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Contracts & Agreements_243-2022
NPS-2.2 (2/22) AGREEMENT TO PERFORM NON-PROFESSIONAL SERVICES FOR IMPROVEMENT TO PUBLIC BUILDINGS AND GROUNDS This agreement for the provision of on -call sewer collection system repair & construction services ("Agreement") is made and entered in this 15th day of November, 2022 ("Effective Date"), by and between the City of Redlands, a municipal corporation ("City") and Kirtley Construction, Inc. ("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: 1.1 ARTICLE 1— ENGAGEMENT OF CONTRACTOR City hereby engages Contractor to perform on -call sewer collection system repair & construction services services 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.O. 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 1776 regarding payroll records maintenance, certifications, retention and inspection. 1 L:\ca\Agreements\Non-PSA Kirtley Construction, Inc.-FY22-0058.doc-jm NPS-2.2 (2/22) 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 Engineering and Utilities Department, 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 Teiius 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 5.1 The compensation for Contractor's performance of the Services shall not exceed the amount of [two hundred fifty thousand dollars] ($250,000) for the Services provided 2 L:\ca\Agreements\Non-PSA Kirtley Construction, Inc.-FY22-0058.doc jm NPS-2.2 (2/22) during the Initial Term. Should this Agreement be renewed, the compensation for Contractor's performance for the Services shall not exceed the amount of [two hundred fifty thousand dollars] ($250,000) for the first Extended Term; and [two hundred fifty thousand dollars] ($250,000) for the second Extended Term, bringing the total possible amount of compensation to a not -to -exceed amount of [seven hundred and fifty thousand dollars] ($750,000). 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 an invoice to City upon completion of the Services. 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.O. Box 3005 (mailing) Redlands, CA 92373 jdonaldson@cityofredlands.org (909) 798-7531 CONTRACTOR Troy Kirtley, President Kirtley Construction, Inc. P.O. Box 9608 San Bernardino, CA 92427 tntkirtley@msn.com (909)473-8739 (909)473-3067 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. 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 3 L:\ca\Agreements\Non-PSA Kirtley Construction, Inc.-FY22-0058.doc-jm NPS-2.2 (2/22) 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 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. 4 L:\ca\Agreements\Non-PSA Kirtley Construction, Inc.-FY22-0058.doc-jm NPS-2.2 (2/22) 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 Forin 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.] 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 termination 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 applicable) of project related data, design calculations, drawings, 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. 5 L:\ca\Agreements\Non-PSA Kirtley Construction, Inc.-FY22-0058.doc-jm NPS-2.2 (2/22) 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, California, 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. CITY—OFREDLANDS Kirtley Construction, Inc. By: Paul T. Barich, Mayor ATTEST: nne Donaldson, City Clerk 6 L:\ca\Agreements\Non-PSA Kirtley Construction, Inc.-FY22-0058.doc-jm Troy 'u-tle , 'resident NPS-2.2 (2/22) EXHIBIT "A" SCOPE OF SERVICES The work to be performed consist of furnishing all labor, equipment, and material necessary to complete the requested service for the City as required by the Standard Drawings in the City of Redlands' Sanitary Sewer Systems Standard Specifications. City's Sewer pipe material & length listed on Table ES.2 https://www.cityofredlands.org/sites/main/files/fileattachments/pw standards spec 2020.pdf?1606863175 Services may include but are not limited to: • Main line sewer replacement of various sizes and material using SDR-35 pipe. • Main line sewer spot repair of various sizes and material using SDR-35 pipe. • Manhole invert flow line repair • Manhole ring and cover repair and replacement (City to provide manhole ring and cover). • Uncover and raise manholes • Repair and install manhole bench, shaft, and cone • Contractor to furnish all equipment, material, and personnel to perform sewer bypass (i.e., set up/take down) and maintain the bypass throughout the entire duration of repairs; • Contractor must be able to conduct traffic control procedures at job site in roadways and pedestrian walkways at the job site during all phases of work. This includes access to all traffic control devices , and compliance per the California Manual on Uniform Traffic Control Devices (CA MUTCD) • All work to be performed in a safe manner, using the appropriate personal protective equipment and in accordance with the City's safety practices and CAL -OSHA standards • Upon request, prepare, and submit for approval and acceptance, an Overflow Response Plan specific to the task and in accordance with the City's Overflow Emergency Response Plan; • Contractor to provide estimate price. True cost will be based on time & material per job site by Contractor and approved by the City. • Contractor is responsible for complete cleanup of job site immediately upon completion of project. • Contractor shall maintain throughout the life of the contract a valid contractor license issued by the California Contractor State License Board, and having appropriate class and classification for the types of services required by this contract include Class A General Engineering, C34 Pipeline, and/or C42 Sanitation Systems • Contractor must be available 24-hours a day, 7 days a week, and be able to respond onsite within 2-hours for an emergency call out • Contractor must be within 30 miles from the City of Redlands Municipal Utilities & Engineering Department: 35 Cajon St. Suite 15A, Redlands CA 92373 7 L:\ca\Agreements\Non-PSA Kirtley Construction, Inc.-FY22-0058.doc jm NPS-2.2 (2/22) Radian s Wastewater Treatment Facility San Bernardino/ �Quntainviev Pura? station Legend Redlanda Serve, Sere.ce Area . erce Main San Bernardino/Mounla,n tiion Rump Station ®Raolends Wastenate, Treatment Facility Gravity Main -- 8 inches or lees - 10 - 15 inches 18-74 inches 27 - 4B Inches e lit Table ES.2 Size 4" 6" 8" 10" Material Vitrified Clay Pipe Unknown PVC Vitrified Clay Pipe Total Total Length (ft.) 1910.47 532.67 2443.14 379.45 31828.09 32207.54 Asbestos Coated Pipe 1096.46 Cast Iron 809.5 Ductile Iron 4225.45 PVC 200844.2 Truss Pipe 1853.04 Vitrified Clay Pipe 234013.17 Unknown 6988.63 Total 449830.45 Concrete 1148.12 Ductile Iron 662.64 PVC 350.04 Vitrified Clay Pipe 32546.39 Total 34707.19 8 L:\ca\Agreements\Non-PSA Kirtley Construction, Inc.-FY22-0058.doc jm NPS-2.2 (2/22) 12" 14" 15" 18" 20" 21" 24" 27" 30" 36" 48" Cast Iron 1627.02 PVC 4574.92 Truss Pipe 1317.96 Vitrified Clay Pipe 56755.83 Total 64275.73 Ductile Iron 30.4 Vitrified Clay Pipe 626.1 Unknown 3 Total 659.5 PVC 12103.75 Vitrified Clay Pipe 45310.53 Unknown 10 Total 57424.28 Ductile Iron 219.37 Epoxy Lined and Coated Steel 671.27 PVC 1010.78 Vitrified Clay Pipe 43135.05 Total 45036.47 Epoxy Lined and Coated Steel Vitrified Clay Pipe Vitrified Clay Pipe Ductile Iron Vitrified Clay Pipe Epoxy Lined and Coated Steel Vitrified Clay Pipe Ductile Iron Epoxy Lined and Coated Steel Vitrified Clay Pipe Vitrified Clay Pipe Reinforced Concrete Pipe 9 L:\ca\Agreements\Non-PSA Kirtley Construction, Inc,-FY22-0058.doc jm 663.51 2180.28 Total 2843.79 141117.3 Total 141117.3 Total Total 358.13 16588.33 16946.46 2337.67 2137.77 4475.44 1471.37 1323.83 9329.59 Total 12124.79 130.31 Total 130.31 1432.34 Total 1432.34 Executed in Duplicate EXHIBIT "B" LABOR AND MATERIAL BOND NPS-2.2 (2/22) Bond Number: 4457997 Premium: $6,875.00 Premium is for the contract term and subject to adjustment based on the final contract price. Bond effective 11/15/2022 through 11/14/2023 Whereas, the City of Redlands, State of California, and Kirtley Construction, lnc.(hereinafter designated as "Principal") have entered into an agreement (the "Agreement") whereby Principal agrees to on - call sewer collection system repair & construction services (the "Work"), which said agreement, dated November 15, 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 Seven Hundred and Fifty Thousand Dollars ($750,000) 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 October 25 , 2022. (SEAL) Kirtley Construction, Inc (Signat (Seal and Notarial Acknowledgment of Surety) (SEAL) Markel Ind (Surety)' BY: L- (Signature ance Company Cynthia J. Y Address: 4521 Highwood Pkwy Glen Allen, VA 23060 Telephone( 800) 431-1270 10 L:\ca\Agreements\Non-PSA Kirtley Construction, Inc.-FY22-0058.doc-jm CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT : Mara?C.� Veli*0a+iV *1-* E r)Y.i;r;+a *,fsW % .(4*— CIVIL CODE § 1189 iti o vfNoE'fo*aSirehtkiwosm ?i'btM1i`: '[b}m m444,,wom Aio$ 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 San Bernardino On November 1, 2022 before me, Date Charity Palmer King, Notary Public Here Insert Name and Title of the Officer personally appeared Troy Kirtley 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. CHARITY PALMER KING Notary Public - California San Bernardino County Commission a 2355493 My Comm, Expires Apr 24, 2025 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 nature of Notary ublic 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: ❑ Corporate Officer — Title(s): ❑ Partner — 0 Limited 0 General ❑ Individual 0 Attorney in Fact ❑ Trustee 0 Guardian of Conservator ❑ Other: Signer is Representing: Signer's Name: ❑ Corporate Officer — Title(s): ❑ Partner — 0 Limited 0 General ❑ Individual ❑ Trustee ❑ Other: O Attorney in Fact O Guardian of Conservator Signer is Representing: mc.kom,k10 e014ii0-4', 66 tt S ifigc106 c# Pf4mg ,KuezY i t;eANWci § a?# s~ s i ©2017 National Notary Association CALIFORNIA ALL-PURPOSE ACKNOWLEDGEMENT o-o-y'y-GIOilL 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 San Bernardino On personally appeared SS. before me, Rebecca Elizabeth Adcock I , COMM # 2327252 1 NOTARY PUBLIC - CALIFORNIA 8 SAN BERNARDINO COUNTY My Coma Expires: 05/03/24 Though the information Description of Atta Title or Type of Do Document Date: Signer(s) Other Capacity(ies) Signer's Na O Individ O Corpo Title Rebecca Elizabeth Adcock, Notary Public Name and Title of Officer (e.g., "Jane Doe, Notary Public") Cynthia J. Young Name(s) of Signer(s) who proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that she executed the same in her authorized capacity, and that by her signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my h l and official seal. Sigure of Notary Pu OPTIONAL below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. ched Document cument: Number of Pages: Than Named Above: Claimed by Signer(s) me: ual rate Officer O Partner -- El Limited O General O Attorney -in -Fact O Trustee O Guardian or Conservator Other: igner is Representing: RT THUMBPRINT OF SIGNER Top of thumb here 5 K R R K R K R R R K R R R R K R No. 3601-2 STATE OF CALIFORNIA DEPARTMENT OF INSURANCE OAKLAND Amended Certificate of Authority THIS IS TO CERTIFY that, pursuant to the Insurance Code of the State of California, Markel Insurance Company of Illinois, organized under the laws of Illinois, subject to its Articles of Incorporation or other fundamental organizational documents, is hereby authorized to transact within this State, subject to all provisions of this Certificate, the following classes of insurance: Fire, Marine, Surety, Disability, Plate Glass, Liability, Workers' Compensation, Common Carrier Liability, Boiler and Machinery, Burglary, Credit, Sprinkler, Team and Vehicle, Automobile, and Miscellaneous as such classes are now or may hereafter be defined in the Insurance Laws of the State of California. THIS CERTIFICATE is expressly conditioned upon the holder hereof now and hereafter being in full compliance with all, and not in violation of any, of the applicable laws and lawful requirements made under authority of the laws of the State of California as long as such laws or requirements are in effect and applicable, and as such laws and requirements now are, or may hereafter be changed or amended. IN WITNESS WHEREOF, effective as of the 14th day of April, 2021, I have set my hand and caused my official seal to be affixed this 10 day of April, 2021, By Ricardo Lara Insurance Commissioner )4L, Valerie Sarfaty for Catalina Hayes -Bautista Insurance Chief Deputy NOTICE: Qualification with the Secretary of State must be accomplished as required by the California Corporations Code promptly after issuance of this Certificate of Authority. Failure to do so will be a violation of Insurance Code section 701 and will be grounds for revoking this Certificate of Authority pursuant to the covenants made in the application therefor and the conditions