The URL can be used to link to this page

Home My WebLink AboutAGMT - Nault Cheryl (Incode Programming Support)r%i •,,S=FL �� PROFESSIONAL SERVICES AGREEMENT CITY OF SEAL BEACH ^,c4 goal.. THIS AGREEMENT is made and entered into this March 21, 2022 ("Effective Date") by and between the CITY OF SEAL BEACH, a municipal corporation ("City"), and Cheryl Nault, an individual ("Consultant"). 1. Services of Consultant. In compliance with all terms and conditions of this Agreement, Consultant shall provide as needed technical and analytical services to the City. Consultant shall have access to City support administrative staff as may be necessary to accomplish the assignments, as the same are, and from time to time shall be, communicated by the City Manager. Consultant's services to be performed may generally include, but not be limited to, the following: a. Provide City staff with technical assistance to identify and resolve issues with new Enterprise Resource Planning solutions. b. Assist with identifying and implementing third -party interfaces. c. Attend and participate in meetings as needed, to conduct city business. 2. City Contract Officer. The Interim Finance Director shall be the Consultants primary point of contact with the City, and shall have primary responsibility for coordinating communications with Consultant. The independent contractor will report to the Interim Finance Director who is charged with the daily operations of the assigned department. 3. Consultant Conflicts. City is aware that Consultant is under contract with another client (City of Westminster, CA) and for that reason, Consultant's availability may be limited as to not conflict with conditions dictated by said contract. 4. Compensation. Subject to any limitation set forth in this Agreement, City agrees to pay Consultant the amount of One Hundred dollars ($100.00) hourly, in an amount not to exceed $25,000. Consultant shall perform work only as requested by City. a. Consultant shall furnish to Cita two original invoices per month. One for all work performed during the first fifteen (15) days and the second for all work performed during the remainder of the month. The invoices shall detail charges by the categories required by City, which are subject to change at the discretion of City. City shall independently review each invoice submitted by the Consultant to determine whether the work performed is in compliance with the provisions of this Agreement. In the event that no charges or expenses are disputed, the invoice shall be approved and paid according to the terms set forth in subsection b. In the event that any charges are disputed by City, the original invoice shall be returned by City to Consultant for correction and resubmission. Except as to any charges for work performed incurred by Consultant which are disputed by City, City will pay such invoices within thirty (30) days of receipt of Consultants invoice. 1 c. Payment to Consultant for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Consultant, nor to constitute any waiver of any type of relief or remedy, legal or equitable, arising out of any breach or nonperformance of any aspect of the Agreement by Consultant. d. Consultant shall provide her own automotive transportation, at her cost, for local travel, including travel to and from City's offices and local meetings. Consultant shall be reimbursed for registration fees and /or lodging expenses for events Consultant is required by the City to attend, only as may be approved by the City in writing prior to the time such expenses are incurred. Any such expenses shall be documented and billed at Consultant's actual cost, without increase or overhead charge. e. Consultant's hourly compensation rate shall be inclusive of telephone, data and Internet service charges, equipment, supplies and other incidental expenses, unless reimbursement for such items are specifically approved by the City Manager. S. Standards of Performance. Consultant represents and warrants that she has the qualifications, experience, and facilities necessary to properly perform the services required under this Agreement in a thorough, competent and professional manner. Consultant shall at all times faithfully, competently, and to the best of her ability, experience and talent, perform all services described herein. In meeting her obligations under this Agreement, Consultant shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing services similar to those required of Consultant under this Agreement. 