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CORRESPONDENCE - RFP - 8819 LEADERSHIP & MANAGERIAL DEVELOPMENT
November 19, 2019 Sequoia Leadership Group, LLC Attn: Jason Veliquette 1925 Sheely Drive Fort Collins, CO 80526 RE: Contract Renewal, 8819 - Leadership & Managerial Development Dear Ms. Veliquette: The City of Fort Collins wishes to extend the agreement term for the above captioned proposal per the existing terms and conditions and the following: 1) The term will be extended for one (1) additional year, February 1, 2020 through January 31, 2021. If the renewal is acceptable to your firm, please sign this letter in the space provided and include a current copy of insurance certificate naming the City as an additional insured for General and Automotive Liability within the next fifteen (15) days. If this extension is not agreeable with your firm, we ask that you send us a written notice stating that you do not wish to renew the contract and state the reason for non-renewal. Please contact Beth Diven, Buyer at (970) 221-6216 if you have any questions regarding this matter. Sincerely, Gerry S. Paul Director of Purchasing __________________________________________ ________________ Signature Date (Please indicate your desire to renew 8819 by signing this letter and returning it to Purchasing Division within the next fifteen days.) GSP:kr Financial Services Purchasing Division 215 N. Mason St. 2nd Floor PO Box 580 Fort Collins, CO 80522 970.221.6775 970.221.6707- fax fcgov.com/purchasing DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 11/22/2019 Coverage No 59572 CERTIFICATE OF INSURANCE EFFECTED WITH CERTAIN UNDERWRITERS AT LLOYD'S, LONDON FOR THE MEMBERS OF THE MASTER POLICYHOLDER PROFESSIONAL LIABILITY, GENERAL LIABILITY AND ADVERTISING LIABILITY CLAIMS MADE AND REPORTED INSURANCE This Certificate of Insurance is issued as a Notice of Insurance for information only. It does not constitute a legal contract of insurance. The Master Policy, Declarations and Application of the Named Insured, if any, form the entire contract. This Certificate is furnished in accordance with, and in all respects is subject to all terms, conditions and exclusions of the Master Policy, a copy of which is attached hereto. The original Master Policy may be inspected at the offices of the Master Policyholder. This Certificate is to notify the member named below (the "Named Insured") that the following insurance has been effected with certain Underwriters at Lloyd's, London (not incorporated) (the "Underwriters") for the Policy Period specified below under the Master Policy (the "Master Policy") issued to the Master Policyholder. The attached Master Policy provides coverage on a claims made and reported basis and apply only to Claims first made against the Insured during the Policy Period or the Extended Reporting Period (if applicable) and reported to underwriters during the Policy Period or otherwise provided in clause VIII. of the attached Master Policy. Coverage Reference No: 59572 1. Named Insured: Mr Jason Veliquette DBA Sequoia Leadership Group Abby Veliquette 1925 Sheely Dr., Fort Collins, CO 80526, US. Additional Insureds: 1 Additional Professionals Category 1: 1 Category 2: Category 3: Category 4: 2. Master Policyholder: Westminster Group, Inc c/o 23 Federal Plaza W BDM10 Youngstown, OH 44503 Master Policy Number: HGSCOM19023 3. Policy Period: The Policy Period shall commence during the Policy Period set forth below. Coverage shall commence from the date upon which the Named Insured holds a valid membership with the Master Policyholder during the Policy Period and shall continue up to but not exceeding 365 days in all. From: 28TH JUNE 2019 To: 28TH JUNE 2020 Both dates at 12:01 a.m Local Time at the address stated in Item 1 above. 4. Policy Administrator: Huntington Insurance 23 Federal Plaza W BDM10 Youngstown, OH 44503 ProgramServices@Huntington.com 5. Limits of Liability: 1. Professional Liability Section Limit of Liability for Insuring Agreement I.A.1., (Professional Liability) a. Each Claim including Claims Expenses But sublimited to: $1,000,000 i. Sexual/Physical Misconduct Each Claim including Claims Expenses $25,000 b. Aggregate including Claims Expenses But sublimited to: $1,000,000 i. Sexual/Physical Misconduct Each Claim including Claims Expenses $75,000 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Coverage No 59572 2. General Liability Section Limit of Liability for Insuring Agreement I.A.2., (General Liability and Advertising Liability), and Insuring Agreement I.A.3., (Fire Legal Liability) a. Each Claim including Claims Expenses But sublimited to: $0 i. Fire Legal Liability (Insuring Agreement I.A.3.) each Claim including Claims Expenses $0 b. Aggregate including Claims Expenses $0 3. Computer Information Security Liability Section Limit of Liability for Insuring Agreement I.A.4., (Computer Information Security Liability), a. Each Claim including Claims Expenses $0 b. Aggregate including Claims Expenses $0 4. Privacy Liability Section Limit of Liability for Insuring Agreement I.A.5., (Privacy Liability), a. Each Claim including Claims Expenses $0 b. Aggregate including Claims Expenses But sublimited to: i. Aggregate for the Policy Period for all Privacy Violation costs covered under Insuring Agreement I.A.5. $0 5. Hired and Non Owned Auto Limit of Liability for Insuring Agreement I.A.6., (Hired and Non Owned Auto), a. Each Claim including Claims Expenses $0 b. Aggregate including Claims Expenses $0 6. Policy Aggregate Limit of Liability $1,000,000 The Limits of Liability stated under 1, 2, 3, 4 and 5 above are part of, and not in addition to, the overall Policy Aggregate Limit of Liability stated under 6 above. The Limits of Liability under 1 to 5 above shall apply separately to each Section. Under no circumstances shall any one Claim trigger multiple sections. 6. Retroactive Dates: Professional Liability: 30TH JUNE 2015 7. Terrorism Coverage: No 8. Waiver of Subrogation: N 9. Territory: Worldwide 10. Notification under this Policy: Huntington Insurance Inc Michael Dercoli, CPCU, CIC Senior Sales Executive 23 Federal Plaza W Youngstown, OH, 44503 Tel: 866-318-5028 Fax: 877-243-0712 Email: ProgramServices@Huntington.com 11. Notice of Claim or Circumstances: Claims Department Beazley Group 30 Batterson Park Road, Farmington CT 06032 Email: claims@beazley.com Tel: 888-222-1123 Fax: 866-910-1397 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Coverage No 59572 The Master Policy contains the following exclusions: 1. Exclusions applicable to Insuring Agreement I.A.1 (Professional Liability) a. Bodily Injury, Property Damage or Advertising Liability, except with respect to Bodily Injury arising out of any negligent act, error or omission of any Insured in rendering or failing to render Professional Services. b. Criminal, dishonest, fraudulent or malicious acts, error or omissions. c. Contractual liability d. Claims based upon an express or implied warranty or guarantee, or breach of contract in respect of an agreement to perform work for a fee e. Insured's activities as a trustee, partner, officer, director or employee of any trust, charitable organization, corporations, company or business other than that of the Named Insured f. Financial or investment advice g. Libel or slander i. No valid license for the performance of Professional Services j. Rendering or failing to render Professional Services to Professional Athletes 2. Exclusions applicable to Insuring Agreement I.A.2 (General Liability and Advertising Liability) and Insuring Agreement I.A.3 (Fire Legal Liability). a. Claims arising out of the rendering or failing to render Professional Services; b. Use of force expected or intended from the standpoint of the Insured; c. Ownership, maintenance, operation, use, loading or unloading of any Automobile, aircraft or watercraft. d. Transportation of Mobile Equipment by any Automobile; e. Alcoholic beverages; f. Personal Injury to any Employee; g. Property Damage to property owned, rented or temporarily occupied by the Insured, personal property in the care, custody and control of the Insured; h. Recall 3. Exclusions applicable to Insuring Agreement I.A.2 (General Liability and Advertising Liability) and Insuring Agreement I.A.3 (Fire Legal Liability). a. Claims against or in connection with any business enterprise not named in the Declarations which is owned by the Insured or in which any Insured is a trustee, partner, officer, director or employee b. Employee Retirement Income Security Act 1974 and amendments c. Claim or circumstance in respect of which any Insured has given notice to any insurer of any other policy or self-insurance prior to the inception date d. Claim or circumstance known to the Insured prior to the inception date e. Acts, error, omissions or Accidents which first took place prior to the Retroactive Date f. Discrimination g. Insolvency or Bankruptcy of the Insured h. Punitive and exemplary damages, fines, sanctions, taxes, costs or expenses i. Employer-employee relations, policies, practices, acts or omissions. j. Violation of Securities Acts, of Racketeer Influenced and Corrupt Organizations Act k. Anti-trust l. Regulatory actions m. Plagiarism, misappropriation of likeness, infringement of any intellectual property right, including patent, trademark, trade secret, trade dress and copyright; unless covered under Insuring Agreement I.A.2. n. Product Liability o. Pharmacy services p. Manufacture, handling sale or distribution of Phenylpropanolamine, Phenylpropanolamine Hydrochloride, PPA or any product or drug containing any of these substances q. Asbestos, Mould, Electromagnetic Field or Radiation, Pollution. r. Insured vs Insured s. HIV, AIDS, hepatitis or any other infectious disease or any complex or syndrome related. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Coverage No 59572 PLEASE NOTE THIS IS NOT AN EXHAUSTIVE LIST OF THE EXCLUSIONS AND YOU SHOULD READ THE MASTER POLICY FOR FULL DETAILS. The underwriters shall have the right and duty to defend any Claim against the Insured seeking Damages. Underwriters will pay Claims Expenses with respect to any Claim seeking Damages which are payable under the terms of the Master Policy. Claims Expenses shall reduce and may exhaust the Limits of Liability. If any payment is made under the Master Policy and there is available to the Underwriters any of the Insured's rights of recovery against any other party, then the Underwriters shall maintain all such rights of recovery. The Insured shall execute and deliver instruments and papers and do whatever else is necessary to secure such rights. The Insured shall do nothing after an incident or event giving rise to a Claim to prejudice such rights. By acceptance of the attached Master Policy, all Insureds agree that the statements contained in the Application are their agreements and representations, that they shall be deemed material to the risk assumed by the Underwriters, and that the Master Policy is issued in reliance upon the truth thereof. NO ADMISSION OF LIABILITY, ASSUMPTION OF OBLIGATION OR PROMISE TO PAY EITHER EXPRESS OR IMPLIED MAY BE MADE EITHER VERBALLY OR IN WRITING. IF THE INSURED RECEIVES ANY NOTICE OF A CLAIM OR IS AWARE OF A CIRCUMSTANCE WHICH MAY RESULT IN A CLAIM FULL DETAILS OF THE CLAIM, CIRCUMSTANCE OR INCIDENT SHOULD BE SENT IMMEDIATELY IN WRITING BY EMAIL OR LETTER (INCLUDING THE INSURED MEMBERSHIP NUMBER) TO THE ADDRESS STATED IN ITEM 10 OF THIS CERTIFICATE OF INSURANCE. NOTE: THE MASTER POLICY APPLIES IN EXCESS OF ANY OTHER VALID AND COLLECTIBLE INSURANCE AVAILABLE TO ANY INSURED. THE INSURANCE HEREBY EVIDENCED IS WRITTEN BY AN APPROVED NON-LICENSED INSURER IN THE STATE OF OHIO AND IS NOT COVERED IN CASE OF INSOLVENCY BY THE OHIO INSURANCE GUARANTY ASSOCIATION. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Coverage No 59572 DECLARATIONS PROFESSIONAL LIABILITY, GENERAL LIABILITY AND ADVERTISING LIABILITY CLAIMS MADE AND REPORTED INSURANCE This is a Claims Made and Reported Policy. Except to such extent as may otherwise be provided herein, the coverage afforded under this insurance policy is limited to those Claims which are first made against the Insured and reported to the Underwriters during the Policy Period or Extended Reporting Period, if applicable. Claims Expenses are within and reduce the Limit of Liability under this Policy. Certain words and phrases which appear in bold type have special meaning; please refer to Section V., Definitions. Please review the coverage afforded under this insurance policy carefully and discuss the coverage hereunder with your insurance agent or broker. Underwriters: Certain Underwriters at Lloyd's, London Master Policyholder: Westminster Group, Inc c/o 23 Federal Plaza W BDM10 Youngstown, OH 44503 Master Policy Number: HGSCOM19023 These declarations along with the completed and signed application and the Policy with endorsements shall constitute the contract between the insureds and underwriters. Coverage Reference No: 59572 Item 1. Named Insured: Mr Jason Veliquette DBA Sequoia Leadership Group Abby Veliquette Address: 1925 Sheely Dr., Fort Collins, CO 80526, US. Item 2. Policy Period: From: 28th June 2019 To: 28th June 2020 Item 3. Insuring Agreements Included INSURING AGREEMENTS Included Insuring Agreement I.A.1, Professional Liability: Yes Insuring Agreement I.A.2 General Liability and Advertising Liability No Insuring Agreement I.A.3., Fire Legal Liability No Insuring Agreement I.A.4 Computer Information Security No Insuring Agreement I.A.5 Privacy Liability No Insuring Agreement I.A.6 Hired and Non-Owned Auto No Overseas work declared No DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Coverage No 59572 Item 4. Limits of Liability: 1. Professional Liability Section Limit of Liability for Insuring Agreement I.A.1., (Professional Liability) a. Each Claim including Claims Expenses But sublimited to: $1,000,000 i. Sexual/Physical Misconduct Each Claim including Claims Expenses $25,000 b. Aggregate including Claims Expenses But sublimited to: $1,000,000 i. Sexual/Physical Misconduct Aggregate including Claims Expenses $75,000 2. General Liability Section Limit of Liability for Insuring Agreement I.A.2., (General Liability and Advertising Liability), and Insuring Agreement I.A.3., (Fire Legal Liability) a. Each Claim including Claims Expenses But sublimited to: $0 i. Fire Legal Liability (Insuring Agreement I.A.3.) each Claim including Claims Expenses $0 b. Aggregate including Claims Expenses $0 3. Computer Information Security Liability Section Limit of Liability for Insuring Agreement I.A.4., (Computer Information Security Liability), a. Each Claim including Claims Expenses $0 b. Aggregate including Claims Expenses $0 4. Privacy Liability Section Limit of Liability for Insuring Agreement I.A.5., (Privacy Liability), a. Each Claim including Claims Expenses $0 b. Aggregate including Claims Expenses But sublimited to: i. Aggregate for the Policy Period for all Privacy Violation costs covered under Insuring Agreement I.A.5. $0 5. Hired and Non Owned Auto Limit of Liability for Insuring Agreement I.A.6., (Hired and Non Owned Auto), a. Each Claim including Claims Expenses $0 b. Aggregate including Claims Expenses $0 6. Policy Aggregate Limit of Liability $1,000,000 The Limits of Liability stated under 1, 2, 3, 4 and 5 above are part of, and not in addition to, the overall Policy Aggregate Limit of Liability stated under 6 above. The Limits of Liability under Item 4 shall apply separately to each Section. Under no circumstances shall any one Claim trigger multiple sections. Item 5. Deductible Professional Liability, General Liability, Computer Information Security Liability Deductible for Insuring Agreement I.A., (Professional Liability), I.B. (General Liability) and I.C. (Computer Information Security) - Each Claim including Claims Expenses $500 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Coverage No 59572 Item 6. Extended Reporting Period Length of Extended Reporting Period Premium of Extended Reporting Period 12 months 100% of the premium set forth in Item 7. of the Declarations 24 months 175% of the premiumdocument set forth in Item 7. of the Declarations 36 months 225% of the premium set forth in Item 7. of the Declarations Item 7. Premium The premium paid in respect of the entire Policy Period 1. Professional Liability $275.00 2. General Liability (if purchased) $0.00 3. Waiver of Subrogation (if purchased) $0.00 4. Computer Information Security and Privacy (if purchased) $0.00 5. Hired and Non Owned Auto (if purchased) $0.00 6. Admin Fees $25.00 7. Taxes $13.75 8. Stamping Fees $0.00 9. Broker Fee $0.00 Total Annual Premium $313.75 Item 8. Retroactive Date: Professional Liability: 30TH JUNE 2015 Item 9. Notifications under this Policy: 1. Recipient of Notice of the Insured's Cancellation: Huntington Insurance Inc Michael Dercoli, CPCU, CIC Senior Sales Executive 23 Federal Plaza W Youngstown, OH, 44503 Tel: 866-318-5028 Fax: 877-243-0712 Email: ProgramServices@Huntington.com 2. Recipient of Notice of the Insured's Intention to purchase the Extended Reporting Period Coverage and premium for the Extended Reporting Period: as 9.1. above Item 10. Notice of Claim or Circumstances in accordance with Clause X. Claims Department Beazley Group 30 Batterson Park Road, Farmington CT 06032 Email: claims@beazley.com Tel: 888-222-1123 Fax: 866-910-1397 Item 11. Terrorism Coverage: Coverage Purchased: If 'Yes', Terrorism Coverage Premium: $0.00 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Coverage No 59572 Item 12. Service of Suit: Service of Suit upon the Underwriters pursuant to Clause XXII. of the Policy may be made upon Mendes & Mount 750 7th Avenue New York New York 10019-6829, USA Item 13. Choice of Law: The State of Ohio Item 14. Professional Services: - Coaching - Management Training - communications skills - Management Training - personal effectiveness - Management Training - presentation skills - Management Training - self management - Management Training - team leadership skills - Management Training - team working - Public Speaking Item 15. Endorsement Effective At Inception: None 28th June 2019 Authorized Representative Date Secretary President DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Coverage No 59572 ENDORSEMENT to Evidence No 59572 THIS ENDORSEMENT is attached to EVIDENCE OF INSURANCE No 59572. IT IS ISSUED AS NOTICE OF INSURANCE FOR INFORMATION ONLY. IT DOES NOT CONSTITUTE A LEGAL CONTRACT OF INSURANCE. THIS ENDORSEMENT IS ATTACHED TO THE EVIDENCE OF INSURANCE AND A COPY OF THE MASER POLICY WORDING. THE MASTER POLICY AND THE APPLICATION OF THE INSURED, IF ANY, FORM THE ENTIRE CONTRACT. THIS ENDORSEMENT IS FURNISHED IN ACCORDANCE WITH, AND IN ALL RESPECTS IS SUBJECT TO, THE TERMS OF THE MASTER POLICY. THE EVIDENCE TO WHICH THIS ENDORSEMENT IS ATTACHED REPLACES ANY OTHER EVIDENCE AND ENDORSEMENT PREVIOUSLY ISSUED COVERING THE INSURANCE DESCRIBED IN THE EVIDENCE. This document is to notify the Member named in the Evidence (the Mr Jason Veliquette)(the Named Insured) that the following amendment(s), alteration(s) or clarification noted below has been effected with certain Underwriters at Lloyd's, London (not incorporated) (the "underwriters") for the Coverage Period specified below (the 28th June 2019 to 28th June 2020) under the Master Policy set out below (the "Master Policy") issued to the Master Policyholder. The insurance is provided under the Master Policy as set out at 3 on the Evidence of Insurance and is in accordance with the terms of the Master Policy, a copy of which is attached hereto. The original Master Policy may be inspected at the offices of the Master Policy Holder. The respective names of and proportions underwritten can be ascertained from the office of the Master Policy Holder. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Coverage No 59572 Effective date of this Endorsement: 28th June 2019 This Endorsement is attached to and forms a part of Coverage Reference: 59572 Certain Underwriters at Lloyd's, London referred to in this endorsement as either the "Insurer" or the "Underwriters" SCHEDULED ADDITIONAL INSURED ENDORSEMENT This endorsement modifies insurance provided under the following: PROFESSIONAL LIABILITY, GENERAL LIABILITY AND ADVERTISING LIABILITY CLAIMS MADE AND REPORTED INSURANCE In consideration of the premium charged for the Policy, it is hereby understood and agreed that: 1. The following entities or individuals are added to the Policy as an Additional Insured pursuant to Clause II. PERSONS INSURED and Clause V. DEFINITIONS (b).(2): Additional Insureds 1 Additional Professionals 2. In relation to the coverage provided under this endorsement, the following premium applies: 1. Premium $100.00 All other terms and conditions of this Policy remain unchanged. Authorized Representative DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Coverage No 59572 Effective date of this Endorsement: 28th June 2019 This Endorsement is attached to and forms a part of Coverage Reference: 59572 Certain Underwriters at Lloyd's, London referred to in this endorsement as either the "Insurer" or the "Underwriters" ADDITIONAL NAMED INSURED ENDORSEMENT This endorsement modifies insurance provided under the following: PROFESSIONAL LIABILITY, GENERAL LIABILITY AND ADVERTISING LIABILITY CLAIMS MADE AND REPORTED INSURANCE In consideration of the premium charged for the Policy, it is hereby understood and agreed that: 1. Clause II. PERSONS INSURED and Clause V DEFINITIONS are amended to include additional Named Insured: Additional Named Insureds Abby Veliquette 1925 Sheel Dr. Fort Collins, CO, 80526 All other terms and conditions of this Policy remain unchanged. Authorized Representative DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Υ.Σ. Τερρορισ� Ρισκ Ινσυρανχε Αχτ οφ 2002 ασ α�ενδεδ Νοτ Πυρχηασεδ Χλαυσε Τηισ Χλαυσε ισ ισσυεδ ιν αχχορδανχε ωιτη τηε τερ�σ ανδ χονδιτιονσ οφ τηε ∀Υ.Σ. Τερρορισ� Ρισκ Ινσυρανχε Αχτ οφ 2002∀ ασ α�ενδεδ ασ συ��αριζεδ ιν τηε δισχλοσυρε νοτιχε. Ιτ ισ ηερεβ\QRWHGWKDWWKH8QGHUZULWHUVKDYHPDGHDYDLODEOHFRYHUDJHIRU´LQVXUHGORVVHVµ διρεχτλψ ρεσυλτινγ φρο� αν ∀αχτ οφ τερρορισ�∀ ασ δεφινεδ ιν τηε ∀Υ.Σ. Τερρορισ� Ρισκ Ινσυρανχε $FWRIDVDPHQGHG ´75,$µ Page 1 of 3 ABSOLUTE OPIOID EXCLUSION This endorsement modifies insurance provided under the following: PROFESSIONAL LIABILITY, GENERAL LIABILITY AND ADVERTISING LIABILITY CLAIMS MADE AND REPORTED INSURANCE In consideration of the premium charged for the Policy, it is hereby understood and agreed that: 1. Clause IV. EXCLUSIONS, 3. Exclusions applicable to all insuring agreementsis amended by the addition of the following: (av) for, arising out of, or resulting fromany Claim,proceeding, investigation, legal action, order or regulation made by or on behalf of any federal, state, local, provincial, or foreigngovernmental, regulatory or administrative agency or entity, regardless of the name in which such action or proceeding is brought, based on, arising from or in any way attributable to Opioids,including but not limited to any governmental coordinated actions; (aw) for, arising out of, or resulting fromany Health Benefit Payor Claims arising from or in any way attributable to Opioids; (ax) for, arising out of, or resulting fromany Class Action, Multi-Plaintiff,Multidistrict Litigation (MDL), or state or provincial coordinated actionarising from or in any way attributable to Opioids; (ay) for, arising out of, or resulting fromany Claim arising out of or resulting from the actual or alleged emergence, contraction, aggravation or exacerbation of any form of addiction, abuse or other health condition caused by the Manufacturing, handling, distribution, promotion, marketing, advertising, labeling or lack of labeling, failure to warn, sale, compounding, prescribing, application, ingestion, consumption, testing, exposure to or any use of anyOpioids. 2. For the purposes of this endorsement, Clause V. DEFINITIONS is amended by the addition of the following: (u) Class Action means any claim or proceedings: (1) certified as a class action or purporting to be a class action; (2) by or on behalf of five or more persons, whether or not such persons are represented by one or more legal counsel; (3) by or on behalf of one to four persons, if any of such persons is making a pattern or practice of, or systemic wrongful act allegation(s) and is seeking monetary relief on behalf of a class or group of complainants in order to resolve such proceeding, whether or not such persons are represented by one or more legal counsel; or Effective date of this Endorsement:28th June 2019 This Endorsement is attached to and forms a part of Policy Number:59572 "Certain underwriters at Lloyds of London" Referred to in this endorsement as either the "Insurer" or the "Underwriters" Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Page 2 of 3 (4) by any government attorney, government entity, department or agency making a pattern or practice of systemic wrongful allegations or seeking monetary relief on behalf of a class or group of complainants in order to resolve such proceeding. (v) Health Benefit Payor Claims means any claims or proceedings brought or maintained by an entity that pays or is obligated to pay any bills or costs or charges premiums DVVRFLDWHGZLWKDQLQGLYLGXDO¶VKHDOWKLQFOXGLQJEXWQRWOLPLWHGWR (1) an insurance company that provides health insurance; (2) a health maintenance organization; (3) a health care service contractor; (4) a legal entity that is self-insured and provides benefits for health care services to its employees or others; (5) a legal entity that is responsible for handling claims for health care services under a state or federal medical assistance program; (6) a federal, state, local, provincial or foreign government or quasi-governmental entity that makes payments for health care services; (7) an insurer authorL]HGWRWUDQVDFWZRUNHUV¶FRPSHQVDWLRQRUFDVXDOW\LQVXUDQFHLQ any state; (8) an employer authorized to self-LQVXUHLWVZRUNHUV¶FRPSHQVDWLRQULVN; or (9) a charity care program. (w) Manufacturing means: (1) design, development, manufacturing, compounding, selling, promoting (including off-label promoting), marketing, and value-added reselling of products and including materials, parts and equipment provided by the Insured in connection with the Insured¶V products; (2) the ,QVXUHG¶Vadvice, consultancy, design, plan, specification, formula, labeling, packing, packaging, express and implied warranties, instructions for use, warnings or similar but only insofar as provided in connection with or incorporated in any product supplied by or on behalf of the Insured; (3) installation of the Insured¶V products by the Insured; (4) training by the Insured in the use of, support of, servicing of, maintenance of, and repair of the ,QVXUHG¶Vproducts for others; (x) Multidistrict Litigation (MDL) means the procedure that permits civil lawsuits pending in different federal district courts, with at least one common question of fact, to be transferred and consolidated for pretrial proceedings before one judge. (y) Multi-Plaintiff means a complaint brought by or on behalf of two or more plaintiffs, arising out of the same transaction or occurrence with a common question of law or fact. (z) Opioidmeans a natural chemical prepared from the latex taken from the Papaver somniferum plant (opium poppy), a semi-synthetic chemical synthesized from natural Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Page 3 of 3 occurring opium products or synthetic chemical made in a lab to emulate the former that interacts with opioid receptors on nerve cells in the body and brain, and reduce the intensity of pain signals and feelings of pain. Opioidincludes, but is not limited to heroin, synthetic opioids or opiates such as tramadol, fentanyl and methadone and pain medications available legally by prescription such as oxycodone, hydrocodone, codeine and morphine. 3. For the purposes of this endorsement only, Clause V. DEFINITIONS, (f).Claimis amended by the addition of the following at the end thereof: Claim does not include Class Action, Health Benefit Payor Claims, Multi-Plaintiff,Multidistrict Litigation, or state or provincial coordinated action. All other terms and conditions of this Policy remain unchanged. ______________________________________ Authorized Representative Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Page 1 of 31 PROFESSIONAL LIABILITY, GENERAL LIABILITY AND ADVERTISING LIABILITY CLAIMS MADE AND REPORTED INSURANCE NOTICE: This is a Claims Made and Reported Policy. Except to such extent as may otherwise be provided herein, the coverage afforded under this insurance policy is limited to those Claims which are first made against the Insured and reported to the Underwriters during the Policy Period or Extended Reporting Period, if applicable. Claims Expenses are within and reduce the Limit of Liability under this Policy. Certain words and phrases which appear in bold type have special meaning; please refer to Section V., Definitions. Please review the coverage afforded under this insurance policy carefully and discuss the coverage hereunder with your insurance agent or broker. This Policy only affords coverage under those insuring agreements below that are indicated as purchased in Item 3. of the Declarations. Under no circumstances shall any one Claim trigger multiple insuring agreements. In consideration of the payment of premium and reliance upon the statements, representations and warranties made in the application which is made a part of this insurance policy (hereinafter referred to as WKH ³3ROLF\´ RU ³LQVXUDQFH´ Page 2 of 31 3. Fire Legal Liability The Underwriters will pay on behalf of the Insured Damages and Claims Expenses which the Insured shall become legally obligated to pay or assumed by the Insured under contract because of any Claim or Claims first made against any Insured during the Policy Period or Extended Reporting Period (if applicable), and reported in writing to the Underwriters during the Policy Period or or any applicable Extended Reporting Period for Property Damage to the premises, while rented to the Named Insured, or temporarily occupied by the Named Insured with permission of the owner, arising out of any one fire which occurred on or after the Retroactive Date stated in Item 8. of the Declarations and prior to the end of the Policy Period. This coverage is subject to the sublimit of liability as described in Section VI.B (General Liability Section) and stated in Item 4.2.a.i of the Declarations. Under no circumstances will this coverage be extended to cover First Party Property Damage or Property Damage to personal property. B. Defense and Settlement 1. The Underwriters shall have the right and duty to defend the Insured, subject to the Limit of Liability, for any Claim first made against the Insured seeking payment under the terms of this insurance, even if any of the allegations of the Claim are groundless, false or fraudulent. The Underwriters shall choose defense counsel in conjunction with the Insured, but in the event of a dispute, the decision of the Underwriters is final. 2. It is agreed that the Limit of Liability available to pay Damages shall be reduced and may be completely exhausted by payment of Claims Expenses. 3. The Underwriters shall have the right to make any investigation they deem necessary, including, without limitation, any investigation with respect to coverage and statements made in the application. 4. If the Insured refuses to consent to any settlement or compromise recommended by the Underwriters and acceptable to the Claimant and elects to contest the ClaimWKH8QGHUZULWHUV¶OLDELOLW\IRUDQ\Damages and Claims Expenses shall not exceed the amount for which the Claim could have been settled, plus the Claims Expenses incurred up to the time of such refusal, or the applicable Limit of Liability, whichever is less, and the Underwriters shall have the right to withdraw from the defense of the Claim by tendering control of said defense to the Insured. 5. Subject to the Limit of Liability of this Policy, the Underwriters shall reimburse the Insured for all reasonable expenses, other than loss of earnings, incurred at the 8QGHUZULWHUV¶UHTXHVW 6. The Underwriters shall not be obligated to pay any Damages or Claims Expenses, or to undertake or continue defense of any Claim after the applicable Limit of Liability has been exhausted by payment of Damages or Claims Expenses or after deposit of the remaining applicable Limit of Liability Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Page 3 of 31 in a court of competent jurisdiction, and that upon such payment, the Underwriters shall have the right to withdraw from the further defense of the Claim by tendering control of said defense to the Insured. C. Supplementary Payments 1. 'HIHQGDQW¶V5HLPEXUVHPHQWDQG'HSRVLWLRQ&RYHUDJH Underwriters will pay, with respect to any Claim that Underwriters investigate or settle, or any suit against an Insured that Underwriters defend: a. Actual loss of earnings and reasonable expenses due to the Insured¶V attendance at mediation meetings, arbitration proceedings, hearings and trials. The maximum the Underwriters will pay is $1,000 per day for all Insureds and up to a total of $35,000 during any one Policy Period. b. Actual loss of earnings and reasonable expenses due to the Insured¶V attendance at a deposition. The maximum the Underwriters will pay is $10,000 for each Deposition and up to a total of $35,000 during any one Policy Period. 2. State Licensing defense board coverage Underwriters will pay up to $5,000, subject to a $35,000 aggregate limit during any one Policy Period, for fees, costs and expenses associated with each investigation or proceedings brought by a state licensing board or other regulatory body in relation to the Insured¶VProfessional Services license. However, Underwriters will not pay any expenses or fees arising out of or resulting from criminal proceedings. These supplementary payments will not reduce the limits of liability. II. PERSONS INSURED Each of the following is an Insured under this insurance to the extent set forth below: A. if the Named Insured designated in Item 1. of the Declarations is an individual, the person so designated but only with respect to the conduct of the business of which he or she is the sole proprietor, and the spouse of the Named Insured with respect to the conduct of such a business; B. if the Named Insured designated in Item 1. of the Declarations is a partnership or joint venture, the partnership or joint venture so designated and any partner or member thereof but only with respect to his or her liability as such; C. if the Named Insured designated in Item 1. of the Declarations is other than an individual, partnership or joint venture, the organization so designated and any executive officer, director, stockholder; Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Page 4 of 31 D. any person who previously qualified as an Insured under (A), (B) or (C) above prior to the termination of the required relationship with the Named Insured, but solely with respect to: 1. Professional Services performed on behalf of the Named Insured designated in Item 1. of the Declarations, or 2. an Accident arising solely out of the 1DPHG,QVXUHG¶Voperations occurring prior to the termination of the required relationship with the Named Insured; E. the estate, heirs, executor, administrators, assigns and legal representatives of any Insured in the event of the ,QVXUHG¶V death, incapacity, insolvency or bankruptcy, but only to the extent that such Insured would otherwise be provided coverage under this Policy; and F. an Additional Insured, but only as respects the vicarious liability of such individual or entity for Bodily Injury caused by negligent acts, errors or omissions of the Named Insured otherwise covered under this policy. This Policy shall not apply to any liability arising out of the conduct of any partnership or joint venture of which the Insured is a partner or member and which is not designated in this Policy as a Named Insured. Persons Insured does not include any individual who acts as or any legal entity that employs a physician, surgeon, podiatrist, nurse, anaesthetist, chiropractor, acupuncturist or physical therapist, unless it has been previously agreed by underwriters and such person is specifically listed in the Certificate of Insurance and/or the Declarations, and solely with respect to Professional Services as defined in Section V ± Definitions. III. TERRITORY This insurance applies to any Claims made and negligent acts, errors, omissions or Accidents which take place anywhere in the world. IV. EXCLUSIONS 1. Exclusions applicable to Insuring Agreement I.A.1, Professional Liability The coverage under this Policy does not apply to Damages or Claims Expenses incurred with respect: (a) to any Claim arising out of Personal Injury, Property Damage or Advertising Liability, except with respect to Bodily Injury arising out of any negligent act, error or omission of any Insured in the rendering or failing to render Professional Services; (b) to any Claim arising out of any criminal, dishonest, fraudulent or malicious act, error or omission of any Insured, committed with actual criminal, dishonest, fraudulent or malicious purpose or intent. However, notwithstanding the Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Page 5 of 31 foregoing, the insurance afforded by this Policy shall apply to Claims Expenses incurred in defending any such Claim, but shall not apply to any Damages which the Insured might become legally obligated to pay; (c) to any Claim arising out of or relating to any liability under any contract or agreement, whether written or oral, unless such liability would have attached to the Insured in the absence of such contract or agreement; (d) to any Claim based upon an express or implied warranty or guarantee, or breach of contract in respect of any agreement to perform work for a fee; (e) to any Claim arising out of any ,QVXUHG¶V activities as a trustee, partner, officer, director or Employee of any trust, charitable organization, corporation, company or business other than that of the Named Insured; (f) to any Claim arising out of failure to pay any bond, interest on any bond, any debt, financial guarantee or debenture; (g) to any Claim arising out of any financial or investment advice given, referrals, warranties, guarantees or predictions of future performance made by any Insured as regards specific and identifiable investment items including but not limited to personal property, real property, stocks, bonds or securities; (h) to any Claim arising out of the actual or alleged publication or utterance of libel or slander or other defamatory or disparaging material, or a publication or utterance in violation of an indLYLGXDO¶VULJKWWRSULYDF\ (i) to any Claim arising out of any negligent act, error or omission of any Insured in the rendering or failing to render Professional Services, if the Insured did not hold a valid license or certificate at the time of the performance of the Professional Services, except as provided for in Section XXV., Licensure. (j) to any Claim arising out of any negligent act, error or omission of any Insured in the rendering or failing to render Professional Services to Professional Athletes. 2. Exclusions applicable to Insuring Agreement I.A.2, General Liability and Advertising Liability and Insuring Agreement I.A.3, Fire Legal Liability. The coverage under this Policy does not apply to Damages or Claims Expenses incurred with respect: (a) to any Claim arising out of the rendering of or failure to render Professional Services by any Insured or by any person or organization for whose acts or omissions the Named Insured is legally responsible; (b) to any Claim arising out of Personal Injury or Property Damage resulting from the use of force expected or intended from the standpoint of the Insured; (c) to any Claim for liability arising out of Personal Injury or Property Damage arising out of ownership, maintenance, operation, use, loading or unloading of: Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Page 6 of 31 (1) any Automobile, Aircraft or Watercraft owned or operated by or rented or loaned to any Insured; or (2) any other Automobile, Aircraft or Watercraft operated by any person in the course of his or her employment or volunteer duties for any Insured; (d) to any Claim arising out of Personal Injury or Property Damage arising out of: (1) the ownership, maintenance, operation, use, loading or unloading of any Mobile Equipment while being used in any prearranged or organized racing, speed or demolition contest or in any stunting activity or in practice or preparation for such contest or activity; or (2) the operation or use of any snowmobile, moped or motorized bicycle, or trailer designed for use therewith; (e) to any Claim for Personal Injury or Property Damage arising out of and in the course of the transportation of Mobile Equipment by any Automobile owned or operated by or rented or loaned to any Insured; (f) to any Claim arising out of Personal Injury, Property Damage or Advertising Liability for which the Insured or his or her indemnitee may be held liable: (1) as a person or organization engaged in the business of manufacturing, distributing, selling, or serving alcoholic beverages; or (2) if not so engaged, as an owner or lessor of premises used for such purposes, if such liability is imposed by, or because of the violation of, any statute, ordinance or regulation pertaining to the sale, gift, distribution or use of any alcoholic beverage; (3) causing or contributing to the intoxication of any person. (g) to any Claim arising out of Personal Injury to: (1) any Employee or volunteer of the Named Insured arising out of and in the course of his employment or retention by the Named Insured; or (2) the spouse, child, parent, brother or sister of the Employee as a consequence of above. This exclusion applies: (i) whether the Insured may be liable as an employer or in any other capacity; and (ii) to any obligation to share Damages with or repay someone else who must pay Damages arising out of such liability; (h) to any Claim arising out of Property Damage to: Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Page 7 of 31 (1) property owned, rented or temporarily occupied by the Insured with permission of the owner, including fixtures permanently attached thereto, any costs or expenses incurred by the Insured, or any other person, organization, entity for repair, replacement, enhancement, restoration or maintenance of such property for any reason, including prevention of injury to a person or damagHWRDQRWKHU¶VSURSHUW\ (2) premises given away, sold or abandoned by the Insured; (3) property loaned to the Insured; (4) personal property in the care, custody and control of the Insured; (5) that particular part of real property on which the Insured or any contractors or subcontractors working directly or indirectly on behalf of the Insured or temporarily occupied by the Insured as to premises rented to the Insured or temporarily occupied by the Insured with permission of the owner if such Property Damage arises out of those operations; (6) that particular part of any property that must be restored, repaired or replaced because the Insured¶VZRUNZDVLQFRUUHFWO\SHUIRUPHGRQLW Paragraph (1) of this exclusion does not apply to Property Damage to premises rented to the Insured or temporarily occupied by the Insured with permission of the owner, if such Property Damage arises out of fire covered under Insuring Agreement I.A.3., (Fire Legal Liability) and subject to the sublimits of liability as described in Section VI.B. (General Liability Section) of this Policy and stated in Item 4.2.a.i of the Declarations. Paragraph (2) of this exclusion does not apply if the premises are the ,QVXUHG¶V work and were never occupied, rented or held for rental by the Insured. Paragraphs (3), (4), (5) and (6) of this exclusion do not apply to liability assumed under a sidetrack agreement. (i) to any Claim arising out of Property Damage to premises owned or alienated by the Named Insured arising out of such premises or any part thereof; (j) to any Claim arising out of loss of use of tangible property which has not been physically injured or destroyed resulting from: (1) a delay in or lack of performance by or on behalf of the Named Insured of any contract or agreement; or (2) the failure of the NaPHG,QVXUHG¶V3URGXFWV or work performed by or on behalf of the Named Insured to meet the level of performance, quality, fitness or durability warranted or represented by the Named Insured; but this Exclusion does not apply to loss of use of the other tangible property resulting from the sudden and accidental injury to or destruction of the Named ,QVXUHG¶V3URGXFWVor work performed by or on behalf pf the Named Insured Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Page 8 of 31 after such products or work have been put to use by any person or organization other than the Insured; (k) to any Claim arising out of Property Damage to the 1DPHG ,QVXUHG¶V Products, or for the cost of inspecting, repairing or replacing any defective or allegedly defective product or part thereof or for loss of use of any defective or allegedly defective product; (l) to any Claim arising out of Property Damage to work performed by or on behalf of the Named Insured arising out of the work or any portion thereof, or out of materials, parts or equipment furnished in connection therewith; (m) to any Claim arising out of the withdrawal, recall, inspection, repair, replacement or loss of use of the Named ,QVXUHG¶V3URGXFWV or work completed by or for the Named Insured or of any property of which such products or work form a part, if such products, work or property are withdrawn from the market or from use because of any known or suspected defect or deficiency therein; (n) to any Claim relating to Advertising Liability arising out of: (1) failure of performance of contract; provided, however, that this Exclusion shall not apply to the unauthorized appropriation of ideas based upon alleged breach of an implied contract; (2) infringement of patent, trademark, service mark, and trade name, other than titles or slogans by use thereof on or in connection with goods, products or services sold, offered for sale or advertised; or (3) incorrect description or mistake in advertised price of goods, products or services sold, offered for sale or advertised. 3. Exclusions applicable to all Insuring Agreements. The coverage under this Policy does not apply to Damages or Claims Expenses incurred with respect: (a) to any Claim made by or against or in connection with any business enterprise (including the ownership, maintenance or care of any property in connection therewith), not named in the Declarations, which is owned by any Insured or in which any Insured is a trustee, partner, officer, director or Employee; (b) to any Claim arising out of the Employee Retirement Income Security Act of 1974 and its amendments or any regulation or order issued pursuant thereto; (c) to any Claim or circumstance which might lead to a Claim in respect of which any Insured has given notice to any insurer of any other policy or self-Insurance in force prior to the effective date of this Policy; (d) to any Claim or circumstance which might lead to a Claim known to any Insured prior to the inception of this Policy and not disclosed to the Underwriters at inception; Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Page 9 of 31 (e) to any Claim or circumstance that might lead to a Claim arising out of any negligent act, error or omission or Accident which first took place, or is alleged to have taken place, prior to the Retroactive Date as set forth in Item 7. of the Declarations; (f) to any Claim arising out of discrimination including but not limited to discriminatory employment practices, allegations of actual or alleged violations of civil rights or acts of discrimination based entirely or in part on the race, gender, pregnancy, national origin, religion, age or sexual orientation; (g) to any Claim directly or indirectly arising out of: (1) the actual, alleged or threatened discharge, dispersal, release or escape or failure to detect the presence of Pollutants, provided that this Exclusion shall not apply to: (i) Personal Injury sustained by any patient, visitor or invitee; and (ii) Personal Injury or Property Damage arising out of heat, smoke or fumes from a Hostile Fire; (2) the manufacture, distribution, sale, resale, rebranding, installation, repair, removal, encapsulation, abatement, replacement or handling of, exposure to or testing for Pollutants contained in a product, carried on clothing, inhaled, transmitted in any fashion or found in any form whatsoever; or (3) any governmental or regulatory directive or request that the Insured or anyone acting under its direction or control to test for, monitor, clean up, remove, contain, treat, detoxify or neutralize said Pollutants; (h) to any Claim arising out of the insolvency or bankruptcy of any Insured or of any other entity including but not limited to the failure, inability, or unwillingness to pay Claims, losses or benefits due to the insolvency, liquidation or bankruptcy of any such individual entity; (i) to any Claim arising out of or resulting from: (1) any conduct, physical act, gesture, or spoken or written words of a sexual or physically violent nature by any Insured, including but not limited to, sexual intimacy (whether or not consensual), sexual molestation, sexual or physical assault or battery, sexual or physical abuse, sexual harassment or exploitation; or (2) the ,QVXUHG¶V actual or alleged negligent employment, investigation, supervision, hiring, training or retention of any Employee, Insured or person for whom the Insured is legally responsible and whose conduct falls within paragraph (1), above. However, this exclusion does not apply to: 1. Any specific individual Insured who allegedly committed such misconduct, unless it is judicially determined that the individual Insured committed the misconduct. If it is judicially determined that the individual Insured committed Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Page 10 of 31 the misconduct, the Underwriters will not pay Damages or Claims Expenses. 