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24-071 SF Shakespeare MOU - 2024 Shakespeare in the ParkMEMORANDUM OF UNDERSTANDING BETWEEN THE CITY OF CUPERTINO AND SAN FRANCISCO SHAKESPEARE FESTIVAL REGARDING 2024 SHAKESPEARE IN THE PARK This Memorandum of Understanding (“MOU”) is between the City of Cupertino (“City”) and San Francisco Shakespeare Festival (“Organization”) (together, the “Parties”) for the 2024 Shakespeare in the Park (“Program”). WHEREAS, the City and the Organization desire to enter this MOU to host the Program, to benefit the general public; and WHEREAS, the City has previously paid the Organization to produce the Program, but due to current budgetary circumstances, the Parties have agreed to continue the Program and Organization has procured other forms of funding; and WHEREAS, the City’s Mayor desires to provide a grant from the Mayor’s Fund to the Organization for the production of the Program; and WHEREAS, the City and the Organization have determined that it is to their mutual advantage to enter into this MOU, which will define the obligations of the Parties to produce the Program at the Memorial Park Amphitheatre and an MOU between the Parties is necessary to outline the purpose of this collaboration; NOW, THEREFORE, in consideration of the mutual promises and agreements herein contained, it is mutually understood and agreed by and between the Parties hereto as follows: 1. Term a. This MOU is effective on the last date signed below (“Effective Date”) and will remain in effect through August 5, 2024 (“Expiration Date”). City may terminate the contract for cause or without cause at any time and will notify Organization as soon as possible. 2. Coordination a. Representatives from the Organization and the City will meet before the Program coordinate efforts for the performances. 3. City Obligations a. Reserve the Memorial Park Amphitheater from Friday, July 12, 2024, to Monday, August 5, 2024, for the Program. To ensure there will be enough parking available for attendees on performance days, will block out other reservable sites, rooms, and locations as necessary at the Quinlan Community Center and Memorial Park. b. Provide Organization access to the Cupertino Room Kitchen to obtain ice, during the business hours of Monday through Friday, from 8:00 a.m. to 5:00 p.m. only. Access will be coordinated with the City so as not to interfere with programming and facility rentals. c. Provide Organization access to and use of the Cupertino Room, based on current availability, during non-peak hours. Non-peak hours are defined as Monday through Friday, from 8:00 a.m. to 5:00 p.m. City staff will notify Organization when room access is available, and dates will be agreed upon between the Parties via email. d. Post marketing materials such as flyers and posters, hang a banner on the corner of Stevens Creek and Anton Way, and two social media posts to advertise for the Program. e. Provide a grant of $5,000 from the Mayor’s Fund to the Organization in support of the Program. The grant will be processed after the execution of this MOU. In the event that the Program is cancelled and does not occur, the Organization agrees to return the funds to the City. 4. Organization Obligations a. Provide six (6) performances of The Tempest for the Program at the Memorial Park Amphitheater. Showtime is scheduled at 6:00 p.m. for all scheduled dates, 90-minute performances with no intermission. b. Adhere to the pre-determined schedule below: Load-In: Friday, July 12 – July 15, 8:00 a.m. to 6:00 p.m. Tech Setup: July 16 – July 19, 9:00 a.m. to 10:00 p.m. Rehearsals: July 23 – 26, August 1 – 2, 10:00 a.m. to 9:00 p.m. Performances: July 20, 21, 27, 28, August 3, and 4, 4:00 p.m. to 9:00 p.m. (including setup and cleanup) Load-Out: Monday, August 5, 8:00 a.m. to 6:00 p.m. c. Fundraise for the Program through methods such as donations and grants. d. Setup and host a concession stand near the amphitheater prior to the performances, for the purposes of fundraising. Concessions will be limited to simple items such as sealed drinks and prepared snacks. Organization is responsible for obtaining seller’s permits, Cupertino Business license, health permits, or any other permits or documentation required to host the concession. Organization is also responsible for procuring equipment and supplies needed for concessions, including but not limited to tables, chairs, and ice, and setting up and taking down of said equipment. e. Produce banners and posters for the advertisement and marketing of the Program. 5. General Provisions a. Indemnification. To the fullest extent allowed by law and except for losses caused by the sole and active negligence or willful misconduct of City personnel, Organization agrees to indemnify, defend, and hold harmless the City, its City Council, boards and commissions, officers, officials, employees, agents, servants, volunteers, and contractors (collectively, “Indemnitees”), through legal counsel acceptable to City, from and against any liability for damages, claims, actions, causes of action, demands, charges, losses, costs, and expenses (including attorney fees, legal costs, and expenses related to litigation, arbitrations, administrative, and regulatory proceedings), of every nature, arising out of or in any way related to Organization’s or Organization’s agents performance of this MOU. This includes but is not limited to Liability resulting in personal injury, death, property damage, or economic losses. Organization must pay any costs City may incur in enforcing this provision and must accept a tender of defense upon receiving notice from City. This provision shall survive termination of the MOU. b. Insurance. Organization shall comply with the insurance requirements in Exhibit A. City will not execute the MOU until it has received and approved satisfactory certificates of insurance and endorsements evidencing the type, amount, and dates of coverage. c. Entire Agreement. This MOU represents the full and complete understanding of every kind of nature between the Parties, and supersedes any other agreement(s) and understanding(s), either oral or written, between the Parties. d. Amendment. Any amendment to or modification of this MOU will be effective only if in writing and signed by each Party’s authorized representative. No verbal agreement or implied covenant will be valid to amend or abridge this MOU. e. Governing Law and Venue. This MOU is governed by the laws of the State of California. Any lawsuits files related to this MOU must be filed with the Superior Court for the County of Santa Clara, State of California. f. Third Party Beneficiaries. There are no intended third-party beneficiaries of this MOU. g. Headings. The headings in this MOU are for convenience only, are not a part of the MOU, and in no way affect, limit, or amplify the terms or provisions of this MOU. h. Severability / Partial Invalidity. If any term or provision of this MOU, or its application to a particular situation, is found by the court to be void, invalid, illegal, or unenforceable, such term or provision shall remain in force and effect to the extent allowed by such ruling. All other terms and provisions of this MOU or their application to specific situations shall remain in full force and effect. The Parties agree to work in good faith to amend this MOU to carry out its intent. i. Survival. All provisions which by their nature must continue after the MOU expires or is terminated shall survive the MOU and remain in full force and effect. j. Notices. All notices, requests, and approvals must be sent in writing to the persons below, which will be considered effective on the date of personal delivery; or the date confirmed by the reputable overnight delivery service; or on the fifth calendar day after deposit in the United States Mail, postage prepaid; or the next business day following submission by electronic mail: To City of Cupertino 10185 North Stelling Road Cupertino, CA 95014 Attention: Christina Lopez Contact Info: (408) 777-1308 christinal@cupertino.gov To San Francisco Shakespeare Festival P.O. Box 460937 San Francisco, CA 94146 Attention: Pratiksha Shah Contact Info: (469) 586-7482 pshah@sfshakes.org IN WITNESS WHEREOF the Parties have executed this Memorandum of Understanding which shall become effective upon the date of the execution of the MOU by