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HomeMy WebLinkAboutRAILPROS, INC.fNSURANCE ON FILE N-2024-254 WORK MAY PROCEED UNTIL fNSURAEXPIRES :;lllaozNCE CITY CLERK DATE:gG o 6 2024 • ?WP,(s) AGREEMENT WITH RAILPROS, INC. TO PROVIDE (J"d CROSSING AND QUIET ZONE ENGINEERING AND SUPPORT SERVICE THIS AGREEMENT is made and entered into on this "day of July, 2024 by and between RailPros, Inc. ("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 to provide Engineering and Support Services to assist the City in evaluating and preparing required periodic updates for the five (5) crossings within the two (2) existing Quiet Zones within the City B. Consultant represents that it 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 B. The total amount to be expended during the term of this Agreement shall not exceed $46,420. 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. 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 for a three (3) year term with the option for the City to grant up to two (2) one-year renewals, exercisable by a writing by Page 1 of 9 #338930vl the City Manager and the City Attorney, 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 Consultant shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Consultant, his agents, representatives, employees or subcontractors. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall be at least as broad as: • Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregatelimit shall apply Page 2 of 9 #338930v1 separately to this project/location (ISO CG 25 03 or 25 04) or the generalaggregate limit shall be twice the required occurrence limit. • Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Consultant has no owned autos, hired, (Code 8) and non -owned autos (Code 9), with limit no less than $1,000,000 per accident for bodily injury and property damage. • 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. • Professional Liability applicable to the work being performed, with a limit no less than $2,000,000 per claim or occurrence and $2,000,000 aggregate per policy period of one year. 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. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions: Additional Insured Status The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Consultant including materials, parts, or equipment furnished in connectionwith such work or operations. General liability coverage can be provided in the form of an endorsement to the Consultant's insurance (at least as broad as ISO Form CG 20 10 1185 or ifnotavailable, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 2037 if a later edition is used). Primary Coverage For any claims related to this contract, the Consultant's insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Consultant's insurance and shall not contribute with it. Notice of Cancellation Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City. Waiver of Subrogation Consultant hereby grants to City a waiver of any right to subrogation which any insurer of said Consultant may acquire against the City by virtue of the payment of any loss under such insurance. Consultant agrees to obtain any endorsement that may be necessary to affect this waiver of Page 3 of 9 #338930vl subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 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 contractor the beginning of contract work. 2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3. If coverage is canceled or non -renewed, and not replaced with another claims -made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. Self -Insured Retentions Self -insured retentions inust be declared to and approved by the City. The City may require the 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. The policy language shall provide, or be endorsed to provide, that the self -insured retention may be satisfied by either the named insured or City. 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. Verification of Coverage Consultant shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies ofthe applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the 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. Special Risks or Circumstances City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. Subcontractors Contractor shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City is an additional insured on insurance required from subcontractors. Page 4 of 9 #338930v1 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 (3) years from the date of final payment to Consultant under this Agreement. Page 5 of 9 #338930v1 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 terns ofthis 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 party, which is not embodied herein. Page 6 of 9 #338930vl 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 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 Page 7 of 9 #338930vl 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: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: 714- 647-6956 With courtesy copies to: Executive Director, Public Works Agency City of Santa Ana 20 Civic Center Plaza P.O. Box 1988 Santa Ana, California 92702 To Contractor: RailPros, Inc. Attn: Robert Williams, PE 250 Commerce, Ste. 200 Irvine, CA 92602 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. 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 Page 8 of 9 #338930vl 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: a- 1p APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: Jose Montoya Assistant City Attorney RECOMMENDED FOR APPROVAL: Idoo L0006W 6P�Nabil Saba, PE Executive Director Public Works Agency CITYO,F SSANTA ANA Alvaro Nunez Acting City Manager CONSULTANT: N than Ortega Vice President Page 9 of 9 #338930v1 Exhibit A City of Santa Ana Crossing and Quiet Zone Engineering and Support Service Scope of Work The City of Santa Ana requests that RailPros provide Engineering and Support Services to assist the City in evaluating and preparing required periodic updates for the five (5) crossings within the two (2) existing Quiet Zones within the City, It is anticipated that the following services will be required (Deliverables noted with *): • Project Management and internal Coordination • Coordination with City, Railroads, OCTA, FRA and CPUC • Site Inspection, Data Collection and Document Review • Identification of any potential deficiencies, incompatibilities, or issues, as a *list • Develop *FRA Grade Crossing Inventory updates for existing Quiet Zones Crossings • Develop * Quiet Zone Periodic Update notices for existing Quiet Zones for review by City (Draft and Final documents for each of the 2 Quiet Zones) Meetings, Site Visits and Conference Calls: Anticipated support includes: • Up to 1 site visit to investigate each crossing location (5 crossings in existing Quiet Zones only) • Up to 2 regular conference calls with City to review project status ODCs: Anticipated costs include: • Travel for site investigation Fee The services are anticipated to be provided on a time and materials basis in accordance with the fee estimate included in Attachment 1. Assumptions • Meetings, coordination, and task efforts are per the hours and details shown in the breakdown in the fee estimate in Attachment 1. If additional effort, scope, or other services are needed, this may require additional scope authorization from the City. • All deliverables will be provided in electronic format to the City to conserve costs. Optional printing, reproduction, or postage is shown under CDC's in the fee estimate. Page 1 of 2 250 Commerce, Suite 200 P: (714) 734 - 8765 Irvine, CA 92602 www.railpros.com • City may choose to print and submit all official hard copy Updates and applications to stakeholders, via certified mail with return receipt requested, where required, to conserve project costs, or may optionally choose to have RailPros provide these services as noted in the preceding bullet. RailPros will provide electronic copies of submittals to key stakeholders for convenience, once the City has confirmed mailings or directed RailPros to provide mailings. • City will provide updated traffic counts, roadway speed limits, and any other details and documentation associated with existing infrastructure and previous crossing improvements, including any as -built documents or details regarding changes or updates for review and updating FRA Inventory Sheets. • Railroad will provide updated train counts. • Periodic Quiet Zone updates and updating of FRA Inventory Sheets assumes minimal update of basic City and railroad provided details as well as minor updates noted from field reviews. Minor edits to As -built exhibits or photographs may be provided as necessary to document minor updates. • Development or addressing of any proposed design recommendations are not included and will need to be addressed separately, or under a scope amendment. • Stakeholder provided as -built plans will be used as the basis for the existing condition and previous Quiet Zone establishment. No additional design or development of Exhibits is included or anticipated. • City will submit required periodic updates for the existing Quiet Zones. RailPros will provide basic periodic update draft and incorporate minor edits and updates from the City into the final periodic update draft. • Public outreach, City Council, Geotechnical, environmental, survey or other engineering, design, or support services are not anticipated or included. • No interagency agreements permitting, applications, flagging or right of entry are required or included. Site investigation will stay within publicly accessible areas and will not impact the Railroad ROW. Page 2 of 2 250 Commerce, Suite 200 Irvine, CA 92602 P: (714) 734 - 8765 www.raiIpros.com EXHIBIT B Exhibit B NO oO oO O 0 N N N o Ny3 N IL a a N vi 0 r N r m N N r o N N rn W10 MIN y U V li W r N M N 0 m of .6 r` Ld n O 0 0 00 2 � o N L «n � cm a N o co o co - l o o 0 o a —I N cp (p N � y� W 0 M 0 0 V rW u `w o CR M N Ot N (O V (O O t0 i O O o a`g .a w Iw a' ` rn�M 51 m Di N U� N LL CI Ni N� N O N U O m Q 3i a m c U i U .y E 5 > c o c m N v 0 m t0 ¢ u0 u'j N I � m N N �_ N N i 0� y L y p N . 41 O m 0 C m a y m N °' m i O r , m ya m io m d � W o`I I-K yr=a o O N L N � /y V o � 0 N 0 M 0 V 0 Y) 0 (O O ACORO® CERTIFICATE OF LIABILITY INSURANCE CERTIFICATE k .� 2/1/2025 DATE YYYY) I/31/2 024 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 LOCkton Companies 900 Kansas City MO 649 444 W. 47th Street, Angie (816) 960-9000 NAME: CONTACT M e 11 AoliR ke�@lockton.com COVERAGE NAICS wsuRE ationa Fue Insurance Co of Hartford �P� he D t t e Com an INSURER,. °llle or d i ]us Lmes Insurance Com an 20478 35289 24319 INSURED RAILPROS FIELD S VICES, INC. 1531012 1320 GREENWAYj�� d IRVING TX 75038 e o U e ste I Once Company]0030 INSURERS: NSURERF: COVERAGES CERTIFICATE NUMBER: 20057479 REVISION NUMBER: Xxxx7xyy 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. ILTR TYPE OF INSURANCE ADDL S R POLICY NUMBER POLICYEFF MMIDDY EXP UMrTS A X COMMERCIAL GENERALLIASILITY N N 7064083945 2/1/2024 2/l/2025 EACH OCCURRENCE $ 1000000 CLAIMSf E FxI OCCUR PREMISES Ea occurrence $ 1,000,000 MED EXP (Any one parson) $ 15,000 PERSONAL & ADV INJURY $ 1,000,000 AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2000000 GEN'L POLICY [X] jECT ❑X LOC PRODUCTS -COMP/OP AGG $ 2,000,000 It OTHER: E AUTOMOBILE LIABILITY N N 7064086196 2/l/2024 2/l/2025 COMBINED SINGLE MIT LI Ea accident) It 1000000 X BODILY INJURY (Per person) $ X){}' ANY AUTO OWNED ACHEOULEO AUTOS ONLY AUTO$ BODILY INJURY (Per accident) $ HIRED NON -OWNED AUTOS ONLY AUTOS ONLY(Per.. PROPERTY DAMAGE cident $ + •�(XXX 0 o ds $ 1,000 B X UMBRELLA LIAR N OCCUR N N 7064162547 2/l/2024 2/1/2025 EACH OCCURRENCE $ 10000000 AGGREGATE $ 10.000.000 EXCESS LIAB CLAIMS-MAOE DEC) I X I RETENTION$ $ XXxxXXX 1 E A WORKERS COMPENSATION ANDEMPLOYERs'UABILRY ANY PROPRIETORR'ARTNER,EXECURVE YIN OFFICOWMEMBER EXCLUDED? NIA N 7064159678 AOS) 7064160877�CA) 2/I/2024 2/1/2024 V1/2025 2/1/2025 PER OTH- X STATUTE ER EJ_ EACH ACCIDENT $ 1000000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 (Mandatory In N10 If DESCRIs. PTION OF OPERATIONS tss w E.L. DISEASE -POLICY LIMIT $ 1000000 C ARCH. &ENG. N N 0310-5773 2/1/2024 2/1/2025 $10,000,000 EA CLAIM; $10,000,000 PROFESSIONAL AGG D XS LIABILITY G71488573 006 2/1/2024 2/1/2025 $10,000,000 EA CLAIM; $10,000,000 AGG DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD fe1, AddlBonal Remarha Schedule, may be attached If more apace Is requIrGM 30 DAY WRITTEN NOTICE OF CANCELLATION APPLIES, 10 DAYS FOR NON-PAYMENT OF PREMIUM. RE: EVIDENCE OF COVERAGE. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 20057479 THE EXPIRATION DATE THEREOF. NOTICE WILL BE DELIVERED IN RAILPROS FIELD SERVICES, INC. ACCORDANCE WITH THE POLICY PRC ATTN: LISA BYINGTON s".- err""Ot'° 1320 GREENWAY DRIVE, SUITE 490 AUTHORIZED REPRESENTA & REVIEWED&APPROvEDBY: IRVING TX 75038' M `®' Risk Management SpedAkt ®1988 015 ACORD ACORD 25 (2016103) The ACORD name and logo are registered marks of ACORD Attachment Code: D633324 Master ID: 1531012, Certificate ID: 20057479 Additional Named Insureds: RailPros Parent, LLC RailPros Intermediate, Inc. RailPros Consolidated, Inc. RailPros Field Services, Inc. RailPros, Inc. Gotham Engineering, a design professional corporation -^ 2�. RAMowgemmtDMsion RenEwm&AraRw®BY: Xft/Iceuttie ®' Risk Management Specalist Attachment Code: D640279 Master ID: 1531012, Certificate ID: 20057479 December 6, 2023 RailPros 1320 Greenway Drive, Suite 490 Irving, TX 75038 RE: Certificate of Insurance — 2/1/2024 renewal To Whom it May Concern: RailPros has appointed Lock -ton Companies at their commercial insurance broker. Included with this letter is the February 1, 2024, renewal certificate of insurance issued by Lockton. Please review and let us know if either of the below applies: 1. If you have a change request, please state the change and include the following: - Copy of the certificate provided or certificate holder number (lower left-hand corner of the COI) - Copy of your contractual insurance requirements with RailPros 2. If this certificate is no longer needed, please state so and reach out to us with the following information: - Copy of the certificate provided or certificate holder number (lower left-hand corner of the COI) Please reach out to the following Lockton team member: Jacob Vance 816-751-2640 RailProscertreguest@Iockton.com Kindest regards, Lockton Companies 's:, Renerreo&A ltmk�tAIU�EjSpedAist f�aM..Ef 1 Risk Managem Attachment Code: D633341 Certificate ID: 20057479 CNAPARAMOUNT Blanket Additional Insured - Owners, Lessees or Contractors - with Products -Completed Operations Coverage Endorsement This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART It is understood and agreed as follows: I. WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this Coverage Part, but only with respect to liability for bodily injury, property damage or personal and advertising injury caused in whole or in part by your acts or omissions, or the acts or omissions of those acting on your behalf: A. In the performance of your ongoing operations subject to such written contract; or B. In the performance of your work subject to such written contract, but only with respect to bodily injury or property damage included in the products -completed operations hazard, and only if: 1. The written contract requires you to provide the additional insured such coverage; and 2. This Coverage Part provides such coverage; and C. Subject always to the terms and conditions of this policy, including the limits of insurance, the Insurer will not provide such additional insured with: 1. Coverage broader than what you are required to provide by the written contract; or 2. A higher limit of insurance than what you are required to provide by the written contract. Any coverage granted by this Paragraph I. shall apply solely to the extent permissible by law. IL If the written contract requires additional insured coverage under the 07-04 edition of CG2010 or CG2037, then paragraph I. above is deleted in its entirety and replaced by the following: WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this Coverage Part, but only with respect to liability for bodily injury, property damage or personal and advertising injury caused in whole or in part by your acts or omissions, or the acts or omissions of those acting on your behalf: A. In the performance of your ongoing operations subject to such written contract; or B. In the performance of your work subject to such written contract, but only with respect to bodily injury or property damage included in the products -completed operations hazard, and only if: 1. The written contract requires you to provide the additional insured such coverage; and 2. This Coverage Part provides such coverage. III. But if the written contract requires: A. Additional insured coverage under the 11-85 edition, 10-93 edition, or 10-01 edition of CG2010, or under the 1001 edition of CG2037; or B. Additional insured coverage with "arising out of language; then paragraph 1. above is deleted in its entirety and replaced by the following: WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this Coverage Part, but only with respect to liability for bodily injury, property damage or personal and advertising injury arising out of your work that is subject to such written contract. IV. But if the written contract requires additional insured coverage to the greatest extent permissible by law, then paragraph 1. above is deleted in its entirety and replaced by the following: RiskMa%vnentDWisbn +��g��� �� �nenmeA&APPaw®r. B CNA75079XX (3-22) Policy No:7064083945 =rs"s'-`+�«- Fl C A zv4:a Insured Name:RAILPROS FIELD SERVICES, INC. Endorsement No: Risk Management Specialist Effective date:2/112024 Attachment Code: D633341 Certificate ID: 20057479 CNA PARAMOUNT Blanket Additional Insured - Owners, Lessees or Contractors - with Products -Completed Operations Coverage Endorsement WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this Coverage