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Contracts & Agreements_113-2022
AGREEMENT TO PERFORM NON-PROFESSIONAL SERVICES FOR IMPROVEMENT TO PUBLIC BUILDINGS AND GROUNDS This agreement for the provision of Supervisory Control and Data Acquisition ("SCADA") integration support services and related industry supplies ("Agreement") is made and entered in this 7th day of June, 2022 ("Effective Date"), by and between the City of Redlands, a municipal corporation ("City") and Tesco Controls, Inc., a California corporation ("Contractor") City and Contractor are sometimes individually referred to herein as a "Party" and, together, as the "Parties " In consideration of the mutual promises contained herein, City and Contractor agree as follows 11 ARTICLE 1 — ENGAGEMENT OF CONTRACTOR City hereby engages Contractor to perform SCADA integration support services and related industry supplies for City (the "Services") The Services that Contractor shall perform are more particularly described in Exhibit "A," titled "Scope of Services," which is attached hereto and incorporated herein by this reference 1.2 The Services shall be performed by Contractor in a professional manner, and Contractor represents that it has the skill and the professional expertise necessary to provide the Services to City at a level of competency presently maintained by other practicing professional Contractors in the industry providing like and similar types of Services. ARTICLE 2 — RESPONSIBILITIES OF CONTRACTOR 2 1 Contractor shall comply with all applicable federal, state and local laws and regulations in the performance of the Services including, but not limited, to all applicable Labor Code and prevailing wage laws and non-discrimination laws, including the Americans with Disabilities Act. Pursuant to Labor Code section 1773.2, copies of the prevailing rates of per diem wages as determined by the Director of the California Department of Industrial Relations for each craft, classification or type of worker needed to undertake the Services are on file at City's Municipal Utilities and Engineering Department, located at the Civic Center, 35 Cajon Street, Suite 15A (Mailing. P 0 Box 3005), Redlands, California 92373 2.2 Contractor acknowledges that if it violates the Labor Code provisions relating to prevailing wages that City may enforce such provisions by withholding payments to Contractor or its subcontractors pursuant to Labor Code section 1771 6 2.3 If Contractor executes an agreement with a subcontractor to perform any portion of the Services, Contractor shall comply with Labor Code sections 1775 and 1777 7, and shall provide the subcontractor with copies of the provisions of Labor Code sections 1771, 1775, 1776, 1777 5, 1813 and 1815 Contractor acknowledges that the statutory provisions establishing penalties for failure to comply with state wage and hour laws and to pay prevailing wages may be enforced by City pursuant to Labor Code sections 1775 and 1813 2 4 Contractor and its subcontractors shall comply with the provisions of Labor Code section 1 L.\ca\djm\Agreements \Tesco Controls Agreement.NPS-2.2.FY21-0127.doc.jn 1776 regarding payroll records maintenance, certifications, retention and inspection. 2 5 Contractor acknowledges that eight (8) hours constitutes a legal day's work pursuant to Labor Code section 1810 2.6 Contractor shall comply with the provisions of Labor Code section 1777 5 as to apprenticeships, and Labor Code sections 1771, 1775, 1776, 1777.5, 1813 and 1815 2.7 Pursuant to Public Contract Code section 7103.5(b), Contractor offers and agrees to assign to City all rights, title and interest in and to all causes of action it may have under section 4 of the Clayton Act (15 U S C section 15) or under the Cartwright Act (Chapter 2 (commencing with section 16700) of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of goods, goods or materials pursuant to this Agreement. ARTICLE 3 — RESPONSIBILITIES OF CITY 3 1 City shall make available to Contractor information in its possession that may reasonably assist Contractor in performing the Services. 3.2 City designates John R. Harris, Municipal Utilities and Engineering Director, as City's representative with respect to performance of the Services, and such person shall have the authority to transmit instructions, receive information, interpret and define City's policies and decisions with respect to performance of the Services ARTICLE 4 — PERFORMANCE OF SERVICES 4 1 The Services shall commence as of the Effective Date of this Agreement. Contractor shall perform and complete the Services in a prompt and diligent manner in accordance with the schedule set forth in Exhibit "A," which is attached hereto and incorporated herein by this reference 4.2 The term of this Agreement shall be for a period of one (1) year from the Effective Date of this Agreement (the "Initial Term") The City shall have the option to extend the Initial Term of this Agreement by two (2) additional one-year terms (each, an "Extended Term"), on the same terms and conditions, by providing written notice to Contractor at least thirty (30) days prior to the expiration of the Initial Term or any Extended Term. The Initial Term and the Extended Terms are hereby collectively, referred to herein as the "Term" of this Agreement. 4.3 Contractor shall furnish a labor and material bond in the form attached hereto as Exhibit "B," which is attached hereto and incorporated herein by this reference, in an amount equal to one hundred percent (100%) of the total compensation to be paid to Contractor pursuant to this Agreement. ARTICLE 5 — PAYMENTS TO CONTRACTOR 2 L,\ca\djm\Agreements\Tesco Controls Agreement.NPS-2.2.FY21-0127.doc.jn 5 1 The compensation for Contractor's performance of the Services shall not exceed the amount of six hundred seventy three thousand dollars ($673,000) for the Services provided during the Initial Term. Should this Agreement be renewed, the compensation for Contractor's performance for the Services shall not exceed the amount of six hundred seventy three thousand dollars ($673,000) for the first Extended Term, and six hundred seventy three thousand dollars ($673,000) for the second Extended Term, bringing the total possible amount of compensation to a not -to -exceed amount of two million nineteen thousand dollars ($2,019,000) For the Initial Term and each Extended Term, City shall pay Contractor on a time and materials basis up to the not to not -to -exceed amount in accordance with the rates specified in Exhibit "C," titled "Price and Fee Bid," which is attached hereto and incorporated herein by reference. 5.2 Contractor shall submit monthly invoices to City describing the Services performed during the preceding month. Contractor's invoices shall include a brief description of the Services performed, the dates the Services were performed, the number of hours spent and by whom. City shall pay Contractor no later than thirty (30) days after receipt and approval by City of Contractor's invoice 5.3 Any notice or other communication required, or which may be given, pursuant to this Agreement, shall be in writing. Any such notice shall be deemed delivered (i) on the date of delivery in person, (ii) five (5) days after deposit in first class registered mail, with return receipt requested, (iii) on the actual delivery date if deposited with an overnight courier; or (iv) on the date sent by facsimile or electronic mail transmission (including PDF), if confirmed with a copy sent contemporaneously by first class, certified, registered or express mail, in each case properly posted and fully prepaid to the appropriate address set forth below, or such other address as a Party may provide notice in accordance with this section. CITY City Clerk City of Redlands 35 Cajon Street P 0 Box 3005 (mailing) Redlands, CA 92373 jdonaldson@cityofredlands.org (909) 798-7531 CONTRACTOR Shain Thomas, CEO Tesco Controls, Inc. 8440 Florin Road Sacramento, Ca. 95828 sthomas@tescocontrols.coml (916) 395-8800 (916) 429-2817 ARTICLE 6 — INSURANCE AND INDEMNIFICATION 6 1 The following insurance coverage required by this Agreement shall be maintained by Contractor for the duration of its performance of the Services. Contractor shall not perform any Services unless and until the required insurance listed below is obtained by Contractor Contractor shall provide City with certificates of insurance and endorsements evidencing such insurance prior to commencement of the Services Insurance policies shall include a provision prohibiting cancellation or modification of the policy except upon thirty (30) days prior written notice to City 3 L.\ca\djm\Agreements\Tesco Controls Agreement.NPS-2.2.FY21-0127 doc.jn A. Workers' Compensation and Employer's Liability insurance in the amount that meets statutory requirements with an insurance carrier acceptable to City, or certification to City that Contractor is self -insured or exempt from the workers' compensation laws of the State of California. Contractor shall execute and provide City with Exhibit "D," titled "Workers' Compensation Insurance Certification," which is attached hereto and incorporated herein by this reference, prior to performance of the Services B Comprehensive General Liability insurance with carriers acceptable to City in the minimum amount of One Million Dollars ($1,000,000) per occurrence and Two Million Dollars ($2,000,000) aggregate, for public liability, property damage and personal injury is required. City shall be named as an additional insured and such insurance shall be primary and non-contributing to any insurance or self-insurance maintained by City C Business Auto Liability coverage, with minimum limits of One Million Dollars ($1,000,000) per occurrence, combined single limit bodily injury liability and property damage liability This coverage shall include all Contractor owned vehicles used in connection with Contractor's provision of the Services, hired and non -owned vehicles, and employee non -ownership vehicles City shall be named as an additional insured and such insurance shall be primary and non-contributing to any insurance or self-insurance maintained by City 6.2 Contractor shall defend, indemnify, and hold harmless City and its elected and appointed officials, employees and agents from and against any and all claims, losses and liability, including attorneys' fees, arising from injury or death to persons or damage to property occasioned by any negligent act or omission by, or the willful misconduct of, Contractor, or its officers, employees and agents in performing the Services. ARTICLE 7 — CONFLICTS OF INTEREST 7 1 Contractor covenants and represents that it does not have any investment or interest in any real property that may be the subject of this Agreement or any other source of income, interest in real property or investment that would be affected in any manner or degree by the performance of Contractor's Services. Contractor further covenants and represents that in the performance of its duties hereunder, no person having any such interest shall perform any Services under this Agreement. 7.2 Contractor agrees it is not a designated employee within the meaning of the Political Reform Act because Contractor A. Does not make a governmental decision whether to (i) approve a rate, rule or regulation, or adopt or enforce a City law; (ii) issue, deny, suspend or revoke any City permit, license, application, certification, approval, order or similar authorization or entitlement; (iii) authorize City to enter into, modify or renew a contract; (iv) grant City approval to a contract that requires City approval and to which 4 L:\ca\djm\Agreements\Tesco Controls Agreement.NPS-2.2.FY21-0127.doc.jn City is a party, or to the specifications for such a contract; (v) grant City approval to a plan, design, report, study or similar item, (vi) adopt, or grant City approval of, policies, standards or guidelines for City or for any subdivision thereof. B Does not serve in a staff capacity with City and in that capacity, participate in making a governmental decision or otherwise perform the same or substantially the same duties for City that would otherwise be performed by an individual holding a position specified in City's Conflict of Interest Code under Government Code section 87302. 7.3 In the event City determines that Contractor must disclose its financial interests, Contractor shall complete and file a Fair Political Practices Commission Form 700, Statement of Economic Interests, with the City Clerk's office pursuant to the written instructions provided by the City Clerk. ARTICLE 8 — GENERAL CONSIDERATIONS 8 1 In the event any action is commenced to enforce or interpret any of the terms or conditions of this Agreement the prevailing Party shall, in addition to any costs and other relief, be entitled to the recovery of its reasonable attorneys' fees, including fees for the use of in-house counsel by a Party 8.2 Contractor shall not assign any of the Services, except with the prior written approval of City and in strict compliance with the terms and conditions of this Agreement. Any assignment or attempted assignment without such prior written consent may, in the sole discretion of City, results in City's immediate termination of this Agreement. 8.3 Contractor is for all purposes under this Agreement an independent contractor and shall perform the Services as an independent contractor Neither City nor any of its agents shall have control over the conduct of Contractor or Contractor's employees, except as herein set forth. Contractor shall supply all necessary tools and instrumentalities required to perform the Services. Assigned personnel employed by Contractor are for its account only, and in no event shall Contractor or personnel retained by it be deemed to have been employed by City or engaged by City for the account of, or on behalf of City Contractor shall have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an agent, nor shall Contractor have any authority, express or implied, to bind City to any obligation. 8 4 This Agreement may be terminated by City, in its sole discretion, by providing not less than five (5) days prior written notice to Contractor of City's intent to terminate If this Agreement is terminated by City, an adjustment to Contractor's compensation shall be made, but (i) no amount shall be allowed for anticipated profit or unperformed Services, and (ii) any payment due Contractor at the time of teriiiination may be adjusted to the extent of any additional costs to City occasioned by any default by Contractor Upon receipt of a termination notice, Contractor shall immediately discontinue its provision of the Services and, within five (5) days of the date of the termination notice, deliver or otherwise make available to City, copies (in both hard copy and electronic form, where 5 L.\ca\djm\Agreements\Tesco Controls Agreement.NPS-2.2.FY21-0127.doc.jn applicable) of project related data, design calculations, drawmgs, specifications, reports, estimates, summaries and such other information and materials as may have been accumulated by Contractor in performing the Services Contractor shall be compensated on a pro-rata basis for Services completed up to the date of termination 8 5 Contractor shall maintain books, ledgers, invoices, accounts and other records and documents evidencing costs and expenses related to the Services for a period of three (3) years, or for any longer period required by law, from the date of final payment to Contractor pursuant to this Agreement Such books shall be available at reasonable times for examination by City at the office of Contractor 8 6 This Agreement, including the Exhibits incorporated herein by reference, represents the entire agreement and understanding between the Parties as to the matters contained herein, and any prior negotiations, written proposals or verbal agreements relating to such matters are superseded by this Agreement Except as otherwise provided for herein, any amendment to this Agreement shall be in writing, approved by City and signed by City and Contractor 8 7 This Agreement shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflicts of laws provisions The Parties agree that all actions or proceedings arising in connection with this Agreement shall be tried and litigated only in the state courts located in San Bernardino County, Cahfornia, and the federal courts located in Riverside County, California 8 8 If one or more of the sentences, clauses, paragraphs or sections contained in this Agreement is declared invalid, void or unenforceable by a court of competent jurisdiction, the same shall be deemed severable from the remainder of this Agreement and shall not affect, impair or invalidate the remaining sentences, clauses, paragraphs or sections contained herein, unless to do so would deprive a Party of a material benefit of its bargain under this Agreement IN WITNESS WHEREOF, duly authorized representatives of City and Contractor have signed in confirmation of this Agreement TESCO CONTROLS INC By Paul T Barich, Mayor ATTEST nne Donaldson, City Clerk 6 L.\ca\djm\Agreements\Tesco Controls Agreement.NPS-2.2.FY21 0127 doc.jn Sham Thomas, CEO EXHIBIT "A" SCOPE OF SERVICES Professional Services offered by Tesco Controls, Inc (TESCO), including engineering, integration, programming, equipment service, troubleshooting, technical support, and onsite field service representative. These services are available as Professional Services for system assessments, consulting, surveys/studies, technical policy manuals, engineering, and integration of SCADA/HMI automation systems, process control systems, instrumentation & control systems, information systems, complete power systems, electrical power and control equipment, networking/telemetry systems, transportations solutions, and water/wastewater automation systems These services also provide support services and supply materials for TESCO products, integrated automation systems, process control solutions, electrical distribution equipment, MCC's, pump/motor controls, instrumentation and controls components and related supplies. Additional Services Additional services which are not included within the Service Contract coverages (as defined below) are available and can be administered through this contract. Such services are offered at TESCO's "standard rates" per the rate scheduled included herein, which will accrue against the included allowance or billed separately on a time -&-material (T&M) basis. Their services will be subject to the service provisions defined herein and scheduled accordingly Service and support may include any of the following disciplines/items as needed to fulfill the additional service requests ■ Field Service Technician — to provide field support and services, including, but not limited to instrumentation troubleshooting, calibration, and loop testing; electrical control modifications, control system troubleshooting; motor control support services (e.g. VFD's, RVSS's, pump control panels, etc) and communication system services ■ PLC Programmer — to provide PLC programming support and services as needed, including, but not limited to troubleshooting, program modifications, OIT programming services, and training. ■ SCADA Programmer — to provide SCADA support and services as needed, including, but not limited to software troubleshooting; support services for system tags, database, telemetry/communications, alarming systems, reporting, and graphics support; networking support; programming modifications, and training. (Note: Latest SCADA system software updates should be available while under terms of the contract) ■ Engineer — to provide engineering and consulting support and services related to electrical control and system engineering, including, but not limited to electrical control system assessment, tracing, engineering, and as -built drawings, control system operations engineering; system documentation, and training. ■ Materials, travel, expenses, and/or third -party services will be billed separately Any material required shall be approved by owner/customer prior to procurement. Rate Schedule The following rate schedule identifies the professional services offered by Tesco Controls, LLC for technical support services only Please note that this rate schedule is not intended for use 7 L.\ca\djm\Agreements\Tesco Controls Agreement.NPS-2.2.FY21-0127.doc.jn with task orders or project scopes of work, which shall be administered separately from this service and support contract (TESCO can negotiate and quote these separate work efforts, as needed) This rate schedule applies to the services and support covered by this service contract per the applicable rate category, as well as, the additional services that are rendered for ancillary support effort (which is performed per the standard rates and provisions defined below) The following are Tesco's current professional service rates for year 2022 including the escalation rate schedule for service type and category The rates shown below include the direct hourly rate only and do not include expenses related to business travel, ME&I costs, per diem, or other miscellaneous fees If needed, please consult with Tesco representative for travel -loaded rates which are evaluated case -by -case upon request. Professional Services Factory Repairs Engineering Support Drafter/Designer Engineer/Designer (Electrical, Controls) Project Engineer Senior Project Engineer Project Manager Senior Project Manager PLC Applications Programmer Senior PLC Applications Programmer SCADA Applications Programmer Senior SCADA Applications Programmer Field Service Engineer/Specialist Senior Field Service Engineer Network/Communications Engineer Senior System Architect Standard Rate $115 $110 $130 $150 $160 $175 $170 $190 $160 $175 $160 $175 $160 $175 $170 $205 Premium Services $125 $120 Emergency Service Services Contracts _$155 $150 $140 $160 $170 $190 $180 $200 $170 $190 $170 $190 $170 $190 $190 $220 $190 $220 $240 $250 $240 $250 $240 $250 $240 $250 $240 $250 $255 $270 Service Rate Categories The following define the service types identified in the above listed rate categories $105 $95 $115 $130 $145 $150 $150 $160 $145 $150 $145 $155 $145 $155 $160 $190 Standard Service Rate — These rates apply to standard scope and task order activities that are under Tesco's scheduling and resource planning control. Standard rates are reserved for negotiated, planned, and well-defined/specified scopes of work where standard approach methodologies for executing work activities apply These rates may also apply to specialized preventative maintenance services. These rates do not apply to open-ended tasks or time -&- material (T&M) work orders requiring premium technical/engineering services (please refer to Premium Service Rates), the Standard Service Rate category apply to standard `project/product delivery' work. Please consult with Tesco representative for applicable service rate Premium Service Rate — These rates apply to open-ended tasks and time -&-material (T&M) work activities where the scope of work is not well-defined requiring a non-standard approach to scope management and resource planning. Such activities require higher -level disciplines for 8 L.