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CORRESPONDENCE - PURCHASE ORDER - 9201383
Official Purchasing Document Last updated 10/2017 SERVICES AGREEMENT THIS AGREEMENT made and entered into the day and year set forth below by and between THE CITY OF FORT COLLINS, COLORADO, a Municipal Corporation, hereinafter referred to as the "City" and FUNDING PARTNERS FOR HOUSING SOLUTIONS DBA FUNDING PARTNERS, hereinafter referred to as "Service Provider". WITNESSETH: In consideration of the mutual covenants and obligations herein expressed, it is agreed by and between the parties hereto as follows: 1. Scope of Services. The Service Provider agrees to provide services in accordance with the scope of services attached hereto as Exhibit A, consisting of seven (7) pages and incorporated herein by this reference. Irrespective of references in Exhibit A to certain named third parties, Service Provider shall be solely responsible for performance of all duties hereunder. 2. Contract Period. This Agreement shall commence July 2, 2018, and shall continue in full force and effect until July 1, 2019, unless sooner terminated as herein provided. In addition, at the option of the City, the Agreement may be extended for additional one year periods not to exceed four (4) additional one year periods. Renewals and pricing changes shall be negotiated by and agreed to by both parties. Written notice of renewal shall be provided to the Service Provider and mailed no later than thirty (30) days prior to contract end. 3. Delay. If either party is prevented in whole or in part from performing its obligations by unforeseeable causes beyond its reasonable control and without its fault or negligence, then the party so prevented shall be excused from whatever performance is prevented by such cause. To the extent that the performance is actually prevented, the Service Provider must provide written notice to the City of such condition within fifteen (15) days from the onset of such condition. 4. Early Termination by City/Notice. Notwithstanding the time periods contained herein, the City may terminate this Agreement at any time without cause by providing written notice of termination to the Service Provider. Such notice shall be delivered at least fifteen (15) days prior to the termination date contained in said notice unless otherwise agreed in writing by the parties. All notices provided under this Agreement shall be effective when mailed, postage prepaid and sent to the following addresses: Service Provider: City: Copy to: Funding Partners for Housing Solutions (dba Funding Partners) Attn: Megan Ferguson 330 S. College Avenue Suite 400 Fort Collins, CO 80524 City of Fort Collins Attn: Kim DeVoe PO Box 580 Fort Collins, CO 80522 City of Fort Collins Attn: Purchasing Dept. PO Box 580 Fort Collins, CO 80522 Services Agreement - 8740 Financial Services for CIty Loan Programs 1 of 25 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 Official Purchasing Document Last updated 10/2017 In the event of early termination by the City, the Service Provider shall be paid for services rendered to the date of termination, subject only to the satisfactory performance of the Service Provider's obligations under this Agreement. Such payment shall be the Service Provider's sole right and remedy for such termination. 5. Contract Sum. The City shall pay the Service Provider for the performance of this Contract, subject to additions and deletions provided herein, per the attached Exhibit B, consisting of one (1) page, and incorporated herein by this reference. 6. City Representative. The City will designate, prior to commencement of the work, its representative who shall make, within the scope of his or her authority, all necessary and proper decisions with reference to the services provided under this agreement. All requests concerning this agreement shall be directed to the City Representative. 7. Independent Service Provider. The services to be performed by Service Provider are those of an independent service provider and not of an employee of the City of Fort Collins. The City shall not be responsible for withholding any portion of Service Provider's compensation hereunder for the payment of FICA, Workmen's Compensation or other taxes or benefits or for any other purpose. 8. Subcontractors. Service Provider may not subcontract any of the Work set forth in the Exhibit A, Statement of Work without the prior written consent of the city, which shall not be unreasonably withheld. If any of the Work is subcontracted hereunder (with the consent of the City), then the following provisions shall apply: (a) the subcontractor must be a reputable, qualified firm with an established record of successful performance in its respective trade performing identical or substantially similar work, (b) the subcontractor will be required to comply with all applicable terms of this Agreement, (c) the subcontract will not create any contractual relationship between any such subcontractor and the City, nor will it obligate the City to pay or see to the payment of any subcontractor, and (d) the work of the subcontractor will be subject to inspection by the City to the same extent as the work of the Service Provider. 9. Personal Services. It is understood that the City enters into the Agreement based on the special abilities of the Service Provider and that this Agreement shall be considered as an agreement for personal services. Accordingly, the Service Provider shall neither assign any responsibilities nor delegate any duties arising under the Agreement without the prior written consent of the City. 10. Acceptance Not Waiver. The City's approval or acceptance of, or payment for any of the services shall not be construed to operate as a waiver of any rights or benefits provided to the City under this Agreement or cause of action arising out of performance of this Agreement. 11. Warranty. a. Service Provider warrants that all work performed hereunder shall be performed with the highest degree of competence and care in accordance with accepted standards for work Services Agreement - 8740 Financial Services for CIty Loan Programs 2 of 25 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 Official Purchasing Document Last updated 10/2017 of a similar nature. b. Unless otherwise provided in the Agreement, all materials and equipment incorporated into any work shall be new and, where not specified, of the most suitable grade of their respective kinds for their intended use, and all workmanship shall be acceptable to City. c. Service Provider warrants all equipment, materials, labor and other work, provided under this Agreement, except City-furnished materials, equipment and labor, against defects and nonconformances in design, materials and workmanship/workwomanship for a period beginning with the start of the work and ending twelve (12) months from and after final acceptance under the Agreement, regardless whether the same were furnished or performed by Service Provider or by any of its subcontractors of any tier. Upon receipt of written notice from City of any such defect or nonconformances, the affected item or part thereof shall be redesigned, repaired or replaced by Service Provider in a manner and at a time acceptable to City. 12. Default. Each and every term and condition hereof shall be deemed to be a material element of this Agreement. In the event either party should fail or refuse to perform according to the terms of this agreement, such party may be declared in default thereof. 13. Remedies. In the event a party has been declared in default, such defaulting party shall be allowed a period of ten (10) days within which to cure said default. In the event the default remains uncorrected, the party declaring default may elect to (a) terminate the Agreement and seek damages; (b) treat the Agreement as continuing and require specific performance; or (c) avail himself of any other remedy at law or equity. If the non-defaulting party commences legal or equitable actions against the defaulting party, the defaulting party shall be liable to the non-defaulting party for the non-defaulting party's reasonable attorney fees and costs incurred because of the default. 14. Binding Effect. This writing, together with the exhibits hereto, constitutes the entire agreement between the parties and shall be binding upon said parties, their officers, employees, agents and assigns and shall inure to the benefit of the respective survivors, heirs, personal representatives, successors and assigns of said parties. 15. Indemnity/Insurance. a. The Service Provider agrees to indemnify and save harmless the City, its officers, agents and employees against and from any and all actions, suits, claims, demands or liability of any character whatsoever brought or asserted for injuries to or death of any person or persons, or damages to property arising out of, result from or occurring in connection with the performance of any service hereunder. b. The Service Provider shall take all necessary precautions in performing the work hereunder to prevent injury to persons and property. c. Without limiting any of the Service Provider's obligations hereunder, the Service Provider shall provide and maintain insurance coverage naming the City as an additional insured under this Agreement of the type and with the limits specified within Exhibit D, consisting of one (1) page, attached hereto and incorporated herein by this reference. The Service Services Agreement - 8740 Financial Services for CIty Loan Programs 3 of 25 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 Official Purchasing Document Last updated 10/2017 Provider before commencing services hereunder, shall deliver to the City's Purchasing Director, P. O. Box 580, Fort Collins, Colorado 80522 one copy of a certificate evidencing the insurance coverage required from an insurance company acceptable to the City. 16. Entire Agreement. This Agreement, along with all Exhibits and other documents incorporated herein, shall constitute the entire Agreement of the parties. Covenants or representations not contained in this Agreement shall not be binding on the parties. 17. Law/Severability. The laws of the State of Colorado shall govern the construction interpretation, execution and enforcement of this Agreement. In the event any provision of this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision of this Agreement. 