contained herein. #1235895.1 POA JOiNT LIMITED POWER OF ATTORNEY 510028 KNOW ALL MEN BY THESE PRESENTS: That SureTec Insurance Company, a Corporation duly organized and existing under the laws of the State of Texas and having Its principal office In the County of Harris, Texas and Markel Insurance Company (the "Company"), a corporation duly organized and existing under the laws of the state of Illinois, and having its principal administrative office In Glen Allen, Virginia, does by these presents make, constitute and appoint: Jay P. Freeman, Cynthia J. Young, Christina Mountz, Adriana Valenzuela Their true and lawful agent(s) and attorney(s)-in•fact, each in their separate capacity if more than one is named above, to make, execute, seal and deliver for and on their own behalf, individually as a surety or Jointly, as co -sureties, and as their act and deed any and all bands and other undertaking in suretyship provided; however, that the penal sum of any one such instrument executed hereunder shall not exceed the sum of: Fifty Million and 00/100 Dollars ($50,000,000.00) This Power of Attorney is granted and is signed and sealed under and by the authority of the following Resolutions adopted by the Board of Directors of SureTec Insurance Company and Markel Insurance Company: "RESOLVED, That the President, Senior Vice President, Vice President, Assistant Vice President, Secretary, Treasurer and each of them hereby is authorized to execute powers of attorney, and such authority can be executed by use of facsimile signature, which may be attested or acknowtedged•by any officer or attorney, of the company, qualifying the attorney or attorneys named in the given power of attorney, to execute in behalf of, and acknowledge as the act and deed of the SureTec Insurance Company and Markel insurance Company, as the case may be, all bond undertakings and contracts of suretyship, and to affix the corporate seal thereto.' IN WITNESS WHEREOF, Markel insurance Company and SureTec insurance Company have caused their official seal to be hereunto affixed and these presents to be signed by their duly authorized officers on the tom day of August . 2022 , SureTec Insurance Company Michael C. Keimig, President Commonwealth of Virginia County of Henrico SS: Markel Insur gce Company R6bin Russo, Senior Vice President On this loth clay of August 2022 A. D„ before me, a Notary Public of the Commonwealth of Virginia, in and for the County of Henrico, duly commissioned and qualified, came THE ABOVE OFFICERS OF THE COMPANIES, to me personally known to be the individuals and officers described in, who executed the preceding Instrument, and they acknowledged the execution of same, and being by me duly sworn, disposed' and said that they are the officers of the said companies aforesaid, and that the seals affixed to the proceeding instrument are the Corporate Seals of said Companies, and the said Corporate Seals and their signatures as officers were duly affixed and subscribed to the said instrument by the authority and direction of the said companies, and that Resolutions adopted by the Board of Directors of sod Companies referred to in the preceding Instrument Is now in force, ususansssroprrAn aaa \DOiv aPPs IN TESTIMONY WHEREOF, I have hereunto set my hand, and affixed m eklf ° ttaha tit G trtV',�f Henrico, the day and year first above written. Off`' U<,l °° .A �«. e MY O.: COMMISSION 7, • 0 p NUhilBBFR ° 7083968 We, the undersigned Officers of SureTec insurance Company and MarkeYApti"rlt h'y i:*oy q, erby certify that the original POWER OF ATTORNEY of which the foregoing is a full, true and correct copy is still in full force and effect and ha?haytrlili9 Atypic ed. IN WITNESS WHEREOF, we have hereunto set our hands, and affixed: the Seals of said Companies, on the 25th day of October 2022 By Sur-, ec insur M. Br-r t Beaty, Assistant Secrets Donna Donavant, Notary Public My commission expires 1/31/2023 Markel Insurance Company By:%� 4h. Richard R, Grinnan, Vice Presidentan Any Instrument Issued In excess of the penalty stated above is totally void and without any validity. 510028 For verification of the authority of this Power you may call (713)812-0800 on any business day between 8:30 AM and 5:00 PM CST. NPS-2.2 (2/22) EXHIBIT "C" ITEM DESCRIPTION Unit of Measure Unit Price 1 Raise Sewer Manhole each $ 5,000.00 2 Uncover and Raise Sewer Manhole each $ 5,000.00 3 Repair Invert Flow Line of Manhole each $ 5,000.00 4 Repair Manhole Bench each $ 5,000.00 5 Install Manhole Bench each $ 5,000.00 6 Repair Manhole Shaft and Cone each $ 5,500.00 7 Replace Manhole Ring and Cover (City to Supply Ring & Cover) each $ 3,500.00 8 Install new Manhole (City to supply Ring & Cover) each $ 20,000.00 9 Main Sewer Line Spot Repair with 4" SDR-35 @ 3'-8' depth per linear foot $ 16,000.00 10 Main Sewer Line Spot Repair with 4" SDR-35 @ 8'-15' depth per linear foot $ 20,000,00 11 Main Sewer Line Spot Repair with 6" SDR-35 @ 3'-8' depth per linear foot $ 18,000.00 12 Main Sewer Line Spot Repair with 6" SDR-35 ® 8'-15' depth per linear foot $ 22,000.00 13 Main Sewer Line Spot Repair with 8" SDR-35 @ 3'-8' depth per linear foot $ 20,000.00 14 Main Sewer Line Spot Repair with 8" SDR-35 @ 8'-15' depth per linear foot $ 30,000.00 15 Main Sewer Line Spot Repair with 10" SDR-35 @ 3'-8' depth per linear foot $ 22,000.00 16 Main Sewer Line Spot Repair with 10" SDR-35 @ 8'-15' depth per linear foot $ 35,000.00 17 Main Sewer Line Spot Repair with 12" SDR-35 @ 3'-8' depth per linear foot $ 23,000.00 18 Main Sewer Line Spot Repair with 12" SDR-35 @ 8'-15' depth per linear foot $ 36,000.00 19 Main Sewer Line Spot Repair with 15" SDR-35 @ 3'-8' depth per linear foot $ 25,000,00 20 Main Sewer Line Spot Repair with 15" SDR-35 @ 8'-15' depth per linear foot $ 37,000.00 21 Main Sewer Line Spot Repair with 18" SDR-35 @ 3'-8' depth per linear foot $ 25,000.00 22 Main Sewer Line Spot Repair with 18" SDR-35 @ 8'-15' depth per linear foot $ 38,000.00 23 Main Sewer Line Spot Repair with 20" SDR-35 a) 3'-8' depth per linear foot $ 35,000.00 24 Main Sewer Line Spot Repair with 20" SDR-35 @ 8'-15' depth per linear foot $ 46,000.00 25 Main Sewer Line Spot Repair with 24" SDR-35 @ 3'-8' depth per linear foot $ 45,000.00 26 Main Sewer Line Spot Repair with 24" SDR-35 @ 8'-15' depth per linear foot $ 55,000.00 27 Main Sewer Line Spot Repair with 27" SDR-35 @ 3'-8' depth per linear foot $ 55,000.00 28 Main Sewer Line Spot Repair with 27" SDR-35 @ 8'-15' depth per linear foot $ 65,000.00 29 Main Sewer Line Spot Repair with 30" SDR-35 @ 3'-8' depth per linear foot $ 65,000.00 11 L;\ca\Agreements\Non-PSA Kirtley Construction, Inc.-FY22-0058.doc jm NPS-2.2 (2/22) 30 Main Sewer Line Spot Repair with 30" SDR-35 @ 8'-15' depth per linear foot $ 75,000.00 31 Main Sewer Line Spot Repair with 36" SDR-35 @ 3'-8' depth per linear foot $ 75,000.00 32 Main Sewer Line Spot Repair with 36" SDR-35 @ 8'-15' depth per linear foot $ 85,000.00 33 Main Sewer Line Spot Repair with 48" SDR-35 @ 3'-8' depth per linear foot $ 85,000.00 34 Main Sewer Line Spot Repair with 48" SDR-35 @ 8'-1.5' depth per linear foot $ 95,000.00 35 Main Sewer Line Replacement with 4" SDR-35 Pipe @ 3' 8' depth per linear foot $ 10,000.00 36 Main Sewer Line Replacement with 4" SDR-35 Pipe @ 8'- 15' depth per linear foot $ 12,000.00 37 Main Sewer Line Replacement with 6" SDR-35 Pipe @ 3'- 8' depth per linear foot $ 11,000.00 38 Main Sewer Line Replacement with 6" SDR-35 Pipe @ 8'- 15' depth per linear foot $ 13,000.00 39 Main Sewer Line Replacement with 8" SDR-35 Pipe @ 3'- 8' depth per linear foot $ 12,000.00 40 Main Sewer Line Replacement with 8" SDR-35 Pipe @ 8'- 15' depth per linear foot $ 14,000.00 41 Main Sewer Line Replacement with 10" SDR-35 Pipe @ 3'-8' depth per linear foot $ 13,000.00 42 Main Sewer Line Replacement with 10" SDR-35 Pipe @ 8'-15' depth per linear foot $ 15,000.00 43 Main Sewer Line Replacement with 12" SDR-35 Pipe @ 3'-8' depth per linear foot $ 14,000.00 44 Main Sewer Line Replacement with 12" SDR-35 Pipe @ 8'-15' depth per linear foot $ 16,000.00 45 Main Sewer Line Replacement with 15" SDR-35 Pipe @ 3'-8' depth per linear foot $ 20,000.00 46 Main Sewer Line Replacement with 15" SDR-35 Pipe @ 8'-15' depth per linear foot $ 25,000.00 47 Main Sewer Line Replacement with 18" SDR-35 Pipe @ 3'-8' depth per linearfoot $ 20,000.00 48 Main Sewer Line Replacement with 18" SDR-35 Pipe @ 8'-15' depth per linear foot $ 25,000.00 49 Main Sewer Line Replacement with 20" SDR-35 Pipe @ 3'-8' depth per linear foot $ 30,000.00 50 Main Sewer Line Replacement with 20" SDR-35 Pipe @ 8'-15' depth per linear foot $ 35,000.00 51 Main Sewer Line Replacement with 24" SDR-35 Pipe @ 3'-8' depth per linear foot $ 35,000.00 52 Main Sewer Line Replacement with 24" SDR-35 Pipe @ 8'-15' depth per linear foot $ 37,000.00 53 Main Sewer Line Replacement with 27" SDR-35 Pipe @ 3'-8' depth per linear foot $ 35,000.00 54 Main Sewer Line Replacement with 27" SDR-35 Pipe @ 8-15 depth per linear foot $ 37,000.00 55 Main Sewer Line Replacement with 30" SDR-35 Pipe @ 3'-8' depth per linear foot $ 35,000.00 56 Main Sewer Line Replacement with 30" SDR-35 Pipe @ 8'-15' depth per linear foot $ 37,000.00 57 Main Sewer Line Replacement with 36" SDR-35 Pipe @ 3'-8' depth per linear foot $ 35,000.00 58 Main Sewer Line Replacement with 36" SDR-35 Pipe @ 8'-15' depth per linear foot $ 37,000.00 59 Main Sewer Line Replacement with 48" SDR-35 Pipe @ 3'-8' depth per linear foot $ 38,000.00 12 L:\ca\Agreements\Non-PSA Kirtley Construction, Inc.-FY22-0058.doc-jm NPS-2.2 (2/22) 60 Main Sewer Line Replacement with 48" SDR-35 Pipe @ 8'-15' depth per linear foot $ 40,000.00 61 Sewer Bypass Set -Up, Monitoring and Take Down daily rate $ 50,000.00 TOTAL SUM BID (1 through 61) $ 1,903,000.00 13 L:\ca\Agreements\Non-PSA Kirtley Construction, Inc.-FY22-0058.doc jm NPS-2.2 (2/22) 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 X 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. Kirtley Construction, Inc. Date: November 1, 2022 Troy Ki -y, 'r' sident 14 L:\ca\Agreements\Non-PSA Kirtley Construction, Inc.-FY22-0058.doc jm KIRTCON-01 MAXU AR EY CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 10/25/2022 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 License # 0C36861 Inland Empire-Alliant Insurance Services, Inc. 685 E. Carnegie Dr Ste 265 San Bernardino, CA 92408 CONTACT Christina M Mountz NAME: q/a,NNo, Ext): (909) 886-9861 I FAX No 909 886-2013 ( ):( ) E-MAI ADDRESS: cmountz@alliant.com INSURER(S) AFFORDING COVERAGE NAIC # INSURER A : Travelers Indemnity Company of Connecticut 25682 INSURED Kirtley Construction Inc dba TK Construction PO Box 9608 San Bernardino, CA 92427 INSURER B: Travelers Property Casualty Company of America 25674 INSURER c:Insurance Company of the West 27847 INSURER D : INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: 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 POLIC ES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS INSR LTR TYPE OF INSURANCE ADDL INSD SUBR WVD POLICY NUMBER POLICY EFF (MM/DD/YYYYI POLICY EXP IMM/DD/YYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY X DT22-00-7N554763-TCT-22 7/1/2022 7/1/2023 EACH OCCURRENCE $ 1,000,000 CLAIMS -MADE X OCCUR DAMAGE PREMISESO(EaEED occurrence) $ 300,000 X $5,000 PD Ded MED EXP (Any one person) 5,000 $ PERSONAL & ADV INJURY $ 1,000,000 GEN'L AGGREGATE X LIMIT APPLIES JECT PER: LOC GENERAL AGGREGATE $ 2,000,000 PRODUCTS - COMP/OPAGG $ 2,000,000 EBL AGGREGATE $ 2,000,000 B AUTOMOBILE X X X LIABILITY ANY AUTO OWNED X x SCHEDULED AUTOS W NON-O ONLY $1,000 CoII Ded X BA7N557986 7/1/2022 7/1/2023 COMBINED SINGLE LIMIT (Ea accident) 1,000,000 $ BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ (Per accidentDAMAGE $ $ U UMBRELLA LIAB EXCESS LIAB O OCCUR CLAIMS -MADE EACH OCCURRENCE $ AGGREGATE $ DED RETENTION $ $ C WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY OFFICER/MEMBER /EXCLUDED? ECUTIVE (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below Y / N y N / A WSD 5034157 06 7/1/2022 7/1/2023 X PER STATUTE OTH- ER E.L. EACH ACCIDENT 1,000,000 $ E.L. DISEASE - EA EMPLOYEE $ 1,000,000 E.L. DISEASE - POLICY LIMIT 1,000,000 $ DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space Is required) Re: Contract #FY22-0058, On -Call Sewer Collection System Repair & Construction Services City of Redlands is additional insureds, primary and non-contributory as respects to general liability per endorsements attached; additional insureds, primary and non-contributory as respects to auto liability per endorsements attached. Cancellation notice per attached endorsements. CERTIFICATE HOLDER Cityof Redlands 35 Cajon St., Suite 15A Redlands, CA 92373 I 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 ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD POLICY NUMBER: DT22-CO-7N554763-TCT-22 NAMED INSURED: Kirtley Construction Inc dba TK Construction THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL GENERAL LIABILITY BLANKET ADDITIONAL INSURED (Includes Products -Completed Operations If Required By Contract) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PROVISIONS The following is added to SECTION II — WHO IS AN INSURED: Any person or organization that you agree in a written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only: a. With respect to liability for "bodily injury" or "property damage" that occurs, or for "personal injury" caused by an offense that is committed, subsequent to the signing of that contract or agreement and while that part of the contract or agreement is in effect; and b. If, and only to the extent that, such injury or damage is caused by acts or omissions of you or your subcontractor in the performance of "your work" to which the written contract or agreement applies. Such person or organization does not qualify as an additional insured with respect to the independent acts or omissions of such person or organization. The insurance provided to such additional insured is subject to the following provisions: a. If the Limits of Insurance of this Coverage Part shown in the Declarations exceed the minimum limits required by the written contract or agreement, the insurance provided to the additional insured will be limited to such minimum required limits. For the purposes of determining whether this limitation applies, the minimum limits required by the written contract or agreement will be considered to include the minimum limits of any Umbrella or Excess liability coverage required for the additional insured by that written contract or agreement. This provision will not increase the limits of insurance described in Section III — Limits Of Insurance. b. The insurance provided to such additional insured does not apply to: CGD2460419 (1) Any "bodily injury", "property damage" or "personal injury" arising out of the providing, or failure to provide, any professional architectural, engineering or surveying services, including: (a) The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders or change orders, or the preparing, approving, or failing to prepare or approve, drawings and specifications; and (b) Supervisory, inspection, architectural or engineering activities. (2) Any "bodily injury" or "property damage" caused by "your work" and included in the "products -completed operations hazard" unless the written contract or agreement specifically requires you to provide such coverage for that additional insured during the policy period. c. The additional insured must comply with the following duties: (1) Give us written notice as soon as practicable of an "occurrence" or an offense which may result in a claim. To the extent possible, such notice should include: (a) How, when and where the "occurrence" or offense took place; (b) The names and addresses of any injured persons and witnesses; and (c) The nature and location of any injury or damage arising out of the "occurrence" or offense. (2) If a claim is made or "suit" is brought against the additional insured: © 2018 The Travelers Indemnity Company. All rights reserved. Page 1 of 2 COMMERCIAL GENERAL LIABILITY (a) Immediately record the specifics of the claim or "suit" and the date received; and (b) Notify us as soon as practicable and see to it that we receive written notice of the claim or "suit" as soon as practicable. (3) Immediately send us copies of all legal papers received in connection with the claim or "suit", cooperate with us in the investigation or settlement of the claim or defense against the "suit", and otherwise comply with all policy conditions. Page 2 of 2 (4) Tender the defense and indemnity of any claim or "suit" to any provider of other insurance which would cover such additional insured for a loss we cover. However, this condition does not affect whether the insurance provided to such additional insured is primary to other insurance available to such additional insured which covers that person or organization as a named insured as described in Paragraph 4., Other Insurance, of Section IV — Commercial General Liability Conditions. © 2018 The Travelers Indemnity Company. All rights reserved. CG D2 46 04 19 POLICY NUMBER: DT22-CO-7N554763-TCT-22 NAMED INSURED: Kirtley Construction Inc dba TK Construction THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CALIFORNIA CHANGES - CANCELLATION AND NONRENEWAL This endorsement modifies insurance provided under the following: CAPITAL ASSETS PROGRAM (OUTPUT POLICY) COVERAGE PART COMMERCIAL AUTOMOBILE COVERAGE PART COMMERCIAL GENERAL LIABILITY COVERAGE PART COMMERCIAL INLAND MARINE COVERAGE PART COMMERCIAL PROPERTY COVERAGE PART CRIME AND FIDELITY COVERAGE PART EMPLOYMENT -RELATED PRACTICES LIABILITY COVERAGE PART EQUIPMENT BREAKDOWN COVERAGE PART FARM COVERAGE PART LIQUOR LIABILITY COVERAGE PART MEDICAL PROFESSIONAL LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART A. Paragraphs 2. and 3. of the Cancellation Com- mon Policy Condition are replaced by the follow- ing: 2. All Policies In Effect For 60 Days Or Less If this policy has been in effect for 60 days or less, and is not a renewal of a policy we have previously issued, we may cancel this policy by mailing or delivering to the first Named In- sured, at the mailing address shown in the policy, and to the producer of record, advance written notice of cancellation, stating the rea- son for cancellation, at least: a. 10 days before the effective date of can- cellation if we cancel for: (1) (2) Nonpayment of premium; or Discovery of fraud by: (a) Any insured or his or her repre- sentative in obtaining this insur- ance; or (b) You or your representative in pursuing a claim under this pol- icy. b. 30 days before the effective date of can- cellation if we cancel for any other rea- son. 3. All Policies In Effect For More Than 60 Days a. If this policy has been in effect for more than 60 days, or is a renewal of a policy we issued, we may cancel this policy only upon the oc- currence, after the effective date of of one or more of the following: (1) (2) (3) (4) (5) the policy, Nonpayment of premium, including pay- ment due on a prior policy we issued and due during the current policy term cover- ing the same risks. Discovery of fraud or material misrepre- sentation by: (a) Any insured or his or her representa- tive in obtaining this insurance; or (b) You or your representative in pursu- ing a claim under this policy. A judgment by a court or an administra- tive tribunal that you have violated a Cali- fornia or Federal law, having as one of its necessary elements an act which materi- ally increases any of the risks insured against. Discovery of willful or grossly negligent acts or omissions, or of any violations of state laws or regulations establishing safety standards, by you or your repre- sentative, which materially increase any of the risks insured against. Failure by you or your representative to implement reasonable loss control re- quirements, agreed to by you as a condi- tion of policy issuance, or which were conditions precedent to our use of a par- ticular rate or rating plan, if that failure IL02700912 Insurance Services Office, Inc., 2012 Page 1 of 3 materially increases any of the risks in- sured against. (6) A determination by the Commissioner of Insurance that the: (a) Loss of, or changes in, our reinsur- ance covering all or part of the risk would threaten our financial integrity or solvency; or (b) Continuation of the policy coverage would; (I) Place us in violation of California law or the laws of the state where we are domiciled; or (ii) Threaten our solvency. A change by you or your representative in the activities or property of the commer- cial or industrial enterprise, which results in a materially added, increased or changed risk, unless the added, in- creased or changed risk is included in the policy. b. We will mail or deliver advance written notice of cancellation, stating the reason for cancel- lation, to the first Named Insured, at the mail- ing address shown in the policy, and to the producer of record, at least: (1) 10 days before the effective date of can- cellation if we cancel for nonpayment of premium or discovery of fraud; or (2) 30 days before the effective date of can- cellation if we cancel for any other reason listed in Paragraph 3.a. B. The following provision is added to the Cancella- tion Common Policy Condition: 7. Residential Property This provision applies to coverage on real property which is used predominantly for residential purposes and consisting of not more than four dwelling units, and to cover- age on tenants' household personal property in a residential unit, if such coverage is writ- ten under one of the following: Commercial Property Coverage Part Farm Coverage Part — Farm Property — Farm Dwellings, Appurtenant Structures And Household Personal Property Coverage Form a. If such coverage has been in effect for 60 days or less, and is not a renewal of cov- erage we previously issued, we may can- cel this coverage for any reason, except as provided in b. and c. below. (7) b. We may not cancel this policy solely be- cause the first Named Insured has: (1) Accepted an offer of earthquake cov- erage; or (2) Cancelled or did not renew a policy issued by the California Earthquake Authority (CEA) that included an earthquake policy premium sur- charge. However, we shall cancel this policy if the first Named Insured has accepted a new or renewal policy issued by the CEA that includes an earthquake policy premium surcharge but fails to pay the earthquake policy premium surcharge authorized by the CEA. c. We may not cancel such coverage solely because corrosive soil conditions exist on the premises. This restriction (c.) applies only if coverage is subject to one of the following, which exclude loss or damage caused by or resulting from corrosive soil conditions: (1) Commercial Property Coverage Part — Causes Of Loss — Special Form; or (2) Farm Coverage Part — Causes Of Loss Form — Farm Property, Para- graph D. Covered Causes Of Loss — Special. C. The following is added and supersedes any pro- visions to the contrary: Nonrenewal 1. Subject to the provisions of Paragraphs C.2. and C.3. below, if we elect not to renew this policy, we will mail or deliver written notice, stating the reason for nonrenewal, to the first Named Insured shown in the Declarations, and to the producer of record, at least 60 days, but not more than 120 days, before the expiration or anniversary date. We will mail or deliver our notice to the first Named Insured, and to the producer of re- cord, at the mailing address shown in the pol- icy. 2. Residential Property This provision applies to coverage on real property used predominantly for residential purposes and consisting of not more than four dwelling units, and to coverage on tenants' household property contained in a residential unit, if such coverage is written under one of the following: Page 2 of 3 C) Insurance Services Office, Inc., 2012 IL 02 70 09 12 Commercial Property Coverage Part Farm Coverage Part — Farm Property — Farm Dwellings, Appurtenant Structures And Household Personal Property Coverage Form a. We may elect not to renew such cover- age for any reason, except as provided in b., c. and d. below. b. We will not refuse to renew such cover- age solely because the first Named In- sured has accepted an offer of earth- quake coverage. However, the following applies only to in- surers who are associate participating in- surers as established by Cal. Ins. Code Section 10089.16. We may elect not to renew such coverage after the first Named Insured has accepted an offer of earthquake coverage, if one or more of the following reasons applies: (1) The nonrenewal is based on sound underwriting principles that relate to the coverages provided by this policy and that are consistent with the ap- proved rating plan and related docu- ments filed with the Department of Insurance as required by existing law; (2) The Commissioner of Insurance finds that the exposure to potential losses will threaten our solvency or place us in a hazardous condition. A hazard- ous condition includes, but is not lim- ited to, a condition in which we make claims payments for losses resulting from an earthquake that occurred within the preceding two years and that required a reduction in policy- holder surplus of at least 25% for payment of those claims; or We have: (a) Lost or experienced a substantial reduction in the availability or scope of reinsurance coverage; or (b) Experienced a substantial in- crease in the premium charged for reinsurance coverage of our residential property insurance policies; and the Commissioner has approved a plan for the nonrenewals that is fair and equitable, and that is responsive (3) to the changes in our reinsurance po- sition. c. We will not refuse to renew such cover- age solely because the first Named In- sured has cancelled or did not renew a policy, issued by the California Earth- quake Authority, that included an earth- quake policy premium surcharge. d. We will not refuse to renew such cover- age solely because corrosive soil condi- tions exist on the premises. This restric- tion (d.) applies only if coverage is sub- ject to one of the following, which exclude loss or damage caused by or resulting from corrosive soil conditions: (1) Commercial Property Coverage Part — Causes Of Loss — Special Form; or (2) Farm Coverage Part — Causes Of Loss Form — Farm Property, Para- graph D. Covered Causes Of Loss — Special. 