Part, but only with respect to liability for bodily injury, property damage or personal and advertising injury arising out of your work that is subject to such written contract. V. The insurance granted by this endorsement to the additional insured does not apply to bodily injury, property damage, or personal and advertising injury arising out of: A. The rendering of, or the failure to render, any professional architectural, engineering, or surveying services, including: 1. The preparing, approving, or failing to prepare or approve maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; and 2. Supervisory, inspection, architectural or engineering activities; or B. Any premises or work for which the additional insured is specifically listed as an additional insured on another endorsement attached to this Coverage Part. VI. Under COMMERCIAL GENERAL LIABILITY CONDITIONS, the Condition entitled Other Insurance is amended to add the following, which supersedes any provision to the contrary in this Condition or elsewhere in this Coverage Part: Primary and Noncontributory Insurance With respect to other insurance available to the additional insured under which the additional insured is a named insured, this insurance is primary to and will not seek contribution from such other insurance, provided that a written contract requires the insurance provided by this policy to be: 1. Primary and non-contributing with other insurance available to the additional insured; or 2. Primary and to not seek contribution from any other insurance available to the additional insured. But except as specified above, this insurance will be excess of all other insurance available to the additional insured. - VII. Solely with respect to the insurance granted by this endorsement, the section entitled COMMERCIAL GENERAL LIABILITY CONDITIONS is amended as follows: The Condition entitled Duties In The Event of Occurrence, Offense, Claim or Suit is amended with the addition of the following: Any additional insured pursuant to this endorsement will as soon as practicable: 1. Give the Insurer written notice of any claim, or any occurrence or offense which may result in a claim; 2. Send the Insurer copies of all legal papers received, and otherwise cooperate with the Insurer in the investigation, defense, or settlement of the claim; and 3. Make available any other insurance, and endeavor to tender the defense and indemnity of any claim to any other insurer or self -insurer, whose policy or program applies to a loss that the Insurer covers under this coverage part. However, if the written contract requires this insurance to be primary and non-contributory, this paragraph 3. does not apply to other insurance under which the additional insured is a named insured. The Insurer has no duty to defend or indemnify an additional insured under this endorsement until the Insurer receives written notice of a claim from the additional insured. Vill. Solely with respect to the insurance granted by this endorsement, the section entitled DEFINITIONS is amended to add the following definition: Written contract means a written contract or written agreement that requires you to make a per: additional insured on this Coverage Part, provided the contract or agreement: CNA75079XX (3-22) Policy No:7064083945 Insured Name:RAILPROS FIELD SERVICES, INC. Endorsement No: Effective date:2/1/2024 Ride Management DIAsIon REVIEWED &APPRovEo Sy: 81 ®'t it rl^ ay,An �' Risk Management Spedalist Attachment Code: D633341 Certificate ID: 20057479 CNA PARAMOUNT Blanket Additional Insured - Owners, Lessees or Contractors - with Products -Completed Operations Coverage Endorsement A. Was executed prior to: 1. The bodily injury or property damage; or 2. The offense that caused the personal and advertising injury; for which the additional insured seeks coverage; and B. Is still in effect at the time of the bodily injury or property damage occurrence or personal and advertising injury offense. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. CNA75079XX (3-22) Policy No:7064083945 Insured Name:RAILPROS FIELD SERVICES, INC. Endorsement No: Effective date:2/i/2024 % RIeklan REVIEWED&APPROVm IiV: '® �- Risk Management Specialist01 f Attachment Code: D633343 Certificate ID: 20057479 Business Auto Policy Policy Endorsement ADDITIONAL INSURED - PRIMARY AND NON-CONTRIBUTORY It is understood and agreed that this endorsement amends the BUSINESS AUTO COVERAGE FORM as follows: SCHEDULE Name of Additional Insured Person Or Organization Any person or organization that you are required by written contract to make an additional insured under this insurance is an insured, but only with respect to that person or organization's legal liability for acts or omissions of a person who qualifies as an insured for Liability Coverage under Section II Who Is An Insured of this Coverage Form. 1. In conformance with paragraph A.1.c. of Who Is An Insured of Section II - LIABILITY COVERAGE, the person or organization scheduled above is an insured under this policy. 2. The insurance afforded to the additional insured under this policy will apply on a primary and non-contributory basis if you have committed it to be so in a written contract or written agreement executed prior to the date of the "accident" for which the additional insured seeks coverage under this policy. All other terms and conditions of the policy remain unchanged. This endorsement, which forms a part of and is for attachment to the policy issued by the designated Insurers, takes effect on the Policy Effective date of said policy at the hour stated in said policy, unless another effective date (the Endorsement Effective Date) is shown below, and expires concurrently with said policy. Form No: CNA71527XX (10-2012) Policy No: 7064086196 Endorsement Effective Date: 2/1/2024 Endorsement Expiration Date: 2/1/2025 Policy Effective Date: 2/1/2024 Endorsement No: 96 Underwriting Company: The Continental Insurance Company lg, RAMnwgonmtD Ms[m RIMEWED&APPRO BY: ' :, -juA Risk Mrn ge Attachment Code: D633344 Certificate ID: 20057479 Business Auto Policy Policy Endorsement WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: RAILPROS FIELD SERVICES, INC. Endorsement Effective Date: 2/1/2024 F-140A-oil fill M Name(s) Of Person(s) Or Organization(s): ANY PERSON OR ORGANIZATION FOR WHOM OR WHICH YOU ARE REQUIRED BY WRITTEN CONTRACT OR AGREEMENT TO OBTAIN THIS WAIVER FROM US. YOU MUST AGREE TO THAT REQUIREMENT PRIOR TO LOSS. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The Transfer Of Rights Of Recovery Against Others To Us condition does not apply to the person(s) or organization(s) shown in the Schedule, but only to the extent that subrogation is waived prior to the "accident" or the "loss" under a contract with that person or organization. Form No CA 04 44 10 13 Policy Number: 7064086196 Policy Effective Date: 2/1/2024 Endorsement Effective Date: 2/1/2024 Endorsement No.: 94 Underwriting Company: The Continental Insurance Company Ride Mmaganent Dbiefo . REVIEVJEDS APPRDVm BY: • ®, 4ju "44a ® Risk Management SpetlXist ' Attachment Code: D633346 Certificate ID: 20057479 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY Policy Endorsement WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us. This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Any person or organization for which the employer has agreed by written contract, executed prior to loss, may execute a waiver of subrogation. However, for purposes of work performed by the employer in Missouri, this waiver of subrogation does not apply to any construction group of classifications as designated by the waiver of right to recover from others (subrogation) rule in our manual. Schedule Any Person or Organization on whose behalf you are required to obtain this waiver of our right to recover from under a written contract or agreement. The premium charge for the endorsement is reflected in the Schedule of Operations. All other terms and conditions of the policy remain unchanged. This endorsement, which forms a part of and is for attachment to the policy issued by the designated Insurers, takes effect on the Policy Effective Date of said policy at the hour stated in said policy, unless another effective date (the Endorsement Effective Date) is shown below, and expires concurrently with said policy unless another expiration date is shown below. Form No. WC 00 03 13 (04-1984) Endorsement Effective 2/1/2024 Policy No. 7064159678 (AOS) Insured RAILPROS FIELD SERVICES, INC. Insurance Company The Continental Insurance Company Risk Meloa �ireo&AFPR0V8DBv: y r A+tunczv44 Rhk ManagementSpedAnt Attachment Code: D633347 Certificate ID: 20057479 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY Policy Endorsement BLANKET WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS This endorsement changes the policy to which it is attached. It is agreed that Part One - Workers' Compensation Insurance G. Recovery From Others and Part Two Employers' Liability Insurance H. Recovery From Others are amended by adding the following: We will not enforce our right to recover against persons or organizations. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) PREMIUM CHARGE - Refer to the Schedule of Operations The charge will be an amount to which you and we agree that is a percentage of the total standard premium for California exposure. The amount is 3%. All other terms and conditions of the policy remain unchanged. This endorsement, which forms a part of and is for attachment to the policy issued by the designated Insurers, takes effect on the Policy Effective Date of said policy at the hour stated in said policy, unless another effective date (the Endorsement Effective Date) is shown below, and expires concurrently with said policy i unless another expiration date is shown below. Form No. G-19160-B (11-1997) Endorsement Effective 2/1/2024 Policy No. 7064160877 (CA) Insured RAILPROS FIELD SERVICES, INC. Insurance Company: ,a RiekMeagemadDMston REVIEWED & APPROVED BY. - Risk Management Spedcout Attachment Code: D633353 Certificate ID: 20057479 This endorsement modifies insurance provided under the following: SCHEDULE Scheduled Railroad: Limited Contractual Liability Railroads Endorsement ANY RAILROAD AS REQUIRED BY WRITTEN CONTRACT OR AGREEMENT Designated Job Site: ALL INSURED JOBSITES WITHIN THE COVERAGE TERRITORY OF THIS PART Information required to complete this Schedule, if not shown above, will be shown in the Declarations. It is understood and agreed that with respect to operations performed for, or affecting, a Scheduled Railroad at a Designated Job Site, the section entitled DEFINITIONS is amended to delete paragraphs c. and f. the definition of insured contract and replace them with the following: c. Any easement or license agreement; f. That part of any other contract or agreement pertaining to a Named Insured's business (including an indemnification of a municipality in connection with work performed for a municipality) under which a Named Insured assumes the tort liability of another party to pay for bodily injury or property damage to a third person or organization, provided the bodily injury or property damage is caused, in whole or in part, by a Named Insured or those acting on the Named Insured's behalf. However, such part of a contract or agreement shall only be considered an insured contract to the extent a Named Insured's assumption of the tort liability is permitted by law. Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. Paragraph f. does not include that part of any contract or agreement: (1) That indemnifies an architect, engineer or surveyor for injury or damage arising out of: (a) Preparing, approving or failing to prepare or approve maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (b) Giving directions or instructions, or failing to give them, if that is the primary cause of the injury or damage; (2) Under which the insured, if an architect, engineer or surveyor, assumes liability for an injury or damage arising out of the insured's rendering or failure to render professional services, including those listed in Paragraph (1) above and supervisory, inspection, architectural or engineering activities. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. CNA74825XX Policy No. 7064083945 Endorsement No: Effective Date: 2/1/2024 Carrier: National Fire Insurance Co of Hartford Named Insured: RAILPROS FIELD SERVICES, INC. RAMarugemad ElMston IR._/ Ry16 & APPROYm BY: lttt#1lla)` A.v::A�w ®'. ® Risk Management Specialist Attachment Code: D634127 Certificate ID: 20057479 CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement It is understood and agreed that this endorsement amends the COMMERCIAL GENERAL LIABILITY COVERAGE PART as follows. If any other endorsement attached to this policy amends any provision also amended by this endorsement, then that other endorsement controls with respect to such provision, and the changes made by this endorsement with respect to such provision do not apply. TABLE OF CONTENTS 1. Additional Insureds 2. Additional Insured - Primary And Non -Contributory To Additional Insured's Insurance 3. Additional Insured — Extended Coverage 4. Boats 5. Bodily Injury — Expanded Definition 6. Broad Knowledge of Occurrence/ Notice of Occurrence 7. Broad Named Insured 8. Contractual Liability — Railroads 9. Estates, Legal Representatives and Spouses 10.Expected Or Intended Injury— Exception for Reasonable Force 11.General Aggregate Limits of Insurance — Per Location 12.In Rem Actions 13.lncidental Health Care Malpractice Coverage 14.Joint Ventures/Partnership/Limited Liability Companies 15.Legal Liability — Damage To Premises 16.Liquor Liability 17.Medical Payments 18.Non-owned Aircraft Coverage 19.Non-owned Watercraft 20.Personal And Advertising Injury — Discrimination or Humiliation 21.Personal And Advertising Injury - Contractual Liability 22.Property Damage — Elevators 23.Retired Partners, Members, Directors And Employees 24.Supplementary Payments 25.Unintentional Failure To Disclose Hazards CNA74858XX (1-15) t No: 9 National Fire Insurance Co of Hartford 2/l/2024 Insured Name: RAILPROS FIELD SERVICES, INC. Policy No: 7064083945 Endorsemen Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance services Office, Inc., with °- RIAMnugementMslon BEAEWED&APPRDVED BY: A-j, A,w4 �. Risk Management Specialist Attachment Code: D634127 Certificate ID: 20057479 CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement 26.Waiver of Subrogation —Blanket 27.Wrap-Up Extension: OCIP, CCIP or Consolidated (Wrap -Up) Insurance Programs 1. ADDITIONAL INSUREDS a. WHO IS AN INSURED is amended to include as an Insured any person or organization described in paragraphs A. through I, below whom a Named Insured is required to add as an additional insured on this Coverage Part under a written contract or written agreement, provided such contract or agreement: 1. is currently in effect or becomes effective during the term of this Coverage Part; and 2. was executed prior to: a. the bodily injury or property damage; or b. the offense that caused the personal and advertising injury, for which such additional insured seeks coverage. b. However, subject always to the terms and conditions of this policy, including the limits of insurance, the Insurer will not provide such additional insured with: 1. a higher limit of insurance than required by such contract or agreement; or 2. coverage broader than required by such contract or agreement, and in no event broader than that described by the applicable paragraph A. through I, below. Any coverage granted by this endorsement shall apply only to the extent permissible by law. A. Controlling Interest Any person or organization with a controlling interest in a Named Insured, but only with respect to such person or organization's liability for bodily injury, property damage or personal and advertising injury arising out of: 1. such person or organization's financial control of a Named Insured; or 2. premises such person or organization owns, maintains or controls while a Named Insured leases or occupies such premises; provided that the coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. B. Co-owner of Insured Premises A co-owner of a premises co -owned by a Named Insured and covered under this insurance but only with respect to such co -owner's liability for bodily injury, property damage or personal and CNA74858XX (1-15) t No: 9 National Fire Insurance Co of Hartford 2/1/2024 Insured Name: RAILPROS FIELD SERVICES, INC. Policy No: 7064083945 Endorsemen Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance services office, Inc., with w� Risk MmagtrtarEDNhicn a, w RWw D & APPRov®Br. ' a Rp &aauta Risk Management Spedalist Attachment Code: D634127 Certificate ID: 20057479 CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement advertising injury as co-owner of such premises. C. Engineers, Architects or Surveyors Engaged By You An architect, engineer or surveyor engaged by the Named Insured, but only with respect to liability for bodily injury, property damage or personal and advertising injury caused in whole or in part by the Named Insured's acts or omissions, or the acts or omissions of those acting on the Named Insured's behalf: a. in connection with the Named Insured's premises; or b. in the performance of the Named Insured's ongoing operations. But the coverage hereby granted to such additional insureds does not apply to bodily injury, property damage or personal and advertising injury arising out of the rendering of or failure to render any professional services by, on behalf of, or for the Named Insured, including but not limited to: 1. 