18. Prohibition Against Employing Illegal Aliens. Pursuant to Section 8-17.5-101, C.R.S., et. seq., Service Provider represents and agrees that: a. As of the date of this Agreement: 1. Service Provider does not knowingly employ or contract with an illegal alien who will perform work under this Agreement; and 2. Service Provider will participate in either the e-Verify program created in Public Law 208, 104th Congress, as amended, and expanded in Public Law 156, 108th Congress, as amended, administered by the United States Department of Homeland Security (the “e-Verify Program”) or the Department Program (the “Department Program”), an employment verification program established pursuant to Section 8- 17.5-102(5)(c) C.R.S. in order to confirm the employment eligibility of all newly hired employees to perform work under this Agreement. b. Service Provider shall not knowingly employ or contract with an illegal alien to perform work under this Agreement or knowingly enter into a contract with a subcontractor that knowingly employs or contracts with an illegal alien to perform work under this Agreement. c. Service Provider is prohibited from using the e-Verify Program or Department Program procedures to undertake pre-employment screening of job applicants while this Agreement is being performed. d. If Service Provider obtains actual knowledge that a subcontractor performing work under this Agreement knowingly employs or contracts with an illegal alien, Service Provider shall: 1. Notify such subcontractor and the City within three days that Service Provider has actual knowledge that the subcontractor is employing or contracting with an illegal alien; and 2. Terminate the subcontract with the subcontractor if within three days of receiving the notice required pursuant to this section the subcontractor does not cease employing or contracting with the illegal alien; except that Service Provider shall not terminate Services Agreement - 8740 Financial Services for CIty Loan Programs 4 of 25 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 Official Purchasing Document Last updated 10/2017 the contract with the subcontractor if during such three days the subcontractor provides information to establish that the subcontractor has not knowingly employed or contracted with an illegal alien. e. Service Provider shall comply with any reasonable request by the Colorado Department of Labor and Employment (the “Department”) made in the course of an investigation that the Department undertakes or is undertaking pursuant to the authority established in Subsection 8-17.5-102 (5), C.R.S. f. If Service Provider violates any provision of this Agreement pertaining to the duties imposed by Subsection 8-17.5-102, C.R.S. the City may terminate this Agreement. If this Agreement is so terminated, Service Provider shall be liable for actual and consequential damages to the City arising out of Service Provider’s violation of Subsection 8-17.5-102, C.R.S. g. The City will notify the Office of the Secretary of State if Service Provider violates this provision of this Agreement and the City terminates the Agreement for such breach. 19. Special Provisions. Special provisions or conditions relating to the services to be performed pursuant to this Agreement are set forth in Exhibit C - OBF2.0 Processes, Procedures, Rules and Regulations, consisting of seven (7) pages and Exhibit E - Confidentiality, consisting of three (3) pages, both attached hereto and incorporated herein by this reference. Services Agreement - 8740 Financial Services for CIty Loan Programs 5 of 25 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 Official Purchasing Document Last updated 10/2017 THE CITY OF FORT COLLINS, COLORADO By: Gerry Paul Purchasing Director DATE: ATTEST: APPROVED AS TO FORM: FUNDING PARTNERS FOR HOUSING SOLUTIONS (DBA FUNDING PARTNERS) By: Printed: Title: CORPORATE PRESIDENT OR VICE PRESIDENT Date: Services Agreement - 8740 Financial Services for CIty Loan Programs 6 of 25 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 Executive Director Sean Doherty 7/9/2018 Assistant City Attorney ll 7/23/2018 City Clerk Official Purchasing Document Last updated 10/2017 EXHIBIT A SCOPE OF SERVICES Service Provider shall provide financial services in support of three loan programs: The On-Bill Financing 2.0 Home Efficiency Loan Program; the Landmark Rehabilitation Loan Program and; the Air Quality Improvement Loan Program. Each program has different guidelines, processes and procedures. A detailed description of each program’s requirements is outlined below. For all the loan programs, at the time of loan origination, Service Provider must verify and document that the loan applicant is a United States citizen, per Colorado Statute C.R.S. 24-76.5- 103(4)(b), and verify that the subject premise receiving a loan is within the boundary of the City of Fort Collins. Specific to On-Bill Finance Version 2 (OBF2.0) energy loans that qualify under the EW-Homes program, Service Provider must also verify that the loan applicant is a Fort Collins Utilities electric customer. Specific to OBF2.0 water service line replacement loans, Service Provider must also verify that applicant is a Fort Collins Utilities water customer. A. ON-BILL FINANCING VERSION 2 PROGRAM Program Requirements The Service Provider shall provide licensed mortgage loan originator services in compliance with the Colorado Revised Statute C.R.S. § 12-61-901 et seq., requiring mortgage companies to be registered by the Colorado Division of Real Estate, for OBF2.0. A program guide containing OBF2.0 Processes, Procedures, Rules and Regulations is attached in Exhibit C. Service Provider should ensure they have the most recent version from City Representative. The form of all notifications, applications, loan documents, and other documentation used by the Service Provider in providing the services hereunder shall be satisfactory to the City and approved in advance of use by Service Provider by City Representative. Service Provider shall retain all original documents and permanent loan files, record all appropriate documents as necessary and as the City may reasonably require, and issue release of collateral obligations upon final satisfaction of the promissory note. The City will service all outstanding loans and payments will be collected through the utility billing system. Service Provider is entitled to collect compensation to maintain the scope of services in the OBF2.0, and shall impose no other fees, charges or surcharges on the City, borrower or any other person in connection with the performance of services hereunder. Fees are outlined in Exhibit B. • For the release of recordings with Larimer County upon the completion of loans, Service Provider shall bill the City for each loan which is completed and released. • A fee shall be paid to the City by the customer for the recording and release of the Uniform Commercial Code (UCC) lien. Services Agreement - 8740 Financial Services for CIty Loan Programs 7 of 25 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 Official Purchasing Document Last updated 10/2017 • A fee shall be paid by the borrower to the Service Provider, for the fulfillment of subordination requests from existing loan homeowners, including un-recording and then re-recording UCC filings pre- and post-refinancing of a first and second mortgage. Loan Originating and Servicing Task List Service Provider shall perform the following tasks: • Quarterly Production Reports to the City including: o Summary of cumulative program production, broken out per year. ▪ Borrower name, loan number, loan amount, approval & closing dates, improvements made, loan term, interest rate, FICO, and percent of area median income (AMI) o OBF2.0 Closed Loans including: ▪ Borrower name, loan number, loan amount, approval and closing dates, loan term, improvements made, contractors used, annual income, FICO, and percent of AMI o OBF2.0 Pending Applications including: ▪ Borrower name, loan number, application date, loan amount requested, annual income, FICO, and contractors proposing work scopes. o OBF2.0 Loans Withdrawn including: ▪ Borrowers name, loan application number, application date, withdrawn date, loan amount requested, annual income, FICO, and reason for withdrawal. o OBF2.0 Loans Denied including: ▪ Borrowers name, loan number, application date, denied date, loan amount requested, FICO, reason for denial. • Record UCC Lien filing with Larimer County after loan closing • Intake for subordination requests o Subordination review, including appraisal, and letter of explanation for the subordination request, and a Subordination Authorization form, will be sent to City Program Manager for review and approval. o Subordination Authorization o Prepare Subordination Agreement, sign & notarize o Release original UCC Lien filing prior to refinance o Track refinance loan status, then re-record UCC lien filing with Larimer County after refinance loan closes. Services Agreement - 8740 Financial Services for CIty Loan Programs 8 of 25 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 Official Purchasing Document Last updated 10/2017 • Processing of OBF2.0 HELP Loan Payoffs is handled by the City. • The City shall notify Service Provider of HELP Loan payoffs. o Service Provider shall then release UCC lien with Larimer County o Service Provider shall provide lender of verification of release of UCC lien B. LANDMARK REHABILITATION LOAN PROGRAM Program Requirements The Service Provider shall provide licensed mortgage loan originator services in compliance with Colorado Revised Statute C.R.S. § 12-61-901 et seq., requiring mortgage companies to be registered by the Colorado Division of Real Estate, for the City’s Landmark Rehabilitation Loan Program (LRLP). The City will email LRLP applications to the Service Provider along with the following documentation: • Total LRLP funding available for projects; • Work items and costs eligible for LRLP funding for each application; • Design review ranking of each application work item. A City Representative will be designated for the LRLP. Within two weeks of receiving such information from the City, the Service Provider shall review the materials, approve conditional funding for each application, and notify the City Representative of its funding decisions. If the City approves the funding decisions, the Service Provider shall send written notification to each applicant of the funding decision and loan terms and conditions. The maximum loan amount that can be approved by the Service Provider is $7,500. The City will pay the approved loan amount directly to the applicant. Once a project approved for funding through the LRLP has been completed and inspected by the City, the Service Provider shall prepare a promissory note and deed of trust in accordance with the Municipal Code. The form of the promissory note and deed of trust shall be approved by the City of Fort Collins Attorney’s Office. Service Provider will provide and coordinate presentation of all loan documents to borrower at the time of loan settlement to collect original signatures. Service Provider shall retain all original documents and permanent loan file, record all appropriate documents as necessary and as the City may reasonably require, and issue release of collateral obligations for loan repayment upon final satisfaction of the promissory note. Copies of all executed loan documents will be provided to the City as supplement to the itemized transaction invoice. Public recording and other third-party fees shall be assessed and collected outside of closing from the City, as detailed within a closing disclosure prepared by Service Provider. Service Provider is entitled to collect the following compensation to implement the described program, but shall impose no other fees, charges or surcharges from the City, borrower or any other person in connection with the performance of services hereunder. Fees are outlined in Services Agreement - 8740 Financial Services for CIty Loan Programs 9 of 25 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 Official Purchasing Document Last updated 10/2017 Exhibit B. • A one-time loan servicing transfer fee, shall be assessed per file. Payable at the time of servicing transfer from the City to Service Provider. • A loan origination fee shall be payable by the City at time of loan closing. • Public recording fees at origination shall be payable by the City, collected at the time of related service. Deed release fees at payoff will remain the responsibility of the borrower. • An annual servicing fee for outstanding loans held in portfolio may be payable by the City in January of each calendar year based on the City’s outstanding portfolio as of prior 12/31. First annual servicing fee to be assessed January 2019. Loan Originating and Servicing Task List Service Provider shall perform the following tasks: • Data entry to servicing software • Verify payment method with borrower (check mail in, Automated Clearing House (ACH) automatic withdrawal) • Monthly statement to borrower (USPS mail or e‐statement) • Entry of monthly payments upon receipt • Check payable to the City for payments/payoffs received in previous month • Quarterly Production Reports to the City including: o Summary of cumulative program production, broken out per year. o Borrower name, loan amount, approval & closing dates, loan term, credit score, etc. • Prepare payoff