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HomeMy WebLinkAboutONYX PAVING COMPANY, INC. (WILLITS ST, ELDER AVE, AND CENTER ST TRAFFIC CALMING) CITY OF SANTA ANA MAR 19 2026 CONSTRUCTION CONTRACT PROJECT 26-6012 D a n n�M w WL) WILLITS ST,ELDER AVE,AND CENTER ST TRAFFIC CALMING This CONSTRUCTION CONTRACT is made and entered into this 22nd day of January, 2026 by and between the City of Santa Ana,California,a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "CITY"), and Onyx Paving Company, Inc. (hereinafter"CONTRACTOR").. WITNESSETH: The CITY and the CONTRACTOR,for the consideration hereinafter named, mutually agree as follows: I. CONTRACTOR agrees to perform all the work and furnish all the materials at its own cost and expense necessary to construct and complete in a good and workmanlike manner and to the satisfaction of the City Engineer of the CITY, Willits St., Elder Ave., and Center St. Traffic Calming (hereinafter referred to as the "WORK OF IMPROVEMENT") identified in and in accordance with the Contract Documents prepared by the City's Public Works Agency and approved by the City Council. 2. The complete Construction Contract consists of the"Contract Documents"as defined by the Standard Specifications for Public Works Construction and which include the following: • Notice Inviting Bids • Information to Bidders • Bid Proposal • Bid Bond • Contract Form • Contract Bonds + General Provisions • Special Provisions • TechnicaI Provisions and Project Plans • Community Workforce Agreement * Appendices In case of conflict between the Contract Documents, the precedence of documents shall be as established in the Standard Specifications for Public Works Construction. 3. CITY agrees to pay and CONTRACTOR agrees to accept in full payment to complete the WORK OF ]IMPROVEMENT the sum total amount not to exceed One Hundred Ninety-Six Thousand Dollars and No Cents ($196,000.00),as set forth and identified in the itemized BID PROPOSAL uploaded by the Contractor to PlanetBids, which is attached hereto and incorporated herein as Exhibit"A". The BID PROPOSAL contains a schedule of unit price(s) or lump sums) based on approximate quantities only,and the City does not expressly or by implication agree that the actual amount of work will correspond therewith, but reserves the right to increase or decrease the amount of any class or portion of the work or to omit portions of the work as may be deemed necessary or advisable. rev.09/01/2017 Page 1 of 3 4. CONTRACTOR agrees to complete the WORK OF IMPROVEMENT within the time specified in the Time for Completion of Improvements and Liquidated Damages section of the BID PROPOSAL (Exhibit "B") including commencing construction within the timeframe therein specified after issuance of a Notice to Proceed. 5. The CONTRACTOR will pay, and will require all subcontractors to pay, all employees on the WORK OF IMPROVEMENT a salary or wage at least equal to the prevailing salary or wage established for such work as set forth in the wage determinations for this work in accordance with applicable State and Federal law. 6. If applicable, the CONTRACTOR shall adhere to the CITY'S Community Workforce Agreement (CWA), a pre-hire collective bargaining agreement, which establishes the labor relations policies and procedures for CONTRACTOR to follow in the crafts persons employed to complete the WORK OF IMPROVEMENT as more fully described in the CWA. The CWA may be found on the City's website at: httl2://www.santa-ana.org/Twa/documents/CWA.pdf 7. CONTRACTOR shall, after award of this Contract, furnish two bonds to be approved by the CITY, one in the amount of One Hundred Percent (100%) of the Contract price, to guarantee the faithful performance of the work(Performance Bond),and one in the amount of One Hundred Percent(100%) of the Contract price to guarantee payment of all claims for labor and materials furnished (Payment Bond). This Contract shall not become effective until such bonds are supplied to and approved by the CITY. 8. CONTRACTOR shall, prior to the release of the performance and payment bonds or the retention payment, furnish a warranty performance and payment bond (Warranty Bond). Said Warranty Bond shall also be required as a condition of project acceptance. For projects up to Five Hundred Thousand Dollars($500,000),the Warranty Bond amount shall be the greater of Ten Thousand Dollars($10,000) or Twenty Percent (20%) of the final contract price. For projects above Five Hundred Thousand Dollars ($500,000),the Warranty Bond amount shall be the greater of One Hundred Thousand Dollars ($100,000) or Ten Percent(10%) of the final contract price. 9. CONTRACTOR shall, after award of this Contract, furnish Certificates of Liability Insurance and Worker's Compensation Insurance as outlined in the General Provisions,to be approved by the CITY. 10. INDEMNIFICATION. To the fullest extent allowed by law, CONTRACTOR and its Subcontractors hereby agree to defend, indemnify, and hold harmless CITY, its City Council, boards and commissions, officers, agents, employees, representatives and volunteers (hereinafter collectively referred to as "Indemnitees"), through legal counsel acceptable to CITY, from and against any liability, claims, actions, costs, damages or losses, including reasonable costs and attorney's fees, for injury, including death to any person or damage to any property,arising directly or indirectly from,or in any manner relating to,any of the following: (i) Performance or nonperformance of the Work of Improvement by CONTRACTOR or its Subcontractors of any lower tier; (ii) Performance or nonperformance by CONTRACTOR or its Subcontractors of any lower tier, of any of the obligations under the Contract Documents; Page 2of3 (iii) The construction activities of CONTRACTOR or its Subcontractors of any lower tier, either on the project site or on other properties; (iv) The payment or nonpayment by CONTRACTOR of any of its Subcontractors of any lower tier, for Work of Improvement performed on or off the project site; and (v) Any personal injury, property damage or economic loss to third persons related to and arising from the performance or nonperformance by CONTRACTOR, or its Subcontractors of any lower tier, of the Work of Improvement. (vi) The indemnity obligations of Subcontractors provided by this Section shall be included in all subcontract documents issued by CONTRACTOR. Nothing in the Contract Documents shall be construed to give rise to any implied right of indemnity in favor of CONTRACTOR against CITY or any other Indemnitee. IN WITNESS WHEREOF, the parties hereto have executed this Construction Contract on the day and year first above written. ATTEST: CITY O SANTA ANA r DLv ER LL ALVARO N"EZ City erk City Manager APPROVED AS TO FORM: SONIA R. CARVALHO CONTRACTOR: City Attorney Onyx Paving Co ny, c. By: �z- 1Cy e Nellesen BY: pry t1Xc-KnJA-- Assistant City Attorney TITLE: 07 RECOMMENDED FOR APPROVAL: R OLFO ROSAS, P.E. Acting Executive Director Public Works Agency Page 3 of 3 r Cflycf Snnta Ana Page f of 3 WII11c Street,Elder Avanua,and Center Siraef Traffic Calming(Project 26-6012),bidding on 0111 W 26 2:00 PM(PST) Printed 011t 2626 EXHIBIT A Bid results Bidder Details Vendor Name Onyx Paving Company,Inc. Address 22707 LA PALMA AVE. YORBA LINDA,California 92887 United States Respondee COREY R.KIPSCHNER Respondee Title CEO Phone 714-632-6699 Email bids@onyxpaving.com VendorType CADIR Llcense# 630360 Bid Detail Bid Format Electronic submitted 0111 3/202 6 1,17 PM(PST) DeliveryMethod Bid Responsive Bid Status Submitted Confirmation# 464067 Respondee Comment Buyer Comment Attachments File Title File Name File Type SCANNED BID-SANTA ANA.pdf SCANNED BID-SANTA ANA.pdf General Forms SCANNED OWNERSHIP AFFIDAVT- SCANNED OWNERSHIP AFFIDAVIT- ownership Affidavit(Notary Public)-REQ Original Hard Copy SANTA ANA.pdf SANTAANkpdf Submittal in Addition SCANNED 131D BOND-SANTA ANA.pdf SCANNED BID BOND-SANTA ANA.pdf Sid Bond Guaranty(Notary Public)-REQ Original Hard Copy Submittal In AddItion SCANNED NONCOLLUSION-SANTA SCANNED NONCOLLUSION-SANTA Non-Collusion AfFdav€t(Notary Public)-REQ Original Hard ANA.pdf ANA.pdf Copy Submittal in Addition PlanalBlde CIIV of Santa Ana Page 2 of 3 WIIBts Street,SiderAvanue,and Center5traet Traftk:COim[ny il"ro)e0t 20.3012),bidding on 011-131?.026 2:03 PM(PST) Printed 0112212026 Line Items Discount Terms No Discount .._..