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HomeMy WebLinkAboutBig Sky Development LLC - Domestic Water Upsize Agreement - Pacel No. 115-210-03805/25/2023 Elliott Powell Baden and Baker Inc. An ISU Network Member 1521 SW Salmon Street Portland OR 97205-1783 Jeanette Simmons (503) 227-1771 (503) 274-7644 jsimmons@epbb.com Rotschy LLC DBA: Rotschy Inc. 7408 NE 113th Circle Vancouver WA 98662 Cincinnati Insurance Company 10677 Cincinnati Indemnity Co.23280 Allied World Surplus Lines Ins Co.24319 22-23 A WA Stop Gap Y Y EPP0596495 11/29/2022 11/29/2023 1,000,000 500,000 10,000 1,000,000 2,000,000 2,000,000 WA Stop Gap 1,000,000 B Y Y EBA0596495 11/29/2022 11/29/2023 1,000,000 A EUP0479527 11/29/2022 11/29/2023 10,000,000 10,000,000 C Pollution Liability 03110747 11/29/2022 11/29/2023 Each Occurrence $5,000,000 Aggregate $5,000,000 Each Incident Deductible $10,000 Per attached GA472 05/20, AA292 06/20 and US101 UM 12/04 RE: Dunes Water Upsize Agreement City of Pasco PO Box 293 Pasco WA 99301 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 Includes copyrighted material of ISO US 101 UM 12 04 Properties, Inc., with its permission.Page 1 of 22 COMMERCIAL UMBRELLA - TABLE OF CONTENTS Coverage Part Provision:Begins on Page: Preamble .................................................................................................................................................................3 SECTION I - COVERAGE:......................................................................................................................................3 A.Insuring Agreement ................................................................................................................................3 B.Exclusions:...............................................................................................................................................4 1.Asbestos ............................................................................................................................................4 2.Breach of Contract, Failure to Perform, Wrong Description and Violation of Another's Rights .............................................................................................................4 3.Contractual Liability ...........................................................................................................................4 4.Damage to Impaired Property or Property Not Physically Injured...................................................4 5.Damage to Property ..........................................................................................................................4 6.Damage to Your Product...................................................................................................................4 7.Damage to Your Work .......................................................................................................................4 8.Distribution of Material in Violation of Statutes .................................................................................5 9.Electronic Chatrooms or Bulletin Boards ..........................................................................................5 10.Electronic Data...................................................................................................................................5 11.Employer's Liability Limitation ...........................................................................................................5 12.Employment-Related Practices.........................................................................................................5 13.Expected or Intended Injury ..............................................................................................................5 14.Falsity, Prior Publication, Criminal Act and Media and Internet Type Businesses .........................6 15.Infringement of Copyright, Patent, Trademark or Trade Secret ......................................................6 16.Pollutant - Auto ..................................................................................................................................6 17.Pollutant - Other Than Auto...............................................................................................................7 18.Recall of Products, Work or Impaired Property ................................................................................9 19.Unauthorized Use of Another's Name or Product ............................................................................9 20.Uninsured / Underinsured Motorist ...................................................................................................9 21.War .....................................................................................................................................................9 22.Workers' Compensation ....................................................................................................................9 C.Defense and Supplementary Payments ...............................................................................................9 SECTION II - WHO IS AN INSURED ....................................................................................................................10 SECTION III - LIMITS OF INSURANCE................................................................................................................11 SECTION IV - CONDITIONS:................................................................................................................................12 1.Appeals ....................................................................................................................................................12 2.Audit .........................................................................................................................................................13 3.Bankruptcy...............................................................................................................................................13 4.Duties in the Event of Occurrence, Claim or Suit ..................................................................................13 5.First Named Insured................................................................................................................................13 6.Legal Action Against Us and Loss Payments ........................................................................................13 7.Liberalization ...........................................................................................................................................14 8.Maintenance of Underlying Insurance ...................................................................................................14 9.Other Insurance ......................................................................................................................................14 10.Premium ..................................................................................................................................................14 11.Representations ......................................................................................................................................14 12.Separation of Insureds ............................................................................................................................14 13.Transfer of Rights of Recovery Against Others to Us ...........................................................................15 14.When We Do Not Renew ........................................................................................................................15 SECTION V - DEFINITIONS:.................................................................................................................................15 1."Advertisement".......................................................................................................................................15 2."Authorized representative"....................................................................................................................15 3."Auto".......................................................................................................................................................15 4."Bodily injury"...........................................................................................................................................16 5."Coverage term"......................................................................................................................................16 6."Coverage territory".................................................................................................................................16 Includes copyrighted material of ISO US 101 UM 12 04 Properties, Inc., with its permission.Page 2 of 22 Coverage Part Provision:Begins on Page: 7."Electronic data"......................................................................................................................................16 8."Employee"..............................................................................................................................................16 9."Executive officer"...................................................................................................................................16 10."Hostile fire".............................................................................................................................................16 11."Impaired property".................................................................................................................................16 12."Insured contract"....................................................................................................................................16 13."Leased worker"......................................................................................................................................17 14."Loading or unloading"............................................................................................................................17 15."Mobile equipment".................................................................................................................................18 16."Occurrence"...........................................................................................................................................18 17."Personal and advertising injury"............................................................................................................18 18."Pollutants"..............................................................................................................................................19 19."Products-completed operations hazard"..............................................................................................19 20."Property damage"..................................................................................................................................19 21."Subsidiary".............................................................................................................................................19 22."Suit"........................................................................................................................................................19 23."Temporary worker"................................................................................................................................20 24."Ultimate net loss"...................................................................................................................................20 25."Underlying insurance"...........................................................................................................................20 26."Underlying limit".....................................................................................................................................20 27."Workplace".............................................................................................................................................20 28."Your product".........................................................................................................................................20 29."Your work"..............................................................................................................................................20 NUCLEAR ENERGY LIABILITY EXCLUSION ENDORSEMENT .......................................................................21 Includes copyrighted material of ISO US 101 UM 12 04 Properties, Inc., with its permission.Page 3 of 22 COMMERCIAL UMBRELLA LIABILITY COVERAGE FORM Various provisions in this Coverage Part restrict this insurance. Read the entire Coverage Part carefully to determine rights, duties and what is and is not covered. Throughout this Coverage Part the words "you" and "your" refer to the Named Insured shown in the Declarations, and any other person or organi- zation qualifying as a Named Insured under this Coverage Part. The words "we", "us" and "our" refer to the Company providing this insurance. The word "insured" means any person or organi- zation qualifying as such under SECTION II - WHO IS AN INSURED. Other words and phrases that appear in quotation marks have special meaning. Refer to SECTION V - DEFINITIONS. SECTION I - COVERAGE A.Insuring Agreement 1.We will pay on behalf of the insured the "ultimate net loss" which the insured is legally obligated to pay as damages for "bodily injury", "personal and advertising injury" or "property damage" to which this insurance applies: a.Which is in excess of the "underlying insurance"; or b.Which is either excluded or not in- sured by "underlying insurance". 