1. the preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or 1. supervisory, inspection, architectural or engineering activities. A. Lessor of Equipment Any person or organization from whom a Named Insured leases equipment, but only with respect to liability for bodily injury, property damage or personal and advertising injury caused, in whole or in part, by the Named Insured's maintenance, operation or use of such equipment, provided that the occurrence giving rise to such bodily injury, property damage or the offense giving rise to such personal and advertising injury takes place prior to the termination of such lease. B. Lessor of Land Any person or organization from whom a Named Insured leases land but only with respect to liability for bodily injury, property damage or personal and advertising injury arising out of the ownership, maintenance or use of such land, provided that the occurrence giving rise to such bodily injury, property damage or the offense giving rise to such personal and advertising injury takes place prior to the termination of such lease. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. C. Lessor of Premises An owner or lessor of premises leased to the Named Insured, or such owner or lessor's real estate manager, but only with respect to liability for bodily injury, property damage or personal and advertising injury arising out of the ownership, maintenance or use of such part of the premises leased to the Named Insured, and provided that the occurrence giving rise to such bodily injury or property damage, or the offense giving rise to such personal and advertising injury, takes place prior CNA74858XX (1-15) t No: 9 National Fire Insurance Co of Hartford 2/1/2024 Insured Name: RAILPROS FIELD SERVICES, INC. Policy No: 7064083945 Endorsemen Copydght CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with °� Rick Mroikganmt D[risian REVIEWED & APPROVED Br. ® Risk Management Specialist Attachment Cade: D634127 Certificate ID: 20057479 CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement to the termination of such lease. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. D. Mortgagee, Assignee or Receiver A mortgagee, assignee or receiver of premises but only with respect to such mortgagee, assignee or receiver's liability for bodily injury, property damage or personal and advertising injury arising out of the Named Insured's ownership, maintenance, or use of a premises by a Named Insured. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. E. State or Governmental Agency or Subdivision or Political Subdivisions — Permits A state or governmental agency or subdivision or political subdivision that has issued a permit or authorization but only with respect to such state or governmental agency or subdivision or political subdivision's liability for bodily injury, property damage or personal and advertising injury arising out of: 1. the following hazards in connection with premises a Named Insured owns, rents, or controls and to which this insurance applie a. the existence, maintenance, repair, construction, erection, or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoistaway openings, sidewalk vaults, street banners, or decorations and similar exposures; or b. the construction, erection, or removal of elevators; or c. the ownership, maintenance or use of any elevators covered by this insurance; or 2. the permitted or authorized operations performed by a Named Insured or on a Named Insured's behalf. The coverage granted by this paragraph does not apply to: a. Bodily injury, property damage or personal and advertising injury arising out of operations performed for the state or governmental agency or subdivision or political subdivision; or b. Bodily injury or property damage included within the products -completed operations hazard. With respect to this provision's requirement that additional insured status must be requested under a written contract or agreement, the Insurer will treat as a written contract any governmental permit that requires the Named Insured to add the governmental entity as an additional insured. I. Trade Show Event Lessor 1. With respect to a Named Insured's participation in a trade show event as an exhibitor, presenter or displayer, any person or organization whom the Named Insured is required to include as an additional insured, but only with respect to such person or organization's liability for bodily injury, property damage or personal and advertising injury caused by: CNA74858XX (1-15) t No: 9 National Fire Insurance Co of Hartford 2/1/2024 Insured Name: RAILPROS FIELD SERVICES, INC. Policy No: 7064083945 Endorsemen Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with i ^ ryaa °, liiekMuwgcinnitDivisfon RwEwm & APPR Sr c=g Aft Ae 44 MW Risk Management Spedalist of Attachment Code: D634127 Certificate ID: 20057479 CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement a. the Named Insured's acts or omissions; or b. the acts or omissions of those acting on the Named Insured's behalf, in the performance of the Named Insured's ongoing operations at the trade show event premises during the trade show event. 2. The coverage granted by this paragraph does not apply to bodily injury or property damage included within the products -completed operations hazard. 2. ADDITIONAL INSURED - PRIMARY AND NON-CONTRIBUTORY TO ADDITIONAL INSURED's INSURANCE The Other Insurance Condition in the COMMERCIAL GENERAL LIABILITY CONDITIONS Section is amended to add the following paragraph: If the Named Insured has agreed in writing in a contract or agreement that this insurance is primary and noncontributory relative to an additional insured's own insurance, then this insurance is primary, and the Insurer will not seek contribution from that other insurance. For the purpose of this Provision 2., the additional insured's own insurance means insurance on which the additional insured is a named insured. Otherwise, and notwithstanding anything to the contrary elsewhere in this Condition, the insurance provided to such person or organization is excess of any other insurance available to such person or organization. 3. ADDITIONAL INSURED — EXTENDED COVERAGE When an additional insured is added by this or any other endorsement attached to this Coverage Part, WHO IS AN INSURED is amended to make the following natural persons Insureds. If the additional insured is: a. An individual, then his or her spouse is an Insured; b. A partnership or joint venture, then its partners, members and their spouses are Insureds; c. A limited liability company, then its members and managers are Insureds; or d. An organization other than a partnership, joint venture or limited liability company, then its executive officers, directors and shareholders are Insureds; but only with respect to locations and operations covered by the additional insured endorsement's provisions, and B. NOTICE OF OCCURRENCE The Named Insured's rights under this Coverage Part will not be prejudiced if the Named Insured fails to give the Insurer notice of an occurrence, offense or claim and that failure is solely due to the Named Insured's reasonable belief that the bodily injury or property damage is CNA74858XX (1-15) Policy No: 7064083945 Endorsemen t No: 9 National Fire Insurance Co of Hartford 5 2/1/2024 Insured Name: RAILPROS FIELD SERVICES, INC. _ � `� Nh al `A; 1ZmI Mwag`mi'rnm6U m Remo&APPROVar 41 A A� 44 I copyright CNA All Rights Reserved. Includes copyrighted material of Insurance services Office, Inc., with Risk Management SpedAist Attachment Code: D634127 Certificate ID: 20057479 CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement not covered under this Coverage Part. However, the Named Insured shall give written notice of such occurrence, offense or claim to the Insurer as soon as the Named Insured is aware that this insurance may apply to such occurrence, offense or claim. 7. BROAD NAMED INSURED WHO IS AN INSURED is amended to delete its Paragraph 3. in its entirety and replace it with the following 3. Pursuant to the limitations described in Paragraph 4. below, any organization in which a Named Insured has management control: a. on the effective date of this Coverage Part; or b. by reason of a Named Insured creating or acquiring the organization during the policy period, qualifies as a Named Insured, provided that there is no other similar liability insurance, whether primary, contributory, excess, contingent or otherwise, which provides coverage to such organization, or which would have provided coverage but for the exhaustion of its limit, and without regard to whether its coverage is broader or narrower than that provided by this insurance. But this BROAD NAMED INSURED provision does not apply to: a. any partnership, limited liability company or joint venture; or b. any organization for which coverage is excluded by another endorsement attached to this Coverage Part. For the purpose of this provision, management control means: A. owning interests representing more than 50% of the voting, appointment or designation power for the selection of a majority of the Board of Directors of a corporation; or B. having the right, pursuant to a written trust agreement, to protect, control the use of, encumber or transfer or sell property held by a trust. 4. With respect to organizations which qualify as Named Insureds by virtue of Paragraph 3. above, this insurance does not apply to: a. bodily injury or property damage that first occurred prior to the date of management control, or that first occurs after management control ceases; nor b. personal or advertising injury caused by an offense that first occurred prior to the date of management control or that first occurs after management control ceases. 5. The insurance provided by this Coverage Part applies to Named Insureds when trading under their own names or under such other trading names or doing -business -as names (dba) as any Named Insured should choose to employ. CNA74858XX (1-15) Policy No: 7064083945 Endorsemen t No: 9 National Fire Insurance Cc of Hartford 2/1/2024.� Insured Name: RAII.PROS FIELD SERVICES, INC. ? RlakM—gm-dDivlslon Amen&nrrawmav: A--�, A vAd, Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with Risk Management specialist Attachment Code: D634127 Certificate ID: 20057479 CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement 8. CONTRACTUAL LIABILITY - RAILROADS With respect to operations performed within 50 feet of railroad property, the definition of insured contract is replaced by the following: Insured Contract means: a. A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire to premises while rented to a Named Insured or temporarily occupied by a Named Insured you with permission of the owner is not an insured contract; b. A sidetrack agreement; c. Any easement or license agreement; d. An obligation, as required by ordinance, to indemnify a municipality, except in connection with work for a municipality; e. An elevator maintenance agreement; f. That part of any other contract or agreement pertaining to the Named Insured's business (including an indemnification of a municipality in connection with work performed for a municipality) under which the Named Insured assumes the tort liability of another party to pay for bodily injury or property damage to a third person or organization. Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. Paragraph f, does not include that part of any contract or agreement: ===(1) That indemnifies an architect, engineer or surveyor for injury or damage arising out of: (a) Preparing, approving or failing to prepare or approve maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (b) Giving directions or instructions, or failing to give them, if that is the primary cause of the injury or damage; (2) Under which the Insured, if an architect, engineer or surveyor, assumes liability for an injury or damage arising out of the insured's rendering or failure to render professional services, including those listed in (1) above and supervisory, inspection, architectural or engineering activities. 9. ESTATES, LEGAL REPRESENTATIVES, AND SPOUSES The estates, executors, heirs, legal representatives, administrators, trustees, beneficiaries and spouses of any natural person Insured or living trust shall also be insured under this policy; provided, however, coverage is afforded to such estates, executors, heirs, legal CNA74858XX (1-15) t No: 9 National Fire Insurance Co of Hanford 2/1/2024 Insured Name: RAIL PROS FIELD SERVICES, INC. Policy No: 7064083945 Endorsemen Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance services Office, Inc., with RAMmagementDIMsion REVIEWED & APPROVED BY. A+1p &444 Risk Management Specialist Attachment Code: D634127 Certificate ID: 20057479 CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement representatives, administrators, trustees, beneficiaries and spouses only for claims arising solely out of their capacity or status as such and, in the case of a spouse, where such claim seeks damages from marital community property, jointly held property or property transferred from such natural person Insured to such spouse. No coverage is provided for any act, error or omission of an estate, heir, legal representative, or spouse outside the scope of such person's capacity or status as such, provided, however, that the spouse of a natural person Named Insured, and the spouses of members or partners of joint venture or partnership Named Insureds are Insureds with respect to such spouses' acts, errors or omissions in the conduct of the Named Insured's business. 10. EXPECTED OR INTENDED INJURY - EXCEPTION FOR REASONABLE FORCE Under COVERAGES, Coverage A — Bodily Injury And Property Damage Liability, the paragraph entitled Exclusions is amended to delete the exclusion entitled Expected or Intended Injury and replace it with the following: 100200045 701220794 This insurance does not apply to: 53496 Expected or Intended Injury Bodily injury or property damage expected or intended from the standpoint of the Insured. This exclusion does not apply to bodily injury or property damage resulting from the use of reasonable force to protect persons or property. 0. GENERAL AGGREGATE LIMITS OF INSURANCE - PER LOCATION A. A separate Location General Aggregate Limit, equal to the amount of the General Aggregate Limit, is the most the Insurer will pay for the sum of: 1. All damages under Coverage A, except damages because of bodily injury or property damage included in the products -completed operations hazard; and 2. All medical expenses under Coverage C, that arise from occurrences or accidents which can be attributed solely to ongoing operations at that location. Such payments shall not reduce the General Aggregate Limit shown in the Declarations, nor the Location General Aggregate Limit of any other location. �!. Damages under Coverage B, regardless of the number of CNA74858XX (1-15) t No: 9 National Fire Insurance Co of Hartford 2/l/2024 Insured Name: RAILPROS FIELD SERVICES, INC. Policy No: 7064083945 Endorsemen copyright CNA All Rights Reserved. Includes copyrighted material of Insurance services Office, Inc., with °J �•. Risk agenmtDivlelan AE EWED&APPROYaJ9Y: A A,w44 ® Risk Management Specialist Attachment Code: D634127 Certificate ID: 20057479 CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement locations involved; —CNA74858XX (1-15) No:7012207945 Page 7 of 18 No: 9 Nat' 1 Fire Ins Co of Hartford Date:02101/2023 Insured Name: RAILPROS PARENT. LLC Policy Endorsement Effective Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. 2. GNA CNA PARAMOUNT Airchitlecls, Engineers and Sweyom General Liability EKWnsion Endorsemend Damages under Coverage A, caused by occurrences which cannot be attributed solely to ongoing operations at a single location, except damages because of bodily injury or property damage included in the products -completed operations hazard; and 3. Medical expenses under Coverage C caused by accidents which cannot be attributed solely to ongoing operations at a single location, will reduce the General Aggregate Limit shown in the Declarations. C. For the purpose of this GENERAL AGGREGATE LIMITS OF INSURANCE - PER CNA74858XX (1-15) Policy No:7064083945 Endorsemen t No: 9 NationalFire Insurance Co of Hartford 24 Insured Name: RAILPROS FIELD SERVICES, INC. q+e ep ;iry. , a,; RrtdrManngtn entnwon REVIEWED & APPROV®BY: A, 4 A avaa Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with Risk Management Speoalut Attachment Code: D634127 Certificate ID: 20057479 CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement LOCATION Provision, 'location" means: a premises the Named Insured owns or rents; or 2. a premises not owned or rented by any Named Insured at which the Named Insured is performing operations pursuant to a contract or written agreement. If operations at such a location have been discontinued and then restarted, or if the authorized parties deviate from plans, blueprints, designs, specifications or timetables, the location will still be deemed to be the same location. For the purpose of determining the applicable aggregate limit of insurance, premises involving the same or connecting lots, or premises whose connection is interrupted only by a street, roadway, waterway or right-of-way of a railroad shall be considered a single location. D. The limits shown in the Declarations for Each Occurrence, for Damage To Premises Rented To You and for Medical Expense continue to apply, but will be subject to either the Location General Aggregate Limit or the General Aggregate Limit, depending on whether the occurrence can be attributed solely to ongoing operations at a particular location. E. When coverage for liability arising out of the products -completed operations hazard is provided, any payments for damages because of bodily injury or property damage included in the products -completed operations hazard, regardless of the number of locations involved, will reduce the Products -Completed Operations Aggregate Limit shown in the Declarations. F. The provisions of LIMITS OF INSURANCE not otherwise modified by this GENERAL AGGREGATE LIMITS OF INSURANCE - PER LOCATION Provision shall continue to apply as stipulated. 12. IN REM ACTIONS A quasi in rem action against any vessel owned or operated by or for the Named Insured, or chartered by or for the Named Insured, will be treated in the same manner as though the action were in personam against the Named Insured. 