___-_......_. _ .._,.-�.._.....-.,-_._,.... �_......-._- ._—_._-,;..._ cade Item UUM_4UnitPrlce U_0._0_.._70_t_a_.t___.. 0r_0_sponse-i._C_omm.e-_nt_.' TOTAL BASE BID(items 1 17} 1 5196,tl80A0 1 1 Install Speed Hump Cushions atWltiitsSt,between Raltt Stand Bristol St -L5 ii $92000.00 jS42,000-00 1Yes L,. ......... - __-..............................,... ................... ...------..__ - ...... _ �2 I Install Slgoing nod Striping at Willits St between Raitt SE end Bristol St -LS�1 $190000D- $19000.0D iYes - 3 frittAlSinceJ Hump CssshSaasak klderpve between Sullivan Stand Ra[EE St LS (1 S42,000 OD $42,O00AO Yes _. .._v e, nd LS '1 '$17,OOOAO '$17AODA0 Yes i S l- -_ - I Install 9 ad Hump,Cushions and Raised crosswatkat CenterSt,'bgtween McFadden Ave and Ellin.erAve 00.LS 1_I$42,000 $42,000,00 f Yes h � Insta115f ningand5kr11ngakElderAbeEween5ul11van5tandRalktSt 1 ..,.___.'y.-.---_....,...._.._.._�TnstaEksf9nin9--__...P..a_.....,.._.................._...:....--....__.__.,._._,_..--.----.,.._..-..._._....__._.._.__.._.___-_._..._.,..._.._LB_.AY_..,A----7A00.D0-,f$17A00A0 ryas ) i andStrl In atCentor5t,betweenMcFaddemAveandEdin erAve rr T j t Project Advertisement sIgn(s) EA 3 $2,50000 $7500.00 hYes 8 ; As-SuiltPlans f LS 1 �,$2,000,00 E$2,S00AD Yes t 9 -Construction Permlt(s) LS 1 1$Y OOO.OD i$7,000.00 Yes Prsnatoids My of Santa Ana Page 3 of$ M11119 9400t,Elder Montle.and Cornet Riga[rrAffift Calming(PrDlecl,26-MV),bidding on 01 h13f202G 2:00 PM(PST) Printed 011=020 Line Item Subtotals ........... Section Title line Total I.......... ............. ..............——........ TOTAL BASS BID(items 1-17) $196,000.00,: .............. ---------—-- Exhibit B CITY OF SANTA ANA PROPOSAL PROJECT NO.: 26-6012 WILLITS ST. ELDER AVE- AND CENTER ST TRAFFIC CALMING TOTAL BASE BID S (�(atff— The lowest responsible bidder shall be selected based on the total base bid. The City reserves the right to award the Base Bid, and any, all, or none of the add-alternate bid items (if any). * 'file quantity for this bid item is shown for bid comparison only. This bid item shall not be subject to the"25%" limit as stated in Section 7-3.5 of the Standard Specifications. The actual arnount for this item will be dictated by the actual quantity used, and the Agency reserves the right to increase or decrease the quantity of this item accordingly. This bid item is considered a Specialty Item per Section 3-2 of the Standard Spec if ieations. TIME FOR COMPLETION OF IMPROVEMENTS AND LIQUIDATED DAMAGES The undersigned bidder hereby proposes to complete the Work for the total base bid amount shown above, within thirty (30) rvorkina days alter the commencement date stated in the Notice to Proceed. The liquidated damages amount, in lieu of the amount specified in Subsection 6-9 ofthe Standard Specifications, shall be$3,600 per calendar day. Name of Firm ONYX PAVING COMPANY, INC. Signature of BIDDER // Title COREY R. KIRSCHNER - CEO (If an individual, so state. If a firm or co-partnership, state the firm name and give the names of all individual co-partners composing the firm. If a corporation, state legal name of corporation, and narnes of President, ,Secretary, Treasurer and Manager, thereof.) P-2 of P-18 ACC)R" CERTIFICATE OF LIABILITY INSURANCE 72/1212026 (MMIDDIYYYY) THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT The Baldwin Group West, LLC NHAMEE: Michael Tran FAx 15901 Red Hill Ave, Ste 100 AI N Ex 714 505-7000 !uC me): 714 573-1770 Tustin CA 92780 ADDRESS: michael.tran gwgbib.com INSURER 5 AFFORDING COVERAGE NAIL# License#:OF69771 INSURER A:American Zurich Insurance Comp 40142 INSURED ONYXPAV-01 w Onyx Paving Company, Inc. suRER6: Evanston Insurance Company 35378 22707 La Palma Ave. INSURERC:Great American Insurance Coma 16691 Yorba Linda CA 92887 INSURERD:Scottsdale Insurance Company 41297 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER:1354526977 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR I TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LTR POLICY NUMBER MMIDDIYYYY MMIDDIYYYY LIMITS D X COMMERCIAL GENERAL LIABILITY BCS20G3096 10/112025 10/1/2026 EACH OCCURRENCE $1,000,000 CLAIMS-MADE Z OCCUR DAMAGE TO RENTED PREMISES Ea occurrence $100,000 MED EXP(Any one person) $5,000 PERSONAL&ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE X PRO- $2,000,OOD POLICY JECT LOC PRODUCTS-COMP/OP AGG $2,000,000 OTHER: $ A AUTOMOBILE LIABILITY BAP106300607 1011/2025 10/112026 Es aBINFDtSINGLE LIMIT $1.000,000 X ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY Per accident AUTOS ONLY AUTOS ( ) $ X HIRED X NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY Per accident C UMBRELLA LAB X OCCUR TUE490440203 10/1/2025 10/1/2026 EACH OCCURRENCE $6,000,000 X EXCESS LIAB CLAIMS-MADE AGGREGATE $6,000,DDD DE❑ RETENTION 7 $ A WORKERS COMPENSATION WC106300507 10/1/2025 10/1/2026 X PER OTH- AND EMPLOYERS'LIABILITY YIN STATUTE ER ANYPROPRIETORIPARTNERIEXECUTI V E OFFICERIMEMBEREXCLUDED7 N 1 A E.L.EACH ACCIDENT $1,OD0,000 (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 B Contractors Pollution Liability MKLV5ENV105319 10/1/2025 10/112026 Aggregate $10,000,00D Occurence $5,000,000 Deductible $10,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101,Additional Remarks Schedule„may be attached it more space is requiredl —Excess Policy#TUE490440203 is Excess over the General Liability,Auto Liability,and Workers Compensation— Certificate holder(s)is/are named as additional insured per the attached endorsements as required by written contract subject to the terms&conditions Of the policy: GL Additional Insured Form#CG 20 10 12 19 and CIS 20 37 12 19 GL Additional Insured State-Permits Form#CG 20 12 12 19 SGL eeAttached...Primary and Non-Contributory Farm#CG 20 01 12 19 APPROVED CERTIFICATE HOLDER CANCELLATION By Tu Tran Nguyen at 11:14 am,Feb 17,20: SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Santa Ana 20 Civic Center Plaza Santa Ana CA 92707 AUTHORIZED REPRESENTATIVE ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: ONYXPAV-01 LOC#: AC" ADDITIONAL REMARKS SCHEDULE Page 1 of 1 AGENCY NAMED INSURED The Baldwin Group West,LLC Onyx Paving Company, Inc. 22707 La Palma Ave. POLICYNUMBEFt Ycrba Linda CA92887 CARRIER NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: CERTIFICATE OF LIABILITY INSURANCE GL Waiver of Subrogation Form#CG 24 04 12 19 GL Per Project Form#GLS-332s 01 12 Auto Additional insured,Primary&Non-Contributory,and Waiver of Subrogation Form#U-CA-424-F CW 04 14 WC Waiver of Subrogation Form#WC 04 03 06 POLL Additional Insured Form#MEEI 0007 01 23 POLL Primary and Non-Contributory Form#MEEI 0007 01 23 POLL Waiver of Subrogation Form#MEEI 0007 0123 RE:Job#26-004.Willits St,Elder Ave and Center St Traffic Calming. Additional Insured Vesting: City of Santa Ana ACORD 101 (2008/01) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD POLICY NUMBER: BCS2003096 COMMERCIAL GENERAL LIABILITY CG20101219 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Locations Of Covered Operations ANY PERSON OR ORGANIZATION WHEN ALL LOCATIONS REQUIRED BY WRITTEN CONTRACT OR AGREEMENT, EXECUTED PRIOR TO THE OCCURRENCE TO WHICH THIS INSURANCE APPLIES, THAT SUCH PERSON OR ORGANIZATION BE ADDED AS AN ADDITIONAL INSURED ON YOUR POLICY . Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II -- Who Is An Insured is amended to B. With respect to the insurance afforded to these include as an additional insured the person(s) or additional insureds, the following additional organization(s) shown in the Schedule, but only exclusions apply: with respect to liability for "bodily injury", "property This insurance does not apply to "bodily injury" or damage" or "personal and advertising injury "property damage"occurring after: caused, in whole or in part, by: 1. All work, including materials, parts or equipment 1. Your acts or omissions; or furnished in connection with such work, on the 2. The acts or omissions of those acting on your project (other than service, maintenance or behalf; repairs) to be performed by or on behalf of the in the performance of your ongoing operations for additional insured(s) at the location of the the additional insured(s) at the location(s) covered operations has been completed; or designated above. 2. That portion of "your work" out of which the However: injury or damage arises has been put to its intended use by any person or organization 1. The insurance afforded to such additional other than another contractor or subcontractor insured only applies to the extent permitted by engaged in performing operations for a principal law; and as a part of the same project. 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 10 12 19 C Insurance Services Office, Inc., 2018 Page 1 of 2 C. With respect to the insurance afforded to these 2. Available under the applicable limits of additional insureds, the following is added to insurance; Section Ill—Limits Of Insurance: whichever is less. If coverage provided to the additional insured is This endorsement shall not increase the applicable required by a contract or agreement, the most we limits of insurance. will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or Page 2 of 2 ©Insurance Services Office, Inc., 2018 CG 20 10 1219 POLICY NUMBER: BCS2003096 COMMERCIAL GENERAL LIABILITY CG20371219 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -- OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTSICOMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location And Description Of Completed Operations ANY PERSON OR ORGANIZATION WHEN ALL LOCATIONS REQUIRED BY WRITTEN CONTRACT OR AGREEMENT, EXECUTED PRIOR TO THE OCCURRENCE TO WHICH THIS INSURANCE APPLIES, THAT SUCH PERSON OR ORGANIZATION BE ADDED AS AN ADDITIONAL INSURED ON YOUR POLICY. Information re uired to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II -- Who Is An Insured is amended to B. With respect to the insurance afforded to these include as an additional insured the person(s) or additional insureds, the following is added to organization(s) shown in the Schedule, but only Section III— Limits Of Insurance: with respect to liability for"bodily injury"or"property If coverage provided to the additional insured is damage"caused, in whole or in part, by"your work" required by a contract or agreement, the most we at the location designated and described in the will pay on behalf of the additional insured is the Schedule of this endorsement performed for that amount of insurance: additional insured and included in the "products- completed operations hazard". 1. Required by the contract or agreement; or However: 2. Available under the applicable limits of 1. The insurance afforded to such additional insurance; insured only applies to the extent permitted by whichever is less. law; and This endorsement shall not increase the applicable 2. If coverage provided to the additional insured is limits of insurance. required by a contract or agreement, the insurance afforded to such additional Insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 3712 19 © Insurance Services Office, Inc., 2018 Page 1 of 1 POLICY NUMBER: BCS2003096 COMMERCIAL GENERAL LIABILITY CG20121219 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - STATE OR GOVERNMENTAL AGENCY OR SUBDIVISION OR POLITICAL SUBDIVISION - PERMITS OR AUTHORIZATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE State Or Governmental Agency Or Subdivision Or Political Subdivision: ANY PERSON OR ORGANIZATION WHEN REQUIRED BY WRITTEN CONTRACT OR AGREEMENT, EXECUTED PRIOR TO THE OCCURRENCE TO WHICH THIS INSURANCE APPLIES, THAT SUCH PERSON OR ORGANIZATION BE ADDED AS AN ADDITIONAL INSURED ON YOUR POLICY. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured is amended to 2. This insurance does not apply to: include as an additional insured any state or a. "Bodily injury", "property damage" or governmental agency or subdivision or political "'personal and advertising injury" arising out subdivision shown in the Schedule, subject to the of operations performed for the federal following provisions: government, state or municipality; or 1. This insurance applies only with respect to b. "Bodily injury" or "property damage" operations performed by you or on your behalf included within the "products-completed for which the state or governmental agency or operations hazard". subdivision or political subdivision has issued a permit or authorization. B. With respect to the insurance afforded to these additional insureds, the following is added to However: Section III --Limits Of Insurance: a. The insurance afforded to such additional If coverage provided to the additional insured is insured only applies to the extent permitted required by a contract or agreement, the most we by law; and will pay on behalf of the additional insured is the b. If coverage provided to the additional amount of insurance: insured is required by a contract or 1. Required by the contract or agreement; or agreement, the insurance afforded to such additional insured will not be broader than 2• Available under the applicable limits of that which you are required by the contract insurance; or agreement to provide for such additional whichever is less. insured. This endorsement shall not increase the applicable limits of insurance. CG 20 12 12 19 C Insurance Services Office, Inc., 2018 Page 1 of 1 POLICY NUMBER: BCS2003096 COMMERCIAL GENERAL LIABILITY CG 20 01 12 19 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NONCONTRIBUTORY -- OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to the Other Insurance (2) You have agreed in writing in a contract or Condition and supersedes any provision to the agreement that this insurance would be contrary: primary and would not seek contribution Primary And Noncontributory Insurance from any other insurance available to the additional insured. This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: (1) The additional insured is a Named Insured under such other insurance; and CG 20 01 12 19 ® Insurance Services Office, Inc., 2018 Page 1 of 1 POLICY NUMBER: BCS2003096 COMMERCIAL GENERAL LIABILITY CG24041219 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART ELECTRONIC DATA LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART DESIGNATED SITES POLLUTION LIABILITY LIMITED COVERAGE PART DESIGNATED SITES PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART RAILROAD PROTECTIVE LIABILITY COVERAGE PART UNDERGROUND STORAGE TANK POLICY DESIGNATED TANKS SCHEDULE Name Of Person(s) Or Organization(s): ANY PERSON OR ORGANIZATION FOR WHOM THE INSURED HAS AGREED TO WAIVE RIGHTS OF RECOVERY, PROVIDED SUCH AGREEMENT IS MADE IN WRITING AND PRIOR TO THE LOSS. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV--Conditions: We waive any right of recovery against the person(s) or organization(s) shown in the Schedule above because of payments we make under this Coverage Part. Such waiver by us applies only to the extent that the insured has waived its right of recovery against such person(s) or organization(s) prior to loss. This endorsement applies only to the person(s) or organization(s) shown in the Schedule above. CG 24 0412 19 © Insurance Services Office, Inc., 2018 Page 1 of 1 ENDORSEMENT A� SCOTTSDALE INSURANCE CQMPANYO NO. ATTACHED TO AND ENDORSEMENT EPPECTYVE DATE FORMING A PART OF POLICY NUMBER (12:01 A.M.STANDARD TIME) NAMED INSURED AGENT NO. BCS2003096 10/01/2025 ONYX PAVING COMPANY, INC. 047BY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED CONSTRUCTION PROJECT(S) AGGREGATE LIMIT SUBJECT TO AN ALL PROJECTS LIMIT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Designated Construction Project(s): ALL PROJECTS Information required to complete this Schedule, if not shown above,will be shown in the Declarations. A. For all sums which the insured becomes legally 2. The separate Designated Per Project Aggre- obligated to pay as damages caused by `occurrent- gate Limit provided in A.1. above is the most we es" under Section I—Coverage A, and for all medical will pay for the sum of all damages under Cover- expenses caused by accidents under age A, except damages because of"bodily injury" Section I—Coverage C, which can be attributed only or "property damage" included in the "products- to ongoing operations at a single designated con- completed operations hazard," and for medical struction project shown in the Schedule above: expenses under Coverage C regardless of the 1. A separate Designated Per Project Aggregate number of: Limit equal to the General Aggregate Limit shown a. Insureds; in the Declarations shall apply to each Designated b. Claims made or"suits" brought; or Construction Project. However, the most we will pay under the insur- c. Persons or organizations making claims or ante provided by this endorsement for all Desig- bringing"suits." nated Construction Projects shown in the 3. Any payments made under Coverage A for dam- Schedule above is $5,000,000, unless otherwise ages or under Coverage C for medical expenses stated below: shall reduce the separate Designated Per Project $ Aggregate Limit provided in A.1. for that particular Designated Construction Project. Such payments Includes copyrighted material of 180 Properties, Inc.,with its permission. Copyright,ISO Properties,Inc.,2008 GLS-332s(1-12) Page 1 of 2 shall not reduce the General Aggregate Limit Operations Aggregate Limit, whichever is appli- shown in the Declarations, nor shall they reduce cable; and the insurance provided by this endorsement for 2, Such payments shall not reduce any separate any other Designated Construction Project. Designated Per Project Aggregate Limit provided 4. The limits shown in the Declarations for Each Oc- in A.I. currence, Damage To Premises Rented To You C. When coverage for liability arising out of the "prod- and Medical Expense continue to apply. However, i ucts-completed operations hazard" is provided, any instead of being subject to the General Aggregate Limit shown in the Declarations, such limits will be payments for damages because of "bodily injury" or "property damage" included in the "products- subject to the applicable separate Designated Per Project Aggregate Limit provided in A.1. for each completed operations hazard" will reduce the Prod- Designated Construction Project. ucts-Completed Operations Aggregate Limit, and not reduce the General Aggregate Limit nor any separate D. For all sums which the insured becomes legally Designated Per Project Aggregate Limit provided obligated to pay as damages caused by "occurrence" in A.I. under Section I—Coverage A, and for all med- D. If the applicable designated construction project has ical expenses caused by accidents under Sec- been abandoned, delayed, or abandoned and then tion I--Coverage C, which cannot be attributed only to restarted, or if the authorized contracting parties devi- ongoing operations at a single designated construc- tion project shown in the Schedule above: ate from plans, blueprints, designs, specifications or timetables, the project will still be deemed to be the 1. Any payments made under Coverage A for dam- same construction project. ages or under Coverage C for medical expenses The provisions of Section III--Limits Of Insurance not shall reduce the amount available under the Gen- otherwise modified by this endorsement shall con- eral Aggregate Limit or the Products-Completed time to apply as stipulated. AUTHORIZED REPRESENTATIVE DATE Includes copyrighted material of ISO Properties,Inc.,with Its permission. Copyright,ISO Properties,Inc.,2008 GLS-332s(1-12) Page 2 of 2 Coverage Extension Endorsement ZURICH Policy No. Eff,Date of Pot. Exp.Date of Pot. Eff.Date of End. Producer No. Add"1.Prem Rehinr Prem. BAP 1063006-07 10101/2025 10101/2026 39774000 I N C L THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the: Business Auto Coverage Form Motor Carrier Coverage Form A. Amended Who Is An Insured 1. The following is added to the Who Is An Insured Provision in Section II—Covered Autos Liability Coverage: The following are also "insureds": a. Any "employee" of yours is an "insured" while using a covered "auto" you don't own, hire or borrow for acts performed within the scope of employment by you. Any "employee" of yours is also an "insured" while operating an "auto" hired or rented under a contract or agreement in an "employee's" name, with your permission, while performing duties related to the conduct of your business. b. Anyone volunteering services to you is an "insured" while using a covered "auto" you don't own, hire or borrow to transport your clients or other persons in activities necessary to your business. c. Anyone else who furnishes an "auto" referenced in Paragraphs A.1.a. and A.1.b. in this endorsement. d. Where and to the extent permitted by law, any person(s) or organization(s)where required by written contract or written agreement with you executed prior to any "accident", including those person(s) or organization(s) directing your work pursuant to such written contract or written agreement with you, provided the "accident" arises out of operations governed by such contract or agreement and only up to the limits required in the written contract or written agreement, or the Limits of Insurance shown in the Declarations, whichever is less. 2. The following is added to the Other Insurance Condition in the Business Auto Coverage Form and the Other Insurance— Primary and Excess Insurance Provisions Condition in the Motor Carrier Coverage Form: Coverage for any person(s) or organization(s), where required by written contract or written agreement with you executed prior to any "accident", will apply on a primary and non-contributory basis and any insurance maintained by the additional "insured" will apply on an excess basis. However, in no event will this coverage extend beyond the terms and conditions of the Coverage Form. B. Amendment—Supplementary Payments Paragraphs a.(2) and a.(4) of the Coverage Extensions Provision in Section II — Covered Autos Liability Coverage are replaced by the following: (2) Up to $5,000 for the cost of bail bonds (including bonds for related traffic law violations) required because of an "accident"we cover. We do not have to furnish these bonds. (4) All reasonable expenses incurred by the "insured" at our request, including actual loss of earnings up to $500 a day because of time off from work. U-CA-424-F Cw(04-14) Page 1 of 6 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. C. Fellow Employee Coverage The Fellow Employee Exclusion contained in Section II—Covered Autos Liability Coverage does not apply. D. Driver Safety Program Liability and Physical Damage Coverage 1. The following is added to the Racing Exclusion in Section 11 —Covered Autos Liability Coverage: This exclusion does not apply to covered "autos" participating in a driver safety program event, such as, but not limited to, auto or truck rodeos and other auto or truck agility demonstrations. 