3. We are not required to send notice of nonre- newal in the following situations: a. If the transfer or renewal of a policy, with- out any changes in terms, conditions or rates, is between us and a member of our insurance group. b. If the policy has been extended for 90 days or less, provided that notice has been given in accordance with Paragraph C.1. c. If you have obtained replacement cover- age, or if the first Named Insured has agreed, in writing, within 60 days of the termination of the policy, to obtain that coverage. d. If the policy is for a period of no more than 60 days and you are notified at the time of issuance that it will not be re- newed. e. If the first Named Insured requests a change in the terms or conditions or risks covered by the policy within 60 days of the end of the policy period. f. If we have made a written offer to the first Named Insured, in accordance with the timeframes shown in Paragraph C.1., to renew the policy under changed terms or conditions or at an increased premium rate, when the increase exceeds 25%. IL02700912 © Insurance Services Office, Inc., 2012 Page 3 of 3 POLICY NUMBER: BA-7N557986-22-26-G COMMERCIAL AUTO NAMED INSURED: Kirtley Construction Inc dba TK Construction THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESS AUTO EXTENSION ENDORSEMENT 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 modi- fied by the endorsement. GENERAL DESCRIPTION OF COVERAGE — This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to the Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general cover- age description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this en- dorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. BROAD FORM NAMED INSURED B. BLANKET ADDITIONAL INSURED C. EMPLOYEE HIRED AUTO D. EMPLOYEES AS INSURED E. SUPPLEMENTARY PAYMENTS — INCREASED LIMITS F. HIRED AUTO — LIMITED WORLDWIDE COVERAGE — INDEMNITY BASIS G. WAIVER OF DEDUCTIBLE — GLASS PROVISIONS A. BROAD FORM NAMED INSURED The following is added to Paragraph A.1., Who Is An Insured, of SECTION II — LIABILITY COV- ERAGE: Any organization you newly acquire or form dur- ing the policy period over which you maintain 50% or more ownership interest and that is not separately insured for Business Auto Coverage. Coverage under this provision is afforded only un- til the 180th day after you acquire or form the or- ganization or the end of the policy period, which- ever is earlier. B. BLANKET ADDITIONAL INSURED The following is added to Paragraph c. in A.1., Who Is An Insured, of SECTION II — LIABILITY COVERAGE: Any person or organization who is required under a written contract or agreement between you and that person or organization, that is signed and CA T3 53 03 10 H. HIRED AUTO PHYSICAL DAMAGE — LOSS OF USE — INCREASED LIMIT I. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES — INCREASED LIMIT J. PERSONAL EFFECTS K. AIRBAGS L. NOTICE AND KNOWLEDGE OF ACCIDENT OR LOSS M. BLANKET WAIVER OF SUBROGATION N. UNINTENTIONAL ERRORS OR OMISSIONS executed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period, to be named as an addi- tional insured is an "insured" for Liability Cover- age, but only for damages to which this insurance applies and only to the extent that person or or- ganization qualifies as an "insured" under the Who Is An Insured provision contained in Section 11. C. EMPLOYEE HIRED AUTO 1. The following is added to Paragraph A.1., Who Is An Insured, of SECTION II — LI- ABILITY COVERAGE: An "employee" of yours is an "insured" while operating an "auto" hired or rented under a contract or agreement in that "employee's" name, with your permission, while performing duties related to the conduct of your busi- ness. © 2010 The Travelers Indemnity Company. Page 1 of 4 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL AUTO 2. The following replaces Paragraph b. in B.5., Other Insurance, of SECTION IV — BUSI1- NESS AUTO CONDITIONS: b. For Hired Auto Physical Damage Cover- age, the following are deemed tobacov- ered ^autuo^ynuown: (1) Any covered "auto" you |oaoe, hie. rent orborrow; and (2)Any covered "auto^hired orrented by your "employee" under contract in that individual "employee's" nome, with yuurpnnnismion. while perform- ing duties related to the conduct of your business. However, any ''muto^that in |nonnd, himd, rented or borrowed with e driver is not covered "auto". Q. EMPLOYEES AS INSURED The following isadded buParagraph A.IWho Is An /nmummd. of SECTION :l—LIABILITY COV- ERAGE: Any "emp|oyee'of yoursisun"Inmued"while us- ing onnvomd''uuho"ynudon'town.h|mmrbonpw inyour business oryour personal affairs. E. SUPPLEMENTARY PAYMENTS —INCREASED LIMITS 1' The following mp|anwo Paragraph A.2.(2). ufSECTION ||—LIABILITY COVERAGE: (2) Up to $3.000 for cont of bail bonds (in- cluding bonds for related traffic law viola- tions) required because ofon "accident" we cover. We do not have to fumioh these bonds. 2' The following mp|ooeo Paragraph A.2m.(4). of SECTION Yy—L|ABIUTY COVERAGE: (4) All mumuunab|e mxpmnooa incurred by the "inoumd"mtour request, including actual |ouy of earnings up to $500 o day be- cause of time off from work. P. HIRED AUTO — LIMITED WORLDWIDE COV- ERAGE —INDEMNITY BASIS The following replaces Subparagraph (5)inPara- graph B'?'. Pm||ny Period, Coverage Territory, of SECTION |V — BUSINESS AUTO CONDI- TIONS: (6) Anywhere in the world, except any country or jurisdiction while any trade sanction, em- bargo, or similar regulation imposed by the United States of America applies to and pro- hibits the transaction of business with or within such country or jurisdiction, for Liability Coverage for any covered "auto" that you lease, hire, rent o,borrow without adriver for a period of3D days orless and that is not an "muto" you |eaue, h|re, rent or borrow from any ofyour "nmp|oyeaa^. partners (if you are o partnership), nnambmm (if you are m limited liability company) nrmembers uftheir hmuee- ho|do. (a) With respect to any claim made or "suit" brought outside the United States of America, the territories and possessions of the United States of America, Puerto Rico and Canada: You must arrange to defend the "in- sured" against, and investigate or set- tle any such claim or "suit" and keep us advised of all proceedings and ac- U@ Neither you nor any other involved "Insured" will make any settlement without our consent. (iiNVVomay, atour discretion, participate indefending the "inoured"against, or in the settlement of, any claim or 11suit". (iv)Newill reimburse the "Insured" for sums that the ^innumd^ legally must pay as damages because of^bodUy injury" or "property damage" to which this insurance applies, that the "in- sured" pays with our consent, but only upto the limit described inPara- graph C, Limit O*Insurance, ofSEC- TION U—LIABILITY COVERAGE. (v) We will reimburse the "insured" for the mauoneNo expenses incurred with our consent for your investiga- tion ufsuch claims and your defense of the "insured" against any such "suiC", but only up to and included within the limit described In Para- graph C, Limit Of |noumnna. of SECTION U — LIABILITY COVER- AGE, and not in addition to such limit. Our duty to make such payments ends when we have used upthe ap- plicable limit of insurance in pay- ments for damages, settlements or defense expenses. (b) This insurance is excess over any valid and collectible other insurance available N Page 2of4 @omoThe Travelers Indemnity Company. CAT3G3031W Includes copyrighted material mInsurance Services Office, Inc. with its permission. to the "inomad"whether primary, excess contingent oronany other basis. (c) This insurance is not substitute for re- quired or compulsory insurance in any country outside the United States, its ter- ritories ondpomoaaw|onu. Puerto Rico and Canada. You agree to maintain all required or compulsory insurance inany such coun- try up to the minimum limits required by local law. Your failure hncomply with compulsory insurance requirements will not invalidate the coverage afforded by this policy, but wewill only holiable tnthe nmmo extent wewould have been liable had you complied with the compulsory in- surance equiemunto. (d) It is understood that we are not an admit- ted or authorized insurer outside the United States of America, its Vmn|tohom and poxaeoainno. Puerto Rico and Can- ada. We assume no responsibility for the furnishing of certificates of inmuronce, or for compliance in anyway with the |owo ofother countries relating huinsurance. G. WAIVER OF DEDUCTIBLE —GLASS The following is added to Paragraph D'. Deducti- ble, of SECTION H| — PHYSICAL DAMAGE COVERAGE: No deductible for a covered "auto" will apply to glass damage if the A|auo in repaired rather than replaced. H. HIRED AUTO PHYSICAL DAMAGE —LOSS OF USE —INCREASED L|08Q' The following replaces the last sentence of Po,a- graphAA.b.. Lose Of Use Expenses, of SEC- TION III — PHYSICAL DAMAGE COVERAGE: Howover, the most wmwill pay for any expenses for loss ofuse is *65 per day, to maximum of $75Ofor any one ''oncidmnt" [ PHYSICAL DAMAGE — TRANSPORTATION EXPENSES —INCREASED LUN81T The following replaces the first sentence in Para- graph AA.m.. Transportation Expwmwmm. of SECTION U| — PHYSICAL DAMAGE COVER- AGE: We will pay up to $50 per day to o maximum of $1.500 for temporary transportation expense in- curred by you because nfthe total theft of o cov- ered "auto" of the private passenger type. COMMERCIAL AUTO J. PERSONAL EFFECTS The following |oadded to ParagraphAA.. Cover- age Extensions, of SECTION U|— PHYSICAL DAMAGE COVERAGE: Personal Effects We will pay up to $4V8for "|000" to wearing ap- parel and other personal effects which are: (1) Owned byun^innumd";and (3) |noronyour covered "aub/'. This coverage applies only inthe event ofototal theft oyyour covered ''auto". Nodeductibles apply tmthis Personal Effects coverage. K. AIRBAGS The following is added to Paragraph B.3` Exclu- sions, of SECTION U| — PHYSICAL DAMAGE COVERAGE: Exclusion 3.o. does not apply ho "loss" to one or more airbags in m covered "auto" you own that in- flate duo to u cause other than e cause of "loss" set forth in Paragraphs A'1.h. and A.I.o~ but only: m' Ifthat ^auto"ioacovered ^muto^for Compre- hensive Ouvanoguundarth|opu|icy; b' The airbags are not covered under any war- ranty; and n. The airbags were not intentionally inflated. We will pay up to o maximum of $1.OUDfor any L. NOTICE AND KNOWLEDGE 0FACCIDENT OR LOSS The following iuadded baParagraph A.2.m..of SECTION kV —BUSINESS AUTO CONDITIONS: Your duty togive uoorour authorized representa- tive prompt notice of the "accident' or "loss" ap- plies only when the ^occidenf' or "loss" in known to: <a> You (if you are on)ndividua|); (b) Apartner (if you are apmrtnemhip); (c) A member (if you are limited Umbi|hycum- ponYX (d) An executive officer, director or insurance manager (if you are acorporation orother or- ganization); or (w)Any ^emp| youhogivnno- monoThorravmorsmo^mnityoompanv 8of4 Includes copyrighted material of Insurance Services Office, Inc. with Its permission. COMMERCIAL AUTO M. BLANKET WAIVER OF SUBROGATION The following replaces Paragraph A.5..Transfer Of Rights Of Recovery Others TmUs, of SECTION IV — BUSINESS AUTO CONDI- TIONS: 6. Transfer Of Rights Of Recovery Against Others TmUw VVewaive any right ofrecovery wemay have against any person ororganization \othe ex- tent required of you by a written contract signed and executed prior Voany ^mcddant' ur"|uoo^.provided that the "mwcidont'or^|oao" arises out of operations contemplated by such contract. The waiver applies only to the person or organization designated in such contract. N. UNINTENTIONAL ERRORS OR O80|8S10N0 The following ioadded to Paragraph B.2'. Con- cealment, Misrepresentation, Or Fnund. of SECTION IV —BUSINESS AUTO CONDITIONS: The unintentional omission VC or unintentional error in, any information given by you ohmU not prejudice your rights under this insurance. How- ever this provision does not affect our right to col- |oot additional premium or exercise our right of cancellation ornon'mnawe|. Page 4nf4 @cumThe Travelers Indemnity Company. CA73S383i8 Includes copyrighted material mInsurance Services Office, Inc. with its permission. POLICY NUMBER: BA-7N557986-22-26-G NAMED INSURED: Kirtley Construction Inc dba TK Construction COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESS AUTO 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" re- fer to the Named Insured shown in the Declarations. The words "we", "us" and "our" refer to the company providing this insurance. Other words and phrases that appear in quotation marks have special meaning. Refer to Section V — Definitions SECTION I — COVERED AUTOS Item Two of the Declarations shows the "autos" that are covered "autos" for each of your coverages. The following numerical symbols describe the "autos" that may be covered "autos". The symbols entered next to a coverage on the Declarations designate the only "autos" that are covered "autos". A. Description Of Covered Auto Designation Symbols Symbol Description Of Covered Auto Designation Symbols 1 Any "Auto" 2 Owned "Autos" Only Only those "autos" you own (and for Covered Autos Liability Coverage any "trailers" you don't own while attached to power units you own). This includes those "autos" you acquire ownership of after the policy begins. 