\ca\djm\Agreements\Tesco Controls Agreement.NPS-2.2.FY21-0127.doc.jn engineering task discovery in defining scope of work requirements on an as -needed basis. These rates may also apply to scope and task order activities that require premium technical services, such as engineering assessments, engineering surveys/studies, integration activities, troubleshooting, and T&M support services These rates do not apply to urgent, expedited, or emergency service where the rendering of services are subject to deadlines or schedules that compress or interrupt other prescheduled activities or project work (please refer to Emergency Service Rates) Please consult with Tesco representative for applicable service rate. Emergency Service Rate — These rates apply to tasks, work activities, and/or services that are rendered where personnel and resources need to be expedited and do not follow Tesco's standard methodology for scheduling work. Such services may impact other work activities or other project work, and may require rescheduling of resources to accommodate an expedited schedule These rates may also apply to services that need to be rendered after normal business hours, whether provided as technical phone support or onsite technical support. Please note that any onsite technical support or activity rendered as an Emergency Service Rate may be subject to additional surcharges as follows Emergency Onsite Service Surcharges Mobilization surcharges are applied to each emergency call/request that results in onsite activities being rendered under the Emergency Service Rate classification as defined above. These surcharges do not apply to phone support or remote VPN access support services The following surcharges are applied to the mobilization of onsite services based on operating business hours After -Normal Business Hours, On -Call Onsite Support $950 per incident During Normal Business Hours, On -Call Onsite Support $650 per incident After-hours service requests are managed through Tesco's 24/7 On -Call Support Program and facilitated through Tesco's call center and dispatched to on -call personnel. Please note that the utilization of Emergency Service Rates do not constitute an Emergency On -Call & Technical Support Service Contract or guarantee a level-of-service/response-time stipulated by those contracts. Please contact Tesco for a customized EMASS, Support, and/or On -Call Emergency Service Contract which is structured and quoted on support needs and on a system -by -system basis. Although Emergency Services are expedited and scheduled promptly, mobilization is subject to availability and resource rescheduling lead-times. Please consult with Tesco representative for applicable service rate Service Contract Rate — These rates apply to work, tasks, and scopes identified by a Tesco Service Contract. Service Contracts can include bundled packages for Extended Maintenance and System Services (EMASS) contracts, Technical Support Service contracts, and On -Call Emergency Service contracts. Eligibility of these rates are only available through an active and pre -paid Tesco Service Contract which are subject to the terms and conditions stipulated by the respective Service Contract language These rates do not apply to Open Purchase Orders, Time- & -Material (T&M) service requests, or premium Professional Services / Consulting Agreements Please consult with Tesco representative for additional information and details related to Service Contracts Please consult with a Tesco representative for applicable service rates. 9 L:\ca\djm\Agreements\Tesco Controls Agreement.NPS-2.2.FY21-0127.doc.jn Rendering Services Upon contracting into an agreement with Tesco Controls, LLC (i.e Retainer Agreement, Service Contract, or Professional Services/Consulting Agreement), these indicated rates shall be valid for the agreed contract period. Services rendered will be provided on a Time -and -Material accrual basis, which may be estimated in advance with a specified Task Order and/or defined scope of activity The hours accrued for rendered services will be recorded and only those incurred hours will be billed against the service/contract agreement in addition to the cost of expenses, travel, per diem, ME&I costs, fees, expenditures, and any preauthorized hardware/material provided. Please refer to the Time -and -Material service provisions and the terms and conditions noted herein. Service Provisions Please note the following service provisions ■ Normal working hours are Monday through Friday, 8 00 a.m. to 5.00 p.m. Overtime at one and one-half the standard rate is billed for services outside the normal working hours, excluding weekends and holidays • Saturday working hours are billed at two times the standard rates. • Sunday working hours are billed at three times the standard rates. • Holiday working hours are billed at three times the standard rates • The above rates are billed two-hour minimum and in half-hour increments per activity/mobilization. • Portal-to-portal travel time is billed at the indicated hourly rate, plus $0 69 per mile ■ Hardware components are billed at cost plus 20% overhead/procurement expenditures and 15% margin (delivery is subject to manufacturer availability) Sales tax will be applied as appropriate ■ Actual travel expenses (airfare, ground transportation, lodging, meals, etc) are billed at cost plus 20% overhead/administration. • Authorized third party services will be billed separately at cost plus 20% overhead/subcontract administration and 15% margin (delivery is subject to service provider availability) ■ Please note The above listed rates and referenced disciplines are for technical and professional services only, which do not include any trade installation, trade work, or trade labor Clarifications The liability of Tesco Controls, LLC under this Extended Maintenance and System Services agreement shall be limited to the reasonable value of the labor and services to be performed hereunder Tesco Controls, LLC agrees to provide the services referenced herein, but does not assume any liability or responsibility for damages caused by a failure of the parts or components referenced herein or the loss of any data. Tesco Controls, LLC shall not be obligated under this agreement to provide an extension of the manufacturer's warranty for any component referenced herein. Tesco Controls, LLC shall not be obligated under this agreement to provide services or repair damage caused by fire, explosion, vandalism, theft, act of God, misuse or abuse of 10 L.\ca\djm\Agreements\Tesco Controls Agreement.NPS-2.2.FY21-0127.doc.jn equipment/components, such equipment may not be serviceable and may need to be replaced. Nor will Tesco Controls, LLC be liable for damage caused by unsupervised relocation, repair, or modifications to the equipment/components not performed by Tesco Controls, LLC (or previously authorized by Tesco Controls, LLC if such equipment is covered by the "covered components of this agreement") Please note the following service provisions 11 L.\ca\djm\Agreements\Tesco Controls Agreement.NPS-2.2.FY21-0127.doc.jn EXHIBIT "B" LABOR AND MATERIAL BOND Whereas, the City of Redlands, State of California, and Tesco Controls (hereinafter designated as "Principal") have entered into an agreement (the "Agreement") whereby Principal agrees to Supervisory Control & Data Acquisition (SCADA) integration support services and related industry supplies (the "Work"), which said agreement, dated May 17, 2022, and titled as "Agreement to Perform Non -Professional Services for Improvement to Public Builds and Grounds" is hereby referred to and made a part hereof; and Whereas, under the terms of the Agreement, Principal is required before commencing the performance of the Work, to file a good and sufficient Labor and Material bond with the City of Redlands to secure the claims to which reference is made in Title 3 (commencing with Section 9550) of Part 6 of Division 4 of the Civil Code of the State of California. Now, therefore, said Principal and the undersigned as corporate surety, are held firmly bound unto the City and all contractors, subcontractors, laborers, material men and other persons employed in the performance of the Agreement and referred to in the aforesaid Code of Civil Procedure in the sum of six hundred seventy three thousand dollars ($673,000) for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor, that said surety will pay the same in an amount not exceeding the amount hereinabove set forth, and also in case suit is brought upon this bond, will pay, in addition to the face amount thereof, costs and reasonable expenses and fees, including reasonable attorneys' fees, incurred by the City in successfully enforcing such obligation, to be awarded and fixed by the court, and to be taxed as costs and to be included in the judgment therein rendered. It is hereby expressly stipulated and agreed that this bond shall insure to the benefit of any and all persons, companies and corporations entitled to file claims under Title 3 (commencing with Section 9550) of Part 6 of Division 4 of the Civil Code, so as to give a right of action to them or their assigns in any suit brought upon this bond. Should the condition of this bond be fully performed, then this obligation shall become null and void, otherwise it shall be and remain in full force and effect. The surety hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Agreement or the specifications accompanying the same shall in any manner affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition. In witness whereof, this instrument has been duly executed by the Principal and surety above named, on , 2022. (SEAL) (Contractor) (SEAL) (Surety) BY (Signature) (Signature) Address (Seal and Notarial Acknowledgment of Telephone( ) Surety) 12 L:\ca\djm\Agreements\Tesco Controls Agreement.NPS-2.2.FY21-0127.doc.jn EXHIBIT "C" PRICE AND FEE BID WATER DIVISIONANNUAL SERVICE CONTRACT PACKAGE (Service Period: July 1, 2022 to June 30, 2023) Extended Preventive Maintenance and System Service (EMASS) contract package to provide support services for City of Redlands Water System's sites SCADA System, Motor Control Centers (MCC), Variable Frequency Drives (VFD), Remote Telemetry Units (RTU) and Control Panels (CP) Systems. The service contract shall provide a maximum of one (1) SCADA system preventive maintenance service site visit, a maximum of Five (5) weeks for two (2) TESCO's EMASS Service representatives to perform prescheduled preventive maintenance service site visits including onsite instruments calibration/verification. Additional work provided above and beyond the contract allowance will be provided at the contract's reduced rates on a time -and -material basis. With this agreement, when paid in full at the beginning of the service term, the signee is entitled to reduced rates, priority response, and emergency service available 24 hours a day, 7 days a week, 365 days a year These rates and terms are identified under the "Standard Professional Services Rates for Time and Material Services" section as included herein. Water Division Scope of Coverage The following identifies the scope of coverage related to support, service, and covered equipment/systems as part of this Service Contract Package. Item Description 1 SCADA Hardware/Software Specialized Preventative Maintenance & Support Services: Perform a thorough system evaluation that includes specialized hardware preventative maintenance and diagnostics. Perform software system backup, diagnostics, and configuration evaluation. These services will be prescheduled and performed annually onsite, and include: SCADA System Hardware Cleaning: ■ Cleaning and inspection of equipment covered by agreement ■ Evaluate physical condition of equipment • Evaluate location of equipment and environment ■ Check power protection devices such as Surge Protection and UPS devices • Verify Manufactured date versus Manufactured End -of Life date SCADA System Diagnostics. • Verify for RAM, CPU and Hard Disk utilization • Evaluation of error logs and record major events for operating system and control system software • Run virus check on all hard drives SCADA System Software Services. ■ Version verification of installed operating system software • Version verification of all installed control system software ■ Verification of software compatibility on existing system • Evaluate software compatibility with currently supported Operating System's manufacturers at the time of evaluation. ■ Generate backups of critical application files and historical data SCADA System Configuration Evaluation. • Evaluate redundancy ■ Evaluate data backup and recovery • Evaluate historical data capture methods and storage 13 L.\ca\djm\Agreements\Tesco Controls Agreement.NPS-2.2.FY21-0127.doc.jn • Verification of existing software configuration and functionality SCADA System Service Report: • Data collection and assimilation • Detailed report generation to include. ■ Physical equipment serviced ■ Diagnostic data gathered during the service visit ■ Overall SCADA system and individual category health scores ■ Recommendations categorized by Hardware, Software and Configuration ■ Software backup files taken during the service visit SCADA System/Equipment Covered. The above -listed support service applies to the following SCADA hardware/equipment: • Two (2) SCADA computers, SCADA software Wonderware InTouch (HAWC) ■ Two (2) SCADA computers, SCADA software Wonderware InTouch (Tate WTP) • Two (2) SCADA computers, SCADA software Wonderware InTouch (Hinckley WTP) • Four (4) Panasonic tough books laptops for remote connection to SCADA system 2 MCC / VFD / RVSS / Pump Controls Specialized Preventative Maintenance & Support Services: TESCO shall provide site visits to perform specialized preventative maintenance, including system inspection, verification, and equipment cleaning. These services will be prescheduled and performed annually onsite, and include: ■ Exterior and Interior checks of the cabinet paint condition, door operations, seals and gaskets, checks of door mounted controls and switches, and exterior mounted generator receptacle check if applicable. • Vacuum of dust and debris inside the cabinet • Visually inspect connections ■ Check for moisture intrusion ■ Check for rodent/insect intrusion ■ Check ventilation fans for proper operation and clean filters as needed • Check for loose connections and signs of overheating • Infrared Thermal Image Scan(s) for verifying/identifying poor connections, resistive "hot spots", and potentially failing equipment (Note. Equipment needs to run for at least 30 minutes) • Check current and voltage output ■ Confirm motor Drive ventilation clearances have not been obstructed ■ Confirm motor Drive paneling and covers are in place and properly closed Sites/Equipment Covered. The above -listed support service applies to the following sites/equipment: ■ One (1) 3MCCA lineup with control section (Hinckley WTP) ■ One (1) 3MCCB lineup with control section (Hinckley WTP) • One (1) SMCC lineup with control section (Hinckley WTP) ■ One (1) MCC-SDS (Hinckley WTP) ■ One (1) 4MCC (Hinckley WTP) Remote Sites • One (1) MCC lineup (5th Ave booster pump station/reservoir) ■ One (1) MCC lineup (Agate booster pump station/reservoir) ■ Two (2) MCC lineup (Country Club 1 and 2 booster pump station/reservoir) • One (1) MCC lineup (Dearborn booster pump station/reservoir) ■ One (1) MCC lineup (Highland Park (HAWC) booster pump station/reservoir) • One (1) MCC lineup (Mill Creek 1 and 2 booster pump station/reservoir) ■ One (1) MCC lineup (Sand Canyon booster pump station/reservoir) • One (1) MCC lineup (Smiley booster pump station/reservoir) • One (1) MCC lineup (South booster pump station/reservoir) • One (1) MCC lineup (Texas Street booster pump station/reservoir) • One (1) MCC lineup (Ward Way booster pump station/reservoir) 3 PLC / RTU / Control Panel Specialized Preventative Maintenance & Support Services. TESCO shall provide site visits to perform specialized preventative maintenance, including system 14 L:\ea\djm\Agreements\Tesco Controls Agreement.NPS-2.2.FY21-0127 doc.jn inspection, verification, and equipment cleaning. These services will be prescheduled and performed annually onsite, and include: • Exterior and Interior checks of the cabinet paint condition, door operations, seals and gaskets, and checks of door mounted controls and switches. • Vacuum of dust and debris inside the cabinet • Check for moisture intrusion • Check for rodent/insect intrusion • Check fan and heater functional performance • Visually inspect battery backup and UPS ■ Verify Controller's power supply voltage ■ Check and verify PLC processor and I/O Modules connections • Check for excessive heat and loose connections • Check telemetry equipment cabling and connections • Seat terminal blocks and all relays Plants Sites/Equipment Covered. The above -listed support service applies to the following sites/equipment: • One (1) PLC Control panel, RTU-100 (Hinckley WTP) ■ One (1) PLC Control panel, RTU-200 (Hinckley WTP) ■ One (1) PLC Control panel, Flocculator RTU 200A (Hinckley WTP) ■ One (1) PLC Control panel, Flocculator RTU-200B (Hinckley WTP) ■ One (1) PLC Control panel, Recycle pumps RTU-200C (Hinckley WTP) • One (1) PLC Control panel, RTU-300 (Hinckley WTP) ■ One (1) PLC Control panel, Agate Reservoir RTU-400 (Hinckley WTP) • One (1) VFD panel, FTW Pump 4P-6 (Hinckley WTP) ■ One (1) PLC Control panel, Agate Reservoir "B" panel (Hinckley WTP) ■ One (1) Radio panel (Hinckley WTP) ■ One (1) Control panel, RIO-110 (Hinckley WTP) • One (1) PLC/UPS panel in the Main building (Henry Tate WTP) ■ Two (2) VFD pumps panels (Henry Tate WTP) • One (1) Package plant PLC and MCC panel (Henry Tate WTP) ■ One (1) Pond VFD panel (Henry Tate WTP) Remote Sites • One (1) RTU panel (5th Ave reservoir) • One (1) RTU panel (Agate reservoir) • One (1) RTU panel (Agate 2 well) ■ One (1) RTU panel (Arroyo Canyon reservoir) ■ Two (2) Tesco L300 PLC panels (Country Club 1 and 2) • One (1) RTU panel (Crafton reservoir) • One (1) RTU panel (Dearborn reservoir) • Two (2) Tesco L300 PLC panels (Highland reservoir) • One (1) RTU panel (Margarita reservoir) • Two (2) Tesco L3000 PLC panels (Mill Creek 1 and 2 reservoirs) ■ One (1) Radio panel RTU 13 (Mill Creek reservoir) • One (1) RTU panel (Sand Canyon reservoir) ■ One (1) RTU panel (Smiley reservoir) • One (1) RTU panel (South reservoir) ■ One (1) Tesco L3000 PLC panel, RTU 15 (Sunset reservoir) ■ One (1) Tesco L3000 PLC panel (Texas Grove reservoir) • One (1) RTU 14 Radio panel (Texas Grove reservoir) • Three (3) RTU panels (Wells 30A, 31A and 32) ■ One (1) RTU panel (Ward way reservoir) ■ Two (2) Radio panels (HAWC, Highland Park reservoir) • One (1) PLC control panel (Well 41) • One (1) RTU panel (Texas Street booster pump station/reservoir) 4 Instrumentation Management Services: • Provide EMASS service representative(s) to .perform annual instruments functional 15 L.\ca\djm\Agreements\Tesco Controls Agreement.NPS-2.2.FY21-0127.doc.jn performance verification services for field instruments. • Performance diagnostics, battery checks and loop checks. • Verify instruments output at the SCADA computer when applicable. ■ Provide performance verification certification stickers for instruments verified. • Note, Responsibility of the Owner is to provide safe access to instruments located in designated as "Confined Space Entry" areas and instruments located at higher reach. Field instruments to be performance verified; flow meter range verification of inputs and outputs Sixty -Two (62) In -Plant Instruments covered to be performance verified. • Three (3) Foxboro flowmeters (Henry Tate WTP Filters 1 3) • One (1) Siemens flowmeter (Henry Tate WTP Filter 4) • One (1) Foxboro pressure/level transmitter, PIT 201 (Henry Tate WTP) ■ One (1) Rosemount flowmeter, FIT 547 (Henry Tate WTP) • One (1) Prominent Influent Raw water pH analyzer (Henry Tate WTP) • One (1) Forceflow Filter Add scale flowmeter (Henry Tate WTP) ■ One (1) Prominent Influent Chlorine analyzer (Henry Tate WTP) • Two (2) Prominent settled water Chlorine analyzer (Henry Tate WTP) • Four (4) Filter flowmeters (FIT 311,321.331 and 341) (Henry Tate WTP) • Four (4) Turbidity analyzers (AIT 314,324,334 and 344) (Henry Tate WTP) • One (1) ATI gas sensor, AIT # (added to SCADA) (Henry Tate WTP) ■ One (1) Chlorine analyzer (FDR1-4) (Henry Tate WTP) ■ One (1) Coagulant and Turbidity analyzer (Henry Tate WTP) • One (1) Prominent surface scatter, pH, temp and chlorine analyzer (Henry Tate WTP) ■ One (1) Influent raw turbidity analyzer (Henry Tate WTP) • One (1) Prominent Influent pH and temp analyzer (Henry Tate WTP) ■ One (1) Influent flow analyzer (Henry Tate WTP) • One (1) Filter AID analyzer (Henry Tate WTP) ■ One (1) Coagulant C308 AID analyzer (Henry Tate WTP) • One (1) Caustic soda level transmitter (Henry Tate WTP) • One (1) Package plant surface scatter analyzer (Henry Tate WTP) ■ One (1) Package plant flow transmitter (Henry Tate WTP) ■ One (1) Promix Package plant A6320 weight AIT (Henry Tate WTP) ■ One (1) Package plant flowmeter (Henry Tate WTP) ■ One (1) Wizard 4000 Nitrogen weight analyzer (Henry Tate WTP) • Four (4) Filters pressure transmitters (Henry Tate WTP) • One (1) Package plant, FIT 547 flowmeter (Henry Tate WTP) • One (1) Rosemount pressure transmitter (HAWC, 1750 Zone pressure) ■ One (1) Rosemount pressure transmitter (HAWC suction discharge pressure) ■ One (1) Rosemount pressure transmitter (HAWC 2100 Zone pressure) • One (1) Prominent Effluent Chlorine AIT (Hinckley WTP) ■ One (1) Prominent CFE Chlorine AITs (Hinckley WTP) • One (1) Prominent CFE water pH AITs (Hinckley WTP) • One (1) HACH Turbidity analyzers (Hinckley WTP) • One (1) HACH Raw water turbidity analyzers (Hinckley WTP) ■ One (1) Sparling flowmeter "filter to waste flow" (Hinckley WTP) ■ Two (2) Rosemount Level transmitters (Hinckley WTP Filter 1 and 2) ■ One (1) Prominent CFE Water Chlorine AIT (Hinckley WTP) ■ Four (4) Rosemount level transmitters (Hinckley WTP Filters 1-4) • Two (2) Siemens level transmitters (Hinckley WTP Filters 5,6) • One (1) Rosemount influent flowmeter (Hinckley WTP) • One (1) Sparling flowmeter FIT 594 (Hinckley WTP) ■ One (1) McCrometer 5M 1 Recycle flowmeter (Hinckley WTP) ■ Two (2) Forceflow flowmeters (Hinckley WTP Chlorine tanks 1,2) Twenty-nine (29) Remote site Instruments covered to be performance verified. 