6. Compliance with Applicable Laws. Consultant shall keep herself informed of and comply with all applicable federal, state, and local laws, statutes, codes, ordinances, regulations, and rules in effect during the term of this Agreement. Neither City, nor any elected or appointed boards, officers, employees or agents of City, shall be liable, at law or in equity, as a result of any failure of Consultant to comply with this section. 7. Nondiscrimination. Consultant shall not discriminate, in any way, against any person on the basis of race, color, religious creed, national origin, ancestry, sex, age, physical handicap, medical condition, sexual orientation, or marital status in connection with or related to the performance of this Agreement. 8. Term. This Agreement is effective beginning March 21, 2022 and shall continue until 11:59 pm on September 21, 2022 unless extended by mutual written agreement. This Agreement may be terminated by either party, with or without cause, upon no less than fifteen (15) days written notice to the other. In the event of termination, Consultant will be paid only for such portion of time actually worked prior the date of termination. 9. Prohibition against Subcontracting or Assignment. Consultant shall not subcontract with any person or entity to perform, in whole or in part, the services required of Consultant herein without the prior express written approval of the City. Neither this Agreement, nor any interest herein, may be assigned or transferred, voluntarily or by operation of law, without the prior written approval of the City. Any such prohibited assignment or transfer shall be void. 10. Indemnification. Consultant agrees to defend, indemnify, and hold free and harmless City, its 2 elected officials, officers, employees and agents from and against any and all claims, actions, suits or other legal proceedings brought against the City, its elected officials, officers, agents and employees arising out of the performance of the Consultant, its employees, and/or authorized subcontractors, of the work undertaken pursuant to this Agreement or arising from the negligent acts or omissions of the Contractor hereunder, or arising from the Contractor's negligent performance of or failure to perform any term, provision, covenant or condition of this Agreement, but excluding such claims or liabilities to the extent caused by the sole negligence or willful misconduct of the City. 11. Insurance Requirements. a. Consultant shall obtain, maintain, and keep in full force and effect during the life of this Agreement all of the following minimum scope of insurance coverage: 1. Professional errors and omissions (E&O) liability insurance with policy limits of not less than one million dollars ($1,000,000), combined single limits, per occurrence and aggregate for occurrences arising during the term of this Agreement. b. If policy provides for a deductible or self-insured retention to provide such coverage, the amount of such deductible or self-insured retention shall be approved by the City. c. The Consultant shall provide certificate of insurance showing the insurance coverage described above, in a form and content approved by City, within five (5) business days of commencement of performance of this Agreement. Current certification of insurance shall be kept on file with the CITY at all times during the term of this Agreement. 