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17-159 CSG Consultants, Scanning and Archive Services1 FOURTH AMENDMENT TO AGREEMENT 17-159 BETWEEN THE CITY OF CUPERTINO AND CSG CONSULTANTS INC FOR SCANNING AND ARCHIVE SERVICES This Fourth Amendment to Agreement 17-159 between the City of Cupertino and CSG Consultants, Inc., for reference dated 5/28/2020, is by and between the CITY OF CUPERTINO, a municipal corporation (hereinafter "City") and CSG Consultants, Inc., a Corporation (“Consultant”) whose address is 550 Pilgrim Drive, Foster City, CA 94404, and is made with reference to the following: RECITALS: A. On 9/1/2017, Agreement 17-159 (“Agreement”) was entered into by and between City and Consultant for scanning and archive services. B. In August 2018 City and Consultant entered into a First Amendment to the Agreement. C. On 7/22/2019, City and Consultant entered into a Second Amendment to the Agreement. D. On 8/19/2019, City and Consultant entered into a Third Amendment to the Agreement. E. The Agreement and the First, Second, and Third Amendments are hereafter collectively referred to as the “Agreement” unless otherwise indicated. F. City and Consultant desire to modify the Agreement on the terms and conditions set forth herein. NOW, THEREFORE, it is mutually agreed by and between and undersigned parties as follows: 1. Paragraph 2 of the Agreement is modified to read as follows: SERVICES TO BE PERFORMED Consultant shall perform each and every service set forth in Exhibit “A” attached hereto and incorporated herein by this reference. Consultant further agrees to carry its work in compliance with the City’s Shelter in Place and Social Distancing Requirements, attached here and incorporated as Exhibit A-A. 2. Exhibit A-A, attached hereto, is added to this Agreement. 2 3. Paragraph 1 of the Agreement is modified to read as follows: TERM The term of this Agreement shall commence on July 1, 2017, and shall terminate on June 30, 2022, unless terminated earlier as set forth herein. 4. Exhibit B to the Agreement is replaced with Exhibit B-1, attached hereto. 5. Exhibit D to the Agreement is replaced with the revised Exhibit D, attached hereto. 6. Except as expressly modified herein, all other terms and covenants set forth in the Agreement shall remain the same and shall be in full force and effect. IN WITNESS WHEREOF, the parties hereto have caused this modification of Agreement to be executed. CONSULTANT By Title Date CITY OF CUPERTINO By Title Date APPROVED AS TO FORM City Attorney ATTEST: City Clerk Cyrus Kianpour Heather M. Minner Kirsten Squarcia 6/5/20 3 EXPENDITURE DISTRIBUTION PO #2018-329 100-73-715-750-036 Original $30,000 Amendment #1: $0 Amendment #2: $22,500 Amendment #3: $0 Total: $52,500 1248466.1 550 Pilgrim Drive Foster City, CA 94404 Phone: 650.522.2500 Fax: 650.522.2599 www.csgengr.com FOSTER CITY | PLEASANTON | SAN JOSE | SACRAMENTO | NEWMAN | ORANGE | REDLANDS May 27, 2020 Albert Salvador, PE, CBO Building Official 10300 Torre Avenue Cupertino, CA 95014 Re: Proposed Extension to Agreement 17-159 for Scanning & Archiving Services Dear Mr. Salvador: CSG Consultants, Inc. (CSG) is pleased to present this proposal for to continue providing scanning & archiving services to the City of Cupertino (City). On September 8, 2017 the City and CSG entered into an Agreement (Agreement) for scanning and archiving services. A First Amendment to the Agreement was executed thereafter to extend the term through June 30, 2019. A Second Amendment to the Agreement was then executed to extend the term through June 30, 2020. Thereafter, a Third Amendment to the Agreement was executed on August 19, 2019 to increase the compensation amount. The intent of this letter is to propose for a Fourth Amendment to the Agreement to further extend the term through June 30, 2022, in the event the City wishes to utilize CSG to continue providing scanning & archiving services. Kenia Joachin will continue to serve as the Project Manager for this Agreement. Her contact information is as follows: Kenia Joachin 550 Pilgrim Drive, Foster City, CA 94404 office (650) 522-2539 | email: kenia@csgengr.com Please feel free to contact Ms. Joachin with any questions or comments you may have regarding our proposal. We look forward to continuing our working relationship with the City. Sincerely, Cyrus Kianpour, PE, PLS President, CSG Consultants, Inc. Exhibit B-1 Revised: April 30, 2020 – Services Agreements 1 Exhibit A-A – SHELTER IN PLACE AND SOCIAL DISTANCING REQUIREMENTS A. Health Laws Acknowledged. It is acknowledged that Consultant’s/Contractor’s (“Contractor”) duty to comply with Laws, as defined in Section 13 of the Contract/Agreement (“Contract”), includes immediate compliance by Contractor and its subcontractors with the restrictions on travel and the Social Distancing Requirements set forth in the most recent health order issued by the County of Santa Clara Health Department in response to the COVID-19 pandemic, and any subsequent amendments or superseding orders thereto (the “Health Order”), and any other local, state, or federal laws that have been or may be enacted in response to the COVID-19 pandemic (collectively, “Health Laws”). B. Health Order Compliance. Contractor shall comply with any restrictions on travel and social distancing requirements in the Health Order when preforming work under this Contract. If a scope of work item, notice to proceed, or work order under this Contract specifies work that cannot be performed in compliance with the Health Order or other Health Laws, Contractor shall refrain from conducting the work and immediately inform the City. C. Individuals at High Risk of Severe Illness. Nothing in this Contract shall be interpreted to require any person at high risk of severe illness from COVID-19 to leave their residence to perform work under the Contract. Contractor will inform the City if other arrangements for the work must be made, and City will do so, with no penalty to Contractor, although Contractor will not be compensated for work performed by the City or third parties. Information from the Center for Disease Control (“CDC”) on “high risk” categories is available at the CDC's website at: https://www.cdc.gov/coronavirus/2019-ncov/specific-groups/people-at-higher-risk.html. D. Health Order Requirements and Best Practices. Contractor will immediately undertake all appropriate measures to ensure compliance with the Social Distancing Requirements in the Health Order by all individuals performing work under this Contract, including Contractor's or any subcontractor's workers, employees, representatives, vendors, or suppliers (collectively, "workers"), and shall maintain these measures for as long as required by the Health Order or other Health Laws. As long as required by the operative Health Order or other Health Laws, these measures shall include, but are not limited to, the following: 1. Meetings/Site Access. Use electronic alternatives to in person meetings, e.g., conference calls, video-conferencing, etc., to the greatest extent possible. Limit access to any project site or any work area to workers who are necessary to perform in-person work. Require non-essential personnel to work from home to the extent possible. Avoid all non-essential travel. 2. Distancing. Where workers perform in-person work at a project site or a work area, prohibit workers from being less than six feet apart, unless and only to the extent that would compromise worker safety or violate safety Laws for specific operations. Prohibit handshaking or any physical contact among workers, with the sole and limited exception Revised: April 30, 2020 – Services Agreements 2 of any physical contact required for worker safety or to comply with safety Laws. Prohibit workers from sharing a vehicle. E. Changed Requirements. It is understood and acknowledged that circumstances pertaining to the COVID-19 pandemic are evolving rapidly and that new local, state, or federal requirements may modify the requirements under this Exhibit. Contractor agrees to work cooperatively with the City to implement new or changed requirements as quickly as possible. F. Subcontracts. Contractor shall include the terms of this Exhibit in all subcontracts and require any agents, subcontractors, or subconsultants to comply with its provisions. 1229192.7 Exh. D-Insurance Requirements for Design Professionals & Consultant Contracts 1 Form Updated Sept. 2019 Consultant shall procure prior to commencement of Services and maintain for the duration of the contract, at its own cost and expense, the following insurance policies and coverage with companies doing business in California and acceptable to City. INSURANCE POLICIES AND MINIMUMS REQUIRED 1. Commercial General Liability (CGL) for bodily injury, property damage, personal injury liability for premises operations, products and completed operations, contractual liability, and personal and advertising injury with limits no less than $2,000,000 per occurrence (ISO Form CG 00 01). If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO Form CG 25 03 or 25 04) or it shall 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 Consultant'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 00 01 covering any auto (including owned, hired, and non-owned autos) with limits no less than $1,000,000 per accident for bodily injury and property damage. 3. Workers’ Compensation: As required by the State of California, with Statutory Limits and Employer’s Liability Insurance of no less than $1,000,000 per occurrence for bodily injury or disease.  Not required. Consultant has provided written verification of no employees. 4. Professional Liability for professional acts, errors and omissions, as appropriate to Consultant’s profession, with limits no less than $2,000,000 per occurrence or $2,000,000 aggregate. If written on a claims made form: a. The Retroactive Date must be shown and must be before the Effective Date of the Contract. b. Insurance must be maintained for at least five (5) years after completion of the Services. c. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the Contract Effective Date, the Consultant must purchase “extended reporting” coverage for a minimum of five (5) years after completion of the Services. EXHIBIT D Insurance Requirements Design Professionals & Consultants Contracts Exh. D-Insurance Requirements for Design Professionals & Consultant Contracts 2 Form Updated Sept. 2019 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 Consultant’s CGL and automobile liability policies. General Liability coverage can be provided in the form of an endorsement to Consultant’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 Consultant’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 Consultant 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 Consultant, 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 Consultant 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 Consultant 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 Consultant 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 Consultant 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 Consultant. Adequacy of Coverage City reserves the right to modify these insurance 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. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES 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). 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. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD 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. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY 2/3/2020 Arthur J.Gallagher &Co. Insurance Brokers of CA,Inc.LIC #0726293 1255 Battery Street,Suite 450 San Francisco CA 94111 415-536-8617 415-536-8627 certrequests@ajg.com Arch Insurance Company 11150 CSGCONS-01 Redwood Fire and Casualty Insurance Co 11673CSGConsultants,Inc. 550 Pilgrim Drive Foster City,CA 94404 Zurich American Insurance Company of IL 27855 Travelers Property Casualty Co of America 25674 274054137 C X 1,000,000 X 500,000 5,000 1,000,000 2,000,000 X CPO-7414724-00 2/2/2020 12/4/2020 2,000,000 No Ded C 1,000,000 X CPO-7414724-00 2/2/2020 12/4/2020 No Ded D X X 5,000,000ZUP-21P37869-20-NF 2/2/2020 12/4/2020 5,000,000 X 0 B X N Y CSWC036787 12/4/2019 12/4/2020 No Ded 1,000,000 1,000,000 1,000,000 A Professional Liability retro date:1/1/1991 Y PAAEP0008804 12/4/2019 12/4/2020 Each Claim Aggregate Deductible: $5,000,000 $5,000,000 $50,000 RE:Vallco Town Center City of Cupertino 10300 Torre Avenue Cupertino CA 95014 General Liability Supplemental Coverage Endorsement U-GL-1345-B CW (04/13) Page 1 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Policy No. Eff. Date of Pol. Exp. Date of Pol. Eff. Date of End. Producer No. Add’l. Prem. Return Prem. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the: Commercial General Liability Coverage Part The following changes apply to this Coverage Part. However, endorsements attached to this Coverage Part will supersede any provisions to the contrary in this General Liability Supplemental Coverage Endorsement. A.Broadened Named Insured 1.The following is added to Section II – Who Is An Insured: Any organization of yours, other than a partnership or joint venture, which is not shown in the Declarations, and over which you maintain an ownership interest of more than 50% of such organization as of the effective date of this Coverage Part, will qualify as a Named Insured. However, such organization will not qualify as a Named Insured under this provision if it: a.Is newly acquired or formed during the policy period; b.Is also an insured under another policy, other than a policy written to apply specifically in excess of this Coverage Part; or c.Would be an insured under another policy but for its termination or the exhaustion of its limits of insurance. Each such organization remains qualified as a Named Insured only while you maintain an ownership interest of more than 50% in the organization during the policy period. 2.The last paragraph of Section II – Who Is An Insured does not apply to this provision to the extent that such paragraph would conflict with this provision. B.Newly Acquired or Formed Organizations as Named Insureds 1.Paragraph 3. of Section II – Who Is An Insured is replaced by the following: 3.Any organization you newly acquire or form during the policy period, other than a partnership or joint venture, and over which you maintain an ownership interest of more than 50% of such organization, 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 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier; 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. An additional premium will apply in accordance with our rules and rates in effect on the date you acquired or formed the organization. CPO-7414724-00 02/02/2020 12/04/2020 N/A N/A N/A U-GL-1345-B CW (04/13) Page 2 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. 2. The last paragraph of Section II – Who Is An Insured does not apply to this provision to the extent that such paragraph would conflict with this provision. C. Insured Status – Employees Paragraph 2.a.(1) of Section II – Who Is An Insured is replaced by the following: 2. Each of the following is also an insured: a. Your "volunteer workers" only while performing duties related to the conduct of your business, or 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 business. However, none of these "employees" or "volunteer workers" are insureds for: (1) "Bodily injury" or "personal and advertising injury": (a) To you, to your partners or members (if you are a partnership or joint venture), to your members (if you are a limited liability company), to a co-"employee" while in the course of his or her employment or performing duties related to the conduct of your business, or to your other "volunteer workers" while performing duties related to the conduct of your business; (b) To the spouse, child, parent, brother or sister of that co-"employee" or "volunteer worker" as a consequence of Paragraph (1)(a) above; (c) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraphs (1)(a) or (b) above; or (d) Arising out of his or her providing or failing to provide professional health care services. However: Paragraphs (1)(a) and (1)(d) do not apply to your "employees" or "volunteer workers", who are not employed by you or volunteering for you as health care professionals, for "bodily injury" arising out of "Good Samaritan Acts" while the "employee" or "volunteer worker" is performing duties related to the conduct of your business. "Good Samaritan Acts" mean any assistance of a medical nature rendered or provided in an emergency situation for which no remuneration is demanded or received. Paragraphs (1)(a), (b) and (c) do not apply to any "employee" designated as a supervisor or higher in rank, with respect to "bodily injury" to co-"employees". As used in this provision, "employees" designated as a supervisor or higher in rank means only "employees" who are authorized by you to exercise direct or indirect supervision or control over "employees" or "volunteer workers" and the manner in which work is performed. D. Additional Insureds – Lessees of Premises 1. Section II – Who Is An Insured is amended to include as an additional insured any person(s) or organization(s) who leases or rents a part of the premises you own or manage who you are required to add as an additional insured on this policy under a written contract or written agreement, but only with respect to liability arising out of your ownership, maintenance or repair of that part of the premises which is not reserved for the exclusive use or occupancy of such person or organization or any other tenant or lessee. This provision does not apply after the person or organization ceases to lease or rent premises from you. However, the insurance afforded to such additional insured: a. Only applies to the extent permitted by law; and b. Will not be broader than that which you are required by the written contract or written agreement to provide for such additional insured. 2. With respect to the insurance afforded to the additional insureds under this endorsement, the following is added to Section III – Limits Of Insurance: U-GL-1345-B CW (04/13) Page 3 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. The most we will pay on behalf of the additional insured is the amount of insurance: a. Required by the written contract or written agreement referenced in Subparagraph D.1. above (of this endorsement); or b. Available under the applicable Limits of Insurance shown in the Declarations, whichever is less. This Paragraph D. shall not increase the applicable Limits of Insurance shown in the Declarations. E. Additional Insured – Vendors 1. The following change applies if this Coverage Part provides insurance to you for "bodily injury" and "property damage" included in the "products-completed operations hazard": Section II – Who Is An Insured is amended to include as an additional insured any person or organization (referred to throughout this Paragraph E. as vendor) who you have agreed in a written contract or written agreement, prior to loss, to name as an additional insured, but only with respect to "bodily injury" or "property damage" arising out of "your products" which are distributed or sold in the regular course of the vendor's business: However, the insurance afforded to such vendor: a. Only applies to the extent permitted by law; and b. Will not be broader than that which you are required by the written contract or written agreement to provide for such vendor. 2. With respect to the insurance afforded to these vendors, the following additional exclusions apply: a. The insurance afforded the vendor does not apply to: (1) "Bodily injury" or "property damage" for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; (2) Any express warranty unauthorized by you; (3) Any physical or chemical change in the product made intentionally by the vendor; (4) Repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; (5) Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products; (6) Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection with the sale of the product; (7) Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or (8) "Bodily injury" or "property damage" arising out of the sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. However, this exclusion does not apply to: (a) The exceptions contained in Subparagraphs (4) or (6); or (b) Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. b. This insurance does not apply to any insured person or organization, from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing such products. c. This insurance does not apply to any of "your products" for which coverage is excluded under this Coverage Part. U-GL-1345-B CW (04/13) Page 4 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. 3. With respect to the insurance afforded to the vendor under this endorsement, the following is added to Section III – Limits Of Insurance: The most we will pay on behalf of the vendor is the amount of insurance: a. Required by the written contract or written agreement referenced in Subparagraph E.1. above (of this endorsement); or b. Available under the applicable Limits of Insurance shown in the Declarations, whichever is less. This Paragraph E. shall not increase the applicable Limits of Insurance shown in the Declarations. F. Additional Insured – Managers, Lessors or Governmental Entity 1. Section II – Who Is An Insured is amended to include as an insured any person or organization who is a manager, lessor or governmental entity who you are required to add as an additional insured on this policy under a written contract, written agreement or permit, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: a. Your acts or omissions; or b. The acts or omission of those acting on your behalf; and resulting directly from: a. Operations performed by you or on your behalf for which the state or political subdivision has issued a permit; b. Ownership, maintenance, occupancy or use of premises by you; or c. Maintenance, operation or use by you of equipment leased to you by such person or organization. However, the insurance afforded to such additional insured: a. Only applies to the extent permitted by law; and b. Will not be broader than that which you are required by the written contract or written agreement to provide for such additional insured. 2. This provision does not apply: a. Unless the written contract or written agreement has been executed, or the permit has been issued, prior to the "bodily injury", "property damage" or offense that caused "personal and advertising injury"; b. To any person or organization included as an insured under Paragraph 3. of Section II – Who Is An Insured; c. To any lessor of equipment if the "occurrence" or offense takes place after the equipment lease expires; d. To any: (1) Owners or other interests from whom land has been leased by you; or (2) Managers or lessors of premises, if: (a) The "occurrence" or offense takes place after the expiration of the lease or you cease to be a tenant in that premises; (b) The "bodily injury", "property damage" or "personal and advertising injury" arises out of the structural alterations, new construction or demolition operations performed by or on behalf of the manager or lessor; or (c) The premises are excluded under this Coverage Part. 3. With respect to the insurance afforded to the additional insureds under this endorsement, the following is added to Section III – Limits Of Insurance: The most we will pay on behalf of the additional insured is the amount of insurance: a. Required by the written contract or written agreement referenced in Subparagraph F.1. above (of this endorsement); or U-GL-1345-B CW (04/13) Page 5 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. b. Available under the applicable Limits of Insurance shown in the Declarations, whichever is less. This Paragraph F. shall not increase the applicable Limits of Insurance shown in the Declarations. G. Damage to Premises Rented or Occupied by You 1. The last paragraph under Paragraph 2. Exclusions of Section I – Coverage A – Bodily Injury And Property Damage Liability is replaced by the following: Exclusions c. through n. do not apply to damage by "specific perils" to premises while rented to you or temporarily occupied by you with permission of the owner. A separate Damage To Premises Rented To You Limit of Insurance applies to this coverage as described in Section III – Limits Of Insurance. 2. Paragraph 6. of Section III – Limits Of Insurance is replaced by the following: 6. Subject to Paragraph 5. above, the Damage To Premises Rented To You Limit is 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 by one or more "specific perils" to any one premises, while rented to you or temporarily occupied by you with permission of the owner. H. Broadened Contractual Liability The "insured contract" definition under the Definitions Section is replaced by the following: "Insured contract" means: a. A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by "specific perils" to premises while rented to you or temporarily occupied by you with permission of the owner is not an "insured contract"; b. A sidetrack agreement; c. Any easement or license agreement; d. An obligation, as required by ordinance, to indemnify a municipality, except in connection with work for a municipality; e. An elevator maintenance agreement; f. That part of any other contract or agreement pertaining to your business (including an indemnification of a municipality in connection with work performed for a municipality) under which you assume the tort liability of another party to pay for "bodily injury", "property damage", or "personal and advertising injury" arising out of the offenses of false arrest, detention or imprisonment, to a third person or organization. Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. Paragraph f. does not include that part of any contract or agreement: (1) That indemnifies an architect, engineer or surveyor for injury or damage arising out of: (a) Preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (b) Giving directions or instructions, or failing to give them, if that is the primary cause of the injury or damage; or (2) Under which the insured, if an architect, engineer or surveyor, assumes liability for an injury or damage arising out of the insured's rendering or failure to render professional services, including those listed in Paragraph (1) above and supervisory, inspection, architectural or engineering activities. I. Definition – Specific Perils The following definition is added to the Definitions Section: "Specific perils" means: a. Fire; b. Lightning; c. Explosion; U-GL-1345-B CW (04/13) Page 6 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. d. Windstorm or hail; e. Smoke; f. Aircraft or vehicles; g. Vandalism; h. Weight of snow, ice or sleet; i. Leakage from fire extinguishing equipment, including sprinklers; or j. Accidental discharge or leakage of water or steam from any part of a system or appliance containing water or steam. J. Limited Contractual Liability Coverage – Personal and Advertising Injury 1. Exclusion e. of Section I – Coverage B – Personal And Advertising Injury Liability is replaced by the following: 2. Exclusions This insurance does not apply to: e. Contractual Liability "Personal and advertising injury" for which the insured has assumed liability in a contract or agreement. This exclusion does not apply to: (1) Liability for damages that the insured would have in the absence of the contract or agreement; or (2) Liability for "personal and advertising injury" if: (a) The "personal and advertising injury" arises out of the offenses of false arrest, detention or imprisonment; (b) The liability pertains to your business and is assumed in a written contract or written agreement in which you assume the tort liability of another. Tort liability means a liability that would be imposed by law in the absence of any contract or agreement; and (c) The "personal and advertising injury" occurs subsequent to the execution of the written contract or written agreement. Solely for purposes of liability so assumed in such written contract or written agreement, reasonable attorney fees and necessary litigation expenses incurred by or for a party other than an insured are deemed to be damages because of "personal and advertising injury" described in Paragraph (a) above, provided: (i) Liability to such party for, or for the cost of, that party's defense has also been assumed in the same written contract or written agreement; and (ii) Such attorney fees and litigation expenses are for defense of that party against a civil or alternative dispute resolution proceeding in which damages to which this insurance applies are alleged. 