2. The following is added to Paragraph 2. in the Exclusions of Section III -- Physical Damage Coverage of the Business Auto Coverage Form and Paragraph 2.b. in the Exclusions of Section IV — Physical Damage Coverage of the Motor Carrier Coverage Form: This exclusion does not apply to covered "autos" participating in a driver safety program event, such as, but not limited to, auto or truck rodeos and other auto or truck agility demonstrations. E. Lease or Loan Gap Coverage The following is added to the Coverage Provision of the Physical Damage Coverage Section: Lease Or Loan Gap Coverage In the event of a total"loss"to a covered "auto",we will pay any unpaid amount due on the lease or loan for a covered "auto", less: a. Any amount paid under the Physical Damage Coverage Section of the Coverage Form; and b. Any: (1) Overdue lease or loan payments at the time of the"loss'; (2) Financial penalties imposed under a lease for excessive use,abnormal wear and tear or high mileage; (3) Security deposits not returned by the lessor; (4) Costs for extended warranties, credit life insurance, health, accident or disability Insurance purchased with the loan or lease; and (5) Carry-over balances from previous leases or loans. F. Towing and Labor Paragraph A.2. of the Physical Damage Coverage Section is replaced by the following: We will pay up to $75 for towing and labor costs incurred each time a covered "auto" of the private passenger type is disabled. However, the labor must be performed at the place of disablement. G. Extended Glass Coverage The following is added to Paragraph A.3.a.of the Physical Damage Coverage Section: If glass must be replaced, the deductible shown in the Declarations will apply. However, if glass can be repaired and Is actually repaired rather than replaced, the deductible will be waived. You have the option of having the glass repaired rather than replaced. H. Hired Auto Physical Damage—Increased Loss of Use Expenses The Coverage Extension for Loss Of Use Expenses in the Physical Damage Coverage Section is replaced by the following: Loss Of Use Expenses For Hired Auto Physical Damage, we will pay expenses for which an "insured" becomes legally responsible to pay for loss of use of a vehicle rented or hired without a driver under a written rental contract or written rental agreement. We will pay for loss of use expenses if caused by: U-CA-424-F CW(04-14) Page 2 of 6 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. (1) Other than collision only if the Declarations indicate that Comprehensive Coverage is provided for any covered "auto"; (2) Specified Causes Of Loss only if the Declarations indicate that Specified Causes Of Loss Coverage is provided for any covered "auto"; or (3) Collision only if the Declarations indicate that Collision Coverage is provided for any covered "auto". However, the most we will pay for any expenses for loss of use is$100 per day,to a maximum of$3000. 1. Personal Effects Coverage The following is added to the Coverage Provision of the Physical Damage Coverage Section: Personal Effects Coverage a. We will pay up to $750 for"loss"to personal effects which are: (1) Personal property owned by an "insured"; and (2) In or on a covered "auto'. b. Subject to Paragraph a. above, the amount to be paid for"loss"to personal effects will be based on the lesser of: (1) The reasonable cost to replace; or (2) The actual cash value. c. The coverage provided in Paragraphs a. and b. above, only applies in the event of a total theft of a covered "auto". No deductible applies to this coverage. However, we will not pay for 'loss" to personal effects of any of the following: (1) Accounts, bills, currency, deeds, evidence of debt, money, notes, securities, or commercial paper or other documents of value. (2) Bullion, gold, silver, platinum, or other precious alloys or metals; furs or fur garments; jewelry, watches, precious or semiprecious stones. (3) Paintings, statuary and other works of art. (4) Contraband or property in the course of illegal transportation or trade. (5) Tapes, records, discs or other similar devices used with audio, visual or data electronic equipment. Any coverage provided by this Provision is excess over any other insurance coverage available for the same"loss". J. Tapes, Records and Discs Coverage 1. The Exclusion in Paragraph 13.4.a. of Section III — Physical Damage Coverage in the Business Auto Coverage Form and the Exclusion in Paragraph 13.2.c. of Section IV — Physical Damage Coverage in the Motor Carrier Coverage Form does not apply. 2. The following is added to Paragraph 1.a. Comprehensive Coverage under the Coverage Provision of the Physical Damage Coverage Section: We will pay for "loss" to tapes, records, discs or other similar devices used with audio, visual or data electronic equipment. We will pay only if the tapes, records, discs or other similar audio, visual or data electronic devices: (a) Are the property of an "Insured"; and (b) Are in a covered "auto' at the time of"loss". The most we will pay for such "loss" to tapes, records, discs or other similar devices Is $500. The Physical Damage Coverage Deductible Provision does not apply to such 'loss". U-CA-424-F CW(04-14) Page 3 of 6 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. K. Airbag Coverage The Exclusion in Paragraph 113.3.a. of Section III--Physical Damage Coverage in the Business Auto Coverage Form and the Exclusion in Paragraph 8.4.a. of Section IV — Physical Damage Coverage in the Motor Carrier Coverage Form does not apply to the accidental discharge of an airbag. L. Two or More Deductibles The following is added to the Deductible Provision of the Physical Damage Coverage Section: If an accident is covered both by this policy or Coverage Form and by another policy or Coverage Form issued to you by us, the following applies for each covered "auto"on a per vehicle basis: 1. If the deductible on this policy or Coverage Form is the smaller (or smallest)deductible, it will be waived; or 2. If the deductible on this policy or Coverage Form is not the smaller (or smallest) deductible, it will be reduced by the amount of the smaller(or smallest)deductible. M. Physical Damage—Comprehensive Coverage—Deductible The following is added to the Deductible Provision of the Physical Damage Coverage Section: Regardless of the number of covered "autos" damaged or stolen,the maximum deductible that will be applied to Comprehensive Coverage for all "loss"from any one cause is$5,000 or the deductible shown in the Declarations, whichever is greater. N. Temporary Substitute Autos-- Physical Damage 1. The following is added to Section I—Covered Autos: Temporary Substitute Autos— Physical Damage If Physical Damage Coverage is provided by this Coverage Form on your owned covered "autos", the following types of vehicles are also covered "autos"for Physical Damage Coverage: Any "auto" you do not own when used with the permission of its owner as a temporary substitute for a covered "auto"you do own but is out of service because of its: 1. Breakdown; 2. Repair; 3. Servicing; 4. "Loss"; or 5. Destruction. 2. The following is added to the Paragraph A. Coverage Provision of the Physical Damage Coverage Section: Temporary Substitute Autos—Physical Damage We will pay the owner for"loss" to the temporary substitute "auto" unless the "loss" results from fraudulent acts or omissions on your part. If we make any payment to the owner, we will obtain the owner's rights against any other party. The deductible for the temporary substitute "auto" will be the same as the deductible for the covered "auto" it replaces. O. Amended Duties In The Event Of Accident, Claim, Suit Or Loss Paragraph a. of the Duties In The Event Of Accident, Claim, Suit Or Loss Condition is replaced by the following: a. In the event of"accident", claim, "suit" or "loss", you must give us or our authorized representative prompt notice of the "accident", claim, "suit" or "loss". However, these duties only apply when the "accident", claim, "suit" or "loss" is known to you (if you are an individual), a partner (if you are a partnership), a member(if you are a limited liability company) or an executive officer or insurance manager (if you are a corporation). The failure of any U-CA424-F CW(04-14) Page 4 of 6 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. agent, servant or employee of the "insured" to notify us of any "accident", claim, "suit"or"loss" shall not invalidate the insurance afforded by this policy. Include, as soon as practicable: (1) How, when and where the "accident" or "loss" occurred and if a claim is made or "suit" is brought, written notice of the claim or"suit" including, but not limited to, the date and details of such claim or"suit"; (2) The "insured's" name and address; and (3) To the extent possible, the names and addresses of any injured persons and witnesses. If