2.This insurance applies to "bodily injury", "personal and advertising injury" or "property damage" only if: a.The "bodily injury", "personal and advertising injury" or "property dam- age" is caused by an "occurrence" that takes place in the "coverage ter- ritory"; and b.The "bodily injury" or "property dam- age" occurs during the policy period shown in the Declarations; or c.The "personal and advertising injury" results from an "occurrence" that takes place during the policy period shown in the Declarations; and d.Prior to the "coverage term" in which "bodily injury" or "property damage" occurs, or a "personal and advertis- ing injury" offense is committed, you did not know, per Paragraph 5.be- low, that the "bodily injury" or "prop- erty damage" had occurred or had begun to occur, in whole or in part, or that the "personal and advertising injury" offense had been committed or had begun to be committed, in whole or in part. 3."Bodily injury" or "property damage" which: a.Occurs during the "coverage term"; and b.Was not, prior to the "coverage term", known by you, per Paragraph 5. below, to have occurred; includes any continuation, change or re- sumption of that "bodily injury" or "prop- erty damage" after the end of the "cover- age term" in which it first became known by you. 4."Personal and advertising injury" caused by an offense which: a.Was committed during the "coverage term"; and b.Was not, prior to the "coverage term", known by you, per Paragraph 5. below, to have been committed; includes any continuation, change or re- sumption of that "personal and advertis- ing injury" offense after the end of the "coverage term" in which it first became known by you. 5.You will be deemed to know that "bodily injury" or "property damage" has oc- curred, or that a "personal and advertis- ing injury" offense has been committed at the earliest time when any "authorized representative": a.Reports all, or any part, of the "bodily injury", "personal and advertising in- jury" or "property damage" to us or any other insurer; b.Receives a written or verbal demand or claim for damages because of the "bodily injury", "personal and adver- tising injury" or "property damage"; c.First observes, or reasonably should have first observed, the "bodily in- jury" or "property damage", or the offense that caused the "personal and advertising injury"; d.Becomes aware, or reasonably should have become aware, by any means, other than as described in c. above, that "bodily injury" or "prop- Includes copyrighted material of ISO US 101 UM 12 04 Properties, Inc., with its permission.Page 4 of 22 erty damage" had occurred or had begun to occur, or that the "personal and advertising injury" offense had been committed or had begun to be committed; or e.Becomes aware, or reasonably should have become aware, of a condition from which "bodily injury", "personal and advertising injury" or "property damage" is substantially certain to occur. 6.The amount we will pay for damages is limited as described in SECTION III - LIMITS OF INSURANCE. No other obligation or liability to pay sums or perform acts or services is covered, unless expressly provided for under SECTION I - COVERAGE, C.Defense and Supplemen- tary Payments. B.Exclusions This insurance does not apply to: 1.Asbestos Any liability arising out of, attributable to or any way related to asbestos in any form or transmitted in any manner. 2.Breach of Contract, Failure to Perform, Wrong Description and Violation of Another's Rights "Personal and advertising injury": a.Arising out of breach of contract, ex- cept an implied contract to use an- other's advertising idea in your "ad- vertisement"; b.Arising out of the failure of goods, products or services to conform with any statement of quality or perform- ance made in your "advertisement"; c.Arising out of the wrong description of the price of goods, products or services stated in your "advertise- ment"; or d.Caused by or at the direction of the insured with the knowledge that the act would violate the rights of an- other and would inflict "personal and advertising injury". 3.Contractual Liability Any liability for which the insured is obli- gated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not ap- ply to liability for "bodily injury", "personal and advertising injury" or "property dam- age": a.That the insured would have in the absence of the contract or agree- ment; or b.Assumed in a contract or agreement that is an "insured contract", pro- vided the "bodily injury", "personal and advertising injury" or "property damage" occurs subsequent to the execution of the contract or agree- ment. 4.Damage to Impaired Property or Prop- erty Not Physically Injured "Property damage" to "impaired property" or property that has not been physically injured, arising out of: a.A defect, deficiency, inadequacy or dangerous condition in "your prod- uct" or "your work"; or b.A delay or failure by you or anyone acting on your behalf to perform a contract or agreement in accordance with its terms. This exclusion does not apply to the loss of use of other property arising out of sudden and accidental physical injury to "your product" or "your work" after it has been put to its intended use. 5.Damage to Property "Property damage" to property owned by any insured, including any costs or ex- penses incurred by you, or any other person, organization or entity, for repair, replacement, enhancement, restoration or maintenance of such property for any reason, including prevention of injury to a person or damage to another's property. 6.Damage to Your Product "Property damage" to "your product" arising out of it or any part of it. 7.Damage to Your Work "Property damage" to "your work" arising out of it or any part of it and included in the "products-completed operations haz- ard". This exclusion does not apply if the dam- aged work or the work out of which the damage arises was performed on your behalf by a subcontractor. Includes copyrighted material of ISO US 101 UM 12 04 Properties, Inc., with its permission.Page 5 of 22 8.Distribution of Material in Violation of Statutes Any liability arising directly or indirectly out of any action or omission that violates or is alleged to violate: a.The Telephone Consumer Protection Act (TCPA), including any amend- ment of or addition to such law; b.The CAN-SPAM Act of 2003, includ- ing any amendment of or addition to such law; or c.Any statute, ordinance or regulation, other than the TCPA or CAN-SPAM Act of 2003, that prohibits or limits the sending, transmitting, communi- cating or distribution of material or information. 9.Electronic Chatrooms or Bulletin Boards "Personal and advertising injury" arising out of an electronic chatroom or bulletin board the insured hosts, owns, or over which the insured exercises control. 10.Electronic Data Damages arising out of the loss of, loss of use of, damage to, corruption of, in- ability to access, or inability to manipulate "electronic data". 11.Employer's Liability Limitation Any liability arising from any injury to: a.An "employee" of the insured sus- tained in the "workplace"; b.An "employee" of the insured arising out of the performance of duties re- lated to the conduct of the insured's business; or c.The spouse, child, parent, brother or sister of that "employee" as a conse- quence of a. or b. above. This exclusion applies: a.Whether the insured may be liable as an employer or in any other ca- pacity; and b.To any obligation to share damages with or repay someone else who must pay damages because of the injury. This exclusion does not apply when such insurance is provided by valid and col- lectible "underlying insurance" listed in the Schedule of Underlying Insurance, or would have been provided by such listed "underlying insurance" except for the ex- haustion by payment of claims of its limits of insurance, and then only for such haz- ards for which coverage is provided by such "underlying insurance", unless oth- erwise excluded by this Coverage Part. 12.Employment-Related Practices Any liability arising from any injury to: a.A person arising out of any: (1)Refusal to employ that person; (2)Termination of that person's employment; or (3)Other employment-related prac- tices, policies, acts or omissions including but not limited to coer- cion, criticism, demotion, evaluation, failure to promote, reassignment, discipline, defa- mation, harassment, humiliation or discrimination directed at that person; or b.The spouse, child, parent, brother or sister of that person as a conse- quence of any injury to that person at whom any of the employment-related practices described in Paragraphs (1), (2), or (3) above is directed. This exclusion applies: a.Whether the insured may be liable as an employer or in any other ca- pacity; and b.To any obligation to share damages with or repay someone else who must pay damages because of the injury. 13.Expected or Intended Injury "Bodily injury" or "property damage" which may reasonably be expected to re- sult from the intentional or criminal acts of the insured or which is in fact expected or intended by the insured, even if the injury or damage is of a different degree or type than actually intended or expected. However, this exclusion does not apply to: a."Bodily injury" resulting from the use of reasonable force to protect per- sons or property; or b."Bodily injury" or "property damage" resulting from the use of reasonable force to prevent or eliminate danger Includes copyrighted material of ISO US 101 UM 12 04 Properties, Inc., with its permission.Page 6 of 22 in the operation of "autos" or water- craft. 14.Falsity, Prior Publication, Criminal Act and Media and Internet Type Busi- nesses "Personal and advertising injury": a.Arising out of oral or written publica- tion of material, if done by or at the direction of the insured with knowl- edge of its falsity; b.Arising out of oral or written publica- tion of material whose first publica- tion took place before the later of the following: (1)The inception of this Coverage Part; or (2)The "coverage term" in which insurance coverage is sought; c.Arising out of a criminal act commit- ted by or at the direction of the in- sured; or d.Committed by an insured whose business is: (1)Advertising, broadcasting, pub- lishing or telecasting; (2)Designing or determining con- tent of web-sites for others; or (3)An Internet search, access, content or service provider. However, Paragraph d.does not apply to Paragraphs 17.a., b., c., d. and i.of "personal and advertising injury" under SECTION V - DEFINI- TIONS. For the purposes of Paragraph d., the placing of frames, borders or links, or advertising, for you or oth- ers anywhere on the Internet, is not by itself, considered the business of advertising, broadcasting, publishing or telecasting. 15.Infringement of Copyright, Patent, Trademark or Trade Secret "Personal and advertising injury" arising out of the infringement of copyright, pat- ent, trademark, trade secret or other in- tellectual property rights. However, this exclusion does not apply to infringement in your "advertisement", of copyright, trade dress or slogan. 16.Pollutant - Auto a."Bodily injury" or "property damage" arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release, emis- sion or escape of "pollutants": (1)That are, or that are contained in any property that is: (a)Being transported or towed by, handled, or handled for movement into, onto or from, an "auto" that an in- sured owns, hires, borrows, rents, leases, or that is op- erated on their behalf in any other fashion; (b)Otherwise in the course of transit by or on behalf of the insured; or (c)Being stored, disposed of, treated or processed in or upon an "auto" that an in- sured owns, hires, borrows, rents, leases, or that is op- erated on their behalf in any other fashion; (2)Before the "pollutants" or any property in which the "pollutants" are contained are moved from the place where they are ac- cepted by the insured for movement into or onto an "auto" that an insured owns, hires, bor- rows, rents, leases, or that is operated on their behalf in any other fashion; or (3)After the "pollutants"or any property in which the "pollutants" are contained are moved from an "auto" that an insured owns, hires, borrows, rents, leases, or that is operated on their behalf in any other fashion to the place where they are finally delivered, disposed of or abandoned by the insured. Paragraph (1)above does not apply to "bodily injury" or "property dam- age" arising from fuels, lubricants, or other operating fluids, exhaust gases or other similar "pollutants" that are needed for or result from the normal electrical, hydraulic or mechanical functioning of an "auto" that an in- sured owns, hires, borrows, rents, leases, or that is operated on their Includes copyrighted material of ISO US 101 UM 12 04 Properties, Inc., with its permission.Page 7 of 22 behalf in any other fashion or its parts, if: (a)The "pollutants" escape, seep, migrate, or are discharged, dis- persed or released directly from an "auto" part designed by its manufacturer to hold, store, re- ceive or dispose of such "pollut- ants";and (b)The "bodily injury" or "property damage" does not arise out of the operation of any equipment listed in Paragraphs f.