2. Paragraph 2.d. of Section I – Supplementary Payments – Coverages A and B is replaced by the following: d. The allegations in the "suit" and the information we know about the "occurrence" or offense are such that no conflict appears to exist between the interests of the insured and the interests of the indemnitee; 3. The following is added to the paragraph directly following Paragraph 2.f. of Section I – Supplementary Payments – Coverages A and B: Notwithstanding the provisions of Paragraph 2.e.(2) of Section I – Coverage B – Personal And Advertising Injury Liability, such payments will not be deemed to be damages for "personal and advertising injury" and will not reduce the limits of insurance. K. Supplementary Payments The following changes apply to Supplementary Payments – Coverages A and B: Paragraphs 1.b. and 1.d. are replaced by the following: U-GL-1345-B CW (04/13) Page 7 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. b. Up to $2,500 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. 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 $500 a day because of time off from work. L. Broadened Property Damage 1. Property Damage to Contents of Premises Rented Short-Term The paragraph directly following Paragraph (6) in Exclusion j. of Section I – Coverage A – Bodily Injury And Property Damage Liability is replaced by the following: Paragraphs (1), (3) and (4) of this exclusion do not apply to "property damage" to premises (other than damage by "specific perils"), including "property damage" to the contents of such premises, rented to you under a rental agreement for a period of 14 or fewer consecutive days. A separate Limit of Insurance applies to Damage to Premises Rented to You as described in Section III – Limits Of Insurance. 2. Elevator Property Damage a. The following is added to Exclusion j. of Section I – Coverage A – Bodily Injury And Property Damage Liability: Paragraphs (3) and (4) of this exclusion do not apply to "property damage" arising out of the use of an elevator at premises you own, rent or occupy. b. The following is added to Section III – Limits Of Insurance: Subject to Paragraph 5. above, the most we will pay under Coverage A for damages because of "property damage" to property loaned to you or personal property in the care, custody or control of the insured arising out of the use of an elevator at premises you own, rent or occupy is $25,000 per "occurrence". 3. Property Damage to Borrowed Equipment a. The following is added to Exclusion j. of Section I – Coverage A – Bodily Injury And Property Damage Liability: Paragraph (4) of this exclusion does not apply to "property damage" to equipment you borrow from others at a jobsite. b. The following is added to Section III – Limits Of Insurance: Subject to Paragraph 5. above, the most we will pay under Coverage A for damages because of "property damage" to equipment you borrow from others is $25,000 per "occurrence". M. Expected or Intended Injury or Damage Exclusion a. of Section I – Coverage A – Bodily Injury And Property Damage Liability is replaced by the following: a. Expected Or Intended Injury Or Damage "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. N. Definitions – Bodily Injury The "bodily injury" definition under the Definitions Section is replaced by the following: "Bodily injury" means bodily injury, sickness or disease sustained by a person, including mental anguish, mental injury, shock, fright or death sustained by that person which results from that bodily injury, sickness or disease. O. Insured Status – Amateur Athletic Participants Section II – Who Is An Insured is amended to include as an insured any person you sponsor while participating in amateur athletic activities. However, no such person is an insured for: a. "Bodily injury" to: (1) Your "employee", "volunteer worker" or any person you sponsor while participating in such amateur athletic activities; or U-GL-1345-B CW (04/13) Page 8 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. (2) You, any partner or member (if you are a partnership or joint venture), or any member (if you are a limited liability company) while participating in such amateur athletic activities; or b. "Property damage" to property owned by, occupied or used by, rented to, in the care, custody or control of, or over which the physical control is being exercised for any purpose by: (1) Your "employee", "volunteer worker" or any person you sponsor; or (2) You, any partner or member (if you are a partnership or joint venture), or any member (if you are a limited liability company). P. Non-Owned Aircraft, Auto and Watercraft Exclusion g. of Section I – Coverage A – Bodily Injury And Property Damage Liability is replaced by the following: g. Aircraft, Auto Or Watercraft "Bodily injury" or "property damage" arising out of the ownership, maintenance, use or entrustment to others of any aircraft, "auto" or watercraft owned or operated by or rented or loaned to any insured. Use includes operation and "loading or unloading". This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "property damage" involved the ownership, maintenance, use or entrustment to others of any aircraft, "auto" or watercraft that is owned or operated by or rented or loaned to any insured. This exclusion does not apply to: (1) A watercraft while ashore on premises you own or rent; (2) A watercraft you do not own that is: (a) Less than 51 feet long; and (b) Not being used to carry persons for a charge; (3) Parking an "auto" on, or on the ways next to, premises you own or rent, provided the "auto" is not owned by or rented or loaned to you or the insured; (4) Liability assumed under any "insured contract" for the ownership, maintenance or use of aircraft or watercraft; (5) An aircraft that is hired or chartered by you or loaned to you, with a paid and licensed crew, and is not owned in whole or in part by an insured; or (6) "Bodily injury" or "property damage" arising out of: (a) The operation of machinery or equipment that is attached to, or part of, a land vehicle that would qualify under the definition of "mobile equipment" if it were not subject to a compulsory or financial responsibility law or other motor vehicle insurance law where it is licensed or principally garaged; or (b) The operation of any of the machinery or equipment listed in Paragraph f.(2) or f.(3) of the definition of "mobile equipment". Q. Definitions – Leased Worker, Temporary Worker and Labor Leasing Firm 1. The "leased worker" and "temporary worker" definitions under the Definitions Section are replaced by the following: "Leased worker" means a person leased to you by a "labor leasing firm" under a written agreement between you and the "labor leasing firm", to perform duties related to the conduct of your business. "Leased worker" does not include a "temporary worker". "Temporary worker" means a person who is furnished to you to support or supplement your work force during "employee" absences, temporary skill shortages, upturns or downturns in business or to meet seasonal or short- term workload conditions. "Temporary worker" does not include a "leased worker". 2. The following definition is added to the Definitions Section: "Labor leasing firm" means any person or organization who hires out workers to others, including any: a. Employment agency, contractor or services; b. Professional employer organization; or U-GL-1345-B CW (04/13) Page 9 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. c. Temporary help service. R. Definition – Mobile Equipment Paragraph f. of the "mobile equipment" definition under the Definitions Section is replaced by the following: f. Vehicles not described in Paragraph a., b., c. or d. above maintained primarily for purposes other than the transportation of persons or cargo. However, self-propelled vehicles with the following types of permanently attached equipment, exceeding a combined gross vehicle weight of 1000 pounds, are not "mobile equipment" but will be considered "autos": (1) Equipment designed primarily for: (a) Snow removal; (b) Road maintenance, but not construction or resurfacing; or (c) Street cleaning; (2) Cherry pickers and similar devices mounted on automobile or truck chassis and used to raise or lower workers; and (3) Air compressors, pumps and generators, including spraying, welding, building cleaning, geophysical exploration, lighting and well servicing equipment. S. Definitions – Your Product and Your Work The "your product" and "your work" definitions under the Definitions Section are replaced by the following: "Your product": a. Means: (1) Any goods or products, other than real property, manufactured, sold, handled, distributed or disposed of by: (a) You; (b) Others trading under your name; or (c) A person or organization whose business or assets you have acquired; and (2) Containers (other than vehicles), materials, parts or equipment furnished in connection with such goods or products. b. Includes: (1) Warranties or representations made at any time with respect to the fitness, quality, durability, performance, use, handling, maintenance, operation or safety of "your product"; and (2) The providing of or failure to provide warnings or instructions. c. Does not include vending machines or other property rented to or located for the use of others but not sold. "Your work": a. Means: (1) Work, services or operations performed by you or on your behalf; and (2) Materials, parts or equipment furnished in connection with such work, services or operations. b. Includes: (1) Warranties or representations made at any time with respect to the fitness, quality, durability, performance, use, handling, maintenance, operation or safety of "your work"; and (2) The providing of or failure to provide warnings or instructions. T. Priority Condition The following paragraph is added to Section III – Limits Of Insurance: U-GL-1345-B CW (04/13) Page 10 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. In the event a claim is made or "suit" is brought against more than one insured seeking damages because of "bodily injury" or "property damage" caused by the same "occurrence" or "personal and advertising injury" caused by the same offense, we will apply the Limits of Insurance in the following order: (a) You; (b) Your "executive officers", partners, directors, stockholders, members, managers (if you are a limited liability com pany) or "employees"; and (c) Any other insured in any order that we choose. U. Duties in the Event of Occurrence, Offense, Claim or Suit Condition The following paragraphs are added to Paragraph 2. Duties In The Event Of Occurrence, Offense, Claim Or Suit of Section IV – Commercial General Liability Conditions: Notice of an "occurrence" or of an offense which may result in a claim under this insurance or notice of a claim or "suit" shall be given to us as soon as practicable after knowledge of the "occurrence", offense, claim or "suit" has been reported to any insured listed under Paragraph 1. of Section II – Who Is An Insured or an "employee" authorized by you to give or receive such notice. Knowledge by other "employees" of an "occurrence", offense, claim or "suit" does not imply that you also have such knowledge. In the event that an insured reports an "occurrence" to the workers compensation carrier of the Named Insured and this "occurrence" later develops into a General Liability claim, covered by this Coverage Part, the insured's failure to report such "occurrence" to us at the time of the "occurrence" shall not be deemed to be a violation of this Condition. You must, however, give us notice as soon as practicable after being made aware that the particular claim is a General Liability rather than a Workers Compensation claim. V. Other Insurance Condition Paragraphs 4.a. and 4.b.(1) of the Other Insurance Condition of Section IV – Commercial General Liability Conditions are replaced by the following: 4. Other Insurance If other valid and collectible insurance is available to the insured for a loss we cover under Coverages A or B of this Coverage Part, our obligations are limited as follows: a. Primary Insurance This insurance is primary except when Paragraph b. below applies. If this insurance is primary, our obligations are not affected unless any of the other insurance is also primary. Then, we will share with all that other insurance by the method described in Paragraph c. below. However, this insurance is primary to and will not seek contribution from any other insurance available to an additional insured provided that: (1) The additional insured is a Named Insured under such other insurance; and (2) You are required by written contract or written agreement that this insurance be primary and not seek contribution from any other insurance available to the additional insured. Other insurance includes any type of self insurance or other mechanism by which an insured arranges for funding of its legal liabilities. b. Excess Insurance (1) This insurance is excess over: (a) Any of the other insurance, whether primary, excess, contingent or on any other basis: (i) That is property insurance, Builder's Risk, Installation Risk or similar coverage for "your work"; (ii) That is property insurance purchased by you (including any deductible or self insurance portion thereof) to cover premises rented to you or temporarily occupied by you with permission of the owner; (iii) That is insurance purchased by you (including any deductible or self insurance portion thereof) to cover your liability as a tenant for "property damage" to premises rented to you or temporarily occupied by you with permission of the owner; U-GL-1345-B CW (04/13) Page 11 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. (iv) If the loss arises out of the maintenance or use of aircraft, "autos" or watercraft to the extent not subject to Exclusion g. of Section I – Coverage A – Bodily Injury And Property Damage Liability; or (v) That is property insurance (including any deductible or self insurance portion thereof) purchased by you to cover damage to: Equipment you borrow from others; or Property loaned to you or personal property in the care, custody or control of the insured arising out of the use of an elevator at premises you own, rent or occupy. (b) Any other primary insurance (including any deductible or self insurance portion thereof) available to the insured covering liability for damages arising out of the premises, operations, products, work or services for which the insured has been granted additional insured status either by policy provision or attachment of any endorsement. Other primary insurance includes any type of self insurance or other mechanism by which an insured arranges for funding of its legal liabilities. (c) Any of the other insurance, whether primary, excess, contingent or on any other basis, available to an additional insured, in which the additional insured on our policy is also covered as an additional insured on another policy providing coverage for the same "occurrence", claim or "suit". This provision does not apply to any policy in which the additional insured is a Named Insured on such other policy and where our policy is required by written contract or written agreement to provide coverage to the additional insured on a primary and non-contributory basis. W. Unintentional Failure to Disclose All Hazards Paragraph 6. Representations of Section IV – Commercial General Liability Conditions is replaced by the following: 6. Representations By accepting this policy, you agree: a. The statements in the Declarations are accurate and complete; b. Those statements are based upon representations you made to us; and c. We have issued this policy in reliance upon your representations. Coverage will continue to apply if you unintentionally: a. Fail to disclose all hazards existing at the inception of this policy; or b. Make an error, omission or improper description of premises or other statement of information stated in this policy. 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 inception of this Coverage Part. X. Waiver of Right of Subrogation Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV – Commercial General Liability Conditions is replaced by the following: 8. Transfer Of Rights Of Recovery Against Others To Us a. If the insured has rights to recover all or part of any payment we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request, the insured will bring "suit" or transfer those rights to us and help us enforce them. b. If the insured waives its right to recover payments for injury or damage from another person or organization in a written contract executed prior to a loss, we waive any right of recovery we may have against such person or organization because of any payment we have made under this Coverage Part. The written contract will be considered executed when the insured's performance begins, or when it is signed, whichever happens first. This waiver of rights shall not be construed to be a waiver with respect to any other operations in which the insured has no contractual interest. U-GL-1345-B CW (04/13) Page 12 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Y. Liberalization Condition The following condition is added to Section IV – Commercial General Liability Conditions: Liberalization Clause If we revise this Coverage Part to broaden coverage without an additional premium charge, your policy will automatically provide the additional coverage as of the day the revision is effective in the state shown in the mailing address of your policy. All other terms and conditions of this policy remain unchanged. Coverage Extension Endorsement U-CA-424-D CW (8/05) Page 1 of 3 Policy No. Eff. Date of Pol. Exp. Date of Pol. Eff. Date of End. Producer Add’l. Prem Return Prem. CPO-7414724-00 02/02/2020 12/04/2020 N/A $ N/A $ N/A THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. 1. Broad Named Insured Amendment Subsidiaries and Newly Acquired or Formed Organizations With regards to this endorsement, the words "you" and "your" refer to the Named Insured shown in the Declarations. The Named Insured shown in the Declarations is amended to include: A. Any legally incorporated subsidiary in which you own more than 50% of the voting stock on the effective date of the policy. However, the Named Insured does not include any subsidiary that is an "insured" under any other automobile policy or would be an "insured" under such a policy but for its termination or the exhaustion of its Limit of Insurance. B. Any organization that is acquired or formed by you and over which you maintain majority ownership. However, the Named Insured does not include any newly formed or acquired organization: 1. That is a partnership, joint venture or limited liability company; 2. That is an "insured" under any other policy; 3. That has exhausted its Limit of Insurance under any other policy; or 4. 180 days or more after its acquisition or formation by you, unless you have given us notice of the acquisition or formation. Coverage does not apply to "bodily injury" or "property damage" that results from an "accident" that occurred before you formed or acquired the organization. 2. Amendment - Supplementary Payments Paragraphs A.2.a.(2) and A.2.a.(4) of Section II – Liability Coverage are replaced by the following: 2. Coverage Extensions a. Supplementary Payments In addition to the Limit of Insurance, we will pay for the "insured": (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-D CW (8/05) Page 2 of 3 3. Fellow Employee Paragraph B.5. Fellow Employee Exclusion of Section II – Liability Coverage does not apply if you have worker's compensation insurance in-force covering all of your "employees". Coverage is excess over any other collectible insurance. 4. Lease Gap Coverage Section III – Physical Damage Coverage is amended by the addition of the following: 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: 1. The amount paid under the Physical Damage Coverage Section of the policy; and 2. Any: a. Overdue lease/loan payments at the time of the "loss"; b. Financial penalties imposed under a lease for excessive use, abnormal wear and tear or high mileage; c. Security deposits not returned by the lessor; d. Costs for extended warranties, Credit Life Insurance, Health, Accident or Disability Insurance purchased with the loan or lease; and e. Carry-over balances from previous loans or leases. 5. Physical Damage – Additional Temporary Transportation Expense Coverage Paragraph A.4.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". 6. Airbag Coverage The following is added to Paragraph B.3.a. of Section III – Physical Damage Coverage: The exclusion relating to mechanical breakdown does not apply to the accidental discharge of an airbag. 7. Two or More Deductibles The following is added to Paragraph D. Deductible of Section III – Physical Damage Coverage: If an accident is covered both by this policy or coverage form and by another policy or coverage form issued to you by a Zurich Financial Services Group company, the following applies for each covered "auto" on a per vehicle basis: A. If the deductible under this Business Auto Coverage Form is the smaller (or smallest) deductible, it will be waived; B. If the deductible under this Business Auto Coverage Form is not the smaller (or smallest) deductible, it will be reduced by the amount of the smaller (or smallest) deductible. U-CA-424-D CW (8/05) Page 3 of 3 8. Amended Duties in the Event of Accident, Claim, Suit or Loss The requirement in A.2.a. Duties In The Event of Accident, Claim, Suit or Loss of Section IV – Business Auto Conditions that you must notify us of an "accident" applies only when the "accident" is known to: A. You, if you are an individual; B. A partner, if you are a partnership; C. A member, if you are a limited liability company; or D. An executive officer or insurance manager, if you are a corporation. 9. Unintentional Failure to Disclose Hazards The following is added to Paragraph B. General Conditions of Section IV – Business Auto Conditions: We will not deny coverage under this Coverage Form if you unintentionally: A. Fail to disclose any hazards existing at the inception date of your policy; or B. Make an error, omission, or improper description of autos or other statement of information stated in this policy. 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. 12/04/2019 CSWC036787 PAAEP0008804 December 4, 2019 4th amendment - CSG Consultants Inc - final Final Audit Report 2020-06-05 Created:2020-06-02 By:Abby Ayende (AbigailA@cupertino.org) Status:Signed Transaction ID:CBJCHBCAABAAp99df3k-f3dnlXPeCnne5Bqo4PDy-xVH "4th amendment - CSG Consultants Inc - final" History Document created by Abby Ayende (AbigailA@cupertino.org) 2020-06-02 - 8:15:09 PM GMT- IP address: 108.204.1.114 Document emailed to Araceli Alejandre (aracelia@cupertino.org) for approval 2020-06-02 - 8:16:18 PM GMT Document approved by Araceli Alejandre (aracelia@cupertino.org) Approval Date: 2020-06-02 - 8:39:39 PM GMT - Time Source: server- IP address: 64.165.34.3 Document emailed to Cyrus Kianpour (daveg@csgengr.com) for signature 2020-06-02 - 8:39:41 PM GMT Email viewed by Cyrus Kianpour (daveg@csgengr.com) 2020-06-02 - 9:22:03 PM GMT- IP address: 107.134.222.169 Document e-signed by Cyrus Kianpour (daveg@csgengr.com) Signature Date: 2020-06-02 - 9:23:37 PM GMT - Time Source: server- IP address: 107.134.222.169 Document emailed to Heather M. Minner (heatherm@cupertino.org) for signature 2020-06-02 - 9:23:39 PM GMT Email viewed by Heather M. Minner (heatherm@cupertino.org) 2020-06-05 - 9:14:04 PM GMT- IP address: 45.41.142.87 Document e-signed by Heather M. Minner (heatherm@cupertino.org) Signature Date: 2020-06-05 - 9:14:23 PM GMT - Time Source: server- IP address: 52.39.49.65 Document emailed to Benjamin Fu (benjaminf@cupertino.org) for signature 2020-06-05 - 9:14:25 PM GMT Email viewed by Benjamin Fu (benjaminf@cupertino.org) 2020-06-05 - 9:16:37 PM GMT- IP address: 104.47.46.254 Document e-signed by Benjamin Fu (benjaminf@cupertino.org) Signature Date: 2020-06-05 - 9:16:45 PM GMT - Time Source: server- IP address: 24.130.171.172 Document emailed to Kirsten Squarcia 6/5/20 (kirstens@cupertino.org) for signature 2020-06-05 - 9:16:47 PM GMT Email viewed by Kirsten Squarcia 6/5/20 (kirstens@cupertino.org) 2020-06-05 - 9:17:05 PM GMT- IP address: 104.47.46.254 Document e-signed by Kirsten Squarcia 6/5/20 (kirstens@cupertino.org) Signature Date: 2020-06-05 - 9:17:45 PM GMT - Time Source: server- IP address: 148.64.105.190 Signed document emailed to cyrahc@cupertino.org, Abby Ayende (AbigailA@cupertino.org), Heather M. Minner (heatherm@cupertino.org), Cyrus Kianpour (daveg@csgengr.com), and 3 more 2020-06-05 - 9:17:45 PM GMT THIRD AMENDMENT TO AGREEMENT 17-159 BETWEEN THE CITY OF CUPERTINO AND CSG CONSTULTANTS INC FOR SCANNING AND ARCHIVE SERVICES This Third Amendment to Agreement 17-159 between the City of Cupertino and CSG Consultants Inc., for reference dated 8/19/2019 is by and between the CITY OF CUPERTINO, a municipal corporation (hereinafter "City") and CSG Consultants Inc, a '��r �n��.tit�G�, etc ("Consultant") whose address is 550 Pilgrim Drive, Foster City, CA 94404 and is made with reference to the following: RECITALS: A. On 9/1/2017, an agreement was entered into by and between City and Consultant (hereinafter "Agreement") for scanning and archive services. B. The Agreement and the First, Second and Third Amendments are collectively referred to as the "Agreement" unless otherwise indicated. C. City and Consultant desire to modify the Agreement on the terms and conditions set forth herein. NOW, THEREFORE, it is mutually agreed by and between and undersigned parties as follows: 1. COMPESATION TO CONSULTANT Paragraph 3 of the Agreement is modified to read as follows: Consultant shall be compensated for services performed pursuant to this Agreement in a total arnount not to exceed Fifty two thousand five hundred dollars ($52,500.00) based on the rates and terms set forth in Exhibit "C," which is attached hereto and incorporated herein by this reference. In order to request payment, Consultant shall submit monthly electronic invoices to CDDlnvoices(@cupertino.org describing the services performed and the applicable charges (including a summary of work performed during that period, personnel who performed the services, hours worked, task(s) for which work was performed). Except as expressly modified herein, all other terms and covenants set forth in the Agreement shall remain the same and shall be in full force and effect. IN WITNESS WHEREOF', the pat-ties hereto have caused this modification of Agreement to be executed. CONSULTA T CITY OF CUP INO Br— By_ Title-CM � wft,mgmtjr, Title I RECONMENDED FOR APPROVAL APPROVED AS TO FORM By Title-w rAA Gtmiw City Attorney City Clerk EXPENDITURE DISTRIBUTION PO 42018-329 100-73-715-750-036 Original $30,000 Amendment#1: Amendment 42: Amendment 43: $22,500 Total: $52,500 B8 Pilgrim Drive = = Foster City,cA94404 one6sosanB� � oo SIG ~' ~��~,�� fnxssn.s2a.zsg9 oowouoAmrs www.csgenKr.com | � August 26, 2019 Albert Salvador, PE,C8O Building Official i 10300 Torre Avenue Cupertino, CAgSO14 | | Re: Requested Compensation Increase to Agreement 17-1S9 for Scanning&Archiving Services � Dear Mr.Salvador: � CSG Consultants Inc. /CSG\ is pleased to present this proposal for to continue providing scanning 8' archiving services to the City of Cupertino (Cby). � On September 8, 2017 the City and CSG entered into an Agreement(Agreement)for scanning and archiving services.A First Amendment to the Agreement was executed thereafter to extend the term through 6/30/19.A Second Amendment to the Agreement was later executed to extend the term through 6/30/20. | The intent of this letter isto request for a Third Amendment in the Agreement to provide�22 �UOin � - ' � additional funding,for a total not-to-exceed amount of$52,500, in order for CSG to complete the scanning | backlog workload for the City. Kenia]oachin will continue to serve as the Project K4enagerforthisAgreement. Hercontactinfonnationis as follows: Kenia]oachin S50 Pilgrim Drive, Foster City, CA94404 | office (65O) 522-2S]9 | e/noil: kenia@oogenQ/zom Please feel free ho contact Ms.]oachin with any questions or comments you may have regarding our � proposal.We look forward to continuing our working relationship with the City. � [�ru� 0anpour, PE, PLS President, CSG Consultants, Inc. � � � � � � / � � S 59 B SERVICES This Secot)(1 Arnenchnent to Agreement 17-159 between [lie City of Cupertino and CSG Consultants Inc., for reference dated 7/22/2019, is by and between the CITY OF CUPER11NO, a municipal corporation (hereinafter "City") and CSG Consultants Inc, a Corporation ("Consultant") whose address is 550 Pilgrim Drive, Foster City, CA 94404 and is iriadc with reference to the following: RECITALS: A. On 9/1/2017, an agreement was entered into by and between City and Consultant , (hereinafter "Agreement") for digital scanning and archiving services. B, The Agreement, First and Second Amendments are collectively referred to as the "Agreement"unless otherwise indicated, C. City and Consultant desire to modify the Agreement on the terms and conditions set forth herein. L� NOW, THEREFORE, it is mutually agreed by and between and undersigned parties as follows: I. TERM Paragraph I of the Agreement is modified to read as follows: The term of this Agreement shall commence on July 1, 2017, and shall terminate on Jun 30, 2020, unless terminated earlier as set forth herein. 