you report an "accident", claim, "suit" or "loss" to another insurer when you should have reported to us, your failure to report to us will not be seen as a violation of these amended duties provided you give us notice as soon as practicable after the fact of the delay becomes known to you. P. Waiver of Transfer Of Rights Of Recovery Against Others To Us The following is added to the Transfer Of Rights Of Recovery Against Others To Us Condition: This Condition does not apply to the extent required of you by a written contract, executed prior to any "accident" or "loss", provided that the "accident" or"loss" arises out of operations contemplated by such contract. This waiver only applies to the person or organization designated in the contract. Q. Employee Hired Autos—Physical Damage Paragraph b. of the Other Insurance Condition in the Business Auto Coverage Form and Paragraph f. of the Other Insurance--Primary and Excess Insurance Provisions Condition in the Motor Carrier Coverage Form are replaced by the following: For Hired Auto Physical Damage Coverage, the following are deemed to be covered "autos"you own: (1) Any covered "auto"you lease, hire, rent or borrow; and (2) Any covered "auto" hired or rented under a written contract or written agreement entered into by an "employee" or elected or appointed official with your permission while being operated within the course and scope of that "employee's" employment by you or that elected or appointed official's duties as respect their obligations to you. However, any"auto"that is leased, hired, rented or borrowed with a driver is not a covered "auto". R. Unintentional Failure to Disclose Hazards The following is added to the Concealment, Misrepresentation Or Fraud Condition: However, we will not deny coverage under this Coverage Form if you unintentionally: (1) Fail to disclose any hazards existing at the inception date of this Coverage Form; or (2) Make an error, omission, improper description of"autos"or other misstatement of information. You must notify us as soon as possible after the discovery of any hazards or any other information that was not provided to us prior to the acceptance of this policy. S. Hired Auto—World Wide Coverage Paragraph 7a.(5) of the Policy Period, Coverage Territory Condition is replaced by the following: (5) Anywhere in the world if a covered "auto"is leased, hired, rented or borrowed for a period of 60 days or less, T. Bodily Injury Redefined The definition of"bodily injury" in the Definitions Section is replaced by the following: "Bodily injury" means bodily injury, sickness or disease, sustained by a person including death or mental anguish, resulting from any of these at any time. Mental anguish means any type of mental or emotional illness or disease. U-CA-424-F CW(04-14) Page 5 of 6 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. U. Expected Or Intended Injury The Expected Or Intended Injury Exclusion in Paragraph B. Exclusions under Section II --Covered Auto Liability Coverage is replaced by the following: 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. V. Physical Damage—Additional Temporary Transportation Expense Coverage Paragraph AA.a. of Section III—Physical Damage Coverage is replaced by the following: 4. Coverage Extensions a. Transportation Expenses We will pay up to $50 per day to a maximum of$1,000 for temporary transportation expense incurred by you because of the total theft of a covered "auto" of the private passenger type. We will pay only for those covered "autos" for which you carry either Comprehensive or Specified Causes of Loss Coverage. We will pay for temporary transportation expenses incurred during the period beginning 48 hours after the theft and ending, regardless of the policy's expiration, when the covered "auto" is returned to use or we pay for its "loss". W. Replacement of a Private Passenger Auto with a Hybrid or Alternative Fuel Source Auto The following is added to Paragraph A. Coverage of the Physical Damage Coverage Section: In the event of a total "loss" to a covered "auto" of the private passenger type that is replaced with a hybrid "auto" or "auto" powered by an alternative fuel source of the private passenger type, we will pay an additional 10% of the cost of the replacement "auto", excluding tax, title, license, other fees and any aftermarket vehicle upgrades, up to a maximum of$2500. The covered "auto" must be replaced by a hybrid "auto" or an "auto" powered by an alternative fuel source within 60 calendar days of the payment of the "loss" and evidenced by a bill of sale or new vehicle lease agreement. To qualify as a hybrid "auto", the "auto" must be powered by a conventional gasoline engine and another source of propulsion power. The other source of propulsion power must be electric, hydrogen, propane, solar or natural gas, either compressed or liquefied. To qualify as an "auto" powered by an alternative fuel source, the "auto" must be powered by a source of propulsion power other than a conventional gasoline engine. An "auto" solely propelled by biofuel, gasoline or diesel fuel or any blend thereof is not an "auto" powered by an alternative fuel source. X. Return of Stolen Automobile The following is added to the Coverage Extension Provision of the Physical Damage Coverage Section: If a covered "auto" is stolen and recovered, we will pay the cost of transport to return the "auto" to you. We will pay only for those covered "autos"for which you carry either Comprehensive or Specified Causes of Loss Coverage. All other terms, conditions, provisions and exclusions of this policy remain the same. U-CA-424-F CW(04-14) Page 6 of 6 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. I 4JL-.11J 1 IVVIVIUI_14 44V[VVJVVW 1 WORKERS' COMPENSATION AND EMPLOYERS' LIABILITY INSURANCE POLICY WC 04 03 06 (Ed. 4-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT- CALIFORNIA 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.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be 0 % of the California workers' compensation pre- mium otherwise due on such remuneration. Schedule Person or Organization Job-Description ALL PERSONS AND/OR ORGANIZATIONS THAT ARE REQUIRED BY WRITTEN CONTRACT OR AGREEMENT WITH THE INSURED, EXECUTED PRIOR TO THE ACCIDENT OR LOSS, THAT WAIVER OF SUBROGATION BE PROVIDED UNDER THIS POLICY FOR WORK PERFORMED BY YOU FOR FOR THAT PERSON AND/OR ORGANIZATION, WC 252(4-84) WC 04 03 06(Ed.4-84) Page 1 of 1 POLICY NUMBER: MKLV5ENV105319 3. Material Change In Use "Loss" in any way involving a change in the use or operations at a "covered location"that materially increases the likelihood or severity of a"pollution condition" or"claim" as compared with use or operations as disclosed to us on the application and all supporting documentation. 4. Underground Storage Tanks "Loss" in any way involving any "underground storage tank" or associated underground piping at a "covered location", whether operational, closed, or removed. 5. Wells "Loss" in any way involving the discharge, escape, migration, release, or seepage of oil, gas, drilling fluid, or any other fluid, from any oil, gas, mineral, or geothermal well. SECTION III—WHO IS AN INSURED Each of the following is an insured under all Insuring Agreements and Supplementary Payments: A. If you are designated in the Declarations as: 1. An individual, you, and your spouse or "domestic partner", but only with respect to the conduct of a business of which you are the sole owner. 2. A partnership or joint venture, your members, your partners, and their spouses or "domestic partners", but only with respect to the conduct of your business. 3. A limited liability company, your members but only with respect to the conduct of your business. Your managers are insureds, but only with respect to their duties as your managers. 