all parties. CITY OF CUPERTINO A Municipal Corporation By Name Title Date San Francisco Shakespeare Festival By Name Title Date APPROVED AS TO FORM: CHRISTOPHER D. JENSEN Cupertino City Attorney ATTEST: KIRSTEN SQUARCIA City Clerk Date Toby Leavitt Executive Director Jul 11, 2024 Christopher D. Jensen Director of Parks and Recreation Rachelle Sander Jul 11, 2024 Jul 12, 2024 Exhibit A Insurance Requirements As required by the MOU, Organization shall procure prior to commencement of Programs and maintain the following insurance for the duration of the MOU against claims arising from or in connection with Organization, its agents, representatives, employees or subcontractors Programs under this MOU. Minimum Scope and Limit of Insurance. Coverage shall be at least as broad as: 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, it must apply separately to this project/location (CG 25 03 or 25 04) or be twice the required occurrence limit. a. It shall be a requirement that any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements and/or limits shall be made available to the Additional Insured and shall be (i) the minimum coverage/limits specified in this agreement; or (ii) the broader coverage and maximum limits of coverage of any insurance policy, whichever is greater. b. Additional Insured coverage under Organization's policy shall be "primary and non-contributory," will not seek contribution from City’s insurance/self-insurance, and shall be at least as broad as ISO Form CG 20 01 (04/13). c. The limits of insurance required may be satisfied by a combination of primary and umbrella or excess insurance, provided each policy complies with the requirements set forth in this Contract. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary basis for the benefit of City before the City’s own insurance or self-insurance shall be called upon to protect City as a named insured. 2. Automobile Liability: ISO CA 0001 covering Code 1 (any auto), or if Organization has no owned autos, Code 8 (hired) and 9 (non-owned), with limits no less than $1,000,000 per accident for bodily injury and property damage. 3. Workers’ Compensation: As required by the State of California, with Statutory and Employer’s Liability Insurance limits of no less than $1,000,000 per accident for bodily injury or disease. Insurance coverage required may be satisfied by a combination of Primary and Excess/Umbrella insurance. OTHER INSURANCE PROVISIONS The aforementioned insurance shall be endorsed and have all the following conditions and provisions: Additional Insured Status The City of Cupertino, its City Council, officers, officials, employees, agents, servants and volunteers (“Additional Insureds”) are to be covered as additional insureds on Organization’s CGL and automobile liability policies. General Liability coverage can be provided in the form of an endorsement to Organization’s insurance (at least as broad as ISO Form CG 20 10 (11/ 85) or both CG 20 10 and CG 20 37 forms, if later editions are used). Primary Coverage Coverage afforded to City/Additional Insureds shall be primary insurance. Any insurance or self- insurance maintained by City, its officers, officials, employees, or volunteers shall be excess of Organization’s insurance and shall not contribute to it. Notice of Cancellation Each insurance policy shall state that coverage shall not be canceled or allowed to expire, except with written notice to City 30 days in advance or 10 days in advance if due to non-payment of premiums. Waiver of Subrogation Organization waives any right to subrogation against City/Additional Insureds for recovery of damages to the extent said losses are covered by the insurance policies required herein. Specifically, the Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of City for all work performed by Organization, its employees, agents and subconsultants. This provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. Deductibles and Self-Insured Retentions Any deductible or self-insured retention must be declared to and approved by the City. At City’s option, either: the insurer must reduce or eliminate the deductible or self -insured retentions as respects the City/Additional Insureds; or Organization must show proof of ability to pay losses and costs related investigations, claim administration and defense expenses. The policy shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the insured or the City. Acceptability of Insurers Insurers must be licensed to do business in California with an A.M. Best Rating of A-VII, or better. Verification of Coverage Organization must furnish acceptable insurance certificates and mandatory endorsements (or copies of the policies effecting the coverage required by this Contract), and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements prior to commencement of the Contract. City retains the right to demand verification of compliance at any time during the Contract term. Subconsultants Organization shall require and verify that all subconsultants maintain insurance that meet the requirements of this Contract, including naming the City as an additional insured on subconsultant’s insurance policies. Higher Insurance Limits If Organization maintains broader coverage and/or higher limits than the minimums shown above, City shall be entitled to coverage for the higher insurance limits maintained by Organization. Adequacy of Coverage City reserves the right to modify these i nsurance requirements/coverage based on the nature of the risk, prior experience, insurer or other special circumstances, with not less than ninety (90) days prior written notice. ANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED? INSR ADDL SUBRLTR INSD WVD PRODUCER CONTACTNAME: FAXPHONE(A/C, No):(A/C, No, Ext): E-MAILADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY) (MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATIONAND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTEDCLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGGJECT OTHER: $ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person) $ OWNED SCHEDULED BODILY INJURY (Per accident) $AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION $ PER OTH-STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 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. 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). COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) $ $ $ $ $ The ACORD name and logo are registered marks of ACORD 7/3/2024 (410) 685-4625 (410) 685-3071 16691 San Francisco Shakespeare Festival P. O. Box 460937 San Francisco, CA 94146 A 1,000,000 X X PAC4361602-02 3/22/2024 3/22/2025 1,000,000 Abuse & Molestation 20,000 $1,000,000/2,000,000 1,000,000 2,000,000 2,000,000 1,000,000A CAP4361601 3/22/2024 3/22/2025 3,000,000A UMB4361603-02 3/22/2024 3/22/2025 3,000,000 B X 1AUICA160143363101 2/7/2024 2/7/2025 1,000,000 1,000,000 1,000,000 City of Cupertino, Its City Council, Boards and Commissions, Officers, Officials, Employees, Agents, Servants, and Volunteers are named as Additional Insured as required by written contract. Waiver of Subrogation in favor of Additional Insured. City of Cupertino, its City Council, Boards & Commissions, Officers, Officials, Employees, Agents, Servants and Volunteers 10300 Torre Avenue Cupertino, CA 95014 SANFRAN-03 PDUGAN Maury, Donnelly & Parr, Inc.24 Commerce St. Baltimore, MD 21202 Great American Insurance Company# Accredited Surety and Casualty Company, Inc. X X X X X X X X X X CG 89 70 (Ed.11/14)(Page 1 of 12) CG 89 70 (Ed.11/14) THIS ENDORSEMENT CHANGES THE POLICY.PLEASE READ IT CAREFULLY. SIGNATURE GENERAL LIABILITY BROADENING ENDORSEMENT This Endorsement modifies and is subject to the insurance provided under the following form: COMMERCIAL GENERAL LIABILITY COVERAGE PART The following extension only applies in the event that no other specific coverage for the indicated loss exposure is provided under this Policy.If other specific coverage applies,the terms,conditions and limits of that Coverage are the exclusive coverage applicable under this Policy,unless otherwise noted in this Endorsement.This is a summary of the various additional coverages and coverage modifications provided by this Endorsement.For complete details on specific coverages,consult the actual policy wording. Coverage Description Limit of Insurance Page Non-Owned Aircraft