statements/balance inquiry upon request • Intake for subordination requests o Subordination review, including appraisal, and letter of explanation for the subordination request, and a Subordination Authorization form, will be sent to City Representative for review and approval. o Subordination Authorization o Prepare Subordination Agreement, sign & notarize o Release original UCC Lien filing prior to refinance o Track refinance loan status, then re-record UCC lien filing with Larimer County after refinance loan closes. • Process Payoff Payments o Final payment clears, applied to loan file o Cancel ACH (as applicable) Services Agreement - 8740 Financial Services for CIty Loan Programs 10 of 25 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 Official Purchasing Document Last updated 10/2017 o Prepare release of UCC lien o Obtain original Promissory Note o Record release of lien with Larimer County o Original Promissory Note returned to borrower as evidence of release and payment in full. C. AIR QUALITY IMPROVEMENT LOAN PROGRAM Program Requirements Service Provider shall provide licensed mortgage loan originator services in compliance with Colorado Revised Statute C.R.S. § 12-61-901 et seq., requiring mortgage companies to be registered by the Colorado Division of Real Estate, for the City’s Air Quality Improvement Loan Program (AQILP). The City will refer AQILP applicants to the Service Provider to complete credit application forms including the following: • Completed online or paper application. • Signed Authorization to Release Information. • A Credit Report fee paid online by the applicant or directly to Service Provider by check. • Proposed Scope of Work (subject to the approval of the City). A City Representative will be designated for the AQILP. Within 24 business hours of receiving all required information from the applicant, the Service Provider shall review the application and credit and provide written notification to the City, the applicant and their Project Contractor of the credit decision, loan terms and conditions. The maximum loan amount that can be approved by the Service Provider is $3,000 for radon mitigation, $3,000 for wood fireplace replacements, and $10,000 for mold mitigation. The City will send payment of the approved loan amounts to the Service Provider weekly by City check or ACH. The form of all notifications, applications, loan documents, and other documentation used by the Service Provider in providing the Services hereunder shall be reasonably satisfactory to the City and approved in advance of use by Service Provider. Service Provider will prepare loan closing documents that shall include a lien waiver and completion of work affidavit wherein the borrower and Project Contractor must acknowledge the amount paid to the Project Contractor upon loan settlement. The Project Contractor shall acknowledge that all work is or will be completed according to local standards in a good and workmanlike fashion, and in compliance with any applicable local, state and federal regulations, within the agreed upon timeframe and shall verify that all suppliers and/or subcontractors for the project are paid in full with no further recourse to the borrower, and furnish lien waivers to that effect. Application, public recording and other third-party fees shall be assessed and collected at time of settlement, as detailed within a settlement statement prepared by Service Provider. Service Provider will present all loan documents to borrower at the time of loan settlement. Each borrower must acknowledge receipt of a standard Colorado notice of rescission, allowing cancellation of the loan within 3 business days of settlement. The loan documents must be signed in the presence of a notary public, which will be arranged between Service Provider and the Services Agreement - 8740 Financial Services for CIty Loan Programs 11 of 25 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 Official Purchasing Document Last updated 10/2017 borrower. Upon receipt and acceptance of completed and signed lien waiver and completion of work affidavit from the Project Contractor and, if applicable, subcontractors, Service Provider shall release loan proceeds, less its own fees, directly to Project Contractor upon confirmation that all work is complete. Disbursement of funds is prohibited prior to expiration of the rescission period. Service Provider shall retain all original documents and permanent loan file, record loan documents and UCC filings as appropriate and as reasonably required by the City, shall process and issue subsequent project draw requests, and issue release of collateral obligations upon final satisfaction of the promissory note. Copies of all executed loan documents will be provided to the City after closing. Service Provider will service all outstanding loans and payments will be collected via ACH payment draft from borrower’s bank account through a participating depository institution. Service Provider is entitled to collect the following compensation to implement the described program, but shall impose no other fees, charges or surcharges from the City, borrower or any other person in connection with the performance of services hereunder. Fees are outlined in Exhibit B. ▪ A loan origination fee of $400.00 per loan shall be payable by the City at time of loan closing. ▪ Public recording and release fees shall be payable by the City, collected at the time of related service. ▪ An annual servicing fee, not to exceed 30 loan files, for outstanding loans held in portfolio, shall be payable by the City in each calendar year. Service Provider shall remit AQILP payments, portfolio status reports, and other applicable documents to the City by the 15th day of each month. Service Provider must review and approve any commercial communication, marketing or advertising collateral related to mortgage financing to ensure compliance with state and federal regulations under The Mortgage Acts and Practices – Advertising Rule. Commercial Communication defined as: any written or oral statement, illustration, or depiction, whether in English or any other language, that is designed to effect a sale or create interest in purchasing goods, or services, whether it appears on or in a label, package, package insert, radio, television, cable television, brochure, newspaper, magazine, pamphlet, leaflet, circular, mailer, book insert, free standing insert, letter, catalogue, poster, chart, billboard, public transit card, point of purchase display, film, slide, audio program transmitted over a telephone system, telemarketing script, on‐ hold script, upsell script, training materials provided to telemarketing firms, infomercial, the Internet, cellular network, or any other medium. Loan Originating and Servicing Task List Service Provider shall perform the following tasks: • Data entry to servicing software • Verify payment method with borrower (check mail in, ACH automatic withdrawal) • Monthly statement to borrower (USPS mail or e‐statement) Services Agreement - 8740 Financial Services for CIty Loan Programs 12 of 25 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 Official Purchasing Document Last updated 10/2017 • Entry of monthly payments upon receipt • Check payable to the City for payments/payoffs received in previous month • Quarterly Production Reports to the City including: o Summary of cumulative program production, broken out per year. o Borrower name, loan amount, approval & closing dates, loan term, credit score, etc. • Prepare payoff statements/balance inquiry upon request • Intake for subordination requests o Subordination review, including appraisal, and letter of explanation for the subordination request, and a Subordination Authorization form, will be sent to City Representative for review and approval. o Subordination Authorization o Prepare Subordination Agreement, sign & notarize o Release original UCC Lien filing prior to refinance o Track refinance loan status, then re-record UCC lien filing with Larimer County after refinance loan closes. • Process Payoff Payments o Final payment clears, applied to loan file o Cancel ACH (as applicable) o Prepare release of UCC lien o Obtain original Promissory Note o Record release of lien with Larimer County o Original Promissory Note returned to borrower as evidence of release and payment in full. Services Agreement - 8740 Financial Services for CIty Loan Programs 13 of 25 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 Official Purchasing Document Last updated 10/2017 EXHIBIT B FEE SCHEDULE The following schedule reflects the one-time administration fee assessed for the underwriting and closing of third party loans. Fees are due and payable at time of loan settlement and may be paid by the borrower, program sponsor, or other party. Equity Share (non-amortizing) $350.00 Amortizing Loans $400.00 Primary Mortgage $500.00 Primary Mortgage w/Escrow Servicing $750.00 Chattel w/Escrow Servicing Greater of 1.0% or $500.00 Non-Owner Occupied/Commercial Use1 Greater of 1.0% or $500.00 Piggyback Loans2 $50.00 Subordinations & Modifications $150.00 Recording Fee $23.00 Client Paid Fees Accounts Receivable (31+ days past due) 4.50% APR Wire Convenience3 $25.00 Loan Servicing Transfer Fee4 $100.00 per file Loan Servicing Transfer Fee with Escrow4 $150.00 per file New Program Implementation $2,500.00 Annual Portfolio Servicing Fee: The annual servicing fee for outstanding loans held in portfolio shall be payable by the City in January of each calendar year based on the City’s outstanding portfolio as of prior December 31. First annual servicing fee to be assessed January 2019. Number of Loan Files: 1-10 11-30 31-75 76-150 Over 150 Non-Escrow $1,500 $2,500 $3,500 $4,500 Call for Pricing With Escrow $2,500 $3,500 $4,500 $5,500 Call for Pricing 1 Fee will be the greater of 1.0% of the original loan amount or $500. 2 In the event borrower is extended multiple loan products for a single transaction, the higher scheduled fee will apply. Companion loan products will be assessed a nominal ‘Piggyback’ fee. 3 Clients that elect to be invoiced for loan proceeds post-closing will be assessed a convenience fee. 4 For client portfolio transfer to Funding Partners for servicing. Services Agreement - 8740 Financial Services for CIty Loan Programs 14 of 25 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 Official Purchasing Document Last updated 10/2017 EXHIBIT C OBF2.0 PROCESSES, PROCEDURES, RULES AND REGULATIONS Service Provider should ensure they have the most recent version from the Project Manager. Executive Summary The proposed procedures for On-Bill Finance Version 2 (OBF2.0) closely adhere to the legal parameters and guidance objectives establish in the Financial Officer’s Rules and Regulations and Fort Collins Municipal Code Section 26-720. These processes and procedures are based on the proven approaches previously established and tested under the original OBF pilot program, developed in collaboration with Funding Partners dba Energy Smart Partners. Note: Category titles in the flowchart in some cases are slightly different from the titles of the paragraphs, see parenthetical references, below. Loan Application and Pre- Approval (Flow Chart Category: IBID) A. Program parameters are those approved by City Council and incorporated into the Financial Officer’s Rules and Regulations. B. Application Format to be used is that approved by Utilities Program Manager (UPM). C. The processing of applications may be contracted with a Loan Administrator. D. The Loan Administrator collects and retains application fee set by Program Policy ($ TBD). E. The Loan Administrator determines whether the application qualifies under Program Policy by considering whether: 1. The application includes all required supporting documentation; and 2. The project is within the scope of the Program; and 3. The applicant’s credit score and other related criteria meet Program