13. INCIDENTAL HEALTH CARE MALPRACTICE COVERAGE Solely with respect to bodily injury that arises out of a health care incident: A. Under COVERAGES, Coverage A — Bodily Injury And Property Damage Liability, the Insuring Agreement is amended to replace Paragraphs 1.b.(1) and 1.b.(2) with the following: b. This insurance applies to bodily injury provided that the professional health care services are incidental to the Named Insured's primary business purpose, and only if: (1) such bodily injury is caused by an occurrence that takes place in the coverage territory. (2) the bodily injury first occurs during the policy period. All bodily injury arising from an occurrence will be deemed to have occurred at the time of the first act, error, CNA74858XX (1-15) Policy No: 7064083945 Endorsemen t No: 9 National Fire Insurance Co of Hartford RA MaragemrartDamiswn 2/1/2024 RLIAI x D & APPRovm Eh - Insured Name: RAILPROS FIELD SERVICES, INC. pia A�a�lo OMM� Risk Management Specialist copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with Attachment Code: D634127 Certificate ID: 20057479 CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement or omission that is part of the occurrence; and B. Under COVERAGES, Coverage A— Bodily Injury And Property Damage Liability, the paragraph entitled Exclusions is amended to: i. add the following to the Employers Liability exclusion: This exclusion applies only if the bodily injury arising from a health care incident is covered by other liability insurance available to the Insured (or which would have been available but for exhaustion of its limits). ii. delete the exclusion entitled Contractual Liability and replace it with the following: This insurance does not apply to: Contractual Liability the Insured's actual or alleged liability under any oral or written contract or agreement, including but not limited to express warranties or guarantees. iii. to add the following additional exclusions: This insurance does not apply to: Discrimination any actual or alleged discrimination, humiliation or harassment, including but not be limited to claims based on an individual's race, creed, color, age, gender, national origin, religion, disability, marital status or sexual orientation. Dishonesty or Crime Any actual or alleged dishonest, criminal or malicious act, error or omission. Medicare/Medicaid Fraud any actual or alleged violation of law with respect to Medicare, Medicaid, Tricare or any similar federal, state or local governmental program. Services Excluded by Endorsement Any health care incident for which coverage is excluded by endorsement. C. DEFINITIONS is amended to: i. add the following definitions: Health care incident means an act, error or omission by the Named Insured's employees or volunteer workers in the rendering of: a. professional health care services on behalf of the Named Insured or CNA74858XX (1-15) t No: 9 National Fire Insurance Co of Hartford 2/1/2024 Insured Name: RAILPROS FIELD SERVICES, INC. Policy No: 7064083945 Endorsemen Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance services Office, Inc„ with ? � xvielo eRM&Appa ' ', ® Ei+�:s ilcwuta Risk Management Specialist Attachment Code: D634127 Certificate ID: 20057479 CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement b. Good Samaritan services rendered in an emergency and for which no payment is demanded or received. Professional health care services means any health care services or the related furnishing of food, beverages, medical supplies or appliances by the following providers in their capacity as such but solely to the extent they are duly licensed as required: a. Physician; b. Nurse; c. Nurse practitioner; d. Emergency medical technician; e. Paramedic; f. Dentist; g. Physical therapist; h. Psychologist; i. Speech therapist; j. Other allied health professional; or Professional health care services does not include any services rendered in connection with human clinical trials or product testing. i. delete the definition of occurrence and replace it with the following: Occurrence means a health care incident. All acts, errors or omissions that are logically connected by any common fact, circumstance, situation, transaction, event, advice or decision will be considered to constitute a single occurrence; ii. amend the definition of Insured to: a. add the following: the Named Insured's employees are Insureds with respect to: 1. bodily injury to a co -employee while in the course of the co -employee's employment by the Named Insured or while performing duties related to the conduct of the Named Insured's business; and 2. bodily injury to a volunteer worker while performing duties related to the conduct of the Named Insured's business; when such bodily injury arises out of a health care incident. GNA74858XX (1-15) t No: 9 National Fire Insurance Co of Hartford 2/1/2024 Insured Name: RAILPROS FIELD SERVICES, INC. Policy No: 7064083945 Endorsemen Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with JWR E D & AFPRovm 8v: A,juA�a44 Risk Management Spedzilist Attachment Code: D634127 Certificate ID: 20057479 CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement the Named Insured's volunteer workers are Insureds with respect to: 1. bodily injury to a co -volunteer worker while performing duties related to the conduct of the Named Insured's business; and 2. bodily injury to an employee while in the course of the employee's employment by the Named Insured or while performing duties related to the conduct of the Named Insured's business; when such bodily injury arises out of a health care incident. b. delete Subparagraphs (a), (b), (c) and (d) of Paragraph 2.a.(1) of WHO IS AN INSURED. D. The Other Insurance condition is amended to delete Paragraph b.(1) in its entirety and replace it with the following: Otherinsurance b. Excess Insurance (1) To the extent this insurance applies, it is excess over any other insurance, self insurance or risk transfer instrument, whether primary, excess, contingent or on any other basis, except for insurance purchased specifically by the Named Insured to be excess of this coverage. 14. JOINT VENTURES / PARTNERSHIP I LIMITED LIABILITY COMPANIES A. Past Joint Ventures, Partnerships, Limited Liability Companies The following is added to WHO IS AN INSURED: If the Named Insured was a joint venturer, partner, or member of a limited liability company and such joint venture, partnership or limited liability company terminated prior to or during the policy period, such Named Insured is an Insured with respect to its interest in such joint venture, partnership or limited liability company but only to the extent that: a. any offense giving rise to personal and advertising injury occurred prior to such termination date, and the personal and advertising injury arising out of such offense, first occurred after such termination date; b. the bodily injury or property damage first occurred after such termination date; and c. there is no other valid and collectible insurance purchased specifically to insure the partnership, joint venture or limited liability company. If the joint venture, partnership or limited liability company is or was insured under a consolidated (wrap-up) insurance program, then such insurance will always be considered valid and collectible for the purpose of paragraph c. above. But this provision will not serve to exclude bodily injury, property damage or personal and advertising injury that would otherwise be covered under the CNA74858XX (1-15) t No: 9 National Fire Insurance Co of Hartford 2/1/2024 Insured Name: RAILPROS FIELD SERVICES, INC. Policy No:7064083945 Endorsemen copyright CNA All Rights Reserved. Includes copyrighted material of Insurance services Office, Inc., with � RAMwvgemattDh4sIon REVIEV/FD&APPRWMSY: ®. ® RaK Mznagemen[Spedalist Attachment Code: D634127 Certificate ID: 20057479 CNA ' _ tee_ U_ ► Architects, Engineers and Surveyors General Liability Extension Endorsement Architects, Engineers And Surveyors General Liability Extension Endorsement provision entitled WRAP-UP EXTENSION: OCIP, CCIP, OR CONSOLIDATED (WRAP-UP) INSURANCE PROGRAMS. Please see that provision for the definition of consolidated (wrap-up) insurance program. B. Participation In Current Professional Joint Ventures The following is added to WHO IS AN INSURED: The Named Insured is also an Insured for participation in a current joint venture that is not named on the Declarations, but only if such joint venture meets all of the following criteria a. Each and every one of the Named Insured's co -venturers are architectural, engineering or surveying firms only; and b. There is no other valid and collectible insurance purchased specifically to insure the joint venture. However, the Named Insured is an Insured only for the conduct of such Named Insured's business within such a joint venture. The Named Insured is not insured for liability arising out of the acts or omissions of other co -venturers, nor of their partners, members or employees. C. WHO IS AN INSURED is amended to delete its last paragraph and replace it with the following: Except as provided under this Architects, Engineers And Surveyors General Liability Extension Endorsement or by the attachment of another endorsement (if any), no person or organization is an Insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations. 15. LEGAL LIABILITY - DAMAGE TO PREMISES / ALIENATED PREMISES / PROPERTY IN THE NAMED INSURED'S CARE, CUSTODY OR CONTROL A. Under COVERAGES, Coverage A — Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete exclusion j. Damage to Property in its entirety and replace it with the following: This insurance does not apply to: Damage to Property Property damage to: 1. Property the Named Insured owns, rents, or occupies, including any costs or expenses incurred by you, or any other person, organization or entity, for repair, replacement, enhancement, restoration or maintenance of such property for any reason, including prevention of injury to a person or damage to another's property; 2. Premises the Named Insured sells, gives away or abandons, if the property damage arises out of any part of those premises; 3. Property loaned to the Named Insured; CNA74858XX (1-15) t No: 9 National Fire Insurance Co of Hartford 2/1/2024 Insured Name: RAILPROS FIELD SERVICES, INC. Policy No: 7064083945 Endorsemen Copynght CNA All Rights Reserved. Includes copyrighted material or Insurance Services Office, Inc., with o/ +..'�\� e, RIskMRnagementDivtslon REVIEWED&APPROVEDBY: 4fe At,W44 `IW' Risk Management Specialist Attachment Code: D634127 Certificate ID: 20057479 CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement 4. Personal property in the care, custody or control of the Insured; 5. That particular part of real property on which the Named Insured or any contractors or subcontractors working directly or indirectly on the Named Insured's behalf are performing operations, if the property damage arises out of those operations; or 6. That particular part of any property that must be restored, repaired or replaced because your work was incorrectly performed on it. Paragraphs (1), (3) and (4) of this exclusion do not apply to property damage (other than damage by fire) to premises rented to the Named Insured or temporarily occupied by the Named Insured with the permission of the owner, nor to the contents of premises rented to the Named Insured for a period of 7 or fewer consecutive days. A separate limit of insurance applies to Damage To Premises Rented To You as described in LIMITS OF INSURANCE. Paragraph (2) of this exclusion does not apply if the premises are your work. Paragraphs (3), (4), (5) and (6) of this exclusion do not apply to liability assumed under a sidetrack agreement. Paragraph (6) of this exclusion does not apply to property damage included in the products -completed operations hazard. Paragraphs (3) and (4) of this exclusion do not apply to property damage to: i. tools, or equipment the Named Insured borrows from others, nor ii. other personal property of others in the Named Insured's care, custody or control while being used in the Named Insured's operations away from any Named Insured's premises. However, the coverage granted by this exception to Paragraphs (3) and (4) does not apply to: a. property at a job site awaiting or during such property's installation, fabrication, or erection; b. property that is mobile equipment leased by an Insured; c. property that is an auto, aircraft or watercraft a. property in transit; or b. any portion of property damage for which the Insured has available other valid and collectible insurance, or would have such insurance but for exhaustion of its limits, or but for application of one of its exclusions. A separate limit of insurance and deductible apply to such property of others. See LIMITS OF INSURANCE as amended below. B. Under COVERAGES, Coverage A — Bodily Injury and Property Damage Liability, the CNA74858XX (1-15) Policy No: 7064083945 Endorsemen t No: 9 National Fire Insurance Co of Hartford 2/1/2024 RlskMm'agem°rtDivi lan ��; Insured Name: RAII.PROS FIELD SERVICES, INC.MW a+7 i�'�' °&AavRwmev: Y A- ju Auvvrda Ruk Management Spedalist Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance services Office, Inc., with Attachment Code: D634127 Certificate ID: 20057479 CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement paragraph entitled Exclusions is amended to delete its last paragraph and replace it with the following: Exclusions c. through n. do not apply to damage by fire to premises while rented to a Named Insured or temporarily occupied by a Named Insured with permission of the owner, nor to damage to the contents of premises rented to a Named Insured for a period of 7 or fewer consecutive days. A separate limit of insurance applies to this coverage as described in LIMITS OF INSURANCE. C. The following paragraph is added to LIMITS OF INSURANCE: Subject to 5. above, $25,000 is the most the Insurer will pay under Coverage A for damages arising out of any one occurrence because of the sum of all property damage to borrowed tools or equipment, and to other personal property of others in the Named Insured's care, custody or control, while being used in the Named Insured's operations away from any Named Insured's premises. The Insurer's obligation to pay such property damage does not apply until the amount of such property damage exceeds $1,000. The Insurer has the right but not the duty to pay any portion of this $1,000 in order to effect settlement. If the Insurer exercises that right, the Named Insured will promptly reimburse the Insurer for any such amount. D. Paragraph 6., Damage To Premises Rented To You Limit, of LIMITS OF INSURANCE is deleted and replaced by the following: 6. Subject to Paragraph 5. above, (the Each Occurrence Limit), the Damage To Premises Rented To You Limit is the most the Insurer will pay under Coverage A for damages because of property damage to any one premises while rented to the Named Insured or temporarily occupied by the Named Insured with the permission of the owner, including contents of such premises rented to the Named Insured for a period of 7 or fewer consecutive days. The Damage To Premises Rented To You Limit is the greater of a. $500,000; or b. The Damage To Premises Rented To You Limit shown in the Declarations. E. Paragraph 4.b.(1)(a)(ii) of the Other Insurance Condition is deleted and replaced by the following: (ii) That is property insurance for premises rented to the Named Insured, for premises temporarily occupied by the Named Insured with the permission of the owner; or for personal property of others in the Named Insured's care, custody or control 16. LIQUOR LIABILITY Under COVERAGES, Coverage A — Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete the exclusion entitled Liquor Liability. This LIQUOR LIABILITY Provision does not apply to any person or organization who otherwise qualifies as an additional insured on this Coverage Part. 17. MEDICAL PAYMENTS CNA74858XX (1-15) Policy No: 7064083945 Endorsemen t No: 9 National Fire Insurance Co of Hartford 2/1/2024 �: RtvlEvtEo&APPROVmBY. Insured Name: RAILPROS FIELD SERVICES, INC. ����t,�;g Auaede ® Risk Management Specialist Ccopyright CNA All Rights Reserved. Includes copyrighted material of Insurance services Office, Inc., with ` Attachment Code: D634127 Certificate ID: 20057479 CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement A. LIMITS OF INSURANCE is amended to delete Paragraph 7. (the Medical Expense Limit) and replace it with the following: 7. Subject to Paragraph 5. above (the Each Occurrence Limit), the Medical Expense Limit is the most the Insurer will pay under Coverage C for all medical expenses because of bodily injury sustained by any one person. The Medical Expense Limit is the greater of: 1. $15,000 unless a different amount is shown here: $N,NNN,NNN,NNN; or 2. the amount shown in the Declarations for Medical Expense Limit. B. Under COVERAGES, the Insuring Agreement of Coverage C — Medical Payments is amended to replace Paragraph 1.a.(3)(b) with the following: (b) The expenses are incurred and reported to the Insurer within three years of the date of the accident; and 18. NON -OWNED AIRCRAFT Under COVERAGES, Coverage A — Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended as follows: The exclusion entitled Aircraft, Auto or Watercraft is amended to add the following: This exclusion does not apply to an aircraft not owned by any Named Insured, provided that: 1. the pilot in command holds a currently effective certificate issued by the duly constituted authority of the United States of America or Canada, designating that person as a commercial or airline transport pilot; 2. the aircraft is rented with a trained, paid crew to the Named Insured; and 3. the aircraft is not being used to carry persons or property for a charge. 