Included 2 Non-Owned Watercraft Included 2 Bodily Injury -Mental Injury,Mental Anguish,Humiliation or Shock Included 3 Medical Payments $20,000 3 Damage to Premises Rented to You $1,000,000 3 Supplementary Payments -Bail Bonds $3,000 4 Supplementary Payments -Loss of Earnings $1,000 per day 4 Newly Formed or Acquired Organizations Included 4 Unintentional Failure to Disclose Hazards Included 5 Knowledge of Occurrence,Claim or Suit Included 5 Property Damage Liability -Elevators Included 5 Property Damage Liability -Borrowed Equipment Included 5 Liberalization Clause Included 6 Amendment of Pollution Exclusion (Premises)Included 6 Limited Property Damage to Property of Others $5,000 6 Additional Insured -Manager or Lessor of Premises Included 7 *S9 *01/31/2024 *PAC-4361602-02-02 GREAT AMERICAN ASSURANCE CO *D/B*471230594 262428 CG 89 70 (Ed.11/14)(Page 2 of 12) Coverage Description Limit of Insurance Page Additional Insured -Funding Sources Included 7 Additional Insured -By Contract Included 8 Primary and Non-Contributory Additional Insured Extension Included 10 Additional Insureds -Protection of Your Limits Included 10 Blanket Waiver of Transfer of Rights of Recovery Against Others Included to Us (Subrogation)11 Property Damage Extension With Voluntary Payments $1,000/$5,000 11 Who Is An Insured -Fellow Employee Extension -Management Included Employees 12 Broadened Personal and Advertising Injury Included 12 A.Non-Owned Aircraft Under paragraph 2.Exclusions of SECTION I -COVERAGE A -Bodily Injury and Property Damage Liability,exclusion g.Aircraft,Auto or Watercraft does not apply to an aircraft provided: 1.it is not owned by any insured; 2.it is hired,chartered or loaned with a trained paid crew; 3.the pilot in command holds a currently effective certificate,issued by the duly constituted authority of the United States of America or Canada,designating him or her a commercial or airline pilot;and 4.it is not being used to carry persons or property for a charge. However,the insurance afforded by this provision does not apply if there is available to the Insured other valid and collectible insurance,whether primary,excess (other than insurance written to apply specifically in excess of this Policy),contingent or on any other basis,that would also apply to the loss covered under this provision. B.Non-Owned Watercraft Under paragraph 2.Exclusions of SECTION I -COVERAGE A -Bodily Injury and Property Damage Liability,subparagraph (2)of exclusion g.Aircraft,Auto or Watercraft is replaced by the following: This exclusion does not apply to: (2)A watercraft you do not own that is: (a)less than 60 feet long;and *S9 *01/31/2024 *PAC-4361602-02-02 GREAT AMERICAN ASSURANCE CO *D/B*471230594 262428 CG 89 70 (Ed.11/14)(Page 3 of 12) (b)not being used to carry persons or property for a charge. C.Bodily Injury -Mental Injury,Mental Anguish,Humiliation or Shock Under SECTION V -DEFINITIONS,Definition 3.is replaced by the following: 3."Bodily Injury"means physical injury,sickness,or disease,including death of a person."Bodily Injury"also means mental injury,mental anguish,humiliation,or shock if directly resulting from physical injury,sickness,or disease to that person. D.Medical Payments If Coverage C Medical Payments is not otherwise excluded,the Medical Payments provided by this Policy are amended as follows: The Medical Expense Limit in paragraph 7.of SECTION III -LIMITS OF INSURANCE is replaced by the following Medical expense Limit: The Medical Expense Limit provided by this Policy shall be the greater of: a.$20,000;or b.the amount shown in the Declarations for Medical Expense Limit This provision 7.is subject to all the terms of SECTION III -LIMITS OF INSURANCE. E.Damage to Premises Rented to You If Damage to Premises Rented to You is not otherwise excluded from this Coverage Part: 1.Under paragraph 2.Exclusions of SECTION I -COVERAGE A -Bodily Injury and Property Damage Liability: 3.The last paragraph of paragraph 2.Exclusions is deleted in its entirety and replaced by the following: Exclusions c.through n.do not apply to damage by fire,lightning,explosion,smoke, leakage from an automatic fire protection system or water to premises while rented to you or temporarily occupied by you with permission of the owner.A separate Limit of Insurance applies to this coverage as described in SECTION III -LIMITS OF INSURANCE. However,this insurance does not apply to damage to premises while rented to you,or temporarily occupied by you with the permission of the owner,caused by: i.rupture,bursting,or operation of pressure relief devices; ii.rupture or bursting due to expansion or swelling of the contents of any building or structure,caused by or resulting from water; iii.explosion of steam boilers,steam pipes,steam engines,or steam turbines;or iv.flood 2.Paragraph 6.Under SECTION III -LIMITS OF INSURANCE is deleted in its entirety and replaced with the following: *S9 *01/31/2024 *PAC-4361602-02-02 GREAT AMERICAN ASSURANCE CO *D/B*471230594 262428 CG 89 70 (Ed.11/14)(Page 4 of 12) 6.Subject to paragraph 5.above,the most we will pay under Coverage A for damages because of "property damage"to any one premises,while rented to you,or in the case of damage caused by fire,lightning,explosion,smoke,leakage from automatic fire protection system or water while rented to you or temporarily occupied by you with the permission of the owner,for all such damage caused by fire,lightning,explosion,smoke,leakage from automatic fire protection systems or water proximately caused by the same event,whether such damage results from fire,lightning,explosion,smoke,leakage from automatic fire protection systems or water or any combination of the six,is the higher of $1,000,000 or the amount shown in the Declarations for the Damage to Premises Rented to You Limit. 3.Under SECTION IV -COMMERCIAL GENERAL LIABILITY CONDITIONS,subsection 4.Other Insurance,paragraph b.Excess Insurance where the words "Fire insurance"appear they are changed to "insurance for fire,lightning,explosion,smoke,leakage from an automatic fire protection system or water." 4.As regards coverage provided by this provision I.Damage to Premises Rented to You - paragraph 9.a.of Definitions is replaced with the following: 9.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,lightning, explosion,smoke,leakage from automatic fire protection systems or water to premises while rented to you or temporarily occupied by you with the permission of the owner is not an "insured contract"; F.Supplementary Payments 1.In the Supplementary Payments -Coverages A and B provision,paragraph 1.b.is replaced with: b.Up to $3,000 for the cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies.We do not have to furnish these bonds. 2.Paragraph 1.d.is replaced by the following: d.All reasonable expenses incurred by the Insured at our request to assist us in the investigation or defense of the claim or "suit,"including actual loss of earnings up to $ 1,000 a day because of time off work. G.Newly Formed or Acquired Organizations Paragraph 3.of SECTION II -WHO IS AN INSURED is replaced by the following: 3.Any organization you newly acquire or form and over which you maintain ownership or majority interest,will qualify as a named insured if there is no other similar insurance available to that organization.However: a.coverage under this provision is afforded only until the expiration of the policy period in which the entity was acquired or formed by you; b.coverage A does not apply to "bodily injury"or property damage that occurred before you acquired or formed the organization;and c.coverage B does not apply to "personal and advertising injury"arising out of an offense committed before you acquired or formed the organization. *S9 *01/31/2024 *PAC-4361602-02-02 GREAT AMERICAN ASSURANCE CO *D/B*471230594 262428 CG 89 70 (Ed.11/14)(Page 5 of 12) d.records and descriptions of operations must be maintained by the first named insured. 