(2)and (3) of the definition of "mobile equipment". However, this exception to Para- graph (1)does not apply if the fuels, lubricants, or other operating fluids, exhaust gases or other similar "pol- lutants" are intentionally discharged, dispersed, emitted or released. Paragraphs (2) and (3) above do not apply to an "occurrence" that occurs away from premises owned by or rented to an insured with respect to "pollutants" not in or upon an "auto" that an insured owns, hires, borrows, rents, leases, or that is operated on their behalf in any other fashion if: (a)The "pollutants" or any property in which the "pollutants" are contained are upset, overturned or damaged as a result of the maintenance or use of an "auto" that an insured owns, hires, bor- rows, rents, leases, or that is operated on their behalf in any other fashion; and (b)The discharge, dispersal, seep- age, migration, release, emis- sion or escape of the "pollut- ants" is caused directly by such upset, overturn or damage. b.Any liability caused by "pollutants" and arising from the operation, maintenance, use, "loading or un- loading" of an "auto", for which in- surance coverage is excluded by "underlying insurance". 17.Pollutant - Other Than Auto a."Bodily injury" or "property damage" arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release, emis- sion or escape of "pollutants": (1)At or from any premises, site or location which is or was at any time owned or occupied by, or rented or loaned to, any insured. However, Paragraph a.(1)of this exclusion does not apply to the following if such liability is cov- ered by "underlying insurance" listed in the Schedule of Under- lying Insurance, but only to the extent insurance is provided at the "underlying limit" specified in the Schedule of Underlying In- surance for the "underlying in- surance" listed and subject to all its terms, limitations and condi- tions: (a)"Bodily injury", if sustained within a building and caused by smoke, fumes, vapor or soot produced by or originating from equip- ment that is used to heat, cool or dehumidify the building, or equipment that is used to heat water for personal use by the build- ing's occupants or their guests; (b)"Bodily injury" or "property damage" for which you may be held liable, if you are a contractor, and the owner or lessee of such premises, site or location has been added to your "underlying insurance" as an additional insured with respect to your ongoing operations or "your work" performed for that additional insured at that premises, site or location and such premises, site or location is not and never was owned or occupied by, or rented or loaned to, any insured, other than that ad- ditional insured; or (c)"Bodily injury" or "property damage" arising out of heat, smoke or fumes from a "hostile fire"; (2)At or from any premises, site or location which is or was at any time used by or for any insured or others for the handling, stor- age, disposal, processing or treatment of waste; Includes copyrighted material of ISO US 101 UM 12 04 Properties, Inc., with its permission.Page 8 of 22 (3)Which are or were at any time transported, handled, stored, treated, disposed of, or proc- essed as waste by or for any in- sured or any person or organi- zation for whom you may be le- gally responsible; (4)At or from any premises, site or location on which any insured or any contractors or subcontrac- tors working directly or indirectly on any insured's behalf are performing operations, if the "pollutants"are brought on or to the premises, site or location in connection with such operations by such insured, contractor or subcontractor. However, Paragraph a.(4)of this exclusion does not apply to the following if such liability is cov- ered by "underlying insurance" listed in the Schedule of Under- lying Insurance, but only to the extent insurance is provided at the "underlying limit" specified in the Schedule of Underlying In- surance for the "underlying in- surance" listed and subject to all its terms, limitations and condi- tions: (a)"Bodily injury" or "property damage" arising out of the escape of fuels, lubricants or other operating fluids which are needed to per- form the normal electrical, hydraulic or mechanical functions necessary for the operation of "mobile equip- ment" or its parts, if such fuels, lubricants or other operating fluids escape from a vehicle part de- signed to hold, store or re- ceive them. This exception does not apply if the "bodily injury" or "property damage" arises out of the intentional discharge, dispersal or re- lease of the fuels, lubricants or other operating fluids, or if such fuels, lubricants or other operating fluids are brought on or to the prem- ises, site or location with the intent that they be dis- charged, dispersed or re- leased as part of the opera- tions being performed by such insured, contractor or subcontractor; (b)"Bodily injury" or "property damage" sustained within a building and caused by the release of gases, fumes or vapors from materials brought into that building in connection with operations being performed by you or on your behalf by a con- tractor or subcontractor; or (c)"Bodily injury" or "property damage" arising out of heat, smoke or fumes from a "hostile fire"; or (5)At or from any premises, site or location on which any insured or any contractors or subcontrac- tors working directly or indirectly on any insured's behalf are performing operations, if the op- erations are to test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to or assess the effects of, "pollutants". b."Personal and advertising injury" arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release, escape or emission of "pollutants" at any time. c.Any loss, cost or expense arising out of any: (1)Request, demand, order or statutory or regulatory require- ment that any insured or others test for, monitor, clean up, re- move, contain, treat, detoxify or neutralize, or in any way re- spond to, or assess the effects of, "pollutants"; or (2)Claim or suit by or on behalf of a governmental authority for dam- ages because of testing for, monitoring, cleaning up, remov- ing, containing, treating, detoxi- fying or neutralizing, or in any way responding to, or assessing the effects of, "pollutants". However, this Paragraph c.does not apply to liability for damages be- cause of "property damage" that the insured would have in the absence of such request, demand, order or statutory or regulatory requirement, Includes copyrighted material of ISO US 101 UM 12 04 Properties, Inc., with its permission.Page 9 of 22 or such claim or "suit" by or on behalf of a governmental authority. d.Any liability caused by "pollutants", for which insurance coverage is ex- cluded by "underlying insurance". 18.Recall of Products, Work or Impaired Property Any liability or damages claimed for any loss, cost or expense incurred by you or others for the loss of use, withdrawal, re- call, inspection, repair, replacement, ad- justment, removal or disposal of: a."Your product"; b."Your work"; or c."Impaired Property"; if such product, work or property is with- drawn or recalled from the market or from use by any person or organization be- cause of a known or suspected defect, deficiency, inadequacy or dangerous condition in it. 19.Unauthorized Use of Another's Name or Product "Personal and advertising injury" arising out of the unauthorized use of another's name or product in your e-mail address, domain name or metatag or any other similar tactics to mislead another's poten- tial customers. 20.Uninsured / Underinsured Motorist Any liability or obligation to any insured or anyone else under any uninsured motor- ist, underinsured motorist, automobile no- fault or first party personal injury law. 21.War Any liability, however caused, arising di- rectly or indirectly, out of: a.War, including undeclared or civil war; b.Warlike action by a military force, in- cluding action in hindering or de- fending against an actual or ex- pected attack by any government, sovereign or authority using military personnel or other agents; or c.Insurrection, rebellion, revolution, usurped power or action taken by governmental authority in hindering or defending against any of these. 22.Workers' Compensation Any liability or obligation of the insured under any workers' compensation, un- employment compensation, disability benefits or similar law. However, this ex- clusion does not apply to liability of others assumed by you under an "insured con- tract" in existence at the time of "occur- rence". C.Defense and Supplementary Payments 1.We will have the right and duty to defend the insured against any "suit" seeking damages because of "bodily injury", "per- sonal and advertising injury" or "property damage" to which this insurance applies. We will have no duty to defend the in- sured against any "suit" seeking dam- ages for "bodily injury", "personal and ad- vertising injury" or "property damage" to which this insurance does not apply. We may, at our discretion, investigate any "occurrence" and settle any claim or "suit" that may result when: a.The applicable limits of the "underly- ing insurance" and any other insur- ance have been exhausted by pay- ment of claims; or b.Damages are sought for "bodily in- jury", "personal and advertising in- jury" or "property damage" which are not covered by "underlying insur- ance" or other insurance. 2.Our right and duty to defend ends when the applicable Limits of Insurance, as stated in the Declarations, has been ex- hausted by payment of claims. 3.We have no duty to investigate, settle or defend any claim or "suit" other than those circumstances described in Para- graph C.1.However, we do have the right to participate in the investigation, settlement or defense of any claim or "suit" to which this insurance applies. If we exercise this right, we will do so at our expense. 4.If there is no underlying insurer or other insurance obligated to do so, we will pay the following when we provide a defense: a.All expenses we incur. b.The cost of bail bonds up to $3,000. We do not have to furnish these bonds. c.The cost of bonds to appeal a judg- ment or award in any claim or "suit" we defend and the cost of bonds to Includes copyrighted material of ISO US 101 UM 12 04 Properties, Inc., with its permission.Page 10 of 22 release attachments, but only for bond amounts within the applicable Limits of Insurance. We do not have to furnish these bonds. d.Reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or "suit", including the ac- tual loss of earnings. e.All costs taxed against the insured in the "suit". 5.If there is no underlying insurer obligated to do so, we will pay the following for an "occurrence" to which this insurance ap- plies, even if we have no duty to provide a defense: a.Prejudgment interest awarded against the insured on that part of the judgment we become obligated to pay and which falls within the ap- plicable Limit of Insurance. If we make an offer to pay the applicable Limits of Insurance, we will not pay any prejudgment interest based on the period of time after the offer. b.All interest awarded against the in- sured on the full amount of any judgment that accrues: (1)After entry of the judgment; and (2)Before we have paid, offered to pay or deposited in court the part of the judgment that is within the applicable Limit of In- surance. 6.The payments described in Paragraphs 4.and 5.above will not reduce the Limits of Insurance provided by this Coverage Part when defense or supplementary payments provided by the "underlying in- surance" do not reduce their Limits of In- surance. However, when defense or supplementary payments provided by the "underlying insurance" reduce their Limits of Insurance then such expense pay- ments paid by us will reduce the Limits of Insurance provided by this Coverage Part. 7.If we are prevented by law or otherwise from carrying out any of the provisions of SECTION I - COVERAGE, C. Defense and Supplementary Payments, we will pay any expense incurred with our written consent. SECTION II - WHO IS AN INSURED 1.Except for liability arising out of the ownership, maintenance, occupancy or use of an "auto": a.If you are designated in the Declarations as: (1)An individual, you and your spouse are insureds, but only with respect to the conduct of a business of which you are the sole owner. (2)A partnership or joint venture, you are an insured. Your members, partners and their spouses are also insureds, but only with respect to the conduct of your business. (3)A limited liability company, you are an insured. Your members are also insureds, but only with respect to the conduct of your business. Your managers are insureds, but only with respect to their duties as your man- agers. (4)An organization other than a part- nership, joint venture, or limited li- ability company, you are an insured. Your "executive officers" and direc- tors are insureds, but only with re- spect to their duties as your officers or directors. Your stockholders are also insureds, but only with respect to their liability as stockholders. Each of the following is also a Named Insured: (a)Any "subsidiary" company of such organization, including any "subsidiary" of such "subsidi- ary": 1)Existing at the inception of this Coverage Part; or 2)Formed or acquired on or after the inception of this Coverage Part. (b)Any other company controlled and actively managed by such organization or any "subsidiary" thereof: 1)At the inception of this Cov- erage Part; or 2)If the control and active management thereof is ac- quired on or after the incep- tion of this Coverage Part. (5)A trust, you are an insured. Your trustees are also insureds, but only Includes copyrighted material of ISO US 101 UM 12 04 Properties, Inc., with its permission.Page 11 of 22 with respect to their duties as trus- tees. b.Each of the following is also an insured: (1)Any "employee" of yours while acting within the scope of their duties as such. (2)Any person or organization while acting as your real estate manager. (3)Any person or organization having proper temporary custody of your property if you die, but only: (a)With respect to liability arising out of the maintenance or use of that property; and (b)Until your legal representative has been appointed. (4)Your legal representative if you die, but only with respect to duties as such. 2.Only with respect to liability arising out of the ownership, maintenance, occupancy or use of an "auto": a.You are an insured. b.Anyone else while using with your per- mission an "auto" you own, hire or borrow is also an insured except: (1)The owner or any other person or organization (except your "executive officers" or principals) from whom you hire or borrow an "auto", unless such persons or organizations are insureds in your "underlying insur- ance" listed in the Schedule of Un- derlying Insurance, and then only for such hazards for which coverage is provided by such "underlying insur- ance". This exception does not ap- ply if the "auto" is a trailer or semi- trailer connected to an "auto" you own. (2)Your "employee", if the "auto" is owned by that "employee" or a member of his or her household, unless: (a)Such "employee" is an insured with respect to that "auto" in the "underlying insurance" listed in the Schedule of Underlying In- surance, and then only for such hazards for which coverage is provided by such "underlying in- surance"; or (b)The "bodily injury" or "property damage" is sustained by a co- "employee" of such "employee". (3)Someone using an "auto" while he or she is working in a business of sell- ing, servicing, repairing, parking or storing "autos", unless that business is yours. (4)Anyone other than your "employ- ees", partners (if you are a partner- ship), members (if you are a limited liability company), or a lessee or bor- rower or any of their "employees", while moving property to or from an "auto". c.Anyone liable for the conduct of an in- sured described in Paragraphs 2.a.and b. above is also an insured, but only if they are provided insurance coverage for such liability by valid and collectible "un- derlying insurance" listed in the Schedule of Underlying Insurance and then only for such hazards for which coverage is pro- vided by such "underlying insurance". 