19. NON -OWNED WATERCRAFT Under COVERAGES, Coverage A — Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete subparagraph (2) of the exclusion entitled Aircraft, Auto or Watercraft, and replace it with the following. This exclusion does not apply to: (2) a watercraft that is not owned by any Named Insured, provided the watercraft is: a. less than 75 feet long; and b. not being used to carry persons or property for a charge. 20. PERSONAL AND ADVERTISING INJURY -DISCRIMINATION OR HUMILIATION CNA74858XX (1-15) t No: 9 National Fire Insurance Cc of Hartford 2/1/2024 Insured Name: RAH,PROS FIELD SERVICES, INC. Policy No: 7064083945 Endorsemen Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with \- e; Risk Mawgemmt Divistan REVIEWED&APPROVmaY: A+ ® Risk Management Specialist Attachment Code: D634127 Certificate ID: 20057479 CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement A. Under DEFINITIONS, the definition of personal and advertising injury is amended to add the following tort: Discrimination or humiliation that results in injury to the feelings or reputation of a natural person. B. Under COVERAGES, Coverage B — Personal and Advertising Injury Liability, the paragraph entitled Exclusions is amended to: 1. delete the Exclusion entitled Knowing Violation Of Rights Of Another and replace it with the following: This insurance does not apply to Knowing Violation of Rights of Another Personal and advertising injury caused by or at the direction of the Insured with the knowledge that the act would violate the rights of another and would inflict personal and advertising injury. This exclusion shall not apply to discrimination or humiliation that results in injury to the feelings or reputation of a natural person, but only if such discrimination or humiliation is not done intentionally by or at the direction of: a. the Named Insured; or b. any executive officer, director, stockholder, partner, member or manager (if the Named Insured is a limited liability company) of the Named Insured. 2. add the following exclusions: This insurance does not apply to: Employment Related Discrimination discrimination or humiliation directly or indirectly related to the employment, prospective employment, past employment or termination of employment of any person by any Insured. Premises Related Discrimination discrimination or humiliation arising out of the sale, rental, lease or sub -lease or prospective sale, rental, lease or sub -lease of any room, dwelling or premises by or at the direction of any Insured. Notwithstanding the above, there is no coverage for fines or penalties levied or imposed by a governmental entity because of discrimination. The coverage provided by this PERSONAL AND ADVERTISING INJURY -DISCRIMINATION OR HUMILIATION Provision does not apply to any person or organization whose status as an Insured derives solely from Provision 1. ADDITIONAL INSURED of this endorsement; or attachment of an additional insured endorsement to this Coverage Part. CNA74858XX (1-15) Policy No: 7064083945 Endorsemen t No: 9 National Fire Insurance Cc of Hartford 2/1/2024 Insured Name: RAILPROS FIELD SERVICES, INC. _ R" �' \' $ RisktdmugemadDlwslan RenEwm&Armovm Br. ilctuk:e Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with Ruk Management Spedalht Attachment Code: D634127 Certificate ID: 20057479 CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement 21. PERSONAL AND ADVERTISING INJURY - CONTRACTUAL LIABILITY A. Under COVERAGES, Coverage B —Personal and Advertising Injury Liability, the paragraph entitled Exclusions is amended to delete the exclusion entitled Contractual Liability. B. Solely for the purpose of the coverage provided by this PERSONAL AND ADVERTISING INJURY - LIMITED CONTRACTUAL LIABILITY provision, the following changes are made to the section entitled SUPPLEMENTARY PAYMENTS - COVERAGES A AND B: Paragraph 2.d. is replaced by the following d. The allegations in the suit and the information the Insurer knows about the offense alleged in such suit are such that no conflict appears to exist between the interests of the Insured and the interests of the indemnitee; The first unnumbered paragraph beneath Paragraph 21(2)(b) is deleted and replaced by the following: So long as the above conditions are met, attorney's fees incurred by the Insurer in the defense of that indemnitee, necessary litigation expenses incurred by the Insurer, and necessary litigation expenses incurred by the indemnitee at the Insurer's request will be paid as defense costs. Such payments will not be deemed to be damages for personal and advertising injury and will not reduce the limits of insurance. C. This PERSONAL AND ADVERTISING INJURY - LIMITED CONTRACTUAL LIABILITY Provision does not apply if Coverage B —Personal and Advertising Injury Liability is excluded by another endorsement attached to this Coverage Part. This PERSONAL AND ADVERTISING INJURY - CONTRACTUAL LIABILITY Provision does not apply to any person or organization who otherwise qualifies as an additional insured on this Coverage Part. 22. PROPERTY DAMAGE — ELEVATORS A. Under COVERAGES, Coverage A — Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended such that the Damage to Your Product Exclusion and subparagraphs (3), (4) and (6) of the Damage to Property Exclusion do not apply to property damage that results from the use of elevators. B. Solely for the purpose of the coverage provided by this PROPERTY DAMAGE - ELEVATORS Provision, the Other Insurance conditions is amended to add the following paragraph: This insurance is excess over any of the other insurance, whether primary, excess, contingent or on any other basis that is Property insurance covering property of others damaged from the use of elevators. 23. RETIRED PARTNERS, MEMBERS, DIRECTORS AND EMPLOYEES WHO IS INSURED is amended to include as Insureds natural persons who are retired partners, members, directors or employees, but only for bodily injury, property damage or personal and advertising injury that results from services performed for the Named Insured under the Named Insured's direct supervision. All limitations that apply to employees and volunteer workers also apply CNA74858XX (1-15) t No: 9 National Fire Insurance Co of Hartford 2/1/2024 Insured Name: RAILPROS FIELD SERVICES, INC. Policy No: 7064083945 Endorsemen Copyright CNA All Rights Reserved. Includes copyrighted material or Insurance Services Office, Inc., witr Rick Management Dlui$rin REVIEWED & APPROVm BV: ® Risk Management Specialist Attachment Code: D634127 Certificate ID: 20057479 CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement to anyone qualifying as an Insured under this Provision. 24. SUPPLEMENTARY PAYMENTS The section entitled SUPPLEMENTARY PAYMENTS - COVERAGES A AND B is amended as follows: A. Paragraph 1.b. is amended to delete the $250 limit shown for the cost of bail bonds and replace it with a $5,000. limit; and B. Paragraph 1.d. is amended to delete the limit of $250 shown for daily loss of earnings and replace it with a $1,000. limit. 25. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS If the Named Insured unintentionally fails to disclose all existing hazards at the inception date of the Named Insured's Coverage Part, the Insurer will not deny coverage under this Coverage Part because of such failure. 26. WAIVER OF SUBROGATION - BLANKET Under CONDITIONS, the condition entitled Transfer Of Rights Of Recovery Against Others To Us is amended to add the following: The Insurer waives any right of recovery the Insurer may have against any person or organization because of payments the Insurer makes for injury or damage arising out of: 1. the Named Insured's ongoing operations; or 2. your work included in the products -completed operations hazard. However, this waiver applies only when the Named Insured has agreed in writing to waive such rights of recovery in a written contract or written agreement, and only if such contract or agreement: is in effect or becomes effective during the term of this Coverage Part; and was executed prior to the bodily injury, property damage or personal and advertising injury giving rise to the claim. 27. WRAP-UP EXTENSION: OCIP, CCIP, OR CONSOLIDATED (WRAP-UP) INSURANCE PROGRAMS Note: The following provision does not apply to any public construction project in the state of Oklahoma, nor to any construction project in the state of Alaska, that is not permitted to be insured under a consolidated (wrap-up) insurance program by applicable state statute or regulation. If the endorsement EXCLUSION - CONSTRUCTION WRAP-UP is attached to this policy, or another exclusionary endorsement pertaining to Owner Controlled Insurance Programs (O.C.I.P.) or Contractor Controlled Insurance Programs (C.C.I.P.) is attached, then the following changes apply: A. The following wording is added to the above -referenced endorsement CNA74858XX (1-15) t No: 9 National Fire Insurance Co of Hartford 2/1/2024 Insured Name: RAILPROS FIELD SERVICES, INC. Policy No: 7064083945 Endorsemen Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance services Office, Inc., with Rlde Management DMs(on REMI u D&Araxovm8v: 'W of Risk Management Specialist Attachment Code: D634127 Certificate ID: 20057479 CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement With respect to a consolidated (wrap-up) insurance program project in which the Named Insured is or was involved, this exclusion does not apply to those sums the Named Insured become legally obligated to pay as damages because of: 1. Bodily injury, property damage, or personal or advertising injury that occurs during the Named Insured's ongoing operations at the project, or during such operations of anyone acting on the Named Insured's behalf; nor 2. Bodily injury or property damage included within the products -completed operations hazard that arises out of those portions of the project that are not residential structures. B. Condition 4. Other Insurance is amended to add the following subparagraph 4.b.(1)(c): This insurance is excess over: (c) Any of the other insurance whether primary, excess, contingent or any other basis that is insurance available to the Named Insured as a result of the Named Insured being a participant in a consolidated (wrap-up) insurance program, but only as respects the Named Insured's involvement in that consolidated (wrap-up) insurance program. C. DEFINITIONS is amended to add the following definitions Consolidated (wrap-up) insurance program means a construction, erection or demolition project for which the prime contractor/project manager or owner of the construction project has secured general liability insurance covering some or all of the contractors or subcontractors involved in the project, such as an Owner Controlled Insurance Program (O.C.I.P.) or Contractor Controlled Insurance Program (C.C.I.P.). Residential structure means any structure where 30% or more of the square foot area is used or is intended to be used for human residency, including but not limited to: single or multifamily housing, apartments, condominiums, townhouses, co-operatives or planned unit 1. developments; and 2. the common areas and structures appurtenant to the structures in paragraph 1. (including pools, hot tubs, detached garages, guest houses or any similar structures). However, when there is no individual ownership of units, residential structure does not include military housing, college/university housing or dormitories, long term care facilities, hotels or motels. Residential structure also does not include hospitals or prisons. This WRAP-UP EXTENSION: OCIP, CCIP, OR CONSOLIDATED (WRAP-UP) INSURANCE PROGRAMS Provision does not apply to any person or organization who otherwise qualifies as an additional insured on this CNA74858XX (1-15) Policy No: 7064083945 Endorsement t No: 9 National Fire Insurance Co of Hartford xmkmanwnentn[uistmt 2/1/2024 . Rim&MPRw®er. Insured Name: RAILPROS FIELD SERVICES, INC. =y'A ? iI Acwtato Ruk Management' dAht Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with Attachment Code: D634127 Certificate ID: 20057479 CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement Coverage Part. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. CNA74858XX (1-15) t No: 9 National Fire Insurance Co of Hartford 2/l/2024 Insured Name: RAILPROS FIELD SERVICES, INC. Policy No: 7064083945 Endorsemen Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with �RENN RiekMmtagmtmtDivislon �&APPRO BY: , ® Ruk Management Spedalist Attachment Code: D634134 Certificate ID: 20057479 CNA CNA PARAMOUNT Cancellation - Nonrenewal - Texas Wherever used in this endorsement: 1) Insurer means "we", "us", "our" or the "Company" as those terms may be defined in the policy; and 2) first Named Insured means the first person or entity named on the declarations page; and 3) "Insureds" means all persons or entities afforded coverage under the policy. Any cancellation, non -renewal or termination provisions in the policy are deleted in their entirety and replaced with the following: CANCELLATION AND NON -RENEWAL A. CANCELLATION 1. The first Named Insured may cancel the policy at any time. To do so, the first Named Insured must return the policy to the Insurer or any of its authorized representatives, indicating the effective date of cancellation; or provide a written notice to the Insurer, stating when the cancellation is to be effective. 2. Unless the policy is a renewal, and if Paragraph 5. below is not applicable, the Insurer has the right to cancel this policy at any time and for any reason within the first sixty (60) days. Notice of cancellation, stating the reason for cancellation, must be mailed at least ten (10) days prior to the effective date of such cancellation to the first Named Insured at the address shown on the policy. 3. After this policy has been in effect for sixty (60) days or more, or if it is a renewal or continuation of a policy issued by the Insurer (and if Paragraph 5. below is not applicable), it may be canceled for one or more of the following reasons: a. Non-payment of premium. b. Fraud in obtaining coverage c. Increase in hazard, within the insured's control, that produces a rate increase. d. Loss of reinsurance, covering all or part of the risk covered by the policy; or e. If the Insurer is placed in supervision, conservatorship, or receivership and the cancellation is approved or directed by the supervisor, conservator or receiver. Written notice of cancellation must be mailed or delivered to the first Named Insured at the last mailing address known to the Insurer at least sixty (60) days prior to the effective date of such cancellation. The grounds for such cancellation shall also be stated. If the Insurer cancels for non-payment of premium, notice of cancellation will be mailed at least ten (10) days prior to the effective date of such cancellation. 4. Notice of cancellation will state the date the cancellation is effective. The Policy will end on that date. If notice is mailed, proof of mailing will be sufficient proof of notice. 5. In addition to the cancellation provisions described above, the following applies to Business Property Coverage on a condominium association that contains at least one residence or if the condominium declarations conform with the Texas Uniform Condominium Act: If the Insurer cancels this policy, the Insurer must also mail or deliver written notice of cancellation at least 60 days before the effective date of cancellation to each unit -owner to whom the Insurer issued a certificate or memorandum of insurance and will, at the request of the first Named Insured, provide CNA62814TX (01-20) Policy No:7064083945 Endorsement No: 37 National Fire Insurance Co of Hartford Effective Date: 2/1/2024 Insured Name: RAILPROS FIELD SERVICES, INC. copyright CNA All Rights Reserved. Risk MuagementDisiston et%; % REVIEWED&APPRWmay: ®'•. ® Risk Management specialist Attachment Code: D634134 Certificate ID: 20057479 CNA Cancellation - Nonrenewal - Texas a written statement of the reason or reasons for such cancellation. 6. The following applies to Business Property or Business Crime coverage on a governmental unit, as defined under 28 TEX. ADMIN. CODE, Section 5.7001 or to Business Property Coverage on one - and two-family dwellings: a. If this policy has been in effect for less than 90 days and is not a renewal of a policy the Insurer issued, the Insurer may cancel coverage for any reason. b. If this policy has been in effect for 90 days or more or is a renewal of a policy the Insurer issued, the Insurer may cancel coverage only for the following reasons: 1. If the first Named Insured does not pay the premium or any portion of the premium when due; 2. If the Texas Department of Insurance determines that continuation of this policy would result in violation of the Texas Insurance Code or any other law governing the business of insurance in Texas; 3. If the first Named Insured submits a fraudulent claim; or 4. If there is an increase in the hazard covered by this policy that is within the control of any Named Insured and would produce an increase in the premium rate of this policy. c. If such coverage is cancelled, the Insurer will, at the request of the first Named Insured, provide a written statement of the reason or reasons for such cancellation. B. PREMIUM REFUND If this policy is cancelled, the Insurer will send the first Named Insured any premium refund due. If the Insurer cancels the refund will be pro rate. If the first Named Insured cancels, the refund may be less than pro rate. The cancellation will be effective even if the Insurer has not made or offered a refund. The notice of cancellation will state that unearned paid premium, if not tendered, will be refunded on demand. If Paragraph A.S. above is applicable, the refund will be pro-rata if: 1. The Insurer cancels the policy; or 2. The first Named Insured cancels this policy because: a. The Insurer refused to provide additional coverage which the first Named Insured requested under this policy; or b. The Insurer reduced or restricted coverage under the policy without the consent of the first Named Insured. The refund will be less than pro-rata if the first Named Insured cancels this policy for a reason other than those listed in 2.a. and 2.b. above. C. NON -RENEWAL CNA62814TX (01-20) Policy No: 7064083945 Endorsement No: 37 National Fire Insurance Co of Hartford Effective Date: 2/1/2024 Insured Name: RAILPROS FIELD SERVICES, INC. Copyright CNA All Rights Reserved. r wek,toiw� ltrm 1!