16 L.\ca\djm\Agreements\Tesco Controls Agreement.NPS-2.2.FY21-0127.doc.jn ■ Two (2) Rosemount pressure transmitters (LT 1,2) (Mill Creek BPS East and West tanks) ■ One (1) Rosemount pressure transmitter (Ward way site) • One (1) Rosemount flowmeter (Agate reservoir) ■ One (1) Rosemount pressure transmitter (Agate reservoir tank level) ■ One (1) Sparling flowmeter (Agate well) • One (1) Sparling flowmeter (Bear valley reservoir) • One (1) Prominent Free Chlorine AIT (Agate well) ■ One (1) Prominent Effluent Chlorine AIT (Agate reservoir) ■ One (1) Rosemount pressure transmitter (5th Ave pressure) • One (1) Rosemount pressure transmitter (Country club site) • Three (3) Water Specialties prop flowmeters (Country club pumps 2385,2386 and 2387) • Two (2) Versaline pressure/level transmitters (Country club reservoirs 1 and 2) • One (1) McCrometer flowmeter (Smiley reservoir site, currently not wired) • One (1) McCrometer flowmeter (Dearborn booster pump station) ■ Two (2) McCrometer flowmeters (Sand Canyon flowmeters # 2610 and 2611) ■ Two (2) McCrometer flowmeters (South booster pump station meters # 1928 and 2126) • One (1) Signature Teledyne level transmitter (Ward way site) • One (1) Rosemount level transmitter (Texas Grove reservoir) ■ One (1) Rosemount flowmeter (Smiley reservoir) ■ One (1) Rosemount pressure transmitter (Grafton College reservoir) • One (1) Rosemount level transmitter (Arroyo reservoir) • One (1) Rosemount level transmitter (Sunset reservoir) • One (1) Rosemount level transmitter (Sand Canyon reservoir) Sixty -Six (66) Remote Well sites and Booster pump stations' production flowmeters covered to be performance/accuracy tested and verified (where possible clamp -on flowmeter to be used) • One (1) Water Specialties flowmeter (no 4/20 mA, Agate well 1) ■ One (1) McCrometer flowmeter (Agate well 2) • One (1) McCrometer flowmeter (Airport well 1) • One (1) Water Specialties flowmeter (Airport well 2) • One (1) Water Specialties flowmeter (California well) • One (1) McCrometer flowmeter (no 4/20 mA, Chicken Hill well) • One (1) Water Specialties flowmeter (Church street well) • One (1) McCrometer flowmeter (no 4/20 mA, Crafton well) • One (1) McCrometer flowmeter (East Lugonia well 3) • One (1) Sparling flowmeter (no 4/20 mA, East Lugonia well 6) • One (1) Water Specialties flowmeter (no 4/20 mA, Hog Canyon well) • One (1) Water Specialties flowmeter (Madeira well) • One (1) McCrometer flowmeter (Mentone Acres well) • One (1) Water Specialties flowmeter (no 4/20 mA, Mill Creek 2 well) • One (1) McCrometer flowmeter (no 4/20 mA, Mill Creek 2A well) • One (1) Water Specialties flowmeter (Mill Creek 4 well) • One (1) McCrometer flowmeter (Muni well) • Two (2) McCrometer flowmeters (North Orange wells 1 and 2) • One (1) McCrometer flowmeter (New York well) ■ One (1) McCrometer flowmeter (Orange street well) • One (1) McCrometer flowmeter (Redlands Heights well) • One (1) McCrometer flowmeter (well 10) • One (1) Water Specialties flowmeter (well 11) • One (1) McCrometer flowmeter (no 4/20 mA, well 13) • One (1) McCrometer flowmeter (well 16) • One (1) Water Specialties flowmeter (no 4/20 mA, well 30A) • One (1) Water Specialties flowmeter (well 31A) • One (1) Water Specialties flowmeter (no 4/20 mA, well 32) • One (1) Hersey-Sparling flowmeter (no 4/20 mA, well 36) ■ One (1) McCrometer flowmeter (well 38) • One (1) Water Specialties flowmeter (no 4/20 mA, well 39) 17 L.\ca\djm\Agreements\Tesco Controls Agreement.NPS-2.2.FY21-0127.doc.jn ■ One (1) McCrometer flowmeter (no 4/20 mA, well 41) ■ Four (4) McCrometer Ultra mag flowmeters (Booster pump stations 1550-1553) • One (1) Water Specialties flowmeter (no 4/20mA, in the vault), (T.S. Combined ■ Two (2) McCrometer flowmeters (no 4/20 mA, East F.B and West F.B) • One (1) Water Specialties flowmeter (no 4/20 mA, Booster station 1720 site) ■ Two (2) McCrometer flowmeters (no 4/20 mA, Booster stations 1721 and 1722) ■ Two (2) McCrometer flowmeters (Booster stations 1783 and 1784) ■ One (1) Sparling flowmeter (no 4/20 mA, Booster station 1927) ■ Two (2) McCrometer flowmeters (no 4/20 mA, Booster stations 1928 and 1931) ■ Three (3) McCrometer flowmeters (Booster stations 1951 1953) ■ One (1) McCrometer flowmeter (no 4/20 mA, Booster station 2126) ■ One (1) Water Specialties flowmeter (no 4/20 mA, Booster station 2131) ■ Four (4) McCrometer flowmeters (no 4/20 mA, Booster stations 2174,2176,2177 and 2310) • One (1) Water Specialties flowmeter (no 4/20 mA, Booster station 2132) ■ Two (2) McCrometer flowmeters (Booster stations 2381,2382) • One (1) McCrometer flowmeter (no 4/20 mA, Booster station 2384) • Three (3) Water Specialties flowmeters (Booster stations 2385-2387) • Two (2) McCrometer flowmeters (no 4/20 mA, Booster stations 2610 and 2611) TOTAL FIRST YEAR ANNUAL SERVICE COST TOTAL SECOND YEAR ANNUAL SERVICE COST TOTAL THIRD YEAR ANNUAL SERVICE COST site) $61,000.00 $67,100.00 $73,800.00 WASTEWATER DIVISION ANNUAL SERVICE CONTRACT PACKAGE (Service Period: July 1, 2022 to June 30, 2023) J This proposal is offering an Extended Preventive Maintenance and System Service (EMASS) contract package to provide support services for City of Redlands Wastewater System's sites SCADA System, Motor Control Centers (MCC), Variable Frequency Drives (VFD), Remote Telemetry Units (RTU) and Control Panels (CP) Systems The service contract shall provide a maximum of one (1) SCADA system preventive maintenance service site visit, a maximum of three and a half (3.5) working weeks for two (2) TESCO's EMASS Service representatives to perform prescheduled preventive maintenance service site visits including onsite instruments calibration/verification. Additional work provided above and beyond the contract allowance will be provided at the contract's reduced rates on a time -and -material basis With this agreement, when paid in full at the beginning of the service term, the signee is entitled to reduced rates, priority response, and emergency service available 24 hours a day, 7 days a week, 365 days a year These rates and terms are identified under the "Standard Professional Services Rates for Time and Material Services" section as included herein. 18 L:\ca\djm\Agreements\Tesco Controls Agreement.NPS-2.2.FY21-0127.doc.jn Wastewater Division Scope of Coverage The following identifies the scope of coverage related to support, service, and covered equipment/systems as part of this Service Contract Package. Item Description 5 SCADA Hardware/Software Specialized Preventative Maintenance & Support Services: Perform a thorough system evaluation that includes specialized hardware preventative maintenance and diagnostics. Perform software system backup, diagnostics, and configuration evaluation. These services will be prescheduled and performed annually onsite, and include: SCADA System Hardware Cleaning: • Cleaning and inspection of equipment covered by agreement • Evaluate physical condition of equipment ■ Evaluate location of equipment and environment • Check power protection devices such as Surge Protection and UPS devices • Verify Manufactured date versus Manufactured End -of Life date SCADA System Diagnostics. • Verify for RAM, CPU and Hard Disk utilization • Evaluation of error logs and record major events for operating system and control system software • Run virus check on all hard drives SCADA System Software Services. • Version verification of installed operating system software ■ Version verification of all installed control system software • Verification of software compatibility on existing system • Evaluate software compatibility with currently supported Operating System's manufacturers at the time of evaluation. ■ Generate backups of critical application files and historical data SCADA System Configuration Evaluation. ■ Evaluate redundancy • Evaluate data backup and recovery • Evaluate historical data capture methods and storage ■ Verification of existing software configuration and functionality SCADA System Service Report: • Data collection and assimilation ■ Detailed report generation to include ■ Physical equipment serviced ■ Diagnostic data gathered during the service visit • Overall SCADA system and individual category health scores ■ Recommendations categorized by Hardware, Software and Configuration • Software backup files taken during the service visit SCADA System/Equipment Covered. The above -listed support service applies to the following SCADA hardware/equipment: • Three (3) SCADA computers; SCADA software — Wonderware InTouch 6 MCC / VFD / RVSS / Pump Controls Specialized Preventative Maintenance & Support Services: TESCO shall provide site visits to perform specialized preventative maintenance, including system inspection, verification, and equipment cleaning. These services will be prescheduled and performed annually onsite, and include. • Exterior and Interior checks of the cabinet paint condition, door operations, seals and gaskets, checks of door mounted controls and switches, and exterior mounted generator receptacle check if applicable. ■ Vacuum of dust and debris inside the cabinet ■ Visually inspect connections • Check for moisture intrusion • Check for rodent/insect intrusion • Check ventilation fans for proper operation and clean filters as needed • Check for loose connections and signs of overheating 19 L.\ca\djm\Agreements\Tesco Controls Agreement.NPS-2.2.FY2 1-0 127.docjn 7 • Infrared Thermal Image Scan(s) for verifying/identifying poor connections, resistive "hot spots", and potentially failing equipment (Note: Equipment needs to run for at least 30 minutes) • Check current and voltage output • Confirm motor Drive ventilation clearances have not been obstructed • Confirm motor Drive paneling and covers are in place and properly closed Sites/Equipment Covered. The above -listed support service applies to the following sites/equipment: • One (1) MCC AA (WWTP Blower building) ■ One (1) MCC (WWTP Clarifier building) • One (1) MCC (WWTP DAF building) • One (1) MCC (Building 1 at WWTP) ■ One (1) MCC (Mountain View lift station) • One (1) MCC (WWTP Digester 3 building) • Two (2) MCCs (WWTP Headworks building) ■ One (1) MCC (WWTP Primary DAF system) • One (1) MCC (WWTP Primary sludge system) • One (1) MCC (WWTP Supernatant system) • One (1) MCC (WWTP WAS DAF system) ■ One (1) Allen Bradley AFD panel (WWTP WAS DAF system) • One (1) Motor starter panel (WWTP Bar screen) ■ One (1) MCC ZA lineup (Zenon Systems Ops Bldg.) ■ One (1) MCC ZB lineup (Zenon Systems Ops Bldg.) ■ One (1) MCC FA (Final Effluent PS) ■ One (1) MCC EA (Peak Pond) • One (1) MCC U (Recycled Water Pumps) PLC / RTU / Control Panel Specialized Preventative Maintenance & Support Services. TESCO shall provide site visits to perform specialized preventative maintenance, including system inspection, verification, and equipment cleaning. These services will be prescheduled and performed annually onsite, and include. ■ Exterior and Interior checks of the cabinet paint condition, door operations, seals and gaskets, and checks of door mounted controls and switches. ■ Vacuum of dust and debris inside the cabinet • Check for moisture intrusion ■ Check for rodent/insect intrusion ■ Check fan and heater functional performance ■ Visually inspect battery backup and UPS • Verify Controller's power supply voltage • Check and verify PLC processor and I/O Modules connections • Check for excessive heat and loose connections ■ Check telemetry equipment cabling and connections ■ Seat terminal blocks and all relays Sites/Equipment Covered. The above -listed support service applies to the following sites/equipment: • Four (4) PLC Control panels (WWTP Blower building) ■ Two (2) Control panels (WWTP Clarifier building) • Two (2) Control panels (WWTP DAF building) • One (1) LCP-004/PLC-004 Control panel (WWTP Headworks) • One (1) LCP-001/PLC-001 Control panel (WWTP) • One (1) LCP-005/PLC-005 Control panel (WWTP) ■ One (1) PLC Control panel (Mountain View lift station) ■ One (1) Control panel (WWTP Centrifuge) ■ Two (2) Control panels (WWTP Digesters 1 and 2) ■ Two (2) Boiler Control panels (WWTP Digesters 1 and 2) • One (1) Boiler Control panel (WWTP Digester 3) • One (1) Grinders Control panel (WWTP Headworks building) • One (1) LCP 10 Control panel (WWTP) 20 L.\ca\djm\Agreements\Tesco Controls Agreement.NPS-2.2.FY21-0127 doc.jn • One (1) Control panel (WWTP Primary DAF system) • Two (2) PLC Control panels (WWTP Primary sludge system) • One (1) Control panel (WWTP Supernatant system) • Two (2) Control panels (WWTP WAS DAF system) • One (1) LCP-003 Chlorine Contact Tank • One (1) LCP-006 Effluent Pump station • One (1) LCP-007 Chemical Storage/Dosing station • One (1) LCP-008 MBR/Aeration facility • Three (3) 15-LCP-O21,022,023 Control panels (MBR / Aeration facility) Instrumentation Management Services: • Provide EMASS service representative(s) to perform annual instruments functional performance verification services for field instruments. • Performance diagnostics, battery checks and loop checks. • Verify instruments output at the SCADA computer when applicable. • Provide performance verification certification stickers for instruments verified. • Note. Responsibility of the Owner is to provide safe access to instruments located in designated as "Confined Space Entry" areas and instruments located at higher reach. Field instruments to be performance verified; flow meter range verification of inputs and outputs Forty -Three (43) Instruments Covered to be performance verified. • One (1) Peak pond flowmeter FIT 100, Foxboro IMT 25 ■ One (1) MBR influent flowmeter, FIT-123, Foxboro IMT 25 • One (1) Combined RAS flowmeter, FIT 150 Foxboro IMT 25 • One (1) WAS flowmeter, FIT 160, Foxboro IMT 25 • One (1) Effluent flowmeter, FIT 200, McCrometer M-series ■ One (1) Reclaimed water effluent flowmeter, FIT 300, Foxboro IMT 25 ■ One (1) Influent flowmeter at Headworks, FIT 1102, STI Model 345 • One (1) MBR recirculation flowmeter, FIT 3420, Foxboro IMT 25 ■ One (1) MBR WAS flowmeter, FIT 3430, Foxboro IMT 25 ■ One (1) Permeate flowmeter, FIT 7275, Foxboro IMT 25 ■ Two (2) Clarifier Bldg. flowmeters, FIT 151, FIT 152 • One (1) Primary sludge to DAF flowmeter, Fischer Porter model 10D14 • Four (4) Primary sludge flowmeter 1-4, Foxboro IMT 25 • One (1) Digester total sludge flowmeter, Foxboro IMT 25 ■ Two (2) Digester TWAS flowmeters, Foxboro IMT 25 (East and West flow) ■ Two (2) Process air flowmeters, FCI Flexmaster ST 98 • One (1) Chlorine basin level transmitter, LIT 301, Siemens Hydroranger 200 • One (1) Reclaimed water conductivity analyzer, AIT 303, GLI Model 53 • One (1) Reclaimed water pH analyzer, AIT 304, Welchem model WPH 310 ■ One (1) Reclaimed water Chart recorder ■ One (1) Influent pH and temperature analyzer, AIT-1103, ATI Model Q45P ■ One (1) Influent water conductivity analyzer, AIT 1104, Foxboro model 870-IT ■ One (1) Influent Chart recorder • One (1) Effluent pH probe, Hach Model SC1000 ■ One (1) Effluent temperature probe, Hach Model SC1000 • One (1) Effluent water conductivity probe, Hach SC1000 • One (1) Effluent Chart recorder • One (1) Influent water conductivity probe, Foxboro Model 87IEC • Two (2) Level transmitters LIT25, Greyline (Peak Pond Levels A and B) ■ Five (5) Turbidity analyzers, HACH (Trains 1 & 2, 3,4,5,6) ■ One (1) Combined Plant turbidity analyzer, HACH • One (1) Effluent flowmeter, McCrometer TOTAL FIRST YEAR ANNUAL SERVICE COST $48,000.00 TOTAL SECOND YEAR ANNUAL SERVICE COST $52,800.00 TOTAL THIRD YEAR ANNUAL SERVICE COST $58,080 00 21 L.\ca\djm\Agreements\Tesco Controls Agreement.NPS-2.2.FY21-0127 doc.jn EXHIBIT "D" WORKERS' COMPENSATION INSURANCE CERTIFICATION Every employer, except the State, shall secure the payment of compensation in one or more of the following ways (a) By being insured against liability to pay compensation by one or more insurers duly authorized to write compensation insurance in this State (b) By securing from the Director of Industrial Relations, a certificate of consent to self -insure, either as an individual employer, or as one employer in a group of employers, which may be given upon furnishing proof satisfactory to the Director of Industrial Relations of ability to self -insure and to pay any compensation that may become due to his or her employees CHECK ONE I am aware of the provisions of Section 3700 of the Labor Code which requires every employer to be insured against liability for Workers' Compensation or to undertake self- insurance in accordance with the provisions of that Code, and I will comply with such provisions before commencing the performance of the work and activities required or permitted under this Agreement (Labor Code §1861) I affirm that at all times, in performing the work and activities required or permitted under this Agreement, I shall not employ any person in any manner such that I become subject to the workers' compensation laws of California However, at any time, if I employ any person such that I become subject to the workers' compensation laws of California, immediately I shall provide the City with a certificate of consent to self -insure, or a certification of workers' compensation insurance I certify under penalty of perjury under the laws of the State of California that the information and representations made in this certificate are true and correct By Sham Thomas, CEO 22 L \ca\djm\Agreements\Tesco Controls Agreement.NPS 2.2.FY21 0127 doc.jn Date — 2 Z- WORKERS' COMPENSATION AND EMPLOYERS' LIABILITY INSURANCE POLICY WC 99 06 43 (Ed. 6-11) NOTICE OF CANCELLATION SCHEDULED PERSON(S) OR ORGANIZATION(S) This endorsement, effective on Policy No, 71751236 Issued to Tesco Controls, LLC at 12.01 A, M, standard time, forms a part of 03/01/2022 of the Under Part Six Conditions of the policy, the following is added. Notice of Cancellation Scheduled Person(s) or Organization(s) Federal Insurance Company Authorized Representative When we cancel this policy we will notify the person(s) or organization(s) described in the SCHEDULE at least 30 days (10 days in the event of nonpayment of premium) in advance of thecancellation date. Any failure by us to notify such person(s) or organization(s) will not: • Impose any liability or obligation of any kind upon us; or • Invalidate such cancellation. SCHEDULE Form WC 99 06 43 (Ed. 6-11) "`0 CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 05/31/2022 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Aon Ri sk services Inc of Florida 1001 Bri ckel l Bay Drive suite 1100 Miami FL 33131 USA CONTACT NAME (A/C No. Ext): (866) 283-7122 FAX No.): (800) 363-0105 E-MAIL ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # INSURED Tesco Controls, LLC P 0 BOX 299007 Sacramento CA 95829 USA INSURER A. Federal Insurance Company 20281 INSURERB: Hartford Fire insurance Co 19682 INSURERC: Hartford casualty Insurance Co 29424 INSURER D. Navigators specialty Insurance company 36056 INSURER E: INSURER F• ERAGES CERTIFICATE NUMBER: 570092186947 REVISION NUMBER. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. Limits shown are as requested INSR LTR TYPE OF INSURANCE ADUL INSD SUBH WVD POLICY NUMBER POLICY EH- ((M�M/DD/YYYY) POLICY EXP IMMIDD/YYYY LIMITS B X COMMERCIAL GENERAL LIABILITY Y Y 84cESOF9030 03/01/2022 03/01/2023- EACH OCCURRENCE $1 000 000 CLAIMS -MADE X OCCUR DAMAGEIO RENIEU PREMISES (Ea occurrence) $300 000 MED EXP (Any one person) $10 000 PERSONAL& ADV INJURY $1 000 000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2 000 000 POLICY X PRO- JECT LOC PRODUCTS COMP/OPAGG $2 000 000 OTHER: A AUTOMOBILE LIABILITY Y Y 7362-65-82 03/01/2022 03/01/2023 COMBINED SINGLE LIMIT (Ea accident) $1 000 000 X ANY AUTO BODILY INJURY ( Per person) OWNED SCHEDULED AUTOS BODILY INJURY (Per accident) AUTOS ONLY HIRED AUTOS ONLY NON -OWNED AUTOS ONLY PROPERTY DAMAGE (Per accident) . C UMBRELLA LIAB X OCCUR 84XSON2127 03/01/2022 03/01/2023 EACH OCCURRENCE $5 000 000 X EXCESS LIAB CLAIMS -MADE AGGREGATE $5 000 000 DED RETENTION A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N Y 71751236 03/01/2022 03/01/2023 x PER STATUTE OTH- ER ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? N N / A E,L. EACH ACCIDENT $1 000 000 (Myandatory In NH) describe under E,L. DISEASE -EA EMPLOYEE $1, 000 000 , DESCRIPTION OF OPERATIONS below E,L. DISEASE -POLICY LIMIT $1, 000 , 000 D E&O-PL-Primary cH21MPLX00014NC Professional -claims Made 09/30/2021 09/30/2022 Limit Deductible $5 000 000 $75 000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101 Additional Remarks Schedule, may be attached if more space is required) Re Quote Numbers 22D090Q01 and 22D092Q01 City of Redlands is included as Additional Insured in accordance with the policy provisions of the General Liability and Automobile Liability policies General Liability and Automobile Liability evidenced herein is Primary Non-contributory to other insurance available to an Additional Insured but only in accordance with the policy s provisions A Waiver of subrogation is granted in favor of certificate Holder in accordance with the policy provisions of the General Liability Automobile Liability, and Workers compensation policies Should the General Liability and Workers compensation policies be cancelled before the expiration date thereof the policy provisions will govern .how notice of cancellation may be delivered to CERTIFICATE HOLDER CANCELLATION Holder Identifier N O o Certificate No City of Redlands 35 Cajon Street Redlands CA 92373 USA SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE t_J4FG9a c��G OfG t�/tlrLLR '!� e_./ 9RCl ,964 e.5 ACORD 25 (2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID• 570000087993 LOC #• ADDITIONAL REMARKS SCHEDULE Page _ of _ AGENCY Aon Risk Services, Inc of Florida NAMED INSURED Tesco Controls, LLC POLICY NUMBER See Certificate Number 570092186947 CARRIER see certificate Number 570092186947 NAIL CODE EFFECTIVE DATE, ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER. ACORD 25 FORM TITLE. Certificate of Liability Insurance Additional Description of Operations / Locations / Vehicles: certificate holders in accordance with the policy provisions of each policy Policy CH21MPLX00014NC includes Pollution Liability coverage ACORD 101 (2008/01) The ACORD name and logo are registered marks of ACORD © 2008 ACORD CORPORATION. All rights reserved. POLICY NUMBER. 