12. Independent Contractor. Consultant shall perform all work and services required hereunder as an independent contractor of the City, and shall remain under only such obligations as are consistent with that role. Consultant is not an employee of the City, and shall not at any time or in any manner during the course of this Agreement represent that she is an employee. City shall also not represent that Consultant is an employee of the City, nor indicate that the Consultant is filling a regular City staff position. Consultant will have control of all work and the manner in which is it performed. Any provision in this Agreement that may appear to give the City the right to direct the Consultant to the details of doing the work or to exercise a measure of control over the work means that Consultant will follow the direction of the City as to end results of the work only_ 13. Licenses, Permits and Fees. Consultant shall obtain and keep in effect, at all times during the term of this Agreement, and at her sole cost and expense, all such licenses, permits or payment of fees as may be required by law for her performance of the services required under this Agreement 14. Confidentiality. a. All information gained or work product produced by Consultant in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Consultant. Consultant shall not release or disclose any such information or work product to persons or entities other than City without prior 3 A written authorization from the City Manager of City or his or her designee, except as may be required by law. b. Consultant shall not, without prior written authorization from the City Manager of City or his or her designee or unless requested by the City Attorney of City, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered "voluntary" provided Consultant gives City notice of such court order or subpoena. c. if Consultant, or any officer, employee, agent or subcontractor of Consultant, provides any information or work product in violation of this Agreement, then City shall have the right to reimbursement and indemnity from Consultant for any damages, costs and fees, including attorneys' fees, caused by or incurred as a result of Consultant's conduct. d. Consultant shall promptly notify City should Consultant be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder. City retains the right, but has no obligation, to represent Consultant or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, this right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response. 15. Prohibition Against Conflict of Interest. No officer or employee of the City shall have any financial interest, direct or indirect, in this Agreement, nor shall any such officer or employee participate in any decision related to the Agreement which has a material financial effect on his or her "economic interest," as that term is defined under Title 2, California Code of Regulations, section 18703, and related provisions of law. 16. Non -Liability of City Officers and Employees. No officer or employee of the City shall be personally liable to the Consultant, in the event of any default or breach by the City, or for any amount that becomes due to the Consultant under the terms of this Agreement. 17. Notice. Any written notice, demand, request, consent, approval, or communication called for under this Agreement shall be either served personally or sent by pre -paid first class mail to the following addresses: a. If to the City: City of Seal Beach Attn: City Manager 211 Eighth Street Seal Beach, CA 90740 b. If to Consultant: Cheryl Nault 22482 Alma Aldea Apt 165 Rancho Santa Margarita, CA 92688 al 18. Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used, and shall not be construed for or against either party by reason of authorship of this Agreement. 19. Integration. This Agreement supersedes any and all oral agreements or other representations between the parties hereto affecting this Agreement and its subject matter, and this Agreement supersedes and cancels all such previous negotiations, arrangements, agreements, and understandings, if any, between the parties, and none shall be used to interpret this Agreement. This Agreement may only be amended by mutual consent of the parties, and only by an instrument in writing, executed by both parties. 