3.At your option and subject to the terms of this insurance, any additional insureds not ad- dressed by Paragraphs 1.and 2.above cov- ered in the "underlying insurance" listed in the Schedule of Underlying Insurance are also in- sureds, but only to the extent that insurance is provided for such additional insureds there- under. No person or organization is an insured with re- spect to the conduct of any current or past part- nership, joint venture, or limited liability company that is not shown as a Named Insured in the Dec- larations. SECTION III - LIMITS OF INSURANCE 1.The Limits of Insurance shown in the Declara- tions and the rules below fix the most we will pay regardless of the number of: a.Insureds; b.Claims made or "suits" brought; or c.Persons or organizations making claims or bringing "suits". 2.The Aggregate Limit is the most we will pay for all damages: a.Included in the "products-completed op- erations hazard"; b.Because of "bodily injury" by disease sustained by your "employees" arising out of and in the course of their employ- ment by you; or Includes copyrighted material of ISO US 101 UM 12 04 Properties, Inc., with its permission.Page 12 of 22 c.Because of "bodily injury", "personal and advertising injury" or "property damage" not included within a.or b.above. How- ever, this Aggregate Limit will not apply to damages which are not subject to an Ag- gregate Limit in the "underlying insur- ance". The Aggregate Limit applies separately to a., b.and c.The Aggregate Limit described in c. will apply only to damages not subject to a.or b. above. 3.Subject to the Limit of Insurance described in 2.c. above: a.Only in the event that "underlying insur- ance" specifically listed in the Schedule of Underlying Insurance provides an annual Aggregate Limit of Insurance for dam- ages that would not be subject to 2.a.or b.above that is applicable separately to each: (1)Location owned by, or rented or leased to you solely with respect to damages which are the result of a claim or "suit" for "bodily injury" or "property damage" which can be at- tributed to operations at only a single location, then the Aggregate Limit described in 2.c.above applies separately to each location owned by, or rented or leased to you. (2)Of your construction projects solely with respect to damages which are the result of a claim or "suit" for "bod- ily injury" or "property damage" which can be attributed only to on- going operations and only at a single construction project, then the Aggre- gate Limit described in 2.c.above applies separately to each of your construction projects. b.Only with respect to the application of Limits of Insurance described in 3.a. above, the following terms location and construction project will have the follow- ing meanings: (1)Location means premises involving the same or connecting lots, or premises whose connection is inter- rupted only by a street, roadway, waterway or right-of-way of a rail- road. (2)Construction project means a loca- tion you do not own, rent or lease where ongoing improvements, al- terations, installation, demolition or maintenance work is performed by you or on your behalf. All connected ongoing improvements, alterations, installation, demolition or mainte- nance work performed by you or on your behalf at the same location for the same persons or entities, no matter how often or under how many different contracts, will be deemed to be a single construction project. 4.Subject to the limits described in 2. and 3. above, the Each Occurrence Limit is the most we will pay for the "ultimate net loss": a.In excess of the applicable limits of "un- derlying insurance"; or b.If an "occurrence" is not covered by "un- derlying insurance", but covered by the terms and conditions of this Coverage Part, Because of all "bodily injury", "personal and advertising injury" and "property damage" arising out of any one "occurrence". We will not pay more than the Limit of Insur- ance shown in this Coverage Part's Declara- tions for each "occurrence" because any Per- sonal Umbrella Liability Policy(ies) is / are at- tached to this policy. 5.Subject to the limits described in 2., 3. and 4. above and to the terms and conditions of the "underlying insurance": a.If the limits of "underlying insurance" have been reduced by payment of claims, this Coverage Part will continue in force as excess of the reduced "underly- ing insurance"; or b.If the limits of "underlying insurance" have been exhausted by payment of claims, this Coverage Part will continue in force as "underlying insurance". 6.The Limits of Insurance of this Coverage Part apply separately to each "coverage term". SECTION IV - CONDITIONS 1.Appeals If the insured or any insurer who provides the applicable "underlying insurance" elects not to appeal a judgment which exceeds the "un- derlying limit", we may elect to do so at our own expense. We shall be liable for the tax- able costs and disbursements and interest in- cidental thereto, but in no event shall this pro- vision increase our liability beyond: a.Our applicable Limits of Insurance for all "ultimate net loss"; b.Our applicable Defense and Supple- mentary Payments as described in SEC- Includes copyrighted material of ISO US 101 UM 12 04 Properties, Inc., with its permission.Page 13 of 22 TION I - COVERAGE, C. Defense and Supplementary Payments; and c.The expense of such appeal. 2.Audit If this Coverage Part is subject to Audit, as in- dicated in the Declarations, then the following Condition applies: a.The premium shown in the Premium Computation Endorsement as Advance Premium is a deposit premium. At the close of each audit period, we will com- pute the earned premium for that period. If: (1)The earned premium is less than the deposit premium, we will return the excess to the first Named Insured; or (2)The earned premium is greater than the deposit premium, the difference will be due and payable to us by the first Named Insured upon notice from us. The due date for audit and retro- spective premiums is the date shown as the due date on the bill. However, in no event will the earned premium be less than the Minimum Pre- mium stated in the Premium Computation Endorsement. b.The first Named Insured must keep rec- ords of the information we need for pre- mium computation, and send us copies at such times as we may request. 3.Bankruptcy Bankruptcy or insolvency of the insured or the insured's estate shall not relieve us of any ob- ligations under this Coverage Part. 4.Duties in the Event of Occurrence, Claim or Suit a.You must see to it that we are notified as soon as practicable of an "occurrence" which may result in a claim or "suit". To the extent possible, notice should in- clude: (1)How, when and where the "occur- rence" took place; (2)The names and addresses of any injured persons and witnesses; and (3)The nature and location of any injury or damage arising out of the "occur- rence". This requirement applies only when the "occurrence" is known to an "authorized representative". b.If a claim is made or "suit" is brought against any insured that is likely to in- volve this Coverage Part, you must: (1)Immediately record the specifics of the claim or "suit" and the date re- ceived; and (2)Notify us as soon as practicable. This requirement will not be considered breached unless the breach occurs after such claim or "suit" is known to an "authorized representative". c.You and any other involved insured must: (1)Immediately send us copies of any demands, notices, summonses or legal papers received in connection with the claim or "suit"; (2)Authorize us to obtain records and other information; (3)Cooperate with us in the investiga- tion or settlement of the claim or de- fense against the "suit"; and (4)Assist us, upon our request, in the enforcement of any right against any person or organization which may be liable to the insured because of in- jury or damage to which this insur- ance may also apply. d.No insured will, except at that insured's own cost, voluntarily make a payment, assume any obligation, or incur any ex- pense, other than for first aid, without our consent. 5.First Named Insured The person or organization first named in the Declarations will act on behalf of all other in- sureds where indicated in this Coverage Part. 6.Legal Action Against Us and Loss Pay- ments a.No legal action may be brought against us unless there has been full compliance with all the terms of this Coverage Part nor until the amount of the insured's obli- gation to pay has been finally determined as provided below. No person or organi- zation has any right under this Coverage Part to bring us into any action to deter- mine the liability of the insured. b.We shall be liable for payment of the "ul- timate net loss" for any "occurrence" to which this Coverage Part applies: (1)For "occurrences" not covered by "underlying insurance"; or Includes copyrighted material of ISO US 101 UM 12 04 Properties, Inc., with its permission.Page 14 of 22 (2)In excess of the "underlying limit" applicable to the "occurrence" only after the insurers who provide the applicable "underlying insurance" have paid or become obligated to pay the amount of the "underlying limit" applicable to the "occurrence". Our payment will be made following final determination of the amount of the in- sured's obligation to pay either by final judgment against the insured or by writ- ten agreement with the insured, the claimant, the underlying insurers and us. 7.Liberalization If, within 60 days prior to the beginning of this Coverage Part or during the policy period, we make any changes to any forms or endorse- ments of this Coverage Part for which there is currently no separate premium charge, and that change provides more coverage than this Coverage Part, the change will automatically apply to this Coverage Part at the latter of: a.The date we implemented the change in your state; or b.The date this Coverage Part became ef- fective; and Will be considered as included until the end of the current policy period. We will make no additional premium charge for this additional coverage during the interim. 8.Maintenance of Underlying Insurance a.While this Coverage Part is in effect, the insured shall maintain in force the "un- derlying insurance" listed in the Schedule of Underlying Insurance as collectible in- surance. The terms, conditions and en- dorsements of "underlying insurance" will not materially change and renewals or replacements of "underlying insurance" will not be more restrictive in coverage. b.Limits of "underlying insurance" will not be reduced, except for any reduction or exhaustion in the aggregate limits of in- surance due to payment of claims which are in accordance with SECTION I - COVERAGE, A. Insuring Agreement, Paragraph 2. of this Coverage Part. c.In the event you fail or neglect to maintain "underlying insurance" as required, this Coverage Part will apply as though such "underlying insurance" was in force and collectible at the time a claim is presented to us which is in accordance with SEC- TION I - COVERAGE, A. Insuring Agreement, Paragraph 2. of this Cover- age Part. d.The limits of "underlying insurance" shall be deemed applicable, regardless of any defense which the insurer who provides the "underlying insurance" may assert because of the insured's failure to comply with any Condition of the policy or the in- ability of the insurer to pay by reason of bankruptcy or insolvency. 