84 CES 0F9030 COMMERCIAL GENERAL LIABILITY COVERAGE FORM Various provisions in this policy restrict coverage Read the entire policy carefully to determine rights duties and what is and is not covered Throughout this policy the words "you" and "your" refer to the Named Insured shown in the Declarations and any other person or organization qualifying as a Named Insured under this policy The words "we" "us" and "our" refer to the stock insurance company member of The Hartford providing this insurance The word "insured" means any person or organization qualifying as such under Section II — Who Is An Insured Other words and phrases that appear in quotation marks have special meaning Refer to Section V — Definitions SECTION I — COVERAGES COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY 1 Insuring Agreement a. We will pay those sums that the insured becomes legally obligated to pay as damages because of "bodily injury" or "property damage" to which this insurance applies We will have the right and duty to defend the insured against any "suit" seeking those damages However, we will have no duty to defend the insured against any "suit" seeking damages for "bodily injury" or "property damage" to which this insurance does not apply We may at our discretion, investigate any "occurrence" and settle any claim or "suit" that may result. But: (1) The amount we will pay for damages is limited as described in Section III — Limits Of Insurance and (2) Our right and duty to defend ends when we have used up the applicable limit of insurance in the payment of judgments or settlements under Coverages A or B or medical expenses under Coverage C No other obligation or liability to pay sums or perform acts or services is covered unless explicitly provided for under Supplementary Payments — Coverages A and B b This insurance applies to "bodily injury" and "property damage" only if. HG 00 01 09 16 The "bodily injury" or "property damage" is caused by an "occurrence" that takes place in the "coverage territory" (2) The "bodily injury" or "property damage" occurs during the policy period, and Prior to the policy period, no insured listed under Paragraph 1 of Section II — Who Is An Insured and no "employee" authorized by you to give or receive notice of an "occurrence" or claim knew that the "bodily injury" or "property damage" had occurred, in whole or in part. If such a listed insured or authorized "employee" knew prior to the policy period, that the "bodily injury" or "property damage" occurred then any continuation, change or resumption of such "bodily injury" or "property damage" during or after the policy period will be deemed to have been known prior to the policy period c. "Bodily injury" or "property damage" will be deemed to have been known to have occurred at the earliest time when any insured listed under Paragraph 1 of Section II — Who Is An Insured or any "employee" authorized by you to give or receive notice of an "occurrence" or claim (1) Reports all, or any part, of the "bodily injury" or "property damage" to us or any other insurer. (2) Receives a written or verbal demand or claim for damages because of the "bodily injury" or "property damage"; or (3) Becomes aware by any other means that "bodily injury" or "property damage" has occurred or has begun to occur d Damages because of "bodily injury" include damages claimed by any person or organization for care loss of services or death resulting at any time from the "bodily injury" e. Incidental Medical Malpractice And Good Samaritan Coverage "Bodily injury" arising out of the rendering of or failure to render the following health care services by any "employee" or "volunteer worker" shall be deemed to be caused by an "occurrence" for' (1) (3) © 2016 The Hartford (Includes copyrighted material of Insurance Services Office, Inc with its permission ) Page 1 of 21 (1) Professional health care services such as (a) Medical, surgical, dental, laboratory, x- ray or nursing services or treatment, advice or instruction, or the related furnishing of food or beverages (b) Any health or therapeutic service, treatment, advice or instruction, or (c) The furnishing or dispensing of drugs or medical, dental, or surgical supplies or appliances, or (2) First aid services, which include (a) Cardiopulmonary resuscitation, whether performed manually or with a defibrillator; or (b) Services performed as a Good Samaritan For the purpose of determining the limits of insurance, any act or omission together with all related acts or omissions in the furnishing of these services to any one person will be considered one "occurrence" However, this Incidental Medical Malpractice And Good Samaritan Coverage provision applies only if you are not engaged in the business or occupation of providing any of the services described in this provision 2. Exclusions This insurance does not apply to a. Expected Or Intended Injury "Bodily injury" or "property damage" expected or intended from the standpoint of the insured This exclusion does not apply to "bodily injury" or "property damage" resulting from the use of reasonable force to protect persons or property b Contractual Liability "Bodily injury" or "property damage" for which the insured is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages (1) That the insured would have in the absence of the contract or agreement; or (2) Assumed in a contract or agreement that is an "insured contract", provided the "bodily injury" or "property damage" occurs subsequent to the execution of the contract or agreement. Solely for the purposes of liability assumed in an "insured contract", reasonable attorney fees and necessary litigation expenses incurred by or for a party other than an insured are deemed to be damages because of "bodily injury" or "property damage" provided Liability to such party for or for the cost of, that party's defense has also been assumed in the same "insured contract" and (b) Such attorney fees and litigation expenses are for defense of that party against a civil or alternative dispute resolution proceeding in which damages to which this insurance applies are alleged c. Liquor Liability "Bodily injury" or "property damage" for which any insured may be held liable by reason of. (1) Causing or contributing to the intoxication of any person, (2) The furnishing of alcoholic beverages to a person under the legal drinking age or under the influence of alcohol, or Any statute ordinance or regulation relating to the sale, gift, distribution or use of alcoholic beverages This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in (a) The supervision, hiring employment, training or monitoring of others by that insured or (b) Providing or failing to provide transportation with respect to any person that may be under the influence of alcohol; if the "occurrence" which caused the "bodily injury" or "property damage" involved that which is described in Paragraph (1), (2) or (3) above However this exclusion applies only if you are in the business of manufacturing, distributing selling serving or furnishing alcoholic beverages For the purposes of this exclusion, permitting a person to bring alcoholic beverages on your premises for consumption on your premises, whether or not a fee is charged or a license is required for such activity, is not by itself considered the business of selling serving or furnishing alcoholic beverages d Workers Compensation And Similar Laws Any obligation of the insured under a workers' compensation disability benefits or unemployment compensation law or any similar law e. Employer's Liability "Bodily injury" to (1) An "employee" of the insured arising out of and in the course of. (3) (a) Page 2 of 21 HG 00 01 09 16 (a) Employment by the insured or (b) Performing duties related to the conduct of the insured's business, or (2) The spouse, child, parent, brother or sister of that "employee" as a consequence of Paragraph (1) above. This exclusion applies (1) Whether the insured may be liable as an employer or in any other capacity; and (2) To any obligation to share damages with or repay someone else who must pay damages because of the injury This exclusion does not apply to liability assumed by the insured under an "insured contract" f Pollution (1) "Bodily injury" or "property damage" arising out of the actual alleged or threatened discharge, dispersal, seepage migration, release or escape of "pollutants" (a) At or from any premises, site or location which is or was at any time owned or occupied by, or rented or loaned to, any insured However this subparagraph does not apply to (i) "Bodily injury" if sustained within a building and caused by smoke fumes, vapor or soot produced by or originating from equipment that is used to heat, cool or dehumidify the building, or equipment that is used to heat water for personal use, by the building's occupants or their guests, (ii) "Bodily injury" or "property damage" for which you may be held liable, if you are a contractor and the owner or lessee of such premises, site or location has been added to your policy as an additional insured with respect to your ongoing operations performed for that additional insured at that premises, site or location and such premises site or location is not and never was owned or occupied by or rented or loaned to any insured, other than that additional insured or (iii) "Bodily injury" or "property damage" arising out of heat, smoke or fumes from a "hostile fire"; (b) At or from any premises site or location which is or was at any time used by or for any insured or others for the handling, storage disposal, processing or treatment of waste, (c) Which are or were at any time transported, handled, stored, treated, disposed of or processed as waste by or for. (i) Any insured, or (ii) Any person or organization for whom you may be legally responsible, (d) At or from any premises site or location on which any insured or any contractors or subcontractors working directly or indirectly on any insured's behalf are performing operations if the "pollutants" are brought on or to the premises site or location in connection with such operations by such insured, contractor or subcontractor However, this subparagraph does not apply to "Bodily injury" or "property damage" arising out of the escape of fuels lubricants or other operating fluids which are needed to perform the normal electrical, hydraulic or mechanical functions necessary for the operation of "mobile equipment" or its parts if such fuels lubricants or other operating fluids escape from a vehicle part designed to hold store or receive them This exception does not apply if the "bodily injury" or "property damage" arises out of the intentional discharge, dispersal or release of the fuels, lubricants or other operating fluids, or if such fuels, lubricants or other operating fluids are brought on or to the premises, site or location with the intent that they be discharged, dispersed or released as part of the operations being performed by such insured, contractor or subcontractor; (ii) "Bodily injury" or "property damage" sustained within a building and caused by the release of gases fumes or vapors from materials brought into that building in connection with operations being performed by you or on your behalf by a contractor or subcontractor. or (iii) "Bodily injury" or "property damage" arising out of heat, smoke or fumes from a "hostile fire or (e) At or from any premises, site or location on which any insured or any contractors or subcontractors working (i) HG 00 01 09 16 Page 3 of 21 directly or indirectly on any insured's behalf are performing operations if the operations are to test for, monitor clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to or assess the effects of, "pollutants" (2) Any loss, cost or expense arising out of any. (a) Request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up remove contain treat, detoxify or neutralize, or in any way respond to, or assess the effects of "pollutants", or (b) Claim or suit by or on behalf of a governmental authority for damages because of testing for, monitoring cleaning up, removing containing, treating, detoxifying or neutralizing or in any way responding to, or assessing the effects of, "pollutants" However, this paragraph does not apply to liability for damages because of "property damage" that the insured would have in the absence of such request, demand, order or statutory or regulatory requirement, or such claim or "suit" by or on behalf of a governmental authority g Aircraft, Auto Or Watercraft "Bodily injury" or "property damage" arising out of the ownership, maintenance, use or entrustment to others of any aircraft, "auto" or watercraft owned or operated by or rented or loaned to any insured Use includes operation and "loading or unloading" This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured if the "occurrence" which caused the "bodily injury" or "property damage" involved the ownership maintenance, use or entrustment to others of any aircraft, "auto" or watercraft that is owned or operated by or rented or loaned to any insured This exclusion does not apply to (1) A watercraft while ashore on premises you own or rent; (2) A watercraft you do not own that is (a) Less than 51 feet long, and (b) Not being used to carry persons for a charge, (3) Parking an "auto" on or on the ways next to, premises you own or rent, provided the "auto" is not owned by or rented or loaned to you or the insured, (4) Liability assumed under any "insured contract" for the ownership, maintenance or use of aircraft or watercraft; (5) "Bodily injury" or "property damage" arising out of (a) The operation of machinery or equipment that is attached to, or part of, a land vehicle that would qualify under the definition of "mobile equipment" if it were not subject to a compulsory or financial responsibility law or other motor vehicle insurance law where it is licensed or principally garaged, or (b) The operation of any of the machinery or equipment listed in Paragraph f.(2) or f (3) of the definition of "mobile equipment", or (6) An aircraft that is not owned by any insured and is hired, chartered or loaned with a paid crew However, this exception does not apply if the insured has any other insurance for such "bodily injury" or "property damage", whether the other insurance is primary, excess, contingent or on any other basis. h Mobile Equipment "Bodily injury" or "property damage" arising out of (1) The transportation of "mobile equipment" by an "auto" owned or operated by or rented or loaned to any insured or (2) The use of "mobile equipment" in or while in practice for, or while being prepared for any prearranged racing, speed, demolition, or stunting activity i War "Bodily injury" or "property damage", however caused, arising directly or indirectly out of. (1) War including undeclared or civil war; (2) Warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any government, sovereign or other authority using military personnel or other agents (3) or Insurrection rebellion, revolution, usurped power, or action taken by governmental authority in hindering or defending against any of these Damage To Property "Property damage" to Page 4 of 21 HG 00 01 09 16 (1) Property you own, rent, or occupy, including any costs or expenses incurred by you or any other person, organization or entity, for repair, replacement, enhancement, restoration or maintenance of such property for any reason, including prevention of injury to a person or damage to another's property; (2) Premises you sell give away or abandon, if the "property damage" arises out of any part of those premises, (3) (4) Personal property in the care, custody or control of the insured, That particular part of real property on which you or any contractors or subcontractors working directly or indirectly on your behalf are performing operations, if the "property damage" arises out of those operations, or (6) That particular part of any property that must be restored repaired or replaced because "your work" was incorrectly performed on it. Paragraphs (1), (3) and (4) of this exclusion do not apply to "property damage" (other than damage by fire) to premises, including the contents of such premises, rented to you for a period of seven or fewer consecutive days A separate limit of insurance applies to Damage To Premises Rented To You as described in Section III — Limits Of Insurance Paragraph (2) of this exclusion does not apply if the premises are "your work" and were never occupied, rented or held for rental by you Paragraphs (3) and (4) of this exclusion do not apply to "property damage" arising from the use of elevators Paragraphs (3), (4), (5) and (6) of this exclusion do not apply to liability assumed under a sidetrack agreement. Paragraphs (3) and (4) of this exclusion do not apply to "property damage" to borrowed equipment while not being used to perform operations at the job site Paragraph (6) of this exclusion does not apply to "property damage" included in the "products -completed operations hazard" k. Damage To Your Product "Property damage" to "your product" arising out of it or any part of it. I. Damage To Your Work "Property damage" to "your work" arising out of it or any part of it and included in the "products -completed operations hazard" (5) Property loaned to you, This exclusion does not apply if the damaged work or the work out of which the damage arises was performed on your behalf by a subcontractor m. Damage To Impaired Property Or Property Not Physically Injured "Property damage" to "impaired property" or property that has not been physically injured, arising out of. (1) A defect, deficiency, inadequacy or dangerous condition in "your product" or "your work"; or (2) A delay or failure by you or anyone acting on your behalf to perform a contract or agreement in accordance with its terms This exclusion does not apply to the loss of use of other property arising out of sudden and accidental physical injury to "your product" or "your work" after it has been put to its intended use n Recall Of Products, Work Or Impaired Property Damages claimed for any loss, cost or expense incurred by you or others for the loss of use, withdrawal, recall, inspection, repair, replacement, adjustment, removal or disposal of. (1) "Your product", (2) "Your work", or (3) "Impaired property", if such product, work, or property is withdrawn or recalled from the market or from use by any person or organization because of a known or suspected defect, deficiency, inadequacy or dangerous condition in it. o Personal And Advertising Injury "Bodily injury" arising out of "personal and advertising injury" p Access or Disclosure Of Confidential Or Personal Information And Data -related Liability Damages arising out of. (1) Any access to or disclosure of any person's or organization's confidential or personal information, including patents trade secrets processing methods customer lists, financial information credit card information, health information or any other type of nonpublic information, or (2) The loss of, loss of use of damage to, corruption of, inability to access, or inability to manipulate electronic data. This exclusion applies even if damages are claimed for notification costs credit monitoring expenses, forensic expenses HG 00 01 09 16 Page 5 of 21 public relations expenses or any other loss, cost or expense incurred by you or others arising out of that which is described in Paragraph (1) or (2) above, However, unless Paragraph (1) above applies, this exclusion does not apply to damages because of "bodily injury" As used in this exclusion, electronic data means information, facts or programs stored as or on created or used on, or transmitted to or from computer software including systems and applications software, hard or floppy disks CD-ROMS, tapes, drives, cells, data processing devices or any other media which are used with electronically controlled equipment. q Employment -Related Practices "Bodily injury" to (1) A person arising out of any "employment — related practices"; or (2) The spouse, child parent, brother or sister of that person as a consequence of "bodily injury" to that person at whom any "employment -related practices" are directed This exclusion applies (1) Whether the injury -causing event described in the definition of "employment related practices" occurs before employment, during employment or after employment of that person, (2) Whether the insured may be liable as an employer or in any other capacity; and To any obligation to share damages with or repay someone else who must pay damages because of the injury r Asbestos (1) "Bodily injury" or "property damage" arising out of the "asbestos hazard" (2) Any damages judgments settlements, loss, costs or expenses that: (a) May be awarded or incurred by reason of any claim or suit alleging actual or threatened injury or damage of any nature or kind to persons or property which would not have occurred in whole or in part but for the "asbestos hazard" (b) Arise out of any request, demand order or statutory or regulatory requirement that any insured or others test for, monitor clean up, remove encapsulate, contain, treat, detoxify or neutralize or in any way respond to or (3) assess the effects of an "asbestos hazard", or (c) Arise out of any claim or suit for damages because of testing for, monitoring, cleaning up, removing, encapsulating, containing, treating, detoxifying or neutralizing or in any way responding to or assessing the effects of an "asbestos hazard" s. Recording And Distribution Of Material Or Information In Violation Of Law "Bodily injury" or "property damage" arising directly or indirectly out of any action or omission that violates or is alleged to violate (1) The Telephone Consumer Protection Act (TCPA) including any amendment of or addition to such law (2) The CAN-SPAM Act of 2003, including any amendment of or addition to such law: The Fair Credit Reporting Act (FCRA), and any amendment of or addition to such law, including the Fair and Accurate Credit Transaction Act (FACTA) or (4) Any federal, state or local statute ordinance or regulation other than the TCPA or CAN-SPAM Act of 2003 or FCRA and their amendments and additions that addresses, prohibits or limits the printing, dissemination, disposal, collecting, recording, sending, transmitting, communicating or distribution of material or information. Damage To Premises Rented To You — Exception For Damage By Fire, Lightning Or Explosion Exclusions c. through h and j through n do not apply to damage by fire, lightning or explosion to premises while rented to you or temporarily occupied by you with permission of the owner A separate limit of insurance applies to this coverage as described in Section III — Limits Of Insurance. COVERAGE B PERSONAL AND ADVERTISING INJURY LIABILITY (3) 1 Insuring Agreement a. We will pay those sums that the insured becomes legally obligated to pay as damages because of "personal and advertising injury" to which this insurance applies We will have the right and duty to defend the insured