20. Severability. In the event that any part of this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or inability to enforce shall not affect the remaining portions of this Agreement, which are hereby declared as severable. The parties affirm and declare their intention to carry out the remainder of the Agreement, notwithstanding such invalid or unenforceable portion, unless such portion is so material that its invalidity deprives either party of the basic benefit of their bargain, or renders this Agreement meaningless or impossible to perform as to its other asne` IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed this day and year first above written. CITY OF SEAL BEACH: Tri, City Manager CONSULTANT: By -Nervi Nault APPROVED AS TO FORM: 4DD- Date Date Craig A. Steeie, City Attorney business resource bizres®urcecenter.com As a policyholder through USLI or Devon Park Specialty, you have access to many free and discounted services through the Business Resource Center that will assist you in operating, growing and protecting your business. Consider the following services and associated cost savings when deciding where to place your insurance! HUMAN RESOURCES » Free human resources consultation hotline to be used for personnel issues, including harassment and discrimination, the Family and Medical Leave Act,disability, wage and W-J hours regulations and more » Online library with information, forms and articles pertaining to human resources » Resources for recruiting and training as well as termination and administration PRE-EMPLOYMENT AND TENANT SCREENINGS » Discounted background checks, including multi -court criminal database n searches, county criminal searches and more (first'background check is free) Best practices for performing a background check » Discounted tenant and drug screenings and motor vehicle reports (MVRs) PAYROLL AN D TAXES Try our cost -savings » Discounted payroll processing and tax services tailored for either a small calculator to see H� or large business how much you could save!' CYBER RISK » Materials about securing personal and payment card information » Complimentary access to tools and resources that will help you understand your exposure to, a data breach and the importance of a response plan MARKETING ® » Suggested free and paid services, including email campaigns, photo editing, file management and LE more, for web marketing for your business » Suggested free and paid services for social media platforms, development, management and more. » Discounted promotional items, giveaways and signage SAFETY » Free on-site safety and occupational health consultation for your business » Free personal credit report » Disaster and emergency preparedness resources » Discounted alcohol and food server safety training for your staff and servers » Discounted CPR and first aid training » Youth resources for concussion training, waivers of liability, recognizing the signs and symptoms of child abuse, and more In our continuing effort to provide you with excellent claim service, you may now report a claim and get claim assistance 24 hours a day/7 days a week. For claim reporting, cal[ toll free 1-888-875-5231 or, visit USLLCOM and select the "report a claim55 option.. For emergency claims requiring immediate assistance, please use the toll free option. Your call will be referred to a claims professional who will respond within an hour of your call with direction and assistance. Thank you for placing your trust in our company. We pledge to work hard every day to earn and maintain that trust. USLLCOM 888-523-5545 CRF 12!16 USLLCOM 888-523-5545 Note About Loss Control Dear Valued Policyholder, Slips, trips and falls are among the most frequent causes of loss. What might surprise you is that, many times, they result in claims and judgments in the hundreds of thousands of dollars, which ultimately impact your insurance premium. In most instances, these claims can be lessened or prevented entirely simply by addressing the most common causes of such losses listed below. Most Common Causes ► Spills, wet or icy walking surfaces ► Uneven or worn floors/carpets/steps/sidewalks ► Inadequate or poorly maintained lighting ► Obstructed views ► Poor housekeeping - Excess clutter/trash'in walkways or near open flames or hot surfaces We encourage you to please take the time to periodically inspect your premises to see if any of these conditions exist and work to eliminate them where possible. Your efforts may save you money on future insurance premiums and, quite possibly, save your business. Thank you for choosing and trusting us to help protect your business! Regards, Thomas