber Incidents Exclusion Endorsement Page 1 of 1 In consideration of the premium charged, it is understood and agreed that the Policy is amended as follows: 1. In Clause III. EXCLUSIONS, Exclusion R. is deleted in its entirety and replaced with the following: R. based upon or arising out of any actual or alleged: 1. unauthorized acquisition,access, use,or disclosure of, improper collection or retention of, or failure to protect any non-public personally identifiable information or confidential corporate information that is in Your care,custody,or control; 2. violation of any privacy law or consumer data protection law protecting against the use, collection, or disclosure of any information about a person or any confidential corporate information; 3. total or partial damage to, loss, corruption,deterioration,destruction,or alteration of,or the inability or impaired ability to access or manipulate any electronic data, software, electronic databases, computers,or any part of a computer system or network; 4. denial of service or delay, disruption, impairment,failure,or outage of any part of a computer system or network; 5. unauthorized or unlawful access to any electronic data or any part of a computer system or network, including through the transmission of any malicious code,such as a computer virus,worm, logic bomb, malware,spyware,Trojan horse,or other fraudulent or unauthorized computer code;or 6. threat, hoax, or demand relating to subparts 1 through 5 above. All other terms and conditions remain unchanged. Endorsement effective: January 12, 2024 Policy No.: P100.042.069.10 Endorsement No: 5 By: Kevin Kerridge (Appointed Representative) DPL E1901 CW(08/21) Risk Management Division I/tt YN;@ F REVIEWED APPROVED&APPROV BY: , ^ -- Risk Management Specialist Hiscox Insurance Company Inc. H I SCOX encourage courage Endorsement 6 NAMED INSURED: STRAIGHTLINE COMMUNICATIONS War,Civil War,Cyberwarfare, and NCBR Exclusion Endorsement Page 1 of 2 In consideration of the premium charged, it is understood and agreed that the Policy is amended as follows: 1. The following is added to the end of Clause III. EXCLUSIONS: This Policy does not apply to and We will have no obligation to pay any Damages, Claim Expenses,or Supplemental Payments for any Claim: WC-A. based upon or arising out of, directly or indirectly occasioned by, happening through,or in consequence of: 1. war, invasion,acts of foreign enemies, hostilities(whether war is declared or not), civil war, rebellion, revolution, insurrection, military,or usurped power; 2. confiscation, nationalization, requisition,destruction of, or damage to property by or under the order of any government, public,or local authority; 3. Cyberwarfare,to the extent not otherwise excluded by paragraph 1;or 4. any NCBR Malicious Act. 2. For purposes of this Endorsement,the following definitions apply: Cyberwarfare means any: 1. unauthorized access to,or use, alteration,corruption, damage,manipulation, misappropriation,theft,deletion,or destruction of,any computer hardware or electronic data; 2. creation, transmission,or introduction into a computer system,computer network, or electronic data of a computer virus or harmful code;or 3. restriction or inhibition of access to a computer system, computer network,or electronic data, including through a denial-of-service(DoS)attack, committed by,or on behalf of,a State. In determining by whom any action listed in parts 1.through 3. above is committed,We will consider to whom any governing body(including the governing body's intelligence, law enforcement,or military services)attributes such action, regardless of whether: A. the computer system, computer network, or electronic data is physically located within the jurisdiction of that governing body;or B. there are inconsistent statements within different branches or agencies of that governing body(including intelligence, law enforcement, or military services)as to whom the action is attributable to. However, if: i. a governing body has not attributed any such action to a State,or any person,group, association,or entity acting on the State's behalf;and / o RiskManagemattDivision \� REVIEW@�y&APPROVED BY: A telati 0 �' Risk Management Specialist`' Hiscox Insurance Company Inc. nSn HISCOX encourage courage' Endorsement 6 NAMED INSURED: STRAIGHTLINE COMMUNICATIONS War, Civil War, Cyberwarfare,and NCBR Exclusion Endorsement Page 2 of 2 ii. there is at least one Media Report or a cybersecurity forensic firm report indicating that such action is attributed to a State or any person,group, association,or entity acting on the State's behalf, then We will not pay any Damages, Claim Expenses,or Supplemental Payments resulting from any action listed in parts 1.through 3.above until any governing body attributes such action to a State or any person,group,association,or entity acting on the State's behalf. If a governing body does not attribute such action to a State or any person,group, association, or entity acting on the State's behalf,or declares it is unable to do so,then a Media Report or cybersecurity forensic firm report will be conclusive evidence that the act was committed by, or on behalf of,a State. For purposes of this definition,"Media Report"means an article published by the Associated Press, Reuters,Wall Street Journal,or the British Broadcasting Corporation. For purposes of this definition,"State"means a sovereign state,state-like entity,quasi-state, proto- state, or a state-sponsored actor