standards; and 4. The applicant is a natural person and not a legal entity; and F. Loan Administrator notifies customer and Utility Program Manager if application does not qualify and the reasons the application did not qualify. G. If application qualifies, Loan Administrator notifies Utility Billing to verify customer Utility bill payment history meets program standards: 1. Utilities Billing notifies Loan Administrator that the customer is qualified, or not. H. Loan administrator notifies customer if they are pre-approved or not I. Applications to be filed and maintained by Loan Administrator for 2 years if application is denied, or 7 years after the loan has been repaid including: 1. The preliminary loan terms: interest rate, total loan amount, duration, estimated payment amount, and anticipated loan processing fee. Services Agreement - 8740 Financial Services for CIty Loan Programs 15 of 25 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 Official Purchasing Document Last updated 10/2017 Initial Loan Approval (Flow Chart Category: IBID) J. If customer is pre-approved for a loan, Loan Administrator collects contractor(s) project proposal(s) from the customer K. Loan administrator completes Loan Project Approval Form and sends to Utility Loan Program Manager for initial loan approval L. The Loan Project Approval Form will have sign-off sections for Initial and Final Loan approval, and the following: 1. Loan Application # and Pre-approval information 2. Applicant information 3. Type of project(s): Energy Efficiency, Water Conservation, Solar, and Radon 4. Project contractor(s) contact information M. Loan Program Manager distributes Loan Approval Form to designated Utility Loan program reviewers for initial project qualification. Reviewers will be designated for: 1. Energy conservation, Rooftop Solar, Water Service Line, and Radon System loans N. If project is approved, reviewers sign-off on initial loan approval and return Loan Approval form to Loan Program Manager O. If project is not approved, reviewer must contact contractor for further project clarification of measure removal from proposal, and once approved, signs-off on Initial Approval and returns to Loan Program Manager P. If project cannot be modified to qualify, reviewer notifies Loam Program Manager and Loan Administrator. Loan administrator notifies contractor and customer of loan denial. Q. Loan Initial Approvals are authorized by the signature of the Loan Administrator and Loan Program Reviewers. R. Loan Approval Forms with Initial Approval to be filed and maintained by Loan Administrator. Copies will be provided to the Utility Program Manager. Loan Finalization Process (Flow Chart Category: Loan Approval, Closing & Payment Process) A. Applicants who receive loans under the Program are referred to hereafter as “Borrower.” B. Loan Administrator will utilize that Final Project Application format approved by Utility Program Manager: 1. Loan will not be closed until Final Project Application is approved by the Utility Program Reviewers and Manager, validating that the Project is completed and meets Program standards; and 2. The Contractor completes the Lien Waiver & Completion of Work Affidavit and submits to the Loan Administrator that the project is complete and the borrower acknowledges the amount that will be paid to the contractor which qualifies for a loan. C. Loan Administrator will utilize Loan document forms approved by City Attorney’s Office. D. Original signed loan agreements will be maintained by Loan Administrator. Copies provided to Utility Program Manager. E. The Loan Administrator notifies City Billing and Borrower the date of loan closing. Services Agreement - 8740 Financial Services for CIty Loan Programs 16 of 25 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 Official Purchasing Document Last updated 10/2017 F. The Loan Administrator drafts Loan documents, and will calculate and draft loan terms, plus fees. G. The Loan Administrator will utilize loan documents approved by Utility Program Manager. H. The Loan Administrator will prepare a summary of loan closing documents and distribute copies of the loan agreement to Borrower and Utility Program Manager I. Utility Program Manager will verify the following steps have been completed: 1. Loan Approval Letter was signed by Loan Administrator; and 2. Loan Agreement was signed by Loan Administrator and Borrower; and 3. Final Project Application was approved by City; and 4. Credit check was completed and application meets standards; and 5. Borrower Application Form was approved by the Loan Administrator. J. Utility Billing Department will enter loan information into the Utility billing system, including Uniform Commercial Code (UCC) filing fee K. Utility Billing Department will prepare Payment Authorization to provide to the Finance Department and include the following: 1. Copy of Summary Closing Documents; and 2. A checklist signed by Utility Program Manager; and 3. Loan schedule produced by Utility billing system; and 4. UCC filing fee L. Utility Billing Department must utilize a check list approved by Finance Department. M. An Accountant in Finance will review and sign Payment Authorization for payment to Loan Administrator. Payments will be made by Automated Clearing House (ACH) on City’s regular payment cycle. N. The Loan Administrator will make payment(s) to contractor(s). O. Loan Administrator will file UCC lien on property with County and invoice the Utility Program Manager for the appropriate fee. Loan Processing and Close Out (Flow Chart Category: Loan Approval, Closing & Payment Process) A. Utility Billing will generate payment schedule using loan program within utility billing software, detailing principal, interest, and total payment by month. B. Utility Billing will track and update loans monthly on a summary spreadsheet, separately listing pending active, closed, denied, and withdrawn loans; and send to Utility Program Manager. C. Borrower will be billed monthly as a separate line item on their Utility bill according to the payment schedule, with the following rules: a. Payments made before due date will not have loan interest reduced. b. Payments made after due date will not have loan interest increased. However, if the Utility account of the Borrower becomes past due, interest will be billed to Borrower per normal Utility billing practices. c. Credit balances on an account of a Borrower will not be automatically applied to outstanding loan balance. Services Agreement - 8740 Financial Services for CIty Loan Programs 17 of 25 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 Official Purchasing Document Last updated 10/2017 d. Borrowers wishing to pay off the remaining balance on the loan early must contact Utility Billing and make this arrangement. e. Accelerated additional loan payments will not reduce interest owed. D. Utility Billing will follow regular collections process for amounts past due, including service disconnection. E. Once a month Utility Billing will review list of loans that should be completed, validate their status, and if paid off, notify Utility Program Administration that loan is settled. F. Utility Program Administration will update their records and forward close-out notice to Loan Administrator. G. The Loan Administrator will update their records and send a release of UCC lien to County. Record Keeping & Program Oversight (Flow Chart Category: N/A) A. At the end of each calendar year the Utility Billing department will prepare a list of amounts outstanding by Borrowers. This list must tie to amounts in general ledger a. Utilities Billing will also and complete and send a 1098 form to the customer B. Once a month the Utility Program Manager will review the total amount outstanding per the general ledger. UPM is responsible to make sure the total outstanding does not exceed the amount authorized City Council. C. Utility Billing will gather data needed to prepare 1098 INT statements for customers that paid more than $600 in interest in the calendar year, at least 30 days before due date. D. Utilities Billing will prepare and distribute annual 1098 statements and send them to Borrowers and IRS per applicable federal regulations. Sample Accounting Transactions – To be revised per direction from Finance Action Type Debit Credit 1 Payment Authorization to EPS- Principal $XXX Customer Loans Receivable 501.162030 Pooled Cash 501.111010 2 Payment Authorization to EPS- Rebate $XXX Rebates Expense 501.543XXX Pooled Cash 501.111010 No Receivable set up in utility billing system for initial loan 3 CIS utility billing of Principal (interface to JDE GL) A/R Customers 501.123030 Customer Loans Receivable 501.162030 4 CIS utility billing of Interest (interface to JDE GL) A/R Customers 501.123030 Interest from Loans 501.469010 5 Customer monthly payment Pooled Cash 501.111010 A/R Customers 501.123030 Services Agreement - 8740 Financial Services for CIty Loan Programs 18 of 25 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 Official Purchasing Document Last updated 10/2017 Loan Program Parameters (Flow Chart Category: N/A) A. Interest Rates - The interest rate is established for the Loan as not less than 2.5% nor more than 10% per annum, with the interest rate for each loan to be set in accordance with the administrative rules and regulations of the Financial Officer pursuant to § 26-720. B. Annual Interest Rate Adjustment- On an annual basis, the City’s Chief Financial Officer will review this interest rate range and determine whether it should be modified. C. Loan Term- Loan amounts shall be not less than $1,000, and not to exceed $25,000, and are limited to the service life of the improvement. Borrower may choose a shorter term if they so choose. The interest rate shall be the same for any loan, regardless of the loan term the borrower chooses. D. Program Loan Limit- The total amount of loans outstanding will be determined by the available capital and as authorized by the City Council. E. Property Type - Eligible properties are residential single-family dwellings or townhomes. Residential rental properties are eligible with loan application from the owner, a natural person. A loan secured by a UCC lien on a rental property will be billed directly to the owner who obtained the loan. F. Collateral - Loans will be secured by a UCC lien recorded with Larimer County. Electric service may be discontinued for nonpayment of past-due accounts directly or indirectly related to the provision of electric service, in which event written notice shall be given in accordance with Section 26-713 of the Fort Collins Municipal Code and any Council- approved service rules and regulations. G. Repayment - Monthly payment of principal and interest will be collected by the City of Fort Collins Utility Billing Office as a line item on the Borrower’s City of Fort Collins monthly utility bill. Escrow for hazard insurance and property taxes are not collected or provided for by any Loan Administrator the City may retain and remain the sole responsibility of the home owner. H. Loan Fees - A one-time non-refundable application fee in the amount of $(TBD) shall be due and payable upon submittal of all City of Fort Collins Utilities On-Bill Financing Program loan applications. An additional origination fee in the amount of $(TBD) is due to the Loan Administrator at time of loan settlement. Borrower may choose to pay the origination fee at closing or add the amount to the loan principle (not to exceed loan maximum). Public recording and any other third-party service fees are the responsibility of the Borrower and assessed at the time of loan settlement. I. Credit Criteria – Applicants must meet minimum credit scores established by the Program Qualification Standards. To obtain a loan from Loan Administrator under the Program, a borrower must meet the following requirements: J. Qualified use of Funds - Permitted capital improvement projects must, in order to qualify, enhance the health, safety, and energy or water efficiency of the home, including installation of renewable energy systems as allowed by the Utilities Program Manager. A list of qualifying energy improvements and the rebates available can be found by accessing the Efficiency Works Homes Program (EWH) home page on fcgov.com. A list of Services Agreement - 8740 Financial Services for CIty Loan Programs 19 of 25 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 Official Purchasing Document Last updated 10/2017 qualifying renewable energy projects and the rebates available can be found by accessing the links on the Solar Rebates web page on fcgov.com. Water service line repairs qualify as described on the service line repair web page on fcgov.com. Radon loan requirements can be found on the Air Quality Loan Program web page on fcgov.com. K. Loan Origination – Loan origination procedures are established by Loan Administrator and are available on fcgov.com. Services Agreement - 8740 Financial Services for CIty Loan Programs 20 of 25 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 Loan Application and Pre-Approval Customer Loan Applications LA • Utility bill history & min. FICO score ---. verified LA&UB Customer Pre-approved 3rd Party Loan Administrator (LA) Utilities Staff (UB) Utilities Program Staff (RV) - Finance Department Initial Loan Approval Project(s) proposals collected & distributed to reviewer(n ! Project Review, and Modification, if Necessary RV Initial Loan Approval _J RV Loan Approval, Closing & Payment Process Lien waiver and project completion ...