2. The following Exhibits to the Agreement, are amended and replaced to read as shown in the attachments to this Amendment: a. Exhibit D with ty)daled insurance requirements 3. 1 Except as expressly modified herein, all other terms and covenants set forth in the Agreement shall remain the same and shall be in full force and effect. IN WITNESS WHEREOF, the parties hereto have caused this modification of Agreement to be executed. CONSUL �IIT CITY1'WEVel By By Ti tle le C J.rus us I is ourPresident Title RECO MENDE FOR APPROVAL A!3 R VED AS TO FORM A P MEN CO ft46 UVUA By Title A�k City Attorney ATEST- City Clerk EXPENDITURE DISTRIBUTION PO #2018-329 100-73-715-900-936 Original $30,000 Amendment#1: $0 Amendment 42: $0 Total: $30,000 550 Pilgrim Drive Foster City,CA 94404 CSG phone 650.522.2500 fox 650.522.2599 CONSULTANT'S 04 ZIP www.csgengr.com July 22, 2019 Albert Salvador, PE,CBO Building Official 10300 Torre Avenue Cupertino, CA 95014 Re: Requested Extension to Agreement 17-159 for Scanning&Archiving Services Dear Mr.Salvador: CSG Consultants,Inc. (CSG) is pleased to present this proposal for to continue providing scanning& archiving services to the City of Cupertino (City). On September 8, 2017 the City and CSG entered into an Agreement(Agreement)for scanning and archiving services.A First Amendment to the Agreement was executed thereafter to extend the term through 6/30/19. The intent of this letter is to request for a Second Amendment to the Agreement to extend the term through June 30, 2020, in the event the City wishes to utilize CSG to continue providing scanning&archiving services. Kenia Joachin will continue to serve as the Project Manager for this Agreement. Her contact information is as follows: Kenia Joachin 550 Pilgrim Drive, Foster City, CA 94404 office (650) 522-2539 1 email: I<enia@csgengr.com Please feel free to contact Ms.Joachin with any questions or comments you may have regarding our proposal.We look forward to continuing our working relationship with the City. Sincere , Cyrus ianpour, PE, PLS President, CSG Consultants, Inc. EXHIBIT D Insurance Requirements Design Professionals & Consultants Contracts Consultant shall procure prior to commencement of Services and maintain for the duration of the contract, at its own cost and expense, the following insurance policies and coverage with companies doing business in California and acceptable to City. INSURANCE POLICIES AND MIN IVITTMS REQUIRED I. Commercial General Liability (CGL) for bodily injury, property damage, personal injury liability for premises operations, products and completed operations, contractual liability, and personal and advertising injury with limits no less than $2,000,000 per occurrence (ISO Form CG 00 01). If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO Form CG 25 03 or 25 04) or it shall 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 Consultant'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 and non-contributory 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 00 01 covering any auto (including owned, hired, and non-owned autos) with limits no less than $1,000,000 per accident for bodily injury and property damage. 3. Workers' Compensation: As required by the State of California, with Statutory Limits and Employer's Liability Insurance of no less than $1,000,000 per occurrence for bodily injury ordisease. O Not required. Consultant has provided written verification of no employees. 4. Professional Liability for professional acts, errors and omissions, as appropriate to Consultant's profession, with limits no less than $2,000,000 per occurrence or $2,000,000 aggregate. If written on a claims made form: a. The Retroactive Date must be shown and must be before the Effective Date of the Contract. b. Insurance must be maintained for at least five (5) years after completion of the Services. c. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the Contract Effective Date, the Consultant must purchase "extended reporting" coverage for a minimum of five (5) years after completion of the Services. OTHER INSURANCE PROVISIONS The aforementioned insurance shall be endorsed and have all the following conditions and provisions: Exh. D-Insurance Requirements for Design Professionals cY Consultants Contracts Farm Updated Feb. 2018 1 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 Consultant's CGL policy. General Liability coverage can be provided in the form of an endorsement to Consultant's insurance (at least as broad as ISO Form CG 20 10(1 1/85) 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 Consultant'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 ofpremiums. Waiver of Subrogation Consultant 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 Consultant, 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 Consultant 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, orbetter. Verification of Coverage Consultant 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 duringthe Contract term. Subconsultants Consultant 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 Consultant 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 Consultant. Adequacy of Coverage City reserves the right to modify these insurance 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. Exh. D-Insurance Requirements for Design Professionals& Consultants Contracts Form Updated Feb. 2018 CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) .- 12/4/2018 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 NAMEL..____.—. Arthur J. Gallagher& Co. -PHONE ___..._..-_---'--____..._._..__.._..... Fnz"""._____.____—_____._._._........................_ Insurance Brokers of CA, Inc. LIC#0726293 (Arc No Eat):415-536-8617 _ _(AIc,.No)._415-536-8627 MAIL .._.._____... ...___..__._ 1255 Battery Street, Suite 450 _ADDRESS_certreguests a@ajg.com___ __ San Francisco CA 94111 - INSURER(S)AFFORDING COVERAGE NAIC p INSURER A:American Fire and CasualtyCompany _ _ 24066 '�"-- —�-�---��-�-- INSURED CSGCONS-01 INSURER B:Arch Insurance COm an CSG Consultants, Inc., Precision Inspection _._....__..___...._................_........_._................._._...._.._p.._...Y..............__._....__..__.... _11150_ Company, Inc, iNsuRER_c.West American Insurance 44393 550 Pilgrim Drive INSURER o_Berkshire Hathaway Homestate insurance Company 20044 Foster City CA 94404 INSURERS: INSURER F COVERAGES CERTIFICATE NUMBER:1729603892 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. .iLTR...........__,,.,.,-..,,..__..................�,...,._.,_._._.. ---'---'--_ __._.__........_......_....—......_ .,.._,.._._......___._._._._._............_......._...._.....__......,.,.., .........._......_....---........_..._..........._.........._.._._.................__.._...._ TYPE OF INSURANCE ADDL SUER POLICY EFF POLICY EXP INSD VVVO POLICY NUMBER MM/DD/YYYY MM/DD/YYYY LIMITS C X COMMERCIAL GENERAL LIABILITY Y BKW57695795 12/4I2018 12/4I2019 EACH OCCURRENCE $1,000,000 � CLAIMS-MADE 1 I OCCUR PREMISES,(Ea_occurrence}- $500,000 --,,,..,._,_......_..._..__.__._._..__._...__ MED EXP(Any one person) $S,29 PERSONAL 8 ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000 POLICY JECOT- (_X l LOG PRODUCTS-COMP/OP AGG $2,000,000 OTHER: ; NoDed $ A A..... COMBINED SINGLE LIMIT ILELIABILITY Y BAA57695795 12l4/2018 12/4/2019 Ea accident $1,000,000 X ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED __...._.__....._......._............_ ................_.._.._...................... .._.............._...,..., ..... AUTOS ONLY AUTOS BODILY INJURY(Per accident) $ HIRED NON-OWNED PROPERTY DAMAGE -� AUTOS ONLY �, AUTOS ONLY ..jeer,accidenlj .._. No Ded $ A X UMBRELLA LIAR X OCCUR USA57695795 12/4/2018 12/4/2019 EACH OCCURRENCE $5,000,000 ............................__...............,., _._.............._...._..,_..,,...,,...,.,........_............. EXCESS LIAB CLAIMS-MADE AGGREGATE $5,000,000 DED 1 X I RETENTIO $ D WORKERS COMPENSATION Y CSWC929198 1214/2018 1214/2019 X PER OTH- - AND EMPLOYERS'LIABILITY Y/N STATUT, ,_. ER No Ded ANYPROPRIETOR/PARTNER/EXECU I IVE NIA A E.L.EACH ACCIDENT $$1_000,000 OFFICER/MEMBEREXCLUDED? — (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 Professional Liability PAA7 —:: 08803 12/4/2018 12/4/2019 Each Claim $5,000,000 relro date: 1/111991 Aggregate $5,000,000 Deductible: $50,000 DESCRIPTION OF OPERATIONS/LOCATIONS I VEHICLES (ACORD 101.Additional Remarks Schedule,may be attached if more space is required) City, its City Council, boards and commissions,officers,employees and volunteers are named as additional insured as respects General,Auto,and Umbrella Liability policy(ies)per attached endorsements,pursuant to and subject to the policy's terms,definitions,conditions and exclusions.Waiver of Subrogation applies to additional insureds, as respects General,Auto Liability policy(s)per attached endorsements, pursuant to and subject to the policy's terms,definitions, conditions and exclusions. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Cupertino ACCORDANCE WITH THE POLICY PROVISIONS. 10300 Torre Ave. Cupertino CA 95014 AUTHORIZED REPRESENTATIVE USA ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016103) The ACORD name and logo are registered marks of ACORD COMMERCIAL GENERAL LIABILITY Policy#: BKW57695795 CG 88 10 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY, COMMERCIAL GENERAL LIABILITY EXTENSION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART INDEX SUBJECT PAGE NON-OWNED AIRCRAFT 2 NON-OWNED WATERCRAFT 2 PROPERTY DAMAGE LIABILITY- ELEVATORS 2 EXTENDED DAMAGE TO PROPERTY RENTED TO YOU (Tenant's Property Damage) 2 MEDICAL PAYMENTS EXTENSION 3 EXTENSION OF SUPPLEMENTARY PAYMENTS-COVERAGES A AND B 3 ADDITIONAL INSUREDS-BY CONTRACT, AGREEMENT OR PERMIT 3 PRIMARY AND NON-CONTRIBUTORY-ADDITIONAL INSURED EXTENSION S ADDITIONAL INSUREDS- EXTENDED PROTECTION OF YOUR "LIMITS OF INSURANCE" 6 WHO IS AN INSURED-INCIDENTAL MEDICAL ERRORSIMALPRACTICE AND WHO IS AN INSURED- FELLOW EMPLOYEE EXTENSION- MANAGEMENT EMPLOYEES 6 NEWLY FORMED OR ADDITIONALLY ACQUIRED ENTITIES 7 FAILURE TO DISCLOSE HAZARDS AND PRIOR OCCURRENCES 7 KNOWLEDGE OF OCCURRENCE,OFFENSE, CLAIM OR SUIT 7 LIBERALIZATION CLAUSE 7 BODILY INJURY REDEFINED 7 EXTENDED PROPERTY DAMAGE 8 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US- 8 WHEN REQUIRED IN A CONTRACT OR AGREEMENT WITH YOU © 2013 Liberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 1 of 8 With respect to coverage afforded by this endorsement, the provisions of the policy apply unless modified by the endorsement. A. NON-OWNED AIRCRAFT Under Paragraph 2. Exclusions of Section I - Coverage A - Bodily injury And Property Damage Liabillty, 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 her or him 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 52 feet long; and (b) Not being used to carry persons or property for a charge, C. PROPERTY DAMAGE LIABILITY - ELEVATORS 1. Under Paragraph 2, Exclusions of Section I - Coverage A - Bodily Injury And Property Damage Liabil- ity, Subparagraphs (3), (4) and (6) of exclusion j. Damage To Property do not apply if such "property damage" results from the use of elevators, For the purpose of this provision, elevators do not include vehicle lifts. Vehicle lifts are lifts or hoists used in automobile service or repair operations. 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. D. EXTENDED DAMAGE TO PROPERTY RENTED TO YOU (Tenant's Property Damage) 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: a. The fourth from the last paragraph of exclusion j. Damage To Property is replaced by the follow- ing: Paragraphs (1), (3) and (4) of this exclusion do not apply to "property damage" (other than damage by fire, lightning, explosion, smoke, or leakage from an automatic fire protection system) to: (i) Premises rented to you for a period of 7 or fewer consecutive days; or (ii) Contents that you rent or lease as part of a premises rental or lease agreement for a period of more than 7 days. Paragraphs (1), (3) and (4) of this exclusion do not apply to "property damage" to contents of premises rented to you for a period of 7 or fewer consecutive days. A separate limit of insurance applies to this coverage as described in Section III - Limits of Insurance. 2013 Liberty Mutual Insurance CIS 88 10 04 13 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 2 of 8 b. The last paragraph of subsection 2. Exclusions is replaced by the following: ExduSionmc. through n. Uo not apply to damage by fire, lightning, explosion, smoke or leakage from automatic fire protection xyotonno to premises while rented to you or temporarily occupied by you with permission of the owner. Aoeporate |inni\ of insurance applies to Damage To P,onn|oes Rented To You oo described |n Section III' Limits OyInsurance. 3. Paragraph 6, under Section III - Limits Of Insurance is replaced by the following: 6. Subject to Paragraph 5- above, the Damage To Premises Rented To You Limit in the most we will pay under Coverage A for damages because o/ "property damage" to: | a. Anyoneprenn|ae: | (1) While rented toyou; or (2) VVhi|o rented to you or temporarily occupied by you with permission of the owner for � damage by fire, lightning, explosion, smoke or leakage from automatic protection sys- tems; or � b^ Contents that you rent or lease as part of a premises rental or lease agreement, 3. An regards coverage provided by this provision D. EXTENDED DAMAGE TO PROPERTY RENTED TO � YOU(Tenant's Property Damage)- 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 o lease of premises � that indemnifies any person or organization for damage by hrx' lightning, explosion, smoke, o, leakage from automatic fire protection oyotenna to premises while rented to you or temporarily � occupied by you with the permission of the owner, or for damage tn contents of such premises that are included in your premises rental or lease agreement, is not an "insured contract". | E. MEDICAL PAYMENTS EXTENSION � !f Coverage C Medical Payments is not otherwise excluded, the K4odinei Payments provided by this policy are amended onfollows: Under Paragraph 1. Insuring Agreement of Section I -Coverage C - Medical Payments, Subparagraph (b) of Paragraph a. ix replaced by the following: (b) The expenses are incurred and reported within three years oY the date of the accident; and F. EXTENSION OF SUPPLEMENTARY PAYMENTS'COVERAGES A AND � 1' UndorSuppYarnemtaryPavnmemts-CovarsgasA and B' Paragraph 1.b. iu replaced by the following: b. Up to $3,080 for unat of bail bonds required because o/ accidents or traffic |avv violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies, VVedonot have � � to furnish these bonds. 3' Paragraph 1.d. io 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 o!a|mn or "suit", including ootuu| loss of earnings up to $500a day because oftime � off from work, G. ADDITIONAL INSUREDS- BY CONTRACT, AGREEMENT 0RPERMIT � 1. Paragraph 2. under Section U ' Who |$ Am Insured is amended to include as an insured any person or � organization vvhorn you have agreed to add as an additional insured in a written contract, written � | agreement or perrnit. Such person or organization is an additional insured but only with respect to / liability for "bodily injury", "property damage" or "personal and advertising injury" caused in whole ' / nrin part by: a^ Your acts or omissions, or the acts or omissions of those acting on your behalf, in the performance | of your on going operations for the additional insured that are the subject of the written contract or vvrb1on agreement provided that the "bodily injury" or "property damage" occurs, n, the "per' � nona| and advertising injury" is committed, subsequent tuthe signing of such written contract or written agreement; or @ 2013L/ho,/v Wmvv| |nov,*n,* � CGQ8 1004 13 Includes copyrighted material of Insurance Services Office,Inc.,with its permission, Page of b. Premises or facilities rented by you or used by you; or c. The maintenance, operation or use by you of equipment rented or leased to you by such person or organization; or d. Operations performed by you or on your behalf for which the state or political subdivision has issued a permit subject to the following additional provisions; (1) This insurance does not apply to "bodily injury", "property damage", or "personal and ad- vertising injury" arising out of the operations performed for the state or political subdivision; (2) This insurance does not apply to "bodily injury" or "property damage" included within the "completed operations hazard". (3) Insurance applies to premises you own, rent, or control lout only with respect to the following hazards: (a) The existence, maintenance, repair, construction, erection, or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoist away openings, sidewalk vaults, street banners, or decorations and similar expo- sures; or (b) The construction, erection,or removal of elevators; or (c) The ownership, maintenance, or use of any elevators covered by this insurance. 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 a contract or agreement, the insur- ance 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, With respect to Paragraph 1.a. above, a person's or organization's status as an additional insured under this endorsement ends when: (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 by 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 Paragraphi 1.b. above, a person's or organization's status as an additional insured under this endorsement ends when their written contract or written agreement with you for such premises or facilities ends. With respects to Paragraph 1.c. above, this insurance does not apply to any "occurrence" which takes place after the equipment rental or lease agreement has expire!, 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 Condi- tions. a 2013 Liberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Office.Inc.,with its permission. Page 4 of 8 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" arising from the sole negligence of the additional insured, b. "Bodily injury" or "property damage" that occurs prior to you commencing operations at the location where such "bodily injury" or "property damage" occurs. c. "Bodily injury", "property damage" or "personal and advertising injury" arising out of the render- ing of, or the failure to render, any professional architectural, engineering or surveying services, including; (1) The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys,field orders,change orders or drawings and specifications; 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 "occur- rence" which caused the "bodily injury" or "property damage", or the offense which caused the "personal and advertising injury", involved the rendering of, or the failure to render, any professional architectural, engineering or surveying services. d. "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 by 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. e. Any person or organization specifically designated as an additional insured for ongoing operations by a separate ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS endorsement is- sued by us and made a 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. H. 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 amend- ed as follows: a. The following is added to Paragraph a. Primary Insurance: If an additional insured's policy has an Other Insurance provision making its policy excess, and you have agreed in a written contract or written agreement to provide the additional insured coverage on a primary and noncontributory basis, this policy shall be primary and we will not seek contribution from the additional insured's policy for damages we cover. � 2013 Liberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 5 of 8 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 addi- tional 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, I. ADDITIONAL INSUREDS- EXTENDED PROTECTION OF YOUR "LIMITS OF INSURANCE" 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: 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 wa 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 as 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. J. WHO IS AN INSURED-INCIDENTAL MEDICAL ERRORS I MALPRACTICE WHO IS AN INSURED -FELLOW EMPLOYEE EXTENSION - MANAGEMENT EMPLOYEES Paragraph 2.a.(1) of Section II -Who Is An Insured is replaced with the following: (1) "Bodily injury" or "personal and advertising injury": (a) To you,to your partners or members(if you are a partnership or joint venture), to your members (if you are a limited liability company), to a co-"employee" while in the course of his or her employ- ment or performing duties related to the conduct of your business, or to your other "volunteer workers" while performing duties related to the conduct of your business; (b) To the spouse, child, parent, brother or sister of that co-"employee" or "volunteer worker" as a consequence of Paragraph (1)(a)above; (c) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraphs (1)(a)or(b) above; or (d) Arising out of his or her providing or failing to provide professional health care services.However, if you are not in the business of providing professional health care services or providing profes- sional health care personnel to others, or if coverage for providing professional health care ser- vices is not otherwise excluded by separate endorsement, this provision (Paragraph (d)) does not apply. Paragraphs (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, includes the direct supervision of other "employ- ees" of yours. However, none of these "employees" are insureds for "bodily injury" or "personal and 2013 Liberty Mutual Insurance advertising injury" arising out of their willful conduct, which io defined au the purposeful orwillful intent to cause "bodily injury" or "personal and advertising injury", or caused in whole orin part by their intoxica- tion by ||quororuon\noUedoubstancos. The coverage provided by provision J. is excess over any other valid and collectable insurance available to your"employee". K. NEWLY FORMED 0R ADDITIONALLY A[OU8REDENTITIES � | Paragraph 3' of Section U ^ Who |mAm Insured |e replaced by the following: � 3. Any organization you newly acquire or form and over which you maintain ownership or n`njoh*/ Interest, will qualify as e Named Insured If there is no other dnni|or 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 vvauacquirydur formed byyou; 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 ofan offense con`rniMod before you acquired or formed the organization. d. Records and descriptions of operations must be maintained by the first Named Insured. � � No person or organization ison insured with respect to the conduct of any current or past partnership, joint i venture or limited liability company that iS not shown oSe Named Insured (n the Declarations orqualifies anan insured under this provision, � L. FAILURE TO DISCLOSE HAZARDS AND PRIOR OCCURRENCES | � Under Section PV ' Commercial General Liability Conditions, UnefoUovving |ouddedtnCondidonG- Repre- sentations: Your failure to disclose all hazards or prior "occurrences" existing as of the inception deks of the policy shall not prejudice the coverage afforded by this policy provided such failure to disclose all hazards or prior "nncur^enueS" io not intentional. M. KNOWLEDGE OF OCCURRENCE,OFFENSE, CLAIM OR SUIT Under Section IV - Commercial General Liability Conditions, the following is added to Condition 2. Duties In The Event mf Occurrence, Offense,Claim{]rSuit: Knowledge of an "occurrence", offense, c!eino or "suit" by an agent, servant or "employee" of any � / insured ohuU not in itself constitute knowledge of the insured unless an insured listed under Paragraph . 1. of Section 11 - Who Is An Insured or a person who has been designated by them to receive reports of ! ^ucourrmncen", offenses, dairno or "suits" shall have received such notice from the agent, servant or " � on`p/oyoo". N. LIBERALIZATION CLAUSE if we revise this Con`mne[c|o| General Liability Extension Endorsement to provide more coverage without additional premium cha rge, your policy will automatically provide the coverage as of the day the revision is effective|n your state. [\ BODILY INJURY REDEFINED � Under Section V'Definitions,Definition 3, ie replaced by the following � � 3. "Bodily Injury" nnoann physical injury, sickness or disease sustained by person, This includes � mental anguish, mental injury, shock, fright ordeath that results from such physical injury, sick- ness or disease. . � � � 2013u»mw Momo||nmo,uooa � CG8B 1004 13 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 7oy8 � � P. EXTENDED PROPERTY DAMAGE Exclusion a. of COVERAGE A. 0UU|LY INJURY AND PROPERTY DAMAGE LIABILITY is replaced by the following: a. 