3 Owned Private Passenger "Autos" Only Only the private passenger "autos" you own. This includes those private passenger "autos" you acquire ownership of after the policy begins. 4 Owned "Autos" Other Than Private Passenger "Autos" Only Only those "autos" you own that are not of the private passenger type (and for Covered Autos Liability Coverage any "trailers" you don't own while attached to power units you own). This includes those "autos" not of the private passenger type you acquire ownership of after the policy begins. 5 Owned "Autos" Subject To No-fault Only those "autos" you own that are required to have no-fault benefits in the state where they are licensed or principally garaged. This includes those "autos" you acquire ownership of after the policy begins provided they are required to have no- fault benefits in the state where they are licensed or principally garaged. 6 Owned "Autos" Subject To A Compulsory Uninsured Motorists Law Only those "autos" you own that because of the law in the state where they are licensed or principally garaged are required to have and cannot reject Uninsured Motorists Coverage. This includes those "autos" you acquire ownership of after the policy begins provided they are subject to the same state uninsured motorists requirement. 7 Specifically Described "Autos" Only those "autos" described in Item Three of the Declarations for which a premium charge is shown (and for Covered Autos Liability Coverage any "trailers" you don't own while attached to any power unit described in Item Three). 8 Hired "Autos" Only Only those "autos" you lease, hire, rent or borrow. This does not include any "auto" you lease, hire, rent or borrow from any of your "employees", partners (if you are a partnership), members (if you are a limited liability company) or members of their households. 9 Non -owned "Autos" Only Only those "autos" you do not own, lease, hire, rent or borrow that are used in connection with your business. This includes "autos" owned by your "employees", partners (if you are a partnership), members (if you are a limited liability company) or members of their households but only while used in your business or your personal affairs. CA00011013 CO Insurance Services Office, Inc., 2011 Page 1 of 12 COMMERCIAL AUTO 19 Mobile Equip- Only those "autos" that are land vehicles and that would qualify under the definition ment Subject To of "mobile equipment" under this policy if they were not subject to a compulsory or Compulsory Or financial responsibility law or other motor vehicle insurance law where they are Financial licensed or principally garaged. Responsibility Or Other Motor Vehicle Insur- ance Law Only B. Owned Autos You Acquire After The Policy Begins 1. If Symbols 1, 2, 3, 4, 5, 6 or 19 are entered next to a coverage in Item Two of the Decla- rations, then you have coverage for "autos" that you acquire of the type described for the remainder of the policy period. 2. But, if Symbol 7 is entered next to a coverage in Item Two of the Declarations, an "auto" you acquire will be a covered "auto" for that cov- erage only if: a. We already cover all "autos" that you own for that coverage or it replaces an "auto" you previously owned that had that cov- erage; and b. You tell us within 30 days after you ac- quire it that you want us to cover it for that coverage. C. Certain Trailers, Mobile Equipment And Tem- porary Substitute Autos If Covered Autos Liability Coverage is provided by this Coverage Form, the following types of vehi- cles are also covered "autos" for Covered Autos Liability Coverage: 1. "Trailers" with a load capacity of 2,000 pounds or less designed primarily for travel on public roads. 2. "Mobile equipment" while being carried or towed by a covered "auto". 3. Any "auto" you do not own while used with the permission of its owner as a temporary substitute for a covered "auto" you own that is out of service because of its: a. b. c. d. e. Breakdown; Repair; Servicing; "Loss"; or Destruction. SECTION II -- COVERED AUTOS LIABILITY COV- ERAGE A. Coverage We will pay all sums an "insured" legally must pay as damages because of "bodily injury" or "prop- erty damage" to which this insurance applies, caused by an "accident" and resulting from the ownership, maintenance or use of a covered "auto". We will also pay all sums an "insured" legally must pay as a "covered pollution cost or expense" to which this insurance applies, caused by an "accident" and resulting from the ownership, maintenance or use of covered "autos". However, we will only pay for the "covered pollution cost or expense" if there is either "bodily injury" or "prop- erty damage" to which this insurance applies that is caused by the same "accident". We have the right and duty to defend any "in- sured" against a "suit" asking for such damages or a "covered pollution cost or expense". How- ever, we have no duty to defend any "insured" against a "suit" seeking damages for "bodily in- jury" or "property damage" or a "covered pollution cost or expense" to which this insurance does not apply. We may investigate and settle any claim or "suit" as we consider appropriate. Our duty to de- fend or settle ends when the Covered Autos Li- ability Coverage Limit of Insurance has been ex- hausted by payment of judgments or settlements. 1. Who Is An Insured The following are "insureds": a. You for any covered "auto". b. Anyone else while using with your per- mission a covered "auto" you own, hire or borrow except: (1) The owner or anyone else from whom you hire or borrow a covered "auto". This exception does not apply if the covered "auto" is a "trailer" connected to a covered "auto" you own. Page 2 of 12 C� Insurance Services Office, Inc., 2011 CA 00 01 10 13 (2) Your "employee" if the covered "auto" is owned by that "employee" or a member of his or her household. Someone using a covered "auto" while he or she is working in a busi- ness of selling, servicing, repairing, parking or storing "autos" unless that business is yours. (4) Anyone other than your "employees", partners (if you are a partnership), members (if you are a limited liability company) or a lessee or borrower or any of their "employees", while mov- ing property to or from a covered "auto". A partner (if you are a partnership) or a member (if you are a limited liability company) for a covered "auto" owned by him or her or a member of his or her household. c. Anyone liable for the conduct of an "in- sured" described above but only to the extent of that liability. 2. Coverage Extensions a. Supplementary Payments We will pay for the "insured": (1) All expenses we incur. (2) Up to $2,000 for cost of bail bonds (including bonds for related traffic law violations) required because of an "accident" we cover. We do not have to furnish these bonds. The cost of bonds to release attach- ments in any "suit" against the "in- sured" we defend, but only for bond amounts within our Limit of Insur- ance. (4) All reasonable expenses incurred by the "insured" at our request, including actual loss of earnings up to $250 a day because of time off from work. All court costs taxed against the "in- sured" in any "suit" against the "in- sured" we defend. However, these payments do not include at- torneys' fees or attorneys' expenses taxed against the "insured". (6) All interest on the full amount of any judgment that accrues after entry of the judgment in any "suit" against the "insured" we defend, but our duty to (3) (5) (3) (5) COMMERCIAL AUTO pay interest ends when we have paid, offered to pay or deposited in court the part of the judgment that is within our Limit of Insurance. These payments will not reduce the Limit of Insurance. b. Out-of-state Coverage Extensions While a covered "auto" is away from the state where it is licensed, we will: (1) Increase the Limit of Insurance for Covered Autos Liability Coverage to meet the limits specified by a com- pulsory or financial responsibility law of the jurisdiction where the covered "auto" is being used. This extension does not apply to the limit or limits specified by any law governing motor carriers of passengers or property. (2) Provide the minimum amounts and types of other coverages, such as no- fault, required of out-of-state vehicles by the jurisdiction where the covered "auto" is being used. We will not pay anyone more than once for the same elements of loss because of these extensions. B. Exclusions This insurance does not apply to any of the fol- lowing: 1. Expected Or Intended Injury "Bodily injury" or "property damage" expected or intended from the standpoint of the "in- sured". 2. Contractual Liability assumed under any contract or agreement. But this exclusion does not apply to liability for damages: a. Assumed in a contract or agreement that is an "insured contract", provided the "bodily injury" or "property damage" oc- curs subsequent to the execution of the contract or agreement; or b. That the "insured" would have in the ab- sence of the contract or agreement. 3. Workers' Compensation Any obligation for which the "insured" or the "insured's" insurer may be held liable under any workers' compensation, disability benefits CA00011013 0 Insurance Services Office, Inc., 2011 Page 3 of 12 COMMERCIAL AUTO or unemployment compensation law or any similar law. 4. Employee Indemnification And Employer's Liability "Bodily injury" to: a. An "employee" of the "insured" arising out of and in the course of: (1) Employment by the "insured"; or (2) Performing the duties related to the conduct of the "insured's" business; or b. The spouse, child, parent, brother or sis- ter of that "employee" as a consequence of Paragraph a. above. This exclusion applies: (1) Whether the "insured" may be liable as an employer or in any other ca- pacity; and (2) To any obligation to share damages with or repay someone else who must pay damages because of the in- jury. But this exclusion does not apply to "bodily in- jury" to domestic "employees" not entitled to workers' compensation benefits or to liability assumed by the "insured" under an "insured contract". For the purposes of the Coverage Form, a domestic "employee" is a person en- gaged in household or domestic work per- formed principally in connection with a resi- dence premises. 5. Fellow Employee "Bodily injury" to: a. Any fellow "employee" of the "insured" arising out of and in the course of the fel- low "employee's" employment or while performing duties related to the conduct of your business; or b. The spouse, child, parent, brother or sis- ter of that fellow "employee" as a conse- quence of Paragraph a. above. 6. Care, Custody Or Control "Property damage" to or "covered pollution cost or expense" involving property owned or transported by the "insured" or in the "in- sured's" care, custody or control. But this ex- clusion does not apply to liability assumed under a sidetrack agreement. 7. Handling Of Property "Bodily injury" or "property damage" resulting from the handling of property: a. Before it is moved from the place where it is accepted by the "insured" for move- ment into or onto the covered "auto"; or b. After it is moved from the covered "auto" to the place where it is finally delivered by the "insured". 8. Movement Of Property By Mechanical De- vice "Bodily injury" or "property damage" resulting from the movement of property by a me- chanical device (other than a hand truck) unless the device is attached to the covered "auto". 9. Operations "Bodily injury" or "property damage" arising out of the operation of: a. Any equipment listed in Paragraphs 6.b. and 6.c. of the definition of "mobile equipment"; or b. Machinery or equipment that is on, at- tached to or part of a land vehicle that would qualify under the definition of "mo- bile 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. 