P. Nerney Chairman, President and CEO An ounce of prevention is worth a pound of cure." -Benjamin Franklin Loss Control 4119 UNITED STATES LIABILITY INSURANCE GROUP CONSUMER DISCLOSURE NOTICE CALIFORNIA Please contact the agent or broker that has delivered your policy if you have questions or need assistance. If you need the telephone number of the agent or broker or need other assistance, please contact us at: 1190 Devon Park Drive, Wayne, PA 19087 Toll Free Direct 1-888-523-5545 Compliance Department Before you file a complaint with the California Department of Insurance, you should first contact the insurance company, agent or broker in an effort to resolve the issue(s). If you do not reach a satisfactory resolution of the issue(s), then contact the California Department of Insurance. You may contact the California Department of Insurance to obtain information or make a complaint. California Department of Insurance Consumer Communications Bureau 300 South Spring Street, South Tower Los Angeles, CA 90013 1 -800 -927 -HELP (4357) or 213-897-8921 TDD Number: 1-800-482-4TDD (4833) www.insurance.ca.gov CA Disc (08-19) Page 1 of .1 RPM eRis*®® FREE PRIVACY BREACH RISK MANAGEMENT RESOURCES In 2015, according to the Identity Theft Resource Center, more than 783 breaches were reported and more than 675 million records were exposed. The eRisk Hub' portal, powered by NetDiligence°, is an effective way to combat privacy breaches and other types of cyber losses. Key Features of the eRisk Hub° Portal — Data Breach Calculators — Learn how to estimate the cost of a breach, notification costs and business interruption Learning Center — Best practices With your USLI policy, you will receive articles, white papers and webinars instructions on how to access the eRisk Hub® from leading technical and legal portal and begin using this benefit that is experts. Highlighted topics include PCI compliance and social valued in excess of $1,200 a year) engineering eRisk Hub® is the one-stop shop you need to become educated and prepared for a privacy breach. This FREE service is available to USLI policyholders. Using proprietary tools anchored in proven risk management principals, NetDiligence® provides a full range of enterprise - level information security, a -risk insurability and regulatory compliance assessment and testing services. NetDiligence° supports and is endorsed by some of the world's largest network liability insurance underwriters. HOW TO START USING THIS FREE OFFERING: • Go to eriskhub.com/usli Click "Register Now" to set up a free account • Create your own username and password; your access code is 08451 Security Training — Watch videos for best practices in security and privacy awareness or download a training guide t�\ Risk Manager Tools —Assists you in managing your cyber risk, including a self-assessment, a sample website privacy policy and a tool for HIPAA compliance 0 eRisk Resources —A directory to 010 quickly find external resources with expertise in pre and post -breach 000 disciplines Q •� Consultation — Breach Coach, HIPAA Coach and Security Coach available to assist you eta %x NP 30UND 3 +- This page has been intentionally left blank. NEW Renewal of Number POLICY DECLARATIONS No. MTK 1567603 United States Liability Insurance Company 1190 Devon Park Drive, Wayne, Pennsylvania 19087 A Member Company of United States Liability Insurance Group NAMED INSURED AND ADDRESS: CHERYL NAULT 22482 ALMA ALDEA APT 165 RANCHO SANTA MARGARITA, CA 92688 POLICY PERIOD: (MO. DAY YR.) From: 03/04/2022 To: 03/04/2023 FORM OF BUSINESS: Individual BUSINESS DESCRIPTION: Technology Professional Package Direct Bill Policy 12:01 A.M. STANDARD TIME AT YOUR MAILING ADDRESS SHOWN ABOVE THIS POLICY CONSISTS OF THE FOLLOWING COVERAGE PARTS FOR WHICH A PREMIUM IS INDICATED. Businessowners Liability Coverage Part .Businessowners Property Coverage Part Technology Professional Liability Coverage Part TOTAL: Coverage Form(s) and Endorsement(s) made a part of this policy at time of issue See Endorsement EOD (1/95) PREMIUM $311.00 Included $717.00 $1,028.00 Agent: THE SUMMER AGENCY INSURANCE BROKERS (6178) Issued: 03/04/2022 1:36 PM 1530 W Whittier Blvd La Habra, CA 90631 Y&4 _` jJ !' By: ��L+`yAuutthhoo_rriized Represe ati e THESE DECLARATIONS TOGETHER WITH THE COMMON POLICY CONDITIONS, COVERAGE PART DECLARATIONS, UPD (08-07) COVERAGE PART COVERAGE FORM(S) AND FORMS AND ENDORSEMENTS, IF ANY, ISSUED TO FORM A PART THEREOF, COMPLETE THE ABOVE NUMBERED POLICY. EXTENSION OF DECLARATIONS Policy No. MTK1567603 Effective Date: 03/04/2022 12:01 AM STANDARD TIME AT YOUR MAILING ADDRESS FORMS AND ENDORSEMENTS The following forms apply to multiple coverage parts Endt# Revised Description of Endorsements BP0003 07/02 Businessowners Coverage Form BP0155 07/20 California Changes BP0417 07/02 Employment -Related Practices Exclusion BP -103 01/15 Exclusion Of War, Military Action And Terrorism (Coverage For Certain Fire Losses) BP -107 04/08 Actual Cash Value Definition BP -11 05/04 Exclusion - Fiduciary Liability And Financial Services BPA 34 06/09 Blanket Additional Insured BP -15 07/04 Business Income And Extra Expense Limit BP1505 05/14 Exclusion - Access Or Disclosure Of Confidential Or Personal Information And Data -Related Liability - Limited Bodily Injury Exception Not Included BP -152 08/10 Separation Of Insureds Clarification Endorsement BP -17 11/08 Hired Auto And Non -Owned Auto Liability BP -48 01/13 Exclusion - Asbestos, Lead Contamination, Absolute Pollution, Mold, Fungus, Bacteria, Virus And Organic Pathogen BP -49 01/13 Absolute Exclusion For Pollution, Organic Pathogen, Silica, Asbestos And Lead BP -57 06/09 Businessowners Value Plus Endorsement BP -7 05/04 Extension Of Coverage -'Bodily Injury" Arising Out Of Professional Services BP -78 08/09 Additional Exclusions BP -8 02/09 Limits Of Insurance Under Multiple Coverage Parts BP -88 04/06 Expanded Definition Of Bodily Injury BP -90 07/06 Amendatory Endorsement Jacket 07/19 Policy Jacket MTK-263 08/14 Deletion Of Final Acceptance Exclusion MTK-266 06/15 Privacy Expansion Endorsement MTK-267 06/15 Media and Intellectual Property Liability Endorsement MTK-270 12/20 Sanction Lmitation and Exclusion Clause TRIADN 12/20 Disclosure Notice of Terrorism Insurance Coverage The following forms apply to Technology Professional Liability Coverage Part Endt# Revised Description of Endorsements MTK 02/09 Technology Professional Liability Coverage Form MTK-210 11/07 Retroactive Date Endorsement MTK-215 11/08 Coverage Territory Definition MTK-219 11/08 Limited Worldwide Coverage Territory Endorsement MTK-236 02/12 Independent Contractors Endorsement MTK-CA 06/08 California State Amendatory Endorsement _ALJ tU UZ10) All otner terms and conditions remain unchanged. Page 1 of 2 EXTENSION OF DECLARATIONS Policy No. MTK1567603 Effective Date: 03/04/2022 12:01 AM STANDARD TIME AT YOUR MAILING ADDRESS FORMS AND ENDORSEMENTS PROF -005 01/08 Exclusion Of Certified Acts Of Terrorism TECH POP IQ APP 10/12 Instant Quote Application EOD (01/95) All other terms and conditions remain unchanged. Page 2 of 2 BUSINESSOWNERS PROPERTY COVERAGE PART DECLARATIONS Policy No. MTK1567603 Effective Date: 03/04/2022 12:01 STANDARD TIME DESCRIPTION OF PREMISES Prem Bldg Location, Construction, Occupancy and Other Information Territory Fire Code 1 1 22482 Alma Aldea Apt 165, Rancho Santa Margarita, CA 92688 006 0702 Description: Business Personal Property Covered Causes of Loss: Special Protection Class 0 Construction: Unknown Square Footage: Special Deductible: None Special Deductible Type: COVERAGES PROVIDED -INSURANCE ATTHE DESCRIBED PREMISES APPLIES ONLY FOR COVERAGES.FOR WHICH A LIMIT OF'INSURANCE IS SHOWN' Limits of Prem Bldg Coverage Insurance Deductible Valuation Premium 1 1 Business Income with Extra Expense $50,000 $0 Included 1 1 Business Personal Property $25,000 $500 RC Included 1 1 Value Plus Endorsement See Value $500 Included Plus Endorsement MINIMUM PREMIUM FOR PROPERTY COVERAGE PART: $0 TOTAL PREMIUM FOR PROPERTY COVERAGE PART: Included MP MP -minimum premium + Valuation: ACV - Actual Cash Value; RC - Replacement Cost; RC/ACV - Replacement Cost/ACV Roof FBV - Functional Building Value; AA - Agreed Amount; ALS -Actual Loss Sustained LOSS' PAYABL'E(S): NONE Coverage Form(s)/Part(s) and Endorsement(s) made a part of this policy at time of issue: See Endorsement EOD (01/95) I HESE UEGLARA I ION5 ARE PART OF THE POLICY