9.Other Insurance This insurance is excess over, and shall not contribute with any other insurance, whether primary, excess, contingent or on any other basis. This condition will not apply to insur- ance specifically written as excess over this Coverage Part. 10.Premium The premium for this Coverage Part shall be as stated in the Declarations. The advance and anniversary premiums are not subject to adjustment, except as stated in the Declara- tions, or as stated in an endorsement issued by us to form a part of this Coverage Part. You shall maintain records of such information as is necessary for premium computation, and shall, if requested by us, send copies of such records to us at the end of the "coverage term" and at such times during the policy pe- riod as we may direct. 11.Representations a.By acceptance of this Coverage Part, you agree that the statements in the Declara- tions are your agreements and repre- sentations, that this Coverage Part is is- sued in reliance upon the truth of such representations and that this Coverage Part embodies all agreements existing between you and us or any of our agents relating to this insurance. b.However, to the extent that the following applies in the "underlying insurance" listed specifically in the Schedule of Un- derlying Insurance, it will also apply to this Coverage Part: Based on our reliance upon your repre- sentations as to existing hazards, if un- intentionally you should fail to disclose all such hazards at the inception date of this Coverage Part, we will not reject cover- age under this Coverage Part based solely on such failure. 12.Separation of Insureds Except with respect to the Limits of Insurance, and any rights or duties specifically assigned in this Coverage Part to the first Named In- sured, this insurance applies: Includes copyrighted material of ISO US 101 UM 12 04 Properties, Inc., with its permission.Page 15 of 22 a.As if each Named Insured were the only Named Insured; and b.Separately to each insured against whom claim is made or "suit" is brought. 13.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 un- der 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.Any recoveries shall be applied as fol- lows: (1)First, we will reimburse anyone, in- cluding the insured, the amounts actually paid by them that were in excess of our payments; (2)Next, we will be reimbursed to the extent of our actual payment; and (3)Lastly, any amounts left after meet- ing the obligations outlined in (1)and (2)above will be distributed to any- one else known to us at the time a recovery is made and who is legally entitled to such recovery. Expenses incurred in the recovery shall be apportioned among all interests in the ratio of their respective recoveries as fi- nally settled. If there is no recovery as a result of our attempts, we shall bear all of the recovery expenses. c.If prior to an "occurrence" to which this Coverage Part would apply, you and the issuer of your applicable "underlying in- surance" listed specifically in the Sched- ule of Underlying Insurance waive any right of recovery against a person or or- ganization for injury or damage, we will also waive any rights we may have against such person or organization. 14.When We Do Not Renew If we decide not to renew this Coverage Part, we will mail or deliver to the first Named In- sured shown in the Declarations written notice of the nonrenewal not less than 30 days be- fore the expiration date. If notice is mailed, proof of mailing will be suf- ficient proof of notice. SECTION V - DEFINITIONS 1."Advertisement" means a notice that is broad- cast or published to the general public or spe- cific market segments about your goods, products or services for the purpose of at- tracting customers or supporters. "Adver- tisement" includes a publicity article. For the purposes of this definition: a.Notices that are published include mate- rial placed on the Internet or on similar electronic means of communication; and b.Regarding web-sites, only that part of a web-site that is about your goods, prod- ucts or services for the purposes of at- tracting customers or supporters is con- sidered an "advertisement". 2."Authorized representative" means: a.If you are: (1)An individual, you and your spouse are "authorized representatives". (2)A partnership or joint venture, your members, your partners, and their spouses are "authorized representa- tives". (3)A limited liability company, your members and your managers are "authorized representatives". (4)An organization other than a part- nership, joint venture or limited liabil- ity company, your "executive offi- cers" and directors are "authorized representatives". Provided you are not a publicly traded organization, your stockholders are also "author- ized representatives". (5)A trust, your trustees are "authorized representatives". b.Your "employees" assigned to manage your insurance program, or assigned to give or receive notice of an "occurrence", claim or "suit" are also "authorized repre- sentatives". 3."Auto" means: a.Any land motor vehicle, trailer or semi- trailer designed for travel on public roads; or b.Any other land vehicle that is subject to a compulsory or financial responsibility law or other motor vehicle insurance law where it is licensed or principally ga- raged. "Auto" does not include "mobile equipment". Includes copyrighted material of ISO US 101 UM 12 04 Properties, Inc., with its permission.Page 16 of 22 4."Bodily injury" means bodily harm or injury, sickness, disease, disability, humiliation, shock, fright, mental anguish or mental injury, including care, loss of services or death re- sulting from any of these at any time. 5."Coverage term" means the following individ- ual increment, or if a multi-year policy period, increments, of time, which comprise the policy period of this Coverage Part: a.The year commencing on the Effective Date of this Coverage Part at 12:01 AM standard time at your mailing address shown in the Declarations, and if a multi- year policy period, each consecutive an- nual period thereafter, or portion thereof if any period is for a period of less than 12 months, constitute individual "coverage terms". The last "coverage term" ends at 12:00 AM standard time at your mailing address shown in the Declarations on the earlier of: (1)The day the policy period shown in the Declarations ends; or (2)The day the policy to which this Cov- erage Part is attached is terminated or cancelled. b.However, if after the issuance of this Coverage Part, any "coverage term" is extended for an additional period of less than 12 months, that additional period of time will be deemed to be part of the last preceding "coverage term". 6."Coverage territory" means anywhere. 7."Electronic data" means information, facts or programs stored as or on, created or used on, or transmitted to or from computer software, including systems and applications software, hard or floppy disks, CD-ROMS, tapes, drives, cells, data processing devices or any other media which are used with electronically con- trolled equipment. 8."Employee" includes a "leased worker". "Em- ployee" does not include a "temporary worker". 9."Executive officer" means a person holding any of the officer positions created by your charter, constitution, by-laws or any similar governing document. 10."Hostile fire" means one that becomes un- controllable or breaks out from where it was intended to be. 11."Impaired property" means tangible property, other than "your product" or "your work", that cannot be used or is less useful because: a.It incorporates "your product" or "your work" that is known or thought to be de- fective, deficient, inadequate or danger- ous; or b.You have failed to fulfill the terms of a contract or agreement, if such property can be restored to use by: a.The repair, replacement, adjustment or removal of "your product" or "your work"; or b.Your fulfilling the terms of the contract or agreement. 12."Insured contract" means: a.A contract for a lease of premises. How- ever, that portion of the contract for a lease of premises that indemnifies any person or organization for "property damage" by fire or explosion to premises while rented to you or temporarily occu- pied by you with permission of the owner is not an "insured contract"; b.A sidetrack agreement; c.Any easement or license agreement, ex- cept in connection with construction or demolition operations on or within 50 feet of a railroad; 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 agree- ment pertaining to your business, other than a contract or agreement pertaining to the rental or lease of any "auto", (in- cluding an indemnification of a municipal- ity 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" 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; or g.That part of any contract or agreement entered into, as part of your business, pertaining to the rental or lease, by you or any of your "employees", of any "auto". However, such contract or agreement shall not be considered an "insured con- tract" to the extent that it obligates you or any of your "employees" to pay for "prop- erty damage" to any "auto" rented or leased by you or any of your "employ- ees". Includes copyrighted material of ISO US 101 UM 12 04 Properties, Inc., with its permission.Page 17 of 22 Paragraphs f.and g. do not include that part of any contract or agreement: (1)That indemnifies a railroad for "bodily injury", "property damage" or "per- sonal and advertising injury" arising out of construction or demolition op- erations, within 50 feet of any rail- road property and affecting any rail- road bridge or trestle, tracks, road- beds, tunnel, underpass or crossing. However, if such liability is insured by valid and collectible "underlying in- surance" as listed in the Schedule of Underlying Insurance, this Para- graph (1)shall not apply for such hazards for which insurance cover- age is afforded by such "underlying insurance"; (2)That indemnifies an architect, engi- neer or surveyor for injury or damage arising out of: (a)Preparing, approving or failing to prepare or approve maps, shop drawings, opinions, reports, sur- veys, field orders, change or- ders or drawings and specifica- tions; or (b)Giving directions or instructions, or failing to give them, if that is the primary cause of the injury or damage; (3)Under which the insured, if an archi- tect, engineer or surveyor, assumes liability for injury or damage arising out of the insured's rendering or fail- ure to render professional services, including those listed in Paragraph (2)above and supervisory, inspec- tion, architectural or engineering ac- tivities; (4)That indemnifies an advertising, pub- lic relations or media consulting firm for "personal and advertising injury" arising out of the planning, execution or failure to execute marketing com- munications programs. Marketing communications programs include but are not limited to comprehensive marketing campaigns; consumer, trade and corporate advertising for all media; media planning, buying, monitoring and analysis; direct mail; promotion; sales materials; design; presentations; point-of-sale materi- als; market research; public relations and new product development; (5)Under which the insured, if an adver- tising, public relations or media con- sulting firm, assumes liability for "personal and advertising injury" arising out of the insured's rendering or failure to render professional services, including those services listed in Paragraph (4), above; (6)That indemnifies a web-site designer or content provider, or Internet search, access, content or service provider for injury or damage arising out of the planning, execution or fail- ure to execute Internet services. Internet Services include but are not limited to design, production, distri- bution, maintenance and administra- tion of web-sites and web-banners; hosting web-sites; registering do- main names; registering with search engines; marketing analysis; and providing access to the Internet or other similar networks; (7)Under which the insured, if a web- site designer or content provider, or Internet search, access, content or service provider, assumes liability for injury or damage arising out of the insured's rendering or failure to ren- der Internet services, including those listed in Paragraph (6), above; (8)That pertains to the loan, lease or rental of an "auto" to you or any of your "employees", if the "auto" is loaned, leased or rented with a driver; or (9)That holds a person or organization engaged in the business of trans- porting property by "auto" for hire harmless for your use of an "auto" over a route or territory that person or organization is authorized to serve by public authority. 13."Leased worker" means a person leased to you by a labor leasing firm under an agree- ment between you and the labor leasing firm to perform duties related to the conduct of your business. "Leased worker" includes su- pervisors furnished to you by the labor leasing firm. "Leased worker" does not include a "temporary worker". 14."Loading or unloading" means the handling of property: a.After it is moved from the place where it is accepted for movement into or onto an aircraft, watercraft or "auto"; b.While it is in or on an aircraft, watercraft or "auto"; or Includes copyrighted material of ISO US 101 UM 12 04 Properties, Inc., with its permission.Page 18 of 22 c.While it is being moved from an aircraft, watercraft or "auto" to the place where it is finally delivered; but "loading or unloading" does not include the movement of property by means of a me- chanical device, other than a hand truck, that is not attached to the aircraft, watercraft or "auto". 