10. Completed Operations "Bodily injury" or "property damage" arising out of your work after that work has been completed or abandoned. In this exclusion, your work means: a. Work or operations performed by you or on your behalf; and b. Materials, parts or equipment furnished in connection with such work or operations. Your work includes warranties or representa- tions made at any time with respect to the fit- ness, quality, durability or performance of any of the items included in Paragraph a. or b. above. Your work will be deemed completed at the earliest of the following times: (1) When all of the work called for in your contract has been completed; (2) When all of the work to be done at the site has been completed if your Page 4 of 12 © Insurance Services Office, Inc., 2011 CA 00 01 10 13 (3) contract calls for work at more than one site; or 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 sub- contractor working on the same pro- ject. Work that may need service, maintenance, correction, repair or replacement, but which is otherwise complete, will be treated as com- pleted. 11. Pollution "Bodily injury" or "property damage" arising out of the actual, alleged or threatened dis- charge, dispersal, seepage, migration, re- lease or escape of "pollutants": a. That are, or that are contained in any property that is: (1) Being transported or towed by, han- dled or handled for movement into, onto or from the covered "auto"; (2) Otherwise in the course of transit by or on behalf of the "insured"; or (3) Being stored, disposed of, treated or processed in or upon the covered "auto"; b. Before the "pollutants" or any property in which the "pollutants" are contained are moved from the place where they are ac- cepted by the "insured" for movement into or onto the covered "auto"; or c. After the "pollutants" or any property in which the "pollutants" are contained are moved from the covered "auto" to the place where they are finally delivered, disposed of or abandoned by the "in- sured". Paragraph a. above does not apply to fuels, lubricants, fluids, exhaust gases or other simi- lar "pollutants" that are needed for or result from the normal electrical, hydraulic or me- chanical functioning of the covered "auto" or its parts if: (1) The "pollutants" escape, seep, mi- grate or are discharged, dispersed or released directly from an "auto" part designed by its manufacturer to hold, store, receive or dispose of such "pol- lutants"; and COMMERCIAL AUTO (2) The "bodily injury", "property dam- age" or "covered pollution cost or ex- pense" does not arise out of the op- eration of any equipment listed in Paragraphs 6.b. and 6.c. of the defi- nition of "mobile equipment". Paragraphs b. and c. above of this exclusion do not apply to "accidents" that occur away from premises owned by or rented to an "in- sured" with respect to "pollutants" not in or upon a covered "auto" if: (a) The "pollutants" or any property in which the "pollutants" are con- tained are upset, overturned or damaged as a result of the main- tenance or use of a covered "auto"; and (b) The discharge, dispersal, seep- age, migration, release or escape of the "pollutants" is caused di- rectly by such upset, overturn or damage. 12. War "Bodily injury" or "property damage" arising directly or indirectly out of: a. War, including undeclared or civil war; b. Warlike action by a military force, includ- ing action in hindering or defending against an actual or expected attack, by any government, sovereign or other au- thority using military personnel or other agents; or c. Insurrection, rebellion, revolution, usurped power or action taken by gov- ernmental authority in hindering or de- fending against any of these. 13. Racing Covered "autos" while used in any profes- sional or organized racing or demolition con- test or stunting activity, or while practicing for such contest or activity. This insurance also does not apply while that covered "auto" is being prepared for such a contest or activity. C. Limit Of Insurance Regardless of the number of covered "autos", "insureds", premiums paid, claims made or vehi- cles involved in the "accident", the most we will pay for the total of all damages and "covered pol- lution cost or expense" combined resulting from any one "accident" is the Limit Of Insurance for Covered Autos Liability Coverage shown in the Declarations. CA00011013 Insurance Services Office, Inc., 2011 Page 5 of 12 COMMERCIAL AUTO All "bodily injury", "property damage" and "cov- ered pollution cost or expense" resulting from continuous or repeated exposure to substantially the same conditions will be considered as result- ing from one "accident". No one will be entitled to receive duplicate pay- ments for the same elements of "loss" under this Coverage Form and any Medical Payments Cov- erage endorsement, Uninsured Motorists Cover- age endorsement or Underinsured Motorists Coverage endorsement attached to this Coverage Part. SECTION III — PHYSICAL DAMAGE COVERAGE A. Coverage 1. We will pay for "loss" to a covered "auto" or its equipment under: a. Comprehensive Coverage From any cause except: (1) The covered "auto's" collision with another object; or (2) The covered "auto's" overturn. b. Specified Causes Of Loss Coverage Caused by: (1) Fire, lightning or explosion; (2) Theft; (3) Windstorm, hail or earthquake; (4) Flood; (5) Mischief or vandalism; or (6) The sinking, burning, collision or de- railment of any conveyance transport- ing the covered "auto". c. Collision Coverage Caused by: (1) The covered "auto's" collision with another object; or (2) The covered "auto's" overturn. 2. Towing We will pay up to the limit shown in the Decla- rations for towing and labor costs incurred each time a covered "auto" of the private passenger type is disabled. However, the la- bor must be performed at the place of dis- ablement. 3. Glass Breakage — Hitting A Bird Or Animal Falling Objects Or Missiles If you carry Comprehensive Coverage for the damaged covered "auto", we will pay for the following under Comprehensive Coverage: a. Glass breakage; b. "Loss" caused by hitting a bird or animal; and c. "Loss" caused by falling objects or mis- siles. However, you have the option of having glass breakage caused by a covered "auto's" colli- sion or overturn considered a "loss" under Collision Coverage. 4. Coverage Extensions a. Transportation Expenses We will pay up to $20 per day, to a maxi- mum of $600, for temporary transporta- tion expense incurred by you because of the total theft of a covered "auto" of the private passenger type. We will pay only for those covered "autos" for which you carry either Comprehensive or Specified Causes Of Loss Coverage. We will pay for temporary transportation expenses in- curred during the period beginning 48 hours after the theft and ending, regard- less of the policy's expiration, when the covered "auto" is returned to use or we pay for its "loss". b. Loss Of Use Expenses For Hired Auto Physical Damage, we will pay expenses for which an "insured" be- comes legally responsible to pay for loss of use of a vehicle rented or hired without a driver under a written rental contract or agreement. We will pay for loss of use expenses if caused by: (1) Other than collision only if the Decla- rations indicates that Comprehensive Coverage is provided for any covered "auto"; (2) Specified Causes Of Loss only if the Declarations indicates that Specified Causes Of Loss Coverage is pro- vided for any covered "auto"; or Collision only if the Declarations indi- cates that Collision Coverage is pro- vided for any covered "auto". However, the most we will pay for any expenses for loss of use is $20 per day, to a maximum of $600. B. Exclusions 1. We will not pay for "loss" caused by or result- ing from any of the following. Such "loss" is excluded regardless of any other cause or (3) Page 6 of 12 © Insurance Services Office, Inc., 2011 CA 00 01 10 13 event that contributes concurrently or in any sequence to the "loss". a. Nuclear Hazard (1) The explosion of any weapon em- ploying atomic fission or fusion; or (2) Nuclear reaction or radiation, or ra- dioactive contamination, however caused. b. War Or Military Action (1) War, including undeclared or civil war; (2) Warlike action by a military force, in- cluding action in hindering or defend- ing against an actual or expected at- tack, by any government, sovereign or other authority using military per- sonnel or other agents; or Insurrection, rebellion, revolution, usurped power or action taken by governmental authority in hindering or defending against any of these. 2. We will not pay for "loss" to any covered "auto" while used in any professional or or- ganized racing or demolition contest or stunt- ing activity, or while practicing for such con- test or activity. We will also not pay for "loss" to any covered "auto" while that covered "auto" is being prepared for such a contest or activity. 3. We will not pay for "loss" due and confined to: a. Wear and tear, freezing, mechanical or electrical breakdown. b. Blowouts, punctures or other road dam- age to tires. This exclusion does not apply to such "loss" resulting from the total theft of a covered "auto". 4. We will not pay for "loss" to any of the follow- ing: a. Tapes, records, discs or other similar au- dio, visual or data electronic devices de- signed for use with audio, visual or data electronic equipment. b. Any device designed or used to detect speed -measuring equipment, such as ra- dar or laser detectors, and any jamming apparatus intended to elude or disrupt speed -measuring equipment. c. Any electronic equipment, without regard to whether this equipment is permanently (3) COMMERCIAL AUTO installed, that reproduces, receives or transmits audio, visual or data signals. d. Any accessories used with the electronic equipment described in Paragraph c. above. 5. Exclusions 4.c. and 4.d. do not apply to equipment designed to be operated solely by use of the power from the "auto's" electrical system that, at the time of "loss", is: a. Permanently installed in or upon the cov- ered "auto"; b. Removable from a housing unit which is permanently installed in or upon the cov- ered "auto"; c. An integral part of the same unit housing any electronic equipment described in Paragraphs a. and b. above; or d. Necessary for the normal operation of the covered "auto" or the monitoring of the covered "auto's" operating system. 6. We will not pay for "loss" to a covered "auto" due to "diminution in value". C. Limits Of Insurance 1. The most we will pay for: a. "Loss" to any one covered "auto" is the lesser of: (1) The actual cash value of the dam- aged or stolen property as of the time of the "loss"; or (2) The cost of repairing or replacing the damaged or stolen property with other property of like kind and quality. b. All electronic equipment that reproduces, receives or transmits audio, visual or data signals in any one "loss" is $1,000, if, at the time of "loss", such electronic equip- ment 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 in- stalled housing unit as described in Paragraph b.(1) above; or (3) An integral part of such equipment as described in Paragraphs b.(1) and b.(2) above. CA0001 1013 C7Insurance Services Office, Inc., 2011 Page 7 of 12 COMMERCIAL AUTO 2. An adjustment for depreciation and physical condition will be made in determining actual cash value in the event of a total "loss". 3. If a repair or replacement results in better than like kind or quality, we will not pay for the amount of the betterment. D. Deductible For each covered "auto", our obligation to pay for, repair, return or replace damaged or stolen prop- erty will be reduced by the applicable deductible shown in the Declarations. Any Comprehensive Coverage deductible shown in the Declarations does not apply to "loss" caused by fire or light- ning. SECTION IV — BUSINESS AUTO CONDITIONS The following conditions apply in addition to the Common Policy Conditions: A. Loss Conditions 1. Appraisal For Physical Damage Loss If you and we disagree on the amount of "loss", either may demand an appraisal of the "loss". In this event, each party will select a competent appraiser. The two appraisers will select a competent and impartial umpire. The appraisers will state separately the actual cash value and amount of "loss". If they fail to agree, they will submit their differences to the umpire. A decision agreed to by any two will be binding. Each party will: a. Pay its chosen appraiser; and b. Bear the other expenses of the appraisal and umpire equally. If we submit to an appraisal, we will still retain our right to deny the claim. 2. Duties In The Event Of Accident, Claim, Suit Or Loss We have no duty to provide coverage under this policy unless there has been full compli- ance with the following duties: a. In the event of "accident", claim, "suit" or "loss", you must give us or our authorized representative prompt notice of the "acci- dent" or "loss". 