----- documents signed by contractor & owner LA t Final Project Invoices Collated and Sent to Reviewer LA Final Project and lnvoice(s) Reviewed and Sent to LA RV Loan Closing Docs & Contractor lnvoice(s) Distributed to Utility • Billing LA UB sets up Payment Schedule and Notifies Finance Department RV ! Finance Department Reimburses LA for Contractor Payment ... Contractors paid by LA via Official Purchasing Document Last updated 10/2017 EXHIBIT D INSURANCE REQUIREMENTS 1. The Service Provider will provide, from insurance companies acceptable to the City, the insurance coverage designated hereinafter and pay all costs. Before commencing work under this bid, the Service Provider shall furnish the City with certificates of insurance showing the type, amount, class of operations covered, effective dates and date of expiration of policies, and containing substantially the following statement: “The insurance evidenced by this Certificate will not reduce coverage or limits and will not be cancelled, except after thirty (30) days written notice has been received by the City of Fort Collins.” In case of the breach of any provision of the Insurance Requirements, the City, at its option, may take out and maintain, at the expense of the Service Provider, such insurance as the City may deem proper and may deduct the cost of such insurance from any monies which may be due or become due the Service Provider under this Agreement. The City, its officers, agents and employees shall be named as additional insureds on the Service Provider 's general liability and automobile liability insurance policies for any claims arising out of work performed under this Agreement. 2. Insurance coverages shall be as follows: A. Workers' Compensation & Employer's Liability. The Service Provider shall maintain during the life of this Agreement for all of the Service Provider's employees engaged in work performed under this agreement: 1. Workers' Compensation insurance with statutory limits as required by Colorado law. 2. Employer's Liability insurance with limits of $100,000 per accident, $500,000 disease aggregate, and $100,000 disease each employee. B. Commercial General & Vehicle Liability. The Service Provider shall maintain during the life of this Agreement such commercial general liability and automobile liability insurance as will provide coverage for damage claims of personal injury, including accidental death, as well as for claims for property damage, which may arise directly or indirectly from the performance of work under this Agreement. Coverage for property damage shall be on a "broad form" basis. The amount of insurance for each coverage, Commercial General and Vehicle, shall not be less than $1,000,000 combined single limits for bodily injury and property damage. In the event any work is performed by a subcontractor, the Service Provider shall be responsible for any liability directly or indirectly arising out of the work performed under this Agreement by a subcontractor, which liability is not covered by the subcontractor's insurance. Services Agreement - 8740 Financial Services for CIty Loan Programs 22 of 25 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 Official Purchasing Document Last updated 10/2017 EXHIBIT E CONFIDENTIALITY IN CONNECTION WITH THE SERVICES to be provided by Professional under this Agreement, the parties agree to comply with reasonable policies and procedures with regard to the exchange and handling of confidential information and other sensitive materials between the parties, as set forth below. 1. Definitions. For purposes of this Agreement, the party who owns the confidential information and is disclosing same shall be referenced as the “Disclosing Party.” The party receiving the Disclosing Party’s confidential information shall be referenced as the “Receiving Party.” 2. Confidential Information. Confidential Information controlled by this Agreement refers to information which is not public and/or is proprietary and includes by way of example, but without limitation, City customer information, utility data, service billing records, customer equipment information, location information, network security system, business plans, formulae, processes, intellectual property, trade secrets, designs, photographs, plans, drawings, schematics, methods, specifications, samples, reports, mechanical and electronic design drawings, customer lists, financial information, studies, findings, inventions, and ideas. To the extent practical, Confidential Information shall be marked “Confidential” or “Proprietary.” Nevertheless, Professional shall treat as Confidential Information all customer identifiable information in any form, whether or not bearing a mark of confidentiality or otherwise requested by the City, including but not limited to account, address, billing, consumption, contact and other customer data. In the case of disclosure in non- documentary form of non-customer identifiable information, made orally or by visual inspection, the Disclosing Party shall have the right, or, if requested by the Receiving Party, the obligation to confirm in writing the fact and general nature of each disclosure within a reasonable time after it is made in order that it is treated as Confidential Information. Any information disclosed to the other party prior to the execution of this Agreement and related to the services for which Professional has been engaged shall be considered in the same manner and be subject to the same treatment as the information disclosed after the execution of this Agreement with regard to protecting it as Confidential Information. 3. Use of Confidential Information. Receiving Party hereby agrees that it shall use the Confidential Information solely for the purpose of performing its obligations under this Agreement and not in any way detrimental to Disclosing Party. Receiving Party agrees to use the same degree of care Receiving Party uses with respect to its own proprietary or confidential information, which in any event shall result in a reasonable standard of care to prevent unauthorized use or disclosure of the Confidential Information. Except as otherwise provided herein, Receiving Party shall keep confidential and not disclose the Confidential Information. The City and Professional shall cause each of their directors, officers, employees, agents, representatives, and subcontractors to become familiar with, and abide by, the terms of this section, which shall survive this Agreement as an on-going obligation of the Parties. Professional shall not use such information to obtain any economic or other benefit for itself, or any third party, other than in the performance of obligations under this Agreement. Services Agreement - 8740 Financial Services for CIty Loan Programs 23 of 25 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 Official Purchasing Document Last updated 10/2017 4. Exclusions from Definition. The term “Confidential Information” as used herein does not include any data or information which is already known to the Receiving Party or which before being divulged by the Disclosing Party (1) was generally known to the public through no wrongful act of the Receiving Party; (2) has been rightfully received by the Receiving Party from a third party without restriction on disclosure and without, to the knowledge of the Receiving Party, a breach of an obligation of confidentiality; (3) has been approved for release by a written authorization by the other party hereto; or (4) has been disclosed pursuant to a requirement of a governmental agency or by operation of law. 5. Required Disclosure. If the Receiving Party is required (by interrogatories, requests for information or documents, subpoena, civil investigative demand or similar process, or by federal, state, or local law, including without limitation, the Colorado Open Records Act) to disclose any Confidential Information, the Parties agree the Receiving Party will provide the Disclosing Party with prompt notice of such request, so the Disclosing Party may seek an appropriate protective order or waive the Receiving Party’s compliance with this Agreement. The Receiving Party shall furnish a copy of this Agreement with any disclosure. 6. Notwithstanding paragraph 5, Professional shall not disclose Confidential Information to any person, directly or indirectly, nor use it in any way, except as required or authorized in writing by the City. 7. Red Flags Rules. Professional must implement reasonable policies and procedures to detect, prevent and mitigate the risk of identity theft in compliance with the Identity Theft Red Flags Rules found at 16 Code of Federal Regulations part 681. Further, Professional must take appropriate steps to mitigate identity theft if it occurs with one or more of the City’s covered accounts and must as expeditiously as possible notify the City in writing of significant breeches of security or Red Flags to the City. 8. Data Protection and Data Security. In addition to the requirements of paragraph 7, Professional shall have in place information security safeguards designed to conform to or exceed industry best practices regarding the protection of the confidentiality, integrity and availability of utility and customer information and shall have written agreements requiring any subcontractor to meet those standards. These information security safeguards (the “Information Security Program”) shall be materially consistent with, or more stringent than, the safeguards described in this Exhibit. a) Professional’s information security safeguards shall address the following elements: • Data Storage, Backups and Disposal • Logical Access Control (e.g., Role-Based) • Information Classification and Handling • Secure Data Transfer (SFTP and Data Transfer Specification) • Secure Web Communications • Network and Security Monitoring • Application Development Security Services Agreement - 8740 Financial Services for CIty Loan Programs 24 of 25 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 Official Purchasing Document Last updated 10/2017 • Application Security Controls and Procedures (User Authentication, Security Controls, and Security Procedures, Policies and Logging) • Incident Response • Vulnerability Assessments • Hosted Services • Personnel Security b) Subcontractors. Professional may use subcontractors, though such activity shall not release or absolve Professional from the obligation to satisfy all conditions of this Agreement, including the data security measures described in this Exhibit, and to require a substantially similar level of data security, appropriate to the types of services provided and Customer Data received, for any subcontractor Professional may use. Accordingly, any release of data, confidential information, or failure to protect information under this Agreement by a subcontractor or affiliated party shall be attributed to Professional and may be considered to be a material breach of this Agreement. 