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 or qualifies as an insured under this provision. H.Unintentional Failure to Disclose Hazards Under SECTION IV -COMMERCIAL GENERAL LIABILITY CONDITIONS,the following is added to Condition 6.Representations: Failure of the Insured to disclose all hazards existing as of the inception date of this Policy shall not prejudice the insurance with respect to the coverage afforded by this Policy,provided such failure or omission is not intentional on the part of the Insured. I.Knowledge of Occurrence,Claim or Suit Under SECTION IV -COMMERCIAL GENERAL LIABILITY CONDITIONS,the following is added to Condition 2.Duties in the Event of Occurrence,Offense,Claim or Suit: Knowledge of any occurrence,claim,or suit by any agent,servant or employee of the Named Insured does not in itself constitute knowledge by the Insured unless notice of such injury,claim or suit shall have been received by: a.you,if you are an individual; b.a partner,if you are a partnership c.an executive officer or insurance manager,if you are a corporation. J.Property Damage Liability -Elevators 1.Under paragraph 2.Exclusions of SECTION I -COVERAGE A -Bodily Injury and Property Damage Liability,subparagraphs (3),(4)and (6)of exclusion j.Damage to Property do not apply if such property damage results from the use of elevators. 2.The following is added to SECTION IV -COMMERCIAL GENERAL LIABILITY CONDITIONS, Condition 4.Other Insurance,paragraph b.Excess Insurance: The insurance afforded by this provision of this Endorsement is excess over any property insurance,whether primary,excess,contingent or on any other basis. K.Property Damage Liability -Borrowed Equipment 1.Under paragraph 2.Exclusions of SECTION I -COVERAGE A -Bodily Injury and Property Damage Liability,subparagraph (4)of exclusion j.Damage to Property does not apply to "property damage"to borrowed equipment while not being used to perform operations at a job site. 2.The following is added to SECTION IV -COMMERCIAL GENERAL LIABILITY Conditions, Condition 4.Other Insurance,paragraph b.Excess Insurance: The insurance afforded by this provision of this Endorsement is excess over any property insurance,whether primary,excess,contingent or on any other basis. *S9 *01/31/2024 *PAC-4361602-02-02 GREAT AMERICAN ASSURANCE CO *D/B*471230594 262428 CG 89 70 (Ed.11/14)(Page 6 of 12) L.Liberalization Clause If we revise this Signature General Liability Broadening Endorsement to provide more coverage without additional premium charge,your policy will automatically provide the coverage as of the date the revision is effective in your state. M.Amendment of Pollution Exclusion (Premises) 1.The following is added to paragraph (1)(a)of Exclusion f.of SECTION I -COVERAGE A - Bodily Injury and Property Damage Liability: (iv)"Bodily injury"or "property damage"arising out of the actual discharge,dispersal,seepage, migration,release or escape of "pollutants." As used in this Endorsement,the actual discharge,dispersal,seepage,migration,release or escape of pollutants must: (aa)commence on a clearly identifiable day during the policy period;and (bb)end,in its entirety,within seventy-two (72)hours of the commencement of the discharge,dispersal,seepage,migration,release or escape of "pollutants";and (cc)be discovered and reported to us within fifteen (15)days of the clearly identifiable day that the discharge,dispersal,seepage,migration,release or escape of "pollutants" commences;and (dd)be neither expected nor intended from the standpoint of any insured;and (ee)be unrelated to any previous discharge,dispersal,seepage,migration,release or escape;and (ff)not originate at or from a storage tank or other container,duct or piping which: a.is below the surface of the ground or water;or b.at any time has been buried under the surface of the ground or water and then is subsequently exposed. 2.For the purposes of this coverage,the following is added to the definition of "property damage"of SECTION V -DEFINITIONS and applies only as respects this coverage: Land or water,whether below ground level or not,is not tangible property. 3.Coverage provided hereunder does not apply to any discharge,dispersal,seepage,migration, release or escape that is merely threatened or alleged rather than shown to have actually occurred. N.Limited Property Damage to Property of Others The following is added under SECTION I -SUPPLEMENTARY PAYMENTS -COVERAGES A and B: 3.We will pay up to $5,000 for loss to personal property of others while in the temporary care, custody or control of an insured caused by any person participating in your organized activities. For the purpose of this supplementary payment,loss shall mean damage or destruction but does not include mysterious disappearance or loss of use.In the event of a theft,a police report must be filed.This supplementary payment does not apply if: a.coverage is otherwise provided by the Property Coverage part (if any)of this Policy;or *S9 *01/31/2024 *PAC-4361602-02-02 GREAT AMERICAN ASSURANCE CO *D/B*471230594 262428 CG 89 70 (Ed.11/14)(Page 7 of 12) b.the loss is covered by any other insurance you have or by any insurance of such person who causes such loss. These payments will not reduce the Limits of Insurance. O.Additional Insured -Manager or Lessor of Premises 1.SECTION II -WHO IS AN INSURED is amended to include as an additional insured any person or organization from whom you lease or rent property and which requires you to add such person or organization as an additional insured on this Policy under: (a)a written contract;or (b)an oral agreement or contract where a Certificate of Insurance showing that person or organization as an additional insured has been issued; but the written or oral contract or agreement must be an "insured contract,"and, (i)currently in effect or become effective during the term of this Policy;and (ii)executed prior to the "bodily injury,""property damage,""personal and advertising injury." 2.With respect to the insurance afforded to the Additional Insured identified in paragraph 1. above,the following additional provisions apply: (a)This insurance applies only with respect to the liability arising out of the ownership, maintenance or use of that part of the premises leased to you. (b)The Limits of Insurance applicable to the Additional Insured are the lesser of those specified in the written contract or agreement or in the Declarations for this Policy and subject to all the terms,conditions and exclusions for this Policy.The Limits of Insurance applicable to the Additional Insured are inclusive of and not in addition to the Limits of Insurance shown in the Declarations. (c)In no event shall the coverages or Limits of Insurance in this Coverage Form be increased by such contract. (d)Coverage provided herein is excess over any other valid and collectible insurance available to the Additional Insured whether the other insurance is primary,excess,contingent or on any other basis unless a written contractual arrangement specifically requires this insurance to be primary. (e)This insurance applies only to the extent permitted by law. 3.This insurance does not apply to: (a)Any "occurrence"or offense which takes place after you cease to be a tenant in that premises. (b)Structural alterations,new construction or demolition operations performed by or on behalf of the Additional Insured. P.Additional Insured -Funding Sources 1.SECTION II -WHO IS AN INSURED is amended to include as an additional insured any Funding Source which requires you in a written contract to name the Funding Source as an additional insured but only with respect to liability arising out of: *S9 *01/31/2024 *PAC-4361602-02-02 GREAT AMERICAN ASSURANCE CO *D/B*471230594 262428 CG 89 70 (Ed.11/14)(Page 8 of 12) a.your premises;or b."your work"for such additional insured;or c.acts or omissions of such additional insured in connection with the general supervision of "your work" and only to the extent set forth as follows: a.The Limits of Insurance applicable to the Additional Insured are the lesser of those specified in the written contract or agreement or in the Declarations for this Policy and subject to all the terms,conditions and exclusions for this Policy.The Limits of Insurance applicable to the Additional Insured are inclusive of and not in addition to the Limits of Insurance shown in the Declarations. b.The insurance afforded to the Additional Insured only applies to the extent permitted by law c.