15."Mobile equipment" means any of the follow- ing types of land vehicles, including any at- tached machinery or equipment: a.Bulldozers, farm machinery, forklifts and other vehicles designed for use princi- pally off public roads; b.Vehicles maintained for use solely on or next to premises you own or rent; c.Vehicles that travel on crawler treads; d.Vehicles, whether self-propelled or not, maintained primarily to provide mobility to permanently mounted: (1)Power cranes, shovels, loaders, dig- gers or drills; or (2)Road construction or resurfacing equipment such as graders, scrap- ers or rollers; e.Vehicles not described in a., b., c. or d. above that are not self-propelled and are maintained primarily to provide mobility to permanently attached equipment of the following types: (1)Air compressors, pumps and gen- erators, including spraying, welding, building cleaning, geophysical explo- ration, lighting and well-servicing equipment; or (2)Cherry pickers and similar devices used to raise or lower workers; f.Vehicles not described in 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 are not "mobile equipment" but will be considered "autos": (1)Equipment designed primarily for: (a)Snow removal; (b)Road maintenance, but not con- struction 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 gen- erators, including spraying, welding, building cleaning, geophysical explo- ration, lighting and well servicing equipment. However, "mobile equipment" does not in- clude any land vehicles that are subject to a compulsory or financial responsibility law or other motor vehicle insurance law in the state where it is licensed or principally garaged. Land vehicles subject to a compulsory or fi- nancial responsibility law or other motor vehi- cle insurance law are considered "autos". 16."Occurrence" means: a.An accident, including continuous or re- peated exposure to substantially the same general harmful conditions, that re- sults in "bodily injury" or "property dam- age"; or b.An offense that results in "personal and advertising injury". All damages arising from the same acci- dent, continuous or repeated exposure to substantially the same general harmful conditions, act or offense shall be deemed to arise from one "occurrence" regardless of: (1)The frequency of repetition; (2)The number or kind of media used; or (3)The number of claimants. 17."Personal and advertising injury" means in- jury, including "bodily injury", arising out of one or more of the following offenses: a.False arrest, detention or imprisonment; b.Malicious prosecution; c.Abuse of process; d.The wrongful eviction from, wrongful entry into, or invasion of the right of private oc- cupancy of a room, dwelling or premises that a person occupies, committed by or on behalf of its owner, landlord or lessor; e.Defamation of character, including oral or written publication, in any manner,of material that slanders or libels a person or organization or disparages a person's or organization's goods, products or services; Includes copyrighted material of ISO US 101 UM 12 04 Properties, Inc., with its permission.Page 19 of 22 f.Oral or written publication, in any manner, of material that violates a person's right of privacy; g.The use of another's advertising idea in your "advertisement"; h.Infringing upon another's copyright, trade dress or slogan in your "advertisement"; or i.Discrimination, unless insurance cover- age therefor is prohibited by law or stat- ute. 18."Pollutants" mean any solid, liquid, gaseous, or thermal irritant or contaminant, including smoke, vapor, soot, fumes, acids, alkalis, chemicals, petroleum, petroleum products and petroleum by-products, and waste. Waste includes materials to be recycled, re- conditioned or reclaimed. "Pollutants" in- clude, but are not limited to, substances which are generally recognized in industry or gov- ernment to be harmful or toxic to persons, property or the environment regardless of whether the injury or damage is caused di- rectly or indirectly by the "pollutants" and whether: a.The insured is regularly or otherwise en- gaged in activities which taint or degrade the environment; or b.The insured uses, generates or produces the "pollutant". 19."Products-completed operations hazard": a.Includes all "bodily injury" and "property damage" occurring away from premises you own or rent and arising out of "your product" or "your work" except: (1)Products that are still in your physical possession; or (2)Work that has not yet been com- pleted or abandoned. However, "your work" will be deemed com- pleted at the earliest of the following times: (a)When all of the work called for in your contract has been com- pleted. (b)When all of the work to be done at the site has been completed, if your contract calls for work at more than one site. (c)When that part of the work done at a job site has been put to its intended use by any person or organization other than another contractor or subcontractor working on the same project. Work that may need service, main- tenance, correction, repair or re- placement, but which is otherwise complete, will be treated as com- pleted. b.Does not include "bodily injury" or "prop- erty damage" arising out of: (1)The transportation of property, un- less the injury or damage arises out of a condition in or on a vehicle not owned or operated by you, and that condition was created by the "load- ing or unloading" of that vehicle by any insured; or (2)The existence of tools, uninstalled equipment or abandoned or unused materials. 20."Property damage" means: a.Physical injury to or destruction of tangi- ble property including all resulting loss of use. All such loss of use shall be deemed to occur at the time of the physi- cal injury or destruction that caused it; or b.Loss of use of tangible property that is not physically injured. All such loss of use shall be deemed to occur at the time of the "occurrence" that caused it. For the purposes of this insurance, "electronic data" is not tangible property. 21."Subsidiary" means any organization in which more than 50% of the outstanding securities or voting rights representing the present right to vote for election of directors is owned or controlled, directly or indirectly, in any combi- nation, by one or more of the Named In- sureds. 22."Suit" means a civil proceeding in which money damages because of "bodily injury", "personal and advertising injury" or "property damage" to which this insurance applies are alleged. "Suit" includes: a.An arbitration proceeding in which such money damages are claimed and to which the insured must submit or does submit with our consent; b.Any other alternative dispute resolution proceeding in which such money dam- ages are claimed and to which the in- sured submits with our consent; or c.An appeal of a civil proceeding. Includes copyrighted material of ISO US 101 UM 12 04 Properties, Inc., with its permission.Page 20 of 22 23."Temporary worker" means a person who is furnished to you to: a.Substitute for a permanent "employee" on leave; or b.Meet seasonal or short-term workload conditions. 24."Ultimate net loss" means the sum actually paid or payable in the settlement or satisfac- tion of the insured's legal obligation for dam- ages, covered by this insurance, either by adjudication or compromise. "Ultimate net loss" does not include Defense and Supple- mentary Payments as described in SECTION I - COVERAGE, C. Defense and Supplemen- tary Payments of this Coverage Part. 25."Underlying insurance" means the insurance listed in the Schedule of Underlying Insurance and the insurance available to the insured under all other insurance policies applicable to the "occurrence". "Underlying insurance" also includes any type of self-insurance or alternative method by which the insured ar- ranges for funding of legal liabilities that af- fords coverage that this Coverage Part cov- ers. 26."Underlying limit" means the total of the appli- cable limits of all "underlying insurance" less the amount, if any, by which the applicable limit of the applicable policy listed in the Schedule of Underlying Insurance has been reduced solely by payment of loss resulting from claims which are in accordance with SECTION I - COVERAGE, A. Insuring Agreement, Paragraph 2. of this Coverage Part. 27."Workplace" means that place and during such hours to which the "employee" sustain- ing injury was assigned by you, or any other person or entity acting on your behalf, to work on the date of "occurrence". 28."Your product": a.Means: (1)Any goods or products, other than real property, manufactured, sold, han- dled, 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), ma- terials, parts or equipment furnished in connection with such goods or prod- ucts. b.Includes: (1)Warranties or representations made at any time with respect to the fit- ness, quality, durability, performance or use 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. 29."Your work": a.Means: (1)Work or operations performed by you or on your behalf; and (2)Materials, parts or equipment fur- nished in connection with such work or operations. b.Includes: (1)Warranties or representations made at any time with respect to the fit- ness, quality, durability, performance or use of "your work"; and (2)The providing of or failure to provide warnings or instructions. Includes copyrighted material of ISO US 101 UM 12 04 Properties, Inc., with its permission.Page 21 of 22 NUCLEAR ENERGY LIABILITY EXCLUSION ENDORSEMENT This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA LIABILITY COVERAGE PART A.SECTION I - COVERAGE, B. Exclusions is modified to add the following: This insurance does not apply to: 1.Any liability: a.With respect to which an insured un- der the policy is also an insured un- der a nuclear energy liability policy issued by Nuclear Energy Liability Insurance Association, Mutual Atomic Energy Liability Underwriters or Nuclear Insurance Association of Canada, or any of their successors, or would be an insured under any such policy but for its termination upon exhaustion of its limit of liability; or b.Resulting from the "hazardous prop- erties" of "nuclear material" and with respect to which (1)any person or organization is required to maintain financial protection pursuant to the Atomic Energy Act of 1954, or any law amendatory thereof, or (2) the insured is, or had this policy not been issued would be, entitled to in- demnity from the United States of America, or any agency thereof, un- der any agreement entered into by the United States of America, or any agency thereof, with any person or organization. 2.Any liability resulting from the "hazardous properties" of "nuclear material", if a.The "nuclear material" (1) is at any "nuclear facility" owned by, or oper- ated by or on behalf of, an insured or (2) has been discharged or dis- persed therefrom, b.The "nuclear material" is contained in "spent fuel"or "waste" at any time possessed, handled, used, proc- essed, stored, transported or dis- posed of by or on behalf of an in- sured; or c.The injury or damage arises out of the furnishing by an insured of serv- ices, materials, parts or equipment in connection with the planning, con- struction, maintenance, operation or use of any "nuclear facility", but if such facility is located within the United States of America, its territo- ries or possessions or Canada, this Exclusion c.applies only to "property damage" to such "nuclear facility" and any property thereat. B.SECTION V - DEFINITIONS is hereby modi- fied to add the following definitions: 1."Hazardous properties" include radioac- tive, toxic or explosive properties; 2."Nuclear material" means "source mate- rial", "special nuclear material" or "by- product material"; 3."Source material", "special nuclear mate- rial" and "by-product material" have the meanings given them in the Atomic En- ergy Act of 1954 or in any law amenda- tory thereof; 4."Spent fuel" means any fuel element or fuel component, solid or liquid, which has been used or exposed to radiation in a "nuclear reactor"; 5."Waste" means any waste material (a) containing "by-product material" other than the tailings or wastes produced by the extraction or concentration of uranium or thorium from any ore processed pri- marily for its "source material" content, and (b)resulting from the operation by any person or organization of any "nu- clear facility" included under the first two paragraphs of the definition of "nuclear facility". 