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 danoogn" resulting from the use of reasonable force to protect persons orproperty. Cl. VVA%/GR OF TRANSFER OF RIGHTS OF RECOVERY A{34Y0ST OTHERS TO US - VVHEhJ REQUIRED IN A CONTRACT QR AGREEMENT WITH YOU Under Section IV - Commercial General Liability Conditions, the following is added to Condition 8. Trans- fer Of Rights Of Recovery Against Others To Us: ' / We waive any right of recovery we may .have against a person or organization because of payments we make for injury or damage arising out of your ongoing operations or ''your work" done under A � � contract with that person or organization and included in the "prod ucts-completed operations hazard" provided: � Y. You and that person or organization have agreed in writing in 8 contract or egn*ennond that you � waive such rights agoinot that person or organization; and � 2. The injury or damage occurs subsequent to the execution of the written contract or written agree- ment. | / � � � � � � � | i ' / � � 2013ubrrty Mmoa|(osu,aoc= Policy #: BKW57695795 COMMERCIAL GENERAL LIABILITY CG 89 70 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AMENDMENT OF CANCELLATION PROVISIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART Any term or provision of the Cancellation Conditions of the policy or any endorsement amending or replac- ing such Conditions is amended by the following: If you have agreed in a written contract or written agreement to provide a person or organization notice of cancellation we agree to the following: Provide 30 days prior written cancellation notice to such person or organization for reasons other than nonpayment of premium, but only if we are provided with a schedule of persons or organizations with whom you have agreed to provide notification more than 30 days before the cancellation is to take effect. For purposes of this endorsement, knowledge of the agent as to the persons or organizations requesting notice of cancellation is insufficient to invoke our duty to provide notice of cancellation unless the identity of the persons or organizations is provided directly to us in accordance with the terms of this endorsement. Failure to provide notice to a person or organization in accordance with the terms of this endorsement shall not extend the effective date of the cancellation or otherwise affect cancellation of the policy as to any insured. © 2013 Liberty Mutual Insurance CG 89 70 04 13 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 1 of 1 Policy H BAA57695795 COMMERCIAL AUTO CA88100113 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY, BUSINESS AUTO COVERAGE ENHANCEMENT ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM With respect to coverage afforded by this endorsement, the provisions of the policy apply unless modified by the endorsement COVERAGE INDEX SUBJECT PROVISION NUMBER ADDITIONAL INSURED BY CONTRACT, AGREEMENT OR PERMIT 3 ACCIDENTAL AIRBAG DEPLOYMENT 12 AMENDED DUTIES IN THE EVENT OF ACCIDENT, CLAIM, SUIT OR LOSS 19 AMENDED FELLOW EMPLOYEE EXCLUSION 5 AUDIO, VISUAL AND DATA ELECTRONIC EQUIPMENT COVERAGE 13 BROAD FORM INSURED 1 BODILY INJURY REDEFINED 22 EMPLOYEES AS INSUREDS (including employee hired auto) 2 EXTENDED CANCELLATION CONDITION 23 EXTRA EXPENSE —BROADENED COVERAGE 10 GLASS REPAIR— WAIVER OF DEDUCTIBLE 15 HIRED AUTO PHYSICAL DAMAGE (including employee hired auto and loss of use) 6 1 IIRED AUTO COVERAGE TERRITORY 20 LOAN / LEASE GAP 14 PARKED AUTO COLLISION COVERAGE (WAIVER OF DEDUCTIBLE) 16 PERSONAL EFFECTS COVERAGE 11 PI-1YSICAL DAMAGE —ADDITIONAL TRANSPORTATION EXPENSE COVERAGE 8 RENTAL REIMBURSEMENT g SUPPLEMENTARY PAYMENTS q TOWING AND LABOR 7 TWO OR MORE DEDUCTIBLES 17 UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS 18 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US 20 SECTION II — LIABILITY COVERAGE is amended as follows: 1. BROAD FORM INSURED SECTION 11 — LIABILITY COVERAGE, paragraph A.1. —WHO IS AN INSURED is amended to include the following as an insured d. Any legally incorporated entity of which you own more than 50 percent of the voting stock during the policy period. However, "insured"does not include any organization that (1) Is a partnership or joint venture, or (2) Is an insured under any other automobile policy; or (3) Has exhausted its Limit of Insurance under any other automobile policy Paragraph d. (2) of this provision does not apply to a policy written to apply specifically In excess of this policy. e. Any organization you newly acquire or form, other than a partnership or joint venture, of which you own more than 50 percent of the voting stock. This automatic coverage is afforded only for 180 days from the date of acquisition or formation. However, coverage under this provision does not apply: (1) If there is similar insurance or a self-insured retention plan available to that organization; D 2013 Liberty Mutual Insurance CA 88 10 01 13 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 1 of 7 (2) If the Limits of Insurance of any other insurance policy have been exhausted; or (3) To "bodily injury" or "property damage" that occurred before you acquired or formed the organization. 2. EMPLOYEES AS INSUREDS SECTION II - LIABILITY COVERAGE, paragraph A.1. -WHO IS AN INSURED is amended to include the following as an insured: C Any"employee" of yours while using a covered "auto" you do not own, hire or borrow, but only for acts within the scope of their employment by you. Insurance provided by this endorsement is excess over any other insurance available to any "employee". g. An "employee" of yours while operating an "auto" hired of borrowed under a written contract or agreement in that "employee's" name, with your permission, while performing duties related to the conduct of your business and within the scope of their employment. Insurance provided by this endorsement is excess over any other insurance available to the "employee". 3. ADDITIONAL INSURED BY CONTRACT, AGREEMENT OR PERMIT SECTION 11 - LIABILITY COVERAGE, paragraph A.I. -WHO IS AN INSURED is amended to include the following as an insured: h. Any person or organization with respect to the operation, maintenance or use of a covered "auto", provided that you and such person or organization have agreed in a written contract, agreement, or permit issued to you by governmental or public authority, to add such person, or organization, or governmental or public authority to this policy as an"insured". However, such person or organization is an"insured": (1) Only with respect to the operation, maintenance or use of a covered "auto' (2) Only for "bodily injury" or "property damage" caused by an "accident" which takes place after you executed the written contract or agreement, or the permit has been issued to you, and (3) Only for the duration of that contract, agreement or permit 4. SUPPLEMENTARY PAYMENTS SECTION II - LIABILITY COVERAGE, Coverage Extensions, 2.a. Supplementary Payments, paragraphs (2) and (4) are replaced by the following. (2) Up to $3,000 for cost of bail bonds (including bonds for related traffic 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. 5. AMENDED FELLOW EMPLOYEE EXCLUSION In those jurisdictions where, by law, fellow employees are not entitled to the protection afforded to the employer by the workers compensation exclusivity rule, or similar protection, the following provision is added: SECTION II- LIABILITY, exclusion B.5. FELLOW EMPLOYEE does not apply if the "bodily injury" results from the use of a covered auto" you own or hire. SECTION III- PHYSICAL DAMAGE COVERAGE is amended as follows: 6. HIRED AUTO PHYSICAL DAMAGE Paragraph A.4 Coverage Extensions of SECTION III - PHYSICAL DAMAGE COVERAGE, is amended by adding the following: If hired "autos" are covered "autos" for Liability Coverage, and if Comprehensive, Specified Causes of Loss or Collision coverage are provided under the Business Auto Coverage Form for any "auto" you own, then the Physical Damage coverages provided are extended to "autos a. You hire, rent or borrow, or C)2013 Liberty Mutual Insurance CA 88 10 01 13 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. page 2 of 7 b. Your "employee" hires or rents under a written contract or agreement in that "employee's" name, but only if the damage occurs while the vehicle is being used in the conduct of your business, subject to the following limit and deductible: A. The most we will pay for"loss" in any one "accident" or"loss" is (tic smallest of: 0) $50,000; or (2) The actual cash value of the damaged or stolen property as of the time of the "loss"; or (3) The cost of repairing or replacing the damaged or stolen property with other property of like kind and quality, minus a deductible. B. The deductible will be equal to the largest deductible applicable to any owned "auto"for that coverage. C. Subject to the limit, deductible and excess provisions described in this provision, we will provide coverage equal to the broadest coverage applicable to any covered "auto" you own D. Subject to a maximum of $1,000 per "accident", we will also cover the actual loss of use of the hired "auto' if it results from an "accident", you are legally liable and the lessor incurs an actual financial loss. E. This coverage extension does not apply to: (1) Any "auto" that is hired, rented or borrowed with a driver; or (2) Any"auto" that is hired, rented or borrowed from your "employee For the purposes of this provision, SECTION V —DEFINITIONS is amended by adding the following "Total loss" means a "loss" in which the cost of repairs plus the salvage value exceeds the actual cash value. 7. TOWING AND LABOR SECTION III — PHYSICAL DAMAGE COVERAGE, paragraph A.2. Iowing, is amended by the addition of the following: We will pay towing and labor costs incurred, up to the limits shown below, each time a covered "auto" classified and rated as a private passenger type, "light truck"or"medium truck" is disabled: a. For private passenger type vehicles, we will pay up to $50 per disablement. b For "light trucks", we will pay up to S50 per disablement "Light trucks" are trucks that have a gross vehicle weight (GVW)of 10,000 pounds or less. C. For "medium trucks" , we will pay up to $150 per disablement. "Medium trucks" are trucks that have a gross vehicle weight (GVW) of 10,001 — 20,000 pounds. However, the labor must be performed at the place of disablement. 8. PHYSICAL DAMAGE -ADDITIONAL TRANSPORTATION EXPENSE COVERAGE Paragraph A.4 a., Coverage Extension of SECTION III — PHYSICAL DAMAGE COVERAGE, is amended to provide a limit of$50 per day and a maximum limit of$1,500 @7 2013 Liberty Mutual Insurance CA 88 10 01 13 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 3 of 7 9. RENTAL REIMBURSEMENT SECTION III - PHYSICAL DAMAGE COVERAGE, A. COVERAGE, is amended by adding the following: m. We will pay up k) $75 per day for rental reimbursement expenses incurred by you for the rental of an .'auto" because of "accident" or "loss", to an ~eu\o^ for which we also pay a ^|oos^ under Comprehensive, Specified Causes of Loss or Collision Coverages. We will pay only for those expcnoosmour/adaftcrthefioL24houo [oUovvingthe ^aooident"or^|ooc^ LuUlecovened ^au\o,^ b. Rental Reimbursement will be based on the rental of a comparable vehicle, which in many cases may be substantially less than 875 per day, and will only be allowed for the period of time it Should take to repair or replace the vehicle with reasonable speed and similar qun|ity, up to a maximum cf3O days | C. We will also pay up to $500 for reasonable and necessary expenses inouxed by You to remove and replace Your tools and equipment hnm the covered ^auto^ � � d. This coverage does not apply unless you have a business necessity that other "autos" available for Your use and operation cannot fill. � � e. If"loss" results from the total theft of covered "auto" of the private passenger type, we will pay Linder this coverage only that amount Vf Your rental reimbursement expenses which is not already provided under Paragraph 4. Coverage Extension � f. No deduuiibkyapp|ies to this coverage. | ! Forth8 purposes oythis endorsement provision, materials and equipment do not include "personal effects" as | defined in provision 11. � | 10. EXTRA EXPENSE - BROADENED COVERAGE Under SECTION U| - PHYSICAL DAMAGE COVERAGE, A. COVERAGE` we will pay forme expense of re(urnmga stolen covered ^auLo^ ioyou. The maximum amount we will pay is81.00O. 11. PERSONAL EFFECTS COVERAGE A SECTION U| - PHYSICAL DAMAGE COVERAGE, A. C0VERASE, is amended by adding the following, If you have purchased Comprehensive Coverage on this policy for an "auto" you own and that ^autO" is stolen, we will pay, without application of a deductible, Lip to $600 for"personal effects" stolen with the "auto | The insurance provided Linder this provision is excess over any other collectible insurance, B. SECTION � . � For the Purposes cf this provision, "personal effects" mean tangible property that is worn nr carried by on � insured." "Personal effects" does not include tools, equipment,jewelry, money or securities, 12. ACCIDENTAL AIRBAG DEPLOYMENT SECTION U| -PHYS|CALOAMAGECOVERAGE. B. EXCLUSIONS is amended by adding the following. � If you have Purchased Comprehensive or Collision Coverage under this po|ioy, the exclusion for ^|oes^ relating (omeuhanica| bneakdowndoeanotepp|y \otheaccidenta| diaohargeoyanairbag | Any insurance we provide shall be excess over any other collectible insurance or neinnbursenaerd by manufacturer's warranty However, we agree to pay any deductible applicable to the other coverage or | � warranty. 13. AUDIO, VISUAL AND DATA ELECTRONIC EQUIPMENT COVERAGE / SECTION U| - PHYSICAL DAMAGE C0VERAGE, B. EXCLUS|ONS, exception paragraph a. to exclusions � 4.c. and 4.d is deleted and replaced with the following: � � Ot 2O13 Liberty Mutual Insurance CA 88 10 01 13 /«u«dtuc»v «guu«mdttfid/v'ouwa'ue s'/*m*om»"./»u.With it's**n"u'»ur/. Page 4 of � � ! Exclusion 4.c. and 4.d. do not apply to: a. Electronic equipment that receives or transmits audio, visual or data signals, whether or not designed solely for the reproduction of sound, if the equipment is permanently installed in the covered "auto" at the time of the "loss" and such equipment is designed to be solely operated by t.ise of the power from the "auto's" electrical system, in or upon the covered "auto" and physical damage coverages are provided for the covered"auto", or If the "loss" occurs solely to audio, visual or data electronic equipment or accessories used with this equipment, then our obligation to pay for, repair, return or replace damaged or stolen property will be reduced by a S 100 deductible. 14. LOAN I LEASE GAP COVERAGE A Paragraph C , LIMIT OF INSURANCE of SECTION III - PHYSICAL. DAMAGE COVERAGE is amended by adding the following The most we will pay for a "total loss" to a covered "auto" owned by or leased to you in any one "accident" is the greater of the: 1. Balance due under the terms of the loan or lease to which the damaged covered "auto" Is subject at the time of the"loss" less the amount of: a. Overdue payments and financial penalties associated with those payments as of the date of the "loss", b Financial penalties imposed under a lease due to high mileage, excessive use or abnormal wear and tear, C. Costs for extended warranties, Credit Life Insurance, Health, Accident or Disability Insurance purchased with the loan or lease, d. Transfer or rollover balances from previous loans or leases, e. Final payment due under a "Balloon Loan", f. The dollar amount of any unrepaired damage which occurred prior to the "total loss" of a covered "auto", g Security deposits not refunded by a lessor, t> All refunds payable or paid to you as a result of the early termination of a lease agreement or as a result of the early termination of any warranty or extended service agreement on a covered "auto", i. Any amount representing taxes, j. Loan or lease termination fees; or 2. The actual cash value of the damage or stolen property as of the time of the"loss An adjustment for depreciation and physical condition will be made in determining the actual cash value at the time of the "loss". This adjustment is not applicable in Texas. B. ADDITIONAL CONDITIONS "This coverage applies only to the original loan for which the covered "auto" that incurred the loss serves as collateral, or lease written on the covered "auto" that incurred the loss C. SECTION V - DEFINTIONS is changed by adding the following. As used in this endorsement provision, the following definitions apply: "Total loss" means a 'loss" in which the cost of repairs plus the salvage value exceeds the actual cash value. A "balloon loan" is one with periodic payments that are insufficient to repay the balance over the term of the loan, thereby requiring a large final payment. O 2013 Liberty Mutual Insurance CA 88 10 01 13 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 5 Of 7 15. GLASS REPAIR -WAIVER OF DEDUCTIBLE Paragraph D. Deductible of SECTION III - PHYSICAL DAMAGE COVERAGE is amended by the addition of the following: Nu deductible applies to ylabb darnage if (lie ylrtss is repeiiled lather than lepld,-'ed. 16. PARKED AUTO COLLISION COVERAGE (WAIVER OF DEDUCTIBLE) Paragraph D. Deductible of SECTION III - PHYSICAL. DAMAGE COVERAGE is amended by the addition of the following; The deductible does not apply to "loss" caused by collision to such covered "auto" of the private passenger type or light weight truck with a gross vehicle weight of 10,000 lbs. or less as defined by the manufacturer as maximum loaded weight the "auto" is designed to carry while it is: a. In the charge of an "insured' b. Legally parked, and C. Unoccupied. The"loss"must be reported to the police authorities within 24 hours of known damage. The total amount of the damage to the covered 'auto" must exceed the deductible shown in the Declarations. This provision does not apply to any "loss" if the covered "auto" is in the charge of any person or organization engaged in the automobile business. 17. TWO OR MORE DEDUCTIBLES Under SECTION III PHYSICAL DAMAGE COVERAGE, if two or more company policies or coverage forms apply to the same accident, the following applies to paragraph U. Deductible a. If the applicable Business Auto deductible is the smaller(or smallest) deductible it will be waived; or b. If the applicable Business Auto deductible is not the smaller (or smallest) deductible it will be reduced by the amount of the smaller (or smallest) deductible; or C. If the loss involves two or more Business Auto coverage forms or policies the smaller (or smallest) deductible will be waived. For the purpose of this endorsement company means any company that is part of the Liberty Mutual Group. SECTION IV- BUSINESS AUTO CONDITIONS is amended as follows: 18. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS SECTION IV- BUSINESS AUTO CONDITIONS, Paragraph B.2. is amended by adding the following: If you unintentionally fail to disclose any hazards, exposures or material facts existing as of the inception date or renewal date of the Business Auto Coverage Form, the coverage afforded by this policy will not be prejudiced. However, you must report the undisclosed hazard of exposure as soon as practicable after its discovery, and we have the right to collect additional premium for any such hazard or exposure 19, AMENDED DUTIES IN THE EVENT OF ACCIDENT,CLAIM, SUIT, OR LOSS SECTION IV- BUSINESS AUTO CONDITIONS, paragraph A.2.a. is replaced in its entirety by the following a. In the event of"accident", claim, "suit" or"loss", you must promptly notify us when it is known to: 1. You, if you are an individual, 2. A partner, if you are a partnership, 3. Member, if you are a limited liability company; 4. An executive officer or the "employee" designated by the Named Insured to give such notice, if you are a corporation. 0 2013 Liberty Mutual Insurance CA 88 10 01 13 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 6 of 7 I To the extent possible, notice to us should include: (1) How, when and where the "accident" or "loss" took place, (2) The "insureds" name and address, and (3) The names and addresses of any injured persons and witnesses. 20. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US SECTION IV - BUSINESS AUTO) CONDITIONS, paragraph A.S., Transfer of Rights of Recovery Against Others to Us, is amended by the addition of the following: If the person or organization has waived those rights before an "accident"or "loss", our rights are waived also. 21. HIRED AUTO COVERAGE TERRITORY SEC I ION IV - BUSINESS AU 10 CONDI I IONS, paragraph 13.7., Policy Period, Coverage I errrtory, Is amended by the addition of the following, f. For "autos" hired 30 days or less, the coverage territory is anywhere in the world, provided that the insured's responsibility to pay for damages is determined in a "suit', on the merits, in the United States, the territories and possessions of the United States of America, Puerto Rico or Canada or in a settlement we agree to. This extension of coverage does not apply to an "auto" hired, leased, rented or borrowed with a driver. SECTION V- DEFINITIONS is amended as follows: 22, BODILY INJURY REDEFINED Under SECTION V - DE.FINTIONS, definition C is replaced by the following: "Bodily injury" means physical Injury, sickness or disease sustained by a person, including mental anguish, mental injury, shock, fright or death resulting from any of these at any time. COMMMON POLICY CONDITIONS 23. EXTENDED CANCELLATION CONDITION COMMON POLICY CONDITIONS, paragraph A.-CANCELLATION condition applies except as follows: If we cancel for any reason other than nonpayment of premium, we will mail to the first Named Insured written notice of cancellation at least 60 days before the effective date of cancellation. This provision does not apply in those states which require more than 60 days prior notice of cancellation. O 2013 Liberty Mutual Insurance CA 88 10 01 13 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 7 of 7 POLICY NUWBER� BAA57GA570S COMMERCIAL AUTO CA2O48029S THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ ITCAREFULLY. ��N�� N��0 �� mn�u�u� o �� no��o�� This endorsement modifies insurance provided tinder the following: � | BUSINESS AUTO COVERAGE FORM GARAGE COVERAGE FORM � MOTOR CARRIER COVERAGE FORM / | TRUCKERS COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply un|ess modi- fied bythoondomement This endorsement identifies person(s) ororQanize /on(s) who are "insureds" under the Who Is An Insured Provi- sion of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form � This endorsement changes the policy effective on the inception date of the policy unless another date is indicated | below. � � � Effective Date'. 12/4/2018 ^ Named Insured- CSGConsuhaNs. Inc.: Precision Inspection-CSG � SCHEDULE / NameofPeraon(s)o/ 0pgonizetion(s) as required by written contract � � (K no entry appearsaUove. information required to complete this endorsement will be shown in the Declarations as � app|/uab|e It) the eodmuemeoi) / � Each person o/ organization shown in the Schedule is an "insured" for Liability Coverage, bUd only to the extent that person or organization qualifies as on "insured" under the Who Is An Insured Provision contained in Section UV( the Coverage Form. CA 20 48 02 99 Copyright, Insurance Services Office, Inc., 1998 Page 1 of I � � | � ' � � � � Policy BAA57695795 COMMERCIAL AUTO CA 88 66 05 13 THIS ENDORSEMENT CHANGES THE POLICY, PLEASE READ IT CAREFULLY, DESIGNATED INSURED - NONCONTRIBUTING This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GARAGE COVERAGE FORM MO1 OR CARRIER COVERAGE FORM TRUCKERS COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement This endorsement identifies person(s) or organization(s) who are "insureds" under the Who Is An Insured Provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form. Schedule Name of Person(s) or Organ ization(s): Any entity with respect to a covered °auto" provided that you and such entity have agreed in a written contract, agreement, or permit to add such entity as an "insured" Regarding Designated Contract or Project: N/A Each person or organization shown in the Schedule of this endorsement is an"insured"for Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured Provision contained in Section 11 of the Coverage Form. The following is added to the Other Insurance Condition: If you have agreed in a written agreement that this policy will be primary and without right of contribution from any insurance in force for an Additional Insured for liability arising out of your operations, and the agreement was executed prior to the "bodily Injury" or "property damage", then this insurance will be primary and we will not seek contribution from such insurance. Q 2013 Liberty Mutual Insurance.All rights reserved. CA 88 66 05 13 Includes copyrighted material of Insurance Services Office.Inc..with its permission. Page 1 of 1 Po'cy;v I BA\57695795 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ [TCAREFULLY, AMENDMENT OF CANCELLATION PROVISIONS This endorsement modifies insurance provided under the foUowinO� BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM GARAGE COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the policy apply unless modified by this endorsement Any term or provision of the Cancellation Conditions of the policy or any endorsement emending or replacing such Conditions is � amended by the following: | If You have agreed in a written contract or written agreement kz provide a person or organization notice of cancellation we � agree <n the following. � a. Provide a 30 days prior written cancellation nn(ice to such persons orurganizahon for reason,-, other than � nonpayment of prem|um, but only if we are provided with e schedule of persons or organizations with whom you have agreed to provide notification more than 30 days before (he cancellation is to take effect, | i As a condition of this endorsement, you must notify your agent of any written contract o/ agreement where you have agreed to � provide notice of cancellation, other than nonpayment of premium, io a specific person or organization. ' � Failure (o provide to a person or organization in accordance with the terms o/ this endorsement shall not extend the effective date of the cancellation or otherwise affect cancellation of the policy as to any insured, � � � ! � � | | CA8876D314 020/3 Liberty w« »al |/s Lira nne.m|right reserved Page of � mmuuus copyrighted inamria|o/Insurance Services Office, Inc..with its permission. � | WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 99 04 10B (Ed. 9-14) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT-CALIFORNIA BLANKET BASIS 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 narned 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.) The additional premium for this endorsement shall be 2% of the total manual premium otherwise due on such remuneration. The minimum premium for this endorsement is $350. This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. SCHEDULE BLANKET WAIVER Person/Organization Blanket Waiver — Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver. Job Description Waiver Premium All CA Operations 2935.00 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 12/4/2018 Policy No. CSWC929198 Endorsement No. Insured CSG Consultants, Inc. Premium$ Insurance Company Berkshire Hathaway Homestate Ins Co WC 99 04 10B (Ed.9-14) THIS ENDORSEMENT CHANGESTHE POLICY. PLEASE READ IT CAREFULLY, NOTICE OF CANCELLATION - CERTIFICATE HOLDERS (SPECIFIED GAYS) Fhe person(s) or organization(s) listed or described in the Schedule below have requested that they receive written notice of cancellation when this policy is cancelled by us. We will mail or deliver to the Person(s) or Organization(s) listed or described in the Schedule a copy of the written notice of cancellation that we sent to you. If possible, such copies of the notice will be mailed at least 30 days, except for cancellation for non-payment of prerniurn which will be mailed 10 days, prior to the effective date of the cancellation, to the address or addresses of certificate holders as provided by your broker or agent. Schedule Person(s) or Organiz_ation(s) including mailing address: All certificate holders where written notice of the cancellation of this policy is required by written contract, permit or agreement with the Named Insured and whose names and addresses will be provided by the broker or agent listed in the Declarations Page of this policy for the purposes of complying with such request. This notification of cancellation of the policy is intended as a courtesy only. Our failure to provide such notification to the person(s) or organization(s) shown in the Schedule will not extend any policy cancellation date nor impact or negate any cancellation of the policy. This endorsement does not entitle the persons) or organization(s) listed or described in the Schedule above to any benefit, rights or protection under this policy. Any provision of this endorsement that is in conflict with a statute or rule is hereby amended to conform to that statute or rule. All other terms and conditions of this policy rernain unchanged. Endorsement Number: 7 Policy Number. PAAEP0008803 Named Insured: C5G Consultants, Inc. This endorsement is effective on the inception date of this Policy unless otherwise stated herein: Endorsement Effective Date: December 4, 2016 00 Ml_0087 00 11 10 Page 1 of 1 FIRST AMENDMENT TO AGREEMENT 17-159 BETWEEN THE CITY OF CUPERTINO AND CSG CONSULTANTS INC FOR SCANNING AND ARCHIVE SERVICES This First Amendment to Agreement 17-159 between the City of Cupertino and CSG, Consultants Inc., for reference dated 9/1/2017, is by and between the CITY OF CUPERTINO, a municipal corporation (hereinafter "City") and CSG Consultants Inc, a Corporation, etc ("Consultant") whose address is 550 Pilgrim Drive, Foster City, CA 94404 , and is made with reference to the following: RECITALS: A. On 9/1/2017, an agreement was entered into by and between City and Consultant (herein after "Agreement") for digital scanning and archiving services. B. The Agreement and the First Amendment are collectively referred to as the "Agreement"unless otherwise indicated. C. City and Consultant desire to modify the Agreement on the terms and conditions set forth herein. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM Paragraph I of the Agreement is modified to read as follows: The term of this Agreement shall commence on July 1, 2017, and shall terminate on June 30, 2019, unless terminated earlier as set forth herein. 2. Except as expressly modified herein, all other terms and covenants set forth in the Agreement shall remain the same and shall be in full force and effect. IN WITNESS WITEREOF, the parties hereto have caused this modification of Agi-eernctit to be execLit-,' CON CITY OF C PERTINO By Aizjll,410- "Title Charles D.Rider,Secretary Title assistant Ci 1Y Mar,aSer RE ND FOR API1 !W R0VkL PPROVED)AS TOY BYM Title Ciiy-,Attortley LiL ATTEST: City Clerk V EXPENDITURE DISTRIBUTION PO #2018-329 100-73-715-900-936 Original $30,000 Amendment#1: $0 Total: $30,000 EXHIBIT D lit,si,ii-aitee .Reqtiii-eiiieitts Design Professionals & Consultants Contracts Consultant shall procure prior to commencement of Services and maintain for the duration of the contract,at its own cost and expense, the following insurance policies and coverage with companies doing business in California and acceptable to City. INSURANCE POLICIES AND MINIMUMS REQUIRED 1. Conimercial General Lh-ibilit -Y.1, (CGL) for bodily injury, property damage, personal injury liability for premises operations, products and completed operations, contractual liability, and personal and advertising injury with limits no less than $2,000,000 per occurrence (ISO Form CG 00 01), If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location(ISO Form CG 25 03 or 25 04) or it shall 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 maxinium limits of coverage of any insurance policy, whichever is greater. b. Additional Insured coverage under Consultant'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 and non-contributory 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 Liabilify: ISO CA 00 01 covering any auto (including owned, hired, and non-owned autos)with limits no less than $1,000,000 per accident for bodily injury and property damage. 3, Workers' Compensation: As required by the State of California,with Statutory Limits and Employer's Liability Insurance of no less than $1,000,000 per occurrence for bodily injury or disease. L7 Alot required, C077SUIM17t has provided ivritlen verification of no einplo,,Vees. 4. ProfeWonal Liabifltv for professional acts, errors and omissions, as appropriate to Consultant's profession, with limits no less than $2,000,000 per occurrence or $2,000,000 aggregate. If written on a claims made form: a, The Retroactive Date must be shown and must be before the Effective Date of the Contract. b. Insurance must be maintained for at least five(5) years after completion of the Services. c. If coverage is canceled or non-renewed,and not replaced with another claims-made policy form with a Retroactive Date prior to the Contract Effective Date, the Consultant must purchase"extended reporting"coverage fora minimumoffive (5) years after completion of the Services. Z� Z� OTHER INSURANCE PROVISIONS The aforementioned insurance shall be endorsed and have all the following conditions and provisions: Each,D-Insurances RequireMents for Professionals&Consuhaills Contracts Form Updaled VcA 2018 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 Consultant's CGL policy. General Liability coverage can be provided in the form of an endorsement to Consultant'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). Priinai3, Coverage Coverage afforded to City/Additional Insureds shall be primary insui-mce. Any insurance or self-insurance maintained by City, its officers, officials, employees, or volunteers shall be excess of Consultant's insurance and shall not contribute to it. Notice of ancellation 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 Consultant 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 Consultant, 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 SeUJitsured 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 Consultant 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. Acceptabi,lh),of Insurers Insurers must be licensed to do business in California with an A.M. Best Rating of A-VII,orbetter. Vert fieafion of Coverage Consultant must furnish acceptable insurance certificates and mandatory endorsements(or copies of the policies effecting the coverage required by this Conti-act), and a cop), of the Declarations and Endorsement Page of the CGII policy listing all,policy endorsements prior to commencement of the Contract. City retains the right to demand verification of compliance at any time duringthe Contract term. Subconsultants Consultant shall require and verify that all subconsultants maintain insurance that meet the requirements of this Contract, including naming the City as ,in additional insured on subconsultant's 111SUI-MICe policies, Higher Insurance Limits IfConsUltant maintains broader coverage and/or higher limits than the ininiinuiris shown above,City shall be entitled to coverage for the higher insurance limits maintained byConsultant. Adequacy of Coverage City reserves the right to modify these insurance requirements/coverage based on the nature Of the risk, priol, experience, instircr or other special circumstances,with not less than ninety(90) days prior written notice. EM.D-hisuronce Requirvillolisfin,Design Prqfessionals & (7onsidtants Co Wrocts Form Updated Feb. 2018 2 CERTIFICATE OF LIABILITY INSURANCE PATE(MMlOD/YYYY) 6/5/2018 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME. Arthur J. Gallagher&Co. PHONE Insurance Brokers of CA, Inc. LIC#0726293 _1AI-G—Ro EXt)_415-536-8617 u LA c�a) 415 536 8627 E-MAIL 1255 Battery Street, Suite 450 AopREss; ...................... San Francisco CA 94111 _._...._ _.._._.._._-- INBURER(S)AFFORDING COVERAGE NAIC# ..._. __._.__—_._._._...____—.�____-..__ INSURER A;American Fire and Casual Company — 24066 INSURED CSGCONIS-01 INSURER B.Arch Insurance Com aany J _ _ 11150 C,SG Consultants, Inc. INSURER West American Insurance Com an 44393 550 Pilgrim Drive —_._._,P—Y__ - Foster City, CA 94404 INSURER D:.Berkshire Hathaway Homestate Insurance Company„ 20044 INSURER E INSURER F COVERAGES CERTIFICATE NUMBER:49127236 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 114SURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. _ ...... _ _... —. —--— �._...—_...._..._..... _ _._... INSR TYPE OF INSURANCE ADD)SUB POLICY NUMBER (MM1DD MY POLICY LIMITS LTR C X COMMERCIAL GENERAL LIABILITY Y Y BKw 18 57695795 12/4/2017 12/4/2018 EACH OCCURRENCE s 1,000,000 DAMAGE TO RENTED -- __—. _..... J ( ) CLAIMS-MADE I X 1 OCCUR PRcI AISES.,(Ea raccurrencal $500000 _ � .,. .... ._._... _ ...._ .. . ... i i `MED EXP(Any.ona person) S 5 000 PERSONAL&ADV INJURY S 1 000,000 G_E_N'L AGGREGATE LIMIT APPLIES PER- I GENERAL AGGREGATE $2 000,000 POLICY JECTPRO- A LOCI I '. I PRODUCTS COMPIOP AGG 1 5 2 000.000 `OTHER: A ?AUTOMOBILE LIABILITY Y BAA(18)57695795 12/412017 1 12/4/2018 COMBINED SINGLE LIMIT 1$7 000000 accident).__........... .--- _ .. .... ... X ANY AUTO BODILY INJURY(Per person) S _......_ ....................._....._...._.. OWNED SCHEDULED ( . . ... AUTOS ONLY !AUTOS BODILY INJURY(Per accident) S HIRED NON-OWNED i PROPERTY DAMAGE A S ' AUTOS ONLY ._. AUTOS ONLY Per accident i �. I � I S - A X UMBRELLA LIAB X Y Y USA(18)57695795 1211/2017 i 1 21412 01 8 OCCUR EACHOCCURRENCE _ ,$5000000 _ „ _ 1 EXCESS LIAR CLAIMS MADE i l AGGREGATL S S 000 OD0 I DED X IRETENTIONS 01 S D WORKERS COMPENSATION Y CSwC821833 12/412017 12/4/2018 iX PER 1OTH- iAND EMPLOYERS'LIABILITY Y/N , __-,_STATUTE ER ANYPROPRIETORIPARTNERIEXECUTIVE IJ NtA' E.L.EACH ACCIDENT S 1,000,000 ❑ OFFICERIMEMBER EXCLUDED? i --- - - --- (Mandatory in NH) i E L.DISEASE ,EA EMPLOYEE`$1 000 000 TIII If yes,(Mandatory In under ( —- .... _—.. .... .._. .... DESCRIPTION OF OPERATIONS beinv� i E.L.DISEASE-POLICY LIMIT. 51,0()060[10 B Professional Liability Y I P.AAEP0008802 121412D17 12/4/2018 Each Claim 55,000,000 ralro date: 1/1/1991 ( ( Aggregate I 55,000,000 Deductible: S50,000 i DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) re: Design Professional Services Agreement(Master). The City of Cupertino,its City Council,officers,officials,employees,agents,servants and volunteers are included as additional insureds on GL on a Primary&Non-Contributory basis with Waiver of Subrogation and 30 Day Notice of Cancellation per attached. Waiver of Subrogation on Auto&VUC and 30 Day Notice of Cancellation on Auto&Professional per attached.30 Day Notice of Cancellation on WC is not available. Waiver of Subrogation on Professional applies, CG2026 per attached. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Cupertino ACCORDANCE WITH THE POLICY PROVISIONS. 10300 Torre Avene Cupertino CA 95014 AUTHORIZED REPRESENTATIVE USA _ 1'�n+4F" ®1988-2015 ACORD CORPORATION. All rights reserved, ACORD 25(2016103) The ACORD name and logo are registered marks of ACORD COMMERCIAL GENERAL LIABILITY Policy#: BKW(18)57695795 CG 68 10 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL GENERAL LIABILITY XT Sep This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART INDEX SUBJECT PAGE NON-OWNED AIRCRAFT 2 NON-OWNED WATERCRAFT Z PROPERTY DAMAGE LIABILITY•ELEVATORS 2 EXTENDED DAMAGE TO PROPERTY RENTED TO YOU(Tenant's Property Damage) 2 MEDICAL PAYMENTS EXTENSION :3 EXTENSION OF SUPPLEMENTARY PAYMENTS-COVERAGES A AND B 2 ADDITIONAL INSUREDS-BY CONTRACT,AGREEMENT OR PERMIT 3 PRIMARY AND NON-CONTRIBUTORY-ADDITIONAL INSURED EXTENSION 5 ADDITIONAL INSUREDS-EXTENDED PROTECTION OF YOUR "LIMITS OF INSURANCE" s WHO IS AN INSURED-INCIDENTAL MEDICAL ERRORSIMALPRACTICE AND WING IS AN INSURED-FELLOW EMPLOYEE EXTENSION-MANAGEMENT EMPLOYEES NEWLY FORMED OR ADDITIONALLY ACQUIRED ENTITIES 7 FAILURE TO DISCLOSE HAZARDS AND PRIOR OCCURRENCES 7 KNOWLEDGE OF OCCURRENCE,OFFENSE,CLAIM OR SKIT 7 LIBERALIZATION CLAUSE 7 BODILY INJURY REDEFINED 7 EXTENDED PROPERTY DAMAGE 8 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US a 8 WHEN REQUIRED IN A CONTRACT OR AGREEMENTWITH YOU U 2013 Liberty Mutual Insurance Chi 88 10 04 13 Includes copyrighted material of Insurance Services Office,ine.,with its permission. Page 1 of 8 With respect to coverage afforded by this endorsement, the provisions of the policy apply unless modified by the endorsement. A. NON-OWNED AIRCRAFT Under Paragraph 2. Exclusions of Section I - Coverage A - Bodily Injury And Property Damage Liability, exclusion B.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 her or him 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 9.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 52 feet long; and (b) Not being used to carry persons or property for a charge, C. PROPERTY DAMAGE LIABILITY-ELEVATORS 1. Under Paragraph 2. Exclusions of Section I Coverage A- Bodily Injury And Property Damage Liabil- ity, Subparagraphs (3), (4) and (6) of exclusion j, Damage To Property do not apply if such "property damage" results from the use of elevators. For the purpose of this provision,elevators do not include vehicle lifts.Vehicle lifts are lifts or hoists used in automobile service or repair operations. 2. The following is added to Section IV - Commercial General Liability Conditions, Condition 4. Other Insurance, Paragraph b.Excess Insuranca: The insurance afforded by this provision of this endorsement is excess over any property insurance, whether primary,excess,contingent or on any other basis. D. EXTENDED DAMAGE TO PROPERTY RENTED TO YOU(Tenant's Property Damage) If Damage To Promises 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: a. The fourth from the last paragraph of exclusion j. Damage To Property is replaced by the follow- ing: Paragraphs(1), (3)and(4)of this exclusion do not apply to "property damage" (other than damage by fire, lightning,explosion,smoke,or leakage frorn an automatic fire protection system)to: (i) Premises rented to you for a period of 7 or fewer consecutive days; or (ii) Contents that you rent or lease as part of a premises rental or lease agreement for a period of more than 7 days. Paragraphs (1), (3) and (4) of this exclusion do not apply to "property damage" to Contents of premises rented to you for a period of 7 or fewer consecutive days. A separate limit Of insurance applies to this coverage as described in Section [if - Limits of Insurance. 2013 liberty Mutual Insurance CC,88 10 04 13 lndudes cDpyriqhted materiii of InSLMIrice services Office,Inc.,with its permission. Page 2 of 8 b. The last paragraph of subsection 2.Exclusions is replaced by the following: Exclusions c. through n. do not apply to damage by fire, lightning, explosion, smoke or leakage from automatic fire protection systems to premises while rented to you or temporarily occupied by you with permission of the owner. A separate limit of insurance applies to Damage To Premises Rented To You as described in Section III-Limits Of Insurance. 2. Paragraph 6.under Section III-Limits Of Insurance is replaced by the following. 6. Subject to Paragraph S.above,the Damage To Premises Rented To You Limit is the most we will pay under Coverage A for damages because of"property damage"to. a. Any one premise, (1) While rented to you;or (2) While rented to you or temporarily occupied by you with permission of the owner for damage by fire, lightning, explosion, smoke or leakage from automatic protection sys- tems; or b. Contents that you rent or lease as part of a premises rental or lease agreement. S. As regards coverage provided by this provision D. EXTENDED DAMAGE TO PROPERTY RENTED TO YOU(Tenant's Property Damage)-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, or leakage from automatic fire protection systems to premises while rented to you or temporarily occupied by you with the permission of the owner, or for damage to contents of such premises that are included in your premises rental or lease agreement,is not an "insured contract". E. MEDICAL PAYMENTS EXTENSION If Coverage C Medical Payments is not otherwise excluded,the Medical Payments provided by this policy are amended as [follows., Under Paragraph t. Insuring Agreement of Section I-Coverage C•Medical Payments, Subparagraph (b)of Paragraph a.is replaced by the following: (b) The expenses are incurred and reported within three years of the date of the accident;and F. EXTENSION OF SUPPLEMENTARY PAYMENTS-COVERAGES A AND B 1. Under Supplementary Payments-Coverages A and B,Paragraph I.b.Is replaced by the following: b. Up to $3,000 for cost of ball 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. Ail 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 $500 a day because of time off from work, G. ADDITIONAL INSUREDS-BY CONTRACT,AGREEMENT OR PERMIT 1, Paragraph 2. under Section 11 -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" caused in whole or,in part by: a. Your acts or omissions, or the acts or omissions of those acting on your behalf, in the performance of your on going operations for the ndditional Insured that are the subject of the written contract or written agreement provided that the "bodily injury" or "property damage" occurs, or the "per- sonal and advertising injury" is committed, subsequent to the Signing Of such written contract or written agreement; or 0 2013 Liberty Mutual itsurance CG 88 10 04 13 Includes copyrighted inaterial of Insurance Services Office,Inc.,with its permission. Page 3 of 6 b. Premises or facilities rented by you or used by you; or c. The maintenance,operation or use by you of equipment rented or leased to you by such person or organization; or & Operations performed by you or on your behalf for which the state or political subdivision has issued a permit subject to the following additional provisions: (1) This insurance does not apply to "bodily injury", "property damage", or "personal and ad- vertising injury" arising out of the operations performed for the state or political subdivision; (2) This insurance does not apply to "bodily injury" or "property clarylage" included within the "completed operations hazard". (3) Insurance applies to premises you own, rent, or control but only with respect to the following hazards: (a) The existence, maintenance, repair, construction, erection, or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoist away openings, sidewalk vaults, street banners, or decorations and similar expo- sures; or (b) The construction,erection,or removal of elevators; or (c) The ownership, maintenance,or use of any elevators covered by this insurance. 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 a contract or agreement, the insur- ance 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. With respect to Paragraph 1.a. above, a person's or organization's status as an additional insured under this endorsement ends when; (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 by 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 I.b. above, a person's or orqat-tization's status as an additional insured under this endorsement ends when their written contract or written agreement with you for such premises or facilities ends. With respects to Paragraph Il.c. 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 darnage". We have no duty to defend in 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 Condi- tions, 2013 Ubertv Mutual Insurance CG 8810 041 Includes copyrighted material of Insurance Servicxn Office,Inc.,with its permission. Page 4 of 8 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" arising from the sole negligence of the additional insured. b. "Bodily injury" or "property damage" that occurs prior to you commencing operations at the location where such "bodily injury"or "property damage" occurs. c. "Bodily injury", "property damage" or "personal and advertising injury" arising out of the render- Ing of, or the failure to render, any professional architectural, engineering or surveying services, including: (1) The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys,field orders,change orders or drawings and specifications; 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 "occur- rence" which caused the "bodily injury" or "property damage", or the offense which caused the "personal and advertising Injury", involved the rendering of,or the failure to render,any professional architectural,engineering or surveying services. d. "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 by 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. a. Any person or organization specifically designated as an additional insured for ongoing operations by a separate ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS endorsement is- sued by us and rnade a part of this policy, 3, With respect to the Insurance afforded to these additional insureds,the following is added to Section[if -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. H. 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 UABILITY CONDITIONS is amend- ed as follows: i. The following is added to Paragraph a.Primary Insurance: If an additional insureds policy has an Other Insurance provision making its policy excess, and you have agreed in a written contract or written agreement to provide the additional insured coverage on a primaty and noncontributory basis, this policy shall be primary and we will not seek contribution from the additional insured's policy for damages we cover. 0 2013 Liberty Mutual Insurance CG 88 10 04 13 Includes copyi 19I)ted rnaterial of Insurance Services Office,Inc.,with its peirnission, Page 5 of 8 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 addi- tional 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, I. ADDITIONAL INSUREDS-EXTENDED PROTECTION OF YOUR"LIMITS OF INSURANCE" 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: a. Give written notice of an "occurrence" or an offense that may result in a clairn 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 as 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 riot in addition to the limits of insurance available under this policy. 1 WHO IS AN INSURED-INCMENTAL MEDICAL ERROR MALPRACTICE WHO IS AN INSURED-FELLOW EMPLOYEE EXTENSION-MANAGEMENT EMPLOYEES Paragraph 2.a.(1)of Section 11-Who Is An Insured Is replaced with the following: (1) "Bodily injury" or "personal and advertising injury": (a) To you,to your partners or members(if you are a partnership or joint venture),to your members(if you are a limited liability company), to a co-"employee" while in the course of his or her employ- ment or performing duties related to the conduct of your business, or to your other "volunteer workers" while performing duties related to the conduct of your business; (b) To the spouse, child, parent, brother or sister of that co-"employee"" or "volunteer worker" as a consequence of Paragraph (1)(a)above; (c) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraphs(1)(a)or(b)above; or (d) Arising out of his or her providing or failing to provide professional health care services. However, if you are not in the business of providing professional health care services or providing profes- sional health care personnel to others, or if coverage for providing professional health care ser- vices is not otherwise excluded by separate endorsement, this provision (Paragraph (d)) does not apply, Paragraphs (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 "ernployee's" job responsibilities assigned by you, includes the direct supervision of other "employ- ees" of yours. However, none of these "employees" are insureds for "bodily injury" or "personal and C5 201$LibeFtyrAutualinsurance GG 98 '10 04 13 lnrlorli,q rm-.t,riAl rif lnemnnrp Or-rwirr,c nff; I— R M R advertising injury" arising out of their willful conduct, which is defined as the purposeful or willfu I intent to cause "bodily injury" or "personal and advertising injury", or caused in whole or in part by their intoxica- tion by liquor or controlled substances. The coverage provided by provision J. is excess over any other valid and collectable insurance available to your"employee". K. NEWLY FORMED 08 ADDITIONALLY ACQUIRED ENTITIES Paragraph 3.of Section 11-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. 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, L. FAILURE TO DISCLOSE HAZARDS AND PRIOR OCCURRENCES Under Section IV-Commercial General Liability Conditions,the following is added to Condition 6.Repre- sentations: Your failure to disclose all hazards or prior "occurrences" existing as of the inception date of the policy shall not prejudice the coverage afforded by this policy provided such failure to disclose all hazards or prior"occurrences" is not intentional. M. KNOWLEDGE OF OCCURRENCE,OFFENSE,CLAIM OR SUIT Under Section IV-Commercial General Liability Conditions,the following is added to Condition 2. Duties In The Event of Occurrence,Offense,C121M Or Suit: Knowledge of an "occurrence", offense, ctalm or "suit" by an agent, servant or "employee" of any insured shall not in itself constitute knowledge of the insured unless an Insured listed under Paragraph 1. of Section 11-Who Is An Insured or a person who has been designated by them to receive reports of "occurrences", offenses, claims or "suits" shall have received such notice from the agent, servant or V'employee". N, LIBERALIZATION CLAUSE If we revise this Commercial General Liability Extension Endorsement to provide more coverage without additional premium charge,your policy will automatically provide the coverage as of the day the revision is effective in your state. 0. BODILY IN. REDEFINED Under Section V-Definitions,Definition 3, is replaced by the fol lowing: 3. "Bodily Injury" means physical injury, sickness or disease sustained by a person. This includes mental anguish, mental injury, shock, fright or death that results from such physical injury, sick- ness or disease. O 2013 Liberty Mutual Insurance CG 90 10 04 13 includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 7 of 8 P. EXTENDED PROPERTY DAMAGE Exclusion a. of COVERAGE A. BODILY INJURY AND PROPERTY DAMAGE LIABILITY is replaced by the following: a. 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, Q. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US - WHEN REQUIRED IN A CONTRACT OR AGREEMENT WITH YOU Under Section IV- Commercial General Liability Conditions, the following is added to Condition S. Trans- fer Of Rights Of Recovery Against Others To Us: Wa,waive any right of recovery we may have against a person or organization because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and incluCled in the "products-completed operations hazard" provided: 1. You and that person or organization have agreed in writing in a contract or agreement that you waive such rights against that person or organization;and 2. •The injury or damage occurs subsequent to the execution of the written contractor written agree- ment. 2013 Libeily WitwWrisuname (1113 88 110 04 13 Includes copyri,;Ihted material of Insurance Services office, Inc.,with its permission. Page 8 of 8 Po|iCy #: BKW(10)57O957Q5 COMMERCIAL GENERAL LIABILITY CG 89700413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ |TCAREFULLY. AMENDMENT OF CANCELLATION PROVISIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART Any ienn or provision of the Cancellation Conditions of the policy or any endorsement amending o/ replac- ing suuh Conditions is amended by the following: If you have agreed in owhttan contract or written agreement to provide u person or organization notice of cancellation we agree to the following: Provide 30dayo prior written cancellation notice to such person or organization for reasons other than nonpayment of premium, but only if we are provided with eachedu|o of persons or organizations with whom you have agreed to provide notification more than 30 days before the cancellation is to take effect. For purposes of this endocsomeni, knowledge of the agent as to the persons or organizations requesting notice of cancellation is insufficient to invoke our duty to provide notice of cancellation un|oaa the identity of the persons or organizations is provided directly to us in accordance with the terms of this endorsement. Failure to provide notice to apemon or organization in accordance with the terms of this endorsement shall not extend the effective dote of the cancellation or otherwise affect cancellation of the policy as to any insured. � � � ' � 2013 Liberty Mutual Insurance Policy# BAA(l 8)57695795 COMMERCIAL AUTO CA 88 10 01 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY, BUSINESS AUTO COVERAGE ENHANCEMENT ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM With respect to coverage afforded by this endorsement, the provisions of the policy apply unless modified by the endorsement COVERAGE INDEX SUBJECT PROVISION NUMBER ADDITIONAL INSURED BY CONTRACT, AGREEMENT OR PERMIT 3 ACCIDENTAL AIRBAG DEPLOYMENT 12 AMENDED DUTIES IN THE EVENT OF ACCIDENT, CLAIM,SUIT OR LOSS 19 AMENDED FELLOW EMPLOYEE EXCLUSION 5 AUDIO,VISUAL AND DATA ELECTRONIC EQUIPMENT COVERAGE 13 BROAD FORM INSURED 1 BODILY INJURY REDEFINED 22 EMPLOYEES AS INSUREDS (including employee hired auto) 2 EXTENDED CANCELLATION CONDITION 23 EXTRA EXPENSE—BROADENED COVERAGE 10 GLASS REPAIR—WAIVER OF DEDUCTIBLE 15 HIRED AUTO PHYSICAL DAMAGE (including employee hired auto and loss (if use) 6 1 IIRED AUTO COVERAGE, TERRITORY 20 LOAN/LEASE GAP 14 PARKED AUTO COLLISION COVERAGE(WAIVER OF DEDUCTIBLE) 16 PERSONAL EFFECTS COVERAGE 11 PHYSICAL DAMAGE—ADDITIONAL TRANSPORTATION EXPENSE COVERAGE 8 RENTAL REIMBURSEMENT 9 SUPPLEMENTARY PAYMENTS 4 TOWING AND LABOR 7 TWO OR MORE DEDUCTIBLES 17 UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS 18 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US 20 SECTION 11—LIABILITY COVERAGE is amended as follows: 1. BROAD FORM INSURED SECTION 11 — LIABILITY COVERAGE, paragraph A.I. —WHO IS AN INSURED is amended to include, the following as an insured: d, Any legally incorporated entity of which you own more than 50 percent of the voting stock during the policy period, However, "insured"does not include any organization that: (1) Is a partnership or joint venture-, or (2) Is an insured under any other automobile policy-, or (3) Has exhausted its Limit of Insurance under any other automobile policy. Paragraph d. (2) of this provision does not apply to a policy written to apply specifically in excess of this policy. e. Any organization you newly acquire or form, other than a partnership or joint venture, of which you own more than 50 percent of the voting stock. This automatic coverage is afforded only for 180 days from the date of acquisition or formation, However, coverage under this provision does not apply: (1) If there is similar insurance or a self-insurpd retention plan available to that organization: C,)2013 Llberty MUtLl@l I nsuranw CA 88 10 01 13 Includes copyrighted traharial of Insurance Services Office,Inc.,with its permission. Page 1 of 7 (2) |f the Limits my Insurance of any other insurance policy have been exhausted; cv (%) To "bodily injury" or "property damage" that occurred before you acquired o, formed the organization, 2. EMPLOYEES ASINSUREDS SECTION U — LIABILITY COVERAGE, paragraph A.1, --WHO IS AN INSURED is amended to include Via following omaninsured: C Any"employee"of yours while using a covered "auto"you do not own, hire or borrow, but only for acts within the scope of their employment hy you. Insurance provided by this endorsement is excess over any other insurance available k/ any''emp|vyee" g An "employee" of yours while operating an ^omto` hired of, borrowed under a written contract or agreement in that "employee's" name. with your parmiasion, while performing duties related to the conduct of your business and vJthin Vie scope of their employment. |nnmnance provided by this endorsement is excess over any other insurance available to the "employee". 