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. d.In no event shall the coverages or Limits of Insurance in this Coverage Form be increased by such contract. Q.Additional Insureds -By Contract 1.SECTION II -WHO IS AN INSURED is amended to include as an insured any person or organization whom you have agreed to add as an additional insured in a written contract,written agreement or permit.Such person or organization is an additional insured but only with respect to liability for "bodily injury,""property damage"or "personal and advertising injury"arising out of: a.your acts or omissions,or the acts or omissions of those acting on your behalf,in the performance of your ongoing operations for the Additional Insured that are subject of the written contract or written agreement provided that the "bodily injury"or "property damage occurs,or the "personal and advertising injury"is committed,subsequent to the signing of such written contract or written agreement;or b.the maintenance,operation or use by you of equipment rented or leased to you by such person or organization;or c.the Additional Insureds financial control of you;or d.operations performed by you or on your behalf for which the state or political subdivision has issued a permit However: 1.the insurance afforded to such additional insured only applies to the extent permitted by law;and 2.if coverage provided to the Additional Insured is required by 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 such additional insured. With respect to paragraph 1.a.above,a person's or organization's status as an additional insured under this Endorsement ends when: *S9 *01/31/2024 *PAC-4361602-02-02 GREAT AMERICAN ASSURANCE CO *D/B*471230594 262428 CG 89 70 (Ed.11/14)(Page 9 of 12) (1)all work,including materials,parts or equipment furnished in connection with such work,on the project (other than service,maintenance or repairs)to be performed for or on behalf of the Additional Insured(s)at the location of the covered operations has been completed; or (2)that portion of "your work"out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. With respect to paragraph 1.b.above,this insurance does not apply to any "occurrence"which takes place after the equipment rental or lease agreement has expired or you have returned such equipment to the lessor. The insurance provided by this Endorsement applies only if the written contract or written agreement is signed prior to the "bodily injury"or "property damage." We have no duty to defend an additional insured under this Endorsement until we receive written notice of a "suit"by the Additional Insured as required in paragraph b.of Condition 2. Duties in the Event of Occurrence,Offense,Claim or Suit under SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITION. 2.With respect to the insurance provided by this Endorsement,the following are added to paragraph 2.Exclusions under SECTION I -COVERAGE A -Bodily Injury and Property Damage Liability: This insurance does not apply to: a."Bodily injury"or "property damage"that occurs prior to your commencing operations at the location where such "bodily injury"or "property damage"occurs. b."Bodily injury,""property damage"or "personal and advertising injury"arising out of the rendering of,or 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; or (2)supervisory,inspection,architectural or engineering activities. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision,hiring,employment,training or monitoring of others by that Insured,if the "occurrence"which caused the "bodily injury"or "property damage,"or the offense which caused the "personal and advertising injury,"involved the rendering of,or failure to render,any professional architectural,engineering or surveying services. c."Bodily injury"or "property damage"occurring after: (1)all work,including materials,parts or equipment furnished in connection with such work,on the project (other than service,maintenance or repairs)to be performed for or on behalf of the Additional Insured(s)at the location of the covered operations has been completed;or (2)that portion of "your work"out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. *S9 *01/31/2024 *PAC-4361602-02-02 GREAT AMERICAN ASSURANCE CO *D/B*471230594 262428 CG 89 70 (Ed.11/14)(Page 10 of 12) d.Any person or organization specifically designated as an additional insured for ongoing operations by a separate additional insured endorsement issued by us and made part of this Policy. 3.With respect to the insurance afforded to these Additional Insureds,the following is added to SECTION III -LIMITS OF INSURANCE: If coverage provided to the Additional Insured is required by a contract or agreement,the most we will pay on behalf of the Additional Insured is the amount of insurance: a.required by the contract or agreement;or b.available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This Endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. R.Primary and Non-Contributory Additional Insured Extension This provision applies to any person or organization who qualifies as an additional insured under any form or endorsement under this Policy. Condition 4.Other Insurance of SECTION IV -COMMERCIAL GENERAL LIABILITY CONDITIONS is amended as follows: a.The following is added to paragraph a.Primary Insurance: 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 (2)you have 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. b.The following is added to paragraph b.Excess Insurance: When a written contract or written agreement,other than a premises lease,facilities rental contract or agreement,an equipment rental or lease contract or agreement or permit issued by a state or political subdivision between you and an additional insured does not require this insurance to be primary or primary and non-contributory,this insurance is excess over any other insurance for which the Additional Insured is designated as a named insured. Regardless of the written agreement between you and an additional insured,this insurance is excess over any other insurance whether primary,excess,contingent or on any other basis for which the Additional Insured has been added as an additional insured on other policies. S.Additional Insureds -Protection of Your Limits This provision applies to any person or organization who qualifies as an additional insured under any form or endorsement under this Policy. 1.The following is added to Condition 2.Duties in the Event of Occurrence,Offense,Claim or Suit: An additional insured under this Endorsement will as soon as practicable: *S9 *01/31/2024 *PAC-4361602-02-02 GREAT AMERICAN ASSURANCE CO *D/B*471230594 262428 CG 89 70 (Ed.11/14)(Page 11 of 12) a.give written notice of an "occurrence"or an offense that may result in a claim or "suit" under this insurance to us; b.tender the defense and indemnity of any claim or "suit"to all insurers whom also have insurance available to the Additional Insured;and c.agree to make available any other insurance which the Additional Insured has for a loss we cover under this Coverage Part. d.we have no duty to defend or indemnify an additional insured under this Endorsement until we receive written notice of a "suit"by the Additional Insured. 2.The Limits of Insurance applicable to the Additional Insured are those specified in a written contract or written agreement or the Limits of Insurance stated in the Declarations of this Policy and defined in SECTION III -LIMITS OF INSURANCE of this Policy,whichever are less.These limits are inclusive of and not in addition to the Limits of Insurance available under this Policy. T.Blanket Waiver of Transfer of Rights of Recovery Against Others to Us (Subrogation) Under SECTION IV -COMMERCIAL GENERAL LIABILITY CONDITIONS,the following is added to Condition 8.Transfer of Rights of Recovery Against Others to Us: If required by a written contract or written agreement,we waive any right of recovery we may have against a person or organization because of payment we make for injury or damage arising out of your ongoing operations or "your work"done under a contract for that person or organization and included in the "products-completed operations hazard"provided that the injury or damage occurs subsequent to the execution of the written contract or written agreement. U.Property Damage Extension with Voluntary Payments 1.The following is added to paragraph 1.Insuring Agreement of SECTION I -COVERAGE A - Bodily Injury and Property Damage Liability: At your request we will pay for "loss"to property of others caused by your business operations for which this Policy provides liability insurance.Such payment will be made without regard to your legal obligation to do so.The "loss"must occur during the policy period and must take place in the "coverage territory." 