6."Nuclear facility" means: a.Any "nuclear reactor"; b.Any equipment or device designed or used for (1) separating the iso- topes of uranium or plutonium, (2) processing or utilizing "spent fuel", (3)or handling, processing or pack- aging "waste"; c.Any equipment or device used for the processing, fabricating or alloy- ing of "special nuclear materials", if at any time the total amount of such material in the custody of the insured at the premises where such equip- ment or device is located consists of or contains more than 25 grams of Includes copyrighted material of ISO US 101 UM 12 04 Properties, Inc., with its permission.Page 22 of 22 plutonium or uranium 233 or any combination thereof, or more than 250 grams of uranium 235; d.Any structure, basin, excavation, premises or place prepared or used for the storage or disposal of "waste"; and includes the site on which any of the foregoing is located, all operations con- ducted on such site and all premises used for such operations; 7."Nuclear reactor" means any apparatus designed or used to sustain nuclear fis- sion in a self-supporting chain reaction or to contain a critical mass of fissionable material; 8."Property damage" includes all forms of radioactive contamination of property. Includes copyrighted material of ISO AA 292 06 20 Properties, Inc., with its permission.Page 1 of 5 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CinciPlus® BUSINESS AUTO XC+® (EXPANDED COVERAGE PLUS) ENDORSEMENT,WITH POLLUTION LIABILITY FOR COVERED AUTOS This endorsement modifies insurance provided by the following: BUSINESS AUTO COVERAGE FORM With respect to the coverage provided by this endorsement,the provisions of the Coverage Form apply unless modified by this endorsement. A.Blanket Waiver of Subrogation SECTION IV -BUSINESS AUTO CONDI- TIONS, A. Loss Conditions, 5. Transfer of Rights of Recovery Against Others to Us is amended by the addition of the following: We waive any right of recovery we may have against any person or organization because of payments we make for "bodily injury"or "property damage"arising out of the operation of a covered "auto"when you have assumed liability for such "bodily injury"or "property damage"under an "insured contract",provid- ed the "bodily injury"or "property damage"oc- curs subsequent to the execution or the "in- sured contract". B.Noncontributory Insurance SECTION IV -BUSINESS AUTO CONDI- TIONS, B. General Conditions, 5. Other In- surance,c.is deleted its entirety and re- placed by the following: c.Regardless of the provisions of Para- graph a.above,this Coverage Form's Li- ability Coverage is primary and we will not seek contribution from any other insur- ance for any liability assumed under an "insured contract"that requires liability to be assumed on a primary noncontributory basis. C.Additional Insured by Contract SECTION II -LIABILITY COVERAGE,A. Coverage,1. Who is an Insured is amended to include as an insured any person or organi- zation for whom you have agreed in a valid written contract to provide insurance as af- forded by this policy. This provision is limited to the scope of the valid written contract. This provision does not apply unless the valid written contract has been: 1.Executed prior to the accident causing "bodily injury"or "property damage"; and 2.Is still in force at the time of the "accident" causing "bodily injury"or "property dam- age". D.Employee Hired Auto 1.Changes in Liability Coverage The following is added to the Section II - LIABILITY COVERAGE, A. Coverage,1. Who is an Insured: An "employee"of yours is an "insured" while operating an "auto"hired or rented under a contract or agreement in that "employee's"name,with your permission, while performing duties related to the conduct of your business. 2.Changes in General Conditions SECTION IV -BUSINESS AUTO CON- DITIONS, B. General Conditions, 5. Other Insurance, b.is deleted in its en- tirety and replaced by the following: b.For Hired Auto Physical Damage Coverage the following are deemed to be covered "autos"you own: (1)Any covered "auto"you lease, hire,rent or borrow; and (2)Any covered "auto"hired or rented by your "employee under a contract in that individual "em- Includes copyrighted material of ISO AA 292 06 20 Properties, Inc., with its permission.Page 2 of 5 ployee's"name,with your per- mission,while performing duties related to the conduct of your business. However,any "auto"that is leased, hired,rented or borrowed with a driv- er is not a covered "auto". E.Audio, Visual and Data Electronic Equip- ment SECTION III -PHYSICAL DAMAGE COV- ERAGE, C. Limit of Insurance is amended by adding the following: 4.The most we will pay for all "loss"to au- dio,visual or data electronic equipment and any accessories used with this equipment as a result of any one "acci- dent"is the lesser of: a.The actual cash value of the dam- aged or stolen property as of the time of the "accident"; b.The cost of repairing or replacing the damaged or stolen property with oth- er property of like kind and quality; or c.$2,500. Provided the equipment,at the time of the "loss"is: a.Permanently installed in or upon the covered "auto"in a housing,opening or other location that is not normally used by the "auto"manufacturer for the installation of such equipment; b.Removable from a permanently in- stalled housing unit as described in Paragraph 2.a. above; or c.An integral part of such equipment. F.Pollution Liability Broadened Coverage for Covered Autos 1.Coverage a.SECTION II -LIABILITY COVER- AGE is changed as follows: (1)Paragraph a.of the "Pollutant" Exclusion (SECTION II -LIABIL- ITY COVERAGE,B. Exclu- sions)applies only to liability assumed under a contract or agreement. (2)With respect to the coverage af- forded by Paragraph a.(1) above,Exclusion B.6. Care, Custody,or Control does not apply. 2.Limit of Insurance a.The Per "Accident"Limit is $25,000. The Per "Accident"Limit is the most we will pay for the total of all damag- es and "covered pollution cost or ex- pense"resulting from any one "acci- dent"covered by this endorsement. Subject to the limit for Pollution Lia- bility Broadened Coverage,the most we will pay for all "bodily injury", "property damage"and "covered pol- lution cost or expense"combined, resulting from any one "accident",is the Limit of Insurance for Liability Coverage shown in the Declarations. b.The Aggregate Limit is $25,000.The Aggregate Limit is the most we will pay for the sum of all damages and "covered pollution cost or expense" involving insurance provided by this endorsement. The Aggregate Limit applies separately to each consecu- tive annual period and to any remain- ing period of less than 12 months, starting with the beginning of the Pol- icy Period shown in the Declarations, unless the Policy Period is extended after issuance for an additional peri- od of less than 12 months. In that case,the additional period will be deemed part of the last preceding pe- riod for purposes of determining the Aggregate Limit. 3.Property Damage Liability Deductible The "Property Damage"and "Covered Pollution Cost or Expense"Liability Cov- erage Deductible is $500.The damages that would otherwise be payable under SECTION II -LIABILITY COVERAGE for "property damage"and "covered pollution cost or expense"caused by any one "ac- cident"will be reduced by the "Property Damage"and "Covered Pollution Cost or Expense"Liability Coverage Deductible prior to the application of the Limit of In- surance provision. 4.Our Right to Reimbursement To settle any claim or "suit"we will pay all or any part of any deductible shown in this endorsement.You must reimburse us for the deductible or the part of any de- ductible we paid. 5.Definitions SECTION V -DEFINITIONS,D. "covered pollution cost or expense"is deleted in its entirety and replaced by the following: Includes copyrighted material of ISO AA 292 06 20 Properties, Inc., with its permission.Page 3 of 5 D."Covered pollution cost or expense" means any cost or expense arising out of: 1.Any request,demand,order or statutory or regulatory require- ment that any "insured"or others test for,monitor,clean up,re- move,contain,treat,detoxify or neutralize,or in any way re- spond to,or assess the effects of "pollutants"; or 2.Any claim or "suit"by or on be- half of a governmental authority for damages because of testing for,monitoring,cleaning up,re- moving,containing,treating,de- toxifying or neutralizing,or in any way responding to or as- sessing the effects of "pollu- tants". "Covered pollution cost or expense" does not include any cost or expense arising out of the actual,alleged or threatened discharge,dispersal, seepage,migration,release,escape or emission of "pollutants": a.Before the "pollutants"or any property in which the "pollutants" are contained are moved from the covered "auto"to the place where they are finally delivered, disposed of or abandoned by the "insured". b.After the "pollutants"or any property in which the "pollutants" are contained are moved from the covered "auto"to the place where they are finally delivered, disposed of or abandoned by the "insured". Paragraphs a. and b.above do not apply to "accidents"that oc- cur away from premises owned by or rented to an "insured"with respect to "pollutants"not in or upon a covered "auto",if: (1)The "pollutants"or any property in which the "pollu- tants"are contained are up- set,overturned or damaged as a result of the mainte- nance or use of a covered "auto"; and (2)The discharge,dispersal, seepage,migration,re- lease,escape or emission of the "pollutants"is caused directly by such upset,over- turn or damage. G.Who is an Insured -Amended SECTION II -LIABILITY COVERAGE,A. Coverage, 1.Who is an Insured is amended by adding the following: The following are "insureds": 1.Any subsidiary which is a legally incorpo- rated entity of which you own a financial interest of more than 50% of the voting stock on the effective date of this cover- age form. However, the insurance afforded by this provision does not apply to any subsidiary that is an "insured" under any other au- tomobile liability policy, or would be an "insured"under such policy but for termi- nation of such policy or the exhaustion of such policy's limits of insurance. 2.Any organization that is newly acquired or formed by you and over which you main- tain majority ownership. The insurance provided by this provision: a.Is effective on the date of acquisition or formation,and is afforded for 180 days after such date; b.Does not apply to "bodily injury"or "property damage"resulting from an "accident"that occurred before you acquired or formed the organization; c.Does not apply to any newly acquired or formed organization that is a joint venture or partnership; and d.Does not apply to an insured under any other automobile liability policy, or would be an insured under such a policy but for the termination of such policy or the exhaustion of such poli- cy's limits of insurance. 3.Any of your "employees"while using a covered "auto"in your business or your personal affairs,provided you do not own, hire or borrow that "auto". H.Liability Coverage Extensions -Supple- mentary Payments -Higher Limits SECTION II -LIABILITY COVERAGE,A. Coverage,2. Coverage Extensions,a.Sup- plementary Payments is amended by: 1.Replacing the $2,000 Limit of Insurance for bail bonds with $4,000 in (2); and 2.Replacing the $250 Limit of Insurance for reasonable expenses with $500 in (4). Includes copyrighted material of ISO AA 292 06 20 Properties, Inc., with its permission.Page 4 of 5 I.Amended Fellow Employee Exclusion SECTION II -LIABILITY COVERAGE,B. Ex- clusions,5. Fellow Employee is modified as follows: Exclusion 5. Fellow Employee is deleted. J.Hired Auto -Physical Damage If hired "autos"are covered "autos"for Liability Coverage,then Comprehensive and Collision Physical Damage Coverages as provided un- der SECTION III -PHYSICAL DAMAGE COVERAGE of this Coverage Part are ex- tended to "autos"you hire,subject to the fol- lowing: 1.The most we will pay for "loss" to any hired "auto"is $50,000 or the actual cash value or cost to repair or replace, which- ever is the least, minus a deductible. 2.The deductible will be equal to the largest deductible applicable to any owned "auto" for that coverage, or $1,000, whichever is less. 3.Hired Auto -Physical Damage coverage is excess over any other collectible insur- ance. 4.Subject to the above limit, deductible, and excess provisions we will provide cover- age equal to the broadest coverage appli- cable to any covered "auto"you own un- der this policy. Coverage includes loss of use of that hired au- to, provided it results from an "accident" for which you are legally liable and as a result of which a monetary loss is sustained by the leasing or rental concern. The most we will pay for any one "accident"is $3,000. If a limit for Hired Auto -Physical Damage is shown in the Schedule, then that limit replac- es, and is not added to, the $50,000 limit indi- cated above and the deductibles shown in the Schedule are applicable. K.Rental Reimbursement SECTION III -PHYSICAL DAMAGE COV- ERAGE is amended by adding the following: 1.We will pay for rental reimbursement ex- penses incurred by you for the rental of an "auto"because of a "loss" to a covered "auto". Payment applies in addition to the otherwise applicable amount of each cov- erage you have on a covered "auto". No deductible applies to this coverage. 2.We will pay only for those expenses in- curred during the policy period beginning 24 hours after the "loss" and ending, re- gardless of the policy's expiration,with the lesser of the following number of days: a.The number of days reasonably re- quired to repair the covered "auto". If "loss" is caused by theft, this number of days is added to the number of days it takes to locate the covered "auto" and return it to you; or b.30 days. 3.Our payment is limited to the lesser of the following amounts: a.Necessary and actual expenses in- curred; or b.$50 per day. 4.This coverage does not apply while there are spare or reserve "autos" available to you for your operations. 5.We will pay under this coverage only that amount of your rental reimbursement ex- penses which is not already provided for under SECTION III -PHYSICAL DAM- AGE COVERAGE,A. Coverage, 4. Coverage Extensions. L.Transportation Expense -Higher Limits SECTION III -PHYSICAL DAMAGE COV- ERAGE, A.Coverage,4.Coverage Exten- sions is amended by replacing $20 per day with $50 per day, and $600 maximum with $1,500 maximum in Extension a. Transpor- tation Expenses. M.Airbag Coverage SECTION III -PHYSICAL DAMAGE COV- ERAGE,B. Exclusions,3.a.is amended by adding the following: However,the mechanical and electrical breakdown portion of this exclusion does not apply to the accidental discharge of an airbag. This coverage for airbags is excess over any other collectible insurance or warranty. N.Loan or Lease Gap Coverage 1.SECTION III -PHYSICAL DAMAGE COVERAGE, C.Limit of Insurance is deleted in its entirety and replaced by the following, but only for private passenger type "autos"with an original loan or lease, and only in the event of a "total loss" to such a private passenger type "auto": a.The most we will pay for "loss" in any one "accident" is the greater of: (1)The amount due under the terms of the lease or loan to which your covered private passenger Includes copyrighted material of ISO AA 292 06 20 Properties, Inc., with its permission.Page 5 of 5 type "auto" is subject, but will not include: (a)Overdue lease or loan pay- ments; (b)Financial penalties imposed under the lease due to high mileage,excessive use or abnormal wear and tear; (c)Security deposits not re- funded by the lessor; (d)Costs for extended warran- ties, Credit Life Insurance, Health, Accident or Disabil- ity Insurance purchased with the loan or lease; and (e)Carry-over balances from previous loans or leases, or (2)Actual cash value of the stolen or damaged property. b.An adjustment for depreciation and physical condition will be made in de- termining actual cash value at the time of "loss". 