against any "suit" seeking those damages However, we will have no duty to defend the insured against any "suit" seeking damages for "personal and advertising injury" to which this insurance does not apply We may, at our Page 6 of 21 HG 00 01 0916 discretion, investigate any offense and settle any claim or "suit" that may result. But: (1) The amount we will pay for damages is limited as described in Section III — Limits Of Insurance, and (2) Our right and duty to defend end when we have used up the applicable limit of insurance in the payment of judgments or settlements under Coverages A or B or medical expenses under Coverage C No other obligation or liability to pay sums or perform acts or services is covered unless explicitly provided for under Supplementary Payments — Coverages A and B. b This insurance applies to "personal and advertising injury" caused by an offense arising out of your business but only if the offense was committed in the "coverage territory" during the policy period 2. Exclusions This insurance does not apply to a. Knowing Violation Of Rights Of Another "Personal and advertising injury" arising out of an offense committed by, at the direction or with the consent or acquiescence of the insured with the expectation of inflicting "personal and advertising injury" b Material Published With Knowledge Of Falsity "Personal and advertising injury" arising out of oral, written or electronic publication in any manner, of material, if done by or at the direction of the insured with knowledge of its falsity c. Material Published Prior To Policy Period "Personal and advertising injury" arising out of oral, written or electronic publication in any manner of material whose first publication took place before the beginning of the policy period d Criminal Acts "Personal and advertising injury" arising out of a criminal act committed by or at the direction of the insured e. Contractual Liability "Personal and advertising injury" for which the insured has assumed liability in a contract or agreement. This exclusion does not apply to liability for damages that the insured would have in the absence of the contract or agreement. f Breach Of Contract "Personal and advertising injury" arising out of a breach of contract, except an implied contract to use another's "advertising idea" in your "advertisement" g Quality Or Performance Of Goods Failure To Conform To Statements "Personal and advertising injury" arising out of the failure of goods, products or services to conform with any statement of quality or performance made in your "advertisement" h Wrong Description Of Prices "Personal and advertising injury" arising out of the wrong description of the price of goods, products or services i Infringement Of Intellectual Property Rights (1) "Personal and advertising injury" arising out of any actual or alleged infringement or violation of any intellectual property rights such as copyright, patent, trademark, trade name, trade secret, trade dress, service mark or other designation of origin or authenticity or (2) Any injury or damage alleged in any clam or "suit" that also alleges an infringement or violation of any intellectual property right, whether such allegation of infringement or violation is made by you or by any other party involved in the claim or "suit", regardless of whether this insurance would otherwise apply However, this exclusion does not apply if the only allegation in the claim or "suit" involving any intellectual property right is limited to (1) Infringement, in your "advertisement", of: (a) Copyright; (b) Slogan, or (c) Title of any literary or artistic work; or (2) Copying, in your "advertisement" a person s or organization's "advertising idea" or style of "advertisement" Insureds In Media And Internet Type Businesses "Personal and advertising injury" committed by an insured whose business is (1) Advertising, broadcasting, publishing or telecasting (2) Designing or determining content of web sites for others, or (3) An Internet search access content or service provider However, this exclusion does not apply to Paragraphs a , b and c. of the definition of "personal and advertising injury" under the Definitions Section HG 00 01 0916 Page 7 of 21 For the purposes of this exclusion, the placing of frames, borders or links, or advertising, for you or others anywhere on the Internet, is not by itself considered the business of advertising, broadcasting, publishing or telecasting k. Electronic Chatrooms Or Bulletin Boards "Personal and advertising injury" arising out of an electronic chatroom or bulletin board the insured hosts, owns or over which the insured exercises control I. Unauthorized Use Of Another's Name Or Product "Personal and advertising injury" arising out of the unauthorized use of another's name or product in your e-mail address, domain name or metatags or any other similar tactics to mislead another's potential customers m. Pollution "Personal and advertising injury" arising out of the actual, alleged or threatened discharge dispersal, seepage, migration, release or escape of "pollutants" at any time n Pollution -Related Any loss, cost or expense arising out of any. (1) Request, demand, order or statutory or regulatory requirement that any insured or others test for monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of "pollutants", or (2) Claim or suit by or on behalf of a governmental authority for damages because of testing for, monitoring, cleaning up removing, containing, treating, detoxifying or neutralizing, or in any way responding to, or assessing the effects of, "pollutants" o War "Personal and advertising injury" however caused, arising, directly or indirectly, out of (1) (2) (3) War including undeclared or civil war. Warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any government, sovereign or other authority using military personnel or other agents or Insurrection, rebellion, revolution, usurped power, or action taken by governmental authority in hindering or defending against any of these p Internet Advertisements And Content Of Others "Personal and advertising injury" arising out of (1) An "advertisement" for others on your web site, (2) Placing a link to a web site of others on your web site, Content, including information, sounds text, graphics or images from a web site of others displayed within a frame or border on your web site, or (4) Computer code, software or programming used to enable (a) Your web site or (b) The presentation or functionality of an "advertisement" or other content on your web site q Right Of Privacy Created By Statute "Personal and advertising injury" arising out of the violation of a person's right of privacy created by any state or federal act. However, this exclusion does not apply to liability for damages that the insured would have in the absence of such state or federal act. r Violation Of Anti -Trust law "Personal and advertising injury" arising out of a violation of any anti-trust law s. Securities "Personal and advertising injury" arising out of the fluctuation in price or value of any stocks, bonds or other securities t. Recording And Distribution Of Material Or Information In Violation Of Law "Personal and advertising injury" arising directly or indirectly out of any action or omission that violates or is alleged to violate (1) The Telephone Consumer Protection Act (TCPA), including any amendment of or addition to such law (2) The CAN-SPAM Act of 2003, including any amendment of or addition to such law; The Fair Credit Reporting Act (FCRA) and any amendment of or addition to such law, including the Fair and Accurate Credit Transaction Act (FACTA) or (4) Any federal, state or local statute, ordinance or regulation other than the TCPA or CAN-SPAM Act of 2003 or FCRA and their amendments and additions that addresses, prohibits or limits the printing, dissemination disposal, collecting, recording sending, transmitting communicating or distribution of material or information (3) (3) Page 8 of 21 HG 00 01 09 16 u Employment -Related Practices "Personal and advertising injury" to (1) A person arising out of any "employment — related practices", or (2) The spouse, child, parent, brother or sister of that person as a consequence of "personal and advertising injury" to that person at whom any "employment -related practices" are directed This exclusion applies (1) Whether the injury -causing event described in the definition of "employment - related practices" occurs before employment, during employment or after employment of that person, (2) Whether the insured may be liable as an employer or in any other capacity; and To any obligation to share damages with or repay someone else who must pay damages because of the injury v Asbestos (1) "Personal and advertising injury" arising out of the "asbestos hazard" (2) Any damages, judgments settlements, loss, costs or expenses that: (a) May be awarded or incurred by reason of any claim or suit alleging actual or threatened injury or damage of any nature or kind to persons or property which would not have occurred in whole or in part but for the "asbestos hazard", (b) Arise out of any request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor clean up, remove encapsulate, contain treat, detoxify or neutralize or in any way respond to or assess the effects of an "asbestos hazard", or (c) Arise out of any claim or suit for damages because of testing for monitoring, cleaning up, removing, encapsulating containing treating, detoxifying or neutralizing or in any way responding to or assessing the effects of an "asbestos hazard" w Access Or Disclosure Of Confidential Or Personal Information "Personal and advertising injury" arising out of any access to or disclosure of any person's or organization's confidential or personal information, including patents, trade secrets, processing methods customer lists, financial information, credit card information, health (3) information or any other type of nonpublic information This exclusion applies even if damages are claimed for notification costs credit monitoring expenses forensic expenses, public relations expenses or any other loss, cost or expense incurred by you or others arising out of any access to or disclosure of any person's or organization's confidential or personal information COVERAGE C MEDICAL PAYMENTS 1 Insuring Agreement a. We will pay medical expenses as described below for "bodily injury" caused by an accident. (1) On premises you own or rent; (2) On ways next to premises you own or rent; or (3) Because of your operations, provided that: The accident takes place in the "coverage territory" and during the policy period, (2) The expenses are incurred and reported to us within three years of the date of the accident; and The injured person submits to examination, at our expense, by physicians of our choice as often as we reasonably require b We will make these payments regardless of fault. These payments will not exceed the applicable limit of insurance We will pay reasonable expenses for. (1) First aid administered at the time of an accident; (2) Necessary medical surgical X-ray and dental services, including prosthetic devices, and (3) Necessary ambulance hospital professional nursing and funeral services 2. Exclusions We will not pay expenses for "bodily injury a. Any Insured To any insured except "volunteer workers" b. Hired Person To a person hired to do work for or on behalf of any insured or a tenant of any insured c. Injury On Normally Occupied Premises To a person injured on that part of premises you own or rent that the person normally occupies d Workers Compensation And Similar Laws To a person, whether or not an "employee" of (1) (3) H000010916 Page9of21 any insured, if benefits for the "bodily injury" are payable or must be provided under a workers' compensation or disability benefits law or a similar law e. Athletics Activities To a person injured while practicing, instructing or participating in any physical exercises or games, sports or athletic contests. f Products -Completed Operations Hazard Included within the "products -completed operations hazard" g Coverage A Exclusions Excluded under Coverage A. SUPPLEMENTARY PAYMENTS — COVERAGES A AND B 1 We will pay, with respect to any claim we investigate or settle or any "suit" against an insured we defend a. All expenses we incur b. Up to $1,000 for cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies We do not have to furnish these bonds c. The cost of appeal bonds or bonds to release attachments, but only for bond amounts within the applicable limit of insurance We do not have to furnish these bonds d All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or "suit", including actual loss of earnings up to $500 a day because of time off from work. e. All court costs taxed against the insured in the "suit" However, such costs do not include attorneys' fees, attorneys' expenses, witness or expert fees, or any other expenses of a party taxed to the insured f Prejudgment interest awarded against the insured on that part of the judgment we pay If we make an offer to pay the applicable limit of insurance, we will not pay any prejudgment interest based on that period of time after the offer g All interest on the full amount of any judgment that accrues after entry of the judgment and before we have paid, offered to pay, or deposited in court the part of the judgment that is within the applicable limit of insurance These payments will not reduce the limits of insurance 2. If we defend an insured against a "suit" and an indemnitee of the insured is also named as a party to the "suit", we will defend that indemnitee if all of the following conditions are met: a. The "suit" against the indemnitee seeks damages for which the insured has assumed the liability of the indemnitee in a contract or agreement that is an "insured contract"' b. This insurance applies to such liability assumed by the insured, c. The obligation to defend or the cost of the defense of, that indemnitee has also been assumed by the insured in the same "insured contract", d The allegations in the "suit" and the information we know about the "occurrence" are such that no conflict appears to exist between the interests of the insured and the interests of the indemnitee, e. The indemnitee and the insured ask us to conduct and control the defense of that indemnitee against such "suit" and agree that we can assign the same counsel to defend the insured and the indemnitee, and f The indemnitee (1) Agrees in writing to (a) Cooperate with us in the investigation, settlement or defense of the "suit" (b) Immediately send us copies of any demands, notices summonses or legal papers received in connection with the "suit", (c) Notify any other insurer whose coverage is available to the indemnitee, and (d) Cooperate with us with respect to coordinating other applicable insurance available to the indemnitee, and (2) Provides us with written authorization to (a) Obtain records and other information related to the "suit", and (b) Conduct and control the defense of the indemnitee in such "suit" So long as the above conditions are met, attorneys' fees incurred by us in the defense of that indemnitee necessary litigation expenses incurred by us and necessary litigation expenses incurred by the indemnitee at our request will be paid as Supplementary Payments. Notwithstanding the provisions of Paragraph 2 b (2) of Section I — Coverage A — Bodily Injury And Property Damage Liability, such payments will not be deemed to be damages for "bodily injury" and "property damage" and will not reduce the limits of insurance Page 10 of 21 HG 00 01 09 16 Our obligation to defend an insured's indemnitee and to pay for attorneys' fees and necessary litigation expenses as Supplementary Payments ends when a. We have used up the applicable limit of insurance in the payment of judgments or settlements or b The conditions set forth above, or the terms of the agreement described in Paragraph f above, are no longer met. SECTION II — WHO IS AN INSURED 1 If you are designated in the Declarations as a. An individual you and your spouse are insureds but only with respect to the conduct of a business of which you are the sole owner b A partnership or joint venture, you are an insured Your members, your partners, and their spouses are also insureds but only with respect to the conduct of your business c. A limited liability company, you are an insured Your members are also insureds, but only with respect to the conduct of your business Your managers are insureds, but only with respect to their duties as your managers d An organization other than a partnership, joint venture or limited liability company you are an insured Your "executive officers" and directors are insureds, but only with respect to their duties as your officers or directors Your stockholders are also insureds but only with respect to their liability as stockholders e. A trust, you are an insured Your trustees are also insureds, but only with respect to their duties as trustees 2. Each of the following is also an insured a. Employees And Volunteer Workers Your "volunteer workers" only while performing duties related to the conduct of your business, or your "employees" other than either your "executive officers" (if you are an organization other than a partnership, joint venture or limited liability company) or your managers (if you are a limited liability company) but only for acts within the scope of their employment by you or while performing duties related to the conduct of your business However, none of these "employees" or "volunteer workers" are insureds for (1) "Bodily injury" or "personal and advertising injury" (a) To you to your partners or members (if you are a partnership or joint venture), to your members (if you are a limited liability company), to a co -"employee" while in the course of his or her employment or performing duties related to the conduct of your business or to your other "volunteer workers" while performing duties related to the conduct of your business, (b) To the spouse, child parent, brother or sister of that co -"employee" or that "volunteer worker" as a consequence of Paragraph (1)(a) above (c) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraphs (1)(a) or (1)(b) above, or (d) Arising out of his or her providing or failing to provide professional health care services If you are not in the business of providing professional health care services (a) Subparagraphs (1)(a), (1)(b) and (1)(c) above do not apply to any "employee" or "volunteer worker" providing first aid services, and (b) Subparagraph (1)(d) above does not apply to any nurse, emergency medical technician or paramedic employed by you to provide such services (2) "Property damage" to property (a) Owned occupied or used by, (b) Rented to, in the care, custody or control of, or over which physical control is being exercised for any purpose by you, any of your "employees", "volunteer workers" any partner or member (if you are a partnership or joint venture), or any member (if you are a limited liability company) b. Real Estate Manager Any person (other than your "employee" or "volunteer worker"), or any organization while acting as your real estate manager c. Temporary Custodians Of Your Property Any person or organization having proper temporary custody of your property if you die, but only (1) With respect to liability arising out of the maintenance or use of that property; and (2) Until your legal representative has been appointed d Legal Representative If You Die Your legal representative if you die, but only HG 00 01 09 16 Page 11 of 21 with respect to duties as such That representative will have all your rights and duties under this Coverage Part. e. Unnamed Subsidiary Any subsidiary, and subsidiary thereof, of yours which is a legally incorporated entity of which you own a financial interest of more than 50% of the voting stock on the effective date of the Coverage Part. The insurance afforded herein for any subsidiary not named in this Coverage Part as a named insured does not apply to injury or damage with respect to which such insured is also a named insured under another policy or would be a named insured under such policy but for its termination or the exhaustion of its limits of insurance 3. Newly Acquired Or Formed Organization Any organization you newly acquire or form, other than a partnership, joint venture or limited liability company, and over which you maintain financial interest of more than 50% of the voting stock, will qualify as a Named Insured if there is no other similar insurance available to that organization However a. Coverage under this provision is afforded only until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier; b. Coverage A does not apply to "bodily injury" or "property damage" that occurred before you acquired or formed the organization, and c. Coverage B does not apply to "personal and advertising injury" arising out of an offense committed before you acquired or formed the organization 4 Nonowned Watercraft With respect to watercraft you do not own that is less than 51 feet long and is not being used to carry persons for a charge, any person is an insured while operating such watercraft with your permission Any other person or organization responsible for the conduct of such person is also an insured, but only with respect to liability arising out of the operation of the watercraft, and only if no other insurance of any kind is available to that person or organization for this liability However, no person or organization is an insured with respect to a. "Bodily injury" to a co -"employee" of the person operating the watercraft; or b "Property damage" to property owned by, rented to, in the charge of or occupied by you or the employer of any person who is an insured under this provision 5. Additional Insureds When Required By Written Contract, Written Agreement Or Permit The following person(s) or organization(s) are an additional insured when you have agreed, in a written contract, written agreement or because of a permit issued by a state or political subdivision that such person or organization be added as an additional insured on your policy, provided the injury or damage occurs subsequent to the execution of the contract or agreement. A person or organization is an additional insured under this provision only for that period of time required by the contract or agreement. However, no such person or organization is an insured under this provision if such person or organization is included as an insured by an endorsement issued by us and made a part of this Coverage Part. a. Vendors Any person(s) or organization(s) (referred to below as vendor) but only with respect to "bodily injury" or "property damage" arising out of "your products" which are distributed or sold in the regular course of the vendor's business and only if this Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products -completed operations hazard" (1) The insurance afforded the vendor is subject to the following additional exclusions This insurance does not apply to (a) "Bodily injury" or "property damage" for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; (b) Any express warranty unauthorized by you, (c) Any physical or chemical change in the product made intentionally by the vendor; (d) Repackaging except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; (e) Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally Page 12 of 21 HG 00 01 09 16 undertakes to make in the usual course of business, in connection with the distribution or sale of the products, Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection with the sale of the product; Products which, after distribution or sale by you have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or (h) "Bodily injury" or "property damage" arising out of the sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf However, this exclusion does not apply to (i) The exceptions contained in Sub- paragraphs (d) or (f) or (ii) Such inspections, adjustments tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products (2) This insurance does not apply to any insured person or organization from whom you have acquired such products or any ingredient, part or container, entering into, accompanying or containing such products. b Lessors Of Equipment (1) (f) (g) Any person(s) or organization(s) from whom you lease equipment; but only with respect to their liability for "bodily injury", "property damage" or "personal and advertising injury" caused in whole or in part, by your maintenance, operation or use of equipment leased to you by such person(s) or organization(s) (2) With respect to the insurance afforded to these additional insureds this insurance does not apply to any "occurrence" which takes place after the equipment lease expires c. Lessors Of Land Or Premises Any person or organization from whom you lease land or premises but only with respect to liability arising out of the ownership maintenance or use of that part of the land or premises leased to you With respect to the insurance afforded these additional insureds the following additional exclusions apply This insurance does not apply to 1 Any "occurrence" which takes place after you cease to lease that land, or 2. Structural alterations, new construction or demolition operations performed by or on behalf of such person or organization d Architects, Engineers Or Surveyors Any architect, engineer, or surveyor, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf. (1) In connection with your premises, or (2) In the performance of your ongoing operations performed by you or on your behalf With respect to the insurance afforded these additional insureds, the following additional exclusion applies This insurance does not apply to "bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of or the failure to render any professional services by or for you, including 1 The preparing, approving or failing to prepare or approve maps, shop drawings opinions, reports, surveys, field orders change orders or drawings and specifications, or 2. Supervisory inspection, architectural or engineering activities. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "property damage", or the offense which caused the "personal and advertising injury", involved the rendering of or the failure to render any professional services by or for you e. Permits Issued By State Or Political Subdivisions Any state or political subdivision, but only with respect to operations performed by you or on your behalf for which the state or political subdivision has issued a permit. With respect to the insurance afforded these additional insureds, this insurance does not apply to (1) "Bodily injury" "property damage" or "personal and advertising injury" arising out of operations performed for the state or municipality; or HG 00 01 09 16 Page 13 of 21 (2) "Bodily injury" or "property damage" included within the "products -completed operations hazard" f Any Other Party Any other person or organization who is not an additional insured under Paragraphs a. through e above, but only with respect to liability for "bodily injury" "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf. (1) In the performance of your ongoing operations, (2) In connection with your premises owned by or rented to you, or (3) In connection with "your work" and included within the "products -completed operations hazard", but only if (a) The written contract or agreement requires you to provide such coverage to such additional insured, and (b) This Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products - completed operations hazard" However. (1) The insurance afforded to such additional insured only applies to the extent permitted by law. and (2) If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured With respect to the insurance afforded to these additional insureds, this insurance does not apply to "Bodily injury" "property damage" or "personal and advertising injury" arising out of the rendering of, or the failure to render, any professional architectural, engineering or surveying services including (1) The preparing, approving, or failing to prepare or approve maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications, or (2) Supervisory, inspection architectural or engineering activities This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "property damage", or the offense which caused the "personal and advertising injury", involved the rendering of or the failure to render any professional services by or for you The limits of insurance that apply to additional insureds is described in Section III — Limits Of Insurance How this insurance applies when other insurance is available to the additional insured is described in the Other Insurance Condition in Section IV — Commercial General Liability Conditions No person or organization is an insured with respect to the conduct of any current or past partnership joint venture or limited liability company that is not shown as a Named Insured in the Declarations SECTION III — LIMITS OF INSURANCE 1 The Most We Will Pay The Limits of Insurance shown in the Declarations and the rules below fix the most we will pay regardless of the number of. a. Insureds, b Claims made or "suits" brought; or c. Persons or organizations making claims or bringing "suits" 2. General Aggregate Limit The General Aggregate Limit is the most we will pay for the sum of. a. Medical expenses under Coverage C, b. Damages under Coverage A, except damages because of "bodily injury" or "property damage" included in the "products - completed operations hazard"; and c. Damages under Coverage B. 3 Products -Completed Operations Aggregate Limit The Products -Completed Operations Aggregate Limit is the most we will pay under Coverage A for damages because of "bodily injury" and "property damage" included in the "products - completed operations hazard" 4 Personal And Advertising Injury Limit Subject to 2. above, the Personal and Advertising Injury Limit/ is the most we will pay under Coverage B for the sum of all damages because of all "personal and advertising injury" sustained by any one person or organization 5 Each Occurrence Limit Subject to 2. or 3 above whichever applies the Each Occurrence Limit is the most we will pay for the sum of a. Damages under Coverage A, and Page14of21 H000010916 b. Medical expenses under Coverage C because of all "bodily injury" and "property damage" arising out of any one "occurrence" 6. Damage To Premises Rented To You Limit Subject to 5. above the Damage To Premises Rented To You Limit is the most we will pay under Coverage A for damages because of "property damage" to any one premises while rented to you, or in the case of damage by fire, lightning or explosion, while rented to you or temporarily occupied by you with permission of the owner In the case of damage by fire lightning or explosion, the Damage to Premises Rented To You Limit applies to all damage proximately caused by the same event, whether such damage results from fire lightning or explosion or any combination of these 7 Medical Expense Limit Subject to 5 above the Medical Expense Limit is the most we will pay under Coverage C for all medical expenses because of "bodily injury" sustained by any one person 8. How Limits Apply To Additional Insureds If you have agreed in a written contract or written agreement that another person or organization be added as an additional insured on your policy the most we will pay on behalf of such additional insured is the lesser of. a. The limits of insurance specified in the written contract or written agreement; or b. The Limits of Insurance shown in the Declarations. Such amount shall be a part of and not in addition to Limits of Insurance shown in the Declarations and described in this Section The Limits of Insurance of this Coverage Part apply separately to each consecutive annual period and to any remaining period of less than 12 months, starting with the beginning of the policy period shown in the Declarations, unless the policy period is extended after issuance for an additional period of less than 12 months In that case, the additional period will be deemed part of the last preceding period for purposes of determining the Limits of Insurance SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS 1 Bankruptcy Bankruptcy or insolvency of the insured or of the insured's estate will not relieve us of our obligations under this Coverage Part. 2. Duties In The Event Of Occurrence, Offense, Claim Or Suit a. Notice Of Occurrence Or Offense You or any additional insured must see to it that we are notified as soon as practicable of an "occurrence" or an offense which may result in a claim To the extent possible, notice should include (1) How when and where the "occurrence" or offense took place, (2) The names and addresses of any injured persons and witnesses, and The nature and location of any injury or damage arising out of the "occurrence" or offense b. Notice Of Claim If a claim is made or "suit" is brought against any insured, you or any additional insured must: (1) Immediately record the specifics of the claim or "suit" and the date received, and (2) Notify us as soon as practicable. You or any additional insured must see to it that we receive written notice of the claim or "suit" as soon as practicable c. Assistance And Cooperation Of The Insured You and any other involved insured must: (1) Immediately send us copies of any demands, notices, summonses or legal papers received in connection with the claim or "suit" (2) Authorize us to obtain records and other information, Cooperate with us in the investigation or settlement of the claim or defense against the "suit", and (4) Assist us, upon our request, in the enforcement of any right against any person or organization which may be liable to the insured because of injury or damage to which this insurance may also apply d Obligations At The Insureds Own Cost No insured will, except at that insured's own cost, voluntarily make a payment, assume any obligation, or incur any expense other than for first aid, without our consent. e. Additional Insureds Other Insurance If we cover a claim or "suit" under this Coverage Part that may also be covered by other insurance available to an additional insured such additional insured must submit such claim or "suit" to the other insurer for defense and indemnity However, this provision does not apply to the extent that you have agreed in a written (3) (3) HG 00 01 09 16 Page 15 of 21 contract or written agreement that this insurance is primary and non-contributory with the additional insured's own insurance f Knowledge Of An Occurrence, Offense, Claim Or Suit Paragraphs a. and b apply to you or to any additional insured only when such "occurrence", offense claim or "suit" is known to (1) You or any additional insured that is an individual, (2) Any partner, if you or the additional insured is a partnership Any manager if you or the additional insured is a limited liability company; (4) Any "executive officer" or insurance manager, if you or the additional insured is a corporation, Any trustee, if you or the additional insured is a trust; or (6) Any elected or appointed official, if you or the additional insured is a political subdivision or public entity This duty applies separately to you and any additional insured 3. Legal Action Against Us No person or organization has a right under this Coverage Part: a. To join us as a party or otherwise bring us into a "suit" asking for damages from an insured, or b To sue us on this Coverage Part unless all of its terms have been fully complied with A person or organization may sue us to recover on an agreed settlement or on a final judgment against an insured, but we will not be liable for damages that are not payable under the terms of this Coverage Part or that are in excess of the applicable limit of insurance An agreed settlement means a settlement and release of liability signed by us, the insured and the claimant or the claimant's legal representative 4 Other Insurance If other valid and collectible insurance is available to the insured for a loss we cover under Coverages A or B of this Coverage Part, our obligations are limited as follows a. Primary Insurance This insurance is primary except when b. below applies If other insurance is also primary we will share with all that other insurance by the method described in c. below (3) (5) b Excess Insurance This insurance is excess over any of the other insurance, whether primary, excess, contingent or on any other basis (1) Your Work That is Fire, Extended Coverage, Builder's Risk, Installation Risk or similar coverage for "your work" (2) Premises Rented To You That is fire lightning or explosion insurance for premises rented to you or temporarily occupied by you with permission of the owner; Tenant Liability That is insurance purchased by you to cover your liability as a tenant for "property damage" to premises rented to you or temporarily occupied by you with permission of the owner; (4) Aircraft, Auto Or Watercraft If the loss arises out of the maintenance or use of aircraft, "autos" or watercraft to the extent not subject to Exclusion g of Section I — Coverage A — Bodily Injury And Property Damage Liability; Property Damage To Borrowed Equipment Or Use Of Elevators If the loss arises out of "property damage" to borrowed equipment or the use of elevators to the extent not subject to Exclusion j of Section I - Coverage A - Bodily Injury And Property Damage Liability (6) When You Are Added As An Additional Insured To Other Insurance Any other insurance available to you covering liability for damages arising out of the premises or operations or products and completed operations, for which you have been added as an additional insured by that insurance, or When You Add Others As An Additional Insured To This Insurance Any other insurance available to an additional insured However the following provisions apply to other insurance available to any person or organization who is an additional insured under this coverage part. (a) Primary Insurance When Required By Contract This insurance is primary if you have agreed in a written contract or written agreement that this insurance be primary If other insurance is also (3) (5) (7) Page 16 of 21 HG 00 01 0916 primary we will share with all that other insurance by the method described in c. below (b) Primary And Non -Contributory To Other Insurance When Required By Contract If you have agreed in a written contract, written agreement, or permit that this insurance is primary and non- contributory with the additional insured's own insurance, this insurance is primary and we will not seek contribution from that other insurance Paragraphs (a) and (b) do not apply to other insurance to which the additional insured has been added as an additional insured When this insurance is excess, we will have no duty under Coverages A or B to defend the insured against any "suit" if any other insurer has a duty to defend the insured against that "suit" If no other insurer defends we will undertake to do so, but we will be entitled to the insured's rights against all those other insurers When this insurance is excess over other insurance, we will pay only our share of the amount of the loss, if any, that exceeds the sum of (1) The total amount that all such other insurance would pay for the loss in the absence of this insurance, and (2) The total of all deductible and self -insured amounts under all that other insurance We will share the remaining loss if any, with any other insurance that is not described in this Excess Insurance provision and was not bought specifically to apply in excess of the Limits of Insurance shown in the Declarations of this Coverage Part. c. Method Of Sharing If all of the other insurance permits contribution by equal shares we will follow this method also Under this approach each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains whichever comes first. If any of the other insurance does not permit contribution by equal shares, we will contribute by limits Under this method, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers 5 Premium Audit a. We will compute all premiums for this Coverage Part in accordance with our rules and rates. b. Premium shown in this Coverage Part as advance premium is a deposit premium only At the close of each audit period we will compute the earned premium for that period and send notice to the first Named Insured The due date for audit and retrospective premiums is the date shown as the due date on the bill If the sum of the advance and audit premiums paid for the policy period is greater than the earned premium, we will return the excess to the first Named Insured c. The first Named Insured must keep records of the information we need for premium computation, and send us copies at such times as we may request. 6 Representations a. When You Accept This Policy By accepting this policy, you agree (1) The statements in the Declarations are accurate and complete, (2) Those statements are based upon representations you made to us, and (3) We have issued this policy in reliance upon your representations b Unintentional Failure To Disclose Hazards If unintentionally you should fail to disclose all hazards relating to the conduct of your business that exist at the inception date of this Coverage Part, we shall not deny coverage under this Coverage Part because of such failure. 7 Separation Of Insureds Except with respect to the Limits of Insurance, and any rights or duties specifically assigned in this Coverage Part to the first Named Insured this insurance applies a. As if each Named Insured were the only Named Insured and b. Separately to each insured against whom claim is made or "suit" is brought. 8 Transfer Of Rights Of Recovery Against Others To Us a. Transfer Of Rights Of Recovery If the insured has rights to recover all or part of any payment, including Supplementary Payments, we have made under this Coverage Part, those rights are transferred to us The insured must do nothing after loss to HG 00 01 09 16 Page 17 of 21 impair them At our request, the insured will bring "suit" or transfer those rights to us and help us enforce them b. Waiver Of Rights Of Recovery (Waiver Of Subrogation) If the insured has waived any rights of recovery against any person or organization for all or part of any payment, including Supplementary Payments, we have made under this Coverage Part, we also waive that right, provided the insured waived their rights of recovery against such person or organization in a contract, agreement or permit that was executed prior to the injury or damage 9 When We Do Not Renew If we decide not to renew this Coverage Part, we will mail or deliver to the first Named Insured shown in the Declarations written notice of the nonrenewal not less than 30 days before the expiration date If notice is mailed, proof of mailing will be sufficient proof of notice SECTION V — DEFINITIONS 1 "Advertisement' means the widespread public dissemination of information or images that has the purpose of inducing the sale of goods, products or services through a. (1) Radio, (2) Television, (3) Billboard, (4) Magazine, (5) Newspaper; or b Any other publication that is given widespread public distribution However, "advertisement" does not include a. The design, printed material information or images contained in, on or upon the packaging or labeling of any goods or products or b An interactive conversation between or among persons through a computer network. 2. "Advertising idea" means any idea for an "advertisement" 3. Asbestos hazard" means an exposure or threat of exposure to the actual or alleged properties of asbestos and includes the mere presence of asbestos in any form 4 Auto" means a. A land motor vehicle trailer or semitrailer designed for travel on public roads including any attached machinery or equipment; or b. Any other land vehicle that is subject to a compulsory or financial responsibility law or other motor vehicle insurance law where it is licensed or principally garaged However, "auto" does not include "mobile equipment" 5 "Bodily injury' means physical: a. Injury; b Sickness, or c. Disease sustained by a person and, if arising out of the above, mental anguish or death at any time 6 "Coverage territory" means a. The United States of America (including its territories and possessions) Puerto Rico and Canada, b International waters or airspace but only if the injury or damage occurs in the course of travel or transportation between any places included in a. above, or c. All other parts of the world if the injury or damage arises out of: (1) Goods or products made or sold by you in the territory described in a. above, (2) The activities of a person whose home is in the territory described in a. above, but is away for a short time on your business, or "Personal and advertising injury" offenses that take place through the Internet or similar electronic means of communication provided the insured's responsibility to pay damages is determined in the United States of America (including its territories and possessions), Puerto Rico or Canada, in a "suit" on the merits according to the substantive law in such territory or in a settlement we agree to. 7 "Employee includes a "leased worker" "Employee" does not include a "temporary worker" 8. "Employment -Related Practices" means (3) a. Refusal to employ that person, b. Termination of that person's employment; or c. Employment -related practices, policies acts or omissions such as coercion, demotion, evaluation, reassignment, discipline, defamation, harassment, humiliation, discrimination or malicious prosecution directed at that person 9 "Executive officer' means a person holding any of the officer positions created by your charter constitution by-laws or any other similar governing document. 