2.With respect to the coverage afforded under paragraph 1.above,paragraph 2.Exclusions of SECTION I -COVERAGES A -Bodily Injury and Property Damage Liability is amended as follows: Exclusions j.(3),j.(4),j.(5)and j.(6)are deleted. 3.As respects coverage afforded by this coverage,SECTION III -LIMITS OF INSURANCE is replaced by the following: Regardless of the number of insureds,claims made or "suits"brought or persons or organizations making claims or bring "suits": 1.Subject to 2.Below,the most we will pay for one or more "loss"arising out of any one "occurrence"is $1,000. 2.The aggregate amount we will pay for the sum of all "loss"in an annual period is $5,000. This aggregate amount is part of and not in addition to the General Aggregate Limit described in paragraph 2.of SECTION III -LIMITS OF INSURANCE. *S9 *01/31/2024 *PAC-4361602-02-02 GREAT AMERICAN ASSURANCE CO *D/B*471230594 262428 CG 89 70 (Ed.11/14)(Page 12 of 12) V.Who Is an Insured -Fellow Employee Extension -Management Employees 1.The following is added to paragraph 2.a.(1)of SECTION II -WHO IS AN INSURED: Paragraph (a)and (b)above do not apply to "bodily injury"or "personal and advertising injury" caused by an "employee"who is acting in a supervisory capacity for you.Supervisory capacity as used herein means the "employee's"job responsibilities assigned by you,including the direct supervision of other "employee"of yours.However,none of these "employees"are insureds for "bodily injury"or "personal and advertising injury"arising out of their willful conduct,which is defined as the purposeful or willful intent to cause "bodily injury"or "personal and advertising injury,"caused in whole or in part by their intoxication by liquor or controlled substances. This coverage is excess over any other valid and collectable insurance available to your "employee." W.Broadened Personal and Advertising Injury 1.Unless "Personal and Advertising Injury"is excluded from this Policy,the following is added to SECTION V -DEFINITIONS Item 14.: h.mental injury,mental anguish,humiliation,or shock,if directly resulting from Items 14.a. through 14.e. *S9 *01/31/2024 *PAC-4361602-02-02 GREAT AMERICAN ASSURANCE CO *D/B*471230594 262428 *81 *01/30/2024 *CAP 4361601 02 00 Great American Insurance Company *D/B*471230594 262428 CA 86 20 (Ed.05/16)(Page 1 of 9) CA 86 20 (Ed.05/16) THIS ENDORSEMENT CHANGES THE POLICY.PLEASE READ IT CAREFULLY. SIGNATURE BUSINESS AUTO BROADENING ENDORSEMENT This endorsement modifies insurance provided under the following form: BUSINESS AUTO COVERAGE FORM To the extent that the provisions of this endorsement provide broader benefits to the "insured"than other provisions of the policy,the provisions of this endorsement apply. This is a summary of the various additional coverages and coverage modifications provided by this endorsement.For complete details on specific coverages,consult the actual policy wording. Coverage Limit of Insurance Page Who is an Insured -Employees,Partners,Members,Included 2 Volunteers and Board Members Automatic Additional Insureds -By Contract and Primary and Included 2 Non-Contributory Provision Leased Auto Coverage Included 3 Owned Subsidiaries and Newly Acquired or Formed Included 4 Organizations Supplementary Payments -Bail Bonds $5,000 4 Supplementary Payments -Loss of Earnings $1,000 per day 4 Fellow Employee Included 5 Physical Damage Coverage Extensions -Towing $200 -any auto 5 Physical Damage Coverage Extensions -Glass Breakage No Deductible 5 Physical Damage Coverage Extensions -Transportation $100 per day,$3,000 max 5 Expenses Hired Auto Physical Damage Coverage $100 per day,$3,000 max 5 $500 -personal items,$1,000 - Total Theft of a Covered Auto reasonable expenses to return stolen auto 6 Auto Loan /Lease Gap Protection Included 6 Customization Coverage $2,000 7 *81 *01/30/2024 *CAP 4361601 02 00 Great American Insurance Company *D/B*471230594 262428 CA 86 20 (Ed.05/16)(Page 2 of 9) Coverage Limit of Insurance Page Newly Acquired Owned Autos and Donated Autos Physical $100,000 7 Damage Coverage $100 per day up to 30 days 8 Rental Reimbursement Coverage $500 for reasonable expenses to remove and replace your materials and equipment 8 Accidental Discharge -Airbag Coverage Included 8 Original Equipment Manufacturer OEM Part Replacement Included 8 Multiple Deductibles Included 8 Notice and Knowledge of Occurrence -Duties in the Event of Included 8 Accident,Claim,Suit or Loss Blanket Waiver of Subrogation By Written Contract Included 9 Unintentional Failure to Disclose Hazards Included 9 Mental Anguish Included 9 A.WHO IS AN INSURED -EMPLOYEES,PARTNERS,MEMBERS,VOLUNTEERS AND BOARD MEMBERS SECTION II -COVERED AUTOS LIABILITY COVERAGE,A.1.Who is An Insured is amended by adding the following: d.Any "employee",partner or member of yours while using a covered "auto"you don't own,hire or borrow in your business or your personal affairs. e.Anyone volunteering services to you while using a covered "auto"you don't own,hire or borrow in activities necessary to your business.Anyone else who furnishes that "auto"is also an "insured". f.Board members (or their spouses)while renting a vehicle while on business for the named insured. B.AUTOMATIC ADDITIONAL INSUREDS -BY CONTRACT AND PRIMARY AND NON-CONTRIBUTORY PROVISION SECTION II -COVERED AUTOS LIABILITY COVERAGE,A.1.Who is An Insured is amended to include as an Insured any person or organization whom you are required to add as an Additional Insured on this policy under: a.a written contract or written agreement: (1)in effect on the date of the "accident";and *81 *01/30/2024 *CAP 4361601 02 00 Great American Insurance Company *D/B*471230594 262428 CA 86 20 (Ed.05/16)(Page 3 of 9) (2)signed by all parties prior to the "accident." This person or organization is an Additional Insured only to the extent you are liable for an "accident"caused,in whole or in part,by the use of a covered "auto"being driven by you or any "insured."However; a.the insurance afforded to such Additional Insured only applies to the extent permitted by law; and b.if coverage provided to the Additional Insured is required by a written contract or written agreement,the insurance afforded to such Additional Insured will not be broader than that which you are required by the written contract or written agreement to provide for such Additional Insured. With respect to insurance provided to an Additional Insured the following provisions apply: a.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 (2)You have 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. b.When a written contract or written agreement does not require this insurance to be primary or primary and non-contributory,this insurance is excess over any other insurance for which the Additional Insured is designated as a Named Insured. c.Regardless of the written contract or written agreement between you and an Additional Insured, this insurance is excess over any other insurance whether primary,excess,contingent or any other basis for which the Additional Insured has been added as an additional insured on other policies. d.If coverage provided to the additional insured is required by a written contract or written agreement,the most we will pay on behalf of the additional insured is the amount of insurance: (1)Required by the written contract or written agreement;or (2)Available under the applicable Limits of Insurance show in the Declarations; whichever is less. C.LEASED AUTO COVERAGE With respect to insurance provided to an Additional Insured who is a lessor of a "leased auto"the following provisions apply: SECTION II -COVERED AUTOS LIABILITY COVERAGE,A.Coverage is amended by adding the following: Any "leased auto"designated or described in the Schedule will be considered a covered "auto"you own and not covered "auto"you hire or borrow. For a covered "auto"that is a "leased auto"Who Is An Insured is changed to include as an "Insured" the lessor. The coverages provided under this endorsement apply to any "leased auto"described in the *81 *01/30/2024 *CAP 4361601 02 00 Great American Insurance Company *D/B*471230594 262428 CA 86 20 (Ed.05/16)(Page 4 of 9) Schedule until the expiration date shown in the Schedule,or when the lessor or his or her agent takes possession of the "leased auto,"whichever occurs