2. The Named Insured, unless the Named Insured: i. knew or should have known about the misconduct allegedly committed by the individual Insured; or ii. knew or should have known that the individual Insured who allegedly committed the misconduct had a prior history of sexual or physical misconduct. Underwriters will defend Claims alleging such misconduct until final adjudication. If there is a final adjudication against any individual Insured or the Named Insured, or admission by any individual Insured or the Named Insured establishing such conduct, the Named Insured and/or individual Insured shall reimburse the Underwriters for all Claims Expenses incurred defending the Claims and Underwriters shall have no further liability for Claims Expenses. Coverage provided above does not apply to Damages or Claims Expenses incurred with respect to any Claim arising out of any misconduct suffered by any employee of the Named Insured or volunteer workers. (j) to any Claim for punitive or exemplary Damages, or Damages which are a multiple of compensatory Damages, fines, sanctions, taxes or penalties, or the return of or reimbursement for fees, costs or expenses charged by any Insured; (k) to any Claim arising out of Personal Injury to any Employee or volunteer worker of the Insured arising out of and in the course of his employment by the Insured, or under any obligation for which the Insured or any carrier as his LQVXUHU PD\ EH OLDEOH XQGHU DQ\ :RUNHUV¶ &RPSHQVDWion, Unemployment Compensation, Disability Benefits Law or under any similar law; (l) to any Claim based upon or arising out of a violation or alleged violation of the Securities Act of 1933 as amended, or the Securities Exchange Act of 1934 as amended, or any State Blue Sky or securities law or similar state of Federal statute and any regulation or order issued pursuant to any of the foregoing statutes; (m) to any Claim or actual or alleged violation of the Racketeer Influenced and Corrupt Organizations Act, 18 U.S.C. §1961 et seq., and any amendments thereto, or any rules or regulations promulgated thereunder; (n) to any Claim arising from costs of complying with physical modifications to any premises or any changes to the ,QVXUHG¶V usual business operations mandated by the Americans with Disabilities Act of 1990, including any amendments, or similar federal, state or local law; (o) to any Claim caused directly or indirectly, in whole or in part, by: (1) any fungus(es) or spore(s); Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Page 11 of 31 (2) any substance, vapour or gas produced by or arising out of any fungus(es) or spore(s); (3) any materials, product, building component, building or structure that contains, harbours, nurtures or acts as a medium for any fungus(es) or spore(s); (4) any materials, product, building component, building or structure that contains, harbors, nurtures or acts as a medium for any fungus(es) or spore(s); (5) the actual, potential, alleged or threatened formation, growth, presence, release or dispersal of any fungus(es), molds, spore(s) or mycotoxins of any kind; (6) any action taken by any party in response to the actual, potential, alleged or threatened formation, growth, presence, release or dispersal of any fungus(es), molds, spores or mycotoxins of any kind, such action to include investigating, testing for, detection of, monitoring of, treating, remediating or removing such fungus(es), molds, spore(s) or mycotoxins; or (7) any governmental or regulatory order, requirement, directive, mandate or decree that any party take action in response to the actual, potential, alleged or threatened formation, growth, presence, release or dispersal of any fungus(es), molds, spores or mycotoxins of any kind. regardless of any other cause, event, material, product and/or building component that contributed concurrently or in any sequence to that injury or Damages. For the purposes of this Exclusion, the following Definitions are added: ³)XQJXV HV Page 12 of 31 (1) conversion of data from source material into media for processing on the ,QVXUHG¶V electronic data processing system; (2) processing of data by the Insured on the ,QVXUHG¶V electronic data processing system; (3) design or formulation of an electronic data processing program or system; (4) any liability arising from: (i) the failure of any program, instruction or data for use in any computer or other electronic processing device, equipment or system to function in the manner expected or intended; (ii) the transmission or receipt of any virus, program or code that causes loss or damages to any computer system and /or prevents or impairs its proper function or performance; (iii) unauthorized access to any computer system; (iv) the functioning, non-functioning, improperly functioning, availability or unavailability of: (a) the internet or similar facility; or (b) any intranet or private network or similar facility; or (c) any website, bulletin board, chat room, search engine, portal or similar third party application service; (v) the alteration, corruption, destruction, distortion, erasure, theft or other loss of or damage to data, software, information repository, microchip, integrated system or similar device in any computer equipment or non-computer equipment or any kind of programming or instruction set; (vi) any loss of use or functionality, whether partial or entire, of data, coding, program, software, any computer or computer system or other device dependent upon any microchip or embedded logic and any ensuing inability or failure of any insured to conduct business; (vii) any alteration, breach, corruption, destruction, or failure of any computer, network systems or firewalls; (viii) theft, loss, or unauthorized disclosure or access to personally identifiable information including non-public personal information, medical or healthcare information (including protected health information) in the care, custody or control of the Insured or a third party for whose such unauthorized disclosure or access the Insured is legally liable, or violation of a privacy law protecting such Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Page 13 of 31 information, including any consequential liability (including any failure to comply with any legislation requiring monitoring or notification to any person affected by any of the above, or in respect of any related regulatory proceeding or investigation); or (ix) theft, loss, or unauthorized disclosure or access to information emanating from a third party that the Insured is required by agreement to maintain confidential; (r) to any Claim for Personal Injury, Property Damage or Advertising Liability based upon or arising out of the 1DPHG,QVXUHG¶V3URGXFWs; (s) to any Claim based upon the manufacture, handling, sale or distribution of Phenylpropanolamine, Phenylpropanolamine Hydrochloride, PPA or any product or drug containing any of these substances; (t) to any Claim based on the willful non-compliance of any Insured with any Food and Drug Administration (FDA) rules, regulations, and statutes found at Food and Drugs, 21 C.F.R. Chapter 1 § 1.1 to § 1299, as amended and revised, or treating a patient with any drugs, medical devices, biologics or radiation-emitting products that have been disapproved or not yet approved by the FDA; (u) to any Claim based upon or arising out of any Insured gaining any profit, remuneration or advantage to which such Insured was not legally entitled; (v) to any Claim against any subsidiary designated in the Declarations or its past, present, or future Employees, directors, officers, trustees, review board or committee members, or volunteers acting in his or her capacity as such, which are based upon, arise out of, directly or indirectly result from, are in consequence of, or in any way involve any fact, circumstance, situation, transaction, event, Accident, or negligent acts, errors or omissions or series of facts, circumstances, situations, transactions, events, Accidents or negligent acts, errors or omissions happening before the date such entity became a subsidiary; (w) to any Claim arising directly out of, or resulting from or in consequence of, or in any way involving: (1) asbestos or any materials containing asbestos in whatever form or quantity; (2) the actual, potential, alleged or threatened presence, release or dispersal of any asbestos; (3) any action taken by any party in response to the actual, potential or threatened presence, release or dispersal of any asbestos particles of any kind, such action to include investigating, testing for, detection of, monitoring of, treating, remediating or removing such materials containing asbestos; (4) any governmental or regulatory order, requirement, directive, mandate or decree that any party take action in response to the actual, potential, alleged or threatened presence, release or dispersal of any asbestos containing particles of any kind; Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Page 14 of 31 (5) any product, substance or waste which contains lead; (6) inhaling, ingesting or physical exposure to silica directly or through any goods, products, structures, real estate or land containing silica; (7) the use or presence of silica in any process or operation of any type, including but not limited to construction, manufacturing, sandblasting, cleaning, drilling, farming or mining; (8) the use or presence of silica in any goods, products, structures, real estate or land, or any component part of any good, product, structures, real estate or land containing silica; (9) the manufacture, sale, transportation, handling, storage, or disposal of silica or any goods, products, structures, real estate or land containing silica; (10) disease actually or allegedly caused by, contributed to or aggravated by silica, including but not limited to silicosis, chronic silicosis, accelerated silicosis, acute silicosis, conglomerate silicosis, any auto-immune disorder, tuberculosis, silicoproteinosis; cancer, scleroderma, emphysema, pneumoconiosis, pulmonary fibrosis, progressive massive fibrosis, any lung disease or any other ailment actually or allegedly caused by, contributed to or aggravated by silica; (11) any costs of medical or other testing, monitoring or diagnosis arising from or related to any actual, alleged, threatened or feared disease or injury, including any emotional or mental distress, arising in whole or in part, directly or indirectly, out of silica; or (12) any cost of investigations, feasibility studies, cleaning, removal or remediation of the actual or alleged presence of silica in or on any goods, products, structures, real estate or land; For the purposeVRIWKLV([FOXVLRQ³VLOLFD´PHDQVDQ\VLOLFDLQWKHIRUPRIDQG any of its derivatives, including but not limited to silica dust, silicon dioxide (SiO2), crystalline silica, quartz, or non-crystalline (amorphous silica); (x) to any Claim associated with implementation of any compliance program or any policies, procedures or practices relating to participation as a provider of medical services to a managed care organization or under a healthcare benefit program, whether initiated voluntarily or pursuant to direction by, order of, or in settlement with a government body, hospital, healthcare facility or managed care organization; (y) to any Claim based upon or arising out of any actual or alleged violation of any federal, state, or local anti-trust, restraint of trade, unfair competition, or price fixing law, unfair or deceptive trade practices, or consumer protection any rules or regulations promulgated thereunder; to the extent a Claim alleges both professional negligence and any of the above excluded enumerated offenses, Underwriters and the Insured will use their best efforts to reach a fair allocation between covered and uncovered Damages; (z) to any Claim based upon, arising out of, resulting from, any actual or alleged: (1) failure to obtain, effect, or maintain any form, policy, plan or program of Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Page 15 of 31 insurance, stop loss or provider excess coverage, reinsurance, self-insurance, suretyship, or bond; (2) commingling, mishandling of or liability to pay, collect or safeguard funds; or (3) failure to collect or pay premiums, commissions, brokerage charges, fees or taxes; (aa) to any Claim for Personal Injury, Property Damage or Advertising Liability due to war, whether or not declared, civil war, insurrection, rebellion or revolution or to any act or condition incident to any of the foregoing; (ab) to any Claim arising out of or relating to any loss, damage, or cost or expense of whatsoever nature directly or indirectly caused by, resulting from happening through, arising out of or in connection with any act of terrorism, regardless of any other cause contributing concurrently or in any other sequence to the loss, damage, cost or expense. For the purpose of this Exclusion, terrorism means an act or threat of violence or an act harmful to human life, tangible or intangible property or infrastructure with the intention or effect to influence any government or to put the public or any section of the public in fear. In any action, suit or other proceedings where the Underwriters allege that by reason of this Exclusion, a loss, damage, cost or expense in not covered by this Policy, the burden of proving that such loss, damage, cost or expense is covered shall be upon the Insured. In the event any portion of this Exclusion is found to be invalid or unenforceable, the remainder shall remain in full force and effect; (ac) to any Claim brought against any Insured by any other Insured hereunder; (ad) to any Claim arising out of or resulting from the distribution of unsolicited email, direct mail or facsimiles, or telemarketing; (ae) to any Claim arising out of or resulting from any action or omission that violates or is alleged to violate: (1) the Telephone Consumer Protection Act (TCPA); (2) the CAN-SPAM Act of 2003; (3) the Fair Credit Reporting Act; or (4) any statute, ordinance or regulation, other than TCPA, CAN-SPAM Act of 2003 or the Fair Credit Reporting Act, that prohibits or limits the sending, transmitting, communicating or distribution of material or information; (af) to any Claim arising out of or resulting from the existence, emission or discharge of any electromagnetic field, electromagnetic radiation or electromagnetism that actually or allegedly affects the health, safety or condition of any person, or the environment, or that affects the value, marketability, condition or size of any property, provided this Exclusion shall not apply to any patient receiving Professional Services. Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Page 16 of 31 (ag) to any Claim arising out of the failure of any Insured to diagnose or treat any condition, disease or injury or to refer a client to any healthcare provider for treatment of any condition, disease or injury. (ah) to any Claim arising out of medical professional malpractice including but not limited to the rendering or failing to render medical professional services, treatment or advice. (ai) to any Claim arising out of the performance of any procedure involving the cutting or penetration of human tissue. (aj) to any Claim arising out of a procedure performed by any Insured that is outside the legal scope of practice in the State(s) stated in the Evidence of Insurance and/or Declarations. (ak) to any Claim arising out of the participation on a peer review committee, including, but not limited to, peer review committees of a hospital, trade association, or standards review organization. (al) to any Claim arising out of any liability of the Named Insured as a proprietor, medical director, superintendent, administrator, or executive officer of any hospital, sanitarium, surgicenter, clinic with bed and board facilities, skilled nursing facility, convalescent hospital, laboratory or any other similar business enterprise. (am) to any Claim arising out of or resulting from or in relation to any person who has ever been a research subject of the Named Insured or who was ever solicited to be a research subject of the Named Insured. (an) to any Claim arising out of any acts, error or omissions by any Insured while employed by the United States Government or any other governmental or public entity. (ao) to any Claim arising out of a counter-claim by a person who was sued for fees. Collection suits triggering this exclusion include, but are not limited to, those collections suits filed by a collection agency. Any Claim made subsequent to a collection suit shall be presumed to be in response to the collection suit and to be in the nature of a counter-claim and, therefore, shall be within this exclusion. (ap) to any Claim against any Insured that involves, among others, any health care practitioner with whom any Insured currently or in the future 1) is in partnership, 2) has an employment relationship, 3) has an independent contractor relationship or 4) shares office space (aq) to any Claim arising from a service rendered, or which should have been rendered and was not, while any Insured or its employee or agent is under the influence of intoxicants, narcotics or drugs; (ar) to any Claim arising out of any actual or alleged act, error or omission in the rendering or failing to render pharmacy services, including the manufacture, sale, Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Page 17 of 31 distribution, use, administration, prescription, handling or resale of any pharmaceuticals or drugs, whether on a wholesale, retail, over-the-counter or illegal basis; (as) to any Claim arising out of or resulting from an electronic chatroom or bulletin board any Insured hosts, owns or which the Insured exercises control; (at) to any Claim arising out of or resulting from any oral or written publication of material, if done by or at the direction of the Insured with the knowledge of its falsity; (au) to any Claim arising out of actual or alleged plagiarism, misappropriation of likeness, breach of confidence, or misappropriation or infringement of any intellectual property right, including patent, trademark, trade secret, trade dress and copyright; unless specifically covered under Insuring Agreement I.A.2 (Advertising Liability). V. DEFINITIONS Wherever used in this Policy, the bolded terms have the meaning provided: (a) ³Accident´ means an event or happening, including continuous or repeated exposure to substantially the same general harmful conditions, which involves one or more persons or entities, and which results in Personal Injury, Property Damage or Advertising Liability to such persons or entities. (b) ³$GGLWLRQDO,QVXUHG´means: (1) any natural person or entity that the Named Insured has expressly agreed in writing to add as an Additional Insured under this policy in the Certificate of Insurance provided by Underwriters prior to the commission of any act for which such person or entity would be provided coverage for under this Policy, but only to the extent the Named Insured would have been liable and coverage would have been afforded under the terms and conditions of this Policy had such Claim been made against the Named Insured; and (2) any other person or entity added as an Additional Insured by endorsement to this Policy. (c) ³$GYHUWLVLQJ/LDELOLW\´means injury arising out of one or more of the following, committed in the course of the ,QVXUHG¶V advertising activities: (1) libel, slander or defamation; (2) infringement of copyright, title slogan, trade dress, or advertising idea; (3) piracy or idea misappropriation under an implied contract; or (4) invasion of right of privacy, subject always to Exclusion IV.3.q. Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Page 18 of 31 (d) ³Automobile´ PHDQV D ODQG PRWRU YHKLFOH WUDLOHU RU VHPL-trailer designed for travel on public roads (including any machinery or apparatus attached thereto), but does not include Mobile Equipment, as hereinafter defined. (e) ³%RGLO\ ,QMXU\´ means physical injury (including death at any time resulting therefrom), mental injury, mental illness, mental anguish, humiliation, emotional upset, shock, sickness, disease or disability. (f) ³Claim´PHDQVa written notice received by any Insured of an intention to hold the Insured responsible for compensation for Damages, including the service of suit or institution of arbitration proceedings against the Insured. (g) ³Claims Expenses´PHDQV (1) reasonable and customary fees charged by an attorney(s) designated and agreed by the Underwriters in consultation with the Insured, but VXEMHFWDOZD\VWRWKH8QGHUZULWHUV¶ILQDOGHFLVLRQ DQG (2) all other fees, costs and expenses resulting from the investigation, adjustment, defense and appeal of a Claim, if incurred by the Underwriters, or by the Insured with the written consent of the Underwriters. Claims Expenses does not include any salary, overhead or other charges by the Insured for any time spent in co-operating in the defense and investigation of any Claim or circumstance which might lead to a Claim notified under this insurance. (h) ³Damages´PHDQVDFLYLOPRQHWDU\MXGJPHQWDZDUGRUVHWWOHPHQWDQGGRHVQRW include: (1) the restitution of compensation and expenses paid to the Insured for services and goods; and (2) judgments or awards deemed uninsurable by law. (i) ³(PSOR\HH´ means a person on the Insured¶VUHJXODUSD\UROOZLth federal and, if applicable, state taxes withheld, whose work is directed or controlled by the Insured, including part-time and seasonal Employees and leased workers. Employee does not include a temporary worker. (j) ³Extended Reporting Period´LIDSSOLFDEOHPHDQVWKHSHULRGRIWLPHDIWHUWKH end of the Policy Period for reporting Claims, arising out of negligent acts, errors or omissions or Accidents which take place prior to the end of the Policy Period but subsequent to the Retroactive Date identified in Item 8. of the Declarations. (k) ³+RVWLOH )LUH´PHDQVDILUHZKLFKEHFRPHVXQFRQWUROODEOHRUEUHDNVRXWIURP where it was intended to be. Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Page 19 of 31 (l) ³0RELOH(TXLSPHQW´PHDQVDODQGYHKLFOH LQFOXGLQJDQ\DWWDFKHGPDFKLQHU\RU apparatus) whether or not self-propelled: (1) not subject to motor vehicle registration; (2) maintained for use exclusively on premises owned by or rented to the Named Insured, including the ways immediately adjoining; (3) designed for use principally off public roads; or (4) designed or maintained for the sole purpose of affording mobility to equipment of the following types forming an integral part of or permanently attached to such vehicle: (i) power cranes, shovels, loaders, diggers and drills; (ii) concrete mixers (other than the mix-in-transit type), graders, scrapers, rollers and on the road construction or repair equipment; (iii) air-compressors, pumps and generators including spraying, welding and building cleaning equipment; or (iv) geophysical exploration and well servicing equipment. (m) ³1DPHG ,QVXUHG´ means the individual practitioner or legal entity identified in Item 1 of the Declarations, which is a member of the Master Policyholder identified in the Declarations and that has purchased covered under this Master Policy. (n) ³1DPHG ,QVXUHG¶V 3URGXFWV´ PHDQV JRRGV RU SURGXFWV PDQXIDFWXUHG VROG handled or distributed by the Named Insured or by others trading under its name, including any container thereof (other than a vehicle) but shall not include a vending machine or any property, other than such container rented to or located for use of others but not sold. (o) ³3HUVRQDO,QMXU\´ means: (1) Bodily Injury; (2) false arrest, false imprisonment, wrongful eviction, detention or malicious prosecution; (3) libel, slander, defamation of character or invasion of right of privacy, unless arising out any advertising activities; or (4) wrongful eviction from, wrongful entry into, or invasion of the right of private occupancy of a room, dwelling or premises that a person occupies, committed by or on behalf of its owner, landlord or lessor. (p) ³3ROLF\3HULRG´ means the period of time between the inception date and the effective date of termination, expiration or cancellation of this insurance shown in Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Page 20 of 31 Item 2. of the Declarations and specifically excludes any Extended Reporting Period. (q) ³Pollutants´PHDQVDQ\VROLGOLTXLGJDVHRXVRUWKHUPDOLUULWDQWRUFRQWDPLQDQW including but not limited to asbestos and/or lead (or products containing asbestos and/or lead whether or not the asbestos and/or lead is or was at any time airborne as a fibre or particle, contained in a product, carried on clothing, inhaled, transmitted in any fashion or found in any form whatsoever), smoke, vapour, soot fumes, acids, alkalis, toxic chemicals and waste (waste includes materials to be recycled, reconditioned or reclaimed). (r) ³3URIHVVLRQDO$WKOHWH´means an individual or group(s) of individuals who have been paid $25,000 or more per year in the past 36 months, or is likely to be paid $25,000 or more in the future, from a professional sports organization, club or team for the performance of athletic activities. (s) ³Professional Services´ PHDQV WKRVH SURIHVVLRQDO VHUYLFHV VSecifically identified in Item 13. of the Declarations. (t) ³Property Damage´PHDQV (1) physical injury to or destruction of tangible property, including consequential loss of use thereof; or (2) loss of use of tangible property which has not been physically injured or destroyed. VI. LIMIT OF LIABILITY A. Professional Liability Section 1. 7KH/LPLWRI/LDELOLW\VWDWHGLQ,WHPDRIWKH'HFODUDWLRQVDV³(DFKClaim´ LVWKH8QGHUZULWHUV¶/LPLWRI/LDELOLW\SD\DEOHXQGHU,QVXULQJ$JUHHPHQW,$1, (Professional Liability). 2. The subliPLW RI OLDELOLW\ VWDWHG LQ ,WHP DL RI WKH 'HFODUDWLRQV DV ³(DFK Claim´ LV WKH 8QGHUZULWHUV¶ VXEOLPLW RI OLDELOLW\ SD\DEOH IRU 6H[XDO3K\VLFDO Misconduct coverage under Insuring Agreement I.A.1, (Professional Liability). 3. The Limit of Liability stated in Item 4.1.b of the Declarations is the aggregate Limit of Liability payable under Insuring Agreement I.A.1, (Professional Liability). 4. The sublimit of liability stated in Item 4.1.b.i of the Declarations is the aggregate sublimit of liability payable for Sexual/Physical Misconduct coverage under Insuring Agreement I.A.1, (Professional Liability). B. General Liability Section 1. The Limit of Liability stated in Item 4.2DRIWKH'HFODUDWLRQVDV³(DFKClaim´ LV WKH 8QGHUZULWHUV¶ /LPLW RI /LDELOLW\ SD\DEOH XQGHU Insuring Agreement I.A.2., (General Liability and Advertising Liability), and Insuring Agreement I.A.3., (Fire Legal Liability). Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Page 21 of 31 2. The sublimit of liability stated in Item 4.2DL RI WKH 'HFODUDWLRQV DV ³(DFK Claim´ LV WKH 8QGHUZULWHUV¶ VXEOLPLW RI OLDELOLWy payable under Insuring Agreement I.A.3., (Fire Legal Liability). 3. The Limit of Liability stated in Item 4.3.b. of the Declarations is the aggregate Limit of Liability payable under Insuring Agreement I.A.2., (General and Advertising Liability), and Insuring Agreement I.A.3., (Fire Legal Liability), C. Policy Aggregate Limit of Liability The Limit of Liability stated in Item 4.3. of the Declarations is the Policy $JJUHJDWH /LPLW RI WKH 8QGHUZULWHUV¶ OLDELOLW\ IRU DOO Damages and Claims Expenses payable under this Policy. D. Neither the inclusion of more than one Insured under this Policy, nor the making of Claims by more than one person or entity shall increase the Limit of Liability. E. The Limits of Liability stated in paragraphs A and B above shall apply separately to each Section. The Limits of Liability stated in paragraphs A and B above are part of, and not in addition to, the overall Policy Aggregate Limit of Liability stated in Item 4.3. of the Declarations. Under no circumstances shall any one Claim trigger multiple sections. F. The Limit of Liability for any Extended Reporting Period shall be part of, and not in addition to, the Underwriters¶ Limit of Liability for the Policy Period. VII. INNOCENT INSURED Whenever coverage under this insurance would be excluded, suspended or lost: A. because of Exclusion IV 1. (b) or Exclusion IV 2. (b) relating to intentional, criminal, dishonest, fraudulent or malicious acts, errors or omissions by any Insured, and with respect to which any other Insured did not personally participate or personally acquiesce or remain passive after having personal knowledge thereof; or B. because of non-compliance with any condition relating to the giving of notice to the Underwriters with respect to which any other Insured shall be in default solely because of the failure to give such notice or concealment of such failure by one or more Insureds responsible for the loss or damage otherwise covered hereunder; the Underwriters agree that such insurance as would otherwise be afforded under this Policy shall be paid with respect to those Insureds who did not personally participate in committing or personally acquiesce in or remain passive after having personal knowledge of (a) one or more of the acts, errors or omissions described in any such exclusion; or (b) such failure to give notice, provided that the condition be one with which such Insured can comply, and after receiving knowledge thereof, the Insured entitled to the benefit of Section VII. shall comply with such condition promptly after obtaining knowledge of the failure of any other Insured to comply therewith. With respect to this provision, the Underwriters' obligation to pay in such event shall be in excess of the full extent of any assets of any Insured to whom the exclusion applies and shall be subject to the terms, conditions and limitations of this Policy. Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Page 22 of 31 VIII. EXTENDED REPORTING PERIOD A. In the event of cancellation or non-renewal of this insurance, the Named Insured designated in Item 1. of the Declarations shall have the right to an Extended Reporting Period identified in Item 6. of the Declarations for Claims first made against any Insured and reported to the Underwriters during the Extended Reporting Period, subject to the conditions set forth in the definition of Extended Reporting Period herein. In order for the Named Insured to invoke the Extended Reporting Period option, the payment of the additional premium set forth in Item 6. of the Declarations for the Extended Reporting Period must be paid to the Underwriters within 30 days of the non-renewal or cancellation. B. The Limit of Liability for the Extended Reporting Period shall be part of, and not in addition to, the 8QGHUZULWHUV¶ Limit of Liability for the Policy Period. C. The quotation by the Underwriters of a different premium or Limit of Liability or changes in Policy language for the purpose of renewal shall not constitute a refusal to renew by the Underwriters. D. The right to the Extended Reporting Period shall not be available to the Named Insured where cancellation or non-renewal by the Underwriters is due to non- payment of premium or failure of an Insured to pay such amounts in excess of the applicable Limit of Liability. E. All notices and premium payments with respect to the Extended Reporting Period shall be directed to the Underwriters through the entity named in Item 8.2 of the Declarations. F. At the commencement of the Extended Reporting Period, the entire premium shall be deemed earned, and in the event the Named Insured terminates the Extended Reporting Period for any reason prior to its natural expiration, the Underwriters will not be liable to return any premium paid for the Extended Reporting Period. IX. OTHER INSURANCE This insurance shall apply in excess of any other valid and collectible insurance or self- insurance available to any Insured, unless such other insurance is written only as specific excess insurance over the Limit of Liability of this Policy. X. NOTICE OF CLAIM, OR CIRCUMSTANCE THAT MIGHT LEAD TO A CLAIM A. If any Claim is made against the Insured, the Insured shall forward as soon as practicable to the Underwriters through persons named in Item 10. of the Declarations written notice of such Claim and forward every demand, notice, summons or other process received by the Insured or its representative. In no event shall the Underwriters be given notice of a Claim later than the end of the Policy Period or the end of the purchased Extended Reporting Period. The ,QVXUHG¶V duty to provide notice in accordance with this provision is a condition precedent to coverage. Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Page 23 of 31 B. If during the Policy Period the Insured first becomes aware of a negligent act, error or omission or an Accident that could lead to a Claim, it must give written notice to the Underwriters through persons named in Item 9. of the Declarations during the Policy Period of: (1) the specific, negligent act, error, or omission, or Accident; (2) the injury or damage which may result or has resulted from the negligent act, error, or omission or Accident; and (3) the circumstances by which the Insured first became aware of the negligent act, error or omission or Accident. Any subsequent Claim made against the Insured which is the subject of the written notice shall be deemed to have been made at the time written notice was first given to the Underwriters. C. A Claim or circumstance that might lead to a Claim shall be considered to be reported to the Underwriters when notice is received by the Underwriters through persons named in Item 10. of the Declarations. D. All Claims arising out of the same, continuing or related negligent act, error or omission or arising out of the same, continuous or related Accident shall be considered a single Claim and deemed to have been made at the time the first of the related Claims is reported to the Underwriters. Such related Claims shall be subject to one Limit of Liability identified in Items 4.1.a) or 4.2.a), as applicable, of the Declarations. E. In the event of non-renewal of this insurance by the Underwriters, the Insured shall have thirty (30) days from the expiration date of the Policy Period to notify the Underwriters of Claims made against the Insured during the Policy Period which arise out of any negligent act, error or omission or Accident occurring prior to the termination date of the Policy Period and otherwise covered by this insurance. F. If any Insured shall make any Claim under this Policy knowing such Claim to be false or fraudulent, as regards amount or otherwise, this Policy shall become null and void and all coverage hereunder shall be forfeited. XI. ASSISTANCE AND CO-OPERATION OF THE INSURED The Insured shall co-operate with the Underwriters in all investigations, including regarding the application and coverage under this Policy, and upon the Underwriters' request, assist in making settlements, in the conduct of suits and in enforcing any right of contribution or indemnity against any person or organization other than an Employee of any Insured who may be liable to the Insured because of negligent acts, errors or omissions or Accidents with respect to which insurance is afforded under this Policy. The Insured shall attend hearings and trials and assist in securing and giving evidence and obtaining the attendance of witnesses. The Insured shall not, except at its own cost, admit liability, make any payment, assume any obligation, incur any expense, enter into Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Page 24 of 31 any settlement, stipulate to any judgment or award or otherwise dispose of any Claim without the consent of the Underwriters. XII. ACTION AGAINST THE UNDERWRITERS No action shall lie against the Underwriters unless, as a condition precedent thereto, there has been full compliance with all terms of this insurance, nor until the amount of the Insured's obligation to pay shall have been finally determined either by judgment or award against the Insured after actual trial or arbitration or by written agreement of the Insured, the claimant and the Underwriters. No person or organization shall have any right under this insurance to join the Underwriters as a party to an action or other proceeding against the Insured to determine the Insured's liability, nor shall the Underwriters be impleaded by the Insured or its legal representative. XIII. BANKRUPTCY Bankruptcy or insolvency of the Insured or of the Insured's estate shall not relieve the Underwriters of their obligations hereunder. XIV. SUBROGATION In the event of any payment under this insurance, the Underwriters shall be subrogated to all the Insured's rights of recovery against any person or organization, and the Insured shall execute and deliver instruments and papers and do whatever else is necessary to secure such rights. The Insured shall do nothing before or after the payment of Damages by the Underwriters to prejudice such rights. XV. CHANGES Notice to any agent or knowledge possessed by any agent or by any other person shall not effect a waiver or a change in any part of this insurance or estop the Underwriters from asserting any right under the terms of this insurance; nor shall the terms of this insurance be waived or changed, except by endorsement issued to form a part of this insurance, signed by the Underwriters. XVI. MERGERS AND ACQUISITIONS A. If during the Policy Period, the Named Insured mergers or acquires an entity and (1) the revenues of the merged or acquired entity do not exceed 10% of the Named ,QVXUHG¶V annual revenues as set forth in its most recent application for insurance; (2) the business operations of the merged or acquired entity are of a similar nature to those of the Named Insured as set forth in its most recent application for insurance; and (3) the merged or acquired entity is located in the same state as the Named Insured or any subsidiary, Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Page 25 of 31 then this Policy will automatically cover the merged or acquired entity, subject to the policy terms, conditions and limitations, from the date such merger or acquisition becomes final but only for negligent acts, errors or omissions or Accidents that take place subsequent to the merger or acquisition. In the event the total amount of revenues of all merged and acquired entities during the Policy Period exceed 10% of the 1DPHG ,QVXUHG¶V annual revenues as set forth in its most recent application for insurance, the above provision shall no longer apply and any further mergers or acquisitions will be subject to Paragraph B., below. B. In the event during the Policy Period the Named Insured mergers or acquires an entity that does not fall within the criteria detailed in Paragraph A. above, or where Paragraph A. above no longer applies by virtue of the provision contained in the last sentence of Paragraph A. above, then the Named Insured shall be required to give written notice to the Underwriters prior to the completion of a merger or acquisition of the Named Insured, and the Underwriters expressly reserve the right to request additional premium and/or to apply amended terms and conditions if this insurance is to remain in force subsequent to any merger or acquisition. XVII. ASSIGNMENT The interest hereunder of any Insured is not assignable. If the Insured shall die or be adjudged incompetent, this insurance shall cover the Insured's legal representative as the Insured, as would be permitted by this Policy. XVIII. CANCELLATION 1. For the Master Policyholder A. This Policy may be cancelled by the Underwriters by mailing or delivering to the Master Policyholder at the address shown in the Declarations written notice stating when, not less than sixty (60) days thereafter, such cancellation shall be effective. However, if the Underwriters cancel this Insurance because the Insured has failed to pay a premium when due, this Policy may be cancelled by the Underwriters by mailing a written notice of cancellation to the Master Policyholder at the address shown in the Declarations stating when, not less than ten (10) days thereafter, such cancellation shall be effective. Mailing of notice shall be sufficient proof of notice. The time of surrender or the effective date and hour of cancellation stated in the notice shall become the end of the Policy Period. Delivery (where permitted by law) of such written notice either by the Master Policyholder or by the Underwriters shall be equivalent of mailing. B. In the event of the cancellation of this master policy, the coverage hereunder shall run to its natural expiry date as specified in the declarations. C. The Master Policyholder may cancel this master policy by surrender thereof to the Underwriters or by mailing or delivering to the Underwriters through the entity Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Page 26 of 31 named in Item 9.1 of the Declarations, written notice stating when the cancellation shall be effective. In such event, we will retain the premium at short rate or 25% of the premium whichever is greater. 2. For the Named Insured A. This Policy may be cancelled by the Named Insured, by surrender thereof to the Underwriters or by mailing or delivering to the Underwriters through the entity named in Item of the Declarations, written notice stating when the cancellation shall be effective. B. This Policy may be cancelled by the Underwriters by mailing or delivering to the Named Insured at the address shown in the Declarations written notice stating when, not less than sixty (60) days thereafter, such cancellation shall be effective. However, if the Underwriters cancel this Insurance because the Insured has failed to pay a premium when due, this Policy may be cancelled by the Underwriters by mailing a written notice of cancellation to the Named Insured at the address shown in the Declarations stating when, not less than ten (10) days thereafter, such cancellation shall be effective. Mailing of notice shall be sufficient proof of notice. The time of surrender or the effective date and hour of cancellation stated in the notice shall become the end of the Policy Period. Delivery (where permitted by law) of such written notice either by the Named Insured or by the Underwriters shall be equivalent of mailing. C. If the Named Insured cancels this Policy, the earned premium shall be computed in accordance with the attached short rate table and procedure. D. If the Underwriters cancel this Policy prior to any Claim being reported under this Policy, earned premium shall be computed pro rata. E. The premium shall be deemed fully earned if any Claim under this Policy is reported to the Underwriters under this Policy on or before the date of cancellation. F. Premium adjustment may be made either at the time cancellation is effected or as soon as practicable after cancellation becomes effective, but payment or tender of unearned premium is not a condition of cancellation. XIX. SINGULAR FORM OF A WORD Whenever the singular form of a word issued, herein, the same shall include the plural when required by context. XX. ENTIRE CONTRACT By acceptance of this Policy, the Insured agrees that the statements in the Declarations and application are his or her agreements and representations, that this insurance is issued in reliance upon the truth of such representations and that this Policy embodies all agreements existing between the Insured and the Underwriters relating to this insurance. Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Page 27 of 31 XXI. NUCLEAR INCIDENT EXCLUSION The insurance provided by this Policy does not apply: A. To injury sickness, disease, death or destruction (1) with respect to which an Insured under this Policy of insurance is also an Insured under a nuclear energy liability insurance issued by Nuclear Energy Liability Insurance Association, Mutual Atomic Energy Liability Underwriters or Nuclear Insurance Association of Canada or would be an Insured under any such insurance but for its termination upon exhaustion of its limits of liability; or (2) resulting from the hazardous properties of nuclear material and with respect to which (i) any person or organization is required to maintain financial protection pursuant to the Atomic Energy Act of 1954, or any law amendatory thereof, or (ii) the Insured is, or had this insurance not been issued would be, entitled to indemnity from the United States of America, or any agency thereof under any agreement entered into by the United States of America, or any agency thereof, with any person or organization. B. Under any Medical Payments Coverage, or under any Supplementary Payments Provision relating to immediate medical or surgical relief, to expenses incurred with respect to Bodily Injury, sickness, disease or death resulting from the hazardous properties of nuclear material and arising out of the operation of a nuclear facility by any person or organization. C. To injury, sickness, disease, death or destruction resulting from the hazardous properties of nuclear material, if (1) the nuclear material (i) is at any nuclear facility owned by, or operated by or on behalf of, an Insured or (ii) has been discharged or dispersed there from; (2) the nuclear material is contained in spent fuel or waste at any time possessed, handled, used, processed, stored, transported or disposed of by or on behalf of an Insured; or (3) the injury, sickness, disease, death or destruction arises out of the furnishing by an Insured of services, materials, parts or equipment in connection with the planning, construction, maintenance, operation or use of any nuclear facility, but if such facility is located within the United States of America, its territories or possessions or Canada, this exclusion (3) applies only to injury to or destruction of property at such nuclear facility. D. As used in this Section: "hazardous properties" include radioactive, toxic or explosive properties; "nuclear material" means source material, special nuclear material or by-product material; "source material", "special nuclear material" and Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Page 28 of 31 "by-product material" have the meanings given them in the Atomic Energy Act of 1954 or in any law amendatory thereof, "spent fuel" means any fuel element or fuel component, solid or liquid, which has been used or exposed to radiation in a nuclear reactor; "waste" means any waste material (i) containing by-product material and (ii) resulting from the operation by any person or organization of any nuclear facility under paragraph (1) or (2) thereof; "nuclear facility" means (1) any nuclear reactor; (2) any equipment or device designed or used for (i) separating the isotopes of uranium or plutonium, (ii) processing or utilizing spent fuel, or (iii) handling, processing or packaging waste; (3) any equipment or device used for the processing, fabricating or alloying of special nuclear material if any time the total amount of such material in the custody of the Insured at the premises were such equipment or device is located consists of or contains more than 25 grams of plutonium or uranium 233 of any combination thereof, or more than 250 grams of uranium 235; or (4) 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 conducted on such site and all premises used for such operations; "nuclear reactor" means any apparatus designed or used to sustain nuclear fission in self- supporting chain reaction or to contain a critical mass of fissionable material. With respect to injury to or destruction of property, the word "injury" or "destruction" includes all forms or radioactive contamination of property. It is understood and agreed that, except as specifically provided in the foregoing to the contrary, this Section is subject to the terms, exclusions, conditions and limitations of the insurance to which it is attached. XXII. SERVICE OF SUIT A. It is agreed that in the event of the failure of the Underwriters hereon to pay any amount claimed to be due under this insurance, the Underwriters hereon, at the request of the Named Insured, will submit to the jurisdiction of a court of competent jurisdiction within the United States. This Condition does not constitute and should not be understood to constitute an agreement by the Underwriters that an action is properly maintained in a specific forum, nor may it be construed as a waiver of the Underwriters' rights to commence an action in a court of competent jurisdiction in the United States, to remove an action to a United States District Court, or to seek a transfer of a case to another court as permitted by the laws of the United States or of any state of the United States, all of which rights the Underwriters expressly reserve. It is further agreed that service of process in such suit may be made upon the designated entity in Item 11. of the Declarations, and that in any suit instituted against any one of them upon this contract, the Underwriters will abide by the final decision of such court in the event of an appeal. Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Page 29 of 31 B. The Entity designated in Item 12. of the Declarations is authorized and directed to accept service of process on behalf of the Underwriters in any such suit and/or upon the request of the Named Insured to give written undertaking to the Named Insured that they will enter a general appearance upon Underwriters' behalf in the event such a suit shall be instituted. Further, pursuant to any statute of any state, territory or district of the United States which makes provision therefore, the Underwriters hereon hereby designate the Superintendent, Commissioner or Director of Insurance or other officer specified for that purpose in the statute or his successor or successors in office, as his or her true and lawful attorney upon whom may be served any lawful process in any action, suit or proceedings instituted by or on behalf of the Named Insured or any beneficiary hereunder arising out of this contract of insurance, and hereby designates the Entity, designated in Item 12. of the Declarations, as the person to whom the said officer is authorized to mail such process or a true copy thereof. XXIII. CHOICE OF LAW Any dispute involving this Policy shall be resolved by applying the law of the state designated in Item 13. the Declarations. XXIV. SEVERAL LIABILITY 7KH VXEVFULELQJ 8QGHUZULWHUV¶ REOLJDWLRQV XQGHU FRQWUDFWV RI LQVXUDQFH WR ZKLFK WKH\ subscribe are several and not joint and are limited solely to the extent of his or her individual subscriptions. The subscribing Underwriters are not responsible for the subscription of any co subscribing Underwriter who for any reason does not satisfy all or part of its obligations. XXV. LICENSURE A. It is a condition of the coverage afforded under the Policy that the facilities of the Named Insured and any Insured requiring a license to practice shall be licensed in accordance with all relevant federal, state and local requirements. The Named Insured warrants that as of the inception date of this Policy it has secured all relevant licenses. B. If, during the Policy Period, any ,QVXUHG¶V licensure status is altered by withdrawal, revocation, denial, suspension or failure to renew, the Named Insured shall give written notice of such change to the Underwriters within thirty days of the change becoming effective. Following receipt of such notice, the Underwriters may elect, at their sole option, to revise any Insuring Agreements. Definitions, Exclusions, Endorsements or other Conditions of this Policy with respect to the Insured, with effect from such date of such withdrawal, revocation, denial, suspension or failure to renew. Such action does not waive the Underwriters option to invoke the provisions of Section XVIII. of this Policy. Furthermore, the Underwriters will have no obligation to respond to any Claim arising out of Professional Services or an Accident which took place subsequent to the date the of withdrawal, revocation, denial, suspension or failure to renew. Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Page 30 of 31 XXVI. SHORT RATE CANCELLATION TABLE Notwithstanding anything to the contrary contained herein and in consideration of the premium for which this Insurance is written it is agreed that in the event of cancellation thereof by the Insured the Earned Premium shall be computed as follows: A. For insurances written for one (1) year: Days Insurance in Force Per cent. of One Year Premium Days Insurance in Force Per cent. of One Year Premium 1 - 73 ........................ 30 206 - 209 ........................ 66 74 - 76 ........................ 31 210 - 214 (7 months) ....... 67 77 - 80 ........................ 32 215 - 218 ........................ 68 81 - 83 ........................ 33 219 - 223 ........................ 69 84 - 87 ........................ 34 224 - 228 ........................ 70 88 - 91 (3 months) ....... 35 229 - 232 ........................ 71 92 - 94 ........................ 36 233 - 237 ........................ 72 95 - 98 ........................ 37 238 - 241 ........................ 73 99 - 102 ........................ 38 242 - 246 (8 months) ....... 74 103 - 105 ........................ 39 247 - 250 ........................ 75 106 - 109 ........................ 40 251 - 255 ........................ 76 110 - 113 ........................ 41 256 - 260 ........................ 77 114 - 116 ........................ 42 261 - 264 ........................ 78 117 - 120 ........................ 43 265 - 269 ........................ 79 121 - 124 (4 months) ....... 44 270 - 273 (9 months) ....... 80 125 - 127 ........................ 45 274 - 278 ........................ 81 128 - 131 ........................ 46 279 - 282 ........................ 82 132 - 135 ........................ 47 283 - 287 ........................ 83 136 - 138 ........................ 48 288 - 291 ........................ 84 139 - 142 ........................ 49 292 - 296 ........................ 85 143 - 146 ........................ 50 297 - 301 ........................ 86 147 - 149 ........................ 51 302 - 305 (10 months) ...... 87 150 - 153 (5 months) ....... 52 306 - 310 ........................ 88 154 - 156 ........................ 53 311 - 314 ........................ 89 157 - 160 ........................ 54 315 - 319 ........................ 90 161 - 164 ........................ 55 320 - 323 ........................ 91 165 - 167 ........................ 56 324 - 328 ........................ 92 168 - 171 ........................ 57 329 - 332 ........................ 93 Page 31 of 31 ...... 176 - 178 ........................ 59 338 - 342 ........................ 95 179 - 182 (6 months) ....... 60 343 - 346 ........................ 96 183 - 187 ........................ 61 347 - 351 ........................ 97 188 - 191 ........................ 62 352 - 355 ........................ 98 192 - 196 ........................ 63 356 - 360 ........................ 99 197 - 200 ........................ 64 361 - 365 (12 months) ...... 100 201 - 205 ........................ 65 B. For Insurances written for more or less than one (1) year: 1. If insurance has been in force for twelve (12) months or less, apply the standard short rate table for annual insurances to the full annual premium determined as for an insurance written for a term of one year. 2. If insurance has been in force for more than twelve (12) months: (a) Determine full annual premium as for an insurance written for a term of one (1) year. (b) Deduct such premium from the full insurance premium, and on the remainder calculate the pro rata Earned Premium on the basis of the ratio of the length of time beyond one (1) year the insurance has been in force to the length of time beyond one (1) year for which the insurance was originally written. (c) Add premium produced in accordance with items (a) and (b) to obtain Earned Premium during full period insurance has been in force. Furthermore and notwithstanding the foregoing, the Underwriters shall retain the total premium for this Policy, such total premium to be deemed earned upon inception of the Policy if any Claim or any circumstance that could reasonably be the basis for a Claim is reported to the Underwriters under this Policy on or before such date of cancellation. Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 EXHIBIT ___ CERTIFICATE OF EXEMPTION FROM VEHICLE LIABILITY INSURANCE AND ACKNOWLEDGEMENT OF RISK/HOLD HARMLESS AGREEMENT I, Jason Veliquette, as an owner in Sequoia Leadership Group a Limited Liability, with a principal address of 1925 Sheely Dr. Fort Collins, CO 80526, certify to the City of Fort Collins, Colorado (the “City”) that the aforementioned business will not utilize any motor vehicles in the course of providing services to the City. On behalf of said business and its officers, agents, insurers, heirs, legal representatives, successors and assigns (collectively the “Business”), I warrant that I have full authority to execute this Certificate on behalf of the Business. I warrant the Business understands and complies with the motor vehicle insurance requirements as required by law. If the nature of the Business’s work for the City changes in such a manner that vehicles will be used in the provision of services to the City, the Business shall provide the City with a Certificate of Insurance evidencing proof of Vehicle Liability Insurance coverage in the amount of $1,000,000 with the City as a named additional insured. The Business shall provide such Certificate of Insurance prior to utilization of any vehicles in the provision of services to the City. On behalf of the Business, I acknowledge the Business shall maintain at all times vehicle insurance in accordance with minimum requirements as required by law. The Business does hereby waive, release and forever discharge and hold harmless the City, its officers, employees, agents and insurers from any and all liability, damages, claims, causes of action and demands with respect to any bodily injury, personal injury, illness, death, and property damage that arises from the performance of the Agreement, either in law or equity, whether caused by the negligence or breach of contract of the City its officers, employees, agents and insurers or otherwise. The Business also understands that the City, its officers, employees, agents and insurers do not assume any responsibility for, or obligation to, provide the Business with financial assistance or other assistance, including but not limited to medical, health, or disability insurance in the event of any bodily injury, personal injury, illness or death The Business agrees to defend, indemnify, and hold harmless the City from any and all such claims. By signing this Certificate, the Business acknowledges that it is responsible and liable for all vehicle-related liabilities, and further requests the City waive its requirement of Vehicle Liability Insurance. BUSINESS: Sequoia Leadership Group By: Printed: Jason P. Veliquette Title: Owner and CEO Date: 11/22/19 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form G-4159-0 © 2019, The Hartford Page 1 of 1 THANK YOU FOR RENEWING YOUR POLICY WITH US If you're receiving this renewal through the mail directly from The Hartford, please note that we've only attached new, changed or updated documents. These include your new declarations page, which outlines your coverage, as well as any notices and brochures with updated information. We leave out unchanged documents to help cut down on paperwork and mailing costs. You can keep the attached documents filed alongside those from your previous policy if you wish. If you're receiving this renewal electronically, or it's been mailed by your agent, it may include all of your documents - even ones that haven't changed. In either case, keep in mind that you can view, download or print any of these documents online. Just register or log into your account https://business.thehartford.com and click on "Documents". For added convenience, you can also pay your bill, request a Certificate of Insurance, check claims status, update preferences and more. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 45 SBM AK0921 05/29/19 07/26/20 POLICY NUMBER: Form SS 83 23 12 14 Page 1 of 2 Process Date: Policy Expiration Date: © 2014, The Hartford IMPORTANT NOTICE TO POLICYHOLDER COLORADO DISCLOSURE NOTICE CLAIMS MADE COVERAGE PART This endorsement modifies insurance provided under the following: EDUCATOR’S LEGAL LIABILITY CONDOMINIUM ASSOCIATION DIRECTORS AND OFFICERS LIABILITY EMPLOYMENT PRACTICES LIABILITY FAILSAFE® MEGA TECHNOLOGY ERRORS OR OMISSIONS LIABILITY DATA BREACH COVERAGE – DEFENSE AND LIABILITY THIS DISCLOSURE FORM IS NOT YOUR POLICY. IT MERELY DESCRIBES SOME OF THE MAJOR FEATURES OF OUR CLAIMS MADE POLICY. READ YOUR POLICY CAREFULLY TO DETERMINE RIGHTS, DUTIES, AND WHAT IS AND IS NOT COVERED, ONLY THE PROVISIONS OF YOUR POLICY DETERMINE THE SCOPE OF YOUR INSURANCE PROTECTION. You are receiving this notice because your Spectrum policy contains claims made coverage part that applies to the five coverages listed above. Claims made coverage applies only to claims made against you after the inception date and before the end of the policy period involving injury or damage that occurs after the policy Retroactive Date. When claims made coverage is terminated an Extended Reporting Period may be available. HOW IS OCCURRENCE DIFFERENT FROM CLAIMS MADE? There is no difference in the kinds of injury and damage covered by either an "occurrence" policy or a "claims made" policy. However, claims for damages may be assigned to different policy periods depending on which coverage (occurrence or claims made) applies. With "occurrence" coverage, coverage is provided for injury or damage that occurs during the policy period, no matter when the claim is made. With "claims made" coverage, coverage is provided if the claim for injury or damage is first made during the policy period. The claim must be a demand for damages by a third party but it does not have to be in writing. Usually, a claim is made when it is received and recorded by you or by us. Sometimes, however, a claim may be considered made at an earlier time. This can happen when another claim for the same injury or damage has already been made, or when the claim is received and recorded during an extended reporting period. PRINCIPAL BENEFITS AND COVERAGE This policy provides coverage for errors or omissions injury up to the maximum dollar limit specified in the policy. The principal benefits and coverage are explained in detail in your claims made policy. Please read it carefully and consult your agent about any questions you may have. EXCEPTIONS, REDUCTIONS AND LIMITATIONS Your claims made policy contains certain exceptions, reductions and limitations. Please read them carefully and consult your agent about any questions you might have. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Page 2 of 2 Form SS 83 23 12 14 RENEWALS, TAILS AND EXTENDED REPORTING PERIODS Your claims made policy has some unique features regarding renewal, extended reporting periods, and coverage of occurrences which happen over a period of time. These special claims made provisions are described below: Special "Claims Made" Provisions Two concepts relating to continuation of coverage under the "claims made" policy are especially important to understand. These are the Retroactive Date and the Extended Reporting Period. Retroactive Date When you have a Retroactive Date shown on the Declarations page, there is no coverage for injury or damage that occurred before the Retroactive Date, even if the claim is first made during the policy period. If there is no Retroactive Date entered on the Declarations page, the policy will respond only to claims first made during the policy period for covered injury or damage, no matter when the injury or damage occurred. If there is no Retroactive Date shown on the Declarations page, the policy will provide coverage only for claims first made during the policy period for a covered injury or damage, no matter when the injury or damage happened. If you switch from an occurrence policy to a claims-made policy, the retroactive date in your claims-made policy should be no later than the expiration date of the occurrence policy. When replacing a claims-made policy with a claims-made policy, you should consider the following: a. The retroactive date in the replacement policy should extend far enough back in time to cover any events with long periods of liability exposure; or b. If the retroactive date in the replacement policy does not extend far enough back in time to cover events with long periods of liability exposure, you should consider purchasing extended reporting period coverage under the old claims-made policy. Usually, a Retroactive Date cannot be moved ahead in time, except under certain circumstances (e.g., you changed insurers; there is a substantial change in your operations that increases your potential for loss; you did not provide us with information you knew about in relation to the nature of your business or premises), and then only with your written consent. It is important to understand how the "claims made" policy’s Extended Reporting Period provides continuity of coverage if you are offered a renewal or replacement policy with a Retroactive Date that is later than the one in your current policy. EXTENDED REPORTING PERIODS OR "TAILS" WARNING: If a claim is made after your claims made policy has terminated, you may not have coverage for that claim unless you purchase an Extended Reporting Period or "tail" endorsement, which must be offered to you with at least the aggregate limits provided for that coverage on your terminated policy, for a least one year, at a premium not to exceed 200% of your terminated policy premium for that coverage. CAREFULLY REVIEW THE POLICY PROVISIONS REGARDING THE AVAILABLE EXTENDED REPORTING PERIOD, ESPECIALLY THE LENGTH OF COVERAGE, PRICE, AND THE TIME DURING WHICH YOU MUST PURCHASE OR ACCEPT ANY OFFERRED EXTENDED REPORTING PERIOD. AVAILABILITY OF LOSS INFORMATION Upon your written request and within 30 days thereafter, we will furnish you: a. Information on closed claims as respects the date of claim and the amount(s) paid, if any; and b. Information on open claims as respects the date of claim and the amount of reserve, if any. Amounts reserved are based on our judgment. They are subject to change and should not be considered as ultimate settlement values. Thank you for your assistance. Should you have any questions, please contact your Hartford agent, broker or representative. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form 100722 11th Rev. Printed in U.S.A. Insurance Policy Billing Information Thank you for selecting The Hartford for your business insurance needs. Shortly, you will receive your first bill from us. You are receiving this Notice so you know what to expect as a valued customer of The Hartford. Should you have any questions after reviewing this information, please contact us at 866-467-8730, and we will be happy to assist you. o Your total policy premium will appear on your policy’s Declarations Page. You will be billed based on the payment plan you selected. o You may pay the "minimum due" as it appears on your insurance bill or pay the policy balance in full. o An installment service fee is added to each installment. A late fee will also be applied if the "minimum due" is not received by the due date shown on your bill. Service and late payment fees do not apply in all states. o If you selected installment billing, any credit or additional premium due as the result of a change made to your policy, will be spread over the remaining billing installments. Additional premium due as a result of an audit will be billed in full on your next bill date following the completion of the audit. o If you elected Electronic Funds Transfer (EFT), policy changes may result in changes to the amount automatically withdrawn from your bank account. The invoice you receive following a policy change will include future withdrawal amounts. If you need to adjust or stop your next scheduled EFT withdrawal, please contact us at least 3 days prior to the scheduled withdrawal date at the telephone number shown below. o If you selected installment billing and pay the premiums for your first policy term on time, at renewal, your account may qualify for our "Equal Installment" feature. This means that the percentage due for each installment, including the initial renewal installment, will be the same throughout the policy term – helping you better manage cash flow. Equal installments will continue as long as you pay your premiums on time and no cancellation notices are issued for any policy on your account. If you no longer qualify for Equal Installments, future renewals will be billed based on the payment plan you selected, which includes a higher initial installment amount. o If your policy is eligible for renewal, your bill for the upcoming policy term will be sent to you approximately 30 days prior to your policy’s renewal date. If your insurance needs change, please contact us at least 60 days prior to your renewal date so we can properly address any adjustments needed. o One bill convenience -- you have the option of combining all eligible Hartford policies on one single bill allowing you to make one payment for all policies on your account as payments are due. You’re In Control In addition to selecting a bill plan option that best meets your budget, you have the flexibility to decide how your payments are made … o Repetitive EFT: Sign up for Repetitive EFT payments and have payments automatically withdrawn from your bank account. This option saves you money by reducing the amount of the installment service fee. o Pay Online: Register at www.thehartford.com/servicecenter. Online Bill Pay is Quick, Easy and Secure! o Pay by Check: Send a check with your remittance stub in the envelope provided with your bill. o Pay by Phone: Call toll-free 1-866-467-8730. Should you have any questions about your bill, please call Customer Service toll-free number: 1-866-467-8730 - 7AM – 7PM CST. We look forward to being of service to you. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form SS 89 93 07 16 Page 1 of 1 © 2016, The Hartford IMPORTANT NOTICE TO POLICYHOLDERS THE HARTFORD CYBER CENTER WEBSITE ACCESS Thank you for choosing The Hartford for your business insurance needs. You are receiving this Notice because you purchased a business owner's policy from The Hartford, (your Policy was issued by The Hartford writing company identified on your policy Declarations page) which includes access to The Hartford Cyber Center. This portal was created because we recognize that businesses face a variety of cyber-related exposures and need help managing the related risks. These exposures include data breaches, computer virus attacks and cyber extortion threats. Through The Hartford Cyber Center, you have access to: o A panel of third party incident response service providers o Third party cybersecurity pre-incident service providers and a list of approved services to help protect your business before a cyber-threat occurs o Risk management tools, including self-assessments, best practice guides, templates, sample incident response plans, and data breach cost calculators o White papers, blogs and webinars from leading privacy and security practitioners o Up-to-date cyber-related news and events, including examples of privacy and security related events Accessing The Hartford Cyber Center is easy 1. Visit www.thehartford.com/cybercenter 2. Enter policyholder information 3. Access code: 952689 4. Login to The Hartford Cyber Center This Notice does not amend or otherwise affect the provisions of your business owner's policy. Coverage Options: The Hartford offers a variety of endorsements to your business owner's policy that can help protect your business from a broad range of cyber-related threats. Please review your coverage with your insurance agent or broker to determine the most appropriate cyber coverages and limits for your business. Claims Reporting: If you have a claim, you can report it by calling The Hartford's toll-free claims line at 1-800-327-3636. Should you have any questions, please contact your insurance agent, broker or you may contact us directly. We appreciate your business and look forward to being of continued service to you. Please be aware that: o The Hartford Cyber Center is a proprietary web portal exclusively provided to customers of The Hartford. Please do not share the access code with anyone outside your organization. o Registration is required to access the Cyber Center. You may register as many users as necessary. o Contacting a service provider about any issue does not constitute providing The Hartford notice of a claim as required under your insurance policy. Read your insurance policy and discuss any questions with your agent or broker. The Hartford Cyber Center provides third party service provider references and materials for educational purposes only. The Hartford does not specifically endorse any such service provider within The Hartford Cyber Center and hereby disclaims all liability with respect to use of or reliance on such service providers. All service providers are independent contractors and not agents of The Hartford. The Hartford does not warrant the performance of the service providers, even if such services are covered under your Business Owners Policy. We strongly encourage you to conduct your own assessments of the service providers' services and the fitness or adequacy of such services for your particular needs. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form SS 00 01 03 14 Page 1 of 1 ® Business Owner’s Policy DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form G-3418-0 PRODUCER COMPENSATION NOTICE You can review and obtain information on The Hartford’s producer compensation practices at www.TheHartford.com or at 1-800-592-5717. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 45 SBM AK0921 $4.00 POLICY NUMBER: THIS ENDORSEMENT IS ATTACHED TO AND MADE PART OF YOUR POLICY IN RESPONSE TO THE DISCLOSURE REQUIREMENTS OF THE TERRORISM RISK INSURANCE ACT. Form SS 83 76 01 15 Page 1 of 2 © 2015 , The Hartford (Includes copyrighted material of the Insurance Services Office, Inc., with its permission.) DISCLOSURE PURSUANT TO TERRORISM RISK INSURANCE ACT SCHEDULE Terrorism Premium: $ A. Disclosure Of Premium In accordance with the federal Terrorism Risk Insurance Act, as amended (TRIA), we are required to provide you with a notice disclosing the portion of your premium, if any, attributable to coverage for "certified acts of terrorism" under TRIA. The portion of your premium attributable to such coverage is shown in the Schedule of this endorsement. B. The following definition is added with respect to the provisions of this endorsement: 1. A "certified act of terrorism" means an act that is certified by the Secretary of the Treasury, in accordance with the provisions of TRIA, to be an act of terrorism under TRIA. The criteria contained in TRIA for a "certified act of terrorism" include the following: a. The act results in insured losses in excess of $5 million in the aggregate, attributable to all types of insurance subject to TRIA; and b. The act results in damage within the United States, or outside the United States in the case of certain air carriers or vessels or the premises of an United States mission; and c. The act is a violent act or an act that is dangerous to human life, property or infrastructure and is committed by an individual or individuals as part of an effort to coerce the civilian population of the United States or to influence the policy or affect the conduct of the United States Government by coercion C. Disclosure Of Federal Share Of Terrorism Losses The United States Department of the Treasury will reimburse insurers for a portion of insured losses, as indicated in the table below, attributable to "certified acts of terrorism" under TRIA that exceeds the applicable insurer deductible: Calendar Year Federal Share of Terrorism Losses 2015 85% 2016 84% 2017 83% 2018 82% 2019 81% 2020 or later 80% Form SS 83 76 01 15 Page 2 of 2 D. Cap On Insurer Liability for Terrorism Losses If aggregate industry insured losses attributable to "certified acts of terrorism" under TRIA exceed $100 billion in a calendar year and we have met, or will meet, our insurer deductible under TRIA, we shall not be liable for the payment of any portion of the amount of such losses that exceed $100 billion. In such case, your coverage for terrorism losses may be reduced on a pro-rata basis in accordance with procedures established by the Treasury, based on its estimates of aggregate industry losses and our estimate that we will exceed our insurer deductible. In accordance with the Treasury's procedures, amounts paid for losses may be subject to further adjustments based on differences between actual losses and estimates. E. Application of Other Exclusions The terms and limitations of any terrorism exclusion, the inapplicability or omission of a terrorism exclusion, or the inclusion of terrorism coverage, do not serve to create coverage for any loss which would otherwise be excluded under this Coverage Form, Coverage Part or Policy. F. All other terms and conditions remain the same. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form SS 90 03 03 17 Page 1 of 1 © 2017, The Hartford IMPORTANT NOTICE TO POLICYHOLDERS - UNMANNED AIRCRAFT - LIABILITY ENDORSEMENT Thank you for trusting The Hartford with your Business Insurance needs. You are receiving this Notice because an Unmanned Aircraft - Liability Endorsement (Form SS 42 06) has been added to your policy. This form modifies the Aircraft, Auto or Watercraft exclusion such that any coverage for unmanned aircraft is completely excluded. This is a reduction in the coverage provided by your policy. In addition, the Personal and Advertising Injury exclusion in your Business Liability Coverage (Form SS 00 08) is revised to exclude coverage for Personal and Advertising Injury damages arising out of the ownership, maintenance, use or entrustment to others of any aircraft that is an "unmanned aircraft". This is a reduction in the coverage provided by your policy. The changes described above do not impact your policy premium. However; if the box next to Option 1 on Form SS 42 06 (included in your policy package following your declarations page) is selected, Bodily Injury and Property Damage coverage for "unmanned aircraft" applies to your policy. If the box next to Option 2 is selected, Personal and Advertising Injury coverage for "unmanned aircraft" applies to your policy. If neither option is selected, you may have the option of purchasing Bodily Injury and Property Damage coverage for "unmanned aircraft," Personal and Advertising Injury coverage for "unmanned aircraft" or both for an additional premium. Please contact your agent, broker or representative of The Hartford to understand if your business is eligible to purchase these coverages or for any questions about these changes. Please be aware that no coverage is provided by this Notice nor should it be construed to replace any provision of your policy. You should read your policy and review your Declarations Page for complete information on the coverages you are provided. If there is a conflict between the policy and this Notice, the provisions of the policy shall prevail. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form PC-374-0 Printed in U.S.A. IMPORTANT NOTICE TO POLICYHOLDERS To help your insurance keep pace with increasing costs, we have increased your amount of insurance . . . giving you better protection in case of either a partial, or total loss to your property. If you feel the new amount is not the proper one, please contact your agent or broker. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 45 SBM AK0921 05/29/19 07/26/20 POLICY NUMBER: Form SS 83 23 12 14 Page 1 of 2 Process Date: Policy Expiration Date: © 2014, The Hartford IMPORTANT NOTICE TO POLICYHOLDER COLORADO DISCLOSURE NOTICE CLAIMS MADE COVERAGE PART This endorsement modifies insurance provided under the following: EDUCATOR’S LEGAL LIABILITY CONDOMINIUM ASSOCIATION DIRECTORS AND OFFICERS LIABILITY EMPLOYMENT PRACTICES LIABILITY FAILSAFE® MEGA TECHNOLOGY ERRORS OR OMISSIONS LIABILITY DATA BREACH COVERAGE – DEFENSE AND LIABILITY THIS DISCLOSURE FORM IS NOT YOUR POLICY. IT MERELY DESCRIBES SOME OF THE MAJOR FEATURES OF OUR CLAIMS MADE POLICY. READ YOUR POLICY CAREFULLY TO DETERMINE RIGHTS, DUTIES, AND WHAT IS AND IS NOT COVERED, ONLY THE PROVISIONS OF YOUR POLICY DETERMINE THE SCOPE OF YOUR INSURANCE PROTECTION. You are receiving this notice because your Spectrum policy contains claims made coverage part that applies to the five coverages listed above. Claims made coverage applies only to claims made against you after the inception date and before the end of the policy period involving injury or damage that occurs after the policy Retroactive Date. When claims made coverage is terminated an Extended Reporting Period may be available. HOW IS OCCURRENCE DIFFERENT FROM CLAIMS MADE? There is no difference in the kinds of injury and damage covered by either an "occurrence" policy or a "claims made" policy. However, claims for damages may be assigned to different policy periods depending on which coverage (occurrence or claims made) applies. With "occurrence" coverage, coverage is provided for injury or damage that occurs during the policy period, no matter when the claim is made. With "claims made" coverage, coverage is provided if the claim for injury or damage is first made during the policy period. The claim must be a demand for damages by a third party but it does not have to be in writing. Usually, a claim is made when it is received and recorded by you or by us. Sometimes, however, a claim may be considered made at an earlier time. This can happen when another claim for the same injury or damage has already been made, or when the claim is received and recorded during an extended reporting period. PRINCIPAL BENEFITS AND COVERAGE This policy provides coverage for errors or omissions injury up to the maximum dollar limit specified in the policy. The principal benefits and coverage are explained in detail in your claims made policy. Please read it carefully and consult your agent about any questions you may have. EXCEPTIONS, REDUCTIONS AND LIMITATIONS Your claims made policy contains certain exceptions, reductions and limitations. Please read them carefully and consult your agent about any questions you might have. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Page 2 of 2 Form SS 83 23 12 14 RENEWALS, TAILS AND EXTENDED REPORTING PERIODS Your claims made policy has some unique features regarding renewal, extended reporting periods, and coverage of occurrences which happen over a period of time. These special claims made provisions are described below: Special "Claims Made" Provisions Two concepts relating to continuation of coverage under the "claims made" policy are especially important to understand. These are the Retroactive Date and the Extended Reporting Period. Retroactive Date When you have a Retroactive Date shown on the Declarations page, there is no coverage for injury or damage that occurred before the Retroactive Date, even if the claim is first made during the policy period. If there is no Retroactive Date entered on the Declarations page, the policy will respond only to claims first made during the policy period for covered injury or damage, no matter when the injury or damage occurred. If there is no Retroactive Date shown on the Declarations page, the policy will provide coverage only for claims first made during the policy period for a covered injury or damage, no matter when the injury or damage happened. If you switch from an occurrence policy to a claims-made policy, the retroactive date in your claims-made policy should be no later than the expiration date of the occurrence policy. When replacing a claims-made policy with a claims-made policy, you should consider the following: a. The retroactive date in the replacement policy should extend far enough back in time to cover any events with long periods of liability exposure; or b. If the retroactive date in the replacement policy does not extend far enough back in time to cover events with long periods of liability exposure, you should consider purchasing extended reporting period coverage under the old claims-made policy. Usually, a Retroactive Date cannot be moved ahead in time, except under certain circumstances (e.g., you changed insurers; there is a substantial change in your operations that increases your potential for loss; you did not provide us with information you knew about in relation to the nature of your business or premises), and then only with your written consent. It is important to understand how the "claims made" policy’s Extended Reporting Period provides continuity of coverage if you are offered a renewal or replacement policy with a Retroactive Date that is later than the one in your current policy. EXTENDED REPORTING PERIODS OR "TAILS" WARNING: If a claim is made after your claims made policy has terminated, you may not have coverage for that claim unless you purchase an Extended Reporting Period or "tail" endorsement, which must be offered to you with at least the aggregate limits provided for that coverage on your terminated policy, for a least one year, at a premium not to exceed 200% of your terminated policy premium for that coverage. CAREFULLY REVIEW THE POLICY PROVISIONS REGARDING THE AVAILABLE EXTENDED REPORTING PERIOD, ESPECIALLY THE LENGTH OF COVERAGE, PRICE, AND THE TIME DURING WHICH YOU MUST PURCHASE OR ACCEPT ANY OFFERRED EXTENDED REPORTING PERIOD. AVAILABILITY OF LOSS INFORMATION Upon your written request and within 30 days thereafter, we will furnish you: a. Information on closed claims as respects the date of claim and the amount(s) paid, if any; and b. Information on open claims as respects the date of claim and the amount of reserve, if any. Amounts reserved are based on our judgment. They are subject to change and should not be considered as ultimate settlement values. Thank you for your assistance. Should you have any questions, please contact your Hartford agent, broker or representative. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 001 (CONTINUED ON NEXT PAGE) 05/29/19 07/26/20 21 09 AK SBM TWIN CITY FIRE INSURANCE COMPANY ONE HARTFORD PLAZA, HARTFORD, CT 06155 7 45 SBM AK0921 SA SEQUOIA LEADERSHIP GROUP 1925 SHEELY DR FORT COLLINS CO 80526 07/26/19 07/26/20 365 DAYS HUNTINGTON INSURANCE INC 452000 45 SBM AK0921 INDIVIDUAL NON-AUDITABLE NONE $250 MP 05/29/19 Form SS 00 02 12 06 Page Process Date: Policy Expiration Date: This Spectrum Policy consists of the Declarations, Coverage Forms, Common Policy Conditions and any other Forms and Endorsements issued to be a part of the Policy. This insurance is provided by the stock insurance company of The Hartford Insurance Group shown below. INSURER: COMPANY CODE: Policy Number: SPECTRUM POLICY DECLARATIONS Named Insured and Mailing Address: (No., Street, Town, State, Zip Code) Policy Period: From To 12:01 a.m., Standard time at your mailing address shown above. Exception: 12 noon in New Hampshire. Name of Agent/Broker: Code: Previous Policy Number: Named Insured is: Audit Period: Type of Property Coverage: Insurance Provided: In return for the payment of the premium and subject to all of the terms of this policy, we agree with you to provide insurance as stated in this policy. ____________________________________________________________________________________________________________________ TOTAL ANNUAL PREMIUM IS: ______________________________________________________________________________________________ Countersigned by Authorized Representative Date DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 002 (CONTINUED ON NEXT PAGE) 05/29/19 07/26/20 45 SBM AK0921 001 001 1925 SHEELY DR FORT COLLINS CO 80526 Consultant - NOC NO COVERAGE NO COVERAGE NO COVERAGE NO COVERAGE MONEY AND SECURITIES INSIDE THE PREMISES OUTSIDE THE PREMISES NO COVERAGE NO COVERAGE Form SS 00 02 12 06 Page Process Date: Policy Expiration Date: SPECTRUM POLICY DECLARATIONS (Continued) POLICY NUMBER: Location(s), Building(s), Business of Named Insured and Schedule of Coverages for Premises as designated by Number below. Location: Building: Description of Business: Deductible: BUILDING AND BUSINESS PERSONAL PROPERTY LIMITS OF INSURANCE BUILDING BUSINESS PERSONAL PROPERTY REPLACEMENT COST PERSONAL PROPERTY OF OTHERS REPLACEMENT COST DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 003 (CONTINUED ON NEXT PAGE) 05/29/19 07/26/20 45 SBM AK0921 $1,000,000 $ 10,000 $1,000,000 $1,000,000 $2,000,000 FORM SS 05 09 $2,000,000 FORM SS 09 01 $ 10,000 NOT APPLICABLE $ 10,000 07262018 Form SS 00 02 12 06 Page Process Date: Policy Expiration Date: SPECTRUM POLICY DECLARATIONS (Continued) POLICY NUMBER: BUSINESS LIABILITY LIMITS OF INSURANCE LIABILITY AND MEDICAL EXPENSES MEDICAL EXPENSES - ANY ONE PERSON PERSONAL AND ADVERTISING INJURY DAMAGES TO PREMISES RENTED TO YOU ANY ONE PREMISES AGGREGATE LIMITS PRODUCTS-COMPLETED OPERATIONS GENERAL AGGREGATE EMPLOYMENT PRACTICES LIABILITY COVERAGE: EACH CLAIM LIMIT DEDUCTIBLE - EACH CLAIM LIMIT AGGREGATE LIMIT RETROACTIVE DATE: This Employment Practices Liability Coverage contains claims made coverage. Except as may be otherwise provided herein, specified coverages of this insurance are limited generally to liability for injuries for which claims are first made against the insured while the insurance is in force. Please read and review the insurance carefully and discuss the coverage with your Hartford Agent or Broker. The Limits of Insurance stated in this Declarations will be reduced, and may be completely exhausted, by the payment of "defense expense" and, in such event, The Company will not be obligated to pay any further "defense expense" or sums which the insured is or may become legally obligated to pay as "damages". DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 004 (CONTINUED ON NEXT PAGE) 05/29/19 07/26/20 45 SBM AK0921 LOCATION 001 BUILDING 001 TYPE VENDOR NAME SEE FORM IH 12 00 Form SS 00 02 12 06 Page Process Date: Policy Expiration Date: SPECTRUM POLICY DECLARATIONS (Continued) POLICY NUMBER: ADDITIONAL INSUREDS: THE FOLLOWING ARE ADDITIONAL INSUREDS FOR BUSINESS LIABILITY COVERAGE IN THIS POLICY. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 005 05/29/19 07/26/20 45 SBM AK0921 SS 00 01 03 14 SS 00 05 10 08 SS 00 08 04 05 SS 00 60 09 15 SS 00 64 09 16 SS 01 33 11 13 SS 42 06 03 17 SS 41 63 06 11 SS 05 09 07 00 SS 05 47 09 15 SS 09 01 12 14 SS 09 53 10 08 SS 09 67 09 14 SS 09 70 12 14 SS 09 71 12 14 SS 09 73 12 14 SS 50 19 01 15 IH 99 40 04 09 IH 99 41 04 09 SS 83 76 01 15 SS 89 93 07 16 IH 12 00 11 85 ADDITIONAL INSURED - VENDOR Form SS 00 02 12 06 Page Process Date: Policy Expiration Date: SPECTRUM POLICY DECLARATIONS (Continued) POLICY NUMBER: Form Numbers of Forms and Endorsements that apply: DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form SS 00 05 10 08 © 2008, The Hartford COMMON POLICY CONDITIONS DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form SS 00 05 10 08 QUICK REFERENCE - SPECTRUM POLICY DECLARATIONS and COMMON POLICY CONDITIONS I. DECLARATIONS Named Insured and Mailing Address Policy Period Description and Business Location Coverages and Limits of Insurance II. COMMON POLICY CONDITIONS Beginning on Page A. Cancellation 1 B. Changes 1 C. Concealment, Misrepresentation Or Fraud 2 D. Examination Of Your Books And Records 2 E. Inspections And Surveys 2 F. Insurance Under Two Or More Coverages 2 G. Liberalization 2 H. Other Insurance - Property Coverage 2 I. Premiums 2 J. Transfer Of Rights Of Recovery Against Others To Us 2 K. Transfer Of Your Rights And Duties Under This Policy 3 L. Premium Audit 3 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form SS 00 05 10 08 Page 1 of 3 © 2008, The Hartford (Includes copyrighted material of Insurance Services Office, Inc. with its permission) COMMON POLICY CONDITIONS All coverages of this policy are subject to the following conditions. A. Cancellation 1. The first Named Insured shown in the Declarations may cancel this policy by mailing or delivering to us advance written notice of cancellation. 2. We may cancel this policy by mailing or delivering to the first Named Insured written notice of cancellation at least: a. 5 days before the effective date of cancellation if any one of the following conditions exists at any building that is Covered Property in this policy: (1) The building has been vacant or unoccupied 60 or more consecutive days. This does not apply to: (a) Seasonal unoccupancy; or (b) Buildings in the course of construction, renovation or addition. Buildings with 65% or more of the rental units or floor area vacant or unoccupied are considered unoccupied under this provision. (2) After damage by a Covered Cause of Loss, permanent repairs to the building: (a) Have not started; and (b) Have not been contracted for, within 30 days of initial payment of loss. (3) The building has: (a) An outstanding order to vacate; (b) An outstanding demolition order; or (c) Been declared unsafe by governmental authority. (4) Fixed and salvageable items have been or are being removed from the building and are not being replaced. This does not apply to such removal that is necessary or incidental to any renovation or remodeling. (5) Failure to: (a) Furnish necessary heat, water, sewer service or electricity for 30 consecutive days or more, except during a period of seasonal unoccupancy; or (b) Pay property taxes that are owing and have been outstanding for more than one year following the date due, except that this provision will not apply where you are in a bona fide dispute with the taxing authority regarding payment COMMON POLICY CONDITIONS Page 2 of 3 Form SS 00 05 10 08 C. Concealment, Misrepresentation Or Fraud This policy is void in any case of fraud by you as it relates to this policy at any time. It is also void if you or any other insured, at any time, intentionally conceal or misrepresent a material fact concerning: 1. This policy; 2. The Covered Property; 3. Your interest in the Covered Property; or 4. A claim under this policy. D. Examination Of Your Books And Records We may examine and audit your books and records as they relate to the policy at any time during the policy period and up to three years afterward. E. Inspections And Surveys 1. We have the right but are not obligated to: a. Make inspections and surveys at any time; b. Give you reports on the conditions we find; and c. Recommend changes. 2. Any inspections, surveys, reports or recommendations will relate only to insurability and the premiums to be charged. We do not make safety inspections. We do not undertake to perform the duty of any person or organization to provide for the health or safety of any person. We do not represent or warrant that conditions: a. Are safe or healthful; or b. Comply with laws, regulations, codes or standards. 3. This condition applies not only to us, but also to any rating, advisory, rate service or similar organization which makes insurance inspections, surveys, reports or recommendations on our behalf. F. Insurance Under Two Or More Coverages If two or more of this policy's coverages apply to the same loss or damage, we will not pay more than the actual amount of the loss or damage. G. Liberalization If we adopt any revision that would broaden the coverage under this policy without additional premium within 45 days prior to, or at any time during, the policy period, the broadened coverage will immediately apply to this policy. H. Other Insurance - Property Coverage If there is other insurance covering the same loss or damage, we will pay only for the amount of covered loss or damage in excess of the amount due from that other insurance, whether you can collect on it or not. But we will not pay more than the applicable Limit of Insurance. I. Premiums 1. The first Named Insured shown in the Declarations: a. Is responsible for the payment of all premiums; and COMMON POLICY CONDITIONS Form SS 00 05 10 08 Page 3 of 3 a. Someone insured by this insurance; b. A business firm: (1) Owned or controlled by you; or (2) That owns or controls you; or c. Your tenant. You may also accept the usual bills of lading or shipping receipts limiting the liability of carriers. This will not restrict your insurance. K. Transfer Of Your Rights And Duties Under This Policy Your rights and duties under this policy may not be transferred without our written consent except in the case of death of an individual Named Insured. If you die, your rights and duties will be transferred to your legal representative but only while acting within the scope of duties as your legal representative. Until your legal representative is appointed, anyone having proper temporary custody of your property will have your rights and duties but only with respect to that property. L. Premium Audit a. We will compute all premiums for this policy in accordance with our rules and rates. b. The premium amount shown in the Declarations is a deposit premium only. At the close of each audit period we will compute the earned premium for that period. Any additional premium found to be due as a result of the audit are due and payable on notice to the first Named Insured. If the deposit premium paid for the policy term is greater than the earned premium, we will return the excess to the first Named Insured. c. The first Named Insured must maintain all records related to the coverage provided by this policy and necessary to finalize the premium audit, and send us copies of the same upon our request. Our President and Secretary have signed this policy. Where required by law, the Declarations page has also been countersigned by our duly authorized representative. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form SS 00 08 04 05 © 2005, The Hartford BUSINESS LIABILITY COVERAGE FORM DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form SS 00 08 04 05 QUICK REFERENCE BUSINESS LIABILITY COVERAGE FORM READ YOUR POLICY CAREFULLY BUSINESS LIABILITY COVERAGE FORM Beginning on Page A. COVERAGES 1 Business Liability 1 Medical Expenses 2 Coverage Extension - Supplementary Payments 2 B. EXCLUSIONS 3 C. WHO IS AN INSURED 10 D. LIABILITY AND MEDICAL EXPENSES LIMITS OF INSURANCE 14 E. LIABILITY AND MEDICAL EXPENSES GENERAL CONDITIONS 15 1. Bankruptcy 15 2. Duties In The Event Of Occurrence, Offense, Claim Or Suit 15 3. Financial Responsibility Laws 16 4. Legal Action Against Us 16 5. Separation Of Insureds 16 6. Representations 16 7. Other Insurance 16 8. Transfer Of Rights Of Recovery Against Others To Us 17 F. OPTIONAL ADDITIONAL INSURED COVERAGES 18 Additional Insureds 18 G. LIABILITY AND MEDICAL EXPENSES DEFINITIONS 20 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form SS 00 08 04 05 Page 1 of 24 © 2005, The Hartford BUSINESS LIABILITY COVERAGE FORM Various provisions in this policy restrict coverage. Read the entire policy carefully to determine rights, duties and what is and is not covered. Throughout this policy the words "you" and "your" refer to the Named Insured shown in the Declarations. The words "we", "us" and "our" refer to the stock insurance company member of The Hartford providing this insurance. The word "insured" means any person or organization qualifying as such under Section C. - Who Is An Insured. Other words and phrases that appear in quotation marks have special meaning. Refer to Section G. - Liability And Medical Expenses Definitions. A. COVERAGES 1. BUSINESS LIABILITY COVERAGE (BODILY INJURY, PROPERTY DAMAGE, PERSONAL AND ADVERTISING INJURY) Insuring Agreement a. We will pay those sums that the insured becomes legally obligated to pay as damages because of "bodily injury", "property damage" or "personal and advertising injury" to which this insurance applies. We will have the right and duty to defend the insured against any "suit" seeking those damages. However, we will have no duty to defend the insured against any "suit" seeking damages for "bodily injury", "property damage" or "personal and advertising injury" to which this insurance does not apply. We may, at our discretion, investigate any "occurrence" or offense and settle any claim or "suit" that may result. But: (1) The amount we will pay for damages is limited as described in Section D. - Liability And Medical Expenses Limits Of Insurance; and (2) Our right and duty to defend ends when we have used up the applicable limit of insurance in the payment of judgments, settlements or medical expenses to which this insurance applies. No other obligation or liability to pay sums or perform acts or services is covered unless explicitly provided for under Coverage Extension - Supplementary Payments. b. This insurance applies: (1) To "bodily injury" and "property damage" only if: (a) The "bodily injury" or "property damage" is caused by an "occurrence" that takes place in the "coverage territory"; (b) The "bodily injury" or "property damage" occurs during the policy period; and (c) Prior to the policy period, no insured listed under Paragraph 1. of Section C. – Who Is An Insured and no "employee" authorized by you to give or receive notice of an "occurrence" or claim, knew that the "bodily injury" BUSINESS LIABILITY COVERAGE FORM Page 2 of 24 Form SS 00 08 04 05 (2) Receives a written or verbal demand or claim for damages because of the "bodily injury" or "property damage"; or (3) Becomes aware by any other means that "bodily injury" or "property damage" has occurred or has begun to occur. d. Damages because of "bodily injury" include damages claimed by any person or organization for care, loss of services or death resulting at any time from the "bodily injury". e. Incidental Medical Malpractice (1) "Bodily injury" arising out of the rendering of or failure to render professional health care services as a physician, dentist, nurse, emergency medical technician or paramedic shall be deemed to be caused by an "occurrence", but only if: (a) The physician, dentist, nurse, emergency medical technician or paramedic is employed by you to provide such services; and (b) You are not engaged in the business or occupation of providing such services. (2) For the purpose of determining the limits of insurance for incidental medical malpractice, any act or omission together with all related acts or omissions in the furnishing of these services to any one person will be considered one "occurrence". 2. MEDICAL EXPENSES Insuring Agreement a. We will pay medical expenses as described below for "bodily injury" caused by an accident: (1) On premises you own or rent; (2) On ways next to premises you own or rent; or (3) Because of your operations; provided that: (1) The accident takes place in the "coverage territory" and during the policy period; (2) The expenses are incurred and reported to us within three years of the date of the accident; and (3) The injured person submits to examination, at our expense, by physicians of our choice as often as we reasonably require. b. We will make these payments regardless of fault. These payments will not exceed the applicable limit of insurance. We will pay reasonable expenses for: (1) First aid administered at the time of an BUSINESS LIABILITY COVERAGE FORM Form SS 00 08 04 05 Page 3 of 24 b. If we defend an insured against a "suit" and an indemnitee of the insured is also named as a party to the "suit", we will defend that indemnitee if all of the following conditions are met: (1) The "suit" against the indemnitee seeks damages for which the insured has assumed the liability of the indemnitee in a contract or agreement that is an "insured contract"; (2) This insurance applies to such liability assumed by the insured; (3) The obligation to defend, or the cost of the defense of, that indemnitee, has also been assumed by the insured in the same "insured contract"; (4) The allegations in the "suit" and the information we know about the "occurrence" are such that no conflict appears to exist between the interests of the insured and the interest of the indemnitee; (5) The indemnitee and the insured ask us to conduct and control the defense of that indemnitee against such "suit" and agree that we can assign the same counsel to defend the insured and the indemnitee; and (6) The indemnitee: (a) Agrees in writing to: (i) Cooperate with us in the investigation, settlement or defense of the "suit"; (ii) Immediately send us copies of any demands, notices, summonses or legal papers received in connection with the "suit"; (iii) Notify any other insurer whose coverage is available to the indemnitee; and (iv) Cooperate with us with respect to coordinating other applicable insurance available to the indemnitee; and (b) Provides us with written authorization to: (i) Obtain records and other information related to the "suit"; and (ii) Conduct and control the defense of the indemnitee in such "suit". So long as the above conditions are met, attorneys' fees incurred by us in the defense of that indemnitee, necessary litigation expenses incurred by us and necessary litigation expenses incurred BUSINESS LIABILITY COVERAGE FORM Page 4 of 24 Form SS 00 08 04 05 (b) "Bodily injury" or "property damage" assumed in a contract or agreement that is an "insured contract", provided the "bodily injury" or "property damage" occurs subsequent to the execution of the contract or agreement. Solely for the purpose of liability assumed in an "insured contract", reasonable attorneys' fees and necessary litigation expenses incurred by or for a party other than an insured are deemed to be damages because of "bodily injury" or "property damage" provided: (i) Liability to such party for, or for the cost of, that party’s defense has also been assumed in the same "insured contract", and (ii) Such attorneys' fees and litigation expenses are for defense of that party against a civil or alternative dispute resolution proceeding in which damages to which this insurance applies are alleged. c. Liquor Liability "Bodily injury" or "property damage" for which any insured may be held liable by reason of: (1) Causing or contributing to the intoxication of any person; (2) The furnishing of alcoholic beverages to a person under the legal drinking age or under the influence of alcohol; or (3) Any statute, ordinance or regulation relating to the sale, gift, distribution or use of alcoholic beverages. This exclusion applies only if you are in the business of manufacturing, distributing, selling, serving or furnishing alcoholic beverages. d. Workers' Compensation And Similar Laws Any obligation of the insured under a workers' compensation, disability benefits or unemployment compensation law or any similar law. e. Employer’s Liability "Bodily injury" to: (1) An "employee" of the insured arising out of and in the course of: (a) Employment by the insured; or (b) Performing duties related to the conduct of the insured’s business, or (2) The spouse, child, parent, brother or sister of that "employee" as a consequence of (1) above. BUSINESS LIABILITY COVERAGE FORM Form SS 00 08 04 05 Page 5 of 24 (iii) "Bodily injury" or "property damage" arising out of heat, smoke or fumes from a "hostile fire"; (b) 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, storage, disposal, processing or treatment of waste; (c) Which are or were at any time transported, handled, stored, treated, disposed of, or processed as waste by or for: (i) Any insured; or (ii) Any person or organization for whom you may be legally responsible; (d) At or from any premises, site or location on which any insured or any contractors or subcontractors 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, this subparagraph does not apply to: (i) "Bodily injury" or "property damage" arising out of the escape of fuels, lubricants or other operating fluids which are needed to perform the normal electrical, hydraulic or mechanical functions necessary for the operation of "mobile equipment" or its parts, if such fuels, lubricants or other operating fluids escape from a vehicle part designed to hold, store or receive them. This exception does not apply if the "bodily injury" or "property damage" arises out of the intentional discharge, dispersal or release of the fuels, lubricants or other operating fluids, or if such fuels, lubricants or other operating fluids are brought on or to the premises, site or location with the intent that they be discharged, dispersed or released as part of the operations being performed by such insured, contractor or BUSINESS LIABILITY COVERAGE FORM Page 6 of 24 Form SS 00 08 04 05 g. Aircraft, Auto Or Watercraft "Bodily injury" or "property damage" arising out of the ownership, maintenance, use or entrustment to others of any aircraft, "auto" or watercraft owned or operated by or rented or loaned to any insured. Use includes operation and "loading or unloading". This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "property damage" involved the ownership, maintenance, use or entrustment to others of any aircraft, "auto" or watercraft that is owned or operated by or rented or loaned to any insured. This exclusion does not apply to: (1) A watercraft while ashore on premises you own or rent; (2) A watercraft you do not own that is: (a) Less than 51 feet long; and (b) Not being used to carry persons for a charge; (3) Parking an "auto" on, or on the ways next to, premises you own or rent, provided the "auto" is not owned by or rented or loaned to you or the insured; (4) Liability assumed under any "insured contract" for the ownership, maintenance or use of aircraft or watercraft; (5) "Bodily injury" or "property damage" arising out of the operation of any of the equipment listed in Paragraph f.(2) or f.