9. Confidential Information is not to be stored on any local workstation, laptop, or media such as CD/DVD, USB drives, external hard drives or other similar portable devices unless the Professional can ensure security for the Confidential Information so stored. Work stations or laptops to be used in the Work will be required to have personal firewalls on each, as well as have current, active anti-virus definitions. 10. The Agreement not to disclose Confidential Information as set forth in this Exhibit shall apply during the term of the Work and at any time thereafter unless specifically authorized by the City in writing. 11. If Professional breaches this Agreement, in the City’s sole discretion, the City may immediately terminate this Agreement and withdraw Professional’s right to access Confidential Information. 12. Notwithstanding any other provision of this Agreement, all material, i.e., various physical forms of media in which Confidential Information is contained, including but not limited to writings, drawings, tapes, diskettes, prototypes or products, shall remain the sole property of the Disclosing Party and, upon request, shall be promptly returned, together with all copies thereof to the Disclosing Party. Upon such return of physical records, all digital and electronic data shall also be deleted in a non-restorable way by which it is no longer available to the Receiving Party. Written verification of the deletion (including date of deletion) is to be provided to the Disclosing Party within ten (10) days after completion of engagement, whether it be via termination, completion or otherwise. 13. Professional acknowledges that the City may, based upon the representations made in this Agreement, disclose security information that is critical to the continued success of the City’s business. Accordingly, Professional agrees that the City does not have an adequate remedy at law for breach of this Agreement and therefore, the City shall be entitled, as a non- exclusive remedy, and in addition to an action for damages, to seek and obtain an injunction or decree of specific performance or any other remedy, from a court of competent jurisdiction to enjoin or remedy any violation of this Agreement. Services Agreement - 8740 Financial Services for CIty Loan Programs 25 of 25 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 WORKERS COMPENSATION AND EMPLOYERS LIABILITY POLICY A Custom Insurance Policy Prepared for: MILE HIGH COMMUNITY LOAN FUND SEE SCHEDULE 1905 SHERMAN ST., 210 DENVER CO 80203 Report Claims Immediately by Calling* 1-800-238-6225 Speak directly with a claim professional 24 hours a day, 365 days a year *Unless Your Policy Requires Written Notice or Reporting DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 WORKERS COMPENSATION AND EMPLOYERS LIABILITY POLICY TYPE INFORMATION PAGE WC 00 00 01 ( A) POLICY NUMBER: INSURER: NCCI CO CODE: 1. INSURED: PRODUCER: Insured is Other work places and identification numbers are shown in the schedule(s) attached. Bodily Injury by Accident: $ Each Accident Bodily Injury by Disease: $ Policy Limit Bodily Injury by Disease: $ Each Employee DATE OF ISSUE: OFFICE: PRODUCER: 2. The policy period is from 05-15-18 to 05-15-19 12:01 A.M. at the insured's mailing address. 3. A. WORKERS COMPENSATION INSURANCE: Part One of the policy applies to the Workers Compensation Law of the state(s) listed here: 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: C. OTHER STATES INSURANCE: Part Three of the policy applies to the states, if any, listed here: D. This policy includes these endorsements and schedules: 4. The premium for this policy will be determined by our Manuals of Rules, Classifications, Rates and Rating Plans. All required information is subject to verification and change by audit to be made ANNUALLY CO AL AR AZ CA CT DC DE FL GA HI IA ID IL IN KS KY LA MA MD ME MI MN MO MS MT NC NE NH NJ NM NV NY OK OR PA RI SC SD TN TX UT VA VT WI WV ONE TOWER SQUARE HARTFORD CT 06183 V UB-1H543472-18-42-G RENEWAL OF (UB-1H543472-17-42-G) THE TRAVELERS INDEMNITY COMPANY 11347 MILE HIGH COMMUNITY LOAN FUND INC & FUNDING PARTNERS FOR HOUSING SOLUTIONS 1905 SHERMAN ST., 210 DENVER, CO 80203 TAG-THE AHBE GROUP 7167 S ALTON WAY CENTENNIAL, CO 80112-2101 A CORPORATION 1,000,000 1,000,000 1,000,000 SEE LISTING OF ENDORSEMENTS - EXTENSION OF INFO PAGE 03-21-18 SD DENVER CO 052 TAG-THE AHBE GROUP GY162 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 WORKERS COMPENSATION AND EMPLOYERS LIABILITY POLICY TYPE INFORMATION PAGE WC 00 00 01 ( A) POLICY NUMBER: CLASSIFICATION SCHEDULE: PREMIUM BASIS ESTIMATED RATES ESTIMATED TOTAL ANNUAL PER $100 OF ANNUAL CLASSIFICATIONS CODE NO REMUNERATION REMUNERATION PREMIUM SEE EXTENSION OF INFORMATION PAGE - SCHEDULE(S) SIC-CODE: Minimum Premium: $ DATE OF ISSUE: OFFICE: PRODUCER: ONE TOWER SQUARE HARTFORD CT 06183 V UB-1H543472-18-42-G 6163 NAICS: 522310 STANDARD TOTAL ESTIMATED ANNUAL STANDARD PREMIUM $ 1195 PREMIUM DISCOUNT NONE 0900-05 EXPENSE CONSTANT 160 TERRORISM 31 CAT (OTHER THAN CERT ACTS OF TERRORISM) 57 TOTAL ESTIMATED PREMIUM 1443 DEPOSIT AMOUNT DUE 1443MP 300 EMPLOYERS LIABILITY MINIMUM: $120 03-21-18 SD DENVER CO 052 TAG-THE AHBE GROUP GY162 COUNTERSIGNED-AGENT DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 WORKERS COMPENSATION AND EMPLOYERS LIABILITY POLICY POLICY NUMBER: ONE TOWER SQUARE HARTFORD CT 06183 EXTENSION OF INFO PAGE-SCHEDULE WC 00 00 01 ( A) UB-1H543472-18-42-G THE TRAVELERS INDEMNITY COMPANY MILE HIGH COMMUNITY LOAN FUND 11347-CO SEE SCHEDULE & WC 99 06 01 INSURER: INSURED'S NAME: CLASSIFICATION CODE PREMIUM BASIS ESTIMATED TOTAL ANNUAL REMUNERATION RATES PER $100 OF REMUNERATION ESTIMATED ANNUAL PREMIUM LOCATION 001 FEIN 841505466 ENTITY CD 001 00 MILE HIGH COMMUNITY LOAN FUND INC & FUNDING PARTNERS FOR HOUSING SOLUTIONS 1905 SHERMAN ST., 210 DENVER , CO 80203 NAICS: 522310 SALESPERSONS OR COLLECTORS - OUTSIDE 8742 174400.00 0.25 436 CLERICAL OFFICE EMPLOYEES NOC 8810 48000.00 0.12 58 LOCATION 002 FEIN 841352870 ENTITY CD 002 00 FUNDING PARTNERS FOR HOUSING SOLUTIONS 330 S COLLEGE AVE STE 400 FORT COLLINS , CO 80524 NAICS: 522310 SALESPERSONS OR COLLECTORS - OUTSIDE 8742 166502.00 0.25 416 CLERICAL OFFICE EMPLOYEES NOC 8810 137883.00 0.12 165 DATE OF ISSUE: 03-21-18 SD SCHEDULE NO: 1 OF 2 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 WORKERS COMPENSATION AND EMPLOYERS LIABILITY POLICY POLICY NUMBER: ONE TOWER SQUARE HARTFORD CT 06183 EXTENSION OF INFO PAGE-SCHEDULE WC 00 00 01 ( A) UB-1H543472-18-42-G 1.10% EMPL. LIAB. INCREASED LIMITS(9812) 11 ADD FOR INCREASED LIMITS MINIMUM 109 TOTAL PREMIUM SUBJECT TO EXPERIENCE MOD. 1195 EXPERIENCE MODIFICATION: MODIFIED PREMIUM 1195 TOTAL ESTIMATED ANNUAL STANDARD PREMIUM 1195 EXPENSE CONSTANT(0900) 160 CAT(OTHER THAN CERT ACTS OF TERRORISM)(9741) 57 TERRORISM(9740) 31 DEPOSIT AMOUNT DUE 1443 CO MANUAL PREMIUM $ 1075 $ --------------------------------------------------------------------------------------- DATE OF ISSUE: 03-21-18 SD SCHEDULE NO: 2 OF 2 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 EMPLOYERS LIABILITY POLICY POLICY NUMBER: LISTING OF ENDORSEMENTS ENDORSEMENT WC 00 00 01 (A ) We agree that the following listed endorsements form a part of this policy on its effective date. WORKERS COMPENSATION EXTENSION OF INFO PAGE AND UB-1H543472-18-42-G ONE TOWER SQUARE HARTFORD CT 06183 WC 00 00 01 A - 001 INFORMATION PAGE WC 00 00 01 A - 001 INFORMATION PAGE 2 WC 00 00 01 A - 001 EXTENSION OF INFORMATION PAGE - SCHEDULE WC 00 00 01 A - 001 ENDORSEMENT LISTING WC 00 04 14 00 - 001 NOTIFICATION OF CHANGE IN OWNERSHIP ENDT WC 00 04 22 B - 001 TERRORISM RISK INS PROG REAUTH ACT ENDT WC 00 04 24 00 - 001 AUDIT NONCOMPLIANCE CHARGE ENDORSEMENT WC 99 03 A1 00 - 001 NOTICE OF CANCELATION WC 00 04 21 D - 001 CATASTROPHE (O/T CERT. ACTS OF TERR)ENDT WC 00 04 19 00 - 001 PREMIUM DUE DATE ENDORSEMENT WC 05 04 02 00 - 001 COLORADO CLASSIFICATION ENDORSEMENT DATE OF ISSUE: 03-21-18 ST ASSIGN: Page 1 of 1 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 WUNN1B18 Page 1 of 1 IMPORTANT NOTICE – COPYRIGHT NO COVERAGE IS PROVIDED BY THIS NOTICE. THIS NOTICE DOES NOT AMEND ANY PROVISION OF YOUR POLICY. YOU SHOULD REVIEW YOUR ENTIRE POLICY CAREFULLY FOR COMPLETE INFORMATION ON THE COVERAGES PROVIDED AND TO DETERMINE YOUR RIGHTHS AND DUTIES UNDER YOUR POLICY. PLEASE CONTACT YOUR AGENT OR BROKER IF YOU HAVE ANY QUESTIONS ABOUT THIS NOTICE OR ITS CONTENTS. IF THERE IS ANY CONFLICT BETWEEN YOUR POLICY AND THIS NOTICE, THE PROVISIONS OF YOUR POLICY PREVAIL. The National Council on Compensation Insurance and certain state workers compensation bureaus require a copyright notice on policy forms that contain their copyrighted material. This Important Notice addresses this copyright notice requirement for any policy form included in this policy that does not separately contain a copyright notice. For all policy forms other than the workers compensation bureau forms of the states identified below: Includes copyright material of the National Council on Compensation Insurance, Inc. used with its permission. © 1983-2018 National Council on Compensation Insurance, Inc. All Rights Reserved For the workers compensation bureau policy forms of the following states: DELAWARE: © 2018 Delaware Compensation Rating Bureau MICHIGAN: Includes copyright material of the National Council on Compensation Insurance, Inc. and the Michigan Workers' Compensation Placement Facility, used with their permission. MINNESOTA: © 1992-2018 Minnesota Workers' Compensation Insurers Association, Inc. All Rights Reserved. NEW JERSEY: © Compensation Rating and Inspection Bureau NEW YORK: © 1987-2018 New York Compensation Insurance Rating Board PENNSYLVANIA: © 2018 Pennsylvania Compensation Rating Bureau © 2018 The Travelers Indemnity Company. All rights reserved. DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 NAME INSURED: M POLICY NUMBER: A EFFECTIVE DATE: N U A L GUNTHER OPERATOR: MANUALLY INSERT COPIES OF THE I COLORADO OVERSIZED POSTING NOTICE N S E R T R E Q U I R E D W05X1O08 CP-5992 – YELLOW CARD STOCK MILE HIGH COMMUNITY LOAN FUND SEE SCHEDULE UB-1H543472-18-42-G 05-15-18 2 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 M A N U A L I N S E See instructions on other side. R T R E Q U I R E D DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 AND OVERPRINT PAGE : WORKERS COMPENSATION EMPLOYERS LIABILITY POLICY POLICY NUMBER ONE TOWER SQUARE HARTFORD CT 06183 UB-1H543472-18-42-G INSURED'S NAME: POLICY EFFECTIVE DATE: POLICY EXPIRY DATE: NEW RENEWAL: SUB-AGENT-CD: BILLING SYSTEM: PAYMENT PLAN: AUDIT FREQUENCY: SIC CODE: SAI: PARENT FEIN: NEGOTIATED COMM: AMS BINDER #: POLICY PRICING PLAN: PKG POL NBR: POLICY PREDOMINANT COMPANY: BUSINESS UNIT: STATE PREDOMINANT CLASS & PRICING PLAN: PRICING ST PRICING ST ST PLAN/DIV TABLE COMPANY PREDOM CLASS ST PLAN/DIV TABLE COMPANY PREDOM CLASS NAICS: 05-15-18 MILE HIGH COMMUNITY LOAN FUND SEE SCHEDULE & WC 99 06 01 05-15-19 R PREPAID ANNUALLY 6163 841505466 MORTGAGE BROKERS DBS GUARANTEED COST IND Select 5794J2202 JS 522310 CO GUAR COST IND 8742 ACCT MO EFF DATE GROSS AMT COMM RATE COMMISSION/INSTALLMENT SUMMARY 05-18 05/15/2018 1,443.00 .0900 TOTALS $ 1,443.00 ACCOUNTING CONTACT: SEAN DOHERTY PHONE: 303-860-1888 INSPECTION CONTACT: SEAN DOHERTY PHONE: 