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 and witnesses. b. Additionally, you and any other involved "insured" must: (1) Assume no obligation, make no pay- ment or incur no expense without our consent, except at the "insured's" own cost. (2) Immediately send us copies of any request, demand, order, notice, summons or legal paper received concerning the claim or "suit". Cooperate with us in the investigation or settlement of the claim or defense against the "suit". (4) Authorize us to obtain medical re- cords or other pertinent information. (5) Submit to examination, at our ex- pense, by physicians of our choice, as often as we reasonably require. c. If there is "loss" to a covered "auto" or its equipment, you must also do the follow- ing: (1) Promptly notify the police if the cov- ered "auto" or any of its equipment is stolen. (2) Take all reasonable steps to protect the covered "auto" from further dam- age. Also keep a record of your ex- penses for consideration in the set- tlement of the claim. Permit us to inspect the covered "auto" and records proving the "loss" before its repair or disposition. (4) Agree to examinations under oath at our request and give us a signed statement of your answers. 3. Legal Action Against Us No one may bring a legal action against us under this Coverage Form until: a. There has been full compliance with all the terms of this Coverage Form; and b. Under Covered Autos Liability Coverage, we agree in writing that the "insured" has an obligation to pay or until the amount of that obligation has finally been deter- mined by judgment after trial. No one has the right under this policy to bring us into an action to determine the "insured's" li- ability. (3) (3) Page 8 of 12 0 Insurance Services Office, Inc., 2011 CA 00 01 10 13 4. Loss Payment— Physical Damage Cover- ages At our option, we may: a. Pay for, repair or replace damaged or sto- len property; b. Return the stolen property, at our ex- pense. We will pay for any damage that results to the "auto" from the theft; or c. Take all or any part of the damaged or stolen property at an agreed or appraised value. If we pay for the "loss", our payment will in- clude the applicable sales tax for the dam- aged or stolen property. 5. Transfer Of Rights Of Recovery Against Others To Us If any person or organization to or for whom we make payment under this Coverage Form has rights to recover damages from another, 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. B. General Conditions 1. Bankruptcy Bankruptcy or insolvency of the "insured" or the "insured's" estate will not relieve us of any obligations under this Coverage Form. 2. Concealment, Misrepresentation Or Fraud This Coverage Form is void in any case of fraud by you at any time as it relates to this Coverage Form. It is also void if you or any other "insured", at any time, intentionally con- ceals or misrepresents a material fact con- cerning: a. b. c. d. This Coverage Form; The covered "auto"; Your interest in the covered "auto"; or A claim under this Coverage Form. 3. Liberalization If we revise this Coverage Form to provide more coverage without additional premium charge, your policy will automatically provide the additional coverage as of the day the re- vision is effective in your state. 4. No Benefit To Bailee — Physical Damage Coverages We will not recognize any assignment or grant any coverage for the benefit of any per - COMMERCIAL AUTO son or organization holding, storing or trans- porting property for a fee regardless of any other provision of this Coverage Form. 5. Other Insurance a. For any covered "auto" you own, this Coverage Form provides primary insur- ance. For any covered "auto" you don't own, the insurance provided by this Cov- erage Form is excess over any other col- lectible insurance. However, while a cov- ered "auto" which is a "trailer" is con- nected to another vehicle, the Covered Autos Liability Coverage this Coverage Form provides for the "trailer" is: (1) Excess while it is connected to a mo- tor vehicle you do not own; or (2) Primary while it is connected to a covered "auto" you own. b. For Hired Auto Physical Damage Cover- age, any covered "auto" you lease, hire, rent or borrow is deemed to be a covered "auto" you own. However, any "auto" that is leased, hired, rented or borrowed with a driver is not a covered "auto". c. Regardless of the provisions of Para- graph a. above, this Coverage Form's Covered Autos Liability Coverage is pri- mary for any liability assumed under an "insured contract". d. When this Coverage Form and any other Coverage Form or policy covers on the same basis, either excess or primary, we will pay only our share. Our share is the proportion that the Limit of Insurance of our Coverage Form bears to the total of the limits of all the Coverage Forms and policies covering on the same basis. 6. Premium Audit a. The estimated premium for this Coverage Form is based on the exposures you told us you would have when this policy be- gan. We will compute the final premium due when we determine your actual ex- posures. The estimated total premium will be credited against the final premium due and the first Named Insured will be billed for the balance, if any. The due date for the final premium or retrospective pre- mium is the date shown as the due date on the bill. If the estimated total premium exceeds the final premium due, the first Named Insured will get a refund. CA00011013 Insurance Services Office, Inc., 2011 Page 9 of 12 COMMERCIAL AUTO b. If this policy is issued for more than one year, the premium for this Coverage Form will be computed annually based on our rates or premiums in effect at the begin- ning of each year of the policy. 7. Policy Period, Coverage Territory Under this Coverage Form, we cover "acci- dents" and "losses" occurring: a. During the policy period shown in the Declarations; and b. Within the coverage territory. The coverage territory is: (1) The United States of America; (2) The territories and possessions of the United States of America; Puerto Rico; (3) (4) Canada; and (5) Anywhere in the world if a covered "auto" of the private passenger type is leased, hired, rented or borrowed without a driver for a period of 30 days or less, provided that the "insured's" responsibility to pay damages is determined in a "suit" on the merits, in the United States of America, the territories and possessions of the United States of America, Puerto Rico or Canada, or in a settlement we agree to. We also cover "loss" to, or "accidents" involv- ing, a covered "auto" while being transported between any of these places. 8. Two Or More Coverage Forms Or Policies Issued By Us If this Coverage Form and any other Cover- age Form or policy issued to you by us or any company affiliated with us applies to the same "accident", the aggregate maximum Limit of Insurance under all the Coverage Forms or policies shall not exceed the highest applicable Limit of Insurance under any one Coverage Form or policy. This condition does not apply to any Coverage Form or policy is- sued by us or an affiliated company specifi- cally to apply as excess insurance over this Coverage Form. SECTION V — DEFINITIONS A. "Accident" includes continuous or repeated expo- sure to the same conditions resulting in "bodily in- jury" or "property damage". B. "Auto" means: 1. A land motor vehicle, "trailer" or semitrailer designed for travel on public roads; or 2. 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 equip- ment". C. "Bodily injury" means bodily injury, sickness or disease sustained by a person, including death resulting from any of these. D. "Covered pollution cost or expense" means any cost or expense arising out of: 1. Any 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, "pol- lutants"; or 2. Any claim or "suit" by or on behalf of a gov- ernmental authority for damages because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutraliz- ing, or in any way responding to, or assessing the effects of, "pollutants". "Covered pollution cost or expense" does not in- clude any cost or expense arising out of the ac- tual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of "pollut- ants": a. That are, or that are contained in any property that is: (1) Being transported or towed by, han- dled or handled for movement into, onto or from the covered "auto"; (2) Otherwise in the course of transit by or on behalf of the "insured"; or Being stored, disposed of, treated or processed in or upon the covered "auto"; b. Before the "pollutants" or any property in which the "pollutants" are contained are moved from the place where they are ac- cepted by the "insured" for movement into or onto the covered "auto"; or c. After the "pollutants" or any property in which the "pollutants" are contained are moved from the covered "auto" to the place where they are finally delivered, disposed of or abandoned by the "in- sured". (3) Page 10 of 12 © Insurance Services Office, Inc., 2011 CA 00 01 10 13 Paragraph a. above does not apply to fuels, lubricants, fluids, exhaust gases or other simi- lar "pollutants" that are needed for or result from the normal electrical, hydraulic or me- chanical functioning of the covered "auto" or its parts, if: (1) The "pollutants" escape, seep, mi- grate or are discharged, dispersed or released directly from an "auto" part designed by its manufacturer to hold, store, receive or dispose of such "pol- lutants"; and (2) The "bodily injury", "property dam- age" or "covered pollution cost or ex- pense" does not arise out of the op- eration of any equipment listed in Paragraph 6.b. or 6.c. of the defini- tion of "mobile equipment". Paragraphs b. and c. above do not apply to "accidents" that occur away from premises owned by or rented to an "insured" with re- spect to "pollutants" not in or upon a covered "auto" if: (a) The "pollutants" or any property in which the "pollutants" are con- tained are upset, overturned or damaged as a result of the main- tenance or use of a covered "auto"; and (b) The discharge, dispersal, seep- age, migration, release or escape of the "pollutants" is caused di- rectly by such upset, overturn or damage. E. "Diminution in value" means the actual or per- ceived loss in market value or resale value which results from a direct and accidental "loss". F. "Employee" includes a "leased worker". "Em- ployee" does not include a "temporary worker". G. "Insured" means any person or organization quali- fying as an insured in the Who Is An Insured pro- vision of the applicable coverage. Except with re- spect to the Limit of Insurance, the coverage af- forded applies separately to each insured who is seeking coverage or against whom a claim or "suit" is brought. H"Insured contract" means: 1. A lease of premises; 2. A sidetrack agreement; 3. Any easement or license agreement, except in connection with construction or demolition operations on or within 50 feet of a railroad; J. K. COMMERCIAL AUTO 4. An obligation, as required by ordinance, to in- demnify a municipality, except in connection with work for a municipality; 5. That part of any other contract or agreement pertaining to your business (including an in- demnification of a municipality in connection with work performed for a municipality) under which you assume the tort liability of another to pay for "bodily injury" or "property damage" to a third party or organization. Tort liability means a liability that would be imposed by law in the absence of any contract or agree- ment; or 6. That part of any contract or agreement en- tered into, as part of your business, pertaining to the rental or lease, by you or any of your "employees", of any "auto". However, such contract or agreement shall not be considered an "insured contract" to the extent that it obli- gates you or any of your "employees" to pay for "property damage" to any "auto" rented or leased by you or any of your "employees". An "insured contract" does not include that part of any contract or agreement: a. That indemnifies a railroad for "bodily in- jury" 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, roadbeds, tunnel, underpass or crossing; b. That pertains to the loan, lease or rental of an "auto" to you or any of your "em- ployees", if the "auto" is loaned, leased or rented with a driver; or c. That holds a person or organization en- gaged in the business of transporting property by "auto" for hire harmless for your use of a covered "auto" over a route or territory that person or organization is authorized to serve by public authority. "Leased worker" means a person leased to you by a labor leasing firm under an agreement be- tween you and the labor leasing firm to perform duties related to the conduct of your business. "Leased worker" does not include a "temporary worker". "Loss" means direct and accidental loss or dam- age. "Mobile equipment" means any of the following types of land vehicles, including any attached machinery or equipment: CA 0001 1013 Cc7 Insurance Services Office, Inc., 2011 Page 11 of 12 COMMERCIAL AUTO 1. Bulldozers, farm machinery, forklifts and other vehicles designed for use principally off public roads; 2. Vehicles maintained for use solely on or next to premises you own or rent; 3. Vehicles that travel on crawler treads; 4. Vehicles, whether self-propelled or not, main- tained primarily to provide mobility to perma- nently mounted: a. Power cranes, shovels, loaders, diggers or drills; or b. Road construction or resurfacing equip- ment such as graders, scrapers or rollers; 5. Vehicles not described in Paragraph 1., 2., 3. or 4. above that are not self-propelled and are maintained primarily to provide mobility to permanently attached equipment of the fol- lowing types: a. Air compressors, pumps and generators, including spraying, welding, building cleaning, geophysical exploration, lighting and well -servicing equipment; or b. Cherry pickers and similar devices used to raise or lower workers; or 6. Vehicles not described in Paragraph 1., 2., 3. or 4. 