3. ADDITIONAL INSURED BY CONTRACT, AGREEMENT OR PERMIT SECTION U — LIABILITY COVERAGE, paragraph A.I. —VYH() 18 AN INSURED is amended to include the following osaninsured: h. Any person of, organization with respect to the operadon, maintenance or use o4o covered ^autp'', provided that you and such person or organization have agreed in a written contract, agneement, o/ permit issued to you by governmental or public authority, to add such pomcm, or organization, or governmental or public authority|o this policy anan"insured' However, such person or organization ioan^inxumsd'': (1) Only with respect to the operation, maintenance or use ofocovered "au\o'`; (2) Only for "bodily injury" o/ ^prope/iy damage" cmuned by an "accident" which takes place after you executed the written contract or agrenmerd, or the permit has been issued 10 You' and (3) Only for the duration of that contract, agreement urpermit 4. SUPPLEMENTARY PAYMENTS SECTION || — LIABILITY COVERAGE, Coverage Extensions` 2m, Supplementary Payments, paragraphs (2) and(4)are replaced by the following, (2) Up to S3.00O for cost ofbail bonds (including bonds for related traffic violations) required because of an ''mocidenY'wecover. VVedo not have hofmnnishthese bonds. (4) All reasonable expenses incurred by the insured at our request, including actual loss of earnings tip to SSOOo day because uf time off from work. 6. AMENDED FELLOW EMPLOYEE EXCLUSION In those jurisdictions where, by law, fellow employees are not entitled to the protection afforded to the, employer by the workers compensation exclusivity ruie, or similar protection, the following provision is added: SECTION {i— L|AB|L|TY. exdus|onQ.G. FELLOVV EMPLOYEE does not apply if the"bodily injury''revu|twfrom the use ofa covered^autu^you own orhire. SECTION |!\—PHYSICAL DAMAGE COVERAGE is amended as follows: 6. HIRED AUTO PHYSICAL DAMAGE Paragraph A.4 Coverage Extensions of SECTION |/| — PHYSICAL DAMAGE COVERAGE, is amended by adding the following'. If hired 'au{os^ are covered ^autoa^ for Liability Coverage, and if Comprehensive, Specified Causes nf Loss or Collision coverage are provided under the Business Auto Coverage Form for any ^auio^ You own, then the Physical Demmge coverages provided are exiendedim^ou\oo''� a. You hire' rent orborrow, or m2o1a Liberty mutUmInsurance �A8810 01 13 Includes copyrighted material u/Insurance services Office,|nc,with its permission Page 2of7 b. Your `employee" hires or rents under a written contract or agreement in that "employee's" narne, but only if the damage Occurs while,the vehicle is being used in the conduct Of Your business, subject to the following limit and deductible'. A. The most we will pay for"loss"in any one"accident"or IosG"is the smallest of: 0) $50,000-,or (2) The actual cash value of the damaged or stolen property as,of the time of the "loss"; or (a) The cost of repairing or replacing the damaged or stolen property with other property of like kind and quality, rninus a deductible, B. The deductible will be equal to the largest deductible applicable to any owned"auto"for that coverage. C. Subject to the limit, deductible and excess provisions described in this provision, we will provide coverage equal to the broadest coverage applicable to any covered "auto"you own. D. Subject to a maximum of$1,000 per "accident', we will also cover the actual loss of use of the hired "auto" if it results from an "accident", you are legally liable and the lessor incurs an actual financial loss. E. This coverage extension does not apply to:. (1) Any"auto"that is hired, rented or borrowed with a driver; or (2) Any"auto"that is hired, rented or borrowed from your'employee". For the Purposes of this provision, SECTION V- DEFINITIONS is arnended by adding the following,- "Total loss"means a"loss"in which the cost of repairs plus the salvage value exceeds the actual cash value, 7. TOWING AND LABOR SECTION III - ;-"HYSICAL DAMAGE COVERAGE, paragraph A.2. Towing, is amended by the addition of the following: We will pay towing and labor costs incurred, up to the limits shown below, each tirne a covered "auto" classified and rated as a private passenger type, "light truck"or"mediurn truck"is disabled; a. For private passenger type vehicles, we will pay LIP to$50 per disablement, b. For "light trucks", we will pay up to $50 per disablement. "Light trucks'' are trucks that have a gross vehicle weight(GVW)of 10,000 pounds or less,. C. For "MediUM trucks'" , we will pay Up to$150 per disablement. "Medium trucks" are trucks that have a gross vehicle weight (GVW)of 1 O;001 -20.000 Pounds, However, the labor must be performed at the place of disablement. S. PHYSICAL DAMAGE -ADDITIONAL TRANSPORTATION EXPENSE COVERAGE Paragraph AA.a., Coverage Extension of SECTION III - PHYSICAL DAMAGE COVERAGE, is amended to provide a limit of 550 per day and a maximUrr, lirnit of$1,500 2013 Liberty Mutual Insurance CA 88 10 01 13 Includes copyriqhrod material of Insurance Services Office,Inc..with its permission. Page 3 of 7 9. RENTAL REIMBURSEMENT SECTION III—PHYSICAL DAMAGE COVERAGE, A. COVERAGE,is amended by adding the following: a. We will pay up to $75 per*day for rental reimbursement expenses incurred by you for the rental of an "auto" because of ^eooidenC' or "|uaa''. to an ^out0^ for which we also pay a ''|oae" under Coin prehenoive` Specified Causes of Loss or Collision Coverages. We will pay only for those expensesinourr*dafterthefinst24hourefoUm*|mQthe''accident^or^loon"1utheooveved ^auio,' 6. Rental Reimbursement will be based on the rental of a comparable vehicle, which in many cases may be substantially less then $75 per day, and will only he allowed for the period of time i(should take to repair or replace the vehicle with reasonable speed and sirnilar quafity, up to a maximum of 30 days, o. We Will also Pay up to $500 for reasonable and necessary expenses incurred by you to remove and replace your tools and equipment from the cove-red ''muto" d. This coverage dwam not apply unless you have o business necessity that other "autos" available for your use -and operation cannot fill, e. /f1oaa" results hnm the total theft ofe covered ^muto^mf the private Paaaen type, we will pay Under this coverage only that omountofYour rental reimbursement expenses which is not already provided under Paragraph 4.Coverage Extension f. No deductible applies |o this coverage. Forthe purposes of this endorsement pruviaion, materials and equipment do not include"personal effeots" as defined in provision 11. 10. EXTRA EXPENSE ~BROADENED COVERAGE Under SECTION ||| — PHYS|CAL DAMAGE COVERAGE, A OOVERAGE, we will pay for the expense of returninga stolen covered ^uuto''ioyou, The maximum amountvve will pay inS1`OUO. 11' PERSONAL EFFECTS COVERAGE A, SECTION III — PHYSICAL DAMAGE COVERAGE, A, C0VERAGE, is amended by adding the foUo*ing� If You have purchased Comprehensive Coverage on this policy for an "auto"you own and that"auto"is stolen, we will pay,without application of a deductible, up to $600 for"personal effects"stolen with the"auto." The insurance provided under this provision is excess over any offier collectible insurance. B. SECTION V—DEFINITIONS in amended by adding the following: For the purposes of this provision, "personal effects" mean tangible property that is worn or carried by an inoursd.^ "Personal effects"does not include toois, equipment,jewelry, ITIoney or securities, 12' ACCIDENTAL AIRBAG DEPLOYMENT SECTION III—PHYSICAL DAMAGE COVERAGE, B. EXCLUSIONS is arnerided by adding the following. If you have Purchased Comprehensive or C ollision Coverage under this policy, the exclusion for"loss" relating tomachan/co| heukdovvndoeono|app|y\mtheano|denta| diouhargeo[anairbaO Any insurance we provide shall be excess over any other ouUeoUb|e insurance or reimbursement by manufacturer's warranty, However, we agree to pay any doduoUbie applicable to the other coverage or warran\y, 13. AUDIO, VISUAL AND DATA ELECTRONIC EQUIPMENT COVERAGE SECTION ||( — PHYSICAL DAMAGE COVERAGE, S. EXCLU8|0NS, exception paragraph m, to exclusions 4.c. ond4.d. is deleted and replaced with the following: m20/3 Liberty Mutual msuravne AGREEMENT BETWEEN THE CITY OF CUPERTINO AND CSG CONSULTANTS FOR SCANNING& ARCHIVE SERVICES THIS AGREEMENT, is entered into this eighth day of September, 2017, by and between the CITY OF CUPERTINO, a California municipal corporation ("City"), and CSG Consultants,a California Corporation whose address is 550 Pilgrim Drive, Foster City, CA 94404 (hereinafter referred to as "Consultant") (collectively referred to as the"Parties"), RECITALS: A. City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the Constitution and the statutes of the State of California and the Cupertino Municipal Code, B. Consultant is specially trained, experienced and competent to perform the special services which will be required by this Agreement. C. Consultant possesses the skill, experience, ability, background, certification and knowledge to provide the services described in this Agreement on the terms and conditions described herein. D. City and Consultant desire to enter into an agreement for document scanning and archive services upon the terms and conditions herein. NOW, THEREFORE, the Parties mutually agree as follows: 1. TERM The term of this Agreement shall commence on July 1, 2017, and shall terminate on June 30,2018,unless terminated earlier as set forth herein. 2. SERVICES TO BE PERFORMED Consultant shall perform each and every service set forth in Exhibit "A" attached hereto and incorporated herein by this reference. 3. COMPENSATION TO CONSULTANT Consultant shall be compensated for services performed pursuant to this Agreement in a total amount not to exceed Thirty Thousand dollars ($30,000.00) based on the rates and terms set forth in Exhibit "C," which is attached hereto and incorporated herein by this reference. In order to request payment, Consultant shall submit monthly electronic invoices to CDDI;ivoices'Fi.?cuiiertino.oi-c., describing the services performed and the applicable charges (including a summary of work performed during that period, personnel who performed the services, hours worked, task(s)for which work was performed). 4. TIME IS OF THE ESSENCE Consultant and City agree that time is of the essence regarding the performance of this Agreement. 5. STANDARD OF CARE Consultant agrees to perform all services required by this Agreement in a manner commensurate with the prevailing standards of like professionals in the San Francisco Bay Area and agrees that all services shall be performed by qualified and experienced personnel who are not employed by the City nor have any contractual relationship with City. 6. INDEPENDENT PARTIES City and Consultant intend that the relationship between them created by this Agreement is that of independent contractor. The manner and means of conducting the work are under the control of Consultant, except to the extent they are limited by statute, rule or regulation and the express terms of this Agreement. No civil service status or other right of employment will be acquired by virtue of Consultant's services. None of the benefits provided by City to its employees, including but not limited to, unemployment insurance,workers'cornpensation plans,vacation and sick leave are available from City to Consultant, its employees or agents. Deductions shall not be made for any state or federal taxes, FICA payments, PERS payments, or other purposes normally associated with all employer-employee relationship from any fees due Consultant. Payments of the above items, if required, are the responsibility of Consultant. 7. IMMIGRATION REFORM AND CONTROL ACT (IRCA) Consultant assumes any and all responsibility for verifying tile identity and employment authorization of all of his/her employees performing work hereunder, pursuant to all applicable IRCA or other federal, or state rules and regulations. Consultant shall indemnify and hold City harmless from and against any loss, damage, liability, costs or expenses arising from any noncompliance ofthis provision by Consultant. 8. NON-DISCRIMINATION Consistent with City's policy prohibiting harassment and discrimination,Consultant agrees that it shall not harass or discriminate against a job applicant, a City employee, or a citizen by Consultant or Consultant's employee or subcontractor on the basis of race, religious creed, color, national origin, ancestry, handicap, disability, marital status, pregnancy, sex, age, sexual orientation, or any other protected class. Consultant agrees that any and all violations of this provision shall constitute a material breach of this Agreement. 9. HOLD IIAIMLESS FX-1 Standard Indemnification: Consultant shall, to the fullest extent allowed by law and without limitation of the provisions of this Agreement related to insurance, with respect to all services performed in connection with the Agreement, indemnify, defend, and hold harmless the City and its officers, officials, agents, employees and volunteers from and against any and all liability, claims, actions, causes of action or demands whatsoever against any of them, including any injury to or death of any person or damage to property or other liability of any nature, whether physical, emotional, consequential or otherwise, arising out, pertaining to, or related to the negligent performance of this Agreement by ConSUItantoi-ConSUItant's employees,officers,officials,agents or independent contractors. Such costs and expenses shall include reasonable attorneys' fees of counsel of City's choice,expert fees and all other costs and fees of litigation. The acceptance of the Services by City shall not operate as a waiver of the right of indemnification. The provisions of this Section survive the completion of the Set-vices or termination of this Contract. 10. INSURANCE: A. General Requirements. On or before the commencement of the term of this Agreement, Consultant shall furnish City with certificates showing the type, amount, class of operations covered, effective dates and dates of expiration of insurance coverage in compliance with the requirements listed in Exhibit "D". Such certificates, which do not limit Consultant's indemnification,shall also contain substantially the following statement: "Should any of the above insurance covered by this certificate be canceled or coverage reduced before the expiration date thereof, the insurer affording coverage shall provide thirty(30)days'advance written notice to the City of Cupertino by certified mail,Attention: City Manager." Consultant shall maintain in force at all times during the performance of this Agreement all appropriate coverage of insurance required by this Agreement with an insurance company that is acceptable to City and licensed to do insurance business in the State of California. Endorsements naming the City as additional insured shall be submitted with the insurance certificates. B. Subrogation Waiver. Consultant agrees that in the event of loss due to any of the perils for which lie/she has agreed to provide comprehensive general and automotive liability insurance,Consultant shall look solely to his/her insurance for recovery. Consultant hereby grants to City, on behalf of any insurer providing comprehensive general and automotive liability insurance to either Consultant or City with respect to the services of Consultant herein, a waiver of any right to subrogation which any such insurer of said Consultant may acquire against City by virtue of the payment Of any loss under such insurance. C. Failure to secure or maintain insurance. If Consultant at any time during the term hereof should fail to secure or maintain the foregoing insurance, City shall be permitted to obtain such insurance in the Consultant's name or as an agent of the Consultant and shall be compensated by the Consultant for the costs of the insurance premiums at the maximum rate permitted by law and computed from the date written notice is received that the premiums have not been paid. D. Additional Insured. City, its City Council, boards and commissions, officers, employees and volunteers shall be named as an additional insured under all insurance coverages, except workers' compensations and any professional liability insurance, required by this Agreement. The naming of an additional insured shall not affect any recovery to which such additional insured would be entitled under this policy if not named as such additional insured. An additional insured named herein shall not be held liable for any premium, deductible portion of any loss, or expense of any nature on this policy or any extension thereof. Any other insurance held by an additional insured shall not be required to contribute anything toward any loss or expense covered by the insurance provided by this policy. E. Sufficiency of Insurance. The insurance limits required by City are not represented as being sufficient to protect Consultant. Consultant is advised to confer with Consultant's insurance broker to determine adequate coverage for Consultant. F. Maximum Covet-age and Limits. It shall be a requirement under this Agreement that any available insurance proceeds broader than or in excess of the specified minimum Insurance coverage requirements and/or limits shall be available to the additional insured City. Furthermore, the requirements for coverage and limits shall be the minimum covet-age and limits specified in this Agreement, or the broader coverage and maximum limits of coverage of any insurance policy or proceeds available to the named insured, whichever is greater. 11. CONFLICT OF INTEREST Consultant warrants that it presently has no interest,and will not acquire any interest,direct or indirect, financial or otherwise, that Would conflict in any way Nvith the performance of this Agreement, and that it will not employ any person having such an interest. Consultant agrees to advise City immediately if any conflict arises and understands that it may be required to fill out a conflict of interest form if the services provided under this Agreement require Consultant to make certain governmental decisions or serve in a staff capacity as defined in Title 2, Division 6, Section 18700 of the California Code of Regulations. 12. PROHIBITION AGAINST TRANSFERS Consultant shall not assign, sublease, hypothecate, or transfer this Agreement, or any interest therein, directly or indirectly, by operation of law or otherwise, without prior written consent of City.Any attempt to do so without said consent shall be null and void,and any assignee, sublessee, hypothecate or transferee shall acquire no right or interest by reason of such attempted assignment,hypothecation oi•transfer. However,claims for money by Consultant from City under this Agreement may be assigned to a batik, trust company or other financial institution without prior written consent. Written notice of such assignment shall be promptly furnished to City by Consultant. The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Consultant, or of the interest of any general partner or joint venturer or syndicate member or cotenant, if Consultant is a partnership or joint venture or syndicate or cotenancy,which shall result in changing the control of Consultant, shall be construed as an assignment of this Agreement. Control means fifty percent(50%) or more of the voting power of the corporation. 13, SUBCONTRACTOR APPROVAL Unless prior written consent from City is obtained, only those people and subcontractors whose names and resumes are attached to this Agreement shall be used in the performance of this Agreement. In the event that Consultant employs Subcontractors, such subcontractors shall be required to furnish proof of workers' compensation insurance and shall also be required to carry general, automobile and professional liability insurance in reasonable conformity to the insurance carried by Consultant. In addition, any work or services subcontracted hereunder shall be Subject to each provision of this Agreement. Consultant agrees to include with all subcontractors in their subcontract the same requirements and provisions of this Agreement including the indemnity and insurance requirements to the extent they apply to the scope of the subcontractor's work. Subcontractors hired by Consultant agree to be bound to Consultant and City in the same manner and to the same extent as Consultant is bound to City under this Agreement. Subcontractor further agrees to include these same provisions with any sub-subcontractor. A copy of the Owner Contract Document Indemnity and Insurance provisions will be furnished to the subcontractor upon request. Consultant shall require all subcontractors to provide a valid certificate of insurance and the required endorsements included in the agreement prior to commencement of any work and will provide proof of compliance to City. 14. PERMITS AND LICENSES Consultant, at his/her sole expense, shall obtain and maintain during the term of this Agreement, all appropriate permits, certificates and licenses including,, but not limited to.. a City Business License, that may be required in connection with the performance of services hereunder. Consultant may apply for a Cupertino Business License online. If the Consultant's sole business contact within Cupertino is the sale of goods or services to the City itself, the Consultant may apply for an�g_xeMp, ion from the business license tax. 15. MINIMUM WAGE Given that the Consultant is subject to the City's business license requirements, the Consultant is also subject to the Cupertino Minimum Wage Ordinance (10-215 1). 16, REPORTS A. Each and every report, draft, work product, map, record and other document, hereinafter collectively referred to as "Report", reproduced., prepared or caused to be prepared by Consultant pursuant to or in connection with this Agreement, shall be the exclusive property of City. Consultant shall not copyright any Report required by this Agreement and shall execute appropriate documents to assign to City the copyright to Reports created Pursuant to this Agreement. Any Report, information and data acquired or required by this Agreement shall become the property of City,and all publication rights are reserved to City. Consultant may retain a copy of any report furnished to the City pursuant to this Agreement, B. All Reports prepared by Consultant may be used by City in execution or implementation of. (1)'Fhe original Project for which Consultant was hired; (2)Completion of the original Project by others; (3) Subsequent additions to the original project; and/or (4) Other City projects as City deems appropriate. C. Consultant shall,at such time and in such form as City may require,furnish reports concerning the status of services required under this Agreement. D. All Reports required to be provided by this Agreement shall be printed on recycled paper. All Reports shall be copied on both sides of the paper except for one original, which shall be single sided. E. No Report, information or other data given to or prepared or assembled by Consultant pursuant to this Agreement shall be made available to any individual or organization by Consultant without prior approval by City. 17. RECORDS Consultant shall maintain complete and accurate records with respect to sales, costs, expenses, receipts and other such information required by City that relate to the performance of set-vices under this Agreement, in sufficient detail to permit an evaluation of services. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Consultant shall provide free access to Such books and records to the representatives of City or its designees at all proper times, and gives City the right to examine and audit same, and to make transcripts therefrom as necessary, and to allow inspection of all work,data,documents,proceedings and activities related to this Agreement. Such records, together with supporting documents, shall be kept separate from other documents and records and shall be maintained for a period of three (3) years after Consultant receives final payment from City for all services required Linder this agreement. If supplemental examination or audit of the records is necessary due to concerns raised by City's preliminary examination or audit of records, and the City's supplemental examination or audit of the records discloses a failure to adhere to appropriate internal financial controls, or other breach of contract or failure to act in good faith, then Consultant shall reimburse City for all reasonable costs and expenses associated with the supplemental examination or audit. 18. NONAPPROPWATION This Agreement is subject to the fiscal provisions of the Cupertino Municipal Code and Agreement will terminate without any penalty (a) at the end of any fiscal year in the event that funds are not appropriated for the following fiscal year, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this Agreement are no longer available. This Section shall take precedence in the event of a conflict with any other covenant, term, condition, or provision of this Agreement. 