(3) of the definition of "mobile equipment"; or (6) An aircraft that is not owned by any insured and is hired, chartered or loaned with a paid crew. However, this exception does not apply if the insured has any other insurance for such "bodily injury" or "property damage", whether the other insurance is primary, excess, contingent or on any other basis. h. Mobile Equipment "Bodily injury" or "property damage" arising out of: (1) The transportation of "mobile equipment" by an "auto" owned or operated by or rented or loaned to any insured; or (2) The use of "mobile equipment" in, or while in practice or preparation for, a prearranged racing, speed or demolition contest or in any stunting activity. i. War BUSINESS LIABILITY COVERAGE FORM Form SS 00 08 04 05 Page 7 of 24 (8) Optometry or optometric services including but not limited to examination of the eyes and the prescribing, preparation, fitting,demonstration or distribution of ophthalmic lenses and similar products; (9) Any: (a) Body piercing (not including ear piercing); (b) Tattooing, including but not limited to the insertion of pigments into or under the skin; and (c) Similar services; (10) Services in the practice of pharmacy; and (11) Computer consulting, design or programming services, including web site design. Paragraphs (4) and (5) of this exclusion do not apply to the Incidental Medical Malpractice coverage afforded under Paragraph 1.e. in Section A. - Coverages. k. Damage To Property "Property damage" to: (1) Property you own, rent or occupy, including any costs or expenses incurred by you, or any other person, organization or entity, for repair, replacement, enhancement, restoration or maintenance of such property for any reason, including prevention of injury to a person or damage to another's property; (2) Premises you sell, give away or abandon, if the "property damage" arises out of any part of those premises; (3) Property loaned to you; (4) Personal property in the care, custody or control of the insured; (5) That particular part of real property on which you or any contractors or subcontractors working directly or indirectly on your behalf are performing operations, if the "property damage" arises out of those operations; or (6) That particular part of any property that must be restored, repaired or replaced because "your work" was incorrectly performed on it. Paragraphs (1), (3) and (4) of this exclusion do not apply to "property damage" (other than damage by fire) to premises, including the contents of such premises, rented to you for a period of 7 or fewer consecutive days. A separate Limit of Insurance applies to Damage To Premises Rented To You as described in Section D. - Limits Of Insurance. BUSINESS LIABILITY COVERAGE FORM Page 8 of 24 Form SS 00 08 04 05 o. Recall Of Products, Work Or Impaired Property Damages claimed for any loss, cost or expense incurred by you or others for the loss of use, withdrawal, recall, inspection, repair, replacement, adjustment, removal or disposal of: (1) "Your product"; (2) "Your work"; or (3) "Impaired property"; if such product, work or property is withdrawn or recalled from the market or from use by any person or organization because of a known or suspected defect, deficiency, inadequacy or dangerous condition in it. p. Personal And Advertising Injury "Personal and advertising injury": (1) Arising out of oral, written or electronic publication of material, if done by or at the direction of the insured with knowledge of its falsity; (2) Arising out of oral, written or electronic publication of material whose first publication took place before the beginning of the policy period; (3) Arising out of a criminal act committed by or at the direction of the insured; (4) Arising out of any breach of contract, except an implied contract to use another’s "advertising idea" in your "advertisement"; (5) Arising out of the failure of goods, products or services to conform with any statement of quality or performance made in your "advertisement"; (6) Arising out of the wrong description of the price of goods, products or services; (7) Arising out of any violation of any intellectual property rights such as copyright, patent, trademark, trade name, trade secret, service mark or other designation of origin or authenticity. However, this exclusion does not apply to infringement, in your "advertisement", of (a) Copyright; (b) Slogan, unless the slogan is also a trademark, trade name, service mark or other designation of origin or authenticity; or (c) Title of any literary or artistic work; (8) Arising out of an offense committed by an insured whose business is: (a) Advertising, broadcasting, publishing or telecasting; BUSINESS LIABILITY COVERAGE FORM Form SS 00 08 04 05 Page 9 of 24 (13) Arising out of a violation of any anti- trust law; (14) Arising out of the fluctuation in price or value of any stocks, bonds or other securities; or (15) Arising out of discrimination or humiliation committed by or at the direction of any "executive officer", director, stockholder, partner or member of the insured. q. Electronic Data Damages arising out of the loss of, loss of use of, damage to, corruption of, inability to access, or inability to manipulate "electronic data". r. Employment-Related Practices "Bodily injury" or "personal and advertising injury" to: (1) A person arising out of any: (a) Refusal to employ that person; (b) Termination of that person's employment; or (c) Employment-related practices, policies, acts or omissions, such as coercion, demotion, evaluation, reassignment, discipline, defamation, harassment, humiliation or discrimination directed at that person; or (2) The spouse, child, parent, brother or sister of that person as a consequence of "bodily injury" or "personal and advertising injury" to the person at whom any of the employment-related practices described in Paragraphs (a), (b), or (c) above is directed. This exclusion applies: (1) Whether the insured may be liable as an employer or in any other capacity; and (2) To any obligation to share damages with or repay someone else who must pay damages because of the injury. s. Asbestos (1) "Bodily injury", "property damage" or "personal and advertising injury" arising out of the "asbestos hazard". (2) Any damages, judgments, settlements, loss, costs or expenses that: (a) May be awarded or incurred by reason of any claim or suit alleging actual or threatened injury or damage of any nature or kind to persons or property which would not have occurred in whole or in part but for the "asbestos hazard"; (b) Arise out of any request, demand, BUSINESS LIABILITY COVERAGE FORM Page 10 of 24 Form SS 00 08 04 05 2. Applicable To Medical Expenses Coverage We will not pay expenses for "bodily injury": a. Any Insured To any insured, except "volunteer workers". b. Hired Person To a person hired to do work for or on behalf of any insured or a tenant of any insured. c. Injury On Normally Occupied Premises To a person injured on that part of premises you own or rent that the person normally occupies. d. Workers' Compensation And Similar Laws To a person, whether or not an "employee" of any insured, if benefits for the "bodily injury" are payable or must be provided under a workers' compensation or disability benefits law or a similar law. e. Athletics Activities To a person injured while practicing, instructing or participating in any physical exercises or games, sports or athletic contests. f. Products-Completed Operations Hazard Included with the "products-completed operations hazard". g. Business Liability Exclusions Excluded under Business Liability Coverage. C. WHO IS AN INSURED 1. If you are designated in the Declarations as: a. 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. b. A partnership or joint venture, you are an insured. Your members, your partners, and their spouses are also insureds, but only with respect to the conduct of your business. c. 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 managers. d. An organization other than a partnership, joint venture or limited liability company, you are an insured. Your "executive officers" and directors are insureds, but only with respect to their duties as your officers or directors. Your stockholders are also insureds, but only with respect to their liability as stockholders. e. A trust, you are an insured. Your trustees are also insureds, but only with respect to their duties as trustees. 2. Each of the following is also an insured: a. Employees And Volunteer Workers Your "volunteer workers" only while performing duties related to the conduct of BUSINESS LIABILITY COVERAGE FORM Form SS 00 08 04 05 Page 11 of 24 (b) Rented to, in the care, custody or control of, or over which physical control is being exercised for any purpose by you, any of your "employees", "volunteer workers", any partner or member (if you are a partnership or joint venture), or any member (if you are a limited liability company). b. Real Estate Manager Any person (other than your "employee" or "volunteer worker"), or any organization while acting as your real estate manager. c. Temporary Custodians Of Your Property Any person or organization having proper temporary custody of your property if you die, but only: (1) With respect to liability arising out of the maintenance or use of that property; and (2) Until your legal representative has been appointed. d. Legal Representative If You Die Your legal representative if you die, but only with respect to duties as such. That representative will have all your rights and duties under this insurance. e. Unnamed Subsidiary Any subsidiary and subsidiary thereof, of yours which is a legally incorporated entity of which you own a financial interest of more than 50% of the voting stock on the effective date of this Coverage Part. The insurance afforded herein for any subsidiary not shown in the Declarations as a named insured does not apply to injury or damage with respect to which an insured under this insurance is also an insured under another policy or would be an insured under such policy but for its termination or upon the exhaustion of its limits of insurance. 3. Newly Acquired Or Formed Organization Any organization you newly acquire or form, other than a partnership, joint venture or limited liability company, and over which you maintain financial interest of more than 50% of the voting stock, will qualify as a Named Insured if there is no other similar insurance available to that organization. However: a. Coverage under this provision is afforded only until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier; and b. Coverage under this provision does not apply to: (1) "Bodily injury" or "property damage" that occurred; or BUSINESS LIABILITY COVERAGE FORM Page 12 of 24 Form SS 00 08 04 05 contract, written agreement or because of a permit issued by a state or political subdivision, that such person or organization be added as an additional insured on your policy, provided the injury or damage occurs subsequent to the execution of the contract or agreement, or the issuance of the permit. A person or organization is an additional insured under this provision only for that period of time required by the contract, agreement or permit. However, no such person or organization is an additional insured under this provision if such person or organization is included as an additional insured by an endorsement issued by us and made a part of this Coverage Part, including all persons or organizations added as additional insureds under the specific additional insured coverage grants in Section F. – Optional Additional Insured Coverages. a. Vendors Any person(s) or organization(s) (referred to below as vendor), but only with respect to "bodily injury" or "property damage" arising out of "your products" which are distributed or sold in the regular course of the vendor's business and only if this Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products-completed operations hazard". (1) The insurance afforded to the vendor is subject to the following additional exclusions: This insurance does not apply to: (a) "Bodily injury" or "property damage" for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; (b) Any express warranty unauthorized by you; (c) Any physical or chemical change in the product made intentionally by the vendor; (d) Repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; (e) Any failure to make such inspections, adjustments, tests or servicing as the vendor has BUSINESS LIABILITY COVERAGE FORM Form SS 00 08 04 05 Page 13 of 24 (2) With respect to the insurance afforded to these additional insureds, this insurance does not apply to any "occurrence" which takes place after you cease to lease that equipment. c. Lessors Of Land Or Premises (1) Any person or organization from whom you lease land or premises, but only with respect to liability arising out of the ownership, maintenance or use of that part of the land or premises leased to you. (2) With respect to the insurance afforded to these additional insureds, this insurance does not apply to: (a) Any "occurrence" which takes place after you cease to lease that land or be a tenant in that premises; or (b) Structural alterations, new construction or demolition operations performed by or on behalf of such person or organization. d. Architects, Engineers Or Surveyors (1) Any architect, engineer, or surveyor, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: (a) In connection with your premises; or (b) In the performance of your ongoing operations performed by you or on your behalf. (2) With respect to the insurance afforded to these additional insureds, the following additional exclusion 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 services by or for you, including: (a) The preparing, approving, or failure to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders, designs or drawings and specifications; or (b) Supervisory, inspection, architectural or engineering activities. e. Permits Issued By State Or Political Subdivisions (1) Any state or political subdivision, but BUSINESS LIABILITY COVERAGE FORM Page 14 of 24 Form SS 00 08 04 05 (a) The preparing, approving, or failure to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders, designs or drawings and specifications; or (b) Supervisory, inspection, architectural or engineering activities. The limits of insurance that apply to additional insureds are described in Section D. – Limits Of Insurance. How this insurance applies when other insurance is available to an additional insured is described in the Other Insurance Condition in Section E. – Liability And Medical Expenses General Conditions. No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations. D. LIABILITY AND MEDICAL EXPENSES LIMITS OF INSURANCE 1. The Most We Will Pay The Limits of Insurance shown in the Declarations 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. Aggregate Limits The most we will pay for: a. Damages because of "bodily injury" and "property damage" included in the "products-completed operations hazard" is the Products-Completed Operations Aggregate Limit shown in the Declarations. b. Damages because of all other "bodily injury", "property damage" or "personal and advertising injury", including medical expenses, is the General Aggregate Limit shown in the Declarations. This General Aggregate Limit applies separately to each of your "locations" owned by or rented to you. "Location" means premises involving the same or connecting lots, or premises whose connection is interrupted only by a street, roadway or right-of-way of a railroad. This General Aggregate limit does not apply to "property damage" to premises while rented to you or temporarily occupied by you with permission of the owner, arising out of fire, lightning or BUSINESS LIABILITY COVERAGE FORM Form SS 00 08 04 05 Page 15 of 24 If more than one limit of insurance under this policy and any endorsements attached thereto applies to any claim or "suit", the most we will pay under this policy and the endorsements is the single highest limit of liability of all coverages applicable to such claim or "suit". However, this paragraph does not apply to the Medical Expenses limit set forth in Paragraph 3. above. The Limits of Insurance of this Coverage Part apply separately to each consecutive annual period and to any remaining period of less than 12 months, starting with the beginning of the policy period shown in the Declarations, unless the policy period is extended after issuance for an additional period of less than 12 months. In that case, the additional period will be deemed part of the last preceding period for purposes of determining the Limits of Insurance. E. LIABILITY AND MEDICAL EXPENSES GENERAL CONDITIONS 1. Bankruptcy Bankruptcy or insolvency of the insured or of the insured's estate will not relieve us of our obligations under this Coverage Part. 2. Duties In The Event Of Occurrence, Offense, Claim Or Suit a. Notice Of Occurrence Or Offense You or any additional insured must see to it that we are notified as soon as practicable of an "occurrence" or an offense which may result in a claim. To the extent possible, notice should include: (1) How, when and where the "occurrence" or offense 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 "occurrence" or offense. b. Notice Of Claim If a claim is made or "suit" is brought against any insured, you or any additional insured must: (1) Immediately record the specifics of the claim or "suit" and the date received; and (2) Notify us as soon as practicable. You or any additional insured must see to it that we receive a written notice of the claim or "suit" as soon as practicable. c. Assistance And Cooperation Of The Insured 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; BUSINESS LIABILITY COVERAGE FORM Page 16 of 24 Form SS 00 08 04 05 This Paragraph f. applies separately to you and any additional insured. 3. Financial Responsibility Laws a. When this policy is certified as proof of financial responsibility for the future under the provisions of any motor vehicle financial responsibility law, the insurance provided by the policy for "bodily injury" liability and "property damage" liability will comply with the provisions of the law to the extent of the coverage and limits of insurance required by that law. b. With respect to "mobile equipment" to which this insurance applies, we will provide any liability, uninsured motorists, underinsured motorists, no-fault or other coverage required by any motor vehicle law. We will provide the required limits for those coverages. 4. Legal Action Against Us No person or organization has a right under this Coverage Form: a. To join us as a party or otherwise bring us into a "suit" asking for damages from an insured; or b. To sue us on this Coverage Form unless all of its terms have been fully complied with. A person or organization may sue us to recover on an agreed settlement or on a final judgment against an insured; but we will not be liable for damages that are not payable under the terms of this insurance or that are in excess of the applicable limit of insurance. An agreed settlement means a settlement and release of liability signed by us, the insured and the claimant or the claimant's legal representative. 5. Separation Of Insureds Except with respect to the Limits of Insurance, and any rights or duties specifically assigned in this policy to the first Named Insured, this insurance applies: a. As if each Named Insured were the only Named Insured; and b. Separately to each insured against whom a claim is made or "suit" is brought. 6. Representations a. When You Accept This Policy By accepting this policy, you agree: (1) The statements in the Declarations are accurate and complete; (2) Those statements are based upon representations you made to us; and (3) We have issued this policy in reliance upon your representations. b. Unintentional Failure To Disclose Hazards If unintentionally you should fail to disclose BUSINESS LIABILITY COVERAGE FORM Form SS 00 08 04 05 Page 17 of 24 (6) When You Are Added As An Additional Insured To Other Insurance That is other insurance available to you covering liability for damages arising out of the premises or operations, or products and completed operations, for which you have been added as an additional insured by that insurance; or (7) When You Add Others As An Additional Insured To This Insurance That is other insurance available to an additional insured. However, the following provisions apply to other insurance available to any person or organization who is an additional insured under this Coverage Part: (a) Primary Insurance When Required By Contract This insurance is primary if you have agreed in a written contract, written agreement or permit that this insurance be primary. If other insurance is also primary, we will share with all that other insurance by the method described in c. below. (b) Primary And Non-Contributory To Other Insurance When Required By Contract If you have agreed in a written contract, written agreement or permit that this insurance is primary and non-contributory with the additional insured's own insurance, this insurance is primary and we will not seek contribution from that other insurance. Paragraphs (a) and (b) do not apply to other insurance to which the additional insured has been added as an additional insured. When this insurance is excess, we will have no duty under this Coverage Part to defend the insured against any "suit" if any other insurer has a duty to defend the insured against that "suit". If no other insurer defends, we will undertake to do so, but we will be entitled to the insured's rights against all those other insurers. When this insurance is excess over other insurance, we will pay only our share of the amount of the loss, if any, that exceeds the sum of: BUSINESS LIABILITY COVERAGE FORM Page 18 of 24 Form SS 00 08 04 05 F. OPTIONAL ADDITIONAL INSURED COVERAGES If listed or shown as applicable in the Declarations, one or more of the following Optional Additional Insured Coverages also apply. When any of these Optional Additional Insured Coverages apply, Paragraph 6. (Additional Insureds When Required by Written Contract, Written Agreement or Permit) of Section C., Who Is An Insured, does not apply to the person or organization shown in the Declarations. These coverages are subject to the terms and conditions applicable to Business Liability Coverage in this policy, except as provided below: 1. Additional Insured - Designated Person Or Organization WHO IS AN INSURED under Section C. is amended to include as an additional insured the person(s) or organization(s) shown in the Declarations, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: a. In the performance of your ongoing operations; or b. In connection with your premises owned by or rented to you. 2. Additional Insured - Managers Or Lessors Of Premises a. WHO IS AN INSURED under Section C. is amended to include as an additional insured the person(s) or organization(s) shown in the Declarations as an Additional Insured - Designated Person Or Organization; but only with respect to liability arising out of the ownership, maintenance or use of that part of the premises leased to you and shown in the Declarations. b. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to: (1) Any "occurrence" which takes place after you cease to be a tenant in that premises; or (2) Structural alterations, new construction or demolition operations performed by or on behalf of such person or organization. 3. Additional Insured - Grantor Of Franchise WHO IS AN INSURED under Section C. is amended to include as an additional insured the person(s) or organization(s) shown in the Declarations as an Additional Insured - Grantor Of Franchise, but only with respect to their liability as grantor of franchise to you. BUSINESS LIABILITY COVERAGE FORM Form SS 00 08 04 05 Page 19 of 24 Insured – State Or Political Subdivision - Permits, but only with respect to operations performed by you or on your behalf for which the state or political subdivision has issued a permit. b. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to: (1) "Bodily injury", "property damage" or "personal and advertising injury" arising out of operations performed for the state or municipality; or (2) "Bodily injury" or "property damage" included in the "product-completed operations" hazard. 7. Additional Insured – Vendors a. WHO IS AN INSURED under Section C. is amended to include as an additional insured the person(s) or organization(s) (referred to below as vendor) shown in the Declarations as an Additional Insured - Vendor, but only with respect to "bodily injury" or "property damage" arising out of "your products" which are distributed or sold in the regular course of the vendor's business and only if this Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products-completed operations hazard". b. The insurance afforded to the vendor is subject to the following additional exclusions: (1) This insurance does not apply to: (a) "Bodily injury" or "property damage" for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; (b) Any express warranty unauthorized by you; (c) Any physical or chemical change in the product made intentionally by the vendor; (d) Repackaging, unless unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; (e) Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to BUSINESS LIABILITY COVERAGE FORM Page 20 of 24 Form SS 00 08 04 05 This insurance does not apply to structural alterations, new construction and demolition operations performed by or for that person or organization. 9. Additional Insured – Owners, Lessees Or Contractors – Scheduled Person Or Organization a. WHO IS AN INSURED under Section C. is amended to include as an additional insured the person(s) or organization(s) shown in the Declarations as an Additional Insured – Owner, Lessees Or Contractors, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: (1) In the performance of your ongoing operations for the additional insured(s); or (2) In connection with "your work" performed for that additional insured and included within the "products- completed operations hazard", but only if this Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products-completed operations hazard". b. With respect to the insurance afforded to these additional insureds, this insurance does not apply to "bodily injury", "property damage" or "personal an advertising injury" arising out of the rendering of, or the failure to render, any professional architectural, engineering or surveying services, including: (1) The preparing, approving, or failure to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders, designs or drawings and specifications; or (2) Supervisory, inspection, architectural or engineering activities. 10. Additional Insured – Co-Owner Of Insured Premises WHO IS AN INSURED under Section C. is amended to include as an additional insured the person(s) or Organization(s) shown in the Declarations as an Additional Insured – Co- Owner Of Insured Premises, but only with respect to their liability as co-owner of the premises shown in the Declarations. The limits of insurance that apply to additional insureds are described in Section D. – Limits Of Insurance. How this insurance applies when other insurance BUSINESS LIABILITY COVERAGE FORM Form SS 00 08 04 05 Page 21 of 24 a. The United States of America (including its territories and possessions), Puerto Rico and Canada; b. International waters or airspace, but only if the injury or damage occurs in the course of travel or transportation between any places included in a. above; c. All other parts of the world if the injury or damage arises out of: (1) Goods or products made or sold by you in the territory described in a. above; (2) The activities of a person whose home is in the territory described in a. above, but is away for a short time on your business; or (3) "Personal and advertising injury" offenses that take place through the Internet or similar electronic means of communication provided the insured's responsibility to pay damages is determined in the United States of America (including its territories and possessions), Puerto Rico or Canada, in a "suit" on the merits according to the substantive law in such territory, or in a settlement we agree to. 7. "Electronic data" means information, facts or programs: a. Stored as or on; b. Created or used on; or c. 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 controlled equipment. 8. "Employee" includes a "leased worker". "Employee" 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 other similar governing document. 10. "Hostile fire" means one which becomes uncontrollable 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 defective, deficient, inadequate or dangerous; 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"; BUSINESS LIABILITY COVERAGE FORM Page 22 of 24 Form SS 00 08 04 05 (1) That indemnifies an architect, engineer or surveyor for injury or damage arising out of: (a) Preparing, approving or failing to prepare or approve maps, shop drawings, opinions, reports, surveys, field orders, change orders, designs or drawings and specifications; or (b) Giving directions or instructions, or failing to give them, if that is the primary cause of the injury or damage; or (2) Under which the insured, if an architect, engineer or surveyor, assumes liability for an injury or damage arising out of the insured's rendering or failure to render professional services, including those listed in (1) above and supervisory, inspection, architectural or engineering activities. 13. "Leased worker" means a person leased to you by a labor leasing firm under an agreement between you and the labor leasing firm, to perform duties related to the conduct of your business. "Leased worker" does not include a "temporary worker". 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 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 mechanical device, other than a hand truck, that is not attached to the aircraft, watercraft or "auto". 15. "Mobile equipment" means any of the following types of land vehicles, including any attached machinery or equipment: a. Bulldozers, farm machinery, forklifts and other vehicles designed for use principally 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, on which are permanently mounted: (1) Power cranes, shovels, loaders, diggers or drills; or (2) Road construction or resurfacing equipment such as graders, scrapers or rollers; BUSINESS LIABILITY COVERAGE FORM Form SS 00 08 04 05 Page 23 of 24 c. The wrongful eviction from, wrongful entry into, or invasion of the right of private occupancy of a room, dwelling or premises that the person occupies, committed by or on behalf of its owner, landlord or lessor; d. Oral, written or electronic publication of material that slanders or libels a person or organization or disparages a person's or organization's goods, products or services; e. Oral, written or electronic publication of material that violates a person's right of privacy; f. Copying, in your "advertisement", a person’s or organization’s "advertising idea" or style of "advertisement"; g. Infringement of copyright, slogan, or title of any literary or artistic work, in your "advertisement"; or h. Discrimination or humiliation that results in injury to the feelings or reputation of a natural person. 18. "Pollutants" means any solid, liquid, gaseous or thermal irritant or contaminant, including smoke, vapor, soot, fumes, acids, alkalis, chemicals and waste. Waste includes materials to be recycled, reconditioned or reclaimed. 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 completed or abandoned. However, "your work" will be deemed to be completed at the earliest of the following times: (a) When all of the work called for in your contract has been completed. (b) When all of the work to be done at the job site has been completed if your contract calls for work at more than one job 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, maintenance, correction, repair or replacement, but which is otherwise complete, will be treated as completed. The "bodily injury" or "property damage" must occur away from premises you own or rent, unless your business includes the selling, handling or distribution of "your BUSINESS LIABILITY COVERAGE FORM Page 24 of 24 Form SS 00 08 04 05 b. Donates his or her work; c. Acts at the direction of and within the scope of duties determined by you; and d. Is not paid a fee, salary or other compensation by you or anyone else for their work performed for you. 24. "Your product": a. Means: (1) Any goods or products, other than real property, manufactured, sold, handled, distributed or disposed of by: (a) You; (b) Others trading under your name; or (c) A person or organization whose business or assets you have acquired; and (2) Containers (other than vehicles), materials, parts or equipment furnished in connection with such goods or products. b. Includes: (1) Warranties or representations made at any time with respect to the fitness, quality, durability, performance 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. 25. "Your work": a. Means: (1) Work or operations performed by you or on your behalf; and (2) Materials, parts or equipment furnished in connection with such work or operations. b. Includes: (1) Warranties or representations made at any time with respect to the fitness, quality, durability, performance or use of "your work"; and (2) The providing of or failure to provide warnings or instructions. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SS 00 60 09 15 Page 1 of 2 BUSINESS LIABILITY COVERAGE FORM AMENDATORY ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS LIABILITY COVERAGE FORM A. Sub-subparagraphs 1.p. (7), (8), (15) of Paragraph 2., of Section B. Exclusions are deleted and replaced with the following: p. Personal and Advertising Injury: (7) (a) Arising out of any actual or alleged infringement or violation of any intellectual property right, such as copyright, patent, trademark, trade name, trade secret, service mark or other designation of origin or authenticity; or (b) Any injury or damage alleged in any claim or "suit" that also alleges an infringement or violation of any intellectual property right, whether such allegation of infringement or violation is made by you or by any other party involved in the claim or "suit", regardless of whether this insurance would otherwise apply. However, this exclusion does not apply if the only allegation in the claim or "suit" involving any intellectual property right is limited to: (1) Infringement, in your "advertisement", of: (a) Copyright; (b) Slogan; or (c) Title of any literary or artistic work; or (2) Copying, in your "advertisement", a person's or organization's "advertising idea" or style of "advertisement". (8) Arising out of an offense committed by an insured whose business is: (a) Advertising, broadcasting, publishing or telecasting; (b) Designing or determining content of web sites for others; or (c) An Internet search, access, content or service provider. However, this exclusion does not apply to Paragraphs a., b. and c. of the definition of "personal and advertising injury" under the Definitions Section. For the purposes of this exclusion, the placing of frames, borders or links, or advertising, for you or others anywhere on the Internet, is not by itself, considered the business of advertising, broadcasting, publishing or telecasting. (15) Arising out of any access to or disclosure of any person's or organization's confidential or personal information, Page 2 of 2 Form SS 00 60 09 15 (2) The spouse, child, parent, brother or sister of that person as a consequence of "personal and advertising injury" to that person at whom any "employment-related practices" are directed. This exclusion applies: (a) Whether the injury-causing event described in the definition of "employment-related practices" occurs before employment, during employment or after employment of that person; (b) Whether the insured may be liable as an employer or in any other capacity; and (c) To any obligation to share damages with or repay someone else who must pay damages because of the injury. C. Subparagraph 1.q. "Electronic Data" of Section B. Exclusions is deleted and replaced with the following: q. Access Or Disclosure Of Confidential Or Personal Information And Data-related Liability (1) Damages, other than damages because of "personal and advertising injury", arising out of any access to or disclosure of any person's or organization's confidential or personal information, including patents, trade secrets, processing methods, customer lists, financial information, credit card information, health information or any other type of nonpublic information; or (2) Damages arising out of the loss of, loss of use of, damage to, corruption of, inability to access, or inability to manipulate electronic data. This exclusion applies even if damages are claimed for notification costs, credit monitoring expenses, forensic expenses, public relations expenses or any other loss, cost or expense incurred by you or others arising out of that which is described in Paragraph (1) or (2) above. However, unless Paragraph (1) above applies, this exclusion does not apply to damages because of "bodily injury". As used in this exclusion, electronic data means information, facts or computer programs stored as or on, created or used on, or transmitted to or from computer software (including systems and applications software), on hard or floppy disks, CD-ROMs, tapes, drives, cells, data processing devices or any other repositories of computer software which are used with electronically controlled equipment. The term computer programs, referred to in the foregoing description of electronic data, means a set of related electronic instructions which direct the operations THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SS 00 64 09 16 Page 1 of 1 © 2016, The Hartford BUSINESS LIABILITY COVERAGE FORM AMENDATORY ENDORSEMENT- SUPPLEMENTARY PAYMENTS This endorsement modifies insurance provided under the following: BUSINESS LIABILITY COVERAGE FORM A. Sub-subparagraph 3.a.(5) of Paragraph 3., Section A. Coverages is deleted and replaced with the following: 3. Coverage Extension - Supplementary Payments: a. (5) All court costs taxed against the insured in the "suit". However, these payments do not include attorneys' fees or attorneys' expenses taxed against the insured. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SS 01 33 11 13 Page 1 of 2 © 2013, The Hartford (Includes copyrighted material of Insurance Services Office, Inc. with its permission.) COLORADO CHANGES This endorsement modifies insurance provided under the following: COMMON POLICY CONDITIONS BUSINESS LIABILITY COVERAGE FORM A. The following changes apply to the Common Policy Conditions Form. 1. Cancellation Paragraph A.2. Cancellation is deleted and replaced by the following: 2. If this policy has been in effect for less than 60 days, we may cancel this policy by mailing or delivering to the first Named Insured written notice of cancellation at least: a) 10 days before the effective date of cancellation if we cancel for nonpayment of premium; or b) 30 days before the effective date of cancellation if we cancel for any other reason. 2. The following is added to Paragraph A. Cancellation: 8. Cancellation of Policies in Effect for 60 Days or More a. If this policy has been in effect for 60 days or more, or is a renewal of a policy we issued, we may cancel this policy by mailing through first-class mail to the first Named Insured written notice of cancellation: (1) Including the actual reason, at least 10 days before the effective date of cancellation, if we cancel for nonpayment of premium; or (2) At least 45 days before the effective date of cancellation if we cancel for any other reason. b. We may only cancel this policy based on one or more of the following reasons: (1) Nonpayment of premium; (2) A false statement knowingly made by the insured on the application for insurance; or (3) A substantial change in the exposure or risk other than that indicated in the application and underwritten as of the effective date of the policy unless the first Named Insured has notified us of the change and we accept such change. 3. Paragraph C., Concealment, Misrepresentation Or Fraud is replaced by the following: Page 2 of 2 Form SS 01 33 11 13 5. The following Condition is added: Increase In Premium Or Decrease In Coverage We will not increase the premium unilaterally or decrease the coverage benefits on renewal of this policy unless we mail through first-class mail written notice of our intention, including the actual reason, to the first Named Insured's last mailing address known to us, at least 45 days before the effective date. Any decrease in coverage during the policy term must be based on one or more of the following reasons; 1. Nonpayment of premium; 2. A false statement knowingly made by the insured on the application for insurance; or 3. A substantial change in the exposure or risk other than that indicated in the application and underwritten as of the effective date of the policy unless the first Named Insured has notified us of the change and we accept such change. If notice is mailed, proof of mailing will be sufficient proof of notice. B. The following changes apply to the Business Liability Coverage Form. 1. The term "spouse" is replaced by the following: Spouse or party to a civil union recognized under Colorado law. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 45 SBM AK0921 05/29/19 07/26/20 POLICY NUMBER: THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SS 42 06 03 17 Page 1 of 2 Process Date: Policy Expiration Date: UNMANNED AIRCRAFT - LIABILITY ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS LIABILITY COVERAGE FORM SCHEDULE Option 1: If an "X" is shown in this box, Bodily Injury and Property Damage coverage for Unmanned Aircraft applies and the Unmanned Aircraft Exclusion in Paragraph A.1.g.(1) of this endorsement does not apply. Option 2: If an "X" is shown in this box, Personal And Advertising Injury coverage for Unmanned Aircraft applies and the Unmanned Aircraft - Personal And Advertising Injury Exclusion in Paragraph A.2. of this endorsement does not apply. Except as otherwise stated in this endorsement or the schedule above, the terms and conditions of the policy apply to the insurance stated below. A. The following changes are made to Section B.1., EXCLUSIONS: 1. Paragraph g., Aircraft, Auto or Watercraft, is deleted and replaced with the following: g. Aircraft, Auto or Watercraft (1) Unmanned Aircraft "Bodily injury" or "property damage" arising out of the ownership, maintenance, use or entrustment to others of any aircraft that is an "unmanned aircraft". Use includes operation and "loading or unloading". This Paragraph g.(1) applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "property damage" involved the ownership, maintenance, use or entrustment to others of any aircraft that is an "unmanned aircraft". (2) Aircraft (Other Than Unmanned Aircraft), Auto Or Watercraft "Bodily injury" or "property damage" arising out of the ownership, maintenance, use or entrustment to others of any aircraft (other than "unmanned aircraft), "auto" or watercraft owned or operated by or rented or loaned to any insured. Use includes operation and "loading or unloading". This Paragraph g.(2) applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "property damage" involved the ownership, maintenance, use or entrustment to others of any aircraft (other than "unmanned aircraft), Page 2 of 2 Form SS 42 06 03 17 (e) "Bodily injury" or "property damage" arising out of the operation of any of the equipment listed in Section G Liability and Medical Expenses Definitions, Paragraph 15 f. (2) or f. (3) of the definition of "mobile equipment"; or (f) An aircraft (other than unmanned aircraft) that is not owned by any insured and is hired, chartered or loaned with a paid crew. However, this exception does not apply if the insured has any other insurance for such "bodily injury" or "property damage", whether the other insurance is primary, excess, contingent or on any other basis. 2. The following is added to Section B. EXCLUSIONS Paragraph p., Personal and Advertising Injury: Unmanned Aircraft - Personal and Advertising Injury Arising out of the ownership, maintenance, use or entrustment to others of any aircraft that is an "unmanned aircraft". Use includes operation and "loading or unloading". This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the offense which caused the "personal and advertising injury" involved the ownership, maintenance, use or entrustment to others of any aircraft that is an "unmanned aircraft". However, this exclusion does not apply if the only allegation in the claim or "suit" involves an intellectual property right which is limited to: (a) Infringement, in your "advertisement", of: (i) Copyright; (ii) Slogan; or (iii) Title of any literary or artistic work; or (b) Copying, in your "advertisement", a person's or organization's "advertising idea" or style of "advertisement". B. The following changes apply to Section G. LIABILITY AND MEDICAL EXPENSES DEFINITIONS: 1. The following definition is added: "Unmanned aircraft" means an aircraft that is not: a. Designed; b. Manufactured; or THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SS 41 63 06 11 Page 1 of 1 © 2011, The Hartford (Includes copyrighted material of Insurance Services Office, Inc. with its permission.) AMENDMENT - DEFINITION OF INSURED CONTRACT This endorsement modifies insurance provided under the following: BUSINESS LIABILITY COVERAGE FORM Paragraph f. of the definition of "insured contract" in the Liability And Medical Expenses Definitions Section is replaced by the following: f. That part of any other contract or agreement pertaining to your business (including an indemnification of a municipality in connection with work performed for a municipality) under which you assume the tort liability of another party to pay for "bodily injury" or "property damage" to a third person or organization. Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. Paragraph f. includes that part of any contract or agreement that indemnifies a railroad for "bodily injury" or "property damage" arising out of construction or demolition operations within 50 feet of any railroad property and affecting any railroad bridge or trestle, tracks, road-beds, tunnel, underpass or crossing. However, Paragraph f. does not include that part of any contract or agreement: (1) That indemnifies an architect, engineer or surveyor for injury or damage arising out of: (a) Preparing, approving or failing to prepare or approve maps, shop drawings, opinions, reports surveys, field orders, change orders, designs or drawings and specifications; or (b) Giving directions or instructions, or failing to give them, if that is the primary cause of the injury or damage; or (2) Under which the insured, if an architect, engineer or surveyor, assumes liability for an injury or damage arising out of the insured's rendering or failure to render professional services, including those listed in (1) above and supervisory, inspection, architectural or engineering activities. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EXCLUSION – TESTING OR CONSULTING ERRORS AND OMISSIONS This endorsement modifies insurance provided under the following: BUSINESS LIABLITY COVERAGE FORM This insurance does not apply to "bodily injury", "property damage" or "personal and advertising injury" arising out of: 1. An error, omission, defect or deficiency in: a. Any test performed; or b. An evaluation, a consultation or advice given, by or on behalf of any insured; 2. The reporting of or reliance upon any such test, evaluation, consultation or advice; or 3. The rendering of or failure to render any service by you or on your behalf in connection with the selling, licensing, franchising or furnishing of your computer software to others including electronic data processing programs, designs, specifications, manuals and instructions. Form SS 05 09 07 00 Page 1 of 1 © 2000, The Hartford DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SS 05 47 09 15 Page 1 of 2 © 2015, The Hartford EXCLUSION - NUCLEAR ENERGY LIABILITY 1. This insurance does not apply: a. To any injury or damage: (1) With respect to which an insured under the policy is also an insured under 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 (2) Resulting from the "hazardous properties" of "nuclear material" and with respect to which: (a) Any person or organization is required to maintain financial protection pursuant to the Atomic Energy Act of 1954, or any law amendatory thereof; or (b) The insured is, or had this policy not been issued would be, entitled to indemnity from the United States of America, or any agency thereof, under any agreement entered into by the United States of America, or any agency thereof, with any person or organization. b. Under any Medical Payments or Medical Expenses Coverage, to expenses incurred with respect to "bodily injury" resulting from the "hazardous properties" of "nuclear material" and arising out of the operation of a "nuclear facility" by any person or organization. c. To any injury or damage resulting from the "hazardous properties" of "nuclear material"; if: (1) The "nuclear material": (a) Is at any "nuclear facility" owned by, or operated by or on behalf of, an insured; or (b) Has been discharged or dispersed therefrom; (2) The "nuclear material" is contained in "spent fuel" or "waste" at any time possessed, handled, used, processed, stored, transported or disposed of by or on behalf of an insured; or (3) The injury or damage arises out of the furnishing by any insured of any "technology services" in connection with the planning, construction, maintenance, operation or use of any "nuclear facility"; or (4) The injury or damage arises out of the furnishing by an insured of services, materials, parts or equipment in connection with the planning, construction, maintenance, operation or use of any "nuclear facility"; but if such facility is located within the United States of America, its Page 2 of 2 Form SS 05 47 09 15 (3) Any equipment or device used for the processing, fabricating or alloying of "special nuclear material" if at any time the total amount of such material in the custody of the insured at the premises where such equipment or device is located consists of or contains more than 25 grams of plutonium or uranium 233 or any combination thereof, or more than 250 grams of uranium 235; (4) 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 conducted on such site and all premises used for such operations. e. "Nuclear material" means "byproduct material", "source material" or "special nuclear material". f. "Nuclear reactor" means any apparatus designed or used to sustain nuclear fission in a self-supporting chain reaction or to contain a critical mass of fissionable material. g. Injury or damage and "property damage" include all forms of radioactive contamination of property. h. "Spent fuel" means any fuel element or fuel component, solid or liquid, which has been used or exposed to radiation in a "nuclear reactor". i. "Technology services" means: 1. the following services performed for others: a. Consulting, analysis, design, installation, training, maintenance, support and repair of or on: software, wireless applications, firmware, shareware, networks, systems, hardware, devices or components; b. Integration of systems; c. Processing of, management of, mining or warehousing of data; d. Administration, management, operation or hosting of: another party's systems, technology or computer facilities; e. Website development; website hosting; f. Internet access services; intranet, extranet or electronic information connectivity services; software application connectivity services; g. Manufacture, sale, licensing, distribution, or marketing of: software, wireless applications, firmware, shareware, networks, systems, hardware, devices or components; h. Design and development of: code, software or programming; i. Providing software application: services, rental or leasing; j. Screening, selection, recruitment or placement of candidates for temporary or permanent employment by others as THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SS 50 19 01 15 Page 1 of 1 © 2015, The Hartford (Includes copyrighted material of Insurance Services Office, Inc. with its permission) CAP ON LOSSES FROM CERTIFIED ACTS OF TERRORISM This endorsement modifies insurance provided under the following: BUSINESS LIABILITY COVERAGE FORM OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE FORM SPECIAL PROPERTY COVERAGE FORM STANDARD PROPERTY COVERAGE FORM UMBRELLA LIABILTY PROVISIONS A. Disclosure Of Federal Share Of Terrorism Losses The United States Department of the Treasury will reimburse insurers for a portion of such insured losses, as indicated in the table below that exceeds the applicable insurer deductible: Calendar Year Federal Share of Terrorism Losses 2015 85% 2016 84% 2017 83% 2018 82% 2019 81% 2020 or later 80% However, if aggregate industry insured losses, attributable to "certified acts of terrorism" under the federal Terrorism Risk Insurance Act, as amended (TRIA), exceed $100 billion in a calendar year, the Treasury shall not make any payment for any portion of the amount of such losses that exceeds $100 billion. The United States government has not charged any premium for their participation in covering terrorism losses. B. Cap On Insurer Liability for Terrorism Losses A "certified act of terrorism" means an act that is certified by the Secretary of the Treasury, in accordance with the provisions of federal Terrorism Risk Insurance Act, to be an act of terrorism under TRIA. The criteria contained in TRIA for a "certified act of terrorism" include the following: 1. The act results in insured losses in excess of $5 million in the aggregate, attributable to all types of insurance subject to TRIA; and 2. The act results in damage within the United States, or outside the United States in the case of certain air carriers or vessels or the premises of an United States mission; and 3. The act is a violent act or an act that is dangerous to human life, property or infrastructure and is committed by an individual or individuals acting as part of an effort to coerce the civilian population of the United States or to influence the policy or affect the conduct of the United States Government by coercion. If aggregate industry insured losses attributable to "certified acts of terrorism" under TRIA exceed $100 billion in a calendar year, and we have met, or will meet, our insurer deductible under TRIA, we shall not be liable for the payment of any portion of the amount of such losses that exceed $100 billion. In 45 SBM AK0921 ADDITIONAL INSURED - VENDOR THE REGENTS OF THE UNIVERSITY COLORADO, A BODY CORPORATE 1800 GRANT ST DENVER CO 80203 001 001 05/29/19 07/26/20 POLICY NUMBER: THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form IH 12 00 11 85 T SEQ. NO. Printed in U.S.A. Page Process Date: Expiration Date: DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 0010000 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY Form SS 09 67 09 14 Page 1 of 1 © 2014, The Hartford WAGE AND HOUR CLAIMS EXPENSES - EMPLOYMENT PRACTICES LIABILITY This endorsement modifies insurance provided under the following: EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM Exclusion B. in SECTION III - EXCLUSIONS is deleted and replaced by the following: B. We shall not pay "loss" in connection with any "claim" based upon, arising from, or in any way related to: 1. any claims for unpaid wages (including overtime pay), workers’ compensation benefits, unemployment compensation, disability benefits, or social security benefits; 2. any actual or alleged violation of the Worker Adjustment and Retraining Notification Act, the National Labor Relations Act, the Occupational Safety and Health Act, the Consolidated Omnibus Budget Reconciliation Act of 1985, "ERISA", or any similar law; or 3. any "wage and hour violation". Provided, however, that this Exclusion B. shall not apply to that portion of "loss" that represents: a. a specific amount the "insureds" become legally obligated to pay solely for a "wrongful act" of "retaliation"; or b. "Claims expenses" incurred to defend a "wage and hour violation" referenced in sub-paragraph 3. above subject to a Sub-Limit of Liability of $ that is part of, and not in addition to, the Limits of Liability applicable to this Coverage Part (the Wage and Hour Defense Costs Sub-Limit). Moreover: 1. SECTION VIII.I.2. of this Coverage Part notwithstanding, 100% of the "insured’s" "claims expenses" covered pursuant to this sub- paragraph b. shall be allocated to covered "loss" until the Wage and Hour Defense Costs Sub-Limit is exhausted. Once the Wage and Hour Defense Costs Sub-Limit is exhausted, allocation shall continue in accordance with SECTION VIII.I.2.; 2. the Wage and Hour Defense Costs Sub-Limit is available notwithstanding the fact that a "wage and hour violation" is not an "employment practices wrongful act"; and 3. the Wage and Hour Defense Costs Sub-Limit is only available for "claim expenses" incurred to defend a "wage and hour violation" that occurred on or after the "retroactive date" and before the end of the "policy period", Form SS 09 01 12 14 © 2014, The Hartford EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM (CLAIMS MADE) DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form SS 09 01 12 14 QUICK REFERENCE EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM (CLAIMS MADE) READ YOUR POLICY CAREFULLY Beginning on Page SECTION I: INSURING AGREEMENT 1 SECTION II: DEFINITIONS 1 SECTION III: EXCLUSIONS 5 SECTION IV: DISCOVERY CLAUSE 6 SECTION V: EXTENDED REPORTING PERIOD 6 SECTION VI: COVERAGE TERRITORY 6 SECTION VII: LIMITS OF LIABILITY AND DEDUCTIBLE 6 SECTION VIII: DUTIES IN THE EVENT OF CLAIM; DEFENSE AND SETTLEMENT 7 SECTION IX: CONDITIONS 9 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM Form SS 09 01 12 14 Page 1 of 11 © 2014, The Hartford EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM (CLAIMS MADE) NOTICE: COVERAGE PROVIDED BY THIS COVERAGE PART IS CLAIMS MADE COVERAGE. EXCEPT AS OTHERWISE SPECIFIED HEREIN: COVERAGE APPLIES ONLY TO A CLAIM FIRST MADE AGAINST THE INSUREDS DURING THE POLICY PERIOD AND WHICH HAS BEEN REPORTED TO US IN ACCORDANCE WITH THE APPLICABLE NOTICE PROVISIONS. COVERAGE IS SUBJECT TO THE INSURED’S PAYMENT OF THE APPLICABLE DEDUCTIBLE. PAYMENTS OF CLAIM EXPENSES ARE SUBJECT TO, AND REDUCE, THE AVAILABLE LIMITS OF LIABILITY. PLEASE READ THE COVERAGE PART CAREFULLY AND DISCUSS THE COVERAGE WITH YOUR INSURANCE AGENT OR BROKER. UPON TERMINATION OF THIS COVERAGE PART, EXTENDED REPORTING PERIOD COVERAGE IS AVAILABLE. Various provisions in this policy restrict coverage. Please read the entire policy carefully to determine your rights, duties and what is and is not covered. Throughout this Coverage Part the words you and your refer to the "Named Insured" in the Declarations. The words we, us and our refer to the stock insurance company member of THE HARTFORD shown on the Declarations Page. Words and phrases that appear in quotation marks are defined in SECTION II - DEFINITIONS of this Coverage Part. In consideration of, and subject to, the payment of the premium by you and in reliance upon the accuracy and completeness of the "application", including but not limited to the statements, attachments and exhibits contained in and submitted with the "application", we agree with you, subject to all terms, exclusions and conditions of this Coverage Part, as follows: SECTION I - INSURING AGREEMENT Employment Practices Liability We shall pay "loss" on behalf of the "insureds" resulting from an "employment practices claim" first made against the "Insureds" during the "policy period" or Extended Reporting Period, if applicable, for an "employment practices wrongful act" by the "insureds". SECTION II - DEFINITIONS A. "Application" means the application for this Coverage Part, including any materials or information submitted therewith or made available to us during the underwriting process, which application shall be on file with us. Such "application" shall be deemed a part of this Coverage Part and attached hereto. In addition, "application" includes any warranty, representation or other statement provided to us within the past three years in connection with any policy or coverage part of which this Coverage Part is a renewal or replacement. B. "Benefits" means perquisites, fringe benefits, deferred compensation, severance pay and any other form of compensation (other than salaries, wages, or bonuses as a component of a front or back pay award). C. "Claim" means any "employment practices claim". D. "Claims expenses" means: 1. reasonable and necessary legal fees and expenses, including, but not limited to, e- discovery expenses, incurred in the defense or appeal of a "claim"; 2. "Extradition costs"; or 3. the costs of appeal, attachment or similar bonds, provided that we shall have no obligation to furnish such bonds. However, "claim expenses" shall not include: a. salaries, wages, remuneration, EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM Page 2 of 11 Form SS 09 01 12 14 which we received written notice of the "claim" from the "insured". E. "Controlled partnership" means a limited partnership in which and so long as the "named insured" owns or controls, directly or indirectly, more than 50% of the limited partnership interest and an "insured entity" is the sole general partner. F. "Damages" means the amounts, other than "claim expenses", that the "insureds" are legally liable to pay solely as a result of a "claim" covered by this Coverage Part, including: 1. compensatory damages, including front pay and back pay; 2. settlement amounts; 3. pre- and post-judgment interest; 4. costs awarded pursuant to judgments; 5. punitive and exemplary damages; 6. the multiple portion of any multiplied damage award; or 7. liquidated damages under the Age Discrimination in Employment Act and the Family and Medical Leave Act. However, "damages" shall not include: a. taxes, fines or penalties imposed by law; b. non-monetary relief; c. "Benefits"; d. future compensation for any person hired, promoted, or reinstated pursuant to a judgment, settlement, order or other resolution of a "claim"; e. "Stock benefits"; f. costs associated with providing any accommodations required by the Americans with Disabilities Act or any similar law; or g. any other matters uninsurable pursuant to any applicable law; provided, however, that with respect to punitive and exemplary damages, or the multiple portion of any multiplied damage award, the insurability of such damages shall be governed by the internal laws of any applicable jurisdiction that most favors coverage of such damages. G. "Debtor in possession" means a "debtor in possession" as such term is defined in Chapter 11 of the United States Bankruptcy Code as well as any equivalent status under any similar law. H. "Domestic partner" means any natural person qualifying as a domestic partner under the provisions of any applicable federal, state or local law or any domestic partner relationship arrangement recognized outside of the United EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM Form SS 09 01 12 14 Page 3 of 11 "Employment practices claim" also means the receipt of a notice of violation, order to show cause, or a written demand for monetary or injunctive relief that is the result of an audit conducted by the United States Office of Federal Contract Compliance Programs. "Employment practices claim" also means a written request to the "insureds" to toll or waive a statute of limitations regarding a potential "Employment practices claim" as described above. Such "claim" shall be commenced by the receipt of such request. However, "employment practices claim" shall not include any labor or grievance proceeding or arbitration that is subject to a collective bargaining agreement. L. "Employment practices wrongful act" means: 1. wrongful dismissal, discharge, or termination of employment (including constructive dismissal, discharge, or termination), wrongful failure or refusal to employ or promote, wrongful discipline or demotion, failure to grant tenure, negligent employment evaluation, or wrongful deprivation of career opportunity; 2. sexual or other workplace harassment, including bullying in the workplace, quid pro quo and hostile work environment; 3. employment discrimination, including discrimination based upon age, gender, race, color, creed, marital status, sexual orientation or preference, gender identity or expression, genetic makeup, or refusal to submit to genetic makeup testing, pregnancy, disability, HIV or other health status, Vietnam Era Veteran or other military status, or other protected status established under federal, state, or local law; 4. "Retaliation"; 5. breach of any oral, written, or implied employment contract, including, without limitation, any obligation arising from a personnel manual, employee handbook, or policy statement; or 6. violation of the Family and Medical Leave Act. "Employment practices wrongful act" also means the following, but only when alleged in addition to or as part of any "employment practices wrongful act" described above: a. employment-related wrongful infliction of mental anguish or emotional distress; b. failure to create, provide for or enforce adequate or consistent employment- related policies and procedures; c. negligent retention, supervision, hiring EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM Page 4 of 11 Form SS 09 01 12 14 3. regarding the Employment Practices Liability Insuring Agreement, an "independent contractor" provided that within 30 days of an "employment practices claim" having been made against such "independent contractor" that the "insured entity" agrees in writing to indemnify such "independent contractor" for any "loss" arising out of such "claim". T. "Insureds" means any: 1. "Insured entity"; or 2. "Insured person". U. "Interrelated wrongful acts" means "wrongful acts" that have as a common nexus any fact, circumstance, situation, event, transaction, goal, motive, methodology, or cause or series of causally connected facts, circumstances, situations, events, transactions, goals, motives, methodologies or causes. V. "Loss" means "claim expenses" and "damages". W. "Manager" means any natural person who was, is or shall become a(n): 1. duly elected or appointed director, advisory director, board observer, advisory board member, officer, member of the board of managers or management committee member of an "insured entity"; 2. "Employee" in his/her capacity as legal counsel to an "insured entity"; or 3. executive of an "insured entity" created outside the United States to the extent that such executive holds a position equivalent to those described in 1. or 2. above. X. "Named insured" means the individuals, partnerships or corporations designated in the Declarations. Y. "Notice manager" means the natural persons in the offices of the chief executive officer, chief financial officer, general counsel, risk manager, human resources manager or any equivalent position to the foregoing, of an "Insured Entity". Z. "Policy period" means the period from the Effective Date to the Expiration Date set forth in the Declarations or any earlier cancellation date. AA. "Private employment information" means any information regarding an "employee" or applicant for employment with the "insured entity", which is collected or stored by an "insured" for the purposes of establishing, maintaining or terminating an employment relationship. BB."Retaliation" means adverse treatment of an "employee" or "independent contractor" based upon such person: 1. exercising any rights under law, including, EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM Form SS 09 01 12 14 Page 5 of 11 EE. "Wage and hour violation" means any actual or alleged violation of the duties and responsibilities that are imposed upon an "insured" by any federal, state or local law or regulation anywhere in the world, including but not limited to the Fair Labor Standards Act or any similar law (except the Equal Pay Act), which govern wage, hour and payroll practices. Such practices include but are not limited to: 1. the calculation and payment of wages, overtime wages, minimum wages and prevailing wage rates; 2. the calculation and payments of benefits; 3. the classification of any person or organization for wage and hour purposes; 4. reimbursing business expenses; 5. the use of child labor; or 6. garnishments, withholdings and other deductions from wages. FF. "Wrongful act" means any actual or alleged "employment practices wrongful act". SECTION III - EXCLUSIONS A. We shall not pay "Loss": 1. for bodily injury, sickness, disease, death, false arrest or imprisonment, abuse of process, malicious prosecution, trespass, nuisance or wrongful entry or eviction, or for injury to or destruction of any tangible property including loss of use or diminution of value thereof; provided, however, that this exclusion shall not apply to that portion of "loss" that directly results from mental anguish or emotional distress when alleged in connection with an otherwise covered "employment practices wrongful act"; 2. for any actual or alleged "wrongful act" by "insured persons" of any "subsidiary" in their capacities as such, or by any "subsidiary", if such "wrongful act" actually or allegedly occurred when such entity was not a "subsidiary"; 3. in connection with any "claim" based upon, arising from, or in any way related to any: a. prior or pending demand, suit, or proceeding against any "insured" as of, or b. audit initiated by the United States Office of Federal Contract Compliance Programs before, the effective date of the first Employment Practices Liability Coverage Part issued and continuously renewed by us, or the same or substantially similar fact, circumstance, or situation underlying or alleged in such demand, suit, proceeding, or audit; 4. in connection with any "claim" based upon, arising from, or in any way related to any fact, circumstance, or situation that, before EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM Page 6 of 11 Form SS 09 01 12 14 SECTION IV - DISCOVERY CLAUSE If, during the "policy period", the "insureds" become aware of a "wrongful act" that may reasonably be expected to give rise to a "claim", and, if written notice of such "wrongful act" is given to us during the "policy period", including the reasons for anticipating such a "claim", the nature and date of the "wrongful act", the identity of the "insureds" allegedly involved, the alleged injuries or damages sustained, the names of potential claimants, and the manner in which the "insureds" first became aware of the "wrongful act", then any "claim" subsequently arising from such "wrongful act" shall be deemed to be a "claim" first made during the "policy period" on the date that we receive the above notice. SECTION V - EXTENDED REPORTING PERIOD Subject to provisions A. through G. below, if this Coverage Part is canceled or non-renewed other than for non-payment of premium, you shall have the right to purchase an extended period to report "claims" under this Coverage Part for any "claim" first made during the period of time set forth in the Supplemental Extended Reporting Period Endorsement, and following the effective date of such cancellation or nonrenewal and reported in writing during such period or within sixty (60) days thereafter, but only with respect to any "wrongful act" which takes place prior to the effective date of such cancellation or nonrenewal. A. The Extended Reporting Period shall be effective only upon the payment of an additional premium. The additional premium will be 200% of the annual advance premium for this coverage. At the commencement of the Extended Reporting Period, the entire premium thereof shall be deemed fully earned and non-refundable. B. The quotation of a different premium or deductible or limit of liability for renewal is not a cancellation or refusal to renew for the purposes of this provision. C. You shall have no right to purchase the Extended Reporting Period, unless you have satisfied all conditions of the Coverage Part and all premiums and deductibles outstanding have been paid. D. Your right to purchase the Extended Reporting Period shall terminate unless written notice together with full payment of the premium for the Extended Reporting Period is given to us no later than sixty (60) days following the effective date of cancellation or nonrenewal. E. The fact that the period of time to report "claims" is extended by virtue of the Extended Reporting Period shall not increase or reinstate the Limit of Liability stated in the Declarations. F. Extended Reporting Periods do not extend the EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM Form SS 09 01 12 14 Page 7 of 11 F. If an "insured entity" is permitted or required by common or statutory law to indemnify an "insured person" for any "loss", or to advance "claim expenses" on their behalf, and does not do so other than because of "financial insolvency", then such "insured entity" and the "named insured" shall reimburse and hold us harmless for our payment or advancement of such "loss" up to the amount of the Deductible that would have applied if such indemnification had been made. G. If a "subsidiary" is unable to indemnify an "insured person" for any "loss", or to advance "claim expenses" on their behalf, because of "financial insolvency", then the "named insured" shall reimburse and hold us harmless for our payment or advancement of such "loss" up to the amount of the applicable Deductible that would have applied if such indemnification had been made. The Limit of Liability for this Coverage Part applies separately to each consecutive annual period and to any remaining period of less than twelve (12) months starting with the beginning of the "policy period" shown in the Declarations, unless the "policy period" is extended after issuance for an additional period of less than twelve (12) months. In that case, the additional period will be deemed part of the last preceding period for purposes of determining the Limit of Liability. SECTION VIII - DUTIES IN THE EVENT OF CLAIM; DEFENSE AND SETTLEMENT A. We shall have the right and duty to defend "claims" covered under this Coverage Part, even if such "claim" is groundless, false or fraudulent, provided that: 1. the "insureds" give notice to us in accordance with the applicable notice provisions; and 2. such "claim" does not involve allegations, in whole or in part, of a "wage and hour violation". For any "claim" involving allegations, in whole or in part, of a "wage and hour violation", it shall be the duty of the "insureds", and not our duty, to defend such "claim". B. If we have the duty to defend a "claim", our duty to defend such "claim" shall cease upon exhaustion of any applicable Limit of Liability. C. The "insureds" shall not admit or assume any liability, make any settlement offer or enter into any settlement agreement, stipulate to any judgment, or incur any "claim expenses" regarding any "claim" without our prior written consent, such consent not to be unreasonably withheld. We shall not be liable for any admission, assumption, settlement offer or EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM Page 8 of 11 Form SS 09 01 12 14 "insureds" shall give us written notice of any "claim" as soon as practicable after a "notice manager" becomes aware of such "claim", but in no event later than: 3. if this Coverage Part is renewed, no more than 180 days after a "notice manager" becomes aware of such "claim"; or 4. if this Coverage Part expires or is otherwise terminated without being renewed with us, ninety (90) days after the effective date of said expiration or termination; or 5. subject to SECTION V, the expiration of the Extended Reporting Period, if applicable; provided, if the Coverage Part is cancelled for non-payment of premium, the "insured" will give us written notice of such "claim", prior to the effective date of cancellation. H. Subrogation 1. We shall be subrogated to all of the "insureds’" rights of recovery regarding any payment of "loss" by us under this Coverage Part. The "insureds" shall execute all papers required and do everything necessary to secure and preserve such rights, including the execution of any documents necessary to enable us to effectively bring suit in the name of the "insureds". The "insureds" shall do nothing to prejudice our position or any potential or actual rights of recovery. 2. We shall not exercise our rights of subrogation against an "insured person" under this Coverage Part unless such "insured person" has: a. obtained any personal profit, remuneration or advantage to which such "insured person" was not legally entitled, or b. committed a criminal or deliberately fraudulent act or omission or any willful violation of law, if a judgment or other final adjudication establishes such personal profit, remuneration, advantage, act, omission, or violation. I. Allocation Where "insureds" who are afforded coverage for a "claim" incur an amount consisting of both "loss" that is covered by this Coverage Part and also loss that is not covered by this Coverage Part, because such "claim" includes both covered and uncovered matters, then coverage shall apply as follows: 1. with respect to a covered "claim" for which we have the duty to defend: EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM Form SS 09 01 12 14 Page 9 of 11 Deductible , that applies to coverage of the "insured person" for such "claim". No coverage shall apply to any "claim" for a "wrongful act" of such spouse or "domestic partner". D. Estates and Legal Representatives In the event of the death, incapacity or bankruptcy of an "insured person", any "claim" made against the estate, heirs, legal representatives or assigns of such "insured person" for a "wrongful act" of such "insured person" shall be deemed to be a "claim" made against such "insured person". No coverage shall apply to any "claim" for a "wrongful act" of such estate, heirs, legal representatives or assigns. E. Minimum Standards In the event that there is an inconsistency between: 1. the terms and conditions that are required to meet minimum standards of a state’s law (pursuant to a state amendatory endorsement attached to this Coverage Part ), and 2. any other term or condition of this Coverage Part, it is understood and agreed that, where permitted by law, we shall apply those terms and conditions of 1. or 2. above that are more favorable to the "insured". F. Other Insurance 1. The coverage provided under this Coverage Part for any "employment practices claim" shall be primary. 2. Notwithstanding the above, the coverage provided under this Coverage Part for any "employment practices claim" made against a temporary, leased or loaned "employee" or an "independent contractor" shall be excess of the amount of any deductible, retention and limits of liability under any other policy or policies applicable to such "claim", whether such other policy or policies are stated to be primary, contributory, excess, contingent or otherwise, unless such other insurance is written specifically excess of this Policy by reference in such other policy or policies to this Policy's Policy Number. G. Interrelationship of Claims All "claims" based upon, arising from or in any way related to the same "wrongful act" or "interrelated wrongful acts" shall be deemed to be a single "claim" for all purposes under this Coverage Part first made on the earliest date that: 1. any of such "claims" was first made, regardless of whether such date is before EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM Page 10 of 11 Form SS 09 01 12 14 J. Changes in Exposure 1. Acquisitions or Created Subsidiaries If, before or during the "policy period", any "insured entity" acquires or creates a "subsidiary", then such acquired or created entity and its subsidiaries, and any natural persons that would qualify as "insured persons" thereof, shall be "insureds" to the extent such entities and persons would otherwise qualify as "insureds" under this Coverage Part,, but only for "wrongful acts" occurring after such acquisition or creation. No coverage shall be available for any "wrongful act" of such "insureds" occurring before such acquisition or creation, or for any "interrelated wrongful acts" thereto. However, if the fair value of the assets of any such acquired or created entity exceed 25% of the total assets of the "named insured" as reflected in its most recent consolidated financial statements prior to such acquisition or creation, then, as a condition precedent to coverage hereunder, the "insureds" shall give us written notice and full, written details of the acquisition or creation as soon as practicable (but, in all cases, within ninety (90) days of such acquisition or creation). There shall be no coverage under any renewal or replacement of this Coverage Part for any such new "subsidiary" and its subsidiaries, and any natural persons that would qualify as "insured persons" thereof, unless the "insureds" comply with the terms of this provision. 2. Mergers If, before or during the "policy period", any "insured entity" merges with another entity such that the "insured entity" is the surviving entity, then such merged entity and its subsidiaries, and any natural persons that would qualify as "insured persons" thereof, shall be "insureds" to the extent such entities and persons would otherwise qualify as "insureds" under this Coverage Part, but only for "wrongful acts" occurring after such merger. No coverage shall be available for any "wrongful act" of such "insureds" occurring before such merger or for any "interrelated wrongful acts" thereto. However, if the fair value of the assets of any newly merged entity exceed 25% of the total assets of the "named insured" as reflected in its most recent consolidated financial statements prior to such merger, then, as a condition precedent to coverage EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM Form SS 09 01 12 14 Page 11 of 11 such mention shall be deemed to include all amendments of, and all rules or regulations promulgated under, such law. 2. Wherever this Coverage Part mentions any law or laws, including, without limitation, any statute, Act or Code of the United States, and such mention is followed by the phrase "or any similar law", such phrase shall be deemed to include all similar laws of all jurisdictions throughout the world, including, without limitation, statutes and any rules or regulations promulgated under such statutes as well as common law. L. Action Against Us 1. No action shall be taken against us unless there shall have been full compliance with all the terms and conditions of this Coverage Part. 2. No person or organization shall have any right under this Coverage Part to join us as a party to any "claim" against the "insureds" nor shall we be impleaded by the "insureds" in any such "claim". M. Entire Agreement This Coverage Part, the "application" and any written endorsements attached hereto, along with the Declarations constitute the entire agreement between you and us relating to this Coverage Part’s insurance. N. Bankruptcy or Insolvency Bankruptcy or insolvency of any "insureds" shall not relieve us of any of our obligations under this Coverage Part. O. Authorization of First Named Insured The first "named insured" shall act on behalf of all "Insureds" with respect to all matters under this Coverage Part, including, without limitation, giving and receiving of notices regarding "claims", cancellation, election of the Extended Reporting Period, payment of premiums, receipt of any return premiums, and acceptance of any endorsements to this Coverage Part. P. When We Do Not Renew 1. If we decide not to renew this Coverage Part, we will mail or deliver to the first "named insured" shown in the Declarations written notice of the nonrenewal not less than thirty (30) days before the expiration date. 2. If notice is mailed, proof of mailing will be sufficient proof of notice. 3. Any state amendatory endorsement changing Nonrenewal Conditions for any part of this policy shall also apply to this Coverage Part. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SS 09 53 10 08 Page 1 of 1 © 2008, The Hartford COLORADO CHANGES - EMPLOYMENT PRACTICES LIABILITY This endorsement modifies insurance provided under the following: EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM I. The first paragraph of SECTION V – EXTENDED REPORTING PERIOD is deleted and replaced by the following: Subject to provision A. through G. below, if this Coverage Part is canceled or non-renewed, you shall have the right to purchase an extended period to report "claims" under this Coverage Part for any "claim" first made during the period of time set forth in the Supplemental Extended Reporting Period Endorsement, and following the effective date of such cancellation or nonrenewal and reported in writing during such period or within sixty (60) days thereafter, but only with respect to any "wrongful act" which takes place prior to the effective date of such cancellation or nonrenewal. II. SECTION IX – CONDITIONS is amended to add the following Condition: The Insured's Right to Claim and Wrongful Act Information 1. We will provide the "named insured", upon request and within thirty (30) days thereafter, sufficient information about closed or paid "claims", "claims" for which we have established reserves, and "claims" for which we have received notices of "wrongful acts" that could give rise to "claims". This will allow the "insured" to determine how much coverage is available under this Coverage Part. 2. We compile "claim" and "wrongful act" information for our own business purposes and exercise reasonable care in doing so. In providing this information to the "named insured", we make no representations or warranties to "insureds", insurers or others to whom this information is furnished by or on behalf of the "insured". Cancellation or nonrenewal will be effective even if we provide inaccurate information or fail to provide the information. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY Form SS 09 70 12 14 Page 1 of 1 © 2014, The Hartford THIRD PARTY LIABILITY ENDORSEMENT - EMPLOYMENT PRACTICES LIABILITY This endorsement modifies insurance provided under the following: EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM I. SECTION I - INSURING AGREEMENT of this Coverage Part is amended to include the following: Third Party Liability We shall pay "loss" on behalf of the "insureds" resulting from a "third party claim" first made against the "insureds" during the "policy period" or the Extended Reporting Period, if applicable, for a "third party wrongful act" by the "insureds." II. SECTION II - DEFINITIONS of this Coverage Part is amended in the following manner: A. The definition of "claim" is amended to include the following: "Claim" also means any "third party claim." B. The definition of "wrongful act" is amended to include the following: "Wrongful act" also means any actual or alleged "third party wrongful act". C. The following definitions are added: "Third party" means any natural person who is a customer, vendor, service provider or other business invitee of an "insured entity". "Third party" shall not include "employees". "Third party claim" means any: 1. written demand for monetary damages or other civil non-monetary relief commenced by the receipt of such demand; 2. civil proceeding, including an arbitration or other alternative dispute resolution proceeding, commenced by the service of a complaint, filing of a demand for arbitration, or similar pleading; or 3. formal administrative or regulatory proceeding commenced by the filing of a notice of charges, formal investigative order or similar document; by or on behalf of a "third party". "Third party claim" also means a written request to the "insureds" to toll or waive a statute of limitations regarding a potential "third party claim" as described above. Such "claim" shall be commenced by the receipt of such request. "Third party wrongful act" means: 1. discrimination against a "third party" based upon age, gender, race, color, national origin, religion, creed, marital status, sexual orientation or preference, pregnancy, disability, HIV or other health status, Vietnam Era Veteran or other military status, or other protected status established under federal, state THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY Form SS 09 71 12 14 Page 1 of 1 © 2014, The Hartford RETROACTIVE DATE ENDORSEMENT - EMPLOYMENT PRACTICES LIABILITY This endorsement modifies insurance provided under the following: EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM I. SECTION I - INSURING AGREEMENT of this Coverage Part is amended to include the following: This Coverage Part applies only to "claims" for "wrongful acts" that occurred on or after the "retroactive date" set forth in the Declarations and before the end of the "policy period", regardless of whether such "claim" is made during the "policy period" or the Extended Reporting Period, if applicable. II. The following definition is added to SECTION II - DEFINITIONS of this Coverage Part: "Retroactive date" means the date specified in the Declarations. If no date is specified, the "retroactive date" will be the same as the Effective Date of this Coverage Part. All other terms and conditions of this Coverage Part remain unchanged. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SS 09 73 12 14 Page 1 of 1 © 2014, The Hartford COLORADO CHANGES - EMPLOYMENT PRACTICES LIABILITY Wherever "insured" or "named insured" is defined in the Coverage Part to include a spouse or any other term that denotes the spousal relationship of the "insured" or "named insured", it is amended to include a partner in a civil union or party to a civil union. All other terms and conditions remain unchanged. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form IH 99 40 04 09 Page 1 of 1 U.S. DEPARTMENT OF THE TREASURY, OFFICE OF FOREIGN ASSETS CONTROL ("OFAC") ADVISORY NOTICE TO POLICYHOLDERS No coverage is provided by this Policyholder Notice nor can it be construed to replace any provisions of your policy. You should read your policy and review your Declarations page for complete information on the coverages you are provided. This Notice provides information concerning possible impact on your insurance coverage due to directives issued by the United States. Please read this Notice carefully. The Office of Foreign Assets Control ("OFAC") of the U.S. Department of the Treasury administers and enforces economic and trade sanctions based on U.S. foreign policy and national security goals against targeted foreign countries and regimes, terrorists, international narcotics traffickers, those engaged in activities related to the proliferation of weapons of mass destruction, and other threats to the national security, foreign policy or economy of the United States. OFAC acts under Presidential national emergency powers, as well as authority granted by specific legislation, to impose controls on transactions and freeze assets under U.S. jurisdiction. OFAC publishes a list of individuals and companies owned or controlled by, or acting for or on behalf of, targeted countries. It also lists individuals, groups, and entities, such as terrorists and narcotics traffickers designated under programs that are not country-specific. Collectively, such individuals and companies are called "Specially Designated Nationals and Blocked Persons" or "SDNs". Their assets are blocked and U.S. persons are generally prohibited from dealing with them. This list can be located on OFAC’s web site at – http//www.treas.gov/ofac. In accordance with OFAC regulations, if it is determined that you or any other insured, or any person or entity claiming the benefits of this insurance has violated U.S. sanctions law or is an SDN, as identified by OFAC, the policy is a blocked contract and all dealings with it must involve OFAC. When an insurance policy is considered to be such a blocked or frozen contract, no payments nor premium refunds may be made without authorization from OFAC. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 SEQUOIA LEADERSHIP GROUP 45 SBM AK0921 07/26/19 07/26/20 TWIN CITY FIRE INSURANCE COMPANY Form IH 99 41 04 09 Page 1 of 1 Named Insured: Policy Number: Effective Date: Expiration Date: Company Name: THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. TRADE OR ECONOMIC SANCTIONS ENDORSEMENT This insurance does not apply to the extent that trade or economic sanctions or other laws or regulations prohibit us from providing insurance, including, but not limited to, the payment of claims. All other terms and conditions remain unchanged. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 WLTR004 THE HARTFORD BUSINESS SERVICE CENTER 3600 WISEMAN BLVD SAN ANTONIO TX 78251 March 26, 2019 HUNTINGTON INSURANCE INC / 45452000 37 WEST BROAD ST 7TH FLOOR COLUMBUS OH 43215 Policy Information: Policy Holder Details: Veliquette Group, LLC 1925 SHEELY DR FORT COLLINS FORT COLLINS CO 80526 Policy Number: 45 WEC AD0V77 Enclosed please find information pertaining to your policy. Please contact us if you have any questions or concerns. Thank you for selecting The Hartford for your business insurance needs. Sincerely, Your Hartford Service Team DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form 100722 11th Rev. Printed in U.S.A. Insurance Policy Billing Information Thank you for selecting The Hartford for your business insurance needs. Shortly, you will receive your first bill from us. You are receiving this Notice so you know what to expect as a valued customer of The Hartford. Should you have any questions after reviewing this information, please contact us at 866-467-8730, and we will be happy to assist you. o Your total policy premium will appear on your policy’s Declarations Page. You will be billed based on the payment plan you selected. o You may pay the "minimum due" as it appears on your insurance bill or pay the policy balance in full. o An installment service fee is added to each installment. A late fee will also be applied if the "minimum due" is not received by the due date shown on your bill. Service and late payment fees do not apply in all states. o If you selected installment billing, any credit or additional premium due as the result of a change made to your policy, will be spread over the remaining billing installments. Additional premium due as a result of an audit will be billed in full on your next bill date following the completion of the audit. o If you elected Electronic Funds Transfer (EFT), policy changes may result in changes to the amount automatically withdrawn from your bank account. The invoice you receive following a policy change will include future withdrawal amounts. If you need to adjust or stop your next scheduled EFT withdrawal, please contact us at least 3 days prior to the scheduled withdrawal date at the telephone number shown below. o If you selected installment billing and pay the premiums for your first policy term on time, at renewal, your account may qualify for our "Equal Installment" feature. This means that the percentage due for each installment, including the initial renewal installment, will be the same throughout the policy term – helping you better manage cash flow. Equal installments will continue as long as you pay your premiums on time and no cancellation notices are issued for any policy on your account. If you no longer qualify for Equal Installments, future renewals will be billed based on the payment plan you selected, which includes a higher initial installment amount. o If your policy is eligible for renewal, your bill for the upcoming policy term will be sent to you approximately 30 days prior to your policy’s renewal date. If your insurance needs change, please contact us at least 60 days prior to your renewal date so we can properly address any adjustments needed. o One bill convenience -- you have the option of combining all eligible Hartford policies on one single bill allowing you to make one payment for all policies on your account as payments are due. You’re In Control In addition to selecting a bill plan option that best meets your budget, you have the flexibility to decide how your payments are made … o Repetitive EFT: Sign up for Repetitive EFT payments and have payments automatically withdrawn from your bank account. This option saves you money by reducing the amount of the installment service fee. o Pay Online: Register at www.thehartford.com/servicecenter. Online Bill Pay is Quick, Easy and Secure! o Pay by Check: Send a check with your remittance stub in the envelope provided with your bill. o Pay by Phone: Call toll-free 1-866-467-8730. Should you have any questions about your bill, please call Customer Service toll-free number: 1-866-467-8730 - 7AM – 7PM CST. We look forward to being of service to you. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form 97485 16th Rev. Printed in U.S.A. Page 1 of 6 Process Date: 03/26/19 Policy Expiration Date: 03/27/20 Policy Number 45 WEC AD0V77 Policy Effective Date 03/27/19 Veliquette Group, LLC 1925 SHEELY DR FORT COLLINS FORT COLLINS CO 80526 Dear Hartford Insured, Re: An Important Message to Workers Compensation Policyholders The control of workplace accidents and injuries should be among the highest priorities of your firm. Each accident wastes precious human and financial resources, and introduces inefficiencies into your operations. From a practical standpoint, the control of accidents, and their inevitable costs, simply makes good business sense. An effective risk engineering program can save you money and aggravation, can positively impact your loss experience (and thus your premium), and most importantly, can help you maintain solid control of your operations. As a service to you, our valued customer, the Risk Engineering Department of The Hartford in cooperation with your independent agent, can assist you in establishing risk engineering strategies. If you would like assistance, please complete and return to us the reply portion of this brochure, or contact your independent agent. Services Available The following is a description of some of the services that we provide. The types of services that may be appropriate for your business depend upon the nature and size of your operations and the specific risk engineering services you have requested. The cost of risk engineering services may or may not be a part of your insurance premium. This depends on the extent of the requested services, agreements stated in your insurance policy and program, and statutory regulations that may require us to provide risk engineering services. 1) Reference Materials – Information about risk engineering topics that can be provided or made available to you to help you to enhance your risk engineering program. 2) Telephone Consultation – We can hold a teleconference with you to help you to evaluate your risk engineering program, identify areas for improvement, and recommend ways to implement such improvements. 3) Onsite Consultation – This consists of visiting your premises and helping you to assess and remedy your risk engineering needs onsite. This level of service is usually only appropriate for larger, higher hazard operations. The following are examples of some of the services that could be provided onsite: o A review of your safety program to determine its adequacy and recommend modifications to that plan where needed. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form 97485 16th Rev. Printed in U.S.A. Page 2 of 6 o Specific hazard evaluations, including ergonomics, industrial hygiene or material handling. o An initial survey and evaluation to address potential safety and health hazards. o Consultation to help management establish a comprehensive loss prevention Program. o Periodic summaries of accidents and analysis of causes. o Follow-up visits to check on progress and to provide continuing assistance when required. A Word About OSHA The Occupational Safety and Health Act of 1970 and similarly approved State Plans require employers to provide their employees with safe and healthful places to work. The Occupational Safety and Health Administration (OSHA) of the U.S. Department of Labor and similar State agencies enforce the regulations and apply penalties (civil and criminal) for non-compliance. New standards have been developed, and through application and interpretation, standards change. You should make yourself aware of the standards that are applicable to your operations, and assure yourself that reasonable efforts are made to be in compliance. Copies of the standards are available through most libraries, or can be obtained through OSHA or the U.S. Government Printing Office. You should know that neither The Hartford, nor any other party, can fulfill your obligations under the Law. Questions related to your legal obligations should be referred to your legal counsel. Some Safety Reminders from The Hartford: Have you considered: o The need to formalize your safety efforts to assure compliance and document your efforts? o The need to acquire Material Safety Data Sheets on all hazardous materials and the need for training on appropriate safety measures for your employees? o Requirements for record keeping of injuries, illnesses, and exposure to hazardous substances? o Assessing each job task to determine hazards and needed controls? o Measuring each exposure to hazardous substances to determine the need for control or personal protective equipment? o What mechanisms are in place to periodically verify that exposure controls (guards, ventilation systems, etc.) are still in place and working? o What specific training your employees and your supervisors need to avoid hazards in the workplace? o What specific OSHA standards apply to your business? DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form 97485 16th Rev. Printed in U.S.A. Page 3 of 6 o What mechanism exists to promptly investigate all accidents and ‘near-misses’ to limit the chance of another occurrence? o The financial impact an injury or illness has on your business? o What resources are available to you to help prevent accidents and illnesses? Thank you for your business. Sincerely, The Hartford's Risk Engineering Department DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form 97485 16th Rev. Printed in U.S.A. Page 4 of 6 THIS BROCHURE IS PROVIDED FOR INFORMATIONAL PURPOSES ONLY. IT IS NOT INTENDED TO BE A SUBSTITUTE FOR A COMPLETE ON-SITE SAFETY INSPECTION CONDUCTED BY A QUALIFIED RISK ENGINEERING SPECIALIST. READERS ARE ENCOURAGED TO HAVE SUCH AN INSPECTION CONDUCTED BOTH TO PROMOTE WORKPLACE SAFETY AND TO COMPLY WITH APPLICABLE LAW. FOR ADDITIONAL INFORMATION OR ASSISTANCE, EITHER TELEPHONE OR MAIL THIS FORM TO YOUR HARTFORD AGENT OR NEAREST OFFICE OF THE HARTFORD NOTICE TO ARKANSAS POLICYHOLDERS The Hartford is required by law to provide its policyholders with certain accident prevention services at no additional cost as required by ARK. Code Ann. §11-9-409(D) and Rule 32. If you would like more information, call The Hartford’s Risk Engineering Department, One Hartford Plaza, T-7, Hartford, CT 06155 at 1-866-586-0467. If you have any questions about this requirement, call the Health and Safety Division, Arkansas Workers’ Compensation Commission at 1-800-622-4472. NOTICE TO CALIFORNIA POLICYHOLDERS The Hartford is required by law to provide its policyholders with certain occupational safety and health risk engineering consultation services as required by the California Labor Code, §6354.5, at no additional charge. If you would like more information call The Hartford’s Risk Engineering Department at 1-866-586- 0467 for occupational safety and health risk engineering consultation services. California Workers Compensation insurance policyholders may register comments about the insurer’s risk engineering consultation service by writing to: State of California Department of Industrial Relations Division of Occupational Safety and Health P.O. Box 420603 San Francisco, California 94142 NOTICE TO PENNSYLVANIA POLICYHOLDERS The Hartford maintains and provides accident and illness prevention services as required by the nature of the policyholder's business or its operation, in accordance with the Pennsylvania Workers' Compensation Act. For more information about these services contact your Hartford Agent or nearest office of The Hartford. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form 97485 16th Rev. Printed in U.S.A. Page 5 of 6 NOTICE TO TEXAS POLICYHOLDERS Pursuant to Texas Labor Code §411.066, The Hartford is required to notify its policyholders that accident prevention services are available from The Hartford at no additional charge. These services may include surveys, recommendations, training programs, consultations, analyses of accident causes, industrial hygiene and industrial health services. The Hartford is also required to provide return-to-work coordination services as required by Texas Labor Code §413.021 and to notify you of the availability of the return-to-work reimbursement program for employers under Texas Labor Code §413.022. If you would like more information, contact The Hartford at 1-866-586-0467 and email contactriskengineering@thehartford.com for accident prevention services or 1-877-952-9222 and email CentralClaimCenter.WCEDM@thehartford.com for return-to-work coordination services. For information about these requirements call the Texas Department of Insurance, Division of Workers’ Compensation (TDI-DWC) at 1-800-687-7080 or for information about the return-to-work reimbursement program for employers call the TDI-DWC at 1-512-804-5000. If The Hartford fails to respond to your request for accident prevention services or return-to-work coordination services, you may file a complaint with the TDI-DWC in writing at http://www.tdi.texas.gov or by mail to Texas Department of Insurance, Division of Workers’ Compensation, MS-8, at 7551 Metro Center Drive, Austin, Texas 78744-1645. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form 97485 16th Rev. Printed in U.S.A. Page 6 of 6 To The Hartford’s Risk Engineering Department: Yes – I am interested in obtaining information concerning: General Topics Business Continuity Construction Accident Analysis Business Travel Safety Construction Site Consultation Accident Investigations Contingency Planning Overview Construction Equipment Hazards Establishing a Risk Engineering Program Emergency/Disaster Response Hazard Communication Hazard Recognition Emergency Evacuation Drills Ladders & Scaffolds Safety Committees Emergency Preparedness Planning Trenching & Evacuation Fall Protection Ergonomics Industrial Hygiene Property Back Injury Prevention Hazard Communication Automatic Sprinkler System Computer Workstation Industrial Hygiene (general) Flammable Liquids Cumulative Trauma Disorders Indoor Air Quality Fire Prevention and Protection Ergo Train-the-Trainer Noise Exposures Fire Drill and Evacuation Telecommuting Respiratory Protection Hot Work Permit Program Transportation Workers’ Compensation Other Topics 3-D Driver Training Bloodborne Pathogens Business Risk Management Driving Defensively Drug Screening General Liability Investigations Fleet Newsletter Machine Safeguarding Product Liability Programs Guide to Successful Driver Mgmt Return to Work Programs Safety Training School Bus Driving Tips Slip and Falls Security/Terrorism Name Company Policy # Address City & State Zip Code Email Address: Telephone For more information on the above, you can visit our website at https://www.thehartford.com/riskengineering Or you may forward your request to: Fax line: 1-860-723-4459 Or mail to: The Hartford Financial Services Group Risk Engineering Department One Hartford Plaza, T-7 Hartford, CT 06155 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form 98456 5th Rev. 12-13 Printed in U.S.A. Page 1 of 2 MAINTAINING YOUR RECORDS FOR AUDIT PURPOSES WHAT IS A PREMIUM ADJUSTMENT? When your Workers' Compensation policy was issued you paid a deposit premium based on the nature of your business and estimates of your payroll. At the end of the policy period, we conduct an audit to compare the estimates against the actual figures and operations. Based on this comparison an adjustment is made. If the actual premium is less than what you already have paid, a refund will be made. If it's more, you will be billed for the difference. These adjustments are subject to any minimum premiums that apply. HOW WILL THE PREMIUM ADJUSTMENT BE MADE? On smaller, less complex operations we may e-mail you, call you, or mail you a request to ask you to provide the information via our online web-based portal, mail or telephone. If we require this information, we will provide an electronic link to, or a paper copy of, the necessary forms for you to complete. On larger, more complex operations one of our Premium Auditors will contact you for an appointment. You will be contacted either by e-mail, telephone or mail. If directed, the auditor will contact your accountant to obtain as much information as possible and contact you at a later time for additional information that may be needed. BASIS OF PREMIUM Remuneration (Payroll) in most states, includes: Payment of: Wages, bonuses, commissions, overtime,* sick pay, vacation pay,* tool allowances, contributions to individual retirement accounts, employee contributions to employee benefit plans. Payments on basis of: Piece work, incentive plans, profit sharing. The value of: Housing furnished to employees,* meals furnished to employees,* store certificates, merchandise and other dollar substitutes. Remuneration does not include: a. Employer contributions to a group insurance or pension plan other than statutory plans of insurance. b. Special awards for individual inventions or discoveries. c. Overtime.* Subcontractors. In the absence of other insurance, most state laws hold a contractor responsible for injuries to employees of subcontractors. At the time of audit Certificates of Insurance must be available for subcontractors with employees, in order to avoid payment of premium. Independent Contractors, without employees, whose duties closely resemble those of an employee, will be considered your employee with the appropriate premium charged. The actual working relationship between you and the Independent Contractor is examined. Items such as, but not limited to: whether the work performed is an integral part of your operations, whether you have the right to control the details of the work, the method of payment, Form 98456 5th Rev. 12-13 Printed in U.S.A. Page 2 of 2 How You Should Keep Your Records By maintaining your payroll records in accordance with the following guidelines, you might reduce your insurance costs. Overtime. In most states, the amount paid in excess of straight time pay can be deducted if it can be verified in your records. You must maintain your records to show pay separately by employee and in summary by classification of work. *Division of an employee's payroll to more than one classification is not allowed in most states. Exception: For construction, erection or stevedoring operations the payroll of an employee may be allocated to each type of work performed if proper records are kept. Your records must show the number of hours and amount of payroll for each type of work. If you do not keep such a breakdown, the full salary must be charged to the highest rated classification to which the employee is exposed. Executive Officers in most states are considered employees of their corporation and included in the computation of premium. Their remuneration is assigned without division to the actual operation in which they are engaged. If their duties are the same as those of a worker, foreman or superintendent, their payroll is assigned to the classification that develops the highest payroll. Minimum and maximum payrolls apply to executive officers. Automated Records. If your records are automated or you plan to automate in the near future you can obtain maximum benefits by setting up your records to include insurance requirements. Our Premium Auditor will be pleased to assist you in setting up your records. Contact your Hartford Representative if you would like this assistance. NOTE: The contents of this publication are not intended to supersede any definitions or conditions of your policy, the Workers' Compensation Law or any legal rulings. *Your state may have specific rules or exceptions. Please contact your Hartford Representative for details that may apply and answer questions you may have. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form WC 66 03 37 H Printed in U.S.A. Page 1 of 2 IMPORTANT NOTICE TO POLICYHOLDERS DISCLOSURE PURSUANT TO TERRORISM RISK INSURANCE ACT A. Disclosure Of Premium In accordance with the federal Terrorism Risk Insurance Act, as amended (TRIA), we are required to provide you with a notice disclosing the portion of your premium, if any, attributable to coverage for "certified acts of terrorism" under TRIA. The charge for terrorism is shown in Item 4 of the Information Page or on the Schedule. The rate for terrorism will apply as of the effective date of your policy. The terrorism rates are subject to change at any time based on state regulatory action. B. The following definition is added with respect to the provisions of this endorsement: 1. A "certified act of terrorism" means an act that is certified by the Secretary of the Treasury, in accordance with the provisions of TRIA, to be an act of terrorism under TRIA. The criteria contained in TRIA for a "certified act of terrorism" include the following: a. The act results in insured losses in excess of $5 million in the aggregate, attributable to all types of insurance subject to TRIA; and b. The act results in damage within the United States, or outside the United States in the case of certain air carriers or vessels or the premises of an United States mission; and c. The act is a violent act or an act that is dangerous to human life, property or infrastructure and is committed by an individual or individuals as part of an effort to coerce the civilian population of the United States or to influence the policy or affect the conduct of the United States Government by coercion. C. Disclosure Of Federal Share Of Terrorism Losses Under TRIA The United States Department of the Treasury will reimburse insurers for a portion of such insured losses as indicated in the table below that exceeds the applicable insurer deductible: Calendar Year Federal Share of Terrorism Losses 2015 85% 2016 84% 2017 83% 2018 82% 2019 81% 2020 or later 80% However, if aggregate insured losses attributable to "certified acts of terrorism" under TRIA exceed $100 billion in a calendar year, the Treasury shall not make any payment for any portion of the amount of such losses that exceeds $100 billion. Form WC 66 03 37 H Printed in U.S.A. Page 2 of 2 and our estimate that we will exceed our insurer deductible. In accordance with Treasury procedures, amounts paid for losses may be subject to further adjustments based on differences between actual losses and estimates. E. All other terms and conditions remain the same. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form WC 66 01 49 F Printed in U.S.A. Process Date: 03/26/19 Policy Expiration Date: 03/27/20 IMPORTANT NOTICE COLORADO WORKERS' COMPENSATION INSURANCE MEDICAL AND INDEMNITY DEDUCTIBLE ELECTION FORM Colorado Workers' Compensation Law permits an employer to purchase workers' compensation insurance with a deductible. The deductible is for medical and indemnity benefits only. There are nine "Per Claim" deductible options available. They are: ( ) NONE ( ) $ 500 ( ) 1,000 ( ) 1,500 ( ) 2,000 ( ) 2,500 ( ) 5,000 ( ) 10,000 ( ) 13,500 ( ) 15,500 ( ) 16,000 ( ) 16,500 All medical and indemnity claims shall be paid by the company. In such case, the law requires that you reimburse the company for any deductible amounts so paid. If you have any questions, or desire one of these deductible amounts to apply to your coverage, please call your Agent for a quote. This offer is valid for thirty days after the effective date of the policy with which this notice is enclosed. Policy Number 45 WEC AD0V77 Employer Name Date Signature and Title Veliquette Group, LLC Agent Name Date Signature HUNTINGTON INSURANCE INC Return to Issuing Office: THE HARTFORD BUSINESS SERVICE CENTER Address: 3600 WISEMAN BLVD SAN ANTONIO TX 78251 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form WC 66 02 81 C Printed in U.S.A. Process Date: 03/26/19 Policy Expiration Date: 03/27/20 WORKERS’ COMPENSATION SELECTION OF DESIGNATED MEDICAL PROVIDER DISCLOSURE STATEMENT If you select two Designated Medical Providers meeting the following qualifications, a premium credit will be applied to your policy. For policies eligible for this credit as well as schedule rating, the combination of the 2.5% credit and the schedule modification cannot exceed +/-25%. A qualified Designated Medical Provider is a medical provider, who: 1) Has a knowledge of work injuries; 2) Is knowledgeable of fee schedules; 3) Is decisive on medical-maximum-improvement determinations; 4) Communicates with you, the employer on such issues as case management and wellness programs; 5) Is knowledgeable of the employers operations. The names of the providers must be posted and well publicized by you, the employer. ** SIGN AND RETURN ** I am aware of the availability of a premium credit of 2.5%, if I select two qualified Designated Medical Providers. For policies eligible for this credit as well as schedule rating, the combination of the 2.5% credit and the schedule modification cannot exceed +/-25%. Insured Signature Policy Number 45 WEC AD0V77 Issuing Office THE HARTFORD BUSINESS SERVICE CENTER Issuing Office Address 3600 WISEMAN BLVD SAN ANTONIO TX 78251 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form WC 66 03 06 Printed in U.S.A. Process Date: 03/26/19 Policy Expiration Date: 03/27/20 WORKERS’ COMPENSATION COST CONTAINMENT CERTIFICATION DISCLOSURE STATEMENT Cost Containment Certification is available from the Colorado Workers’ Compensation Cost Containment Board. If you obtain certification, your policy will be subject to a premium credit which will be shown separately on your policy. PLEASE CHECK ONE (1) OF THE FOLLOWING BOXES BASED UPON YOUR BUSINESS ENTITY QUALIFICATION: ☐ I am aware if my business does qualify for experience and/or schedule rating under my workers’ compensation insurance policy and my business has implemented a certified workers’ compensation risk management program, my policy is subject to a 5% premium credit if the loss experience has improved since the last renewal date of workers’ compensation insurance. This 5% premium credit is in addition to any schedule rating for which i may qualify. or, ☐ I am aware if my business does not qualify for experience and/or schedule rating under my workers’ compensation insurance policy and my business entity has implemented a certified workers’ compensation risk management program, my policy is subject to the following premium credit: Premium Dividend Dividend Criteria 10% If my business has been loss free for at least the last year immediately preceding the effective date of the premium credit. 8% If my business had one medical loss exceeding $250 in the last year immediately preceding the effective date of the premium credit. 6% If my business had two medical losses, each exceeding $250, in the last year immediately preceding the effective date of the premium credit. 4% If my business had three medical losses, each exceeding $250, in the last year immediately preceding the effective date of the premium credit. 2% If my business had three medical losses, each exceeding $250, and one claim for loss of time in the last year immediately preceding the effective date of the premium credit. 0% If my business had more than three medical losses and one claim for loss of time in the last year immediately preceding the effective date of the premium credit. ***PLEASE SIGN AND RETURN*** Insured Signature Policy Number 45 WEC AD0V77 Issuing Office THE HARTFORD BUSINESS SERVICE CENTER Issuing Office 3600 WISEMAN BLVD Address SAN ANTONIO TX 78251 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form WC 99 00 02 (03/14) Page 1 of 1 Workers’ Compensation and Employers’ Liability Business Insurance Policy DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 (Policy Provisions: WC000000C) INFORMATION PAGE WORKERS COMPENSATION AND EMPLOYERS LIABILITY POLICY Form WC 00 00 01 A (1) Printed in U.S.A. Page 1 (Continued on next page) Process Date: 03/26/19 Policy Expiration Date: 03/27/20 INSURER: Property & Casualty Ins Co. of Hartford ONE HARTFORD PLAZA HARTFORD CT 06155 NCCI Company Number: 30147 Company Code: P Suffix LARS RENEWAL POLICY NUMBER: 45 WEC AD0V77 Previous Policy Number: New 1. Named Insured and Mailing Address: (No., Street, Town, State, Zip Code) VELIQUETTE GROUP, LLC 1925 SHEELY DR FORT COLLINS FORT COLLINS CO 80526 FEIN Number: 35-2484861 State Identification Number(s): The Named Insured is: LLC Business of Named Insured: Administrative Management and General Management Consulting Services Other workplaces not shown above: 1925 SHEELY DR FORT COLLINS FORT COLLINS CO 80526 2. Policy Period: From 03/27/19 To 03/27/20 ANNUAL 12:01 a.m., Standard time at the insured's mailing address. Producer’s Name: HUNTINGTON INSURANCE INC 37 WEST BROAD ST 7TH FLOOR COLUMBUS OH 43215 Producer’s Code: 45452000 Issuing Office: THE HARTFORD BUSINESS SERVICE CENTER 3600 WISEMAN BLVD SAN ANTONIO TX 78251 (877) 853-2582 Total Estimated Annual Premium: $172 Deposit Premium: Policy Minimum Premium: $172 CO Audit Period: ANNUAL Installment Term: Full Pay (100%Down) The policy is not binding unless countersigned by our authorized representative. Countersigned by 03/26/19 Authorized Representative Date DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 INFORMATION PAGE (Continued) Policy Number: 45 WEC AD0V77 Form WC 00 00 01 A (1) Printed in U.S.A. Page 2 Process Date: 03/26/19 Policy Expiration Date: 03/27/20 3. A. Workers Compensation Insurance: Part one of the policy applies to the Workers Compensation Law of the states listed here: CO B. Employers Liability Insurance: Part Two of the policy applies to work in each state listed in Item 3.A. The limits of our liability under Part Two are: Bodily injury by Accident $100,000 each accident Bodily injury by Disease $500,000 policy limit Bodily injury by Disease $100,000 each employee C. Other States Insurance: Part Three of the policy applies to the states, if any , listed here: ALL STATES EXCEPT NORTH DAKOTA, OHIO, WASHINGTON, WYOMING, U.S.TERRITORIES AND STATES DESIGNATED IN ITEM 3.A. OF THE INFORMATION PAGE. D. This policy includes these endorsements and schedule: SEE ENDORSEMENT-WC 99 03 68 4. The premium for this policy will be determined by our Manuals of Rules, Classifications, Rates and Rating Plans. All information required below is subject to verification and change by audit. Classifications Code Number and Description Premium Basis Total Estimated Annual Remuneration Rates Per $100 of Remuneration Estimated Annual Premium Total Standard Premium $12 Expense Constant $160 Terrorism Risk Insurance Program Reauthorization Act Disclosure Endorsement $0 Catastrophe (Other Than Certified Acts Of Terrorism) $0 Estimated Annual Premium (before Surcharges) $172 *See the attached Schedule(s) of Operations for Location and State Level Premium Information Total Estimated Annual Premium: $172 Deposit Premium: Policy Minimum Premium: $172 CO Interstate/Intrastate Identification Number: Refer to Schedule of Operations NAICS: 541611 Labor Contractors Policy Number: SIC: 8748 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form WC 99 03 65 Printed in U.S.A. Process Date: 03/26/19 Policy Expiration Date: 03/27/20 EXTENSION OF THE INFORMATION PAGE - ITEM 1 - NAMED INSURED Policy Number: 45 WEC AD0V77 Endorsement Number: Effective Date: 03/27/19 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: Veliquette Group, LLC 1925 SHEELY DR FORT COLLINS FORT COLLINS CO 80526 Item 1 of the Information Page is completed to include as named insured: Named Insured : Veliquette Group, LLC State ID : Not Applicable FEIN : 35-2484861 DBA Name Sequoia Leadership Group DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form WC 99 03 68 Printed in U.S.A. Process Date: 03/26/19 Policy Expiration Date: 03/27/20 EXTENSION OF THE INFORMATION PAGE - ITEM 3.D - ENDORSEMENTS Policy Number: 45 WEC AD0V77 Endorsement Number: Effective Date: 03/27/19 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: Veliquette Group, LLC 1925 SHEELY DR FORT COLLINS FORT COLLINS CO 80526 Item 3.D. of the Information Page is completed to include the following endorsements: WC000000C WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC000001A.1 INFORMATION PAGE WC000001A.2 INFORMATION PAGE WC000308 PARTNERS, OFFICERS AND OTHERS EXCLUSION ENDORSEMENT WC000403 EXPERIENCE RATING MODIFICATION FACTOR ENDORSEMENT WC000414A 90-DAY REPORTING REQUIREMENT- NOTIFICATION OF CHANGE IN OWNERSHIP ENDORSEMENT WC000419 PREMIUM DUE DATE ENDORSEMENT WC000421D CATASTROPHE (OTHER THAN CERTIFIED ACTS OF TERRORISM) PREMIUM ENDORSEMENT WC000422B TERRORISM RISK INSURANCE PROGRAM REAUTHORIZATION ACT DISCLOSURE ENDORSEMENT WC000424 AUDIT NONCOMPLIANCE CHARGE ENDORSEMENT WC050402 COLORADO CLASSIFICATION ENDORSEMENT WC050403 COLORADO PREMIUM CREDIT FOR CERTIFIED RISK MANAGEMENT PROGRAMS ENDORSEMENT WC990001I Signature/ Copyright WC990002 WORKERS' COMPENSATION AND EMPLOYERS' LIABILITY BUSINESS INSURANCE POLICY WC990005 SCHEDULE OF OPERATIONS WC990069 AMENDATORY ENDORSEMENT - COLORADO WC990302B WORKERS COMPENSATION BROAD FORM ENDORSEMENT DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form WC 99 03 68 Printed in U.S.A. Process Date: 03/26/19 Policy Expiration Date: 03/27/20 EXTENSION OF THE INFORMATION PAGE - ITEM 3.D - ENDORSEMENTS Policy Number: 45 WEC AD0V77 Endorsement Number: Effective Date: 03/27/19 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: Veliquette Group, LLC 1925 SHEELY DR FORT COLLINS FORT COLLINS CO 80526 Item 3.D. of the Information Page is completed to include the following endorsements: WC990358B AMENDMENT TO WORKERS COMPENSATION BROAD FORM ENDORSEMENT - EMPLOYERS LIABILITY STOP GAP COVERAGE WC990365 EXTENSION OF THE INFORMATION PAGE - ITEM 1 - NAMED INSURED WC990368 EXTENSION OF THE INFORMATION PAGE - ITEM 3.D. - ENDORSEMENTS DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 SCHEDULE OF OPERATIONS This Schedule of Operations forms a part of the policy effective on the inception date of the policy unless another date is indicated below: INSURER: PROPERTY & CASUALTY INS CO. OF HARTFORD Company Code: P Policy Number: 45 WEC AD0V77 Schedule Number: 01-05-01 Effective Date: 03/27/19 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Location Address of operations covered by this schedule: Veliquette Group, LLC 1925 SHEELY DR FORT COLLINS FORT COLLINS CO 80526 NAICS: 541611 FEIN: 35-2484861 SIC: 8748 NO. OF EMPL: 1 4. The premium for this policy will be determined by our Manuals of Rules, Classifications, Rates and Rating Plans. All information required below is subject to verification and change by audit. Classifications Code Number and Description Premium Basis Total Estimated Annual Remuneration Rates Per $100 of Remuneration Estimated Annual Premium Countersigned by Authorized Representative Form WC 99 00 05 (1) Printed in U.S.A. Process Date: 03/26/19 Policy Expiration Date: 03/27/20 8810 CLERICAL OFFICE EMPLOYEES NOC 3,600.00 0.100000 4 Total State Summary Total Class Premium 4 Minimum Premium Adjustment 8 Total Estimated Annual Standard Premium 12 Expense constant 160 Terrorism Risk Insurance Program Reauthorization Act Disclosure Endorsement 3,600.00 0.004000 0 Catastrophe (other than certified acts of terrorism) 3,600.00 0.010000 0 Total Estimated Annual Premium 172 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form WC 66 01 56 B Printed in U.S.A. Process Date: 03/26/19 Policy Expiration Date: 03/27/20 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY QUICK REFERENCE Beginning Beginning on Page on Page INFORMATION PAGE PART TWO - Continued 1 G. Limits of Liability .............................................. 4 General Section.............................................................. 1 H. Recovery From Others..................................... 4 A. The Policy............................................................... 1 I. Actions Against Us........................................... 4 B. Who Is Insured....................................................... 1 C. Workers Compensation Law.................................. 1 PART THREE - OTHER STATES INSURANCE 4 D. State....................................................................... 1 A. How This Insurance Applies............................. 4 E. Locations................................................................ 1 B. Notice............................................................... 5 PARTONE- WORKERS COMPENSATION INSURANCE... 1 PART FOUR - YOUR DUTIES IF INJURY OCCURS..... 5 A. How This Insurance Applies................................... 1 B. We Will Pay............................................................ 1 PART FIVE - PREMIUM............................................... 5 C. We Will Defend....................................................... 1 A. Our Manuals..................................................... 5 D. We Will Also Pay.................................................... 1 B. Classifications.................................................. 5 E. Other Insurance...................................................... 2 C. Remuneration................................................... 5 F. Payments You Must Make...................................... 2 D. Premium Payments.......................................... 5 G. Recovery From Others........................................... 2 E. Final Premium.................................................. 5 H. Statutory Provisions................................................ 2 F. Records............................................................ 6 G. Audit................................................................. 6 PART TWO - EMPLOYERS LIABILITY INSURANCE...... 2 A. How This Insurance Applies................................... 2 PART SIX - CONDITIONS....................................... 6 B. We will Pay............................................................. 3 A. Inspection......................................................... 6 C. Exclusions.............................................................. 3 B. Long Term Policy............................................. 6 D. We Will Defend....................................................... 3 C. Transfer of Your Rights and Duties.................. 6 E. We Will Also Pay.................................................... 4 D. Cancellation..................................................... 6 F. Other Insurance...................................................... 4 E. Sole Representative......................................... 6 IMPORTANT: This Quick Reference is not part of the Workers Compensation and Employers Liability Policy and does not provide coverage. Refer to the Workers Compensation and Employers Liability Policy itself for actual contractual provisions. PLEASE READ THE WORKERS COMPENSATION AND EMPLOYERS LIABILITY POLICY CAREFULLY. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form WC 00 00 00 C Printed in U.S.A. Page 1 of 6 Process Date: 03/26/19 Policy Expiration Date: 03/27/20 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY In return for the payment of the premium and subject to all terms of this policy, we agree with you as follows: GENERAL SECTION A. The Policy This policy includes at its effective date the Information Page and all endorsements and schedules listed there. It is a contract of insurance between you (the employer named in Item 1 of the Information Page) and us (the insurer named on the Information Page). The only agreements relating to this insurance are stated in this policy. The terms of this policy may not be changed or waived except by endorsement issued by us to be part of this policy. B. Who Is Insured You are insured if you are an employer named in Item 1 of the Information Page. If that employer is a partnership, and if you are one of its partners, you are insured, but only in your capacity as an employer of the partnership's employees. C. Workers Compensation Law Workers Compensation Law means the workers or workmen's compensation law and occupational disease law of each state or territory named in Item 3.A. of the Information Page. It includes any amendments to that law which are in effect during the policy period. It does not include any federal workers or workmen's compensation law, any federal occupational disease law or the provisions of any law that provide nonoccupational disability benefits. D. State State means any state of the United States of America, and the District of Columbia. E. Locations This policy covers all of your workplaces listed in Items 1 or 4 of the Information Page; and it covers all other workplaces in Item 3.A. states unless you have other insurance or are self-insured for such workplaces. PART ONE - WORKERS COMPENSATION INSURANCE A. How This Insurance Applies This workers compensation insurance applies to bodily injury by accident or bodily injury by disease. Bodily injury includes resulting death. 1. Bodily injury by accident must occur during the policy period. 2. Bodily injury by disease must be caused or aggravated by the conditions of your employment. The employee's last day of last exposure to the conditions causing or aggravating such bodily injury by disease must occur during the policy period. B. We Will Pay We will pay promptly when due the benefits required of you by the workers compensation law. C. We Will Defend We have the right and duty to defend at our expense any claim, proceeding or suit against you for benefits Form WC 00 00 00 C Printed in U.S.A. Page 2 of 6 2. premiums for bonds to release attachments and for appeal bonds in bond amounts up to the amount payable under this insurance; 3. litigation costs taxed against you; 4. interest on a judgment as required by law until we offer the amount due under this insurance; and 5. expenses we incur. E. Other Insurance We will not pay more than our share of benefits and costs covered by this insurance and other insurance or self-insurance. Subject to any limits of liability that may apply, all shares will be equal until the loss is paid. If any insurance or self-insurance is exhausted, the shares of all remaining insurance will be equal until the loss is paid. F. Payments You Must Make You are responsible for any payments in excess of the benefits regularly provided by the workers compensation law including those required because: 1. of your serious and willful misconduct; 2. you knowingly employ an employee in violation of law; 3. you fail to comply with a health or safety law or regulation; or 4. you discharge, coerce or otherwise discriminate against any employee in violation of the workers compensation law. If we make any payments in excess of the benefits regularly provided by the workers compensation law on your behalf, you will reimburse us promptly. G. Recovery From Others We have your rights, and the rights of persons entitled to the benefits of this insurance, to recover our payments from anyone liable for the injury. You will do everything necessary to protect those rights for us and to help us enforce them. H. Statutory Provisions These statements apply where they are required by law. 1. As between an injured worker and us, we have notice of the injury when you have notice. 2. Your default or the bankruptcy or insolvency of you or your estate will not relieve us of our duties under this insurance after an injury occurs. 3. We are directly and primarily liable to any person entitled to the benefits payable by this insurance. Those persons may enforce our duties; so may an agency authorized by law. Enforcement may be against you and us. 4. Jurisdiction over you is jurisdiction over us for purposes of the workers compensation law. We are bound by decisions against you under that law, subject to the provisions of this policy that are not in conflict with that law. 5. This insurance conforms to the parts of the workers compensation law that apply to: a. benefits payable by this insurance; b. special taxes, payments into security or other special funds, and assessments payable by Form WC 00 00 00 C Printed in U.S.A. Page 3 of 6 exposure to the conditions causing or aggravating such bodily injury by disease must occur during the policy period. 5. If you are sued, the original suit and any related legal actions for damages for bodily injury by accident or by disease must be brought in the United States of America, its territories or possessions, or Canada. B. We Will Pay We will pay all sums that you legally must pay as damages because of bodily injury to your employees, provided the bodily injury is covered by this Employers Liability Insurance. The damages we will pay, where recovery is permitted by law, include damages: 1. For which you are liable to a third party by reason of a claim or suit against you by that third party to recover the damages claimed against such third party as a result of injury to your employee; 2. For care and loss of services; and 3. For consequential bodily injury to a spouse, child, parent, brother or sister of the injured employee; provided that these damages are the direct consequence of bodily injury that arises out of and in the course of the injured employee's employment by you; and 4. Because of bodily injury to your employee that arises out of and in the course of employment, claimed against you in a capacity other than as employer. C. Exclusions This insurance does not cover: 1. Liability assumed under a contract. This exclusion does not apply to a warranty that your work will be done in a workmanlike manner; 2. Punitive or exemplary damages because of bodily injury to an employee employed in violation of law; 3. Bodily injury to an employee while employed in violation of law with your actual knowledge or the actual knowledge of any of your executive officers; 4. Any obligation imposed by a workers com- pensation, occupational disease, unemployment compensation, or disability benefits law, or any similar law; 5. Bodily injury intentionally caused or aggravated by you; 6. Bodily injury occurring outside the United States of America, its territories or possessions, and Canada. This exclusion does not apply to bodily injury to a citizen or resident of the United States of America or Canada who is temporarily outside these countries; 7. Damages arising out of coercion, criticism, demotion, evaluation, reassignment, discipline, defamation, harassment, humiliation, dis- crimination against or termination of any employee, or any personnel practices, policies, acts or omissions; 8. Bodily injury to any person in work subject to the Form WC 00 00 00 C Printed in U.S.A. Page 4 of 6 We have no duty to defend a claim, proceeding or suit that is not covered by this insurance. We have no duty to defend or continue defending after we have paid our applicable limit of liability under this insurance. E. We Will Also Pay We will also pay these costs, in addition to other amounts payable under this insurance, as part of any claim, proceeding or suit we defend: 1. Reasonable expenses incurred at our request, but not loss of earnings; 2. Premiums for bonds to release attachments and for appeal bonds in bond amounts up to the limit of our liability under this insurance; 3. Litigation costs taxed against you; 4. Interest on a judgment as required by law until we offer the amount due under this insurance; and 5. Expenses we incur. F. Other Insurance We will not pay more than our share of damages and costs covered by this insurance and other insurance or self-insurance. Subject to any limits of liability that apply, all shares will be equal until the loss is paid. If any insurance or self-insurance is exhausted, the shares of all remaining insurance and self-insurance will be equal until the loss is paid. G. Limits of Liability Our liability to pay for damages is limited. Our limits of liability are shown in Item 3.B. of the Information Page. They apply as explained below. 1. Bodily Injury by Accident. The limit shown for ''bodily injury by accident each accident'' is the most we will pay for all damages covered by this insurance because of bodily injury to one or more employees in any one accident. A disease is not bodily injury by accident unless it results directly from bodily injury by accident. 2. Bodily Injury by Disease. The limit shown for ''bodily injury by disease policy limit'' is the most we will pay for all damages covered by this insurance and arising out of bodily injury by disease, regardless of the number of employees who sustain bodily injury by disease. The limit shown for ''bodily injury by disease each employee'' is the most we will pay for all damages because of bodily injury by disease to any one employee. Bodily injury by disease does not include disease that results directly from a bodily injury by accident. 3. We will not pay any claims for damages after we have paid the applicable limit of our liability under this insurance. H. Recovery From Others We have your rights to recover our payment from anyone liable for an injury covered by this insurance. You will do everything necessary to protect those rights for us and to help us enforce them. I. Actions Against Us Form WC 00 00 00 C Printed in U.S.A. Page 5 of 6 Information Page, coverage will not be afforded for that state unless we are notified within thirty days. B. Notice Tell us at once if you begin work in any state listed in Item 3.C. of the Information Page. PART FOUR - YOUR DUTIES IF INJURY OCCURS Tell us at once if injury occurs that may be covered by this policy. Your other duties are listed here. 1. Provide for immediate medical and other services required by the workers compensation law. 2. Give us or our agent the names and addresses of the injured persons and of witnesses, and other information we may need. 3. Promptly give us all notices, demands and legal papers related to the injury, claim, proceeding or suit. 4. Cooperate with us and assist us, as we may request, in the investigation, settlement or defense of any claim, proceeding or suit. 5. Do nothing after an injury occurs that would interfere with our right to recover from others. 6. Do not voluntarily make payments, assume obligations or incur expenses, except at your own cost. PART FIVE - PREMIUM A. Our Manuals All premium for this policy will be determined by our manuals of rules, rates, rating plans and classifications. We may change our manuals and apply the changes to this policy if authorized by law or a governmental agency regulating this insurance. B. Classifications Item 4 of the Information Page shows the rate and premium basis for certain business or work classifications. These classifications were assigned based on an estimate of the exposures you would have during the policy period. If your actual exposures are not properly described by those classifications, we will assign proper classifications, rates and premium basis by endorsement to this policy. C. Remuneration Premium for each work classification is determined by multiplying a rate times a premium basis. Remuneration is the most common premium basis. This premium basis includes payroll and all other remuneration paid or payable during the policy period for the services of: 1. All your officers and employees engaged in work covered by this policy; and 2. all other persons engaged in work that could make us liable under Part One (Workers Compensation Insurance) of this policy. If you do not have payroll records for these persons, the contract price for their services and materials may be used as the premium basis. This paragraph 2 will not apply if you give us proof that the employers of these persons lawfully secured their workers compensation obligations. Form WC 00 00 00 C Printed in U.S.A. Page 6 of 6 If this policy is cancelled, final premium will be determined in the following way unless our manuals provide otherwise: 1. If we cancel, final premium will be calculated pro rata based on the time this policy was in force. Final premium will not be less than the pro rata share of the minimum premium. 2. If you cancel, final premium will be more than pro rata; it will be based on the time this policy was in force, and increased by our short rate cancellation table and procedure. Final premium will not be less than the minimum premium. F. Records You will keep records of information needed to compute premium. You will provide us with copies of those records when we ask for them. G. Audit You will let us examine and audit all your records that relate to this policy. These records include ledgers, journals, registers, vouchers, contracts, tax reports, payroll and disbursement records, and programs for storing and retrieving data. We may conduct the audits during regular business hours during the policy period and within three years after the policy period ends. Information developed by audit will be used to determine final premium. Insurance rate service organizations have the same rights we have under this provision. PART SIX - CONDITIONS A. Inspection We have the right, but are not obligated to inspect your workplaces at any time. Our inspections are not safety inspections. They relate only to the insurability of the workplaces and the premiums to be charged. We may give you reports on the conditions we find. We may also recommend changes. While they may help reduce losses, we do not undertake to perform the duty of any person to provide for the health or safety of your employees or the public. We do not warrant that your workplaces are safe or healthful or that they comply with laws, regulations, codes or standards. Insurance rate service organizations have the same rights we have under this provision. B. Long Term Policy If the policy period is longer than one year and sixteen days, all provisions of this policy will apply as though a new policy were issued on each annual anniversary that this policy is in force. C. Transfer of Your Rights and Duties Your rights or duties under this policy may not be transferred without our written consent. If you die and we receive notice within thirty days after your death, we will cover your legal representative as insured. D. Cancellation 1. You may cancel this policy. You must mail or deliver advance written notice to us stating when the cancellation is to take effect. 2. We may cancel this policy. We must mail or THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Countersigned by Authorized Representative Form WC 00 04 19 Printed in U.S.A. Process Date: 03/26/19 Policy Expiration Date: 03/27/20 PREMIUM DUE DATE ENDORSEMENT Policy Number: 45 WEC AD0V77 Endorsement Number: Effective Date: 03/27/19 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: Veliquette Group, LLC 1925 SHEELY DR FORT COLLINS FORT COLLINS CO 80526 Section D of Part Five of the policy is replaced by this provision: PART FIVE PREMIUM D. Premium is amended to read: You will pay all premium when due. You will pay the premium even if part or all of a workers compensation law is not valid. The due date for audit and retrospective premiums is the date of the billing. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form WC 00 04 24 Printed in U.S.A. Process Date: 03/26/19 Policy Expiration Date: 03/27/20 AUDIT NONCOMPLIANCE CHARGE ENDORSEMENT Policy Number: 45 WEC AD0V77 Endorsement Number: Effective Date: 03/27/19 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: Veliquette Group, LLC 1925 SHEELY DR FORT COLLINS FORT COLLINS CO 80526 Part Five - Premium, Section G. (Audit) of the Workers Compensation and Employers Liability Insurance Policy is revised by adding the following: If you do not allow us to examine and audit all of your records that relate to this policy, and/or do not provide audit information as requested, we may apply an Audit Noncompliance Charge. The method for determining the Audit Noncompliance Charge by state, where applicable, is shown in the Schedule below. If you allow us to examine and audit all of your records after we have applied an Audit Noncompliance Charge, we will revise your premium in accordance with our manuals and Part 5 - Premium, E. (Final Premium) of this policy. Failure to cooperate with this policy provision may result in the cancellation of your insurance coverage, as specified under the policy. Schedule State(s) Basis of Audit Noncompliance Charge Maximum Audit Noncompliance Charge Multiplier AL, AR, CO, CT, DC, DE, GA, IA, ID, IL, KY, MD, ME, MI, MN, MS, NE, NH, NJ, NM, OR, RI, SC, SD, TN, UT, VA, VT, WV Estimated Annual Premium Up to two times AZ, HI, KS, OK, WI Estimated Annual Premium Two times NC Estimated Annual Premium Up to three times NV Estimated Annual Premium Up to one times DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form WC 05 04 02 Printed in U.S.A. Process Date: 03/26/19 Policy Expiration Date: 03/27/20 COLORADO CLASSIFICATION ENDORSEMENT Policy Number: 45 WEC AD0V77 Endorsement Number: Effective Date: 03/27/19 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: Veliquette Group, LLC 1925 SHEELY DR FORT COLLINS FORT COLLINS CO 80526 This endorsement applies only to the insurance provided by Part One (Workers Compensation Insurance) because Colorado is shown in Item 3.A. of the Information Page. Section B. Classifications of Part Five (Premium) is amended by adding the following: The assignment of a proper classification resulting in higher premium is allowed only if the misclassification was caused by your failure to provide accurate or complete data. If your operation changes during the policy term, you must notify us within ninety days of the change. Failure to notify us will be considered a failure to provide accurate or complete data. Section E. Final Premium of Part Five is amended by adding this sentence at the end of the first paragraph: Payments to us or to you based on improper classification may be collected or refunded during the term of the policy and for twelve months after the term. Countersigned by Authorized Representative DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Countersigned by Authorized Representative Form WC 99 00 69 Printed in U.S.A. Process Date: 03/26/19 Policy Expiration Date: 03/27/20 AMENDATORY ENDORSEMENT COLORADO Policy Number: 45 WEC AD0V77 Endorsement Number: Effective Date: 03/27/19 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: Veliquette Group, LLC 1925 SHEELY DR FORT COLLINS FORT COLLINS CO 80526 It is agreed that this policy covers all employees of the insured, including statutory employees, and covers all business operations of the insured in any lawful endeavors, whether naturally connected or not, with respect to compensation and other benefits required of the insured by the Workers Compensation Law. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Countersigned by Authorized Representative Form WC 05 04 03 Printed in U.S.A. Page 1 of 2 Process Date: 03/26/19 Policy Expiration Date: 03/27/20 COLORADO PREMIUM CREDIT FOR CERTIFIED RISK MANAGEMENT PROGRAMS ENDORSEMENT Policy Number: 45 WEC AD0V77 Endorsement Number: Effective Date: 03/27/19 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: Veliquette Group, LLC 1925 SHEELY DR FORT COLLINS FORT COLLINS CO 80526 This endorsement applies to Part One (Workers Compensation Insurance) because Colorado is listed in Item 3.A of the Information Page. The Colorado Workers Compensation Cost Containment Board has determined that a premium differential shall be provided on all policies when you have selected a designed medical provider. If you qualify for experience and/or schedule rating and you have implemented a certified workers compensation risk management program or service, we must allow a 5% premium credit if your loss experience has improved since your last renewal date. The Schedule below will indicate if you qualify for this credit. If you do not qualify for experience and/or schedule rating on your workers compensation insurance and you have implemented a certified workers compensation risk management program or service, we must offer premium credits as follows: Premium Credit Credit Criteria 10% If you have been loss free for at least the last year immediately preceding the effective date of the premium credit. 8% If you have had one medical loss exceeding $250 in the last year immediately preceding the effective date of the premium credit. 6% If you have had two medical losses, each exceeding $250 within the last year immediately preceding the effective date of the premium credit. 4% If you have had three medical losses, each exceeding $250 within the last year immediately preceding the effective date of the premium credit. 2% If you have had three medical losses, each exceeding $250, and one claim for loss of time in the last year immediately preceding the effective date of the premium credit. 0% If you have had more than three medical losses and one claim for loss time in the last year immediately preceding the effective date of the premium credit. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form WC 05 04 03 Printed in U.S.A. Page 2 of 2 If you have selected a designated medical provider, we must allow a credit 0f 2.5%. If you are eligible for schedule rating, the 2.5% credit must be included in the total schedule credit or debit, subject to the 25% maximum limitation. If you are not eligible for experience or schedule rating, the 2.5% credit will be applied, in addition to the premium credit applicable. The combined premium credit and the 2.5% credit for selection of a designated medical provider shall not exceed 12.5% Schedule % Premium Credit Certified Risk Management Program/Designated Medical Provider DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Countersigned by Authorized Representative Form WC 00 04 03 Printed in U.S.A. Process Date: 03/26/19 Policy Expiration Date: 03/27/20 EXPERIENCE RATING MODIFICATION FACTOR ENDORSEMENT Policy Number: 45 WEC AD0V77 Endorsement Number: Effective Date: 03/27/19 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: Veliquette Group, LLC 1925 SHEELY DR FORT COLLINS FORT COLLINS CO 80526 The premium for the policy will be adjusted by an experience rating modification factor. The factor was not available when the policy was issued. The factor, if any, shown on the Information Page is an estimate. We will issue an endorsement to show the proper factor, if different from the factor shown, when it is calculated. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form WC 99 03 02 B Printed in U.S.A. (Ed. 8/00) Page 1 of 4 Process Date: 03/26/19 Policy Expiration Date: 03/27/20 © 2000, The Hartford WORKERS’ COMPENSATION BROAD FORM ENDORSEMENT Policy Number: 45 WEC AD0V77 Endorsement Number: Effective Date: 03/27/19 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: Veliquette Group, LLC 1925 SHEELY DR FORT COLLINS FORT COLLINS CO 80526 Section I of this endorsement expands coverage provided under WC 00 00 00. Section II of this endorsement provides additional coverage usually only provided by endorsement. Section III of this endorsement is a Schedule of Covered States. You may use the index to locate these coverage features quickly: INDEX SUBJECT PAGE SECTION I 2 PARTS ONE and TWO 2 01 We Will Also Pay 2 PART - THREE 2 02 How This Insurance Works 2 PART - SIX 2 03 Transfer of Your Rights and Duties 2 04 Liberalization 2 SECTION II 2 VOLUNTARY COMPENSATION INSURANCE 2 05 Voluntary Compensation Insurance 2 A. How This Insurance Applies 2 B. We will Pay 3 C. Exclusions 3 D. Before We Pay 3 E. Recovery From Others 3 F. Employers’ Liability Insurance 3 EMPLOYERS’ LIABILITY STOP GAP COVERAGE 3 06 Employers’ Liability Stop Gap Coverage 3 A. Stop Gap Coverage Limited Montana, North Dakota, Ohio, Washington, West Virginia and Wyoming 3 B. Part One does not Apply 3 C. Application of Coverage 3 D. Additional Exclusions 3 E. West Virginia 3 SECTION III 4 07 Schedule of Covered States 4 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form WC 99 03 02 B Printed in U.S.A. (Ed. 8/00) Page 2 of 4 SECTION I PARTS ONE and TWO 1. WE WILL ALSO PAY D. We Will Also Pay of Part One (WORKERS’ COMPENSATION INSURANCE); and E. We Will Also Pay of Part Two (EMPLOYERS’ LIABILITY INSURANCE) is replaced by the following: We Will Also Pay We will also pay these costs, in addition to other amounts payable under this insurance, as part of any claim, proceeding, or suit we defend: 1. reasonable expenses incurred at our request, INCLUDING loss of earnings; 2. premiums for bonds to release attachments and for appeal bonds in bond amounts up to the limit of our liability under this insurance; 3. litigation costs taxed against you; 4. interest on a judgment as required by law until we offer the amount due under this law; and 5. expenses we incur. PART THREE 2. How This Insurance Applies Paragraph 4. of A. How This Insurance Applies of Part 3 (Other States Insurance) is replaced by the following: 4. If you have work on the effective date of this policy in any state not listed in Item 3.A. of the Information Page, coverage will not be afforded for that state unless we are notified within sixty days. PART SIX 3. Transfer Of Your Rights and Duties C. Transfer Of Your Rights and Duties of Part 6 (Conditions) is replaced by the following: Your rights or duties under this policy may not be transferred without our written consent. If you die and we receive notice within sixty days after your death, we will cover your legal representative as insured. 4. Liberalization If we adopt a change in this form that would broaden the coverage of this form without extra charge, the broader coverage will apply to this policy. It will apply when the change becomes effective in your state. SECTION II VOLUNTARY COMPENSATION AND EMPLOYERS’ LIABILITY COVERAGE 5. Voluntary Compensation Insurance A. How This Insurance Applies This insurance applies to bodily injury by accident or bodily injury by disease. Bodily injury includes resulting death. 1. The bodily injury must be sustained by any officer or employee not subject to Form WC 99 03 02 B Printed in U.S.A. (Ed. 8/00) Page 3 of 4 The officer’s or employee’s last day of last exposure to the conditions causing or aggravating such bodily injury by disease must occur during the policy period. B. We Will Pay We will pay an amount equal to the benefits that would be required of you as if you and your employees were subject to the workers’ compensation law of any state shown in Item 3.A. of the Information Page. We will pay those amounts to the persons who would be entitled to them under the law. C. Exclusion This insurance does not cover: 1. any obligation imposed by workers’ compensation or occupational disease law or any similar law. 2. bodily injury intentionally caused or aggravated by you. 3. officers or employees who have elected not to be subject to the state workers’ compensation law. 4. partners or sole proprietors not covered under the Standard Sole Proprietors, Partners, Officers and Others Coverage Endorsement. D. Before We Pay Before we pay benefits to the persons entitled to them, they must: 1. Release you and us, in writing, of all responsibility for the injury or death. 2. Transfer to us their right to recover from others who may be responsible for the injury or death. 3. Cooperate with us and do everything necessary to enable us to enforce the right to recover from others. If the persons entitled to the benefits of this insurance fail to do those things, our duty to pay ends at once. If they claim damages from you or from us for the injury or death, our duty to pay ends at once. E. Recovery From Others If we make a recovery from others, we will keep an amount equal to our expenses of recovery and the benefits we paid. We will pay the balance to the persons entitled to it. If the persons entitled to the benefits of this insurance make a recovery from others, they must reimburse us for the benefits we paid them. F. Employers’ Liability Insurance Part Two (Employers’ Liability Insurance) applies to bodily injury covered by this endorsement as though the State of Employment was shown in Item 3.A. of the Information Page. This provision 5. does not apply in New Jersey or Wisconsin. EMPLOYERS’ LIABILITY STOP GAP COVERAGE Countersigned by Authorized Representative Form WC 99 03 02 B Printed in U.S.A. (Ed. 8/00) Page 4 of 4 SECTION III 7. SCHEDULE OF COVERED STATES A. This endorsement only applies in the states listed in this Schedule of Covered States. B. If a state, shown in Item 3.A. of the Information Page, approves this endorsement after the effective date of this policy, this endorsement will apply to this policy. The coverage will apply in the new state on the effective date of the state approval. C. Schedule of Covered States: CO DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form WC 99 03 58 B Printed in U.S.A (Ed. 7/08) Process Date: 03/26/19 Policy Expiration Date: 03/27/20 AMENDMENT TO WORKERS’ COMPENSATION BROAD FORM ENDORSEMENT- EMPLOYERS’ LIABILITY STOP GAP COVERAGE Policy Number: 45 WEC AD0V77 Endorsement Number: Effective Date: 03/27/19 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: Veliquette Group, LLC 1925 SHEELY DR FORT COLLINS FORT COLLINS CO 80526 This endorsement changes the Workers’ Compensation Broad Form Endorsement – Employers’ Liability Stop Gap Coverage 6. Employers’ Liability Stop Gap Coverage A. This coverage only applies in North Dakota, Ohio, Washington, and Wyoming E. This paragraph is removed. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form WC 00 04 22 B Printed in U.S.A. Page 1 of 2 Process Date: 03/26/19 Policy Expiration Date: 03/27/20 TERRORISM RISK INSURANCE PROGRAM REAUTHORIZATION ACT DISCLOSURE ENDORSEMENT Policy Number: 45 WEC AD0V77 Endorsement Number: Effective Date: 03/27/19 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: Veliquette Group, LLC 1925 SHEELY DR FORT COLLINS FORT COLLINS CO 80526 This endorsement addresses the requirements of the Terrorism Risk Insurance Act of 2002 as amended and extended by the Terrorism Risk Insurance Program Reauthorization Act of 2015. It serves to notify you of certain limitations under the Act, and that your insurance carrier is charging premium for losses that may occur in the event of an Act of Terrorism. Your policy provides coverage for workers compensation losses caused by Acts of Terrorism, including workers compensation benefit obligations dictated by state law. Coverage for such losses is still subject to all terms, definitions, exclusions, and conditions in your policy, and any applicable federal and/or state laws, rules, or regulations. Definitions The definitions provided in this endorsement are based on and have the same meaning as the definitions in the Act. If words or phrases not defined in this endorsement are defined in the Act, the definitions in the Act will apply. "Act" means the Terrorism Risk Insurance Act of 2002, which took effect on November 26, 2002, and any amendments thereto, including any amendments resulting from the Terrorism Risk Insurance Program Reauthorization Act of 2015. "Act of Terrorism" means any act that is certified by the Secretary of the Treasury, in consultation with the Secretary of Homeland Security, and the Attorney General of the United States as meeting all of the following requirements: a. The act is an act of terrorism. b. The act is violent or dangerous to human life, property or infrastructure. c. The act resulted in damage within the United States, or outside of the United States in the case of the premises of United States missions or certain air carriers or vessels. d. The act has been committed by an individual or individuals as part of an effort to coerce the civilian population of the United States or to influence the policy or affect the conduct of the United States Government by coercion. "Insured Loss" means any loss resulting from an act of terrorism (and, except for Pennsylvania, including an act of war, in the case of workers compensation) that is covered by primary or excess property and casualty insurance issued by an insurer if the loss occurs in the United States or at the premises of United States missions or to certain air carriers or vessels. "Insurer Deductible" means, for the period beginning on Form WC 00 04 22 B Printed in U.S.A. Page 2 of 2 Limitation of Liability The Act limits our liability to you under this policy. If aggregate Insured Losses exceed $100,000,000,000 in a calendar year and if we have met our Insurer Deductible, we are not liable for the payment of any portion of the amount of Insured Losses that exceeds $100,000,000,000; and for aggregate Insured Losses up to $100,000,000,000, we will pay only a pro rata share of such Insured Losses as determined by the Secretary of the Treasury. Policyholder Disclosure Notice 1. Insured Losses would be partially reimbursed by the United States Government. If the aggregate industry Insured Losses exceed: a. $100,000,000, with respect to such Insured Losses occurring in calendar year 2015, the United States Government would pay 85% of our Insured Losses that exceed our Insurer Deductible. b. $120,000,000, with respect to such Insured Losses occurring in calendar year 2016, the United States Government would pay 84% of our Insured Losses that exceed our Insurer Deductible. c. $140,000,000, with respect to such Insured Losses occurring in calendar year 2017, the United States Government would pay 83% of our Insured Losses that exceed our Insurer Deductible. d. $160,000,000, with respect to such Insured Losses occurring in calendar year 2018, the United States Government would pay 82% of our Insured Losses that exceed our Insurer Deductible. e. $180,000,000, with respect to such Insured Losses occurring in calendar year 2019, the United States Government would pay 81% of our Insured Losses that exceed our Insurer Deductible. f. $200,000,000, with respect to such Insured Losses occurring in calendar year 2020, the United States Government would pay 80% of our Insured Losses that exceed our Insurer Deductible. 2. Notwithstanding item 1 above, the United States Government will not make any payment under the Act for any portion of Insured Losses that exceed $100,000,000,000. 3. The premium charge for the coverage your policy provides for Insured Losses is included in the amount shown in Item 4 of the Information Page or in the Schedule below. Schedule State Rate Premium See Attached Schedule DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form WC 00 04 21 D Printed in U.S.A. Process Date: 03/26/19 Policy Expiration Date: 03/27/20 CATASTROPHE (OTHER THAN CERTIFIED ACTS OF TERRORISM) PREMIUM ENDORSEMENT Policy Number: 45 WEC AD0V77 Endorsement Number: Effective Date: 03/27/19 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: Veliquette Group, LLC 1925 SHEELY DR FORT COLLINS FORT COLLINS CO 80526 This endorsement is notification that your insurance carrier is charging premium to cover the losses that may occur in the event of a Catastrophe (other than Certified Acts of Terrorism) as that term is defined below. Your policy provides coverage for workers compensation losses caused by a Catastrophe (other than Certified Acts of Terrorism). This premium charge does not provide funding for Certified Acts of Terrorism contemplated under the Terrorism Risk Insurance Program Reauthorization Act Disclosure Endorsement (WC 00 04 22 B), attached to this policy. For purposes of this endorsement, the following definitions apply: o Catastrophe (other than Certified Acts of Terrorism): Any single event, resulting from an Earthquake, Noncertified Act of Terrorism, or Catastrophic Industrial Accident, which results in aggregate workers compensation losses in excess of $50 million. o Earthquake: The shaking and vibration at the surface of the earth resulting from underground movement along a fault plane or from volcanic activity. o Noncertified Act of Terrorism: An event that is not certified as an Act of Terrorism by the Secretary of Treasury pursuant to the Terrorism Risk Insurance Act of 2002 (as amended) but that meets all of the following criteria: a. It is an act that is violent or dangerous to human life, property, or infrastructure; b. The act results in damage within the United States, or outside of the United States in the case of the premises of United States missions or air carriers or vessels as those terms are defined in the Terrorism Risk Insurance Act of 2002 (as amended); and c. It is an act that has been committed by an individual or individuals as part of an effort to coerce the civilian population of the United States or to influence the policy or affect the conduct of the United States Government by coercion. o Catastrophic Industrial Accident: A chemical release, large explosion, or small blast that is localized in nature and affects workers in a small perimeter the size of a building. The premium charge for the coverage your policy provides for workers compensation losses caused by a Catastrophe (other than Certified Acts of Terrorism) is shown in Item 4 of the Information Page or in the THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form WC 00 04 14 A Printed in U.S.A. Process Date: 03/26/19 Policy Expiration Date: 03/27/20 90-DAY REPORTING REQUIREMENT - NOTIFICATION OF CHANGE IN OWNERSHIP ENDORSEMENT Policy Number: 45 WEC AD0V77 Endorsement Number: Effective Date: 03/27/19 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: Veliquette Group, LLC 1925 SHEELY DR FORT COLLINS FORT COLLINS CO 80526 You must report any change in ownership to us in writing within 90 days of the date of the change. Change in ownership includes sales, purchases, other transfers, mergers, consolidations, dissolutions, formations of a new entity and other changes provided for in the applicable experience rating plan. Experience rating is mandatory for all eligible insureds. The experience rating modification factor, if any, applicable to this policy, may change if there is a change in your ownership or in that of one or more of the entities eligible to be combined with you for experience rating purposes. Failure to report any change in ownership, regardless of whether the change is reported within 90 days of such change, may result in revision of the experience rating modification factor used to determine your premium. This reporting requirement applies regardless of whether an experience rating modification is currently applicable to this policy. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Countersigned by Authorized Representative Form WC 00 03 08 Printed in U.S.A. Process Date: 03/26/19 Policy Expiration Date: 03/27/20 PARTNERS, OFFICERS, AND OTHERS EXCLUSION ENDORSEMENT Policy Number: 45 WEC AD0V77 Endorsement Number: Effective Date: 03/27/19 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: Veliquette Group, LLC 1925 SHEELY DR FORT COLLINS FORT COLLINS CO 80526 The policy does not cover bodily injury to any person described in the Schedule. The premium basis for the policy does not include the remuneration of such persons. You will reimburse us for any payment we must make because of bodily injury to such persons. SCHEDULE Partners Officers Others Sole Proprietors Jason Veliquette Abby Veliquette DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form G-3058-1 Printed in U.S.A. POLICY ADJUSTMENT NOTICE The premium we charged for your enclosed Hartford policy was based, in part, on estimates and assumptions related to items such as payroll, sales revenue, and the nature of business operations for the policy period shown. When your coverage period expires, a premium audit will be conducted to ensure the premium you paid for your insurance was accurate. In order to complete the premium audit, when your policy coverage period expires you may receive, via e-mail or US Postal mail, a request to complete an "Insured's Report of Exposure" Form. Alternatively, you may receive notice that a Premium Audit representative will be contacting you to review your records and discuss your business operations over the phone or in person. The purpose of the statement, phone call or visit is for the Premium Audit Department to collect the information required to ensure that the premium you paid for your coverage was accurate. Once the audit is complete, you will receive a Statement of Premium Adjustment which will reflect the amount of your policy auditable premium, and will indicate whether you are owed a refund or if additional premium is due for the policy period shown. If we owe you a return premium, The Hartford will apply the refund amount to any current account balance. If your account is paid in full, or if your refund amount is greater than the current account balance, we will issue you a refund check. You can expect to receive this check within the next 30 days. If you owe us an additional premium, the entire amount will appear as due and payable on your next bill. This amount will appear as "Premium Audit" on your bill. If you have any questions regarding the Premium Audit process, please call your insurance agent. Thank you for doing business with The Hartford. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form G-3418-0 PRODUCER COMPENSATION NOTICE You can review and obtain information on The Hartford’s producer compensation practices at www.TheHartford.com or at 1-800-592-5717. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form WC 66 00 89 B Printed in U.S.A. WORKERS' COMPENSATION DISCLOSURE FORM IMPORTANT NOTICE TO POLICYHOLDERS 1. NOTICE OF CHANGE IN RATE BY CLASSIFICATION If you desire information whenever there is a change in your workers' compensation insurance rate by classification, you must request such information from your insurer. This request for information must be in writing. 2. NOTICE OF POLICYHOLDER'S RIGHT TO APPEAL CLASSIFICATION Your insurer can charge and collect any additional amount of money not included in the initial premium charged as a result of job misclassification. If you have any questions regarding the employee classification assigned to calculate your workers' compensation insurance premium, you need to direct your questions to your insurer or the insurer's authorized representative within either thirty (30) days after the anniversary date of the policy or the date of receipt by you of notice of a change in job classification. Within thirty (30) days after receipt of your request for information, your insurer or the insurer's authorized representative must explain to you why a particular employee classification was used. If you disagree with your insurer or the insurer's authorized representative on the employee classification assignment, you may appeal to the Workers' Compensation Classification Appeal Board by filing written notice with said board within thirty (30) days after you have exhausted all appeal review procedures provided by the insurer. Your request should be sent to the Secretary of the Colorado Workers' Compensation Classification Appeals Board, Michael Craddock, c/o National Council on Compensation Insurance, 901 Peninsula Corporate Circle, Boca Raton, FL 33487. Written instructions for your appearance before the Colorado Workers' Compensation Classification Appeals Board will be furnished by the Secretary of the board. The board will render a decision as to whether a misclassification has occurred. A decision by the board is final and not subject to appeal unless you, the insurer or Pinnacol Assurance provides written notice of appeal within thirty (30) days after the board's decision to the office of the Commissioner of Insurance, 1560 Broadway, Suite 850, Denver, CO 80202. The Commissioner shall review any decision of the board properly appealed. 3. NOTICE OF AVAILABILITY OF MEDICAL CASE MANAGEMENT SERVICES On appropriate cases, staff Health Service Representatives (R.N.'s) or outside vendors are assigned for medical case management to insure quality medical care and rehabilitation at a reasonable cost. The use includes, but is not limited to, coordinating with qualified medical providers, monitoring the rehabilitation process and working with employers to return the injured party to their regular or a modified position. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form WC 66 01 20 Printed in U.S.A. TO OUR POLICYHOLDERS: Colorado House Bill 1212 requires that companies providing Workers' Compensation Coverage in Colorado make available their risk management services in order that all insureds may establish a formal risk management program. If your company is interested in establishing such a program, please contact your independent agent and they will see to it that this material is provided to you. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form WC 66 01 49 F Printed in U.S.A. Process Date: 03/26/19 Policy Expiration Date: 03/27/20 IMPORTANT NOTICE COLORADO WORKERS' COMPENSATION INSURANCE MEDICAL AND INDEMNITY DEDUCTIBLE ELECTION FORM Colorado Workers' Compensation Law permits an employer to purchase workers' compensation insurance with a deductible. The deductible is for medical and indemnity benefits only. There are nine "Per Claim" deductible options available. They are: ( ) NONE ( ) $ 500 ( ) 1,000 ( ) 1,500 ( ) 2,000 ( ) 2,500 ( ) 5,000 ( ) 10,000 ( ) 13,500 ( ) 15,500 ( ) 16,000 ( ) 16,500 All medical and indemnity claims shall be paid by the company. In such case, the law requires that you reimburse the company for any deductible amounts so paid. If you have any questions, or desire one of these deductible amounts to apply to your coverage, please call your Agent for a quote. This offer is valid for thirty days after the effective date of the policy with which this notice is enclosed. Policy Number 45 WEC AD0V77 Employer Name Date Signature and Title Veliquette Group, LLC Agent Name Date Signature HUNTINGTON INSURANCE INC Return to Issuing Office: THE HARTFORD BUSINESS SERVICE CENTER Address: 3600 WISEMAN BLVD SAN ANTONIO TX 78251 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form WC 66 02 81 C Printed in U.S.A. Process Date: 03/26/19 Policy Expiration Date: 03/27/20 WORKERS’ COMPENSATION SELECTION OF DESIGNATED MEDICAL PROVIDER DISCLOSURE STATEMENT If you select two Designated Medical Providers meeting the following qualifications, a premium credit will be applied to your policy. For policies eligible for this credit as well as schedule rating, the combination of the 2.5% credit and the schedule modification cannot exceed +/-25%. A qualified Designated Medical Provider is a medical provider, who: 1) Has a knowledge of work injuries; 2) Is knowledgeable of fee schedules; 3) Is decisive on medical-maximum-improvement determinations; 4) Communicates with you, the employer on such issues as case management and wellness programs; 5) Is knowledgeable of the employers operations. The names of the providers must be posted and well publicized by you, the employer. ** SIGN AND RETURN ** I am aware of the availability of a premium credit of 2.5%, if I select two qualified Designated Medical Providers. For policies eligible for this credit as well as schedule rating, the combination of the 2.5% credit and the schedule modification cannot exceed +/-25%. Insured Signature Policy Number 45 WEC AD0V77 Issuing Office THE HARTFORD BUSINESS SERVICE CENTER Issuing Office Address 3600 WISEMAN BLVD SAN ANTONIO TX 78251 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form WC 66 03 06 Printed in U.S.A. Process Date: 03/26/19 Policy Expiration Date: 03/27/20 WORKERS’ COMPENSATION COST CONTAINMENT CERTIFICATION DISCLOSURE STATEMENT Cost Containment Certification is available from the Colorado Workers’ Compensation Cost Containment Board. If you obtain certification, your policy will be subject to a premium credit which will be shown separately on your policy. PLEASE CHECK ONE (1) OF THE FOLLOWING BOXES BASED UPON YOUR BUSINESS ENTITY QUALIFICATION: ☐ I am aware if my business does qualify for experience and/or schedule rating under my workers’ compensation insurance policy and my business has implemented a certified workers’ compensation risk management program, my policy is subject to a 5% premium credit if the loss experience has improved since the last renewal date of workers’ compensation insurance. This 5% premium credit is in addition to any schedule rating for which i may qualify. or, ☐ I am aware if my business does not qualify for experience and/or schedule rating under my workers’ compensation insurance policy and my business entity has implemented a certified workers’ compensation risk management program, my policy is subject to the following premium credit: Premium Dividend Dividend Criteria 10% If my business has been loss free for at least the last year immediately preceding the effective date of the premium credit. 8% If my business had one medical loss exceeding $250 in the last year immediately preceding the effective date of the premium credit. 6% If my business had two medical losses, each exceeding $250, in the last year immediately preceding the effective date of the premium credit. 4% If my business had three medical losses, each exceeding $250, in the last year immediately preceding the effective date of the premium credit. 2% If my business had three medical losses, each exceeding $250, and one claim for loss of time in the last year immediately preceding the effective date of the premium credit. 0% If my business had more than three medical losses and one claim for loss of time in the last year immediately preceding the effective date of the premium credit. ***PLEASE SIGN AND RETURN*** Insured Signature Policy Number 45 WEC AD0V77 Issuing Office THE HARTFORD BUSINESS SERVICE CENTER Issuing Office 3600 WISEMAN BLVD Address SAN ANTONIO TX 78251 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form WC 66 03 84 Printed in U.S.A. Reporting a Work-Related Injury is Time Sensitive! Call The Hartford’s LossConnect immediately to report a claim. 1-800-327-3636 Available 24 hours a day, 365 days a year. The Benefits of Timely Loss Reporting: Research has shown that faster loss reporting significantly affects loss costs. The sooner we are notified, the sooner we can investigate the accident and coordinate with you, the injured employee, and the medical team to ensure the fastest possible return to health and work. The Effect of Timely Reporting on Controlling the Cost of Your Loss: Average Loss for Closed Claims (Accident Years 2002-2005) Report Lag in Days Percent Change in Loss Costs Compared to First Week Report Incident Day -6% Week 1 0% Week 2 13% Week 3 or 4 16% 1 Month or Later 24% Statutory requirements also necessitate the prompt initial reporting of the accident causing injury or death. Failure to comply may result in a fineable offense by the State. Information You’ll Need Company Information o Account Number o Location Code (if applicable) o Parent Company (or program name) o Policy Number Worker Information o Name, DOB, Address, Phone o Social Security Number o Age, Gender o Marital Status, Number of Dependants o Hire Date, Years in Current Position o Wage Information Incident Information o Type of injury (burn, cut, etc.)? o Exact body part injured? o What caused the accident? o Any reason to question the injury? o Any witnesses? o Address where injury occurred? o Where was the injured employee treated? (Provide name, address, phone of medical provider.) o When was the accident reported to you and by whom (date, time)? Network Providers A listing of more than 400,000 network providers qualified to treat work-related injuries is available online at www.talispoint.com/hartext or by calling our Network Referral Unit at 1-800-327-3636 (select 4 at the prompt). Since network referrals are often impacted by state specific rules, please call to learn how to maximize our network capabilities on behalf of your employees. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Form WC 66 03 30 K Printed in U.S.A. Page 1 of 2 Customer Privacy Notice The Hartford Financial Services Group, Inc. and Affiliates* (herein called "we, our, and us") This Privacy Policy applies to our United States Operations We value your trust. We are committed to the responsible: a) management; b) use; and c) protection; of Personal Information. This notice describes how we collect, disclose, and protect Personal Information. We collect Personal Information to: a) service your Transactions with us; and b) support our business functions. We may obtain Personal Information from: a) You; b) your Transactions with us; and c) third parties such as a consumer-reporting agency. Based on the type of product or service You apply for or get from us, Personal Information such as: a) your name; b) your address; c) your income; d) your payment; or e) your credit history; may be gathered from sources such as applications, Transactions, and consumer reports. To serve You and service our business, we may share certain Personal Information. We will share Personal Information, only as allowed by law, with affiliates such as: a) our insurance companies; b) our employee agents; c) our brokerage firms; and d) our administrators. As allowed by law, we may share Personal Financial Information with our affiliates to: a) market our products; or b) market our services; to You without providing You with an option to prevent these disclosures. We may also share Personal Information, only as allowed by law, with unaffiliated third parties including: a) independent agents; b) brokerage firms; c) insurance companies; d) administrators; and e) service providers; who help us serve You and service our business. When allowed by law, we may share certain Personal Financial Information with other unaffiliated third parties who assist us by performing services or functions such as: a) taking surveys; b) marketing our products or services; or c) offering financial products or services under a joint agreement between us and one or more financial institutions. Form WC 66 03 30 K Printed in U.S.A. Page 2 of 2 We use manual and electronic security procedures to maintain: a) the confidentiality; and b) the integrity of; Personal Information that we have. We use these procedures to guard against unauthorized access. Some techniques we use to protect Personal Information include: a) secured files; b) user authentication; c) encryption; d) firewall technology; and e) the use of detection software. We are responsible for and must: a) identify information to be protected; b) provide an adequate level of protection for that data; c) grant access to protected data only to those people who must use it in the performance of their job- related duties. Employees who violate our privacy policies and procedures may be subject to discipline, which may include termination of their employment with us. We will continue to follow our Privacy Policy regarding Personal Information even when a business relationship no longer exists between us. As used in this Privacy Notice: Application means your request for our product or service. Personal Financial Information means financial information such as: a) credit history; b) income; c) financial benefits; or d) policy or claim information. Personal Financial Information may include Social Security Numbers, Driver's license numbers, or other government-issued identification numbers, or credit, debit card, or bank account numbers. Personal Health Information means health information such as: a) your medical records; or b) information about your illness, disability or injury. Personal Information means information that identifies You personally and is not otherwise available to the public. It includes: a) Personal Financial Information; and b) Personal Health Information. Transaction means your business dealings with us, such as: a) your Application; b) your request for us to pay a claim; and c) your request for us to take an action on your account. You means an individual who has given us Personal Information in conjunction with: a) asking about; b) applying for; or c) obtaining; a financial product or service from us if the product or POLICY NUMBER: 45 WEC AD0V77 Form WC 99 00 01 I (Signature/Copyright) Our President and Secretary have signed this policy. Where required by law, the Information Page has been countersigned by our duly authorized representative. Includes copyrighted material of the National Council on Compensation Insurance, used with its permission. © 2000 National Council on Compensation Insurance. DELAWARE: Delaware forms have been copyrighted by the Delaware Compensation Rating Bureau or the Pennsylvania Compensation Rating Bureau. NEW JERSEY: New Jersey forms have been copyrighted by the Compensation Rating and Inspection Bureau. NEW YORK: New York forms have been copyrighted by the New York Compensation Insurance Rating Board. PENNSYLVANIA: Pennsylvania forms have been copyrighted by the Pennsylvania Compensation Rating Bureau or the Delaware Compensation Rating Bureau. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 service is used mainly for personal, family, or household purposes. If you have any questions or comments about this privacy notice, please feel free to contact us at The Hartford - Law Department, Privacy Law, One Hartford Plaza, Hartford, CT 06155, or at CorporatePrivacyOffice@thehartford.com. This Customer Privacy Notice is being provided on behalf of The Hartford Financial Services Group, Inc. and its affiliates (including the following as of March 2018), to the extent required by the Gramm-Leach-Bliley Act and implementing regulations. 1stAGChoice, Inc.; Access CoverageCorp, Inc.; Access CoverageCorp Technologies, Inc.; American Maturity Life Insurance Company; Business Management Group, Inc.; Cervus Claim Solutions, LLC; First State Insurance Company; Fountain Investors I LLC; Fountain Investors II LLC; Fountain Investors III LLC; Fountain Investors IV LLC; FP R, LLC; FTC Resolution Company LLC; Hart Re Group L.L.C.; Hartford Accident and Indemnity Company; Hartford Administrative Services Company; Hartford Casualty General Agency, Inc.; Hartford Casualty Insurance Company; Hartford Financial Services, LLC; Hartford Fire General Agency, Inc.; Hartford Fire Insurance Company; Hartford Funds Distributors, LLC; Hartford Funds Management Company, LLC; Hartford Funds Management Group, Inc.; Hartford Group Benefits Holding Company; Hartford Holdings, Inc.; Hartford Insurance Company of Illinois; Hartford Insurance Company of the Midwest; Hartford Insurance Company of the Southeast; Hartford Insurance, Ltd.; Hartford Integrated Technologies, Inc.; Hartford International Life Reassurance Corporation; Hartford Investment Management Company; Hartford Life and Accident Insurance Company; Hartford Life and Annuity Insurance Company; Hartford Life Insurance Company; Hartford Life, Inc.; Hartford Life International Holding Company; Hartford Life, Ltd.; Hartford Lloyd's Corporation; Hartford Lloyd's Insurance Company; Hartford Management, Ltd.; Hartford of Texas General Agency, Inc.; Hartford Residual Market, L.C.C.; Hartford Securities Distribution Company, Inc.; Hartford Specialty Insurance Services of Texas, LLC; Hartford Strategic Investments, LLC; Hartford Underwriters General Agency, Inc.; Hartford Underwriters Insurance Company; Hartford-Comprehensive Employee Benefit Service Company; Heritage Holdings, Inc.; Heritage Reinsurance Company, Ltd.; HIMCO Distribution Services Company; HLA LLC; HL Investment Advisors, LLC; Horizon Management Group, LLC; HRA Brokerage Services, Inc.; Lanidex R, LLC; Lattice Strategies LLC; Maxum Casualty Insurance Company; Maxum Indemnity Company; Maxum Specialty Services Corporation; MPC Resolution Company LLC; New England Insurance Company; New England Reinsurance Corporation; New Ocean Insurance Co., Ltd.; Northern Homelands Company; Nutmeg Insurance Agency, Inc.; Nutmeg Insurance Company; Pacific Insurance Company, Limited; Property and Casualty Insurance Company of Hartford; Sentinel Insurance Company, Ltd.; The Hartford International Asset Management Company Limited; Trumbull Flood Management, L.L.C.; Trumbull Insurance Company; Twin City Fire Insurance Company. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 We, and third parties we partner with, may track some of the pages You visit through the use of: a) cookies; b) pixel tagging; or c) other technologies; and currently do not process or comply with any web browser’s "do not track" signal or other similar mechanism that indicates a request to disable online tracking of individual users who visit our websites or use our services. For more information, our Online Privacy Policy, which governs information we collect on our website and our affiliate websites, is available at https://www.thehartford.com/online-privacy-policy. We will not sell or share your Personal Financial Information with anyone for purposes unrelated to our business functions without offering You the opportunity to: a) "opt-out;" or b) "opt-in;" as required by law. We only disclose Personal Health Information with: a) your authorization; or b) as otherwise allowed or required by law. Our employees have access to Personal Information in the course of doing their jobs, such as: a) underwriting policies; b) paying claims; c) developing new products; or d) advising customers of our products and services. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Schedule below. Schedule State Rate Premium CO 0.010000 $0 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 January 1, 2015, and ending on December 31, 2020, an amount equal to 20% of our direct earned premiums, during the immediately preceding calendar year. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 6. Employers’ Liability Stop Gap Coverage A. This coverage only applies in Montana, North Dakota, Ohio, Washington, West Virginia and Wyoming. B. Part One (Workers’ Compensation Insurance) does not apply to work in states shown in Paragraph A above. C. Part Two (Employers’ Liability Insurance) applies in the states, shown in Paragraph A., as though they were shown in Item 3.A. of the Information Page. D. Part Two, Section C. Exclusions is changed by adding these exclusions. This insurance does not cover; 5. bodily injury intentionally caused or aggravated by you or in Ohio bodily injury resulting from an act which is determined by an Ohio court of law to have been committed by you with the belief than an injury is substantially certain to occur. However, the cost of defending such claims or suits in Ohio is covered. 13. bodily injury sustained by any member of the flying crew of any aircraft. 14. any claim for bodily injury with respect to which you are deprived of any defense or defenses or are otherwise subject to penalty because of default in premium under the provisions of the workers’ compensation law or laws of a state shown in Paragraph A. E. This insurance applies to damages for which you are liable under West Virginia Code Annot. S 23- 4-2. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 the workers’ compensation law of any state shown in Item 3.A. of the Information Page. 2. The bodily injury must arise out of and in the course of employment or incidental to work in a state shown in Item 3.A. of the Information Page. 3. The bodily injury must occur in the United States of America, its territories or possessions, or Canada, and may occur elsewhere if the employee is a United States or Canadian citizen, or otherwise legal resident, and legally employed, in the United States or Canada and temporarily away from those places. 4. Bodily injury by accident must occur during the policy period. 5. Bodily injury by disease must be caused or aggravated by the conditions of the officer’s or employee’s employment. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 deliver to you not less than ten days advance written notice stating when the cancellation is to take effect. Mailing that notice to you at your mailing address shown in Item 1 of the Information Page will be sufficient to prove notice. 3. The policy period will end on the day and hour stated in the cancellation notice. 4. Any of these provisions that conflict with a law that controls the cancellation of the insurance in this policy is changed by this statement to comply with that law. E. Sole Representative The insured first named in Item 1 of the Information Page will act on behalf of all insureds to change this policy, receive return premium, and give or receive notice of cancellation. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 D. Premium Payments You will pay all premium when due. You will pay the premium even if part or all of a workers compensation law is not valid. E. Final Premium The premium shown on the Information Page, schedules, and endorsements is an estimate. The final premium will be determined after this policy ends by using the actual, not the estimated, premium basis and the proper classifications and rates that lawfully apply to the business and work covered by this policy. If the final premium is more than the premium you paid to us, you must pay us the balance. If it is less, we will refund the balance to you. The final premium will not be less than the highest minimum premium for the classifications covered by this policy. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 There will be no right of action against us under this insurance unless: 1. You have complied with all the terms of this policy; and 2. The amount you owe has been determined with our consent or by actual trial and final judgment. This insurance does not give anyone the right to add us as a defendant in an action against you to determine your liability. The bankruptcy or insolvency of you or your estate will not relieve us of our obligations under this Part. PART THREE - OTHER STATES INSURANCE A. How This Insurance Applies 1. This other states insurance applies only if one or more states are shown in Item 3.C. of the Information Page. 2. If you begin work in any one of those states after the effective date of this policy and are not insured or are not self-insured for such work, all provisions of the policy will apply as though that state were listed in Item 3.A. of the Information Page. 3. We will reimburse you for the benefits required by the workers compensation law of that state if we are not permitted to pay the benefits directly to persons entitled to them. 4. If you have work on the effective date of this policy in any state not listed in Item 3.A. of the DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Longshore and Harbor Workers' Compensation Act (33 U.S.C. Sections 901 et seq.), the Noappropriated Fund Instrumentalities Act (5 U.S.C. Sections 8171 et seq.), the Outer Continental Shelf Lands Act (43 U.S.C. Sections 1331 et seq.), the Defense Base Act (42 U.S.C. Sections 1651-1654), the Federal Mine Safety and Health Act (30 U.S.C. Sections 801 et seq. and 901-944) any other federal workers or workmen's compensation law or other federal occupational disease law, or any amendments to these laws; 9. Bodily injury to any person in work subject to the Federal Employers' Liability Act (45 U.S.C. Sections 51 et seq.), any other federal laws obligating an employer to pay damages to an employee due to bodily injury arising out of or in the course of employment, or any amendments to those laws; 10. Bodily injury to a master or member of the crew of any vessel, and does not cover punitive damages related to your duty or obligation to provide transportation, wages, maintenance, and cure under any applicable maritime law; 11. Fines or penalties imposed for violation of federal or state law; and 12. Damages payable under the Migrant and Seasonal Agricultural Worker Protection Act (29 U.S.C. Sections 1801 et seq.) and under any other federal law awarding damages for violation of those laws or regulations issued thereunder, and any amendments to those laws. D. We Will Defend We have the right and duty to defend, at our expense, any claim, proceeding or suit against you for damages payable by this insurance. We have the right to investigate and settle these claims, proceedings and suits. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 us under that law. 6. Terms of this insurance that conflict with the workers compensation law are changed by this statement to conform to that law. Nothing in these paragraphs relieves you of your duties under this policy. PART TWO - EMPLOYERS LIABILITY INSURANCE A. How This Insurance Applies This employers liability insurance applies to bodily injury by accident or bodily injury by disease. Bodily injury includes resulting death. 1. The bodily injury must arise out of and in the course of the injured employee's employment by you. 2. The employment must be necessary or incidental to your work in a state or territory listed in Item 3.A. of the Information Page. 3. Bodily injury by accident must occur during the policy period. 4. Bodily injury by disease must be caused or aggravated by the conditions of your employment. The employee's last day of last DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 payable by this insurance. We have the right to investigate and settle these claims, proceedings or suits. We have no duty to defend a claim, proceeding or suit that is not covered by this insurance. D. We Will Also Pay We will also pay these costs, in addition to other amounts payable under this insurance, as part of any claim, proceeding or suit we defend: 1. reasonable expenses incurred at our request, but not loss of earnings; DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 The United States Government has not charged any premium for their participation in covering terrorism losses. D. Cap On Insurer Liability for Terrorism Losses Under TRIA If aggregate insured losses attributable to "certified acts of terrorism" under TRIA exceed $100 billion in a calendar year and we have met, or will meet, our insurer deductible under TRIA we shall not be liable for the payment of any portion of the amount of such losses that exceeds $100 billion. In such case, your coverage for terrorism losses may be reduced on a pro-rata basis in accordance with procedures established by the Treasury, based on its estimates of aggregate industry losses DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 who supplied the materials used, does the person regularly work for others, whose regulatory authority did person operate under, whether the person is involved in a separate and distinct business offering the same services to the public. RECORDS As part of the policy conditions, we are allowed to examine your financial books and records to determine actual exposures and operations. We would appreciate your cooperation in making the needed records available for the auditor's inspection. What Records Will Be Needed? The records needed will vary. In most cases, the Premium Auditor will be able to obtain the necessary audit data from two or more of the following records: Journals, Ledgers, State and Federal Tax Reports, Individual Earning Cards, Checkbooks and Contracts. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 or local law; or 2. sexual harassment or other harassment of a "third party", including unwelcome sexual advances, requests for sexual favors or other conduct of a sexual nature. III. The following exclusion is added to SECTION III - EXCLUSIONS: We shall not pay "loss" in connection with any "third party claim" based upon, arising from or in any way related to any price discrimination or violation of any anti-trust law or any similar law designed to protect competition or prevent unfair trade practices. All other terms and conditions of this Coverage Part remain unchanged. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 hereunder, the "insureds" shall give us written notice and full, written details of the merger as soon as practicable (but, in all cases, within ninety (90) days of such merger). There shall be no coverage under any renewal or replacement of this Coverage Part for any newly merged entity or any of its subsidiaries, and any natural persons that would qualify as "insured persons" thereof, unless the "insureds" comply with the terms of this provision. 3. Takeover of Named Insured If, before or during the "policy period": a. the "named insured" merges into or consolidates with another entity such that the "named insured" is not the surviving entity; or b. more than 50% of the securities representing the right to vote for the "named insured's" board of directors or managers is acquired by another person or entity, group of persons or entities, or persons and entities acting in concert, then coverage shall continue under this Coverage Part, but only for "wrongful acts" occurring before any such transaction. No coverage shall be available for any "wrongful act" occurring after such transaction. Upon such transaction, this Coverage Part shall not be cancelled and the entire premium for this Coverage Part shall be deemed fully earned. The "insured" shall give us written notice and full, written details of such transaction as soon as practicable (but, in all cases, within ninety (90) days of such transaction). If any transaction described herein occurs, then we will not be obligated to offer any renewal or replacement of this Coverage Part. 4. Loss of Subsidiary Status If, before or during the "policy period", any entity ceases to be a "subsidiary", then coverage shall be available under this Coverage Part for such "subsidiary" and its "insured persons", but only for a "wrongful act" of such "insureds" occurring before such transaction. No coverage shall be available for any "wrongful act" of such "insureds" occurring after such transaction. K. References To Laws 1. Wherever this Coverage Part mentions any law, including, without limitation, any statute, Act or Code of the United States, DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 or during the "policy period"; 2. notice of any "wrongful act" described above was given to us under this Coverage Part pursuant to Sections IV or VIII; or 3. notice of any "wrongful act" described above was given under any prior insurance policy. H. Deductible Waiver Regarding a "claim" that is a class action civil proceeding, no Deductible shall apply to "claim expenses" incurred in connection with such "claim", and we shall reimburse the "insureds" for any covered "claim expenses" paid by the "insureds" within the Deductible otherwise applicable to such "claim", if a: 1. final adjudication with prejudice pursuant to a trial, motion to dismiss or motion for summary judgment; or 2. complete and final settlement with prejudice; establishes that none of the "insureds" in such "claim" are liable for any "loss". I. Application 1. The "insureds" represent that the Declarations and statements contained in the "application" are true, accurate and complete. This Coverage Part is issued in reliance upon the "application". 2. If the "application" contains intentional misrepresentations or misrepresentations that materially affect the acceptance of the risk by us no coverage shall be afforded under this Coverage Part for any "insureds" who knew on the Effective Date of this Coverage Part of the facts that were so misrepresented, provided that: a. knowledge possessed by any "insured person" shall not be imputed to any other "insured person"; and b. knowledge possessed by any of your chief executive officer, general counsel, chief financial officer, human resources director or any position equivalent to the foregoing of the "named insured", or anyone signing the "application", shall be imputed to all "insured entities". No other person’s knowledge shall be imputed to an "insured entity". DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 a. 100% of the "insured’s" "claim expenses" shall be allocated to covered "loss"; and b. All other "loss" shall be allocated between covered "loss" and non- covered loss based upon the relative legal exposure of all parties to such matters. 2. with respect to a covered "claim" for which we do not have the duty to defend, all "loss" shall be allocated between covered "loss" and non-covered loss based upon the relative legal exposure of all parties to such matters. SECTION IX - CONDITIONS A. Coverage Part Priority; Headings If any provision in this Coverage Part is inconsistent or in conflict with the terms and conditions of any provisions in this Policy, the terms and conditions of this Coverage Part shall control only for purposes of determining coverage hereunder. The headings of the various sections of this Coverage Part are intended for reference only and shall not be part of the terms and conditions of coverage. B. Notice Addresses 1. All notices to the "insureds" shall be sent to the first "named insured" at the address specified in the Declarations. 2. All notices to us shall be sent to the address specified in the Declarations. Any such notice shall be effective upon receipt by us at such address. C. Spousal/Domestic Partner Liability Coverage Coverage shall apply to the lawful spouse or "domestic partner" of an "insured person" for a "claim" made against such spouse or "domestic partner", provided that: 1. such "claim" arises solely out of: a. such person’s status as the spouse or "domestic partner" of an "insured person"; or b. such spouse or "domestic partner’s" ownership of property sought as recovery for a "wrongful act"; 2. the "insured person" is named in such "claim" together with the spouse or "domestic partner"; and 3. coverage of the spouse or "domestic partner" shall be on the same terms and conditions, including any applicable DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 agreement, stipulation, or "claim expenses" to which we have not consented. D. We shall have the right to associate ourself in the defense and settlement of any "claim" that appears reasonably likely to involve this Coverage Part. We may make any investigation we deem appropriate in connection with any "claim". We may, with the written consent of the "insureds", settle any "claim" for a monetary amount that we deem reasonable. E. The "insureds" shall give to us all information and cooperation as we may reasonably request. However, if we are, in our sole discretion, able to determine coverage for cooperating "insureds", the failure of one "insured person" to cooperate with us shall not impact coverage provided to cooperating "insureds". F. With respect to a covered "claim" for which we do not have the duty to defend, we shall advance "claim expenses" in accordance with Section VIII I. that we believe to be covered under this Coverage Part until a different allocation is negotiated, arbitrated or judicially determined. G. Required Notice to Us As a condition precedent to coverage under this Coverage Part, the "insureds" shall give us written notice of any "claim" as soon as practicable after a "notice manager" becomes aware of such "claim", but in no event later than: 1. if this Coverage Part expires or is otherwise terminated without being renewed with us, ninety (90) days after the effective date of said expiration or termination; or 2. subject to SECTION V, the expiration of the Extended Reporting Period, if applicable; provided, however, that if the Coverage Part is cancelled for non-payment of premium, the "insured" will give us written notice of such "claim", prior to the effective date of cancellation. However, with regard to any "employment practices claim" which is brought as a formal administrative or regulatory proceeding, including, without limitation, a proceeding before the Equal Employment Opportunity Commission or similar governmental agency, commenced by the filing of a notice of charges, formal investigative order or similar document, as a condition precedent to coverage under this Coverage Part the DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 "policy period" or change the scope of coverage provided. They apply only to "wrongful acts" that occur before the end of the "policy period". "Claims" for such injury which are first received within sixty (60) days after the "policy period", or during the Extended Reporting Period if in effect, will be deemed to have been made on the last date of the "policy period". G. Once in effect, Extended Reporting Periods may not be canceled by us. SECTION VI -COVERAGE TERRITORY Coverage under this Coverage Part applies worldwide, provided that the "claim" is made and any legal action is pursued within the Unites States, its territories, possessions or commonwealths, or Canada. SECTION VII - LIMITS OF LIABILITY AND DEDUCTIBLE A. The maximum we will pay for each "claim" under this Coverage Part is the Each Claim Limit of Liability stated in the Declarations, subject to the Annual Aggregate Limit of Liability stated in the Declarations. The maximum we will pay for all "claims" under this Coverage Part is the Annual Aggregate Limit of Liability stated in the Declarations, regardless of the number of "claims". If the applicable Limit of Liability for this Coverage Part is exhausted, the premium for this Coverage Part shall be deemed fully earned. "Claim expenses" shall be part of, and not in addition to, the Limits of Liability. Payment of "claim expenses" by us shall reduce each Limit of Liability. B. We shall pay "loss" in excess of the Deductible applicable to each "claim" as specified on the Declarations. C. All Deductibles shall be borne by the "insureds" at their own risk; they shall not be insured. D. The Deductible shall apply to "claim expenses" covered hereunder. If, any "claim expenses" are incurred by us prior to the "insured’s" complete payment of the Deductible, then the "insureds" shall reimburse us therefor upon our request. E. No Deductible shall apply to "loss" incurred by any "insured person" that an "insured entity" is not permitted by common or statutory law to indemnify, or is permitted or required to indemnify, but is not able to do so by reason of "financial insolvency". DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 the Effective Date in the Declarations, was the subject of any notice given under any other employment practices liability policy, management liability policy or other insurance policy which insures "wrongful acts" covered under this Coverage Part; 5. in connection with any "claim" based upon, arising from, or in any way related to the liability of others assumed by an "insured" under any contract or agreement; provided, however, this exclusion shall not apply to liability that would have been incurred in the absence of such contract or agreement; 6. for breach of any "independent contractor agreement"; or 7. for a lockout, strike, picket line, hiring of replacement workers or similar action in connection with any labor dispute, labor negotiation or collective bargaining agreement. B. We shall not pay "loss" in connection with any "claim" based upon, arising from, or in any way related to: 1. any claims for unpaid wages (including overtime pay), workers’ compensation benefits, unemployment compensation, disability benefits, or social security benefits; 2. any actual or alleged violation of the Worker Adjustment and Retraining Notification Act, the National Labor Relations Act, the Occupational Safety and Health Act, the Consolidated Omnibus Budget Reconciliation Act of 1985, "ERISA", or any similar law; or 3. any "wage and hour Violation" Provided, however, that this exclusion B. shall not apply to that portion of "loss" that represents a specific amount the "insureds" become legally obligated to pay solely for a "wrongful act" of "retaliation". C. We shall not pay "loss" in connection with any "claim" based upon, arising from, or in any way related to liability incurred for breach of any oral, written, or implied employment contract; provided, however, that this exclusion shall not apply to liability that would have been incurred in the absence of such contract nor shall it apply to the portion of "loss" representing "claim expenses" incurred to defend against such liability. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 without limitation, rights under any workers compensation laws, the Family and Medical Leave Act, "ERISA", or the Americans with Disabilities Act; 2. refusing to violate any law; 3. assisting, testifying, or cooperating with a proceeding or investigation regarding alleged violations of law by any "insured"; 4. disclosing or threatening to disclose alleged violations of law to a superior or to any governmental agency; or 5. filing any whistle blower claim against any "insured" under the federal False Claims Act, the Sarbanes-Oxley Act of 2002, or any similar law. CC."Stock benefits" means any offering, plan or agreement between an "insured entity" and any "employee" that grants stock, stock options or stock appreciation rights in the "insured entity" to such person, including, without limitation, restricted stock or any other stock grant. "Stock benefits" shall not include employee stock ownership plans or employee stock purchase plans. DD."Subsidiary" means any: 1. corporation in which and so long as the "named insured" owns or controls, directly or indirectly, more than 50% of the outstanding securities representing the right to vote for the election of the board of directors of such corporation; 2. limited liability company in which and so long as the "named insured" owns or controls, directly or indirectly, the right to elect, appoint or designate more than 50% of such entity’s managing members; 3. a "controlled partnership"; 4. corporation operated as a joint venture in which and so long as the "named insured" owns or controls, directly or indirectly, exactly 50% of the issued and outstanding voting stock and which, pursuant to a written agreement with the owner(s) of the remaining issued and outstanding voting stock of such corporation, the "named insured" solely controls the management and operation of such corporation; or 5. foundation, charitable trust or political action committee in which and so long as such entity or organization is controlled by the "named insured" or any "subsidiary" as defined in 1. through 4. above. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 or training; d. employment-related invasion of privacy, defamation, or misrepresentation; or e. an "employee data privacy wrongful act". M. "ERISA" means the Employee Retirement Income Security Act of 1974. N. "Extradition costs" means reasonable and necessary fees and expenses directly resulting from a "claim" in which an "insured person" lawfully opposes, challenges, resists or defends against any request for the extradition of such "insured person" from his or her current country of employ and domicile to any other country for trial or otherwise to answer any criminal accusation, including the appeal of any order or other grant of extradition of such "insured person". O. "Financial insolvency" means the status of an "insured entity" as a result of: 1. the appointment of any conservator, liquidator, receiver, rehabilitator, trustee, or similar official to control, supervise, manage or liquidate such "insured entity"; or 2. such "insured entity" becoming a "debtor in possession". P. "Independent contractor" means any natural person working in the capacity of an independent contractor pursuant to an "independent contractor agreement". Q. "Independent contractor agreement" means any express contract or agreement between an "independent contractor" and an "insured entity" specifying the terms of the "insured entity’s" engagement of such "independent contractor". R. "Insured entity" means: 1. the "named insured"; or 2. any "subsidiary". "Insured entity" shall include any such entity as a "debtor in possession". "Insured entity" shall also include any such entity in its capacity as a general partner of a "controlled partnership". S. "Insured person" means any: 1. "Employee"; 2. "Manager"; or DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 States and under the Human Resource policy of the "insured entity". I. "Employee" means any natural person who was, is or shall become a(n): 1. employee of an "insured entity" including any part time, seasonal, temporary, leased, or loaned employee; or 2. volunteer or intern with an "insured entity". J. "Employee data privacy wrongful act" means: 1. the failure to prevent any unauthorized access to or use of data containing "Private Employment Information" of any "Employee" or applicant for employment with the "Insured Entity" including any such failure that directly results in a violation with respect to the privacy of such "Employee’s" or applicant’s medical information under the Health Insurance Portability and Accountability Act (HIPAA) or credit information under the Fair Credit Reporting Act (FCRA); or 2. the failure to notify any "employee" or applicant for employment with the "insured entity" of any actual or potential unauthorized access to or use of "private employment information" of any "employee" or applicant for employment with the "insured entity", if such notice was required by state or federal regulation or statute. K. "Employment practices claim" means any: 1. written demand for monetary damages or other civil non-monetary relief commenced by the receipt of such demand, including, without limitation, a written demand for employment reinstatement; 2. civil proceeding, including an arbitration or other alternative dispute resolution proceeding, commenced by the service of a complaint, filing of a demand for arbitration, or similar pleading; or 3. formal administrative or regulatory proceeding, including, without limitation, a proceeding before the Equal Employment Opportunity Commission or similar governmental agency, commenced by the filing of a notice of charges, formal investigative order or similar document; by or on behalf of an "employee", an applicant for employment with an "insured entity", or an "independent contractor". DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 overhead or benefit expenses associated with any "insureds"; b. any fees, expenses or costs which are incurred by or on behalf of a party which is not a covered "insured"; or c. any fees, expenses or costs which were incurred prior to the date on DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 regardless of whether any such "claim" for a "wage and hour violation" is made during the "policy period" or the Extended Reporting Period, if applicable. All other terms and conditions of this Coverage Part remain unchanged. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 such case, your coverage for terrorism losses may be reduced on a pro-rata basis in accordance with procedures established by the Treasury, based on its estimates of aggregate industry losses and our estimate that we will exceed our insurer deductible. In accordance with the Treasury's procedures, amounts paid for losses may be subject to further adjustments based on differences between actual losses and estimates. C. Application Of Exclusions The terms and limitations of any terrorism exclusion, the inapplicability or omission of a terrorism exclusion, or the inclusion of terrorism coverage, do not serve to create coverage for any loss which would otherwise be excluded under this Coverage Form or Policy, such as losses excluded by the Pollution Exclusion, Nuclear Hazard Exclusion and the War And Military Action Exclusion. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 information technology professionals; k. "Telecommunication services"; and l. "Telecommunication products". 2. web-related software and connectivity services performed for others; and 3. activities on the "named insured's" "computer system and network". DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 territories or possessions or Canada, this exclusion (4) applies only to "property damage" to such "nuclear facility" and any property thereat. 2. As used in this exclusion: a. "Byproduct material", "source material" and "special nuclear material" have the meanings given them in the Atomic Energy Act of 1954 or in any law amendatory thereof. b. "Computer system and network" means: (1) Leased or owned computer hardware including mobile, networked, and data storage computing equipment; (2) Owned or licensed software; (3) Owned websites; (4) Leased or owned wireless input and output devices; and (5) Electronic backup facilities and data storage repositories employed in conjunction with items 1 through 4 above. c. "Hazardous properties" include radioactive, toxic or explosive properties. d. "Nuclear facility" means: (1) Any "nuclear reactor"; (2) Any equipment or device designed or used for: (a) Separating the isotopes of uranium or plutonium; (b) Processing or utilizing "spent fuel"; or (c) Handling, processing or packaging "waste", DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 c. Modified after manufacture to be controlled directly by a person from within or on the aircraft. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 "auto" or watercraft that is owned or operated by or rented or loaned to any insured. Paragraph g. (2) does not apply to: (a) A watercraft while ashore on premises you own or rent; (b) A watercraft you do not own that is: (i) Less than 51 feet long; and (ii) Not being used to carry persons for a charge; (c) Parking an "auto" on, or on the ways next to, premises you own or rent, provided the "auto" is not owned by or rented or loaned to you or the insured; (d) Liability assumed under any "insured contract" for the ownership, maintenance or use of aircraft or watercraft; DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 We will not pay for any loss or damage in any case of: 1. Concealment or misrepresentation of a material fact; or 2. Fraud committed by you or any other insured at anytime and relating to coverage under this policy. 4. The following is added and supersedes any other provision to the contrary: Nonrenewal If we decide not to renew this policy, we will mail through first-class mail to the first Named Insured shown in the Declarations written notice of the nonrenewal at least 45 days before the expiration date, or its anniversary date if it is a policy written for a term of more than one year or with no fixed expiration date. If notice is mailed, proof of mailing will be sufficient proof of notice. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 and functions of a computer or device connected to it, which enable the computer or device to receive, process, store, retrieve or send data. D. Sub-subparagraph 7.b.(1) Other Insurance of Section E. Liability and Medical Expenses General Conditions is deleted and replaced with the following: b. Excess Insurance (1) Your Work That is Fire, Extended Coverage, Builder's Risk, Installation Risk, Owner Controlled Insurance Program or OCIP, Wrap Up Insurance or similar coverage for "your work". E. Subparagraph 17. c. "Personal and Advertising Injury" of Section G, Liability and Medical Expenses Definitions is deleted and replaced with the following: "Personal and advertising injury" means injury, including consequential "bodily injury", arising out of one or more of the following offenses: c. The wrongful eviction from, wrongful entry into, or invasion of the right of private occupancy of a room, dwelling or premises that a person or organization occupies, committed by or on behalf of its owner, landlord or lessor; F. Subparagraph 17.h. of Section G, Liability and Medical Expenses Definitions deleted. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 including patents, trade secrets, processing methods, customer lists, financial information, credit card information, health information or any other type of nonpublic information.This exclusion applies even if damages are claimed for notification costs, credit monitoring expenses, forensic expenses, public relations expenses or any other loss, cost or expense incurred by you or others arising out of any access to or disclosure of any person's or organization's confidential or personal information. B. Subparagraph 1.r. of Section B. Exclusions is deleted and replaced with the following: r. Employment-Related Practices "Personal and advertising injury" to: (1) A person arising out of any "employment– related practices"; or DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 product" for consumption on premises you own or rent. b. Does not include "bodily injury" or "property damage" arising out of: (1) The transportation of property, unless 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 "loading 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 tangible property, including all resulting loss of use of that property. All such loss of use shall be deemed to occur at the time of the physical injury 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 "occurrence" that caused it. As used in this definition, "electronic data" is not tangible property. 21. "Suit" means a civil proceeding in which damages because of "bodily injury", "property damage" or "personal and advertising injury" to which this insurance applies are alleged. "Suit" includes: a. An arbitration proceeding in which such damages are claimed and to which the insured must submit or does submit with our consent; or b. Any other alternative dispute resolution proceeding in which such damages are claimed and to which the insured submits with our consent. 22. "Temporary worker" means a person who is furnished to you to substitute for a permanent "employee" on leave or to meet seasonal or short-term workload conditions. 23. "Volunteer worker" means a person who: a. Is not your "employee"; DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 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 generators, including spraying, welding, building cleaning, geophysical exploration, 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, of at least 1,000 pounds gross vehicle weight, designed primarily for: (a) Snow removal; (b) Road maintenance, but not construction or resurfacing; or (c) Street cleaning; (2) Cherry pickers and similar devices mounted on automobile or truck chassis and used to raise or lower workers; and (3) Air compressors, pumps and generators, including spraying, welding, building cleaning, geophysical exploration, lighting and well servicing equipment. 16. "Occurrence" means an accident, including continuous or repeated exposure to substantially the same general harmful conditions. 17. "Personal and advertising injury" means injury, including consequential "bodily injury", arising out of one or more of the following offenses: a. False arrest, detention or imprisonment; b. Malicious prosecution; DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 or b. Your fulfilling the terms of the contract or agreement. 12. "Insured contract" means: a. A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire, lightning or explosion to premises while rented to you or temporarily occupied by you with permission of the owner is subject to the Damage To Premises Rented To You limit described in Section D. – Liability and Medical Expenses Limits of Insurance. b. A sidetrack agreement; c. Any easement or license agreement, including an easement or license agreement in connection with construction or demolition operations on or within 50 feet of a railroad; d. Any obligation, as required by ordinance, to indemnify a municipality, except in connection with work for a municipality; e. An elevator maintenance agreement; or f. That part of any other contract or agreement pertaining to your business (including an indemnification of a municipality in connection with work performed for a municipality) under which you assume the tort liability of another party to pay for "bodily injury" or "property damage" to a third person or organization, provided the "bodily injury" or "property damage" is caused, in whole or in part, by you or by those acting on your behalf. Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. Paragraph f. includes that part of any contract or agreement that indemnifies a railroad for "bodily injury" or "property damage" arising out of construction or demolition operations within 50 feet of any railroad property and affecting any railroad bridge or trestle, tracks, road-beds, tunnel, underpass or crossing. However, Paragraph f. does not include that part of any contract or agreement: DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 is available to an additional insured is described in the Other Insurance Condition in Section E. – Liability And Medical Expenses General Conditions. G. LIABILITY AND MEDICAL EXPENSES DEFINITIONS 1. "Advertisement" means the widespread public dissemination of information or images that has the purpose of inducing the sale of goods, products or services through: a. (1) Radio; (2) Television; (3) Billboard; (4) Magazine; (5) Newspaper; b. The Internet, but only that part of a web site that is about goods, products or services for the purposes of inducing the sale of goods, products or services; or c. Any other publication that is given widespread public distribution. However, "advertisement" does not include: a. The design, printed material, information or images contained in, on or upon the packaging or labeling of any goods or products; or b. An interactive conversation between or among persons through a computer network. 2. "Advertising idea" means any idea for an "advertisement". 3. "Asbestos hazard" means an exposure or threat of exposure to the actual or alleged properties of asbestos and includes the mere presence of asbestos in any form. 4. "Auto" means a land motor vehicle, trailer or semi-trailer designed for travel on public roads, including any attached machinery or equipment. But "auto" does not include "mobile equipment". 5. "Bodily injury" means physical: a. Injury; b. Sickness; or c. Disease sustained by a person and, if arising out of the above, mental anguish or death at any time. 6. "Coverage territory" means: DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 make in the usual course of business, in connection with the distribution or sale of the products; (f) Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection with the sale of the product; (g) Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or (h) "Bodily injury" or "property damage" arising out of the sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. However, this exclusion does not apply to: (i) The exceptions contained in Subparagraphs (d) or (f); or (ii) Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. (2) This insurance does not apply to any insured person or organization from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing such products. 8. Additional Insured – Controlling Interest WHO IS AN INSURED under Section C. is amended to include as an additional insured the person(s) or organization(s) shown in the Declarations as an Additional Insured – Controlling Interest, but only with respect to their liability arising out of: a. Their financial control of you; or b. Premises they own, maintain or control while you lease or occupy these premises. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 4. Additional Insured - Lessor Of Leased Equipment a. WHO IS AN INSURED under Section C. is amended to include as an additional insured the person(s) or organization(s) shown in the Declarations as an Additional Insured – Lessor of Leased Equipment, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such person(s) or organization(s). b. With respect to the insurance afforded to these additional insureds, this insurance does not apply to any "occurrence" which takes place after you cease to lease that equipment. 5. Additional Insured - Owners Or Other Interests From Whom Land Has Been Leased a. WHO IS AN INSURED under Section C. is amended to include as an additional insured the person(s) or organization(s) shown in the Declarations as an Additional Insured – Owners Or Other Interests From Whom Land Has Been Leased, but only with respect to liability arising out of the ownership, maintenance or use of that part of the land leased to you and shown in the Declarations. b. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to: (1) Any "occurrence" that takes place after you cease to lease that land; or (2) Structural alterations, new construction or demolition operations performed by or on behalf of such person or organization. 6. Additional Insured - State Or Political Subdivision – Permits a. WHO IS AN INSURED under Section C. is amended to include as an additional insured the state or political subdivision shown in the Declarations as an Additional DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 (1) The total amount that all such other insurance would pay for the loss in the absence of this insurance; and (2) The total of all deductible and self- insured amounts under all that other insurance. We will share the remaining loss, if any, with any other insurance that is not described in this Excess Insurance provision and was not bought specifically to apply in excess of the Limits of Insurance shown in the Declarations of this Coverage Part. c. Method Of Sharing If all the other insurance permits contribution by equal shares, we will follow this method also. Under this approach, each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains, whichever comes first. If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this method, each insurer’s share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. 8. Transfer Of Rights Of Recovery Against Others To Us a. Transfer Of Rights Of Recovery If the insured has rights to recover all or part of any payment, including Supplementary Payments, we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request, the insured will bring "suit" or transfer those rights to us and help us enforce them. This condition does not apply to Medical Expenses Coverage. b. Waiver Of Rights Of Recovery (Waiver Of Subrogation) If the insured has waived any rights of recovery against any person or organization for all or part of any payment, including Supplementary Payments, we have made under this Coverage Part, we also waive that right, provided the insured waived their rights of recovery against such person or organization in a contract, agreement or permit that was executed prior to the injury or damage. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 all hazards relating to the conduct of your business at the inception date of this Coverage Part, we shall not deny any coverage under this Coverage Part because of such failure. 7. Other Insurance If other valid and collectible insurance is available for a loss we cover under this Coverage Part, our obligations are limited as follows: a. Primary Insurance This insurance is primary except when b. below applies. If other insurance is also primary, we will share with all that other insurance by the method described in c. below. b. Excess Insurance This insurance is excess over any of the other insurance, whether primary, excess, contingent or on any other basis: (1) Your Work That is Fire, Extended Coverage, Builder's Risk, Installation Risk or similar coverage for "your work"; (2) Premises Rented To You That is fire, lightning or explosion insurance for premises rented to you or temporarily occupied by you with permission of the owner; (3) Tenant Liability That is insurance purchased by you to cover your liability as a tenant for "property damage" to premises rented to you or temporarily occupied by you with permission of the owner; (4) Aircraft, Auto Or Watercraft If the loss arises out of the maintenance or use of aircraft, "autos" or watercraft to the extent not subject to Exclusion g. of Section A. – Coverages. (5) Property Damage To Borrowed Equipment Or Use Of Elevators If the loss arises out of "property damage" to borrowed equipment or the use of elevators to the extent not subject to Exclusion k. of Section A. – Coverages. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 (3) Cooperate with us in the investigation, settlement of the claim or defense against the "suit"; and (4) Assist us, upon our request, in the enforcement of any right against any person or organization that may be liable to the insured because of injury or damage to which this insurance may also apply. d. Obligations At The Insured's Own Cost No insured will, except at that insured's own cost, voluntarily make a payment, assume any obligation, or incur any expense, other than for first aid, without our consent. e. Additional Insured's Other Insurance If we cover a claim or "suit" under this Coverage Part that may also be covered by other insurance available to an additional insured, such additional insured must submit such claim or "suit" to the other insurer for defense and indemnity. However, this provision does not apply to the extent that you have agreed in a written contract, written agreement or permit that this insurance is primary and non-contributory with the additional insured's own insurance. f. Knowledge Of An Occurrence, Offense, Claim Or Suit Paragraphs a. and b. apply to you or to any additional insured only when such "occurrence", offense, claim or "suit" is known to: (1) You or any additional insured that is an individual; (2) Any partner, if you or an additional insured is a partnership; (3) Any manager, if you or an additional insured is a limited liability company; (4) Any "executive officer" or insurance manager, if you or an additional insured is a corporation; (5) Any trustee, if you or an additional insured is a trust; or (6) Any elected or appointed official, if you or an additional insured is a political subdivision or public entity. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 explosion. 3. Each Occurrence Limit Subject to 2.a. or 2.b above, whichever applies, the most we will pay for the sum of all damages because of all "bodily injury", "property damage" and medical expenses arising out of any one "occurrence" is the Liability and Medical Expenses Limit shown in the Declarations. The most we will pay for all medical expenses because of "bodily injury" sustained by any one person is the Medical Expenses Limit shown in the Declarations. 4. Personal And Advertising Injury Limit Subject to 2.b. above, the most we will pay for the sum of all damages because of all "personal and advertising injury" sustained by any one person or organization is the Personal and Advertising Injury Limit shown in the Declarations. 5. Damage To Premises Rented To You Limit The Damage To Premises Rented To You Limit is the most we will pay under Business Liability Coverage for damages because of "property damage" to any one premises, while rented to you, or in the case of damage by fire, lightning or explosion, while rented to you or temporarily occupied by you with permission of the owner. In the case of damage by fire, lightning or explosion, the Damage to Premises Rented To You Limit applies to all damage proximately caused by the same event, whether such damage results from fire, lightning or explosion or any combination of these. 6. How Limits Apply To Additional Insureds The most we will pay on behalf of a person or organization who is an additional insured under this Coverage Part is the lesser of: a. The limits of insurance specified in a written contract, written agreement or permit issued by a state or political subdivision; or b. The Limits of Insurance shown in the Declarations. Such amount shall be a part of and not in addition to the Limits of Insurance shown in the Declarations and described in this Section. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 only with respect to operations performed by you or on your behalf for which the state or political subdivision has issued a permit. (2) With respect to the insurance afforded to these additional insureds, this insurance does not apply to: (a) "Bodily injury", "property damage" or "personal and advertising injury" arising out of operations performed for the state or municipality; or (b) "Bodily injury" or "property damage" included within the "products- completed operations hazard". f. Any Other Party (1) Any other person or organization who is not an insured under Paragraphs a. through e. above, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: (a) In the performance of your ongoing operations; (b) In connection with your premises owned by or rented to you; or (c) In connection with "your work" and included within the "products- completed operations hazard", but only if (i) The written contract or written agreement requires you to provide such coverage to such additional insured; and (ii) This Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products- completed operations hazard". (2) With respect to the insurance afforded to these additional insureds, 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: DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products; (f) Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection with the sale of the product; (g) Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or (h) "Bodily injury" or "property damage" arising out of the sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. However, this exclusion does not apply to: (i) The exceptions contained in Subparagraphs (d) or (f); or (ii) Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. (2) This insurance does not apply to any insured person or organization from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing such products. b. Lessors Of Equipment (1) Any person or organization from whom you lease equipment; but only with respect to their liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such person or organization. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 (2) "Personal and advertising injury" arising out of an offense committed before you acquired or formed the organization. 4. Operator Of Mobile Equipment With respect to "mobile equipment" registered in your name under any motor vehicle registration law, any person is an insured while driving such equipment along a public highway with your permission. Any other person or organization responsible for the conduct of such person is also an insured, but only with respect to liability arising out of the operation of the equipment, and only if no other insurance of any kind is available to that person or organization for this liability. However, no person or organization is an insured with respect to: a. "Bodily injury" to a co-"employee" of the person driving the equipment; or b. "Property damage" to property owned by, rented to, in the charge of or occupied by you or the employer of any person who is an insured under this provision. 5. Operator of Nonowned Watercraft With respect to watercraft you do not own that is less than 51 feet long and is not being used to carry persons for a charge, any person is an insured while operating such watercraft with your permission. Any other person or organization responsible for the conduct of such person is also an insured, but only with respect to liability arising out of the operation of the watercraft, and only if no other insurance of any kind is available to that person or organization for this liability. However, no person or organization is an insured with respect to: a. "Bodily injury" to a co-"employee" of the person operating the watercraft; or b. "Property damage" to property owned by, rented to, in the charge of or occupied by you or the employer of any person who is an insured under this provision. 6. Additional Insureds When Required By Written Contract, Written Agreement Or Permit The person(s) or organization(s) identified in Paragraphs a. through f. below are additional insureds when you have agreed, in a written DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 your business, or your "employees", other than either your "executive officers" (if you are an organization other than a partnership, joint venture or limited liability company) or your managers (if you are a limited liability company), but only for acts within the scope of their employment by you or while performing duties related to the conduct of your business. However, none of these "employees" or "volunteer workers" are insureds for: (1) "Bodily injury" or "personal and advertising injury": (a) To you, to your partners or members (if you are a partnership or joint venture), to your members (if you are a limited liability company), or to a co-"employee" while in the course of his or her employment or performing duties related to the conduct of your business, or to your other "volunteer workers" while performing duties related to the conduct of your business; (b) To the spouse, child, parent, brother or sister of that co- "employee" or that "volunteer worker" as a consequence of Paragraph (1)(a) above; (c) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraphs (1)(a) or (b) above; or (d) Arising out of his or her providing or failing to provide professional health care services. If you are not in the business of providing professional health care services, Paragraph (d) does not apply to any nurse, emergency medical technician or paramedic employed by you to provide such services. (2) "Property damage" to property: (a) Owned, occupied or used by, DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, encapsulate, contain, treat, detoxify or neutralize or in any way respond to or assess the effects of an "asbestos hazard"; or (c) Arise out of any claim or suit for damages because of testing for, monitoring, cleaning up, removing, encapsulating, containing, treating, detoxifying or neutralizing or in any way responding to or assessing the effects of an "asbestos hazard". t. Violation Of Statutes That Govern E- Mails, Fax, Phone Calls Or Other Methods Of Sending Material Or Information "Bodily injury", "property damage", or "personal and advertising injury" arising directly or indirectly out of any action or omission that violates or is alleged to violate: (1) The Telephone Consumer Protection Act (TCPA), including any amendment of or addition to such law; (2) The CAN-SPAM Act of 2003, including any amendment of or addition to such law; or (3) Any statute, ordinance or regulation, other than the TCPA or CAN-SPAM Act of 2003, that prohibits or limits the sending, transmitting, communicating or distribution of material or information. Damage To Premises Rented To You – Exception For Damage By Fire, Lightning or Explosion Exclusions c. through h. and k. through o. do not apply to damage by fire, lightning or explosion to premises rented to you or temporarily occupied by you with permission of the owner. A separate Limit of Insurance applies to this coverage as described in Section D. - Liability And Medical Expenses Limits Of Insurance. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 (b) Designing or determining content of web sites for others; or (c) An Internet search, access, content or service provider. However, this exclusion does not apply to Paragraphs a., b. and c. under the definition of "personal and advertising injury" in Section G. – Liability And Medical Expenses Definitions. For the purposes of this exclusion, placing an "advertisement" for or linking to others on your web site, by itself, is not considered the business of advertising, broadcasting, publishing or telecasting; (9) Arising out of an electronic chat room or bulletin board the insured hosts, owns, or over which the insured exercises control; (10) Arising out of the unauthorized use of another's name or product in your e-mail address, domain name or metatags, or any other similar tactics to mislead another's potential customers; (11) Arising out of the violation of a person's right of privacy created by any state or federal act. However, this exclusion does not apply to liability for damages that the insured would have in the absence of such state or federal act; (12) Arising out of: (a) An "advertisement" for others on your web site; (b) Placing a link to a web site of others on your web site; (c) Content from a web site of others displayed within a frame or border on your web site. Content includes information, code, sounds, text, graphics or images; or (d) Computer code, software or programming used to enable: (i) Your web site; or (ii) The presentation or functionality of an "advertisement" or other content on your web site; DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 Paragraph (2) of this exclusion does not apply if the premises are "your work" and were never occupied, rented or held for rental by you. Paragraphs (3) and (4) of this exclusion do not apply to the use of elevators. Paragraphs (3), (4), (5) and (6) of this exclusion do not apply to liability assumed under a sidetrack agreement. Paragraphs (3) and (4) of this exclusion do not apply to "property damage" to borrowed equipment while not being used to perform operations at a job site. Paragraph (6) of this exclusion does not apply to "property damage" included in the "products-completed operations hazard". l. Damage To Your Product "Property damage" to "your product" arising out of it or any part of it. m. 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 hazard". This exclusion does not apply if the damaged work or the work out of which the damage arises was performed on your behalf by a subcontractor. n. Damage To Impaired Property Or Property Not Physically Injured "Property damage" to "impaired property" or property that has not been physically injured, arising out of: (1) A defect, deficiency, inadequacy or dangerous condition in "your product" or "your work"; or (2) 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. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 "Bodily injury", "property damage" or "personal and advertising injury", however caused, arising, directly or indirectly, out of: (1) War, including undeclared or civil war; (2) Warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any government, sovereign or other authority using military personnel or other agents; or (3) Insurrection, rebellion, revolution, usurped power, or action taken by governmental authority in hindering or defending against any of these. j. Professional Services "Bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of or failure to render any professional service. This includes but is not limited to: (1) Legal, accounting or advertising services; (2) Preparing, approving, or failing to prepare or approve maps, shop drawings, opinions, reports, surveys, field orders, change orders, designs or drawings and specifications; (3) Supervisory, inspection, architectural or engineering activities; (4) Medical, surgical, dental, x-ray or nursing services treatment, advice or instruction; (5) Any health or therapeutic service treatment, advice or instruction; (6) Any service, treatment, advice or instruction for the purpose of appearance or skin enhancement, hair removal or replacement or personal grooming; (7) Optical or hearing aid services including the prescribing, preparation, fitting, demonstration or distribution of ophthalmic lenses and similar products or hearing aid devices; DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 subcontractor; (ii) "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 contractor or subcontractor; or (iii) "Bodily injury" or "property damage" arising out of heat, smoke or fumes from a "hostile fire"; or (e) At or from any premises, site or location on which any insured or any contractors or subcontractors working directly or indirectly on any insured’s behalf are performing operations if the operations 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". (2) Any loss, cost or expense arising out of any: (a) Request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of, "pollutants"; or (b) Claim or suit by or on behalf of a governmental authority for damages because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing, or in any way responding to, or assessing the effects of, "pollutants". However, this paragraph does not apply to liability for damages because of "property damage" that the insured would have in the absence of such request, demand, order or statutory or regulatory requirement, or such claim or "suit" by or on behalf of a governmental authority. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 This exclusion applies: (1) Whether the insured may be liable as an employer or in any other capacity; and (2) To any obligation to share damages with or repay someone else who must pay damages because of the injury. This exclusion does not apply to liability assumed by the insured under an "insured contract". f. Pollution (1) "Bodily injury", "property damage" or "personal and advertising injury" arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of "pollutants": (a) 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, this subparagraph does not apply to: (i) "Bodily injury" if sustained within a building and caused by smoke, fumes, vapor or soot produced by or originating from equipment that is used to heat, cool or dehumidify the building, or equipment that is used to heat water for personal use, by the building's occupants or their guests; (ii) "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 policy as an additional insured with respect to your ongoing operations 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 additional insured; or DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 by the indemnitee at our request will be paid as Supplementary Payments. Notwithstanding the provisions of Paragraph 1.b.(b) of Section B. – Exclusions, such payments will not be deemed to be damages for "bodily injury" and "property damage" and will not reduce the Limits of Insurance. Our obligation to defend an insured's indemnitee and to pay for attorneys' fees and necessary litigation expenses as Supplementary Payments ends when: (1) We have used up the applicable limit of insurance in the payment of judgments or settlements; or (2) The conditions set forth above, or the terms of the agreement described in Paragraph (6) above, are no longer met. B. EXCLUSIONS 1. Applicable To Business Liability Coverage This insurance does not apply to: a. Expected Or Intended Injury (1) "Bodily injury" or "property damage" expected or intended from the standpoint of the insured. This exclusion does not apply to "bodily injury" or "property damage" resulting from the use of reasonable force to protect persons or property; or (2) "Personal and advertising injury" arising out of an offense committed by, at the direction of or with the consent or acquiescence of the insured with the expectation of inflicting "personal and advertising injury". b. Contractual Liability (1) "Bodily injury" or "property damage"; or (2) "Personal and advertising injury" for which the insured is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages because of: (a) "Bodily injury", "property damage" or "personal and advertising injury" that the insured would have in the absence of the contract or agreement; or DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 accident; (2) Necessary medical, surgical, x-ray and dental services, including prosthetic devices; and (3) Necessary ambulance, hospital, professional nursing and funeral services. 3. COVERAGE EXTENSION - SUPPLEMENTARY PAYMENTS a. We will pay, with respect to any claim or "suit" we investigate or settle, or any "suit" against an insured we defend: (1) All expenses we incur. (2) Up to $1,000 for the cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which Business Liability Coverage for "bodily injury" applies. We do not have to furnish these bonds. (3) The cost of appeal bonds or bonds to release attachments, but only for bond amounts within the applicable limit of insurance. We do not have to furnish these bonds. (4) All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or "suit", including actual loss of earnings up to $500 a day because of time off from work. (5) All costs taxed against the insured in the "suit". (6) Prejudgment interest awarded against the insured on that part of the judgment we pay. If we make an offer to pay the applicable limit of insurance, we will not pay any prejudgment interest based on that period of time after the offer. (7) All interest on the full amount of any judgment that accrues after entry of the judgment and before we have paid, offered to pay, or deposited in court the part of the judgment that is within the applicable limit of insurance. Any amounts paid under (1) through (7) above will not reduce the limits of insurance. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 or "property damage" had occurred, in whole or in part. If such a listed insured or authorized "employee" knew, prior to the policy period, that the "bodily injury" or "property damage" occurred, then any continuation, change or resumption of such "bodily injury" or "property damage" during or after the policy period will be deemed to have been known prior to the policy period. (2) To "personal and advertising injury" caused by an offense arising out of your business, but only if the offense was committed in the "coverage territory" during the policy period. c. "Bodily injury" or "property damage" will be deemed to have been known to have occurred at the earliest time when any insured listed under Paragraph 1. of Section C. – Who Is An Insured or any "employee" authorized by you to give or receive notice of an "occurrence" or claim: (1) Reports all, or any part, of the "bodily injury" or "property damage" to us or any other insurer; DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 b. Will be the payee for any return premiums we pay. 2. The premium shown in the Declarations was computed based on rates in effect at the time the policy was issued. If applicable, on each renewal, continuation or anniversary of the effective date of this policy, we will compute the premium in accordance with our rates and rules then in effect. 3. With our consent, you may continue this policy in force by paying a continuation premium for each successive one-year period. The premium must be: a. Paid to us prior to the anniversary date; and b. Determined in accordance with Paragraph 2. above. Our forms then in effect will apply. If you do not pay the continuation premium, this policy will expire on the first anniversary date that we have not received the premium. 4. Changes in exposures or changes in your business operation, acquisition or use of locations that are not shown in the Declarations may occur during the policy period. If so, we may require an additional premium. That premium will be determined in accordance with our rates and rules then in effect. J. Transfer Of Rights Of Recovery Against Others To Us Applicable to Property Coverage: If any person or organization to or for whom we make payment under this policy has rights to recover damages from another, those rights are transferred to us to the extent of our payment. That person or organization must do everything necessary to secure our rights and must do nothing after loss to impair them. But you may waive your rights against another party in writing: 1. Prior to a loss to your Covered Property; or 2. After a loss to your Covered Property only if, at time of loss, that party is one of the following: DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 of such taxes. b. 10 days before the effective date of cancellation if we cancel for nonpayment of premium. c. 30 days before the effective date of cancellation if we cancel for any other reason. 3. We will mail or deliver our notice to the first Named Insured's last mailing address known to us. 4. Notice of cancellation will state the effective date of cancellation. The policy period will end on that date. 5. If this policy is canceled, we will send the first Named Insured any premium refund due. Such refund will be pro rata. If the first Named Insured cancels, the refund may be less than pro rata. The cancellation will be effective even if we have not made or offered a refund. 6. If notice is mailed, proof of mailing will be sufficient proof of notice. B. Changes This policy contains all the agreements between you and us concerning the insurance afforded. The first Named Insured shown in the Declarations is authorized to make changes in the terms of this policy with our consent. This policy's terms can be amended or waived only by endorsement issued by us and made a part of this policy. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 However, if aggregate industry insured losses under TRIA exceed $100 billion in a calendar year, the Treasury shall not make any payment for any portion of the amount of such losses that exceeds $100 billion. The United States government has not charged any premium for their participation in covering terrorism losses. DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 172 - 175 ........................ 58 333 - 337 (11 months) 94 Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 ´ LQFOXGHV EXW LV QRW OLPLWHG WR DQ\ IRUP RI PROG PXVKURRP RU mildew. ³6SRUH V ´ PHDQ DQ\ UHSURGXFWLYH ERG\ SURGXFHG E\ RU DULVLQJ RXW RI DQy fungus(es). This Exclusion shall not apply to Claims arising from medical research activities that would otherwise be covered hereunder; (p) to any Claim based upon or arising out of any action or proceeding brought by or on behalf of any federal, state or local governmental, regulatory or administrative agency, regardless of the name in which such action or proceeding is brought, including, but not limited to, the Health Insurance Portability and Accountability Act of 1996, the Social Security Act, 42 U.S.C. §1320a, et. seq., or similar state or federal statute, regulation or executive order promulgated thereunder; (q) to any Claim based upon or arising out of any ,QVXUHG¶V data processing, including: Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 DQG VXEMHFW WR WKH /LPLW RI /LDELOLW\ H[FOXVLRQs, conditions and other terms of this insurance, the Underwriters agree with the Named Insured (set forth in Item 1. of the Declarations, made a part hereof) as follows: I. INSURING AGREEMENTS A. Coverage 1. Professional Liability The Underwriters will pay on behalf of the Insured Damages and Claims Expenses which the Insured shall become legally obligated to pay because of any Claim or Claims first made against any Insured during the Policy Period and reported to the Underwriters during the Policy Period, or any applicable Extended Reporting Period, arising out of any negligent act, error or omission of the Insured in rendering or failing to render Professional Services for others, on behalf of the Named Insured designated in Item 1. of the Declarations, which occurred on or after the Retroactive Date stated in Item 8. of the Declarations and prior to the end of the Policy Period. 2. General Liability and Advertising Liability The Underwriters will pay on behalf of the Insured Damages and Claims Expenses which the Insured shall become legally obligated to pay or assumed by the Insured under contract because of any Claim or Claims first made against any Insured during the Policy Period and reported to the Underwriters during the Policy Period or any applicable Extended Reporting Period, for Personal Injury, Property Damage or Advertising Liability caused by an Accident which occurred on or after the Retroactive Date stated in Item 8. of the Declarations and prior to the end of the Policy Period. Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5 DQGWKH,QVXUHGKDVGHFOLQHGRUQRWFRQILUPHGWο πυρχηασε τηισ χοϖεραγε. Τηισ Ινσυρανχε τηερεφορε αφφορδσ νο χοϖεραγε φορ λοσσεσ διρεχτλψ ρεσυλτινγ φρο� ανψ ∀αχτ οφ τερρορισ�∀ ασ δεφινεδ ιν ΤΡΙΑ εξχεπτ το τηε εξτεντ, ιφ ανψ, οτηερωισε προϖιδεδ βψ τηισ πολιχψ. Αλλ οτηερ τερ�σ, χονδιτιονσ, ινσυρεδ χοϖεραγε ανδ εξχλυσιονσ οφ τηισ Ινσυρανχε ινχλυδινγ αππλιχαβλε λι�ιτσ ανδ δεδυχτιβλεσ ρε�αιν υνχηανγεδ ανδ αππλψ ιν φυλλ φορχε ανδ εφφεχτ το τηε χοϖεραγε προϖιδεδ βψ τηισ Ινσυρανχε. ΛΜΑ5219 12 ϑανυαρψ 2015 Coverage No 59572 DocuSign Envelope ID: 79C208C4-DD24-422A-BC15-D6BA8D868DB5