4. An organization other than a partnership, joint venture, or limited liability company, your "executive officers" and directors, but only with respect to their duties as your officers or directors. Your stockholders are also insureds, but only with respect to their liability as stockholders. B. Any subsidiary company of yours, other than a partnership, joint venture, or limited liability company, and any company over which you have active control or majority ownership interest, or exercise management or financial control is a Named Insured with respect to the conduct of your business, provided: 1. You report all such entities to us within 90 days after you have acquired the organization; and 2. There is no other similar primary insurance available to that organization, unless such entity has been specifically endorsed onto this Policy. However: a. Coverage is afforded only until the 90th day after you acquire the subsidiary or the end of the Policy Period, whichever is earlier; and b. Coverage does not apply to "loss" that first commences before you acquired the subsidiary. C. Your"employees", other than either your"executive officers" (if you are an organization other than a partnership,joint venture, or limited liability company) or your managers (if you are a limited liability company), but only for acts within the scope of their employment by you or while performing duties related to the conduct of"your work". D. In the event of your bankruptcy, your trustees, and in the event of your death or incapacity, your legal representatives or executors, but only with respect to such trustee's, representative's, or executor's vicarious liability resulting from "your work". E. Any organization, other than a partnership, joint venture, or limited liability company, you newly form during the Policy Period and over which you maintain ownership or majority interest, will qualify as an insured, if: 1. You have contractually agreed to provide insurance for such organization; 2. There is no other similar primary insurance available to that organization, unless such entity has been specifically endorsed onto this Policy; and 3. You report to us within 90 days after such formation that you formed the organization. However: MEEI 0007 01 23 Page 10 of 22 a. Coverage is afforded only until the 90th day after you form the organization or the end of the Policy Period, whichever is earlier; and b. Coverage does not apply to "loss"that first commences before you formed the organization. F. Any: 1. Person or organization for whom you have performed or are performing "your work" and with whom you have agreed to provide additional insured status in a written contract or agreement, provided the written contract or agreement was executed prior to the: a Commencement of"your work"; and b. Date the "pollution condition" first commenced. 2. Other person or organization you are required to add as an additional insured under the written contract or agreement described in Paragraph 1. above. Such person or organization is an additional insured only with respect to liability for"bodily injury", "property damage", or"cleanup costs" resulting from a"pollution condition"caused in whole or in part by"your work". However, any insurance afforded to such insured: a. Only applies to the extent permitted by law; b. W€II not be broader than that which you are required by the written contract or agreement to provide for such insured; and c. Is limited to the lesser of the Limits Of Insurance shown in the Declarations or the amount required by the written contract or agreement. This Paragraph F. does not apply to any person or organization specifically named as an additional insured in an endorsement attached to this Policy. SECTION IV—LIMITS OF INSURANCE AND SELF-INSURED RETENTION OR DEDUCTIBLE A. Limits Of Insurance 1. The Limits Of Insurance shown in the Declarations and the rules below fix the most we will pay regardless of the number of insureds, "claims" made, or persons or organizations making "claims". 2. Subject to the Combined General Aggregate Limit shown in the Declarations, the Coverage Form Aggregate Limit shown in the Declarations is the most we will pay for all "loss" arising out of all "pollution condit€ons" under all Insuring Agreements. 3. Subject to the Coverage Form Aggregate Limit shown in the Declarations: a. The Each Contractor's Pollution Condition Limit shown in the Declarations is the most we will pay under Insuring Agreement A.I. Contractor's Pollution Liability for all "loss" arising out of any one "pollution condition". b. The Each Transportation Pollution Condition Limit shown in the Declarations is the most we will pay under Insuring Agreement A.2. Transportation Pollution Liability for all "loss" arising out of any one "transportation pollution condition". c. The Each Non-Owned Disposal Site Pollution Condition Limit shown in the Declarations is the most we will pay under Insuring Agreement A.3. Non-Owned Disposal Site Liability for all "loss" arising out of any one "pollution condition" at a "non-owned disposal site". d. The Each Sudden And Accidental Discharge, Release, Or Escape Of Pollutants Condition Limit shown in the Declarations is the most we will pay under Insuring Agreement A.4. Sudden And Accidental Discharge, Release, Or Escape Of Pollutants Liability for all "loss"arising out of any one "pollution condition". e. The Each Crisis Management Limit shown in the Declarations is the most we will pay under Insuring Agreement A.5. Crisis Management Costs for the sum of all "crisis management costs" arising out of any one "pollution condition". MEEI 0007 01 23 Page 11 of 22 i POLICY NUMBER: MKLV5ENV105319 a. You must notify us in writing as soon as possible the specifics of the "claim" and the date received; and b. You and any other involved insured must: (1) Immediately send us copies of any demands, notices, summons, or legal papers received in connection with the "claim"; (2) Authorize us to obtain records and other information; (3) Cooperate with us in the investigation, settlement, or defense of the "claim"; (4) Assist us, upon our request, in the enforcement of any right against any person or organization which may be liable to the insured because of injury or damage to which this insurance may also apply; and (5) Submit to examination under oath as often as reasonably required by us. 3. No insured will, except at that insured's own cost, voluntarily make a payment, assume any obligation, or incur any expense, without our written consent. However,written consent is not required with respect to: a. "Crisis management costs" that have been reported in accordance with Insuring Agreement A.5. Crisis Management Costs; or b. "Emergency response costs" that have been reported and approved by us or our appointed representative by use of the emergency response hotline. 4. Notice to your insurance agent or broker does not constitute notice to us for purposes of the receipt of notice. D. Independent Counsel In the event the insured is entitled by applicable law to select independent counsel to defend a "claim" or "suit" at our expense, the attorneys' fees and all other expenses we must pay to that counsel are limited to the rates we actually pay to counsel we retain in the ordinary course of business in the defense of similar claims or suits in the community where the "claim"arose or the "suit" is being defended. Additionally, we may exercise the right to require that such counsel have certain minimum qualifications with respect to their competence including at least five years of experience in defending "claims" or "suits" similar to the one pending against the insured and to require such counsel have errors and omissions insurance coverage with a limit at least equal to this Policy's applicable Each Insuring Agreement Limit. With respect to any such counsel, the insured agrees that counsel will: 1. Respond timely and regularly to our request for information regarding the "claim"or"suit"; and 2. Provide regular status reports, budgets, case plans, and updates on significant developments. Furthermore, the insured may at any time, by the insured's written consent, freely and fully waive these rights to select independent counsel. E. Legal