19. ENVIRONMENTALLY PREFERABLE PURCHASING Consultant shall comply with the City's Environmentally Preferable Procurement Policy whenever practicable in completing any work Linder this agreement, including but not limited to: • Using paper products made with recycled content and recycled/remanufactured toner and ink jet cartridges; • Printing with soy or low volatile organic compounds (VOC) inks; • Using energy-star compliant equipment; ® Using cleansers and working with janitorial contractors to meet Green Seal's Industrial and Institutional Cleaners Standard; and ® Ordering supplies electronically and practicing other internal waste reduction and reuse protocols, 20. NOTICES All notices,demands,requests or approvals to be given under this Agreement shall be given in writing and conclusively shall be deemed served when delivered personally or on the second business day after the deposit thereof in the United States Mail, postage prepaid, registered or certified, addressed as hereinafter provided. All notices, demands, requests, or approvals shall be addressed as follows: TO CITY: City of Cupertino 1.0300 Torre Ave. Cupertino CA 95014 Attention: Ari Lattanzi TO CONSULTANT: CSG Consultants 550 Pilgrim Drive Foster City, CA 94404 Attention: Kenia Joachin 21. TERMINATION In the event Consultant fails or refuses to perform any of the provisions hereof at the time and in the manner required hereunder, Consultant shall be deemed in default in the performance of this Agreement. If Consultant fails to cure the default within the time specified and according to the requirements set forth in City's written notice of default,and in addition to any other remedy available to the City by law,the City Manager may terminate the Agreement by giving Consultant written notice thereof,which shall be effective immediately. The City Manager shall also have the option, at its sole discretion and without cause, of terminating this Agreement by giving seven (7) calendar days'prior written notice to Consultant as provided herein. Upon receipt of any notice of termination, Consultant shall immediately discontinue performance. City shall pay Consultant for services satisfactorily performed up to the effective date of termination. If the termination if for cause, City may deduct from such payment the amount of actual damage, if any, sustained by City due to Consultant's failure to perform its material obligations under this Agreement. Upon termination, Consultant shall immediately deliver to the City any and all copies of studies, sketches, drawings, computations, and other material or products,whether or not completed,prepared by Consultant or given to Consultant, in connection with this Agreement. Such materials shall become the property of City. 22. COMPLIANCE Consultant shall comply with all state or federal laws and all ordinances,rules,policies and regulations enacted or issued by City. 23. CONFiLICT OF LAW This Agreement shall be interpreted under, and enforced by the laws of the State of California excepting any choice of law rules which may direct the application of laws of another jurisdiction. The Agreement and obligations of the parties are subject to all valid laws, orders, rules, and regulations of the authorities having Jurisdiction over this Agreement(or the successors of those authorities). Any suits brought pursuant to this Agreement shall be filed with the Superior Court of the County of Santa Clara, State of California. 24. ADVERTISEMENT Consultant shall not post, exhibit, display or allow to be posted, exhibited, displayed any signs, advertising, show bills, lithographs, posters or cards of any kind pertaining to the services performed under this Agreement unless prior written approval has been secured from City to do otherwise. 25. WAIVER A waiver by City of any breach of any term, covenant, or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained herein, whether of the same or a different character. 26. INTEGRATED CONTRACT This Agreement represents the full and complete understanding of every kind or nature whatsoever between the Parties, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions hereof. Any modification of this Agreement will be effective only by written execution signed by both City and Consultant. 27. AUTRORITY The individual(s) executing this Agreement represent and warrant that they have the legal capacity and authority to do so on behalf of their respective legal entities. 28. INSERTED PROVISIONS Each provision and clause required by law to be inserted into the Agreement shall be deemed to be enacted herein, and the Agreement shall be read and enforced as though each were included herein. If through mistake or otherwise, any such provision is not inserted or is not correctly inserted,the Agreement shall be amended to make such insertion on application by either party. 29. CAPTIONS AND TERMS The captions in this Agreement are for convenience only, are not a part of the Agreement and in no way affect, limit or amplify the terms or provisions of this Agreement. All unchecked boxes do not apply to this Agreement. IN WITNESS WHEREOF,the parties have caused the Agreement to be executed. CONSULTANT - MUNICIPAL CORPORATION CSG Consultants City of Cupertino By By Title Title Date Dated ❑Over$175,000-Council Approval Required *Over$45,000-Department Head Approval Required ®Up to$45,000-Designated supervisor Approval Required RECOMMENDED FOR APPROVAL APPROVED AS TO FORM: ri Lattanzi. Management Analyst City Attorney ATTEST: Exhibits: t�Clerk ❑X Exhibit"A"- Scope of Services ❑ Exhibit"B"- Schedule of Performance ❑x Exhibit"C"- Compensation ❑X Exhibit"D"-Insurance Requirements and Proof of Insurance EXPENDITURE DISTRIBUTION PO #2018 - Account: 100-73-715 900-936 Amount: $30,000.00 P Total: $30,000.00 Exhibit A Scope of Services Digital Scanning and Archiving Services CSG will provide digital scanning and archival services of existing paper plans into widely accepted PDF digital formats using our GreenVue.dox module. Conversion of existing microfiche or microfilm archived media is also available. GreenVue.dox is a complete solution for searching, viewing, and printing digitally scanned documents. Designed to utilize minimal system resources, GreenVue.dox will run on virtually any Windows based workstation. Our standard file type for scanning is PDF, a widely accepted storage format. Media converted to digital format is preserved on a minimum of two sets of DVD-R media. A live copy stored on a hard drive media is kept as well. We provide the City with copies of the DVD-R media as well as a live copy to be kept as part of the Onsite GreenVue.dox storage system. As a final client safety net,copies of all archived file are also kept at the offices of CSG Consultants. Average turnaround time for archival scanning is one month or better for paper or vellum media in good condition; turnaround times for damaged or poor condition paper or vellum media may be longer. Average turnaround time for archival scanning is one month or better for film media. Proposed updates for GreenVue.dox Onsite archives at the City are once per quarter Turnaround time for a high volume/large batch of documents may be longer Each image is checked for completeness of the scan. All original physical media is hand checked and individually prepared for scanning. Special care will be taken for older or fragile media as required. Address and APN information is checked against databases provided by the County Assessor's Office. Exhibit C Compensation City shall compensate Consultant for professional services in accordance with the terms and conditions of this Agreement based on the rates and compensation schedule set forth below. Compensation shall be calculated based on the hourly rates set forth below LIP to the not to exceed budget amount set forth below. The compensation to be paid to CODS1,11taut under this Agreement for all services described in Exhibit "A" and reimbursable expenses shall not exceed a total of Thirty Thousand dollars ($30,000.00), as set forth below. Any work performed or expenses incurred for which payment Would result in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to the City. Cost per page for scanning and indexing: $0.10 per page(smaller than I I x 17) $1.25 per page(I I x 17 and larger) Includes indexing all scans by two fields (ie, address and project number) Additional$1.50 per PDF file to index an additional seven fields (total nine fields) Invoices M Monthly Invoicing: In order to request payment, Consultant shall submit monthly invoices to the CITY describing the services performed and the applicable charges (including a summary of work performed during that period, personnel who performed the services, hours worked,task(s) for which work was performed), Reimbursable Expenses Administrative, overhead, secretarial time or overtime, word processing, photocopying, in house printing, insurance and other ordinary business expenses are included within the scope of payment for services and are not reimbursable expenses. Travel expenses must be authorized in advance and shall only be reimbursed to the extent consistent with City travel policy. Additional Services Consultant shall provide additional services outside of the services identified in Exhibit A only by advance written authorization from the City's Project Manager prior to commencement of any additional services. Consultant shall submit, at the Project Manager's request, a detailed written proposal including a description of the scope of additional services, schedule, and proposed maximum compensation. Exhibit D Insurance Requirements and Proof of Insurance Proof of insurance coverage described below is attached to this Exhibit, with City named as additional insured. Consultant shall maintain the following minimum insurance coverage: A. COVERAGE: (1) Workers' Compensation: Statutory coverage as required by the State of California. (2) Liability: Commercial general liability coverage in the following minimum limits: Bodily Injury: $500,000 each occurrence $1,000,000 aggregate-all other Property Damage: $100,000 each occurrence $250,000 aggregate If submitted, combined single limit policy with aggregate limits in the amounts of$1,000,000 will be considered equivalent to the required minimum limits shown above. (3) Automotive: Comprehensive automotive liability coverage in the following minimum limits: Bodily Injury: $500,000 each occurrence Property Damage: $100,000 each occurrence 01' Combined Single Limit: $500,000 each occurrence 0 (4) Professional Liability Professional liability insurance which includes coverage for the professional acts,errors and omissions of Consultant in the amount of at least$1,000,000. FDATE ARV CERTIFICATE OF LIABILITY INSURANCE 9/20/2017 DnYVY) 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 endorsements. PRODUCER CONTACT NAME: Arthur J. Gallagher&Co. P"o"E 415-536-8617 IFAx 415-536-8627 Insurance Brokers of CA, Inc. LIC#0726293 E-MAIL AC.1255 Battery Street, Suite 450 San Francisco CA 94111 INSURERS AFFORDING COVERAGE NAIC# INSURER A:American Fire and Casualty Company 24066 INSURED CSGCONS-01 INSURERB:Ohio Casualty Insurance Company 24074 CSG Consultants, Inc. INSURER C:Cypress Insurance Company CA 10855 550 Pilgrim Drive INSURERD:Arch Insurance Company 11150 Foster City, CA 94404 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER:935834496 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 TYPE OF INSURANCE POLICY EFF POLICY EXP LIMITS LTR INSD WVD POLICY NUMBER MM/DD/YYYY MM/DD/YYYY B X COMMERCIAL GENERAL LIABILITY Y Y BKO1757695795 12/4/2016 12/4/2017 EACH OCCURRENCE $1,000,000 DAMAGE TO RENTED CLAIMS-MADE X OCCUR PREMISES Ea occurrence $500,000 _ MED EXP(Any one person) $5,000 PERSONAL&ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000 POLICY E PRO- JECT LOC PRODUCTS-COMP/OP AGG $2,000,000 OTHER: $ A AUTOMOBILE LIABILITY Y Y gAA1757695795 12/4/2016 12/4/2017 COMBINED Ea accident SINGLE I IT $1,000,000 _ X ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY(Per accident) $ HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY Per accident $ A X UMBRELLA LIAB X OCCUR USA1757695795 12/4/2016 12/4/2017 EACH OCCURRENCE $5,000,000 EXCESS LIAB CLAIMS-MADE AGGREGATE $5,000,000 DED X RETENTION$$0 $ C WORKERS COMPENSATION y CSWC715232 12/4/2016 12/4/2017 X AND EMPLOYERS'LIABILITY Y/N STATUTE ERH ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $1,000,000 OFFICER/MEMBER EXCLUDED? N N/A (Mandatory in NH) E.L.DISEASE-EA EMPLOYE $1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $1,000,000 D Professional Liability Y PAAEP0008801 12/4/2016 12/4/2017 Each Claim $5,000,000 retro date: 1/1/1991 Aggregate $5,000,000 Deductible: $50,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) re: Agreement for Scanning&Archive Services entered 9/8/17. City of Cupertino, its City Council, boards and commissions,officers, employees and volunteers are included as additional insureds on GL&Auto with Waiver of Subrogation and 30 Day Notice of Cancellation per attached. Waiver of Subrogation on WC and 30 Day Notice of Cancellation on Professional per attached. 30 Day Notice of Cancellation on WC is not available. Waiver of Subrogation on Professional applies. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Cupertino THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 10300 Torre Avene ACCORDANCE WITH THE POLICY PROVISIONS. Cupertino CA 95014 USA AUTHORIZED EPRESENTATIVE ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD COMMERCIAL GENERAL LIABILITY Policy#; BKO1757695795 CG 88 10 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL GENERAL LIABILITY EXTENSION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART INDEX SUBJECT PAGE NON-OWNED AIRCRAFT 2 NON-OWNED WATERCRAFT 2 PROPERTY DAMAGE LIABILITY-ELEVATORS 2 EXTENDED DAMAGE TO PROPERTY RENTED TO YOU(Tenant's Property Damage) 2 MEDICAL PAYMENTS EXTENSION 3 EXTENSION OF SUPPLEMENTARY PAYMENTS-COVERAGES A AND B 3 ADDITIONAL INSUREDS-BY CONTRACT,AGREEMENT OR PERMIT 3 PRIMARY AND NON-CONTRIBUTORY-ADDITIONAL INSURED EXTENSION 5 ADDITIONAL INSUREDS-EXTENDED PROTECTION OF YOUR"LIMITS OF INSURANCE" 6 WHO IS AN INSURED-INCIDENTAL MEDICAL ERRORS/MALPRACTICE AND WHO IS AN INSURED-FELLOW EMPLOYEE EXTENSION-MANAGEMENT EMPLOYEES 6 NEWLY FORMED OR ADDITIONALLY ACQUIRED ENTITIES 7 FAILURE TO DISCLOSE HAZARDS AND PRIOR OCCURRENCES 7 KNOWLEDGE OF OCCURRENCE,OFFENSE,CLAIM OR SUIT 7 LIBERALIZATION CLAUSE 7 BODILY INJURY REDEFINED 7 EXTENDED PROPERTY DAMAGE 8 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US- 8 WHEN REQUIRED IN A CONTRACT OR AGREEMENT WITH YOU O 2013 Liberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services office,Inc.,with its permission. Page I of 8 With respect to coverage afforded by this enclorsernent, the provisions of the policy apply unless modified by the endorsement. A. NON-OWNED AIRCRAFT Under Paragraph 2. Exclusions of Section I - Coverage A - Bodily Injury And Property Damage Liability, exclusion 9.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 her or him 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 9.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 52 feet long; and (b) Not being used to carry persons or property for a charge. C. PROPERTY DAMAGE LIABILITY-ELEVATORS 1. Under Paragraph 2, Exclusions of Section I - Coverage A - Bodily Injury And Property Damage Liabil- ity, Subparagraphs (3), (4) and (6) of exclusion j. Damage To Property do not apply if such "property damage" results from the use of elevators. For the purpose of this provision,elevators do not include vehicle lifts.Vehicle lifts are lifts or hoists used in automobile service or repair operations, 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. D. EXTENDED DAMAGE TO PROPERTY RENTED TO YOU (Tenant's Property Damage) If Damage To Promises 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: a. The fourth from the last paragraph of exclusion j. Damage To Property is replaced by the follow- ing: Paragraphs (1), (3)and (4)of this exclusion do not apply to "property damage" (other than damage by fire, lightning, explosion,smoke,or leakage from an automatic fire protection system)to: (i) Premises rented to you for a period of 7 or fewer consecutive days; or 00 Contents that you rent or lease as part of a premises rental or lease agreement for a period of more than 7 days, Paragraphs (1), (3) and (4) of this exclusion do not apply to "property damage" to contents of premises rented to you for a period of 7 or fewer consecutive days. A separate limit of insurance applies to this coverage as described in Section III - Limits of Insurance. OF 2013 Liberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 2 of 8 b. The last paragraph of subsection 2. Exclusions is replaced by the following: Exclusions c. through n. do not apply to damage by fire, lightning, explosion, smoke or leakage from automatic fire protection systems to premises while rented to you or temporarily occupied by you with permission of the owner. A separate limit of insurance applies to Damage To Premises Rented To You as described in Section III-Limits Of Insurance. 2. Paragraph 6. under Section III-Limits Of Insurance is replaced by the following: 6. Subject to Paragraph 6. above, the Damage To Premises Rented To You Limit is the most we will pay under Coverage A for damages because of"property damage"to: a. Anyone premise: (1) While rented to you; or (2) While rented to you or temporarily occupied by you with permission of the owner for damage by fire, lightning, explosion, smoke or leakage from automatic protection sys- tems; or b. Contents that you rent or lease as part of a premises rental or lease agreement. 3. As regards coverage provided by this provision D. EXTENDED DAMAGE TO PROPERTY RENTED TO YOU(Tenant's Property Damage)-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, or leakage from automatic fire protection systems to premises while rented to you or temporarily occupied by you with the permission of the owner, or for damage to contents of such premises that are included in your premises rental or lease agreement,is not an "insured contract". E. MEDICAL PAYMENTS EXTENSION If Coverage C Medical Payments is not otherwise excluded, the Medical Payments provided by this policy are amended as follows: Under Paragraph 1, Insuring Agreement of Section I-Coverage C-Medical Payments, Subparagraph (b)of Paragraph a. is replaced by the following: (b) The expenses are incurred and reported within three years of the date of the accident; and F. EXTENSION OF SUPPLEMENTARY PAYMENTS-COVERAGES A AND B 1. Under Supplementary Payments-Coverages A and 8, Paragraph 1.b.is replaced by the following: b. Up to $3,000 for 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 I.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 $500 a day because of time off from work. G. ADDITIONAL INSUREDS-BY CONTRACT,AGREEMENT OR PERMIT 1. Paragraph 2. under Section 11 - Who Is An Insured is amended to include as an insured any person or organization whore 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" caused in whole or in part by: a. Your acts or omissions, or the acts or omissions of those acting on your behalf, in the performance of your on going operations for the additional insured that are the subject of the written contract or written agreement provided that the "bodily injury" or "property damage" occurs, or the "per- sonal and advertising injury" is committed, subsequent to the signing of such written contract or written agreement; or (3 2013 Liberty WtVal Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Office,Inc,,with its permission. Page 3 of 8 b. Premises or facilities rented by you or used by you; o/ c. The maintenance, operation mr use by you of equipment rented or leased to you by such person or organization; or d. Operations performed by you or on your behalf for which the state or po|idno| subdivision has issued permit subject to the following additional provisions: (1) This insurance does not apply to "bodily injury~, "property damage", or "persona/ and ad- vertising injury"arising out of the operations performed for the state or political subdivision; (2) This inuvmnom does not apply to "bodily injury" o, "property damage" included within the "completed operations hazard". (3) |nmunaoma applies to pnvnoinew you own, rent, or control but only with respect to the following hazards: (m) The existence, maintenance, repair, construction, erection, o, removal of advertising signs, awnings, canopies, cellar entrances, uua| holes, driveways, manholes, marquees, hoist away openings, sidewalk vaults, street banners, or decorations and similar empo- wuneo; ur (b) The construction,erection,or removal ofelevators; or. (o) The ownership, maintenance,or use of any elevators covered by this insurance. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; arid 3. If coverage provided Uothe additional insured is required by a contract oragreement, the insur- ance 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. With respect to Paragraph 1.a, above, e pereun'm or oqgan|zadon's status as an additional insured under this endorsement ends when: (1) All vvo/h, including materials:, parts or equipment furnished in connection with such work, on the project(other than service, maintenance or repairs)to be performed by 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 ofwhich the injury or damage arises has been put to its intended use by any person or organization other than another contractor orsubcontractor engaged in performing operations for a principal nnapart of the same project, With respect to Paragraph 1.b. above, a pmmon'm o/ orRanizaUon'm mLa\uo as mo additional insu.ed under this endorsement ends when their written contract or written agreement with you for such premises or facilities ends. With respects to Paragraph 1.s. above, this insurance does not apply toany "ocourrenue" 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 |n signed prior tu the "bodily injury" ur"property dannaQe". We have no duty hm defend an additional insured under this endorsement until m/e receive written notice of "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 Condi- tions. m 2m1x Liberty w1vrua|Insurance CG&8188413 Includes copyrighted m^a/e°w}o/Insurance Sprvieeo Office,Imc.'with its n=,inioivu Page,4of8 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" arising from the sole negligence of the additional insured. b. "Bodily Injury" or "property damage" that occurs prior to you commencing operations at the location where such "bodily injury" or "property damage"occurs. c. "Bodily injury", "property damage" or "personal and advertising injury" arising out of the render- ing of, or the failure to render, any professional architectural, engineering or surveying services, including: (1) The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys,field orders,change orders or drawings and specifications; 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 "occur- rence" which caused the "bodily injury" or "property damage", or the offense which caused the "personal and advertising Injury", involved the rendering of, or the failure to render,any professional architectural,engineering or surveying services. d. "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 by 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. e. Any person or organization specifically designated as an additional insured for ongoing operations by a separate ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS endorsement is- sued by us and made a 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. H. 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 amend- ed as follows: a. The following is added to Paragraph a.Primary Insurance: If an additional insured's policy has an Other Insurance provision making its policy excess, and you have agreed in a written contract or written agreement to provide the additional insured coverage on a primary and noncontributory basis, this policy shall be primary and we will not seek contribution from the additional insureds policy for damages we cover. 0 2013 Liberty Mutual Insurance CG 88 10 04 13 Includes copyrighted rnaterial of Insurance Services Office,Inc.,with its permission. Page 5 of 8 b' The following iy added*»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 addi- tional insured im designated uso Named Insured, Regardless of the vvri1Umn agreement between you and anadditional 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. |. ADDITIONAL INSUREDS-EXTENDED PROTECTION 0F YOUR "LIMITS 0FINSURANCE" This provision applies to any person or organization who qualifies ooan 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 a$ practicable: m. Give written notice of an "occurrence" or an offense that may result in a claim or "suit" under this insurance tous; b. Tender the defense and indemnity of any claim or "suit" to all insurers whom also have insurance available to the additional insured; and s. Agree to make available any other insurance which the additional insured hag for a loss we cover under this Coverage Part. d. We have no duty to defend or indemnify on additional immured under this endorsement until vve receive written notice oYa ~oub° by the additional insured. 2. The limits of insurance applicable to the additional insured are those specified in a written contract o, xvri11an agreement or the limits of insurance as stated in the Declarations of this policy and defined in Section Q| ~ 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. J. WHO IS AN INSURED-INCIDENTAL MEDICAL ERRORS/MALPRACTICE WHO IS APA INSURED-FELLOW EMPLOYEE EXTENSION'MANAGEMENT EMPLOYEES Paragraph 2.a'(1)of Section 1|~Who Is Aw Insured |m replaced with the following� (1) "Bodily injury" or "personal and advertising |njury'': (a) To you,to your partners or members(if you are a partnership or joint venture),to your members Jif you are a limited liability company), to a co-"employee" while in the course of his or her employ- ment or performing duties related to the conduct of your business, nrtn your other "volunteer workers" while performing duties related to the conduct of your business; (b) To the spouse, child, perent, brother or sister of that co'"enop|myae" or "volunteer worker" as a consequence mf Paragraph M>(m)above; (c) For which there is any mh|/gmdon to share damages with or repay someone else who must pay damages because of the injury described |n Paragraphs(1)(a)or(b)above; or (d) Arising out of his or her providing or failing to provide professional health care services. However, if you are not in the business of providing professional hmp|tb uana services or providing profes- sional health cmn* personnel to others, or /f coverage for providing professional health cape oer. vices is not otherwise excluded by separate endorsement, this provision (Paragraph (d)) does not apply. Paragraphs (a)and (b) above dmnot apply\m "bodily injury" nr "personal and advertising injury" caused by an °ennpioyee'' who |s acting in a supervisory capacity for you, Supervisory capacity as used herein means the "employee's" job responsibilities assigned by you, includes the direct supervision of other "employ- ees" of yours. However, none of theme "employees" are insureds for "bodily injury" or "personal and Oc z013uuenv Mutual�*sv,pncm CG 88 10G4 13 /°,/"x^~,°.".inu~a°"ax~,=/"^/n.,.,"""°Cz^r,/^~.^e.~ /., .~.°ka-.~._^.... P-Ana A "w$1 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", or caused in whole or in part by their intoxica- tion by liquor or controlled substances. The coverage provided by provision J.is excess over any other valid and collectable insurance available to your"employee". K. NEWLY FORMED OR ADDITIONALLY ACQUIRED ENTITIES Paragraph 3.of Section III-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 8 does not apply to "personal and advertising injury" arising out of an offense committed before you acquired or formed the organization. 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. L. FAILURE TO DISCLOSE HAZARDS AND PRIOR OCCURRENCES Under Section IV -Commercial General Liability Conditions, the following is added to Condition 6. Repre- sentations: Your failure to disclose all hazards or prior "occurrences" existing as of the inception date of the policy shall not prejudice the coverage afforded by this policy provided such failure to disclose all hazards or prior"occurrences" is not intentional. M. 'KNOWLEDGE OF OCCURRENCE,OFFENSE,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 an "occurrence", offense, claim or "suit" by an agent, servant or "employee" of any insured shall not in itself constitute knowledge of the insured unless an Insured listed under Paragraph 1.of Section 11 - Who Is An Insured or a person who has been designated by them to receive reports of occurrences", offenses, claims or "suits" shall have received such notice from the agent, servant or employee", N. LIBERALIZATION CLAUSE If we revise this Commercial General Liability Extension Endorsement to provide more coverage without additional premium charge,your policy will automatically provide the coverage as of the day the revision is effective in your state. O. BODILY INJURY REDEFINED Under Section V-Definitions, Definition 3. is replaced by the following: 3. "Bodily Injury" means physical injury, sickness or disease sustained by a person. This includes mental anguish, mental injury, shock, fright or death that results from such physical injury, sick- ness or disease. 0 2013 Liberty Mutual insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 7 of 8 P. EXTENDED PROPERTY DAMAGE Exclusion a. of COVERAGE A. BODILY INJURY AND PROPERTY DAMAGE LIABILITY is replaced by the following: a. 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. Q. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US - WHEN REQUIRED IN A CONTRACT OR AGREEMENT WITH YOU Under Section IV- Commercial General Liability Conditions, the following is added to Condition 8. Trans- fer Of Rights Of Recovery Against Others To Us: We waive any right of recovery we may have against a person or organization because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the "products-completed operations hazard" provided: 1. You and that person or organization have agreed in writing in a contract or agreement that you waive such rights against that person or organization; and 2. The injury or damage occurs subsequent to the execution of the written contract or written agree- ment. 0, CG 88 10 04 13 Includes copyrighted material of Insurance Services Office,Inc,with its permission. Page 8 of 8 Policy A BKO1757695795 COMMERCIAL GENERAL LIABILITY CG 89 70 0511 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED — AMENDMENT OF CANCELLATION PROVISIONS OR COVERAGE CHANGE [his endorsement modifies insurance provided under the following: COMMERCIAL GENFRAI.. L.IAHILI I Y COVERAGE PART Any term or provision of the Cancellation Conditions of the policy or any endorsement amending or replacing Such Conditions is amended by the following If you have agreed in a written contract or written agreement to provide a person or organization who qualifies as an additional insured under this policy a notice of cancellation and/or material change that reduces or restricts the insurance afforded by this Coverage Part we agree to the following. a. Provide 30 days prior written cancellation notice for reasons other than nonpayment of premium and/or 30 days prior written notice of coverage change per schedule of additional insureds provided to us. (0 2011 Liberty WtUal Agency Corporation, All rights reserved. CG 89 70 05 11 Includes copyrighted material of insurance Services Office,Inc. with its perrriss�on. Page 1 of 1 Policy#/AAA1757695795 COMMERCIAL AUTO CA88100113 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESS AUTO COVERAGE ENHANCEMENT ENDORSEMENT This endorsement modifies insurance provided under the fmUowing.- BUS|NESSAUTOCOVERAGEFORK4 With respect hr coverage afforded by this endorsement, the provisions cf the policy apply un|eas modified by the endorsement. COVERAGE |NOEX SUBJECT PROVISION NUMBER ADDITIONAL- INSURED BY CONTRACT,AGREEMENTORPERMIT 3 ACCIDENTAL. AIRBAG DEPLOYMENT 12 AMENDED DUTIES |N THE EVENT OF ACCIDENT, CLAIM, SUIT 0RLOSS 19 AMENDED FELLOW EMPLOYEE EXCLUSION 5 AUDIO, VISUAL AND DATA ELECTRONIC EQUIPMENT COVERAGE 13 BROAD FORM INSURED 1 BODILY INJURY REDEFINED 23 EMPLOYEES AS INSUREDS (including employee hired auto) 2 EXTENDED CANCELLAT|ONC[)ND|T|0N 23 EXTRAEXPENSE-BROADENEDC(}VERAGE 10 GLASS REPA|H-VVA|VEROF DEDUCTIBLE ` 15 HIRED AUTO PNYS|CAL DAMAGE (including employee hired 8utO and loss ufuse) G |||REO AUTO COVERAGE TERRITORY 20 LOAN /LEASE GAP 14 PARKED AUTO COLLISION COVERAGE(WAIVER 0FDEDUCTIBLE) 16 PERSONAL EFFECTS COVERAGE 11 PHYSICAL DAMAGE -ADDITIONAL TRANSPORTATION EXPENSE COVERAGE 8 RENTAL REIMBURSEMENT 0 SUPPLEMENTARY PAYMENTS ' � 4 ' TOWING AND LABOR / 7 TWO[)R MORE DEDUCTIBLES ' 17 UNINTENTIONAL FAILURE T(] DISCLOSE HAZARDS 18 WAIVER{)F TRANSFER DF RIGHTS UF RECOVERY AGAINST OTHERS T0US 20 SECTION ||-LIABILITY COVERAGE ieamended as follows: 1. BROAD FORM INSURED SECTION || - LIABILITY COVERAGE, paragraph A.I. -WHO IS AN INSURED is amended k) include the following as an insured. d. Any legally incorporated embh/ of which you own more than 50 percent of the voting atmoK during the policy period. However, ''muoned' does not include any organization that: (1) |om partnership mrjoin|venture� or (2) |smninamred under any other automobi|e policy: or (3) Has exhausted its Limit of|nsmrunoe Linder any other automobile policy Paragraph d. (2) of this provision does not apply to e policy written to app|y specifically in excess of ftn policy. e. Any organization you newly acquire or f*nn. other than a partnership or jo|mi venhu/e, of which you own more than 50 percent ofthe voting stock. This automatic coverage is afforded only for 180days frorn the date mf acquisition orhrrmatiun However, coverage Linder this provision does notepp|y� (1) |f there is simUmr insurance ora self-insured retention plan available tn that organization; �TJ2o13 Liberty IVIumm|Insurance CA 88 10 01 13 Includes copyrighted material or/^suranreoem/,esOffice,/nc..with its permission. Page 1 of (2) If the Limits of Insurance of any other insurance policy have been exhausted: or (3) To "bodily injury" or "property damage" that ooruned before you acquired or formed the organization, 2. EMPLOYEES ASINSUREDS SECTION || — LIABILITY COVERAGE, paragraph A.I. —WHO IS AN INSURED is amended to include the following as an insured. If. Any"employee" of yours while using m covered ^omto"you do not own, h/ne or borrow, but only for acts vv1hin the scope of their employment by you Insurance provided by this endorsement is excess over any othe/insurance available io any''en`p|oyoe" 9 An 'employee" Of Yours while operating an "auto" hired or borrowed under a written contract or agreement in that ~employee's" name. With your permission, while performing duties related to the conduct of your business and within (he scope of their employment, Insurance provided by this endorsement is excess over any other insurance available to the ^ernployee". 3. ADDITIONAL INSURED BY CONTRACT, AGREEMENT ORPERMIT SECTION i| — LIABILITY COVERAGE, paragraph A.1 —WHO 13 AN INSURED is emended to include the following aaaninsured: Ill Any person or organization with respect to the ¢peradon, maintenance or use ufa covered ^mmto', provided that you and such person or organization have agreed in a written contract, agnyemant, or permit issued ;o you by governmental or public euthmh(y, to add suoh person, or organization, or governmental or public authority tn this policy oamn^inwuved" However, such person or organization imen^inaunad''- (1) Only with respect to the operation, maintenance or use ofacovered "auto"; (2) Only for "bodily injury'' or property damage" caused by an "accident" which takes place after you executed the written contract or agreement, or the permithan been issued kz you, and (3) Only for the duration ofthat contract, agreement orpermit 4. SUPPLEMENTARY PAYMENTS SECTION U — LIABILITY COVERAGE, Coverage Enb/noions, 2.m Supplementary Payments, paragraphs (2) arid (4) are nap|ocedby the following, (2) Up to S3.000 for cost of bail bonds (including bonds for na|a&sd traffic violations) required because of an ''aocideni''wecover. VVedp not have to furnish these bonds. (4) All reasonable expenses incurred by the insured at Our request, irICILrdirg actual loss of earnings up to S5O0a day because ofhmeoff from work. S. AMENDED FELLOW EMPLOYEE EXCLUSION In those jorisdioUone where' by |mw, k*Uovv employees are not entitled to the protection afforded to the employer by the workers compensation exo|usivi1ynu|e` or similar poo(enhon, the following provision is added: 8ECT|8NU— L|AB|L|TY' exclusion B6 FELLOVVE[WPLOYFE does nu(mpp|yif the "bodily injory~results from the use ufa covered ^autu''you own orhire SECTION ||U— PHYSICAL DAMAGE COVERAGE is amended as fo||ows� G. HIRED AUTO PHYSICAL DAMAGE Paragraph A.4 Coverage Extensions ofSECT0N U| — PHYSICAL DAMAGE COVEF04GE, is amended by adding the following: K hired "autos' are covered ^mudmm" for Liability Coveroge, and ifCnmpreheneme. Specified Causes o/ Loss or CmUin/*n coverage are provided under the Business Auto Coverage Form for any ^muim^ you nwn, then the Physical Damage coverages provided are extended hm"amtom^� o. You hire, rent nr borrow: or m2013 Liberty mumalmsummce CA88 10$1 13 mo/uuos copyrighted mmmxa|urmsura^oeoewicesOffice, mc,with its permission- page 2 of b. Your 'employee^ hires or o*nb under awotten contract or agreement m that ~employee's" name, but only if tne damage occurs while tl0e veNcle is being used in the conduct of your business, subject io the following limit and deductible: A. Tho most we will pay for"loss" in any ore "accident"or"loss"is the smallest of: (1) $50,080�or (2) The actival cash value of the damaged or stolen property as of the Ume of thp"loss"; or (3) The cost of repairing or replacing the donnaAmd or stolen property with other property of like kind and quality, minus ndeductible. B. The deductible will be equal to the largest deductible applicable to any owned 'auto"for that coverage. C. Sutved to the Umit, deductible and excess provisions described in this pnovisimn, we will provide coverage equal to the broadest coverage applicable to any covered "auto"you own. Q. Subject to a maximum of$1,000 per "accident", we will also cover the actual loss of use of the hired "auto" |fi1 results from an ^ancidan['. you are legally liable and the lessor incurs an actual financial |usm, E. This coverage extension does not apply k7� (i) Any "auto"that is hired, rented nr borrowed with a driver, or (2) Auy^euho" that is hired, rented of,borrowed from Your~ernp|uyew;. For the purposes of this provision, SECTION V—DEFINITIONS is amended by adding the following "Total loss"mearis a "loss"in which the cost of repairs plus the salvage value exceeds the actual cash value, 7. TOWING AND LABOR SECTION U| — PHYSICAL DAMAGE COVERAGE. paragraph /4.2. Towing. /s mnnended by the addition of the following: We will pay towing and labor ooah imvunod, up to the |in1he shown below. each time a covered "auto" classified and rated as a private passenger type, "light truck"or"rinediturn truck"is disabled: a. For private passenger type vehicles, we will pay up to $50 per disablement. b For "light kuoky''. we will pay LIP to S50 per disablement. "Light tnuCKo' are trucks that have u gross vehicle weiQh| (G\8W)of 10,OOO pounds or less. C. For ''medimm trucks" . we will pay LIP to $15U per disablement. ''Nledium trucks" are trucks that have u gross vehicle weight (GVVV)o(1O`OO1 - 2O,OQOpounds. However, the labor must be performed oi the place n(dioab|om*nt 8. PHYSICAL DAMAGE -AQQITVQNALTRANSPORTATON EXPENSE COVERAGE Paragraph A.4o.` Coverage Extension of SECTION U| — PHYSICAL DAMAGE COVERAGE. is amended to provide m |/mitofS5D per day and ammximumhmhnfS1.5OO �2013um,,ty mmma|Insurance CA 88 10 01 13 Includes copyrighted material cx Insurance Services Office,mc. vmnmspen*iysio^. Page 3 of 8. RENTAL REIMBURSEMENT SECTION Id - PHYSICAL DAMAGE COVERAGE, A. COVERAGE, is amended by adding the following: o. We will pay up to S75 per day for rental reimbursement expenses incurred by you for the rental of an ~auto" because of 'accident" or ^|osm^, to an "auto" for which we also pay a "loss" under Comprehensive, Specified Causes of Loss or Collision Coverages, We will pay only for those expenseemuurvadaftortheNrai24houmk)||uwingthe^mocident'mr ^|one^bothe *nvored ^uuN~ b. Rental Reimbursement will be based on the rental of a comparable vehicle, which in many cases may be substantially less than $75 per day, and will only be allowed for the period of time it should take to rep&r or replace the vehicle with reasonable speed and similar quality,up to a maximurn of 30days C. VVewiU also pay up to S500h»r reasonable and necessary expenses incurred by you to remove arid rapiace your tools and equipment from the covered ^auto^ d. This coverage does riot apply unless you have business necessity (ha| other ''mubs^ available for Your use and operation cannot Ni e. |f~|osS'' rmnu|tmh*nothetota| theKofaouvened ^auho^ Vftheprivatwpas*engwrtype. wewiUpoyu*der this coverage only that amount of your rental reimbursement expenses wh�h is not already provided under Paragraph 4.Coverage Extenmion f. No deductible applies hz this coverage. Forthe purposes of this endorsement pmvimion, materials and equipment du not include "personal effects" as defined inprovision 11. 10. EXTRAEXPENSE -BROADENED COVERAGE Under SECTION ||| - PHYSICAL DAMAGE COVERAGE, A COVERA()E, we will pay for the expense of returning a stolen covered ^ouLo^kzyou. The rnaximumomountwm will pay isS1,VO0 11. PERSONAL EFFECTS COVERAGE A, SECTION ||| - PHYSICAL DAMAGE COVERAGE, A. CUVERAGE, is amended by adding the hzUmving. If you have purchased Comprehensive Coverage or this policy for an "auto" you own and that"auto"is stolen., we will pay, without application of a deductible, up to $600 for "personal effects" stolen with the 1'auto." The insurance provided under this provision is excess over any other collectible, insurance, B. SECTION V-DEFINITIONS io amended by adding the fmUowing� For the purposes of this provision, "personal effeuin" mean tangible property that is worn or carried by an inmurad." "Personal effects" does not include tools, equipment,jewelry, money or securities. 12. ACCIDENTAL AIRBAG DEPLOYMENT SECTION ||| - PHYSICAL DAMAGE COVERAGE. B. EXCLUSIONS mamended by adding the following. If you have purchased Comprehensive or Collision Coverage under this policy, the eXCIUSion for "loss" relating to mechanical breakdown does not apply to the accidental discharge of an airbag Any insurance we provide uhoU be excess over any other collectible insurance or, reimbursement by manufacturer s warranty However' we agree to pay any deductible app|/rab|e to the other coverage or wnrmn|y. 13. AUDIO, VISUAL AND DATA ELECTRONIC EQUIPMENT COVERAGE SECTION III - PHYSICAL DAMAGE COVERAGE, B. EXCLUS|[)NS, exoepUon paragraph a, to exclusions 4.c and 4.d is deleted and replaced with the following: mao/n Liberty wumuInsurance Exclusion 4.c. and 4.0 Uo not apply to: a. Electronic equipment that receives or transmits audio, visual or data signals, whether or not designed solely for the reproduction of sound, if the equipment is pennomsndy installed in the covered "auto" at the time of the "loss" and such equipment is designed to be solely operated by use of the power from the ^muto's" electrical system, in or upon the covered "auto" and physical damage coverages are provided for the covered"auto''; or If the ~|ooa= occurs solely to audiu, visual or data e|ndrnmiu equipment o/ accessories used with this equipnnent, then our obligation to pay for, nepair, return or replace damaged or stolen property will be reduced byaG1O0deductible. 14. LOAN LEASE GAP COVERAGE A Paragraph C . LIMIT OF INSURANCE of SECTION ||| - PHYSICAL DAMAGE COVERAGE is amended by adding the following: The most wewill pay for a ^tmLo| loss" to a covered ^outm" owned byorleased to you in any one "accideny' is the greater of the: 1L Balance due under the terms of the loan orlease to which the damaged covered ~aot4" is Subject at the time of the^|oss''less the amount of: a Overdue payments and financial penalties associated with those payments as of the date of the^|Vsm^ b Financial penalties imposed under a lease due to high mi|eege, excessive use or abnormal wear and tear, C. Costs for extended warranties, Credit Life |naurance. Health, Accident or Disability Insurance purchased with the loan urlease, d Transhe/or rollover balances hom previous loans o/ leases, e Final payment due under a "Balloon Loam'", f. The dollar amount of any Unrepaired damage which occurred prior to the ''total loss"of a covered^muto" . 9 Security deposits not nahndedbyolessor, h All refunds payable or paid to you as a result of the early termination of lease agreement or as a result of the early termination of any warranty or extended service agreement nma covered 'auto'", I. Any amount representing taxes, j. Loan or lease tarminadon /aea� or 2 The actual cash value of the damage or stolen property as of the time of the"loss" An adjustment for depreciation and physical condition will be made in determining the actual cash Value at the time mf the ^|oma" This adjustment ia not applicable mTexas. a. AOD0ONALCC)N0T|UNS This coverage applies only to the original ken for which the covered 'auto that incurred the kmy serves as collateral, or lease written on the covered"auto" that incurred the loss C. SECTION V- DEF|NT|DNS /m changed by adding the following: AS used m this endorsement provision, the following definitions apply: "Total loss" Means a "loss" in which the cost of repairs Plus the salvage value exceeds the actual cash value. A "balloon loan" is one with periodic payments that are insufficient to repay the balance over the term pf the loan, thereby requiring a large final payment. m2n1m Liberty mmualInsurance CA 88 10 01 13 Includes copyrighted mate,ia/o/Insurance ocm/cvyOffice, /nc. wxhmxp,rm/esmn. Page 5 of 7 ' is. GLASS REPAIR ~WAIVER OFDEDUCTIBLE Paragraph D, Deductible of SECTION |11 — PHYSICAL DAMAGE COVERAGE is amended by the addition of the following: No deduc(ible applies to glass damaye if the qlasb is iepaiied iather than leplaued. is. PARKED AUTO COLLISION COVERAGE (WAIVER OF DEDUCTIBLE) Paragraph D. Deductible of SECTION �|| — PHYSICAL DAMAGE COVERAGE is amended by the addition o/ the following: The deductible does not apply to "loss" caused by collision to xmnh covered "auto" of the private passenger type or light weight truck with m gross vehicle weight of1O.O0O |ho or less as defined by the manufacturer aa maximum loaded weight the~au|m~ ia designed to carry while itie- o. In the charge of an "Insured": b` LogaUy parked, and C. Unoccupied. The"loss"must be reported to the police authorities within 24 hours of known damage. The total amount of the damage tV the covered auto' Must exceed the deductible shown in the Declarations. This provision does not apply to any"loss' if the covered "auto" is in the charge of any person or organization engaged in the automobile business. 17. TWO OR MORE DEDUCTIBLES Under SECTION III PHYSICAL DAMAGE COVERAGE, if two or more company policies ur coverage forms apply to the same accident, the following appheo8n paragraph UUeducbb|e u. |f the applicable Business Auto deductible is the smaller (or smallest)deductible it will be waived, or h. |f the applicable Business Auto deductible is riot the smaller (or smo||msU deductible it will bereduced hy the amount n[the smaller (or smallest) deductible, or C. If the loss involves two or more Business Auto coverage forms or policies the onsUer (or snmUeoU deductible will bewaived, Forthe purpose of this endorsement company means any company that|s part oi the Liberty Mutual Qroup. SECTION |V—BUSINESS AUTO CONDITIONS is amended asfollows: 18. UNINTENTIONAL FAILURE TC% DISCLOSE HAZARDS SECTION IV- BUSINESS AUTO CONDITIONS, Paragraph B.2, is amended by adding the following: If You unintendonaHyfai| to disclose any hazarda, exposures or material facts existing as of the inception date or renewal date of the Business Auto Coverage Fo/m, the coverage afforded by this policy will not be p/+nudi"e1 Hmwever, you Must report the undisclosed hazard of exposure as soon as practicable after its diucnvery, and we have the right to collect additional premmm for any such hazard orexposure. 19. AMENDED DUTIES lN THE EVENT OF ACCIDENT, CLAIM, SUIT, ORLOSS SECTION IV— BUSINESS AUTO CONDITIONS, paragraph A.2.m. is replaced in its enOvo|y by the following u. In the event of"accident", clairfl, `Sdit" or"Ioss", you must promptly notify us when it is known to. 1� You, d you are enindividue|� 2. A partner, if you are apartnership, 3. Member, if you are a limited liability company: 4� An executive officer or the "employee" designated by the Named Insured to give such notice. /(you are acorporation, (")zo/o Liberty mmma|Insurance CA8D 10 01 13 Includes copyrighted material ur Insurance Services Office,mc,.,Am its permission Page 6oy7 TVtne extent possible, notice Uouo Should include. (1) How, when and where the ^apodan[or~loam^took p|ana� (2) The "inmunade^name and eddnaoo� and (3) The names and addresses of any |ryured persons and witnesses. 20. WAIVER UFTRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TOUS SECTION N — BUSINESS AUTO CONDITIONS, paragraph A,S.. Transfer of Rights of Recovery Against Others Uo Us, isamendndby the addition nf the following. |f the person or organization has waived those rights before on ^aozident" mr '1oSS". Our rights are waived also. 21. HIRED AUTO COVERAGE TERRITORY 8ECUUN |V — BUS|NE88 AU|D CONU|||UNS. paragraph B.7.. Policy Penod, Coverage Ten|b»ry. is amended bythe addition of the following: f� For "autos" hired 30 days or |osm, the coverage terNtory is anywhere in the world, provided that the inmored'e responsibility to pay for damages is determined in a ^ouit^. on the rmor{io. in the United States, the territories and possessions of the United States of America, Puerto Rico or Canada or in a settlement we agree to. This extension of coverage does not apply to an "auto" hired, leased, rented or borrowed with a driver. SECTION V—DEFINITIONS is amended as follows: 22. BODILY INJURY REDEFINED Under SI.-.'CT|ONV—OEF|NT|ONS' definition C io replaced by the following- "Bodily injury" means physical injury, sickness, mr disease Sustained bya peronn, including mental anquish, menba| oVury. shmck. fr/ghtordeathvemu|UnQhnmany«f these at any time COMKHk0ON POLICY CONDITIONS 23. EXTENDED CANCELLATION CONDITION COMMON POLICY CONDITIONS, paragraph A.—CANCELLATION condition app|ies except as follows: If we cancel for any reason other than nonpayment of premium,we will mail to the first Named Insured written notice of cancellation at least 60 days before the effective date of cancellation This provision does not apply |n those states which require more than GO days prior notice ofcancellation. m20/3 Liberty Mutual Insurance CA 88 10 01 13 |no/vums copyrighted material vr Insurance Services Office, Inc,with its permission, Page 7 of POLICY NUMBER: BAA1757695795 COMMERCIAL AUTO CA 20 48 02 99 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED This endorsement modifies insurance provided Linder the following. BUSINESS AUTO COVERAGE FORM GARAGE COVERAGE FORM MO-1 OR CARRIER COVERAGE FORM TRUCKERS COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modi- fied by this endorsement This endorsement identifies person(s) or organization(s) who are "insureds" under the Who Is An Insured Provi- sion of the Coverage Form, This endorsement does not alter coverage provided in the Coverage Form. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Effective Date.- 12/4/2016 Named Insured: CSG Consultants, Inc,: Precision Inspection-CSG SCHEDULE Name of Person(s)or Organization(s) as, required by written contract (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable tu the enduibewenl,.) Each person or organization shown in the Schedule is an "insured" for Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured Provision contained in Section It of the Coverage Form. CA 20 48 02 99 Copyright" Insurance Services Offi(;(,,, Inc , 1998 Page 1 of 1 ❑ Policy BAA1757095785 COMMERC|ALAUTO CA88 $6¢513 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ|TCAREFULLY. DESIGNATED INSLJRED — NONCO@TRUBUTING This endorsement mod|fieninsurance provided under the foUmwing� BUSINESS AUTO COVERAGE FORM GARAGE COVERAGE FORM MOTOR CARRIER COVERAGE FORM TRUCKERS COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement This endorsement idemhfiespenaun(o)ororQanbohon(o)whoare "/nouredo~ umderLheVVho |aAninsuredProv|sionofthe Coverage Form. This endorsernent does not alter coverage provided in the Coverage Form, Schedule Name of Pemson(s) orOrgon[zotion(s): Anyqntitywithnapocitoarovooad''uuko'' pnovidodthatyouondsuchunthyhavo agreed in a written contract, agreement, or permit to add such entity as an "insured" Regarding Designated Contract orProject: N/A Each person or organization shown in the Schedule of this endorsernent is an"insured" for Liability Coverage, but only to the extent thatpermVnororOanizmtionqua|ifiesawmn"inaured^undarUhsVVho /mAn |nwunadPr*visimnoontmmedinGertmnNofthe Coverage Form, The following is added to the Other Insurance Condition: If You have agreed in a written agreement that this policy will be primary and without right of contribution from any inoumanrein [wrcefnranAddi(iona| |nuurwdhzr|iabi|iiyanoingomtofyouroparaUons. ond |hoaBreemontymumxeCu/ad prior to the "bodily injury"or"property clarnage", then this insurance will be primary and we will not seek contribution frum such |nsuronoe. �20|3 Liberty Mutual Insurance.All rights reserved. CA8866 05f3 includes copynghted material of Insurance Services Office,Inc.,vvith its permission. Page 1 of Policy#BAA1757O957S5 ^ THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ |TCAREFULLY. AMENDMENT OF CANCELLATION PROVISIONS This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM GARAGE COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the policy apply Lin less modified by this endorsement Any term or provision of the Cancellation Conditions of the policy or any endorsement emending or replacing such Conditions is amended by the hnUo*ing� If You have agreed in a written contract or written agreement to provide a person or organization nmhma of cancellation we agree \o the foUV*vmg� o. Provide, x 30 days prior written oenoe||ohnn notice to such persons or o/0an|7aUon for reoyoma other thin [ nonpayment of premium, but only if we are provided with a schedule of persons or organizations with whom you have agreed to provide notification more than 30 days before the cancellation is to take effect. Ase condition cd this endorsement, you must notify youraQent o(any written contract or agreement where you have agreed ho provide notice of cance1ation, other than nonpayment of premium, to a specific person or organization. Failure to provide to a person or organization in accordance with the terms of this endorsement shall riot extend the effective date ny the cancellation o/otherwise affect cancellation nf the policy aotm any insured CA887G03 14 o20r3 Liberty mvlva/mnu,onoo.All rights reserved. Page 1 of /nmwdoe copyrighted material of Insurance SewimraOffice,Inc..with its permission. WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 99 04 10B (Ed. 9-14) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT-CALIFORNIA BLANKET BASIS 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.) The additional premium for this endorsement shall be 2% of the total manual premium otherwise due on such remuneration. The minimum premium for this endorsement is $350, This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. SCHEDULE BLANKET WAIVER Person/Organization Blanket Waiver- Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver. Job Description Waiver Premium All CA Operations 2935.00 This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective 12/04/2016 Policy No. CSWC715232 Endorsement No. Insured Premium$ Insurance Company Cypress Insurance Company Countersigned by WC 99 04 10B (Ed.9-14) , THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLAT|ON — CERTUFICAJEMOLDERS This enclorsernent modIies insurance provided under the Design Professional Liability Policy. The person(s) mrmrgonowdon(a) listed or described in the Schedule below have requested that they receive not less than thirty(30)days written notice of cancellation when this policy is cancelled by us. We will endeavor to mail or deliver to the Person(s) n, Ur0am|zmhon(m) listed or described in the Schedule a copy o(the written notice Vy cancellation that vve sent toYOU Such copies mfNhe notice will be mailed am soon as practicable to the address or addresses provded by Your broker or agent This notification of cancellation of the policy is intended as a courtesy only. Our failure to provide such notification to the person(s) or organization(s) shown in the Schedule will not extend any policy cancellation date or impact or negate any cancellation of the policy. This endorsement does not entitle the person(s) or organization(s) listed or described in the Schedule below to any benefit, rights or protection under this po|ioy Any provision of this endorsement that is in conflict with a statute or rule is hereby amended to conform to that statute or rule. Schedule Penmn(a)orOrganizahun(u) including mailing address: All certificate holders where written notice of the cancellation of this policy is required by written omntnoo\, permit mr agreement vwUh'(he Named Insured and whose names and addresses will be provided by the broker- or agent listed in the Declarations page of this policy for the put-pose of complying with such request. All other terms and conditions mf this policy remain unchanged Policy Number: PAAEPOOO88O1 Named |nawred: CSGConsultants This endorsement iseKediveomtheinoaptiondaiao/thisPo|ioyun|oeaothemwiaec\otedherein: 00 WL0088 0D 11 10 PoUo 1 of 1