first. SECTION IV -BUSINESS AUTO CONDITIONS,A.4.Loss Payment -Physical Damage Coverages is amended by adding the following: a.We will pay,as interest may appear,you and the lessor for "loss"to a "leased auto." b.The insurance covers the interest of the lessor unless the "loss"results from fraudulent acts or omissions on your part. c.If we make any payment to the lessor,we will obtain his or her rights against any other party. SECTION V -DEFINITIONS is amended by adding the following definition: "Leased auto"means any "auto"leased or rented to you including any substitute,replacement or extra "auto"needed to meet seasonal or other needs,under a leasing or rental agreement that requires you to provide direct primary insurance for the lessor. D.OWNED SUBSIDIARIES AND NEWLY ACQUIRED OR FORMED ORGANIZATIONS SECTION II -COVERED AUTOS LIABILITY COVERAGE,A.1.Who is An Insured is amended by adding the following: The following are "insureds": a.Any subsidiary which is a legally incorporated entity of which you maintain ownership or majority interest on the effective date of this Coverage Form except: (1)Any subsidiary that is an insured under any other automobile liability policy. (2)Any subsidiary which would be an insured under any other automobile liability policy but for the termination of such policy or exhaustion of such policy's Limits of Insurance. b.Any organization you newly acquire or form,and in which you maintain ownership or majority interest,but only for the period beginning when you first maintained majority interest until the end of the policy period of this Coverage Form,or the next anniversary of the inception date of this Coverage From,whichever is earlier.However,the newly acquired or formed organization is not an "Insured": (1)For "bodily injury"or "property damage"resulting from an "accident"that occurred before you acquired or formed the organization. (2)If it is an insured under any other automobile liability policy or would be an insured under any other automobile liability policy but for the termination of such policy or exhaustion of such policy's Limits of Insurance. E.SUPPLEMENTARY PAYMENTS SECTION II -COVERED AUTOS LIABILITY COVERAGE,A.2.a.(2)is deleted and replaced with the following: (2)Up to $5,000 for 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. SECTION II -COVERED AUTOS LIABILITY COVERAGE,A.2.a.(4)is deleted and replaced with the following: *81 *01/30/2024 *CAP 4361601 02 00 Great American Insurance Company *D/B*471230594 262428 CA 86 20 (Ed.05/16)(Page 5 of 9) (4)All reasonable expenses incurred by the "Insured"at our request,including actual loss of earnings up to $1,000 a day because of time off from work. F.FELLOW EMPLOYEE SECTION II -LIABILITY COVERAGE is amended to add the following after Paragraph B.5.b: This exclusion does not apply to "bodily injury"resulting from the use of a covered "auto"you own or hire.Coverage afforded by this section is excess over any other collectible insurance. G.PHYSICAL DAMAGE COVERAGE EXTENSIONS -TOWING SECTION III -PHYSICAL DAMAGE COVERAGE,A.Coverage,2.Towing is deleted in its entirety and replaced with the following: 2.Towing We will pay up to $200 for towing and labor costs incurred each time a covered "auto"is disabled.However,the labor must be performed at the place of disablement.No deductible applies to this enhancement. H.PHYSICAL DAMAGE COVERAGE EXTENSIONS -GLASS BREAKAGE SECTION III -PHYSICAL DAMAGE COVERAGE,A.Coverage,3.Glass Breakage -Hitting a Bird or Animal -Falling Objects or Missiles is amended by adding the following: No deductible for covered "autos"applies to "loss"resulting from glass breakage. I.PHYSICAL DAMAGE COVERAGE EXTENSIONS -TRANSPORTATION EXPENSES SECTION III -PHYSICAL DAMAGE COVERAGE,A.Coverage,4.Coverage Extensions,a.is deleted in its entirety and replaced with the following: a.Transportation Expenses We will pay up to $100 per day to a maximum of $3,000 for temporary transportation expense incurred by you because of "loss"to a covered "auto".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 until the covered "auto"is returned to use or we pay for its "loss,"regardless of the policy's expiration. We will pay under this coverage extension only that amount of Transportation Expenses which is not already provided under O.Rental Reimbursement Coverage of this endorsement. J.HIRED AUTO PHYSICAL DAMAGE COVERAGE SECTION III -PHYSICAL DAMAGE COVERAGE,A.Coverage,4.Coverage Extensions,is amended to add the following: HIRED AUTO PHYSICAL DAMAGE COVERAGE If Comprehensive Coverage,Specified Causes of Loss or Collision Coverage is shown in the Declarations for any covered "auto",then the same type of Physical Damage Coverage is provided for any Hired Auto,subject to the following: a.The most we will pay for any one "accident"or "loss"the lesser of: (1)the actual cash value of the covered "auto"at the time of the "loss";or *81 *01/30/2024 *CAP 4361601 02 00 Great American Insurance Company *D/B*471230594 262428 CA 86 20 (Ed.05/16)(Page 6 of 9) (2)the actual cost to repair or replace such covered "auto"at the time of the "loss." b.The Limit of Insurance as determined under Paragraph J.a.,above,will be reduced by any applicable Comprehensive or Collision deductible for each covered "auto."This deductible will be equal to the largest deductible applicable under any coverage for such covered "auto."No deductible applies to "loss"caused by fire or lightning. c.The coverage provided by this coverage extension will be excess over any other collectible insurance. d.Subject to Paragraphs J.a,J.b and J.c,above,we will provide the broadest coverage applicable to any covered "auto"shown in the Declarations. e.For coverage provided under this coverage extension,the last sentence of Paragraph A.4.b under SECTION III -PHYSICAL DAMAGE COVERAGE,is deleted and replaced with the following: However,the most we will pay for any expenses for loss of use is $100 per day,to a maximum of $3,000 per "accident"if loss of use results from an "accident"for which you are legally liable and the lessor incurs a financial loss. K.TOTAL THEFT OF A COVERED AUTO SECTION III -PHYSICAL DAMAGE COVERAGE,A.Coverage,4.Coverage Extensions,is amended to add the following: Total Theft of a Covered Auto In the event of the total theft of a covered "auto": a.Coverage includes personal items in the covered "auto"at the time of loss up to a maximum of $500.No deductible applies to this coverage. b.We will pay reasonable expenses for returning the stolen covered "auto"to you once it is recovered,up to a maximum of $1,000.No deductible applies to this coverage. L.AUTO LOAN /LEASE GAP PROTECTION SECTION III -PHYSICAL DAMAGE COVERAGE,A.Coverage,4.Coverage Extensions,is amended to add the following: In the event of a total "loss"of a covered "auto"shown in the Declarations for which Physical Damage Coverage is provided,we will provide coverage for any unpaid amount due on the lease or loan for such covered "auto,"less the following: a.The amount paid under the Physical Damage Coverage Section of the Policy for that covered "auto",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; *81 *01/30/2024 *CAP 4361601 02 00 Great American Insurance Company *D/B*471230594 262428 CA 86 20 (Ed.05/16)(Page 7 of 9) (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 loans or leases. M.CUSTOMIZATION COVERAGE SECTION III -PHYSICAL DAMAGE COVERAGE,A.Coverage,4.Coverage Extensions,is amended to add the following: a.We will pay with respect to a covered "auto"for "loss"to automobile customization which includes special carpeting and insulation,height -extended roofs and custom murals,paintings, vinyl wraps or other details or graphics. b.our limit of liability for "loss"to automobile customizations in any one "loss"shall be the least of: (1)the actual cash value of the stolen or damaged property; (2)the amount necessary to repair or replace the property;or (3)$2,000. This coverage does not apply to electronic equipment. N.NEWLY ACQUIRED OWNED AUTOS AND DONATED AUTOS PHYSICAL DAMAGE COVERAGE SECTION III -PHYSICAL DAMAGE COVERAGE,A.Coverage,4.Coverage Extensions,is amended to add the following: If Comprehensive,Specified Causes of Loss,or Collision Coverage is provided by this Policy,the coverage is extended to apply to Physical Damage "loss"to your newly acquired owned "autos"and donated autos.We will provide the broadest coverage available to any covered "auto"shown in the Declarations. The most we will pay for "loss"to a newly acquired "auto"or donated auto is the least of: a.the actual cash value of the damaged or stolen property as of the time the "loss,"or your actual cost of purchase of the newly acquired "auto",whichever is more; b.the actual cost of: (1)replacing the damaged or stolen property with other property of like kind and quality;or (2)repairing the damaged property. without deduction for depreciation;or c.