303-860-1888 OFFICE: PRODUCER: RATER: ISSUE DATE: CHANGE EFFECTIVE DATE: DENVER CO 052 TAG-THE AHBE GROUP GY162 03-21-18 05-15-18 SD WUNT6H12 Page 1 of 1 Form G-3187-0 IMPORTANT NOTICE TO OUR POLICYHOLDERS THANK YOU FOR RENEWING YOUR POLICY WITH THE HARTFORD. WITH THIS NOTICE WE ARE PROVIDING YOU ONLY WITH THE DECLARATIONS PAGE, WHICH OUTLINES YOUR COVERAGES, AND WITH THOSE POLICY FORMS, NOTICES, AND BROCHURES WHICH ARE DIFFERENT FROM THOSE WHICH WE PROVIDED WITH YOUR PREVIOUS POLICY. YOU ______SHOULD ________RETAIN ________ALL _____OF ____THESE _____ DOCUMENTS _____________AND _____THOSE _______PROVIDED __________WITH ______YOUR ______PREVIOUS __________POLICY _______INDEFINITELY _____________SO THAT YOU WILL HAVE A COMPLETE SET OF POLICY FORMS AT ALL TIMES FOR YOUR REFERENCE. IF YOU HAVE QUESTIONS, OR IF AT ANY TIME YOU NEED COPIES OF ANY OF THE FORMS LISTED ON YOUR POLICY, PLEASE CALL YOUR HARTFORD AGENT OR BROKER, OR THE OFFICE OF THE HARTFORD IDENTIFIED ON YOUR POLICY, AS APPROPRIATE. DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 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: 9B46D59C-2E05-4661-BE55-E47D17462460 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: 9B46D59C-2E05-4661-BE55-E47D17462460 Form SS 00 01 03 14 Page 1 of 1 ® Business Owner’s Policy DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 34 SBA II7479 $13.00 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: 9B46D59C-2E05-4661-BE55-E47D17462460 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: 9B46D59C-2E05-4661-BE55-E47D17462460 001 (CONTINUED ON NEXT PAGE) 03/20/18 05/15/19 79 74 II SBA SENTINEL INSURANCE COMPANY, LIMITED ONE HARTFORD PLAZA, HARTFORD, CT 06155 A 34 SBA II7479 SC MILE HIGH COMMUNITY LOAN FUND & FUNDING PARTNERS 1905 N SHERMAN ST STE 210 DENVER CO 80203 05/15/18 05/15/19 1 YEAR THE AHBE GROUP INC 345361 34 SBA II7479 CORPORATION NON-AUDITABLE SPECIAL $654 03/20/18 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: 9B46D59C-2E05-4661-BE55-E47D17462460 002 (CONTINUED ON NEXT PAGE) 03/20/18 05/15/19 34 SBA II7479 001 001 1905 N SHERMAN ST STE 210 DENVER CO 80203 Mortgage Banker $ 500 PER OCCURRENCE NO COVERAGE $ 19,100 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: 9B46D59C-2E05-4661-BE55-E47D17462460 003 (CONTINUED ON NEXT PAGE) 03/20/18 05/15/19 34 SBA II7479 001 001 FINANCIAL SERVICES STRETCH FORM SS 40 13 THIS FORM INCLUDES MANY ADDITIONAL COVERAGES AND EXTENSIONS OF COVERAGES. A SUMMARY OF THE COVERAGE LIMITS IS ATTACHED. LIMITED FUNGI, BACTERIA OR VIRUS COVERAGE: FORM SS 40 93 THIS IS THE MAXIMUM AMOUNT OF INSURANCE FOR THIS COVERAGE, SUBJECT TO ALL PROPERTY LIMITS FOUND ELSEWHERE ON THIS DECLARATION. INCLUDING BUSINESS INCOME AND EXTRA EXPENSE COVERAGE FOR: $ 50,000 30 DAYS 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: PROPERTY OPTIONAL COVERAGES APPLICABLE LIMITS OF INSURANCE TO THIS LOCATION DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 004 (CONTINUED ON NEXT PAGE) 03/20/18 05/15/19 34 SBA II7479 002 001 330 S COLLEGE AVE STE 400 FORT COLLINS CO 80524 Mortgage Banker $ 500 PER OCCURRENCE NO COVERAGE $ 19,100 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: 9B46D59C-2E05-4661-BE55-E47D17462460 005 (CONTINUED ON NEXT PAGE) 03/20/18 05/15/19 34 SBA II7479 002 001 FINANCIAL SERVICES STRETCH FORM SS 40 13 THIS FORM INCLUDES MANY ADDITIONAL COVERAGES AND EXTENSIONS OF COVERAGES. A SUMMARY OF THE COVERAGE LIMITS IS ATTACHED. LIMITED FUNGI, BACTERIA OR VIRUS COVERAGE: FORM SS 40 93 THIS IS THE MAXIMUM AMOUNT OF INSURANCE FOR THIS COVERAGE, SUBJECT TO ALL PROPERTY LIMITS FOUND ELSEWHERE ON THIS DECLARATION. INCLUDING BUSINESS INCOME AND EXTRA EXPENSE COVERAGE FOR: $ 50,000 30 DAYS 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: PROPERTY OPTIONAL COVERAGES APPLICABLE LIMITS OF INSURANCE TO THIS LOCATION DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 006 (CONTINUED ON NEXT PAGE) 03/20/18 05/15/19 34 SBA II7479 BUSINESS INCOME AND EXTRA EXPENSE COVERAGE COVERAGE INCLUDES THE FOLLOWING COVERAGE EXTENSIONS: ACTION OF CIVIL AUTHORITY: EXTENDED BUSINESS INCOME: EQUIPMENT BREAKDOWN COVERAGE COVERAGE FOR DIRECT PHYSICAL LOSS DUE TO: MECHANICAL BREAKDOWN, ARTIFICIALLY GENERATED CURRENT AND STEAM EXPLOSION THIS ADDITIONAL COVERAGE INCLUDES THE FOLLOWING EXTENSIONS HAZARDOUS SUBSTANCES EXPEDITING EXPENSES MECHANICAL BREAKDOWN COVERAGE ONLY APPLIES WHEN BUILDING OR BUSINESS PERSONAL PROPERTY IS SELECTED ON THE POLICY IDENTITY RECOVERY COVERAGE FORM SS 41 12 12 MONTHS ACTUAL LOSS SUSTAINED 30 DAYS 30 CONSECUTIVE DAYS $ 50,000 $ 50,000 $ 15,000 Form SS 00 02 12 06 Page Process Date: Policy Expiration Date: SPECTRUM POLICY DECLARATIONS (Continued) POLICY NUMBER: PROPERTY OPTIONAL COVERAGES APPLICABLE LIMITS OF INSURANCE TO ALL LOCATIONS DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 007 (CONTINUED ON NEXT PAGE) 03/20/18 05/15/19 34 SBA II7479 $1,000,000 $ 10,000 $1,000,000 $1,000,000 $2,000,000 $2,000,000 BUSINESS LIABILITY OPTIONAL COVERAGES HIRED/NON-OWNED AUTO LIABILITY UNMANNED AIRCRAFT LIABILITY FORM: SS 42 06 $1,000,000 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 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 008 03/20/18 05/15/19 34 SBA II7479 SS 00 01 03 14 SS 00 05 10 08 SS 00 07 07 05 SS 00 08 04 05 SS 00 60 09 15 SS 00 61 09 15 SS 00 64 09 16 SS 84 25 09 07 SS 01 33 11 13 SS 42 06 03 17 SS 04 19 04 09 SS 04 22 07 05 SS 04 30 07 05 SS 04 38 09 09 SS 04 39 07 05 SS 04 41 04 09 SS 04 44 07 05 SS 04 45 07 05 SS 04 46 09 14 SS 04 47 04 09 SS 40 13 09 07 SS 40 18 07 05 SS 40 93 07 05 SS 41 12 12 17 SS 41 51 10 09 SS 41 63 06 11 IH 10 01 09 86 SS 05 47 09 15 SS 05 48 03 00 SS 50 06 09 01 SS 50 57 04 05 SS 50 70 09 15 SS 50 72 12 05 SS 51 11 03 17 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 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: 9B46D59C-2E05-4661-BE55-E47D17462460 Form SS 84 25 09 07 Page 1 of 2 © 2007, The Hartford FINANCIAL SERVICES STRETCH SUMMARY SUMMARY OF COVERAGE LIMITS This is a summary of the Coverages and the Limits of Insurance provided by the Financial Services Stretch Coverage form SS 40 13 which is included in this policy. No coverage is provided by this summary. Refer to coverage form SS 40 13 to determine the scope of your insurance protection. The Limit of Insurance for the following Additional Coverages are in addition to any other limit of insurance provided under this policy: Coverage Limit Accounts Receivable – On/Off-Premises $ 25,000 Brands and Labels Up to Business Personal Property Limit Claim Expenses $ 10,000 Computer Fraud $ 5,000 Computers and Media $ 15,000 Debris Removal $ 25,000 Fine Arts $ 10,000 Laptop Computers – Worldwide Coverage $ 5,000 Off-Premises Utility Services – Direct Damage $ 10,000 Outdoor Signs Full Value Pairs or Sets Up to Business Personal Property Limit Personal Property of Others $ 10,000 Property at Other Premises $ 10,000 Salespersons’ Samples $ 1,000 Sewer and Drain Back Up Included up to Covered Property Limits Sump Overflow or Sump Pump Failure $ 15,000 Temperature Change $ 10,000 Tenant Building and Business Personal Property Coverage- Required by Lease $ 20,000 Transit Property in the Care of Carriers for Hire $ 10,000 Unauthorized Business Card Use $ 2,500 Valuable Papers and Records – On/Off-Premises $ 25,000 The Limits of Insurance for the following Coverage Extensions are a replacement of the Limit of Insurance provided under the Standard Property Coverage Form or the Special Property Coverage Form, whichever applies to the policy: Coverage Limit Newly Acquired or Constructed Property – 180 Days Building $1,000,000 Business Personal Property $ 500,000 Business Income and Extra Expense $ 500,000 Outdoor Property $ 20,000 aggregate/ $1,000 per item Personal Effects $ 25,000 Property Off-Premises $ 15,000 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 Page 2 of 2 Form SS 84 25 09 07 The following changes apply only if Business Income and Extra Expense are covered under this policy. The Limits of Insurance for the following Business Income and Extra Expense Coverages are in addition to any other Limit of Insurance provided under this policy: Coverage Limit Business Income Extension for Off-Premises Utility Services $ 25,000 Business Income Extension for Web Sites $ 10,000/7 days Business Income from Dependent Properties $ 25,000 The following Limit of Insurance for the following Business Income Coverage is a replacement of the Limit of Insurance provided under the Standard Property Coverage Form or the Special Property Coverage Form, whichever applies to the policy: Coverage Limit Extended Business Income 60 Days The following changes apply to Loss Payment Conditions: Coverage Limit Valuation Changes Commodity Stock Included "Finished Stock" Included Mercantile Stock - Sold Included DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 Form SS 00 05 10 08 © 2008, The Hartford COMMON POLICY CONDITIONS DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 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: 9B46D59C-2E05-4661-BE55-E47D17462460 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: 9B46D59C-2E05-4661-BE55-E47D17462460 34 SBA II7479 03/20/18 05/15/19 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 12 12 17 Page 1 of 3 © 2017, The Hartford IDENTITY RECOVERY COVERAGE FOR BUSINESSOWNERS AND EMPLOYEES IDENTITY THEFT CASE MANAGEMENT SERVICE AND EXPENSE REIMBURSEMENT This endorsement modifies insurance provided under the following: SPECIAL PROPERTY COVERAGE FORM A. The following is added to paragraph 5. Additional Coverages (Section A. - Coverage): IDENTITY RECOVERY COVERAGE We will provide the Case Management Service and Expense Reimbursement Coverage indicated below if all of the following requirements are met: 1. There has been an "identity theft" involving the personal identity of an "identity recovery insured" under this policy; and 2. Such "identity theft" is first discovered by the "identity recovery insured" during the policy period for which this Identity Recovery coverage is applicable; and 3. Such "identity theft" is reported to us as soon as practicable but in no event later than 60 days after it is first discovered by the "identity recovery insured." If all three of the requirements listed above have been met, then we will provide the following to the "identity recovery insured": 1. Case Management Service Services of an "identity recovery case manager" as needed to respond to the "identity theft"; and 2. Expense Reimbursement Reimbursement of necessary and reasonable "identity recovery expenses" incurred as a direct result of the "identity theft." This coverage is additional insurance. B. The following additional exclusions are added to Section B. - Exclusions and apply to this coverage: EXCLUSIONS We do not cover loss or expense arising from any of the following: 1. Theft of a professional or business identity. 2. Any fraudulent, dishonest or criminal act by an "identity recovery insured" or any person aiding or abetting an "identity recovery insured", or by any authorized representative of an "identity recovery insured", whether acting alone or in collusion with others. However, this exclusion shall not apply to the interests of an "insured" who has no knowledge of or involvement in such fraud, dishonesty or criminal act. 3. Loss other than "identity recovery expenses". 4. An "identity theft" that is first discovered by the "identity recovery insured" prior to or after the policy period for which this coverage applies. This exclusion applies whether or not such "identity theft" began or continued during the period of coverage. Page 2 of 3 Form SS 41 12 12 17 C. LIMITS OF INSURANCE 1. Case Management Service is available as needed for any one "identity theft" for up to 12 consecutive months from the inception of the service. Expenses we incur to provide Case Management Service do not reduce the amount of limit available for Expense Reimbursement coverage. 