10 "Hostile fire" means one which becomes uncontrollable or breaks out from where it was intended to be Page 18 of 21 HO 00 01 09 16 11 'Impaired property" means tangible property, other than "your product" or "your work", that cannot be used or is less useful because, a. It incorporates "your product" or "your work" that is known or thought to be defective, deficient, inadequate or dangerous, or b You have failed to fulfill the terms of a contract or agreement; if such property can be restored to use by the repair replacement, adjustment or removal of "your product" or "your work" or your fulfilling the terms of the contract or agreement. 12. 'Insured contract" means a. A contract for a lease of premises However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire, lightning or explosion to premises while rented to you or temporarily occupied by you with permission of the owner is subject to the Damage to Premises Rented To You Limit described in Section III — Limits of Insurance b A sidetrack agreement; c. Any easement or license agreement, including an easement or license agreement in connection with construction or demolition operations on or within 50 feet of a railroad, d An obligation, as required by ordinance, to indemnify a municipality, except in connection with work for a municipality; e. An elevator maintenance agreement; f That part of any other contract or agreement pertaining to your business (including an indemnification of a municipality in connection with work performed for a municipality) under which you assume the tort liability of another party to pay for "bodily injury" or "property damage" to a third person or organization, provided the "bodily injury" or "property damage" is caused, in whole or in part, by you or by those acting on your behalf Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. Paragraph f includes that part of any contract or agreement that indemnifies a railroad for "bodily injury" or "property damage" arising out of construction or demolition operations, within 50 feet of any railroad property and affecting any railroad bridge or trestle, tracks, road -beds tunnel underpass or crossing However Paragraph f does not include that part of any contract or agreement. (1) That indemnifies an architect, engineer or surveyor for injury or damage arising out of. (a) Preparing, approving, or failing to prepare or approve maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications, or (b) Giving directions or instructions or failing to give them, if that is the primary cause of the injury or damage, or (2) Under which the insured, if an architect, engineer or surveyor, assumes liability for an injury or damage arising out of the insured's rendering or failure to render professional services, including those listed in (1) above and supervisory inspection, architectural or engineering activities. 13. 'Leased worker' means a person leased to you by a labor leasing firm under an agreement between you and the labor leasing firm to perform duties related to the conduct of your business "Leased worker" does not include a "temporary worker" 14 'Loading or unloading" means the handling of property. a. After it is moved from the place where it is accepted for movement into or onto an aircraft, watercraft or "auto" b. While it is in or on an aircraft, watercraft or "auto", or c. While it is being moved from an aircraft, watercraft or "auto" to the place where it is finally delivered, but "loading or unloading" does not include the movement of property by means of a mechanical device, other than a hand truck, that is not attached to the aircraft, watercraft or "auto" 15. 'Mobile equipment" means any of the following types of land vehicles, including any attached machinery or equipment: a. Bulldozers, farm machinery, forklifts and other vehicles designed for use principally off public roads, b Vehicles maintained for use solely on or next to premises you own or rent; c Vehicles that travel on crawler treads, d Vehicles, whether self-propelled or not, maintained primarily to provide mobility to permanently mounted (1) Power cranes, shovels loaders diggers or drills, or (2) Road construction or resurfacing equipment such as graders, scrapers or rollers, e. Vehicles not described in a., b., c or d above that are not self-propelled and are maintained HO 00 01 09 16 Page 19 of 21 primarily to provide mobility to permanently attached equipment of the following types (1) Air compressors, pumps and generators, including spraying welding, building cleaning, geophysical exploration, lighting and well servicing equipment; or (2) Cherry pickers and similar devices used to raise or lower workers, f Vehicles not described in a., b , c. or d above maintained primarily for purposes other than the transportation of persons or cargo However, self-propelled vehicles with the following types of permanently attached equipment are not "mobile equipment" but will be considered "autos (1) Equipment designed primarily for. (a) Snow removal (b) Road maintenance, but not construction or resurfacing, or (c) Street cleaning, (2) Cherry pickers and similar devices mounted on automobile or truck chassis and used to raise or lower workers and (3) Air compressors, pumps and generators, including spraying, welding, building cleaning, geophysical exploration, lighting and well servicing equipment. However, "mobile equipment" does not include any land vehicle that is subject to a compulsory or financial responsibility law or other motor vehicle insurance law where it is licensed or principally garaged Land vehicles subject to a compulsory or financial responsibility law or other motor vehicle insurance law are considered "autos" 16 'Occurrence" means an accident, including continuous or repeated exposure to substantially the same general harmful conditions 17 "Personal and advertising injury" means injury, including consequential "bodily injury", arising out of one or more of the following offenses a. False arrest, detention or imprisonment; b. Malicious prosecution, c. The wrongful eviction from, wrongful entry into, or invasion of the right of private occupancy of a room, dwelling or premises that a person or organization occupies, committed by or on behalf of its owner, landlord or lessor; d Oral written or electronic publication in any manner, of material that slanders or libels a person or organization or disparages a person's or organization's goods products or services e. Oral, written or electronic publication in any manner, of material that violates a person's right of privacy; f Copying, in your "advertisement" a person's or organization s "advertising idea" or style of "advertisement"; or g Infringement of copyright, slogan, or title of any literary or artistic work, in your "advertisement" 18 "Pollutants mean any solid, liquid, gaseous or thermal irritant or contaminant, including smoke, vapor, soot, fumes, acids, alkalis, chemicals and waste Waste includes materials to be recycled, reconditioned or reclaimed 19 'Products -completed operations hazard' a. Includes all "bodily injury" and "property damage" occurring away from premises you own or rent and arising out of "your product" or "your work" except: (1) Products that are still in your physical possession, or (2) Work that has not yet been completed or abandoned However "your work" will be deemed completed at the earliest of the following times (a) When all of the work called for in your contract has been completed (b) When all of the work to be done at the job site has been completed if your contract calls for work at more than one job site (c) When that part of the work done at a job site has been put to its intended use by any person or organization other than another contractor or subcontractor working on the same project. Work that may need service, maintenance correction, repair or replacement, but which is otherwise complete, will be treated as completed b. Does not include "bodily injury" or "property damage" arising out of. (1) The transportation of property unless the injury or damage arises out of a condition in or on a vehicle not owned or operated by you, and that condition was created by the "loading or unloading" of that vehicle by any insured, (2) The existence of tools uninstalled equipment or abandoned or unused materials, or Products or operations for which the classification, listed in the Declarations or in a policy Schedule, states that products- (3) Page 20 of 21 HG 00 01 09 16 completed operations are subject to the General Aggregate Limit. 20 "Property damage" means a. Physical injury to tangible property including all resulting loss of use of that property All such loss of use shall be deemed to occur at the time of the physical injury that caused it; or b Loss of use of tangible property that is not physically injured All such loss of use shall be deemed to occur at the time of the "occurrence" that caused it. As used in this definition, computerized or electronically stored data, programs or software are not tangible property Electronic data means information, facts or programs a. Stored as or on, b. Created or used on or c. Transmitted to or from computer software, including systems and applications software hard or floppy disks, CD- ROMS, tapes, drives cells data processing devices or any other media which are used with electronically controlled equipment. 21 "Suit" means a civil proceeding in which damages because of "bodily injury", "property damage" or "personal and advertising injury" to which this insurance applies are alleged "Suit" includes a. An arbitration proceeding in which such damages are claimed and to which the insured must submit or does submit with our consent; or b Any other alternative dispute resolution proceeding in which such damages are claimed and to which the insured submits with our consent. 22."Temporary worker" means a person who is furnished to you to substitute for a permanent "employee" on leave or to meet seasonal or short-term workload conditions 23 'Volunteer worker' means a person who a. Is not your "employee", b Donates his or her work, c. Acts at the direction of and within the scope of duties determined by you and d Is not paid a fee, salary or other compensation by you or anyone else for their work performed for you 24 "Your product" a. Means. (1) Any goods or products other than real property, manufactured, sold, handled distributed or disposed of by (a) You, (b) Others trading under your name, or (c) A person or organization whose business or assets you have acquired and (2) Containers (other than vehicles), materials, parts or equipment furnished in connection with such goods or products b Includes, (1) Warranties or representations made at any time with respect to the fitness, quality durability performance or use of "your product", and (2) The providing of or failure to provide warnings or instructions c. Does not include vending machines or other property rented to or located for the use of others but not sold 25. "Your work" a. Means (1) Work or operations performed by you or on your behalf; and (2) Materials, parts or equipment furnished in connection with such work or operations b Includes (1) Warranties or representations made at any time with respect to the fitness, quality, durability, performance or use of "your work" and (2) The providing of or failure to provide warnings or instructions HG 00 01 09 16 Page 21 of 21 POLICY NUMBER. 84 CES OF9030 THIS ENDORSEMENT CHANGES THE POLICY PLEASE READ IT CAREFULLY PER LOCATION AND PER PROJECT - AMENDMENT OF GENERAL AGGREGATE SUBJECT TO MAXIMUM ANNUAL AGGREGATE LIMIT This endorsement modifies insurance provided under the following COMMERCIAL GENERAL LIABILITY COVERAGE PART (EXCESS) COMMERCIAL GENERAL LIABILITY COVERAGE PART (EXCESS — BROAD FORM) SCHEDULE Each Occurrence Limit Personal and Advertising Injury Limit General Aggregate Limit Location General Aggregate Limit Project General Aggregate Limit Maximum Annual Aggregate Limit Products -Completed Operations Aggregate Limit See Declarations Page See Declarations Page See Declarations Page In return for the payment of the premium when due and subject to all the terms of the Commercial General Liability Coverage Part not expressly modified herein, we agree with you as follows A. The LIMITS OF INSURANCE (SECTION III) is deleted in its entirety and replaced with the following: 1 The Most We Will Pay Subject to paragraph 1.a of the Insuring Agreement, the Limits of Insurance shown in the above Schedule and the rules below fix the most we will pay regardless of the number of: a. Insureds, b. Claims made or "suits" brought; or c Persons or organizations making claims or bringing "suits" 2. Maximum Annual Aggregate The Maximum Annual Aggregate Limit is the most we will pay for the sum of: a. Damages under the General Aggregate Limit; and b. Damages under: (1) Any one or more Location General Aggregate Limit(s), as described in paragraph 4 below; or (2) Any one or more Project General Aggregate Limit(s), as described in paragraph 5. below 3 General Aggregate Limit Subject to 2. above, the General Aggregate Limit is the most we will pay for the sum of: a. Damages under Coverage B Personal and Advertising Injury Liability, and b Damages under Coverage A Bodily Injury and Property Damage Liability, with the following exceptions (1) "Bodily injury" or "property damage" included in the "products -completed operations hazard", Form EH 25 42 05 11 Page 1 of 3 ©2011 The Hartford (Includes copyrighted material of Insurance Services Office, Inc. with its permission ) (2) "Bodily injury" or "property damage" attributed solely to ongoing operations at a single "location", or (3) "Bodily injury" or "property damage" attributed solely to ongoing operations at a single "project" 4 Location Aggregate Limit Subject to 2. above a. A separate Location General Aggregate Limit applies to each single "location", in lieu of and not in addition to, the General Aggregate. Such Location General Aggregate is the most we will pay for all damages under Coverage A Bodily Injury and Property Damage Liability, with the following exceptions (1) "Bodily injury" or "property damage" included in the "products -completed operations hazard", or (2) "Bodily injury" "property damage", which cannot be attributed solely to the ongoing operations at a single "location" Such damages will erode the General Aggregate Limit as provided in paragraph 3. above b. The Location General Aggregate Limit: (1) Applies only to "occurrences" attributed solely to ongoing operations at a single "location"; and (2) Does not include damages for Coverage B Personal and Advertising Injury Liability no matter where or in how many "locations" the offense or offenses may be committed Such damages will erode the General Aggregate Limit as provided in paragraph 3 above c. Any payments made under this paragraph 4 for damages for "bodily injury" "property damage" shall reduce the Maximum Annual Aggregate Limit and the Location General Aggregate for that "location" Such payments shall not reduce the General Aggregate Limit or the Products -Completed Operations Aggregate Limit nor shall they reduce any other Location General Aggregate Limit. 5. Project Aggregate Limit Subject to 2. above. If a written contract or written agreement or permit requires a separate "project" general aggregate limit, the following will apply' a. A separate Project General Aggregate Limit applies to each single "project", in lieu of and not in addition to the General Aggregate Such Project General Aggregate is the most we will pay for all damages under Coverage A Bodily Injury and Property Damage Liability, with the following exceptions (1) "Bodily injury" or "property damage" included in the "products -completed operations hazard"; or (2) "Bodily injury", "property damage", which cannot be attributed solely to the ongoing operations at a single "project" Such damages will erode the General Aggregate Limit as provided in paragraph 3. above b. The Project General Aggregate Limit: (1) Applies only to "occurrences" attributed solely to ongoing operations at a single "project", and (2) Does not include damages for Coverage B Personal and Advertising Injury Liability no matter where or in how many "projects" the offense or offenses may be committed Such damages will erode the General Aggregate Limit as provided in paragraph 3 above c. Any payments made under this paragraph 5 for damages for "bodily injury", "property damage", shall reduce the Maximum Annual Aggregate Limit and the Project General Aggregate for that "project" Such payments shall not reduce the General Aggregate Limit or the Products -Completed Operations Aggregate Limit nor shall they reduce any other Project General Aggregate Limit. 6 Products -Completed Operations Aggregate Limit The Products -Completed Operations Aggregate Limit is the most we will pay for damages because of "bodily injury" and "property damage" included in the "products - completed operations hazard" 7 Personal And Advertising Injury Limit Subject to 3 above the Personal and Advertising Injury Limit is the most we will pay under Coverage B Personal and Advertising Injury Liability for the sum of all damages because of all "personal and advertising injury" sustained by any one person or organization Page 2 of 3 Form EH 25 42 05 11 8. Each Occurrence Limit Subject to 3., 4 , 5., or 6 above whichever applies, the Each Occurrence Limit is the most we will pay for damages under "bodily injury" or "property damage" arising out of any one "occurrence" 9 How Limits Apply To Additional Insureds If you have agreed in a written contract or written agreement that another person or organization be added as an additional insured on your policy, the most we will pay on behalf of such additional insured is the lesser of (1) The limits of insurance specified in the written contract or written agreement; or (2) The Limits of Insurance shown in the Declarations Such amount shall be a part of and not in addition to Limits of Insurance shown in the Declarations and described in this Section B For the purposes of this endorsement, the Definitions Section is amended by the addition of the following definitions "Location" means premises involving the same or connecting lots or premises whose connection is interrupted only by a street, roadway, waterway or right of way of a railroad "Project" means a jobsite including premises involving the same or connecting lots, or premises whose connection is interrupted only by a street, roadway, waterway or right of way of a railroad If a "project" has been abandoned and then restarted, or if the authorized contracting parties deviate from plans, blueprints, designs, specifications or timetables, the project will still be deemed as the same project. C This endorsement does not apply if the General Aggregate Limit Per Location and Per Project has been otherwise modified by endorsement. Form EH 25 42 05 11 Page3of3 POLICY NUMBER: 84 CES OF9030 THIS ENDORSEMENT CHANGES THE POLICY PLEASE READ IT CAREFULLY NOTICE OF CANCELLATION TO CERTIFICATE HOLDER(S) This policy is subject to the following additional Conditions. If this policy is cancelled by the Company other than for nonpayment of premium, notice of such cancellation will be provided to the certificate holder(s) with mailing addresses on file with the agent of record Such notice will be provided within 30 days of the Company's receipt of certificate holder(s) information from the agent of record If notice is mailed, proof of mailing to the last known mailing address of the certificate holder(s) on file with the agent of record will be sufficient proof of notice Any notification rights provided by this endorsement apply only to active certificate holder(s) who were issued a certificate of insurance applicable to this policy's term Failure to provide such notice to the certificate holder(s) will not amend or extend the date the cancellation becomes effective nor will it negate cancellation of the policy Failure to send notice shall impose no liability of any kind upon the Company or its agents or representatives Form IH 0310 06 11 Page 1 of 1 © 2011, The Hartford POLICY NUMBER 7362-65-82 COMMERCIAL AUTOMOBILE THIS ENDORSEMENT CHANGES THE POLICY PLEASE READ IT CAREFULLY COMMERCIAL AUTOMOBILE BROAD FORM ENDORSEMENT This endorsement modifies insurance provided under the following BUSINESS AUTO COVERAGE FORM This endorsement modifies the Business Auto Coverage Form. 1 EXTENDED CANCELLATION CONDITION Paragraph A.2.b — CANCELLATION - of the COMMON POLICY CONDITIONS form IL 00 17 is deleted and replaced with the following b 60 days before the effective date of cancellation if we cancel for any other reason 2. BROAD FORM INSURED A. Subsidiaries and Newly Acquired or Formed Organizations As Insureds The Named Insured shown in the Declarations is amended to include 1 Any legally incorporated subsidiary in which you own more than 50% of the voting stock on the effective date of the Coverage Form However, the Named Insured does not include any subsidiary that is an "insured" under any other automobile policy or would be an "insured' under such a policy but for its termination or the exhaustion of its Limit of Insurance 2 Any organization that is acquired or formed by you and over which you maintain majority ownership However, the Named Insured does not include any newly formed or acquired organization (a) That is an "insured" under any other automobile policy; (b) That has exhausted its Limit of Insurance under any other policy; or (c) 180 days or more after its acquisition or formation by you, unless you have given us written notice of the acquisition or formation Coverage does not apply to "bodily injury" or "property damage" that results from an "accident" that occurred before you formed or acquired the organization. B. Employees as Insureds Paragraph A.1 — WHO IS AN INSURED — of SECTION II — LIABILITY COVERAGE is amended to add the following d Any "employee" of yours while using a covered "auto" you don't own, hire or borrow in your business or your personal affairs. C. Lessors as Insureds Paragraph A.1 — WHO IS AN INSURED — of SECTION II — LIABILITY COVERAGE is amended to add the following e The lessor of a covered "auto" while the "auto" is leased to