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": a. Equipment designed primarily for: (1) Snow removal; (2) Road maintenance, but not construc- tion or resurfacing; or (3) Street cleaning; b. Cherry pickers and similar devices mounted on automobile or truck chassis and used to raise or lower workers; and c. Air compressors, pumps and generators, including spraying, welding, building cleaning, geophysical exploration, lighting or well -servicing equipment. However, "mobile equipment" does not include land vehicles that are 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 vehi- cle insurance law are considered "autos". L. "Pollutants" means any solid, liquid, gaseous or thermal irritant or contaminant, including smoke, vapor, soot, fumes, acids, alkalis, chemicals and waste. Waste includes materials to be recycled, reconditioned or reclaimed. M. "Property damage" means damage to or loss of use of tangible property. N. "Suit" means a civil proceeding in which: 1. Damages because of "bodily injury" or "prop- erty damage"; or 2. A "covered pollution cost or expense"; to which this insurance applies, are alleged. "Suit" includes: a. An arbitration proceeding in which such damages or "covered pollution costs or expenses" 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 or "covered pollution costs or expenses" are claimed and to which the insured submits with our consent. O. "Temporary worker" means a person who is fur- nished to you to substitute for a permanent "em- ployee" on leave or to meet seasonal or short- term workload conditions. P. "Trailer" includes semitrailer. Page 12 of 12 c Insurance Services Office, Inc., 2011 CA 00 01 10 13 POLICY NUMBER: BA-7N557986-22-26-G NAMED INSURED: Kirtley Construction Inc dba TK Construction THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CALIFORNIA CHANGES - CANCELLATION AND NONRENEWAL This endorsement modifies insurance provided under the following: CAPITAL ASSETS PROGRAM (OUTPUT POLICY) COVERAGE PART COMMERCIAL AUTOMOBILE COVERAGE PART COMMERCIAL GENERAL LIABILITY COVERAGE PART COMMERCIAL INLAND MARINE COVERAGE PART COMMERCIAL PROPERTY COVERAGE PART CRIME AND FIDELITY COVERAGE PART EMPLOYMENT -RELATED PRACTICES LIABILITY COVERAGE PART EQUIPMENT BREAKDOWN COVERAGE PART FARM COVERAGE PART LIQUOR LIABILITY COVERAGE PART MEDICAL PROFESSIONAL LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART A. Paragraphs 2. and 3. of the Cancellation Com- mon Policy Condition are replaced by the follow- ing: 2. All Policies In Effect For 60 Days Or Less If this policy has been in effect for 60 days or less, and is not a renewal of a policy we have previously issued, we may cancel this policy by mailing or delivering to the first Named In- sured, at the mailing address shown in the policy, and to the producer of record, advance written notice of cancellation, stating the rea- son for cancellation, at least: a. 10 days before the effective date of can- cellation if we cancel for: (1) Nonpayment of premium; or (2) Discovery of fraud by: (a) Any insured or his or her repre- sentative in obtaining this insur- ance; or (b) You or your representative in pursuing a claim under this pol- icy. b. 30 days before the effective date of can- cellation if we cancel for any other rea- son. 3. All Policies In Effect For More Than 60 Days a. If this policy has been in effect for more than 60 days, or is a renewal of a policy we issued, we may cancel this policy only upon the oc- currence, after the effective date of the policy, of one or more of the following: (1) Nonpayment of premium, including pay- ment due on a prior policy we issued and due during the current policy term cover- ing the same risks. (2) Discovery of fraud or material misrepre- sentation by: (a) Any insured or his or her representa- tive in obtaining this insurance; or (b) You or your representative in pursu- ing a claim under this policy. A judgment by a court or an administra- tive tribunal that you have violated a Cali- fornia or Federal law, having as one of its necessary elements an act which materi- ally increases any of the risks insured against. (4) Discovery of willful or grossly negligent acts or omissions, or of any violations of state laws or regulations establishing safety standards, by you or your repre- sentative, which materially increase any of the risks insured against. Failure by you or your representative to implement reasonable loss control re- quirements, agreed to by you as a condi- tion of policy issuance, or which were conditions precedent to our use of a par- ticular rate or rating plan, if that failure (3) (5) IL02700912 Insurance Services Office, Inc., 2012 Page 1 of 3 materially increases any of the risks in- sured against. (6) A determination by the Commissioner of Insurance that the: (a) Loss of, or changes in, our reinsur- ance covering all or part of the risk would threaten our financial integrity or solvency; or (b) Continuation of the policy coverage would: (i) Place us in violation of California law or the laws of the state where we are domiciled; or (ii) Threaten our solvency. A change by you or your representative in the activities or property of the commer- cial or industrial enterprise, which results in a materially added, increased or changed risk, unless the added, in- creased or changed risk is included in the policy. b. We will mail or deliver advance written notice of cancellation, stating the reason for cancel- lation, to the first Named Insured, at the mail- ing address shown in the policy, and to the producer of record, at least: (1) 10 days before the effective date of can- cellation if we cancel for nonpayment of premium or discovery of fraud; or (2) 30 days before the effective date of can- cellation if we cancel for any other reason listed in Paragraph 3.a. B. The following provision is added to the Cancella- tion Common Policy Condition: 7. Residential Property This provision applies to coverage on real property which is used predominantly for residential purposes and consisting of not more than four dwelling units, and to cover- age on tenants' household personal property in a residential unit, if such coverage is writ- ten under one of the following: Commercial Property Coverage Part Farm Coverage Part — Farm Property — Farm Dwellings, Appurtenant Structures And Household Personal Property Coverage Form a. If such coverage has been in effect for 60 days or less, and is not a renewal of cov- erage we previously issued, we may can- cel this coverage for any reason, except as provided in b. and c. below. (7) b. We may not cancel this policy solely be- cause the first Named Insured has: (1) Accepted an offer of earthquake cov- erage; or (2) Cancelled or did not renew a policy issued by the California Earthquake Authority (CEA) that included an earthquake policy premium sur- charge. However, we shall cancel this policy if the first Named Insured has accepted a new or renewal policy issued by the CEA that includes an earthquake policy premium surcharge but fails to pay the earthquake policy premium surcharge authorized by the CEA. c. We may not cancel such coverage solely because corrosive soil conditions exist on the premises. This restriction (c.) applies only if coverage is subject to one of the following, which exclude loss or damage caused by or resulting from corrosive soil conditions: (1) Commercial Property Coverage Part — Causes Of Loss — Special Form; or (2) Farm Coverage Part — Causes Of Loss Form — Farm Property, Para- graph D. Covered Causes Of Loss — Special. C. The following is added and supersedes any pro- visions to the contrary: Nonrenewal 1. Subject to the provisions of Paragraphs C.2. and C.3. below, if we elect not to renew this policy, we will mail or deliver written notice, stating the reason for nonrenewal, to the first Named Insured shown in the Declarations, and to the producer of record, at least 60 days, but not more than 120 days, before the expiration or anniversary date. We will mail or deliver our notice to the first Named Insured, and to the producer of re- cord, at the mailing address shown in the pol- icy. 2. Residential Property This provision applies to coverage on real property used predominantly for residential purposes and consisting of not more than four dwelling units, and to coverage on tenants' household property contained in a residential unit, if such coverage is written under one of the following: Page 2 of 3 © Insurance Services Office, Inc., 2012 IL 02 70 09 12 Commercial Property Coverage Part Farm Coverage Part — Farm Property — Farm Dwellings, Appurtenant Structures And Household Personal Property Coverage Form a. We may elect not to renew such cover- age for any reason, except as provided in b., c. and d. below. b. We will not refuse to renew such cover- age solely because the first Named In- sured has accepted an offer of earth- quake coverage. However, the following applies only to in- surers who are associate participating in- surers as established by Cal. Ins. Code Section 10089.16. We may elect not to renew such coverage after the first Named Insured has accepted an offer of earthquake coverage, if one or more of the following reasons applies: (1) The nonrenewal is based on sound underwriting principles that relate to the coverages provided by this policy and that are consistent with the ap- proved rating plan and related docu- ments filed with the Department of Insurance as required by existing law; (2) The Commissioner of Insurance finds that the exposure to potential losses will threaten our solvency or place us in a hazardous condition. A hazard- ous condition includes, but is not lim- ited to, a condition in which we make claims payments for losses resulting from an earthquake that occurred within the preceding two years and that required a reduction in policy- holder surplus of at least 25% for payment of those claims; or We have: (a) Lost or experienced a substantial reduction in the availability or scope of reinsurance coverage; or (b) Experienced a substantial in- crease in the premium charged for reinsurance coverage of our residential property insurance policies; and the Commissioner has approved a plan for the nonrenewals that is fair and equitable, and that is responsive (3) to the changes in our reinsurance po- sition. c. We will not refuse to renew such cover- age solely because the first Named In- sured has cancelled or did not renew a policy, issued by the California Earth- quake Authority, that included an earth- quake policy premium surcharge. d. We will not refuse to renew such cover- age solely because corrosive soil condi- tions exist on the premises. This restric- tion (d.) applies only if coverage is sub- ject to one of the following, which exclude loss or damage caused by or resulting from corrosive soil conditions: (1) Commercial Property Coverage Part — Causes Of Loss — Special Form; or (2) Farm Coverage Part — Causes Of Loss Form — Farm Property, Para- graph D. Covered Causes Of Loss — Special. 3. We are not required to send notice of nonre- newal in the following situations: a. If the transfer or renewal of a policy, with- out any changes in terms, conditions or rates, is between us and a member of our insurance group. b. If the policy has been extended for 90 days or less, provided that notice has been given in accordance with Paragraph C.1. c. If you have obtained replacement cover- age, or if the first Named Insured has agreed, in writing, within 60 days of the termination of the policy, to obtain that coverage. d. If the policy is for a period of no more than 60 days and you are notified at the time of issuance that it will not be re- newed. e. If the first Named Insured requests a change in the terms or conditions or risks covered by the policy within 60 days of the end of the policy period. f. If we have made a written offer to the first Named Insured, in accordance with the timeframes shown in Paragraph C.1., to renew the policy under changed terms or conditions or at an increased premium rate, when the increase exceeds 25%. IL02700912 © Insurance Services Office, Inc., 2012 Page 3 of 3