Action Against Us No person or organization has a right under this Policy to: 1. Join us as a party or otherwise bring us into a "suit" asking for damages from an insured; or 2. Sue us on this Policy unless all of its terms have been fully complied with. A person or organization may sue us to recover on an agreed settlement or on a final judgment against an insured obtained after an actual trial, but we will not be liable for "losses"that are not payable under the terms of this Policy or that are in excess of the applicable Limit Of Insurance. An agreed settlement means a settlement and release of liability signed by the insured and the claimant or the claimant's legal representative. F. Other Insurance If other valid and collectible insurance is available to the insured for"loss" we cover under this Policy, our obligations are limited as follows: 1. Primary Insurance This insurance is primary except when Paragraph 2.below applies. If this insurance is primary: MEEI 0007 01 23 Page 14 of 22 a. This insurance is not contributory with any other insurance available to any third-party liability policy if required by a written contract, signed by both parties, and executed prior to the commencement of operations or"your work". b. Our obligations are not affected unless any of the other insurance is also primary. In that case, we will share with all such other insurance by the method described in Paragraph 3. below. 2. Excess Insurance a. This insurance is excess over: (1) Any other insurance, whether primary, excess, contingent, or on any other basis if you are an insured on an insurance policy that applies to "your work" performed at a specific job site and that insurance policy applies to a specific job site; (2) Any other valid and collectible insurance available to you covering liability for "losses" arising out of "your work", including that work for which you have been added as an additional insured by an endorsement, by definition in a contract or agreement, or by combination thereof; (3) Any other valid and collectible insurance available to any person or entity performing functions for others on your behalf as defined in "your work" in this Policy; (4) Any valid and collectible project-specific insurance policy, owner's protective insurance policy, owner- controlled insurance policy, contractor-controlled insurance policy, wrap-up policy, or similar insurance program under which an insured is covered; or (5) Any other valid and collectible insurance, whether primary, excess, contingent, or on any other basis, covering a: (a) "Transportation pollution condition", if Insuring Agreement A.2. Transportation Pollution Liability is shown as purchased in the Declarations; (b) "Pollution condition" on a "non-owned disposal site", if Insuring Agreement A.3. Non-Owned Disposal Site Liability is shown as purchased in the Declarations;or (c) "Pollution condition" resulting from "your work" if you are an insured on an insurance policy that applies to "your work" performed at a specific job site or if you are added as an additional insured on another insurance policy. b. When this insurance is excess, we will have no duty to defend the insured against any "suit" if any other insurer has a duty to defend the insured against that"suit". If no other insurer defends, we will undertake to do so, but we will be entitled to the insured's rights against all those other Insurers. c. When this insurance is excess over other insurance, we will pay only our share of the amount of the "loss", if any, that exceeds the sum of: (1) The total amount that all such other insurance would pay for the damages in the absence of this insurance; and (2) The total of all deductible and self-insured amounts under all that other insurance. 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 Policy. 3. Method Of Sharing If all of the other insurance permits contribution by equal shares, we will follow this method also. Under this approach each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the "loss" remains, whichever comes first. However, our contribution will not apply until our applicable Deductible or Self-Insured Retention is satisfied. If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this method, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. G. Premium Audit MEEI 0007 01 23 Page 15 of 22 y POLICY NUMBED: MKLV5ENV105319 1. We will compute all premiums for this Policy in accordance with our rules, rates, rating plans, and minimum premium requirements. 2. Premium shown as Advance And Deposit Premium in the Declarations is a deposit premium only. At the close of each audit period we will compute the earned premium for that period and send notice to the first Named Insured shown in the Declarations. The due date for audit and retrospective premiums is the date shown as the due date on the bill. If the sum of the advance and audit premiums paid for the Policy Period is more than the earned premium, we will return the excess to the first Named Insured. 3. The first Named Insured must keep records of the information we need for premium computation and send us copies at such times as we may request. H. Representations By accepting this Policy, you agree: 1. The statements in the applications, other materials submitted to us, and Declarations are accurate and complete; 2. Those statements are based upon representations you made to us; and 3. We have issued this Policy in reliance upon your representations. I. Separation Of Insureds 1. Except with respect to the limits of insurance, and any rights or duties specifically assigned to the first Named Insured shown in the Declarations, this insurance applies: a. As if each Named Insured were the only Named Insured; and b. Separately to each insured against whom a"claim" is made. 2. Any misrepresentation, act, or omission that is in violation of a term, duty, or condition under this Policy by one insured will not, by itself, affect coverage for another insured under this Policy. However, this condition will not apply to an insured who is a parent, subsidiary, or affiliate of the insured which committed such misrepresentation, act, or omission. J. Transfer Of Rights Of Recovery Against Others To Us If the insured has rights to recover all or part of any payment we have made under this insurance, those rights are transferred to us. The insured must do nothing after "loss" to impair our rights. At our request, the insured will bring "suit"or transfer those rights to us and help us enforce them. Any recovery obtained through transfer of rights, after expenses incurred in such transfer of rights are deducted by us, will be applied first to the insured to the extent of any payments in excess of the Limit Of Insurance, if any; then to us to the extent of our payment under this Policy; and then to the insured to the extent of your Deductible or Self-Insured Retention. However, we will waive any right of recovery to the extent required by written contract, provided such contract was entered into with any person(s) or organization(s) prior to the discovery of the "pollution condition" giving rise to the "loss". SECTION VI a EXTENDED REPORTING PERIODS With respect only to the Sudden And Accidental Discharge, Release, Or Escape of Pollutants Liability Insuring Agreement: A. We will provide one or more Extended Reporting Periods, as described below, if: 1. The coverage provided for Sudden And Accidental Discharge, Release, Or Escape Or Pollutants Liability is cancelled or not renewed; or 2. We renew or replace the coverage provided for Sudden And Accidental Discharge, Release, Or Escape Or Pollutants Liability with insurance that: a. Has a retroactive date later than the Retroactive Date shown in the Declarations; or b. Does not apply to"claims"that result from a"pollution condition"on a claims-made basis. The quotation of a different premium, deductible, or limit of insurance for renewal does not constitute a cancellation or refusal to renew for the purpose of this provision. Page 16 of 22 MEE] 0007 01 23