2. Expense Reimbursement coverage is subject to a limit of $15,000 annual aggregate per "identity recovery insured." Regardless of the number of claims, this limit is the most we will pay for the total of all loss or expense arising out of all "identity thefts" to any one "identity recovery insured" which are first discovered by the "identity recovery insured" during a 12- month period starting with the beginning of the present annual policy period. If an "identity theft" is first discovered in one policy period and continues into other policy periods, all loss and expense arising from such "identity theft" will be subject to the aggregate limit applicable to the policy period when the "identity theft" was first discovered. a. Legal costs as provided under paragraph d. of the definition of "identity recovery expenses" are part of, and not in addition to, the Expense Reimbursement coverage limit. b. Lost Wages and Child and Elder Care Expenses as provided under paragraphs e. and f. of the definition of "identity recovery are jointly subject to a sublimit of $250 per day, not to exceed $5,000 in total. This sublimit is part of, and not in addition to, the Expense Reimbursement coverage limit. Coverage is limited to lost wages and expenses incurred within 12 months after the first discovery of the "identity theft" by the "identity recovery insured". c. Mental Health Counseling as provided under paragraph g. of the definition of "identity recovery expenses" is subject to a sublimit of $1,000. This sublimit is part of, and not in addition to, the Expense Reimbursement coverage limit. Coverage is limited to counseling that takes place within 12 months after the first discovery of the "identity theft" by the "identity recovery insured". D. DEDUCTIBLE Case Management Service is not subject to a deductible. Expense Reimbursement coverage is subject to a deductible of $250. Any one "identity recovery insured" shall be responsible for only one deductible under this Identity Recovery Coverage during any one policy period. E. The following additional conditions are added to Section F. - Property General Conditions and apply Form SS 41 12 12 17 Page 3 of 3 F. With respect to the provisions of this endorsement only, the following definitions are added to Section G. - Property Definitions: DEFINITIONS 1. "Identity Recovery Case Manager" means one or more individuals assigned by us to assist an "identity recovery insured" with communications we deem necessary for re- establishing the integrity of the personal identity of the "identity recovery insured." This includes, with the permission and cooperation of the "identity recovery insured," written and telephone communications with law enforcement authorities, governmental agencies, credit agencies and individual creditors and businesses. 2. "Identity Theft" means the fraudulent use of the social security number or other method of identifying an "identity recovery insured." This includes fraudulently using the personal identity of an "identity recovery insured" to establish credit accounts, secure loans, enter into contracts or commit crimes. "Identity theft" does not include the fraudulent use of a business name, d/b/a or any other method of identifying a business activity. 3. "Identity Recovery Expenses" means the following when they are reasonable and necessary expenses that are incurred in the United States or Canada as a direct result of an "identity theft": a. Costs for re-filing applications for loans, grants or other credit instruments that are rejected solely as a result of an "identity theft." b. Costs for notarizing affidavits or other similar documents, long distance telephone calls and postage solely as a result of your efforts to report an "identity theft" or amend or rectify records as to your true name or identity as a result of an "identity theft." c. Costs for up to twelve (12) credit reports from established credit bureaus dated within 12 months after your knowledge or discovery of an "identity theft." d. Legal Costs Fees and expenses for an attorney approved by us for: (1) Defending any civil suit brought against an "identity recovery insured" by a creditor or collection agency or entity acting on behalf of a creditor for non- payment of goods or services or default on a loan as a result of an "identity theft"; and (2) Removing any civil judgment wrongfully entered against an "identity recovery insured" as a result of the "identity theft." e. Lost Wages MILE HIGH COMMUNITY LOAN 34 SBA II7479 05/15/18 05/15/19 SENTINEL INSURANCE COMPANY, LIMITED 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: 9B46D59C-2E05-4661-BE55-E47D17462460 The ACORD name and logo are registered marks of ACORD CERTIFICATE HOLDER © 1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) AUTHORIZED REPRESENTATIVE CANCELLATION CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) JECT LOC PRO- POLICY GEN'L AGGREGATE LIMIT APPLIES PER: CLAIMS-MADE OCCUR COMMERCIAL GENERAL LIABILITY PREMISES (Ea occurrence) $ DAMAGE TO RENTED EACH OCCURRENCE $ MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GENERAL AGGREGATE $ PRODUCTS - COMP/OP AGG $ DED RETENTION $ CLAIMS-MADE OCCUR $ AGGREGATE $ UMBRELLA LIAB EACH OCCURRENCE $ EXCESS LIAB INSR LTR TYPE OF INSURANCE POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/YYYY) LIMITS PER STATUTE OTH- ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE E.L. DISEASE - POLICY LIMIT $ $ $ ANY PROPRIETOR/PARTNER/EXECUTIVE If yes, describe under DESCRIPTION OF OPERATIONS below (Mandatory in NH) OFFICER/MEMBER EXCLUDED? WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N AUTOMOBILE LIABILITY ANY AUTO ALL OWNED SCHEDULED HIRED AUTOS NON-OWNED AUTOS AUTOS AUTOS COMBINED SINGLE LIMIT BODILY INJURY (Per person) BODILY INJURY (Per accident) PROPERTY DAMAGE $ $ $ $ THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSD ADDL WVD SUBR N / A $ $ (Ea accident) (Per accident) OTHER: THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: INSURED PHONE (A/C, No, Ext): PRODUCER ADDRESS: E-MAIL FAX (A/C, No): CONTACT NAME: NAIC # INSURER A : INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : INSURER(S) AFFORDING COVERAGE SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INS025 (201401) 7/9/2018 Sunahara Insurance Agency LLC / The Ahbe Group 6635 S Dayton St., Ste 360 Greenwood Village CO 80111 Jason Sunahara (303)736-9441 (303)773-8331 info@insuresme.net Mile High Community Loan Fund & Funding Partners 1905 Sherman St #210 Denver CO 80203 The Hartford 29459 Travelers Casualty & Surety of 19046 AmTrustNorth American, Inc 15954 CL174466737 A X X X X 34SBAII7479 5/15/2018 5/15/2019 1,000,000 1,000,000 10,000 1,000,000 2,000,000 2,000,000 A X X 34SBAII7479 5/15/2018 05/15/2019 1,000,000 B Y UB1H543472 5/15/2018 5/15/2019 X 1,000,000 1,000,000 1,000,000 C Directors and Officers WDO142252201 11/12/2017 11/12/2018 Directors & Officers Agg 2,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) City of Fort Collins is included as an Additional Insured with respect to General and Auto Liability as required by written contract. S Ins Agency,/SUNAHA City of Fort Collins PO Box 580 Fort Collins, CO 80522 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 Actual lost wages of the "identity recovery insured" for time reasonably and necessarily take away from work and away from the work premises. Time away from work includes partial or whole work days. Actual lost wages may include payment for vacation days, discretionary days, floating holidays and paid personal days. Actual lost wages does not include sick days or any loss arising from time taken away from self employment. Necessary time off does not include time off to do tasks that could reasonably have been done during non- working hours. f. Child and Elder Care Expenses Actual costs for supervision of children or elderly or infirm relatives or dependents of the "identity recovery insured" during time reasonably and necessarily taken away from such supervision. Such care must be provided by a professional care provider who is not a relative of the "identity recovery insured". g. Mental Health Counseling Actual costs for counseling from a licensed mental health professional. Such care must be provided by a professional care provider who is not a relative of the "identity recovery insured". 4. "Identity Recovery Insured" means the following: a. A full time employee of the entity insured under this policy; or b. The owner of the entity insured under this policy who meets any of the following criteria: (1) A sole proprietor of the insured entity; (2) A partner in the insured entity; or (3) An individual having an ownership position of 20% or more of the insured entity. An "identity recovery insured" must always be an individual person. The entity insured under this policy is not an "identity recovery insured." All other provisions of this policy apply. DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 to this coverage: CONDITIONS 1. Assistance and Claims For assistance, the "identity recovery insured" should call the Identity Recovery Help Line at 1-866-989-2905. The Identity Recovery Help Line can provide the "identity recovery insured" with: a. Information and advice for how to respond to a possible "identity theft"; and b. Instructions for how to submit a service request for Case Management Service and/or a claim form for Expense Reimbursement Coverage. In some cases, we may provide Case Management services at our expense to an "identity recovery insured" prior to a determination that a covered "identify theft" has occurred. Our provision of such services is not an admission of liability under the policy. We reserve the right to deny further coverage or service if, after investigation, we determine that a covered "identify theft" has not occurred. As respects Expense Reimbursement Coverage, the "identity recovery insured" must send to us, within 60 days after our request, receipts, bills or other records that support his or her claim for "identity recovery expenses." 2. Services The following conditions apply as respects any services provided by us or our designees to any "identity recovery insured" under this endorsement: a. Our ability to provide helpful services in the event of an "identity theft" depends on the cooperation, permission and assistance of the "identity recovery insured." b. All services may not be available or applicable to all individuals. For example, "identity recovery insureds" who are minors or foreign nationals may not have credit records that can be provided or monitored. Service in Canada will be different from service in United States and Puerto Rico in accordance with local conditions. c. We do not warrant or guarantee that our services will end or eliminate all problems associated with an "identity theft" or prevent future "identity thefts." DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 5. An "identity theft" that is not reported to us within 60 days after it is first discovered by the "identity recovery insured." 6. An "identity theft" that is not reported in writing to the police. DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 c. Modified after manufacture to be controlled directly by a person from within or on the aircraft. DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 "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: 9B46D59C-2E05-4661-BE55-E47D17462460 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: 9B46D59C-2E05-4661-BE55-E47D17462460 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: 9B46D59C-2E05-4661-BE55-E47D17462460 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: 9B46D59C-2E05-4661-BE55-E47D17462460 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460 EFT&UCC Filed with County • LA City Finance Invoiced for Contractor Payments _J LA Services Agreement - 8740 Financial Services for CIty Loan Programs 21 of 25 DocuSign Envelope ID: 9B46D59C-2E05-4661-BE55-E47D17462460