$100,000. However,the most we will pay for all covered physical damage "loss"for newly acquired autos and donated autos occurring during the policy period shown on the Declarations is $100,000. For each newly acquired "auto"our obligation to pay "loss"will be reduced by a deductible equal to the highest deductible applicable to any "auto"for that coverage.No deductible will be applied to "loss"caused by fire or lightning. *81 *01/30/2024 *CAP 4361601 02 00 Great American Insurance Company *D/B*471230594 262428 CA 86 20 (Ed.05/16)(Page 8 of 9) Coverage under this Extension,for newly acquired owned "autos"is afforded until you notify us to add the newly acquired owned vehicle to your auto schedule or until the end of the policy period, whichever is earlier. O.RENTAL REIMBURSEMENT COVERAGE EXTENSION SECTION III -PHYSICAL DAMAGE COVERAGE,A.Coverage,4.Coverage Extensions,is amended to add the following: For those covered "autos"for which you carry Comprehensive or Specified Cause of Loss Coverage: We will pay up to $100 per day,for up to 30 days,for Rental Reimbursement Expenses incurred by you for the rental of an "auto"because of a "loss"to a covered "auto". We will also pay up to $500 for reasonable and necessary expenses incurred by you to remove and replace your materials and equipment from the covered "auto". We will pay under this coverage extension only that amount of your Rental Reimbursement Expenses which is not already provided under I.Transportation Expenses of this endorsement. P.ACCIDENTAL DISCHARGE -AIRBAG COVERAGE SECTION III -PHYSICAL DAMAGE COVERAGE,B.3.a is deleted and replaced with the following: a.Wear and tear,freezing,mechanical or electrical breakdown,but this exclusion does not apply to "loss"due and confined to the accidental discharge of an airbag.No deductible applies to this coverage. Q.ORIGINAL EQUIPMENT MANUFACTURER (OEM)PART REPLACEMENT SECTION III -PHYSICAL DAMAGE,C.Limit of Insurance,Paragraph 1.is amended to include: We will pay the cost to replace the damaged parts (excluding glass and mechanical parts)with new Original Equipment Manufacturer (OEM)replacement parts if the damage parts cannot be repaired. R.MULTIPLE DEDUCTIBLES SECTION III -PHYSICAL DAMAGE,D.Deductible,is amended to add the following: When two or more covered "autos"sustain "loss"in a single incident,a single Physical Damage deductible will apply to the total "loss"for all covered "autos."That deductible will be the largest of all deductibles applying to any of the covered "autos"involved in the single incident. S.NOTICE AND KNOWLEDGE OF OCCURRENCE -DUTIES IN THE EVENT OF ACCIDENT,CLAIM, SUIT OR LOSS SECTION IV -BUSINESS AUTO CONDITIONS,Paragraph A.2.a.is deleted and replaced with the following: a.In the event of "accident,"claim,"suit"or "loss,"you must give us or our authorized representative notice as soon as practicable of the "accident"or "loss"after the "accident"or "loss"is known to you (if you are an individual),one of your partners (if you are a partnership), or one of your officers or any personnel responsible for insurance,risk management,or loss prevention (if you are a corporation).Notice shall include: (1)How,when and where the "accident"or "loss"occurred; *81 *01/30/2024 *CAP 4361601 02 00 Great American Insurance Company *D/B*471230594 262428 CA 86 20 (Ed.05/16)(Page 9 of 9) (2)The "insured's"name and address;and (3)To the extent possible,the names and addresses of any injured persons and witnesses. SECTION IV -BUSINESS AUTO CONDITIONS,Paragraph A.2.b(2)is deleted and replaced with the following: (2)As soon as practicable send us copies of any request,demand,order,notice,summons or legal paper received concerning the claim or "suit"after the claim or "suit"is known to you (if you are an individual),one of your partners (if you are a partnership),or one of your officers or any personnel responsible for insurance,risk management,or loss prevention (if you are a corporation). T.BLANKET WAIVER OF SUBROGATION BY WRITTEN CONTRACT SECTION IV -BUSINESS AUTO CONDITIONS,Paragraph A.5 is amended to add the following: However,we waive any right of recovery we may have against any person or organization to the extent required of you by a written contract or written agreement signed by all parties prior to any "accident"or "loss",provided that the "accident"or "loss"arises out of the operations contemplated by such written contract or written agreement.The waiver applies only to the person or organization designated in such written contract or written agreement. U.UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS SECTION IV -BUSINESS AUTO CONDITIONS,B.2.is amended to add the following: Failure of the "Insured"to disclose all exposures or hazards existing as of the effective date of this Coverage Form will not invalidate or adversely affect coverage for such exposure or hazard, provided such failure is not intentional on the part of the "Insured".However,you must report the undisclosed exposure or hazard to us as soon as practicable after you discover the exposure or hazard. V.MENTAL ANGUISH The definition of "Bodily Injury"in SECTION V -DEFINITIONS is replaced by the following: "Bodily Injury"means physical injury,sickness or disease sustained by a person including death resulting from any of these."Bodily Injury"also means mental injury,mental anguish,humiliation or shock if directly resulting from physical injury,sickness or disease to that person. WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 04 03 06 (Ed. 04-84) WC 04 03 06 (Ed. 04-84) 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 _____% of the California workers’ compensation premium otherwise due on such remuneration. Schedule Person or Organization Job Description Blanket Waiver - Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver. This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective: 2/7/2024 Policy No.: 1AUICA160143363101 Endorsement No.: Insured: SHAKESPEARE SAN FRANCISCO Insurance Company: Accredited Surety and Casualty Company, Inc. Countersigned By: SF Shakespeare MOU - 2024 Shakespeare in the Park Final Audit Report 2024-07-12 Created:2024-07-10 By:Webmaster Admin (webmaster@cupertino.org) Status:Signed Transaction ID:CBJCHBCAABAAVju1lqLGhu-PblON_kRGgPDWIbLlCLCK "SF Shakespeare MOU - 2024 Shakespeare in the Park" History Document created by Webmaster Admin (webmaster@cupertino.org) 2024-07-10 - 6:24:14 PM GMT- IP address: 35.229.54.2 Document emailed to Araceli Alejandre (aracelia@cupertino.org) for approval 2024-07-10 - 6:27:39 PM GMT Email viewed by Araceli Alejandre (aracelia@cupertino.org) 2024-07-10 - 6:27:48 PM GMT- IP address: 52.202.236.132 Document approved by Araceli Alejandre (aracelia@cupertino.org) Approval Date: 2024-07-10 - 6:57:28 PM GMT - Time Source: server- IP address: 71.204.144.228 Document emailed to pshah@sfshakes.org for signature 2024-07-10 - 6:57:32 PM GMT Email viewed by pshah@sfshakes.org 2024-07-10 - 7:20:42 PM GMT- IP address: 104.47.56.126 Webmaster Admin (webmaster@cupertino.org) replaced signer pshah@sfshakes.org with Toby Leavitt (tleavitt@sfshakes.org) 2024-07-11 - 7:05:54 PM GMT- IP address: 35.229.54.2 Document emailed to Toby Leavitt (tleavitt@sfshakes.org) for signature 2024-07-11 - 7:05:54 PM GMT Email viewed by Toby Leavitt (tleavitt@sfshakes.org) 2024-07-11 - 7:32:23 PM GMT- IP address: 104.47.51.126 Document e-signed by Toby Leavitt (tleavitt@sfshakes.org) Signature Date: 2024-07-11 - 7:34:51 PM GMT - Time Source: server- IP address: 75.26.19.155 Document emailed to Christopher Jensen (christopherj@cupertino.org) for signature 2024-07-11 - 7:34:53 PM GMT Email viewed by Christopher Jensen (christopherj@cupertino.org) 2024-07-11 - 7:35:16 PM GMT- IP address: 3.232.50.116 Signer Christopher Jensen (christopherj@cupertino.org) entered name at signing as Christopher D. 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