you under a written agreement if. (1) The agreement requires you to provide direct primary insurance for the lessor; and (2) The "auto" is leased without a driver Such leased "auto" will be considered a covered "auto you own and not a covered "auto" you hire However, the lessor is an "insured' only for "bodily injury" or "property damage" resulting from the acts or omissions by. 1 You, 2. Any of your "employees" or agents, or 3 Any person, except the lessor or any "employee" or agent of the lessor, operating an "auto" with the permission of any of 1 and/or 2. above D Persons And Organizations As Insureds Under A Written Insured Contract Paragraph A.1 — WHO IS AN INSURED — of SECTION II — LIABILITY COVERAGE is amended to add the following f Any person or organization with respect to the operation, maintenance or use of a covered "auto", provided that you and such person or organization have agreed under an express provision in a written "insured contract", written agreement or a written permit issued to you by a governmental or public authority to add such person or organization to this policy as an "insured" However, such person or organization is an "insured" only. Form 16-02-0292 (Rev 11-16) Page 1 of 3 "Includes copyrighted material of Insurance Services Office, Inc. with its permission" (1) with respect to the operation, maintenance or use of a covered "auto", and (2) for "bodily injury" or "property damage" caused by an "accident" which takes place after. (a) You executed the "insured contract" or written agreement; or (b) The permit has been issued to you 3 FELLOW EMPLOYEE COVERAGE EXCLUSION B 5 - FELLOW EMPLOYEE — of SECTION II — LIABILITY COVERAGE does not apply 4 PHYSICAL DAMAGE — ADDITIONAL TEMPORARY TRANSPORTATION EXPENSE COVERAGE Paragraph A.4.a. — TRANSPORTATION EXPENSES — of SECTION III — PHYSICAL DAMAGE COVERAGE is amended to provide a limit of $50 per day for temporary transportation expense, subject to a maximum limit of $1,000 5. AUTO LOAN/LEASE GAP COVERAGE Paragraph A. 4 — COVERAGE EXTENSIONS - of SECTION III — PHYSICAL DAMAGE COVERAGE is amended to add the following c. Unpaid Loan or Lease Amounts In the event of a total "loss" to a covered "auto", we will pay any unpaid amount due on the loan or lease for a covered "auto minus: 1 The amount paid under the Physical Damage Coverage Section of the policy; and 2. Any. a. Overdue loan/lease payments at the time of the "loss", b Financial penalties imposed under a lease for excessive use, abnormal wear and tear or high mileage, c. Security deposits not returned by the lessor. d Costs for extended warranties, Credit Life 9 Insurance, Health, Accident or Disability Insurance purchased with the loan or lease, and e Carry-over balances from previous loans or leases. We will pay for any unpaid amount due on the loan or lease if caused by 1 Other than Collision Coverage only if the Declarations indicate that Comprehensive Coverage is provided for any covered "auto", 2. Specified Causes of Loss Coverage only if the Declarations indicate that Specified Causes of Loss Coverage is provided for any covered "auto" or 3 Collision Coverage only if the Declarations indicate that Collision Coverage is provided for any covered "auto 6. RENTAL AGENCY EXPENSE Paragraph A. 4 — COVERAGE EXTENSIONS — of SECTION III — PHYSICAL DAMAGE COVERAGE is amended to add the following 7 8. d Rental Expense We will pay the following expenses that you or any of your "employees" are legally obligated to pay because of a written contract or agreement entered into for use of a rental vehicle in the conduct of your business MAXIMUM WE WILL PAY FOR ANY ONE CONTRACT OR AGREEMENT 1 $2,500 for loss of income incurred by the rental agency during the period of time that vehicle is out of use because of actual damage to, or "loss" of, that vehicle, including income lost due to absence of that vehicle for use as a replacement; 2 $2,500 for decrease in trade-in value of the rental vehicle because of actual damage to that vehicle arising out of a covered "loss"; and 3 $2,500 for administrative expenses incurred by the rental agency, as stated in the contract or agreement. 4 $7,500 maximum total amount for paragraphs 1 , 2. and 3 combined EXTRA EXPENSE — BROADENED COVERAGE Paragraph A.4 — COVERAGE EXTENSIONS — of SECTION III — PHYSICAL DAMAGE COVERAGE is amended to add the following e Recovery Expense We will pay for the expense of returning a stolen covered "auto" to you AIRBAG COVERAGE Paragraph B 3.a - EXCLUSIONS — of SECTION III — PHYSICAL DAMAGE COVERAGE does not apply to the accidental or unintended discharge of an airbag Coverage is excess over any other collectible insurance or warranty specifically designed to provide this coverage AUDIO, VISUAL AND DATA ELECTRONIC EQUIPMENT - BROADENED COVERAGE Paragraph C 1.b — LIMIT OF INSURANCE - of SECTION III - PHYSICAL DAMAGE is deleted and replaced with the following b $2,000 is the most we will pay for "loss" in any one "accident" to all electronic equipment that reproduces, receives or transmits audio, visual or data signals which, at the time of "loss", is. (1) Permanently installed in or upon the covered "auto" in a housing, opening or other location that is not normally used by the "auto" manufacturer for the installation of such equipment; (2) Removable from a permanently installed housing unit as described in Paragraph 2.a. above or is an integral part of that equipment; or (3) An integral part of such equipment. 10 GLASS REPAIR — WAIVER OF DEDUCTIBLE Form 16-02-0292 (Rev 11-16) Page 2 of 3 "Includes copyrighted material of Insurance Services Office, Inc. with its permission" Under Paragraph D - DEDUCTIBLE — of SECTION III — PHYSICAL DAMAGE COVERAGE the following is added No deductible applies to glass damage if the glass is repaired rather than replaced 11 TWO OR MORE DEDUCTIBLES Paragraph D - DEDUCTIBLE — of SECTION III — PHYSICAL DAMAGE COVERAGE is amended to add the following If this Coverage Form and any other Coverage Form or policy issued to you by us that is not an automobile policy or Coverage Form applies to the same "accident", the following applies. 1 If the deductible under this Business Auto Coverage Form is the smaller (or smallest) deductible, it will be waived, or 2 If the deductible under this Business Auto Coverage Form is not the smaller (or smallest) deductible, it will be reduced by the amount of the smaller (or smallest) deductible 12. AMENDED DUTIES IN THE EVENT OF ACCIDENT, CLAIM, SUIT OR LOSS Paragraph A.2.a. - DUTIES IN THE EVENT OF AN ACCIDENT, CLAIM, SUIT OR LOSS of SECTION IV - BUSINESS AUTO CONDITIONS is deleted and replaced with the following a. In the event of "accident", claim, "suit" or "loss', you must promptly notify us when the "accident' is known to (1) You or your authorized representative, if you are an individual, (2) A partner, or any authorized representative, if you are a partnership, (3) A member, if you are a limited liability company; or (4) An executive officer, insurance manager, or authorized representative, if you are an organization other than a partnership or limited liability company Knowledge of an "accident", claim, "suit" or "loss" by other persons does not imply that the persons listed above have such knowledge Notice to us should include (1) How, when and where the "accident" or "loss occurred, (2) The "insured's" name and address, and (3) To the extent possible, the names and addresses of any injured persons or witnesses. 13. WAIVER OF SUBROGATION Paragraph A.5 - TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US of SECTION IV — BUSINESS AUTO CONDITIONS is deleted and replaced with the following 5 We will waive the right of recovery we would otherwise have against another person or organization for "loss" to which this insurance applies, provided the "insured" has waived Form 16-02-0292 (Rev 11-16) their rights of recovery against such person or organization under a contract or agreement that is entered into before such "loss" To the extent that the "insured's' rights to recover damages for all or part of any payment made under this insurance has not been waived, those rights are transferred to us That person or organization must do everything necessary to secure our rights and must do nothing after "accident' or "loss" to impair them At our request, the insured will bring suit or transfer those rights to us and help us enforce them 14 UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS Paragraph B.2 — CONCEALMENT, MISREPRESENTATION or FRAUD of SECTION IV — BUSINESS AUTO CONDITIONS - is deleted and replaced with the following If you unintentionally fail to disclose any hazards existing at the inception date of your policy, we will not void coverage under this Coverage Form because of such failure 15. 16 17 AUTOS RENTED BY EMPLOYEES Paragraph B.5 - OTHER INSURANCE of SECTION IV — BUSINESS AUTO CONDITIONS - is amended to add the following e. Any "auto" hired or rented by your "employee" on your behalf and at your direction will be considered an "auto" you hire. If an "employee's' personal insurance also applies on an excess basis to a covered "auto" hired or rented by your "employee" on your behalf and at your direction, this insurance will be primary to the "employee's" personal insurance HIRED AUTO — COVERAGE TERRITORY Paragraph B 7 b (5). - POLICY PERIOD, COVERAGE TERRITORY of SECTION IV — BUSINESS AUTO CONDITIONS is deleted and replaced with the following (5) A covered "auto" of the private passenger type is leased, hired, rented or borrowed without a driver for a period of 45 days or less, and RESULTANT MENTAL ANGUISH COVERAGE Paragraph C of - SECTION V — DEFINITIONS is deleted and replaced by the following "Bodily injury" means bodily injury, sickness or disease sustained by any person, including mental anguish or death as a result of the "bodily injury' sustained by that person Page 3 of 3 "Includes copyrighted material of Insurance Services Office, Inc. with its permission" POLICY NUMBER. 7362-65-82 COMMERCIAL AUTO 16-02-0316 Ed 10 14 THIS ENDORSEMENT CHANGES THE POLICY PLEASE READ IT CAREFULLY PRIMARY AND NON-CONTRIBUTORY LIABILITY INSURANCE This endorsement modifies insurance provided under the following BUSINESS AUTO COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below Named Insureds: Tesco Controls, LLC Endorsement Effective Date: 03/01/2022 SCHEDULE Name(s) Of Person(s) Or Organization(s) Persons or organizations that you are obligated, pursuant to a contract or agreement between you and such person or organization to provide primary and non-contributory insurance Information required to complete this Schedule, if not shown above, will be shown in the Declarations The following is added to Item 5 — "Other Insurance" of Item B — "General Conditions" under Section IV — "Business Auto Conditions" e Regardless of the provisions of Paragraph 5 a. through d above, for any liability arising out of the ownership, maintenance, use, rental lease, loan, hire or borrowing by an insured" of a covered "auto" for which an "insured' is contractually obligated to provide primary insurance coverage to a client, this Coverage Form will be primary and non-contributory with respect to the Persons or Organizations in the schedule, regardless of the availability or existence of other collectible insurance under any other Coverage Form or policy that applies on a primary basis 16-02-0316 Ed 10 14 Page 1 of 1 WORKERS' COMPENSATION AND EMPLOYERS' LIABILITY INSURANCE POLICY WC 124 (4-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement changes the policy to which it is attached effective on the inception date of the policy unless a different date is indicated below (The following 'attaching clause' need be completed only when this endorsement is issued subsequent to preparation of the policy ) This endorsement, effective on 03/01/2022 at 12:01 A. M standard time, forms a part of of the Policy No 7175-12-36 issued to: Tesco Controls, LLC Federal Insurance Company Endorsement No 1 Authorized Representative We have the right to recover our payments from anyone liable for an injury covered by this policy We will not enforce our right against the person or organization named in the Schedule This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.'* This agreement shall not operate directly or indirectly to benefit any one not named in the Schedule. Schedule "Any person or organization against whom you have agreed to waive your right of recovery in a written contract, provided such contract was executed prior to the date of loss " WC 124 (4-84) EXHIBIT "B" LABOR AND MATERIAL BOND Bond Number 800046691 Premium $1,908 00, subject to adjustment based on contract price Whereas, the City of Redlands, State of California, and Tesco Controls (hereinafter designated as "Principal") have entered mto an agreement (the "Agreement") whereby Principal agrees to Supervisory Control & Data Acquisition (SCADA) integration support services and related industry supplies (the "Work"), which said agreement, dated May 17, 2022, and titled as "Agreement to Perform Non -Professional Services for Improvement to Public Builds and Grounds" is hereby referred to and made a part hereof, and Whereas, under the terms of the Agreement, Pnncipal is required before commencing the performance of the Work, to file a good and sufficient Labor and Material bond with the City of Redlands to secure the claims to which reference is made in Title 3 (commencing with Section 9550) of Part 6 of Division 4 of the Civil Code of the State of California Now, therefore, said Principal and the undersigned as corporate surety, are held firmly bound unto the City and all contractors, subcontractors, laborers, material men and other persons employed m the performance of the Agreement and referred to m the aforesaid Code of Civil Procedure in the sum of One Hundred and Nine Thousand---- - ($109 000) for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor, that said surety will pay the same in an amount not exceeding the amount heremabove set forth, and also in case suit is brought upon this bond, will pay, m addition to the face amount thereof, costs and reasonable expenses and fees, including reasonable attorneys' fees, incurred by the City in successfully enforcmg such obligation, to be awarded and fixed by the court, and to be taxed as costs and to be included in the judgment therein rendered It is hereby expressly stipulated and agreed that this bond shall insure to the benefit of any and all persons, companies and corporations entitled to file claims under Title 3 (commencing with Section 9550) of Part 6 of Division 4 of the Civil Code, so as to give a right of action to them or their assigns in any suit brought upon this bond Should the condition of this bond be fully performed, then this obligation shall become null and void, otherwise it shall be and remain m full force and effect The surety hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Agreement or the specifications accompanying the same shall in any manner affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition In witness whereof, this instrument has been duly executed by the Principal and surety above named, on June 1 , 2022 (SEAL) Teo Controls, LLC (itractor) (Signature)! Gv6il IAZ.� SALtS Mbk (Seal and Notarial Acknowledgment of Surevy) (SEAL) AtlanticSpecialty Insurance C (Surety BY (Signature Address mpany lizabeth Collodi, Attorney -in -Fact 605 Highway 169 North, Suite 800 Plymouth, MN 55441 Telephone( 781) 332-8775 12 L \ca\djm\Agreements\Tesco Controls Agreement.NPS-2.2.FY21 0127.doc.in personally appeared CALIFORNIA ACKNOWLEDGMENT CIVIL CODE § 1189 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached and not the truthfulness, accuracy, or validity of that document State of California County of S� C('gkin {h, On 0Z Date j7e Ivevi before me �`.� r i a h P As 3P0144114)cre„ Here Insert Name and Title of the Officer O.,) Name(s) of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies) and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted executed the instrument BRIAN SCOTT BENNE T i Notary Public California Sacramento County Commission 4 2399423 `+ o • My Comm Expires Apr 2, 2026 Place Notary Seal and/or Stamp Above I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct WITNESS my hand and official seal Signature OPTIONAL Signature of Notary Public Completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document Description of Attached Document Title or Type of Document Document Date Number of Pages Signer(s) Other Than Named Above Capacity(ies) Claimed by Signer(s) Signer's Name Signers Name ❑ Corporate Officer — Title(s) ❑ Corporate Officer — Title(s) ❑ Partner — ❑ Limited ❑ General 0 Partner — ❑ Limited 0 General ❑ Individual 0 Attorney in Fact 0 Individual ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Trustee ❑ Guardian or Conservator D Other 0 Other Signer is Representing Signer is Representing ©2019 National Notary Association ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document State of California County of Sacramento On June 1, 2022 personally appeared who proved to me on the basis of satisfactory evidence to be the person(} whose name(e) is/afe subscribed to the within instrument and acknowledged to me that ►e/she/they executed the same in 44s/her/their authorized capacity(ies), and that by 4+s/her/their signature(s} on the instrument the person(s); or the entity upon behalf of which the person(s} acted, executed the instrument before me, Mary Ellen Collins, Notary Public (insert name and title of the officer) Elizabeth Collodi I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct WITNESS my hand and official seal Signature (Seal) NOTARY PUBLIC CALIFORNIA COMMISSION # 2337700 SACRAMENTO COUNTY My Comm Exp November 19 2024 intact INSURANCE KNOW ALL MEN BY THESE PRESENTS, that ATLANTIC SPECIALTY INSURANCE COMPANY, a New York corporation with its principal office m Plymouth, Minnesota does hereby constitute and appoint Phil Watkins, Jessica Monlux, Pam Sey, John Hopkins, Renee Ramsey, John J Weber, Elizabeth Collodi, Jennifer Lakmann, Marissa Robinson, Sara Walliser, Mindy Whitehouse, Mary Collins, Paula Senna, Matthew Foster, Jason March, Samantha Watkins, Tony Clark Brad Espinosa K Corey Ward, Deanna Quintero, Bill Rapp, Breanna Boatright, Kathleen Le each individually if there be more than one named its true and lawful Attorney -in -Fact, to make execute seal and dehver, for and on its behalf as surety, any and all bonds, recognizances, contracts of indemnity, and all other writings obligatory in the nature thereof provided that no bond or undertaking executed under this authority shall exceed in amount the sum of unlimited and the execution of such bonds recognizances, contracts of indemnity, and all other writings obligatory in the nature thereof in pursuance of these presents shall be as binding upon said Company as if they had been fully signed by an authonzed officer of the Company and sealed with the Company seal This Power of Attorney is made and executed by authority of the following resolutions adopted by the Board of Directors of ATLANTIC SPECIALTY INSURANCE COMPANY on the twenty fifth day of September 2012 Resolved That the President any Senior Vice President or Vice President (each an "Authorized Officer") may execute for and in behalf of the Company any and all bonds recognizances, contracts of indemnity, and all other writings obligatory in the nature thereof, and affix the seal of the Company thereto, and that the Authorized Officer may appoint and authorize an Attorney -in -Fact to execute on behalf of the Company any and all such instruments and to affix the Company seal thereto and that the Authorized Officer may at any time remove any such Attorney -in Fact and revoke all power and authority given to any such Attorney -in - Fact Resolved That the Attorney -in -Fact may be given full power and authority to execute for and in the name and on behalf of the Company any and all bonds recognizances, contracts of indemnity and all other writings obligatory in the nature thereof and any such instrument executed by any such Attorney -in -Fact shall be as binding upon the Company as if signed and sealed by an Authorized Officer and, further, the Attomey in Fact is hereby authonzed to venfy any affidavit required to be attached to bonds recognizances contracts of indemnity and all other writings obligatory in the nature thereof This power of attorney is signed and sealed by facsimile under the authority of the following Resolution adopted by the Board of Directors of ATLANTIC SPECIALTY INSURANCE COMPANY on the twenty fifth day of September 2012 Resolved That the signature of an Authorized Officer the signature of the Secretary or the Assistant Secretary and the Company seal may be affixed by facsimile to any power of attorney or to any certificate relating thereto appointing an Attorney in Fact for purposes only of executing and sealing any bond, undertaking recognizance or other written obligation in the nature thereof and any such signature and seal where so used, being hereby adopted by the Company as the original signature of such officer and the original seal of the Company to be valid and binding upon the Company with the same force and effect as though manually affixed IN WITNESS WHEREOF ATLANTIC SPECIALTY INSURANCE COMPANY has caused these presents to be signed by an Authorized Officer and the seal of the Company to be affixed this twenty-seventh day of April 2020 STATE OF MINNESOTA HENNEPIN COUNTY _u SEAL MS ° 1986 0 r 2 At ropy- , l �3 By Paul J Brehm, Senior Vice President On this twenty seventh day of April 2020, before me personally came Paul J Brehm, Senior Vice President of ATLANTIC SPECIALTY INSURANCE COMPANY, to me personally known to be the individual and officer described in and who executed the preceding instrument and he acknowledged the execunon of the same and being by me duly sworn, that he is the said officer of the Company aforesaid and that the seal affixed to the preceding instrument is the seal of said Company and that the said seal and the signature as such officer was duly affixed and subscribed to the said instrument by the authonty and at the direction of the Company ALISON DWAN NASH•TROUT NOTARY PUBLIC MINNESOTA My Commission Expires January 31, 2025 Notary Public I, the undersigned Secretary of ATLANTIC SPECIALTY INSURANCE COMPANY a New York Corporation do hereby certify that the foregoing power of attorney is in full force and has not been revoked, and the resolutions set forth above are now in force Signed and sealed. Dated 1 St day of June 2022 This Power of Attorney expires January 31 2025 Kara Barrow Secretary Please direct bond verifications to surety@intactinsurance.com