or group. NCBR means an act or series of acts that harms another person or damages property through the Malicious Act physical release or dispersal of Nuclear, Chemical, Biological, or Radiological Agents or Materials,which is carried out by any person or group of persons,whether acting alone, on behalf of, or in connection with any organization. Nuclear, means: Chemical, Biological,or 1. nuclear reaction, nuclear radiation or radioactive particles,whether released or dispersed by Radiological nuclear or conventional devices; Agents or 2. any chemical compound;or Materials 3. any pathogen, in sufficient concentration to cause harm to people or damage to property. All other terms and conditions remain unchanged. Endorsement effective: January 12, 2024 Policy No.: P100.042.069.10 Endorsement No: 6 By: Kevin Kerridge (Appointed Representative) DPL E1919 CW(03/23) Risk Management Division %g REVIEWED&APPROVED BY: ill L>�c Risk Management Specialist H I SCOX Policyholder Notice Electronic Delivery If you received your insurance policy by email, it is because you have chosen electronic delivery of your policy documents and important notices, including cancellation and nonrenewal notices where permitted by law. We also will send any renewal policy documents to you by email at the address you have provided. If you are currently receiving paper documents and would like to have ease of retrieval and access and save on storage space, you will need to contact us and update your preferences. Most documents can be sent electronically within minutes. For electronic documents, you will need a computer or mobile device with Internet access and the ability to receive external emails. You also will need software such as Adobe Reader®that allows you to view and save PDF documents, and a printer to create paper copies. At any time you may request a paper copy of your policy, or you may withdraw your consent to receive documents by email. We will then send documents to you by US mail at no added cost. You must notify us if your email or street address changes. To update your email or street address, or to request paper documents, please contact us at 888-202-3007. Risk ManagententavIslon 37 (t YY REVIEWED &APPROVED BY: al tli '1�' , A AGCUa 'causauta. Risk Management Specialist INT N003 CW(01/19) HI SCO.X Hiscox Insurance Company Inc. ECONOMIC AND TRADE SANCTIONS POLICYHOLDER NOTICE Hiscox is committed to complying with the U.S. Department of Treasury Office of Foreign Assets Control (OFAC) requirements. OFAC administers and enforces economic sanctions policy based on Presidential declarations of national emergency. OFAC has identified and listed numerous foreign agents, front organizations,terrorists, and narcotics traffickers as Specially Designated Nationals (SDN's) and Blocked Persons. OFAC has also identified Sanctioned Countries. A list of Specially Designated Nationals, Blocked Persons and Sanctioned Countries may be found on the United States Treasury's web site http://www.treas.00v/offices/enforcement/ofac/. Economic sanctions prohibit all United States citizens (including corporations and other entities) and permanent resident aliens from engaging in transactions with Specially Designated Nationals, Blocked Persons and Sanctioned Countries. Hiscox may not accept premium from or issue a policy to insure property of or make a claim payment to a Specially Designated National or Blocked Person. Hiscox may not engage in business transactions with a Sanctioned Country. A Specially Designated National or Blocked Person is any person who is determined as such by the Secretary of Treasury. A Sanctioned Country is any country that is the subject of trade or economic embargoes imposed by the laws or regulations of the United States. In accordance with laws and regulations of the United States concerning economic and trade embargoes, this policy may be rendered void from its inception with respect to any term or condition of this policy that violates any laws or regulations of the United States concerning economic and trade embargoes including, but not limited to the following: (1) Any insured under this Policy, or any person or entity claiming the benefits of such insured, who is or becomes a Specially Designated National or Blocked Person or who is otherwise subject to US economic trade sanctions; (2) Any claim or suit that is brought in a Sanctioned Country or by a Sanctioned Country government, where any action in connection with such claim or suit is prohibited by US economic or trade sanctions; (3) Any claim or suit that is brought by any Specially Designated National or Blocked Person or any person or entity who is otherwise subject to US economic or trade sanctions; (4) Property that is located in a Sanctioned Country or that is owned by, rented to or in the care, custody or control of a Sanctioned Country government, where any activities related to such property are prohibited by US economic or trade sanctions; or (5) Property that is owned by, rented to or in the care, custody or control of a Specially Designated National or Blocked Person, or any person or entity who is otherwise subject to US economic or trade sanctions. Please read your Policy carefully and discuss with your broker/agent or insurance professional. You may also visit the US Treasury's website at http://www.treas.00v/offices/enforcement/ofac/. l e Risk Maiag tDi - A N_ REVIEWED&APPROVED BY: `�' 114.p Aav ®' Risk Management Specialist INT N001 CW 01 09