2.SECTION V -DEFINITIONS is amended by adding the following, but only for the purposes of this Loan or Lease Gap Coverage: "Total loss"means a "loss"in which the cost of repairs plus the salvage value ex- ceeds the actual cash value. O.Glass Repair -Waiver of Deductible SECTION III -PHYSICAL DAMAGE COV- ERAGE, D. Deductible is amended by adding the following: No deductible applies to glass damage if the glass is repaired in a manner acceptable to us rather than replaced. P.Duties in the Event of an Accident, Claim, Suit or Loss -Amended SECTION IV -BUSINESS AUTO CONDI- TIONS,A. Loss Conditions,2.Duties in the Event of Accident,Claim,Suit or Loss,a.is amended by adding the following: This condition applies only when the "acci- dent"or "loss"is known to: 1.You, if you are an individual; 2.A partner, if you are a partnership; 3.An executive officer or insurance manag- er, if you are a corporation; or 4.A member or manager,if you are a lim- ited liability company. Q.Unintentional Failure to Disclose Hazards SECTION IV -BUSINESS AUTO CONDI- TIONS,B. General Conditions,2. Conceal- ment,Misrepresentation or Fraud is amended by adding the following: However,if you unintentionally fail to disclose any hazards existing on the effective date of this Coverage Form,we will not deny cover- age under this Coverage Form because of such failure. R.Mental Anguish Resulting from Bodily Inju- ry SECTION V -DEFINITIONS,C. "Bodily inju- ry"is deleted in its entirety and replaced by the following: "Bodily injury"means bodily injury,sickness or disease sustained by a person,including men- tal anguish and death sustained by the same person that results from such bodily injury, sickness or disease. "Bodily injury"does not include mental anguish or death that does not result from bodily injury,sickness or disease. S.Coverage for Certain Operations in Con- nection with Railroads With respect to the use of a covered "auto"in operations for or affecting a railroad: 1.SECTION V -DEFINITIONS,H. "Insured contract",1.c.is deleted in its entirety and replaced by the following: c.An easement or license agreement; 2.SECTION V -DEFINITIONS, H. "Insured contract", 2.a.is deleted. Includes copyrighted material of Insurance GA 472 05 20 Services Office, Inc., with its permission.Page 1 of 3 THIS ENDORSEMENT CHANGES THE POLICY. PLE ASE READ IT CAREFULLY. CONTRACTORS ADDITIONAL I NSURED -AUTOMATIC STATUS AND AUTOMATIC WAIVER OF SUBROGATION WHEN REQUIRED IN WRITTEN CONTRACT,AGREEMENT, PERMIT OR AU THORIZ ATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A.Additional Insured -Owners, L essees Or Contractors -Automatic Status For Other Parties When Required In Written Contract Or Agreement With You 1.Section II -Who Is An Insured is amended to include as an additional in- sured any person or organization you have agreed in writing in a contract or agreement to add as an additional in- sured on this Coverage Part.Such per- son(s) or organization(s) is an additional insured only with respect to liability for: a."Bodily injury", "property damage"or "personal and advertising injury" caused, in w hole or in part, by the performance of your ongoing opera- tions by you or on your behalf,under that written contract or written agreement.Ongoing operations does not apply to "bodily injury"or "proper- ty 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 loca- tion of the covered operations has been completed; or (2)That portion of "your work "out of which the injury or damage aris- es has been put to its intended use by any person or organiz a- tion other than another contrac- tor or subcontractor engaged in performing operations for a prin- cipal as a part of the same pro- ject; and b."Bodily injury"or "property damage" caused, in whole or in part, by "your work"performed under that written contract or written agreement and in- cluded in the "products-completed operations hazard", but only if: (1)The Coverage Part to which this endorsement is attached pro- vides coverage for "bodily injury" or "property damage"included within the "products-completed operations hazard"; and (2)The written contract or written agreement requires you to pro- vide additional insured coverage included within the "products- completed operations hazard " for that person or organization. If the written contract or written agreement requires you to provide additional insured coverage included within the "products-completed oper- ations ha zard"for a specified length of time for that person or organiza- tion, the "bodily injury"or "property damage"must occur prior to the ex- piration of that period of time in order for this insurance to apply. If the written contract or written agreement requires you to provide additional insured coverage for a person or organization per only ISO additional insured endorsement form number CG 20 10, without specifying an edition date, and without specifi- cally requiring additional insured coverage included within the “prod- ucts-completed operations hazard”, this Paragraph b.does not apply to that person or organization. 2.If the written contract or written agree- ment described in Paragraph 1.above specifically requires you to provide addi- tional insured coverage to that person or organization: a.Arising out of your ongoing oper a- tions or arising out of "your work "; or Includes copyrighted material of Insurance GA 472 05 20 Services Office, Inc., with its permission.Page 2 of 3 b.By wa y of an edition of an ISO addi- tional insured endorsement that in- cludes arising out of your ongoing operations or arising out of "your work"; then the phrase caused, in whole or in part, b y in Paragraph A.1.a.and/or Para- graph A.1.b.above,whichever a pplies,is replaced by the phrase arising out of. 3.With respect to the insurance afforded to the additional insureds described in Para- graph A.1., the following additional exclu- sion applies: This insurance does not apply to "bodily injury", "property damage"or "personal and advertising injury"arising out of the rendering of, or the failure to render, any professional architectural, engineering or surveying services, including: a.The preparing, approving or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or draw- ings and specifications; or b.Supervisory,inspection, architectural or engineering activities. This exclusion applies even if the c laims against any insured allege negligence or other wrongdoing in the supervision,hir- ing, employment,training or monitoring of others by that insured,if the "occurrence" which caused the "bodily injury"or "prop- erty damage", or the offense which caused the "personal and advertising inju- ry", involved the rendering of, or the fail- ure to render, any professional architec- tural, engineering or surveying services. 4.This Paragraph A.does not apply to addi- tional insureds described in Paragraph B. B.Additional Insured -State Or Governmental Agency Or Subdivision Or Political Subdi- vision -Automatic Status When Required In Written Permits Or Autho rizations 1.Section II -Who Is An Insured is amended to include as an additional in- sured any state or governm ental agency or subdivision or political subdivision you have agreed in writing in a permit or au- thorization to add as an additional insured on this Coverage Part.Such state or gov- ernmental agency or subdivision or politi- cal subdivision is an additional insured only with respect to operations performed by you or on your behalf for which the state or governmental agency or subdivi- sion or political subdivision has issued, in writing, a permit or authorization. 2.With respect to the insurance afforded to the additional insureds described in Para- graph B.1., the following additional exclu- sions apply: This insurance does not apply to: a."Bodily injury", "property damage"or "personal and advertising injury"aris- ing out of operations performed for the federal government,state or m u- nicipality; or b."Bodily injury"or "property damage" included within the "products- completed operations hazard." C.The insurance afforded to additional insureds described in Paragraphs A.and B.: 1.Only applies to the extent permitted by law; and 2.Will not be broader than that which you are required by the written contract, writ- ten agreement, written permit or written authorization to provide for such addition- al insured; and 3.Does not apply to any person,organiza- tion, state,governmental agency or sub- division or political subdivision specifically named as an additional insured for the same project in the schedule of an en- dorsement added to this Coverage Part. D.With respect to the insurance afforded to the additional insureds described in Paragraphs A.and B., the following is added to Section III -Limits Of Insurance: The most we will pay on behalf of the addi- tional insured is the amount of insurance: 1.Required by the written contract, written agreement, written permit or written au- thorization described in Paragraphs A. and B.For the purpose of determining the required amount of insurance only, we will include the minimum amount of any Um- brella Liability or Excess Liability cover- age required for that additional insured in that written contract,written agreement, written permit or written authorization; or 2.Available under the applicable limits of in- surance; whichever is less. This endorsement shall not increase the appli- cable limits of insurance. E.Section IV -Commercial General Liability Conditions is amended to add the following: Automatic Additional Insured Provision Includes copyrighted material of Insurance GA 472 05 20 Services Office, Inc., with its permission.Page 3 of 3 This insurance applies only if the "bodily inj u- ry"or "property damage"occurs, or the "per- sonal and advertising injury"offense is com- mitted: 1.During the policy period; and 2.Subsequent to your execution of the writ- ten contract or written agreement, or the issuance of a written permit or written au- thorization, described in Paragraphs A. and B. F.Except when G.below applies,the following is added to Section IV -Commercial General Liability Co nditions,Other Insurance,and supersedes any provision to the contrary: When Other Additional Insured Coverage Applies On An Excess Basis This insurance is primary to other insurance available to the additional insured described in Paragraphs A.and B.except: 1.As otherwise provided in Section IV - Commercial General Liability Co ndi- tions, Other Insurance, b. Excess In- surance; or 2.For any other valid and collectible insur- ance available to the additional insured as an additional insured on another insur- ance policy that is written on an excess basis. In such case, th is insurance is also excess. G.The following is added to Section IV -Com- mercial General Liability Conditions, Other Insurance,and supersedes any provision to the contrary: Primary Insurance When Required By Writ- ten Contract,Agreement,Permit Or Au- thorization Except when wrap-up insurance applies to the claim or "suit"on behalf of the additional in- sured, this insurance is primary to any other insurance available to the additional insured described in Paragraphs A.and B.provided that: 1.The additional insured is a Named In- sured under such other insurance; and 2.You have agreed in writing in a contract, agreement, permit or authorization de- scribed in Paragraph A.or B.that this in- surance would be primary to any other in- surance available to the additional in- sured. As used in this endorsement,wrap-up insur- ance means a centralized insurance program under which one party has secured either in- surance or self-insurance covering some or all of the contractors or subcontractors perform- ing work on one or more specific project(s). Primary An d No ncontributory Insurance When Required By Written Co ntract, Agreement, Permit Or Authorization Except when wrap-up insurance applies to the claim or "suit"on behalf of the additional in- sured, this insurance is primary to and will not seek contribution from any other insurance available to the additional insured described in Paragraphs A.and B.provided that: 1.The additional insured is a Named In- sured under such other insurance; and 2.You have agreed in writing in a contract, agreement, permit or authorization de- scribed in Paragraph A.or B.that this in- surance would be primary and would not seek contribution from any other insur- ance available to the additional insured. As used in this endorsement,wrap-up insur- ance means a centralized insurance program under w hich one party has secured either in- surance or self-insurance covering some or all of the contractors or subcontractors perform- ing work on one or more specific project(s). H.Section IV -Commercial General Liability Conditions,Transfer Of Rights Of Recov- ery Against Others To Us is amended by the addition of the following: Waiver of Subrog ation We waive any right of recovery against an y additional insured under this endorsement, because of any payment we make under this endorsement, to whom the insured has waived its right of recovery in a written con- tract, written agreement, written permit or writ- ten authorization. Such waiver by us applies only to the extent that the insured has waived its right of recovery against such additional in- sured prior to loss.