/m &APPROVmaY: f A,p Aaevufa '�' Risk Management Spetlali5t Attachment Code: D634134 Certificate ID: 20057479 CNA CNA PARAMOUNT Cancellation - Nonrenewal - Texas 1. Insurer can non -renew the policy by mailing or delivering advance written notice to the first Named Insured, at the last mailing address known to the Insurer, not later than the 60th day before the expiration date. The notice shall include the reason for such nonrenewal. 2. If the Insurer mails or delivers the required renewal notice later than the 60th day before the expiration date, coverage shall remain in effect until the 61 st day after the date on which notice is delivered or mailed. The earned premium for any period of coverage that extends beyond the expiration date of this policy shall be computed pro-rata based on the previous year's rate. A transfer of a policyholder between two admitted companies within the same insurance group is not considered a refusal to renew. 3. In addition to the non -renewal provisions described above, the following applies to Business Property Coverage on a condominium association that contains at least one residence or if the condominium declarations conform with the Texas Uniform Condominium Act: If the Insurer non -renews this policy, the Insurer must also mail or deliver written notice of nonrenewal at least 60 days before the expiration or anniversary date of this policy, to each unit -owner to whom the Insurer issued a certificate or memorandum of insurance. The Insurer will mail or deliver such notice to each last mailing address known to the Insurer. If notice is mailed, proof of mailing will be sufficient proof of notice. 4. Business Property Coverage — One- And Two -Family Dwellings And Governmental Property a. If the Insurer elects not to renew coverage on one- and two-family dwellings or on governmental units, the Insurer will mail or deliver written notice of nonrenewal to the first Named Insured and any mortgageholder shown in the Declarations, at least 60 days before the expiration date. Proof of mailing will be sufficient proof of notice. The Insurer will, at the request of the first Named Insured, provide a written statement of the reason or reasons for such nonrenewal. If the Insurer fails to give the first Named Insured proper notice of our refusal to renew, the first Named Insured may require us to renew the policy. b. The Insurer may elect not to renew such coverage for any reason, subject to the exceptions and limitations in Paragraphs c. and d. below. c. The Insurer will not refuse to renew coverage solely because of claims for losses resulting from natural causes. d. Claims That Do Not Result From Natural Causes 1. If the Insurer has previously notified the first Named Insured as provided in (2) below, the Insurer may refuse to renew coverage if a Named Insured has filed under this policy, in any three year period, three or more claims that do not result from natural causes. CNA62814TX (01-20) Policy No: 7064083945 Endorsement No: 37 National Fire Insurance Cc of Hartford Effective Date: 2/l/2024 Insured Name: RAILPROS FIELD SERVICES, INC. Copydght CNA All Rights Reserved, E RiskMaugemmtDMskm REVIE &APPRcvm8r % £ _ ®'. Risk Management Spedzlis[ 01 Attachment Code: D634134 Certificate ID: 20057479 CNA CNA PARAMOUNT Cancellation - Nonrenewal - Texas 2. If a Named Insured has filed two such claims in a period of less than three years, the Insurer may notify the first Named Insured in writing that, if the same Named Insured files a third such claim during the three year period, the Insurer may refuse to renew coverage. 3. A claim does not include a claim that is filed but is not paid or payable under this policy. D. OTHER CANCELLATION/NONRENEWAL PROVISIONS The Insurer may not cancel or non -renew based solely on the fact that the Insured is an elected official. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. CNA62814TX (01-20) Policy No: 7064083945 Endorsement No: 37 National Fire Insurance Co of Hartford Effective Date: 2/1/2024 Insured Name: RAILPROS FIELD SERVICES, INC. Copyright CNA All Rights Reserved. RAManagemadDivisbn Renen &APPRovm Br. `®' Risk Management Spedalist Attachment Code: D634137 Certificate ID: 20057479 CNA CNA PARAMOUNT General Aggregate Limit - Per Project Endorsement This endorsement modifies insurance provided under the following COMMERCIAL GENERAL LIABILITY COVERAGE PART It is understood and agreed as follows: I. For each single construction or service project away from premises the Named Insured owns or rents, a separate Project General Aggregate Limit, equal to the amount of the General Aggregate Limit shown in the Declarations, is the most the Insurer will pay for the sum of: A. all damages under Coverage A, except damages because of bodily injury or property damage included in the products -completed operations hazard; and B. all medical expenses under Coverage C; that arise from occurrences or accidents which can be attributed solely to ongoing operations at that project. Such payments shall not reduce the General Aggregate Limit shown in the Declarations, nor the Project General Aggregate Limit applicable to any other project. II. All: A. damages under Coverage B, regardless of the number of locations or projects involved; B. damages under Coverage A, caused by occurrences which cannot be attributed solely to ongoing operations at a single project, except damages because of bodily injury or property damage included in the products -completed operations hazard; and C. medical expenses under Coverage C, caused by accidents which cannot be attributed solely to ongoing operations at a single project, will reduce the General Aggregate Limit shown in the Declarations. III. The limits shown in the Declarations for Each Occurrence, for Damage To Premises Rented To You and for Medical Expense continue to apply, but will be subject to either the Project General Aggregate Limit or the General Aggregate Limit shown in the Declarations, depending on whether the occurrence can be attributed solely to ongoing operations at a particular project. IV. When coverage for liability arising out of the products -completed operations hazard is provided, any payments for damages because of bodily injury or property damage included in the products -completed operations hazard will reduce the Products -Completed Operations Aggregate Limit shown in the Declarations, regardless of the number of projects involved. V. If a single construction or service project away from premises owned by or rented to the Named Insured has been abandoned and then restarted, or if the authorized contracting parties deviate from plans, blueprints, designs, specifications or timetables, such project will still be deemed to be the same project. VI. The provisions of LIMITS OF INSURANCE not otherwise modified by this endorsement shall continue to apply as stipulated. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issue Insurers, takes effect on the effective date of said Policy at the hour stated in said F RlekMmugemadDMslan REVIEWED&AppR met: A+� Aaa�eta ��' Risk Management Specialist Attachment Code: D634137 Certificate ID: 20057479 effective date is shown below, and expires concurrently with said Policy. CNA75061)0((1-15) Policy No: 7064083945 Page 1 of 1 Endorsement No: National Fire Insurance Co of Hartford Effective Date: 2/1 /2024 Insured Name: RAILPROS FIELD SERVICES, INC. copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. MakMmugementDiviv4m REVIEWED&APpRoV By: A.-P "401 `®' Risk Management Specialist Attachment Code: D633342 Certificate ID: 20057479 Primary and Noncontributory - Other Insurance Condition Endorsement This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART It is understood and agreed that the condition entitled Other Insurance is amended to add the following: Primary And Noncontributory Insurance Notwithstanding anything to the contrary, this insurance is primary to and will not seek contribution from any other insurance available to an additional insured under this policy provided that: a. the additional insured is a named insured under such other insurance; and b. the Named Insured has agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. CNA74987XX (1-15) POLICY NO: 7064083945 EFFECTIVE DATE: 2/1/2024 CARRIER: National Fire Insurance Co of Hartford INSURED NAME: RAILPROS FIELD SERVICES, INC. RiskMowgemmtWsLan =-b A Rare &APPRavmft ' A+1p A 44, t� - R6k Management Spetlalis[ DATE(MMIDDIYYYY) ACOR" CERTIFICATE OF LIABILITY INSURANCE 3/10/2026 2/3/2026 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 Lockton Companies,LLC CONTACT NAME: DBA Lockton Insurance Brokers,LLC in CA PHONE FAX CA license#OF15767 (A/C,No Ext: A/C,No E-MAIL 444 W.47th St.,Ste.900 ADDRESS: Kansas City MO 641 12-1906 INSURER(S)AFFORDING COVERAGE NAIC# (816)960-9000 kcasu@lockton.com INSURER A:Valley Forge Trisurance Company 20508 INSURED RAILPROS FIELD SERVICES,INC. INSURER B:National Fire Insurance Co Of Hartford 20478 1533239 5605 N.MACARTHUR BLVD. SUITE 650 INSURER C:The Continental Tnsurance Company 35289 IRVING TX 75038 INSURER D:Allied World Surplus Lines Insurance Company 24319 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: 20136818 REVISION NUMBER: XXXXXXX THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LIMITS LTR INSD WVD POLICY NUMBER MM/DDIYYW W MMIDD/ YY A X COMMERCIAL GENERAL LIABILITY Y Y 7064083945 2/1/2026 3/10/2026 EACH OCCURRENCE $ 1,000,000 CLAIMS-MADE OCCUR DAMAGE TO RENTED PREMISES Ea occurrence $ 1 OOO OOO MED EXP(Any one person) $ 15,000 PERSONAL&ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 POLICY� PRO- � LOC PRODUCTS-COMP/OP AGG $ 2,000,000 OTHER: $ B AUTOMOBILE LIABILITY Y y 7064086196 2/1/2026 3/10/2026 COMBINED SINGLE LIMIT $ Ea accident 1,000,000 X ANY AUTO BODILY INJURY(Per person) $ XXXXXXX OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS XXXXXXX HIRED NON-OWNED PROPERTY DAMAGE $ XXXXXXX AUTOS ONLY AUTOS ONLY Per accident $ XXXXXXX C X UMBRELLA LIAB X OCCUR N N 7064162547 2/1/2026 3/10/2026 EACH OCCURRENCE $ 10,000,000 EXCESS LIAB CLAIMS-MADE AGGREGATE $ 10,000,000 DED X RETENTION$ 1 1 $ XXXXXXX WORKERS COMPENSATION PER OTH- C AND EMPLOYERS'LIABILITY Y 7064159678(AOS) 2/1/2026 3/10/2026 X STATUTE ER C ANY PROPRIETOR/PARTNER/EXECUTIVE YIN 70641 60877(CA) 2/1/2026 3/10/2026 E.L.EACH ACCIDENT $ 1,000,000 OFFICER/MEMBER EXCLUDED? N I A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 1,000,000 D ARCHITECTS& N Y 0310-5773 2/1/2025 3/10/2026 $10,000,000 EACH CLAIM; ENGINEERS $10,000,000 AGGREGATE PROFESSIONAL DESCRIPTION OF OPERATIONS/LOCATIONS I VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) THIS CERTIFICATE SUPERSEDES ALL PREVIOUSLY ISSUED CERTIFICATES FOR THIS HOLDER,APPLICABLE TO THE CARRIERS LISTED AND THE POLICY TERMS)REFERENCED. RE:CROSSING AND QUIET ZONE ENGINEERING AND SUPPORT SERVICE THE CITY,ITS OFFICERS,OFFICIALS,EMPLOYEES,AND VOLUNTEERS ARE ADDITIONAL INSURED ON GENERAL AND AUTO LIABILITY,ON A PRIMARY,NON- CONTRIBUTORY BASIS,AS REQUIRED BY WRITTEN CONTRACT. WAIVER OF SUBROGATION APPLIES ON GENERAL,,AUTO,PROFESSIONAL,,AND WORKERS COMPENSATION,AS REQUIRED BY WRITTEN CONTRACT,AND WHERE,ALLOWED BY LAW. 30 DAY WRITTEN NOTICE OF CANCELLATION,APPLIES,10 DAYS FOR NON- PAYMENT OF PREMIUM,,AS REQUIRED BY WRITTEN CONTRACT.COVERAGE IS SUBJECT TO THE TERMS AND CONDITIONS OF THE POLICY.UMBRELLA FOLLOWS FORM. CERTIFICATE HOLDER APPROVED CANCELLATION See Attachments -4 By Tu Tran Nguyen at 3:30 pm,Feb 09,2026 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 20136818 THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN CITY OF SANTA ANA ACCORDANCE WITH THE POLICY PROVISIONS. TRAFFIC&TRANSPORTATION ENGINEERING,M-43 PUBLIC WORKS AGENCY AUTHORIZED REPRESENTATIVF/ ATTN:RISK MGMT { 20 CIVIC CENTER PLAZA ++ f� SANTA ANA CA 92701 I, 1k71CCff� ©1988 015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD Attachment Code:D633324 Master ID: 1533239,Certificate iD:20136818 Additional Named Insureds: RailPros Parent, LLC RailPros Intermediate, Inc. RailPros Consolidated, Inc. RailPros Field Services, Inc. RailPros, Inc. Gotham Engineering, a design professional corporation Attachment Code:D633341 Certificate ID: 20136818 CNA PARAMOUNT Blanket Additional Insured - Owners, Lessees or Contractors - with Products-Completed Operations Coverage Endorsement This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART It is understood and agreed as follows: I. WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this Coverage Part, but only with respect to liability for bodily injury, property damage or personal and advertising injury caused in whole or in part by your acts or omissions, or the acts or omissions of those acting on your behalf: A. In the performance of your ongoing operations subject to such written contract; or B. In the performance of your work subject to such written contract, but only with respect to bodily injury or property damage included in the products-completed operations hazard, and only if: 1.The written contract requires you to provide the additional insured such coverage; and 2.This Coverage Part provides such coverage; and C. Subject always to the terms and conditions of this policy, including the limits of insurance,the Insurer will not provide such additional insured with: 1. Coverage broader than what you are required to provide by the written contract; or 2.A higher limit of insurance than what you are required to provide by the written contract. Any coverage granted by this Paragraph I.shall apply solely to the extent permissible by law. II. If the written contract requires additional insured coverage under the 07-04 edition of CG2010 or CG2037,then paragraph I. above is deleted in its entirety and replaced by the following: WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this Coverage Part, but only with respect to liability for bodily injury, property damage or personal and advertising injury caused in whole or in part by your acts or omissions, or the acts or omissions of those acting on your behalf: A. In the performance of your ongoing operations subject to such written contract; or B. In the performance of your work subject to such written contract, but only with respect to bodily injury or property damage included in the products-completed operations hazard, and only if: 1.The written contract requires you to provide the additional insured such coverage; and 2.This Coverage Part provides such coverage. III. But if the written contract requires: A. Additional insured coverage under the 11-85 edition, 10-93 edition, or 10-01 edition of CG2010, or under the 1001 edition of CG2037; or B.Additional insured coverage with"arising out of language; then paragraph I.above is deleted in its entirety and replaced by the following: WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this Coverage Part, but only with respect to liability for bodily injury, property damage or personal and advertising injury arising out of your work that is subject to such written contract. IV. But if the written contract requires additional insured coverage to the greatest extent permissible by law,then paragraph I. above is deleted in its entirety and replaced by the following: CNA75079XX(3-22) Policy No:7064083945 Insured Name:RAILPROS FIELD SERVICES,INC. Endorsement No: Effective date:2/1/2026 Attachment Code:D633341 Certificate ID: 20136818 CNA PARAMOUNT Blanket Additional Insured - Owners, Lessees or Contractors - with Products-Completed Operations Coverage Endorsement WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this Coverage Part, but only with respect to liability for bodily injury, property damage or personal and advertising injury arising out of your work that is subject to such written contract. V.The insurance granted by this endorsement to the additional insured does not apply to bodily injury, property damage, or personal and advertising injury arising out of: A.The rendering of, or the failure to render, any professional architectural, engineering,or surveying services, including: 1.The preparing, approving,or failing to prepare or approve maps, shop drawings, opinions, reports, surveys,field orders, change orders or drawings and specifications; and 2. Supervisory, inspection, architectural or engineering activities;or B.Any premises or work for which the additional insured is specifically listed as an additional insured on another endorsement attached to this Coverage Part. VI. Under COMMERCIAL GENERAL LIABILITY CONDITIONS,the Condition entitled Other Insurance is amended to add the following,which supersedes any provision to the contrary in this Condition or elsewhere in this Coverage Part: Primary and Noncontributory Insurance With respect to other insurance available to the additional insured under which the additional insured is a named insured, this insurance is primary to and will not seek contribution from such other insurance, provided that a written contract requires the insurance provided by this policy to be: 1. Primary and non-contributing with other insurance available to the additional insured;or 2. Primary and to not seek contribution from any other insurance available to the additional insured. But except as specified above, this insurance will be excess of all other insurance available to the additional insured. VII. Solely with respect to the insurance granted by this endorsement, the section entitled COMMERCIAL GENERAL LIABILITY CONDITIONS is amended as follows: The Condition entitled Duties In The Event of Occurrence, Offense, Claim or Suit is amended with the addition of the following: Any additional insured pursuant to this endorsement will as soon as practicable: 1. Give the Insurer written notice of any claim, or any occurrence or offense which may result in a claim; 2. Send the Insurer copies of all legal papers received, and otherwise cooperate with the Insurer in the investigation, defense, or settlement of the claim; and 3. Make available any other insurance, and endeavor to tender the defense and indemnity of any claim to any other insurer or self-insurer,whose policy or program applies to a loss that the Insurer covers under this coverage part. However, if the written contract requires this insurance to be primary and non-contributory,this paragraph 3.does not apply to other insurance under which the additional insured is a named insured. The Insurer has no duty to defend or indemnify an additional insured under this endorsement until the Insurer receives written notice of a claim from the additional insured. Vill.Solely with respect to the insurance granted by this endorsement,the section entitled DEFINITIONS is amended to add the following definition: Written contract means a written contract or written agreement that requires you to make a person or organization an additional insured on this Coverage Part, provided the contract or agreement: CNA75079XX(3-22) Policy No:7064083945 Insured Name:RAILPROS FIELD SERVICES,INC. Endorsement No: Effective date:2/1/2026 Attachment Code:D633341 Certificate ID: 20136818 CNA PARAMOUNT Blanket Additional Insured - Owners, Lessees or Contractors - with Products-Completed Operations Coverage Endorsement A.Was executed prior to: 1.The bodily injury or property damage; or 2.The offense that caused the personal and advertising injury; for which the additional insured seeks coverage;and B. Is still in effect at the time of the bodily injury or property damage occurrence or personal and advertising injury offense. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. CNA75079XX(3-22) Policy No:7064083945 Insured Name:RAILPROS FIELD SERVICES,INC. Endorsement No: Effective date:2/1/2026 Attachment Code:D633342 Certificate ID: 20136818 Primary and Noncontributory - Other Insurance Condition Endorsement This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART It is understood and agreed that the condition entitled Other Insurance is amended to add the following: Primary And Noncontributory Insurance Notwithstanding anything to the contrary, this insurance is primary to and will not seek contribution from any other insurance available to an additional insured under this policy provided that: a. the additional insured is a named insured under such other insurance; and b. the Named Insured has agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. CNA74987XX (1-15) POLICY NO: 7064083945 EFFECTIVE DATE: 2/1/2026 CARRIER: Valley Forge Insurance Company INSURED NAME: RAILPROS FIELD SERVICES, INC. Attachment Code:D633343 Certificate ID: 20136818 Business Auto Policy Policy Endorsement ADDITIONAL INSURED - PRIMARY AND NON-CONTRIBUTORY It is understood and agreed that this endorsement amends the BUSINESS AUTO COVERAGE FORM as follows: SCHEDULE Name of Additional Insured Person Or Organization Any person or organization that you are required by written contract to make an additional insured under this insurance is an insured, but only with respect to that person or organization's legal liability for acts or omissions of a person who qualifies as an insured for Liability Coverage under Section II Who Is An Insured of this Coverage Form. 1. In conformance with paragraph A.1.c. of Who Is An Insured of Section II - LIABILITY COVERAGE, the person or organization scheduled above is an insured under this policy. 2. The insurance afforded to the additional insured under this policy will apply on a primary and non-contributory basis if you have committed it to be so in a written contract or written agreement executed prior to the date of the "accident" for which the additional insured seeks coverage under this policy. All other terms and conditions of the policy remain unchanged. This endorsement, which forms a part of and is for attachment to the policy issued by the designated Insurers, takes effect on the Policy Effective date of said policy at the hour stated in said policy, unless another effective date (the Endorsement Effective Date) is shown below, and expires concurrently with said policy. Form No: CNA71527XX (10-2012) Policy No: 7064086196 Endorsement Effective Date: 2/1/2026 Endorsement Expiration Date: 3/10/2026 Policy Effective Date: 2/1/2026 Underwriting Company: National Fire Insurance Co of Hartford Attachment Code:D633344 Certificate ID: 20136818 Business Auto Policy Policy Endorsement WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: RAILPROS FIELD SERVICES, INC. Endorsement Effective Date: 2/1/2026 SCHEDULE Name(s) Of Person(s) Or Organization(s): ANY PERSON OR ORGANIZATION FOR WHOM OR WHICH YOU ARE REQUIRED BY WRITTEN CONTRACT OR AGREEMENT TO OBTAIN THIS WAIVER FROM US. YOU MUST AGREE TO THAT REQUIREMENT PRIOR TO LOSS. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The Transfer Of Rights Of Recovery Against Others To Us condition does not apply to the person(s) or organization(s)shown in the Schedule, but only to the extent that subrogation is waived prior to the "accident" or the 'loss" under a contract with that person or organization. Form No CA 04 44 10 13 Policy Number: 7064086196 Policy Effective Date: 2/1/2026 Endorsement Effective Date: 2/1/2026 Underwriting Company: National Fire Insurance Co of Hartford Attachment Code:D633346 Certificate ID:20136818 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY Policy Endorsement WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us. This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Any person or organization for which the employer has agreed by written contract, executed prior to loss, may execute a waiver of subrogation. However,for purposes of work performed by the employer in Missouri, this waiver of subrogation does not apply to any construction group of classifications as designated by the waiver of right to recover from others (subrogation) rule in our manual. Schedule Any Person or Organization on whose behalf you are required to obtain this waiver of our right to recover from under a written contract or agreement. The premium charge for the endorsement is reflected in the Schedule of Operations. All other terms and conditions of the policy remain unchanged. This endorsement,which forms a part of and is for attachment to the policy issued by the designated Insurers, takes effect on the Policy Effective Date of said policy at the hour stated in said policy, unless another effective date (the Endorsement Effective Date) is shown below, and expires concurrently with said policy unless another expiration date is shown below. Form No.WC 00 03 13 (04-1984) Endorsement Effective 2/1/2026 Policy No.7064159678(AOS) Insured RAILPROS FIELD SERVICES, INC. Insurance Company The Continental Insurance Company Attachment Code:D633347 Certificate ID:20136818 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY Policy Endorsement BLANKET WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS This endorsement changes the policy to which it is attached. It is agreed that Part One -Workers' Compensation Insurance G. Recovery From Others and Part Two Employers' Liability Insurance H. Recovery From Others are amended by adding the following: We will not enforce our right to recover against persons or organizations. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) PREMIUM CHARGE - Refer to the Schedule of Operations The charge will be an amount to which you and we agree that is a percentage of the total standard premium for California exposure. The amount is 3%. All other terms and conditions of the policy remain unchanged. This endorsement, which forms a part of and is for attachment to the policy issued by the designated Insurers, takes effect on the Policy Effective Date of said policy at the hour stated in said policy, unless another effective date (the Endorsement Effective Date) is shown below, and expires concurrently with said policy i unless another expiration date is shown below. Form No. G-19160-B(11-1997) Endorsement Effective 2/1/2026 Policy No.7064160877(CA) Insured RAILPROS FIELD SERVICES, INC. Insurance Company: Attachment Code:D633840 Certificate ID: 20136818 CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement 26. WAIVER OF SUBROGATION - BLANKET Under CONDITIONS, the condition entitled Transfer Of Rights Of Recovery Against Others To Us is amended to add the following: The Insurer waives any right of recovery the Insurer may have against any person or organization because of payments the Insurer makes for injury or damage arising out of: 1. the Named Insured's ongoing operations; or 2. your work included in the products-completed operations hazard. However, this waiver applies only when the Named Insured has agreed in writing to waive such rights of recovery in a written contract or written agreement, and only if such contract or agreement: 1. is in effect or becomes effective during the term of this Coverage Part; and 2. was executed prior to the bodily injury, property damage or personal and advertising injury giving rise to the claim. CNA74858XX (1-15) Policy No: 7064083945 Page 16 of 18 Effective Date: 2/1/2026 Valley Forge Insurance Company Insured Name: RAILPROS FIELD SERVICES, INC. Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Attachment Code:D662596 Certificate ID: 20136818 N. SUBROGATION In the event of any payment under this Policy, the Company shall be subrogated to all the Insured's rights of recovery against any person or organization and the Insured shall execute and deliver instruments and papers and do whatever else is necessary to secure such rights.The Insured shall do nothing to prejudice such rights.The Company agrees to waive its right of subrogation against any client of the Insured for a Claim which is covered by this Policy to the extent that the Insured had, prior to such Claim having been made and reported to the Company, whichever is earliest, a written agreement to waive such rights. Any recoveries shall be applied first to subrogation expenses, second to Damages and Defense Expenses paid by the Company, and third in satisfaction of the Policy Deductible shown in Item 4. of the Declarations. Any additional amounts recovered shall be paid to the First Named Insured. AE 00002 00(03/16) 16 of 17 DATE(MMIDDIYYYY) ACOR" CERTIFICATE OF LIABILITY INSURANCE 3/10/2027 3/10/2026 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 Lockton Companies,LLC CONTACT NAME: DBA Lockton Insurance Brokers,LLC in CA PHONE FAX CA license#OF15767 (A/C,No Ext: A/C,No E-MAIL 444 W.47th St.,Ste.900 ADDRESS: Kansas City MO 641 12-1906 INSURER(S)AFFORDING COVERAGE NAIC# (816)960-9000 kcasu@Iockton.com INSURER A:Hartford Underwriters Insurance Company 30104 INSURED RAILPROS FIELD SERVICES,INC. INSURER B:Hartford Fire Insurance Company 19682 1533239 5605 N.MACARTHUR BLVD. SUITE 650 INSURER C:Westchester Fire insurance Company 10030 IRVING TX 75038 INSURER D:Twin City Fire Insurance Company 29459 INSURER E:Allied World Surplus Lines Insurance Company 24319 INSURER F: COVERAGES CERTIFICATE NUMBER: 20136818 REVISION NUMBER: XXXXXXX THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LIMITS LTR INSD WVD POLICY NUMBER MM/DDIYYW W MMIDD/ YY A X COMMERCIAL GENERAL LIABILITY Y Y 37UUNOL6J30 3/10/2026 3/10/2027 EACH OCCURRENCE $ 1,000,000 CLAIMS-MADE OCCUR DAMAGE TO RENTED PREMISES Ea occurrence $ 1 OOO OOO MED EXP(Any one person) $ 15,000 PERSONAL&ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 POLICY� PRO- � LOC PRODUCTS-COMP/OP AGG $ 2,000,000 OTHER: $ B AUTOMOBILE LIABILITY Y y 37UENOL6008 3/10/2026 3/10/2027 COMBINED SINGLE LIMIT $ Ea accident 1,000,000 X ANY AUTO BODILY INJURY(Per person) $ XXXXXXX OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS XXXXXXX HIRED NON-OWNED PROPERTY DAMAGE $ XXXXXXX AUTOS ONLY AUTOS ONLY Per accident $ XXXXXXX C X UMBRELLA LIAB X OCCUR N N G71488573 008 3/10/2026 3/10/2027 EACH OCCURRENCE $ 10,000,000 EXCESS LIAB CLAIMS-MADE AGGREGATE $ 10,000,000 DED RETENTION$ $ XXXXXXX WORKERS COMPENSATION PER OH- STATUTE AND EMPLOYERS'LIABILITY YIN Y 37WE OL679F 3/10/2026 3/10/2027 X STATUTE ER ANY PROPRIETOR/PARTNER/EXECUTIVE ❑ E.L.EACH ACCIDENT $ 1000 000 OFFICER/MEMBER EXCLUDED? N N I A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 1,000,000 E ARCHITECTS& N Y 0310-5773 3/10/2026 3/10/2027 $10,000,000 EACH CLAIM; ENGINEERS $10,000,000 AGGREGATE PROFESSIONAL DESCRIPTION OF OPERATIONS/LOCATIONS I VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) THIS CERTIFICATE SUPERSEDES ALL PREVIOUSLY ISSUED CERTIFICATES FOR THIS HOLDER,APPLICABLE TO THE CARRIERS LISTED AND THE POLICY TERMS)REFERENCED. RE:CROSSING AND QUIET ZONE ENGINEERING AND SUPPORT SERVICE THE CITY,ITS OFFICERS,OFFICIALS,EMPLOYEES,AND VOLUNTEERS ARE ADDITIONAL INSURED ON GENERAL AND AUTO LIABILITY,ON A PRIMARY,NON- CONTRIBUTORY BASIS,AS REQUIRED BY WRITTEN CONTRACT. WAIVER OF SUBROGATION APPLIES ON GENERAL,,AUTO,PROFESSIONAL,,AND WORKERS COMPENSATION,AS REQUIRED BY WRITTEN CONTRACT,AND WHERE,ALLOWED BY LAW. 30 DAY WRITTEN NOTICE OF CANCELLATION,APPLIES,10 DAYS FOR NON- PAYMENT OF PREMIUM,,AS REQUIRED BY WRITTEN CONTRACT.COVERAGE IS SUBJECT TO THE TERMS AND CONDITIONS OF THE POLICY.UMBRELLA FOLLOWS FORM. APPROVED CERTIFICATE HOLDER By Tu Tran Nguyen at 11:35 am,Mar 1q 2026 CANCELLATION See Attachments SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 20136818 THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN CITY OF SANTA ANA ACCORDANCE WITH THE POLICY PROVISIONS. TRAFFIC&TRANSPORTATION ENGINEERING,M-43 PUBLIC WORKS AGENCY AUTHORIZED REPRESENTATIV ATTN:RISK MGMT 20 CIVIC CENTER PLAZA SANT ANA CA 92701 ©1988 015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD Attachment Code:D633324 Master ID: 1533239,Certificate iD:20136818 Additional Named Insureds: RailPros Parent, LLC RailPros Intermediate, Inc. RailPros Consolidated, Inc. RailPros Field Services, Inc. RailPros, Inc. Gotham Engineering, a design professional corporation Attachment Code:D633341 Certificate ID: 20136818 5. Additional Insureds When Required By Written undertakes to make in the usual course of Contract, Written Agreement Or Permit business, in connection with the distribution or sale The following person(s) or organization(s) are an of the products; additional insured when you have agreed, in a written (f) Demonstration, installation, servicing or repair contract, written agreement or because of a permit issued operations, except such operations performed at the vendor's by a state or political subdivision, that such person or premises in connection with the sale of the product; organization be added as an additional insured on your (g) Products which, after distribution or sale by you, have policy, provided the injury or damage occurs subsequent been labeled or relabeled or used as a container, part or to the execution of the contract or agreement. ingredient of any other thing or substance by or for the A person or organization is an additional insured under this vendor; or provision only for that period of time required by the (h) "Bodily injury" or "property damage" arising out of the contract or agreement. sole negligence of the vendor for its own acts or omissions or However, no such person or organization is an insured those of its employees or anyone else acting on its behalf. under this provision if such person or organization is However, this exclusion does not apply to: included as an insured by an endorsement issued by us (i) The exceptions contained in Subparagraphs (d) or and made a part of this Coverage Part. M; or a. Vendors (ii) Such inspections, adjustments, Any person(s) or organization(s) (referred to below as tests or servicing as the vendor has agreed to make or vendor), but only with respect to "bodily injury" or normally undertakes to make in the usual course of "property damage" arising out of"your products" which business, in connection with the distribution or sale of the are distributed or sold in the regular course of the products. vendor's (2) This insurance does not apply to any insured person business and only if this Coverage Part or organization, from whom you have acquired such provides coverage for "bodily injury" or "property products, or any ingredient, part or container, entering damage" included within the "products-completed into, accompanying or containing such products. operations hazard". b. Lessors Of Equipment (1) The insurance afforded the vendor is subject to the following additional exclusions: 1. Any person(s) or organization(s) from whom you lease equipment; but only with respect to their liability for This insurance does not apply to: "bodily injury", "property damage" or "personal and a. "Bodily injury" or "property damage" for which the vendor advertising injury" caused, in whole or in part, by your is obligated to pay damages by reason of the assumption maintenance, operation or use of equipment leased to of liability in a contract or agreement. This exclusion does you by such person(s) or organization(s). not apply to liability for damages that the vendor would 2 With respect to the insurance afforded to these additional have in the absence of the contract or agreement; insureds this insurance does not apply to any b. Any express warranty unauthorized by you; "occurrence"which takes place after the equipment lease c. Any physical or chemical change in the product made expires. intentionally by the vendor; c. Lessors Of Land Or Premises d. Repackaging, except when unpacked solely for the Any person or organization from whom you lease land or purpose of inspection, premises, but only with respect to liability arising out of demonstration, testing, or the the ownership, maintenance or use of that part of the substitution of parts under instructions from the land or premises leased to you. manufacturer, and then repackaged in the original With respect to the insurance afforded these additional container; insureds the following additional exclusions apply: e. Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally This insurance does not apply to: (2) "Bodily injury" or "property damage" included within 1. Any "occurrence" which takes place after you cease to the "products-completed operations hazard". HG 00 01 09 16 Attachment Code:D633341 Certificate ID: 20136818 lease that land; or f. Any Other Party 2. Structural alterations, new construction or demolition Any other person or organization who is not an additional operations performed by or on behalf of such person or insured under Paragraphs a. through e. above, but only organization. with respect to liability for"bodily injury", "property damage" d. Architects, Engineers Or Surveyors or "personal and advertising injury" caused, in whole or in Any architect, engineer, or surveyor, but only with respect part, by your acts or omissions or the acts or omissions of to liability for "bodily injury", "property damage" or those acting on your behalf: "personal and advertising injury" caused, in whole or in 1. In the performance of your ongoing operations; part, by your acts or omissions or the acts or omissions of 2. In connection with your premises owned by or rented to those acting on your behalf: you; or 1. In connection with your premises; or 3. In connection with "your work" and included within the 2. In the performance of your ongoing operations performed "products-completed operations hazard", but only if by you or on your behalf. a. The written contract or agreement requires you to provide With respect to the insurance afforded these additional such coverage to such additional insured; and insureds, the following additional exclusion applies: b. This Coverage Part provides coverage for "bodily injury" This insurance does not apply to "bodily injury", "property or"property damage" damage" or "personal and advertising injury" arising out included within the "products- of the rendering of or the failure to render any completed operations hazard". professional services by or for you, including: However: 1. The preparing, approving, or failing to prepare or approve, 1. The insurance afforded to such additional insured only maps, shop drawings, opinions, reports, surveys, field applies to the extent permitted by law; and orders, change orders or drawings and specifications; or 2. If coverage provided to the additional insured is required 2. Supervisory, inspection, architectural or engineering by a contract or agreement, the insurance afforded to activities. such additional insured will not be broader than that This exclusion applies even if the claims against any which you are required by the contract or agreement to insured allege negligence or other wrongdoing in the provide for such additional insured. supervision, hiring, employment, training or monitoring of With respect to the insurance afforded to these additional others by that insured, if the "occurrence" which caused insureds, this insurance does not apply to: the "bodily injury" or "property damage", or the offense which caused the "personal and advertising injury", "Bodily injury", "property damage" or "personal and involved the rendering of or the failure to render any advertising injury" arising out of the rendering of, or the professional services by or for you. failure to render, any professional architectural, engineering or surveying services, including: e. Permits Issued By State Or Political Subdivisions 1. The preparing, approving, or failing to prepare or approve, Any state or political subdivision, but only with respect to maps, shop drawings, opinions, reports, surveys, field operations performed by you or on your behalf for which orders, change orders or drawings and specifications; or the state or political subdivision has issued a permit. 2. Supervisory, inspection, architectural or engineering With respect to the insurance afforded these additional activities. insureds, this insurance does not apply to: This exclusion applies even if the claims against any (1) "Bodily injury", "property damage" or "personal and insured allege negligence or other wrongdoing in the advertising injury" arising out of operations performed for supervision, hiring, employment, training or monitoring of the state or municipality; or others by that insured, if the "occurrence" which caused the 4. Other Insurance "bodily injury" or "property damage", or the offense If other valid and collectible insurance is available to the which caused the 'personal and advertising injury", insured for a loss we cover under Coverages A or B of this involved the rendering of or the failure to render any professional services by or for you. Coverage Part, our obligations are limited as follows: HG 00 01 09 16 Attachment Code:D633341 Certificate ID: 20136818 The limits of insurance that apply to additional insureds is Any other insurance available to you covering liability for described in Section III— Limits Of Insurance. damages arising out of the premises or operations, or products and completed operations, for which you have How this insurance applies when other insurance is been added as an additional insured by that insurance; available to the additional insured is described in the or Other Insurance Condition in Section IV — Commercial General Liability Conditions. (7)When You Add Others As An Additional Insured To No person or organization is an insured with respect to the This Insurance conduct of any current or past partnership, joint venture or Any other insurance available to an additional insured. limited liability company that is not shown as a Named However, the following provisions apply to other Insured in the Declarations. insurance available to any person or organization who is SECTION III— LIMITS OF INSURANCE an additional insured under this coverage part. 1. The Most We Will Pay (a) Primary Insurance When Required By Contract This insurance is primary if you have agreed in a written The Limits of Insurance shown in the Declarations and the contract or written agreement that this insurance be rules below fix the most we will pay regardless of the primary. If other insurance is also primary, we will share number of: with all that other insurance by the method described in a. Insureds; c. below. b. Claims made or"suits" brought; or (b) Primary and Non-Contributory To Other Insurance c. Persons or organizations making claims or bringing When Required By Written Contract "suits". 2. General Aggregate Limit If you have not agreed in a written contract, written The General Aggregate Limit is the most we will pay for agreement, or permit that this insurance is primary and the sum of: noncontributory with the additional insured's own a. Medical expenses under Coverage C; insurance, this insurance is primary and we will not seek contribution from that other insurance. b. Damages under Coverage A, except damages because of "bodily injury" or "property damage" included in the Paragraphs (a) and (b) do not apply to other insurance to "products-completed operations hazard"; and which the additional insured has been added as an c. Damages under Coverage B. additional insured. 3. Products-Completed Operations Aggregate Limit When this insurance is excess, we will have no duty under The Products-Completed Operations Aggregate Limit is Coverages A or B to defend the insured against any"suit" the most we will pay under Coverage A for damages if any other insurer has a duty to defend the insured because of "bodily injury" and "property damage" against that"suit." If no other insurer defends, we will included in the "products-completed operations hazard". undertake to do so, but we will be entitled to the insured's 4. Personal And Advertising Injury Limit rights against all those other insurers. Subject to 2. above, the Personal and Advertising Injury Limit is the most we will pay under Coverage B for the When this insurance is excess over other insurance, we sum of all damages because of all "personal and will pay only our share the amount of the loss, if any, �� that exceeds the sum of: advertising injury sustained by any one person or organization. (1) The total amount that all such other insurance would pay for the loss in the absence of this insurance; and 5. Each Occurrence Limit (2) The total of all deductible and self-insured amounts Subject to 2. or 3. above, whichever applies, the Each under all that other insurance Occurrence Limit is the most we will pay for the sum of: a. Damages under Coverage A; and We will share the remaining loss, if any, with any other insurance that is not described in this Excess Insurance provision and was not bought specifically to apply in excess of the Limits of Insurance shown in the Declarations of this Coverage Part. 8. Transfer of Rights Of Recovery Against Others To Us a. Transfer Of Rights Of Recovery HG 00 01 09 16 Attachment Code:D633341 Certificate ID: 20136818 If the insured has rights to recover all or part of any payment, including Supplementary Payments, we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request, the insured will bring "suit' or transfer those rights to us and help us enforce them. b. Waiver Of Rights Of Recovery(Waiver of Subrogation) If the insured has waived any rights of recovery against any person or organization for all or part of any payment, including Supplementary Payments, we have made under this Coverage Part, we also waive that right, provided the insured waived their rights of recovery against such person or organization in a contract, agreement or permit that was executed prior to the injury or damage. HG 00 01 09 16 Attachment Code:D633343 Certificate ID: 20136818 COMMERCIAL AUTOMOBILE HA99161221 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL AUTOMOBILE BROAD FORM ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM To the extent that the provisions of this endorsement provide broader benefits to the "insured" than other provisions of the Coverage Form, the provisions of this endorsement apply. 1. BROAD FORM INSURED e. Employees as Insureds Paragraph .1. - WHO IS AN INSURED - of Section II - (1). Any "employee" of yours while using a covered Liability Coverage is amended to add the following: "auto" you don't own, hire or borrow in your business d. Subsidiaries and Newly Acquired or Formed or your personal affairs. Organizations f. Lessors as Insureds The Named Insured shown in the (1). The lessor of a covered "auto" while the "auto" is Declarations is amended to include: leased to you under a written agreement if: 1. Any legal business entity other than a partnership or joint a. The agreement requires you to provide direct primary venture, formed as a subsidiary in which you have an insurance for the lessor and ownership interest of more than 50% on the effective b. The "auto" is leased without a driver. date of the Coverage Form. However, the Named Insured does not include any subsidiary that is an "insured" under Such a leased "auto" will be considered a covered "auto" any other automobile policy or would be an "insured" you own and not a covered "auto"you hire. under such a policy but for its termination or the g. Additional Insured if Required by Contract exhaustion of its Limit of Insurance. (1) When you have agreed, in a written contract or written 2. Any organization that is acquired or formed by you and agreement, that a person or organization be added as an over which you maintain majority ownership. However, additional insured on your business auto policy, such the Named Insured does not include any newly formed or person or organization is an "insured", but only to the acquired organization: extent such person or organization is liable for "bodily a. That is a partnership or joint venture, injury" or "property damage" caused by the conduct of an "insured" under paragraphs a. or b. of Who Is An Insured b. That is an "insured" under any other policy, with regard to the ownership, maintenance or use of a c. That has exhausted its Limit of Insurance under any other covered "auto." policy, or The insurance afforded to any such additional insured d. 180 days or more after its acquisition or formation by you, applies only if the "bodily injury" or "property damage" unless you have given us notice of the acquisition or occurs: formation. a. During the policy period, and Coverage does not apply to "bodily injury" or "property b. Subsequent to the execution of such written contract, and damage" that results from an "accident" that occurred before you formed or acquired the organization. Attachment Code:D633343 Certificate ID: 20136818 This insurance is primary if you have agreed in a written contract or written agreement that this insurance be primary. If other insurance is also primary, we will share with all that other insurance by the method described in Other Insurance 5.d. (2) Primary And Non-Contributory To Other Insurance When (c) Prior to the expiration of the period of time that the Required By Contract written contract requires such insurance be provided If you have agreed in a written contract or written to the additional insured. agreement that this insurance is primary and (2) How Limits Apply non-contributory with the additional insured's own If you have agreed in a written contract or written insurance, this insurance is primary and we will not seek agreement that another person or organization be added contribution from that other insurance. as an additional insured on your policy, the most we will Paragraphs (1) and (2) do not apply to other insurance to pay on behalf of such additional insured is the lesser of: which the additional insured has been added as an additional a. The limits of insurance specified in the written contract or insured. written agreement; or When this insurance is excess, we will have no duty to b. The Limits of Insurance shown in the Declarations. defend the insured against any "suit" if any other insurer has Such amount shall be a part of and not in addition to a duty to defend the insured against that "suit". If no other Limits of Insurance shown in the Declarations and insurer defends, we will undertake to do so, but we will be described in this Section. entitled to the insured's rights against all those other insurers. (3) Additional Insureds Other Insurance When this insurance is excess over other insurance, we will If we cover a claim or"suit" under this Coverage Part that pay only our share of the amount of the loss, if any, thatexceeds the sum of: may also be covered by other insurance available to an additional insured, such additional insured must submit 1. The total amount that all such other insurance would pay such claim or "suit" to the other insurer for defense and for the loss in the absence of this insurance; and indemnity. 2. The total of all deductible and self-insured amounts under However, this provision does not apply to the extent that all that other insurance. you have agreed in a written contract or written We will share the remaining loss, if any, by the method agreement that this insurance is primary and non- described in SECTION IV-Business Auto Conditions, B. contributory with the additional insured's own insurance. General Conditions, Other Insurance 5.d. (4) Duties in The Event Of Accident, Claim, Suit or Loss If you have agreed in a written contract or written 16. WAIVER OF SUBROGATION agreement that another person or organization be added Paragraph 5. TRANSFER OF RIGHTS OF RECOVERY as an additional insured on your policy, the additional AGAINST OTHERS TO US - of SECTION IV - insured shall be required to comply with the provisions in BUSINESS AUTO CONDITIONS A. Loss Conditions is LOSS CONDITIONS 2. - DUTIES IN THE EVENT OF amended by adding the following: ACCIDENT, CLAIM , SUIT OR LOSS — OF SECTION IV We waive any right of recovery we may have against any — BUSINESS AUTO CONDITIONS, in the same manner person or organization with whom you have a written as the Named Insured. contract that requires such waiver because of payments we make for damages under this Coverage Form. 2. Primary and Non-Contributory if Required by Contract Only with respect to insurance provided to an additional insured in A.1.g. - Additional Insured If Required by Contract, the following provisions apply: (1) Primary Insurance When Required by Contract Attachment Code:D633346 Certificate ID:20136818 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT Policy Number: 37WE 01-6J9F Effective Date: 3/10/2026 We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. SCHEDULE Any person or organization for whom you are required by contract or agreement to obtain this waiver from us. Endorsement is not applicable in KY, NH, NJ or for any MO construction risk. Countersigned by Form WC 00 03 13 Printed in U.S.A. Countersigned by Authorized Representative Attachment Code:D633347 Certificate ID:20136818 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT Policy Number: 37WE 01-6J9F Effective Date: 3/10/2026 We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. SCHEDULE Any person or organization for whom you are required by contract or agreement to obtain this waiver from us. Endorsement is not applicable in KY, NH, NJ or for any MO construction risk. Form WC 00 03 13 Printed in U.S.A. Countersigned by Authorized Representative Attachment Code:D662596 Certificate ID: 20136818 N. SUBROGATION In the event of any payment under this Policy, the Company shall be subrogated to all the Insured's rights of recovery against any person or organization and the Insured shall execute and deliver instruments and papers and do whatever else is necessary to secure such rights.The Insured shall do nothing to prejudice such rights.The Company agrees to waive its right of subrogation against any client of the Insured for a Claim which is covered by this Policy to the extent that the Insured had, prior to such Claim having been made and reported to the Company, whichever is earliest, a written agreement to waive such rights. Any recoveries shall be applied first to subrogation expenses, second to Damages and Defense Expenses paid by the Company, and third in satisfaction of the Policy Deductible shown in Item 4. of the Declarations. Any additional amounts recovered shall be paid to the First Named Insured. AE 00002 00(03/16) 16 of 17