DECLARATIONS CONTAINING THE NAME OF THE INSURED AND THE POLICY PERIOD. Includes copyrighted material of ISO Commercial Risk Services, Inc., with its permission. BPP150 (02/09) Copyright, ISO Commercial Risk Services, Inc., 1983, 1984, 1988 Page 1 Of 1 BUSINESSOWNERS GENERAL LIABILITY COVERAGE PART DECLARATIONS Policy No. MTK1567603 Effective Date: 03/04/2022 12:01 STANDARD TIME LIMITS OF INSURANCE Liability and Medical Expenses $1,000,000 Medical Expense (per person) $10,000 Damages To Premises Rented To You (Any One Premises) $300,000 Hired and Non -owned Auto Each Occurrence Included Hired and Non -owned Auto Aggregate Included An Aggregate Limit of Liability applies to this Coverage as defined in SECTION II - LIABILITY, paragraph DA. of the Businessowners Coverage Form. LIABILITY DEDUCTIBLE $0 LOCATIONS OF ALL PREMISES YOU OWN, RENT OR OCCUPY Location Address Territory 1 22482 Alma Aldea Apt 165, Rancho Santa Margarita, CA 92688 006 PREMIUM COMPUTATION Rate Advance Premium Loc Classification Code No. Premium Basis PrlCo All Other PrICo All Other 1 Technology Professional Services 41675 1 Per Employee 0.000 251.000 $0 $251 1 Blanket Additional Insured 49950 1 Flat 0.000 0.000 Included Included 1 Non -Owned & Hired Automobile Liability - Errors and 90099 Flat 0.000 60.000 $0 $60 Omissions MINIMUM PREMIUM FOR GENERAL LIABILITY COVERAGE PART: $60 TOTAL PREMIUM FOR GENERAL LIABILITY COVERAGE PART: $311 MP - minimum premium Coverage Form(s)/Part(s) and Endorsement(s) made a part of this policy at time of issue: See Form EOD (01/95) THESE DECLARATIONS ARE PART OF THE POLICY DECLARATIONS CONTAINING THE NAME OF THE INSURED AND THE POLICY PERIOD. inciuoes copyngmea maienai or iov Cummuiaau R bm oaiv 6, wIL „. BPL150 (02/09) Copyright, ISO Commercial Risk Services, Inc., 1983, 1984, 1988 Page 1 Of 1 PLEASE READ YOUR POLICY CAREFULLY THIS IS A CLAIMS MADE POLICY COVERAGE FORM AND UNLESS OTHERWISE PROVIDED HEREIN, THE COVERAGE OF THIS FORM IS LIMITED TO LIABILITY FOR CLAIMS FIRST MADE DURING THE POLICY PERIOD, OR THE EXTENSION PERIOD, IF APPLICABLE. DEFENSE COSTS SHALL BE APPLIED AGAINST THE DEDUCTIBLE. DEFENSE COSTS ARE INCLUDED WITHIN THE LIMITS OF LIABILITY FOR THIS COVERAGE. No. MTK1567603 ITEM I. NAMED INSURED AND ADDRESS o CHERYL NAULT 22482 ALMA ALDEA APT 165 RANCHO SANTA MARGARITA, CA 92688 Effective Date: 03/04/2022 12:01 AM STANDARD TIME ITEM II. POLICY PERIOD: (MM/DDNYYY) From: 03/04/2022 To: 03/04/2023 Technology Professional Liability ITEM III. LIMITS OF LIABILITY $1,000,000 EACH CLAIM $1,000,000 ANNUAL AGGREGATE ITEM IV. DEDUCTIBLE: $0 EACH CLAIM ITEM V. PREMIUM: $717 ITEM VI. RETROACTIVE DATE: Full Prior Acts ITEM VII. Coverage Form(s)/Part(s) and Endorsement(s) made a part of this policy at time of issue: See Endorsement EOD (01/95) THESE DECLARATIONS ARE PART OF THE POLICY DECLARATIONS CONTAINING THE NAME OF THE INSURED AND THE POLICY PERIOD. M I K-150 (11/09) Page 1 Of 1 DocuSign Envelope ID: 44DA807E-58FE-4774-B454-B915DOEFDE98 DocuSign Envelope ID: 05F89EAB-DCC2-4OD7-A784-36B32C2ABB91 (rt Q United States Liability Insurance Company ?no0ram9S SYWtoo, MTK022FO571 Technology Professional Package Application - All States This application is for a Claims Made policy. Please read your policy carefully. Defense costs shall be applied against the retention. New York Disclosure Notice: costs under the MicroTekPak Professional Liability are within the limits of liability until fifty percent of the limit of liability has been used up. Applicant may qualify, for an INSTANT QUOTE by completing Section 1. below. Section III. answers will be required prior to bind ng and are subject to underwriting approval. 1. INSTANT QUOTE INFORMATION Instant Quote is only available for accounts with no losses in the past 5 years. If there is a loss history, please detail the losses below. Applicants Name: Cheryl Nault Location Address: 22482 Alma Aldea Aot 165 City: Rancho Santa Margarita State: CA Web Address: Email Address of primary contact: Description of Operations Insured helps organize data migration between current and new Enterprise Resource Planning ❑Same as mailing address Zip Code: 92688 What does your business do? Please check each one that applies. Select "Other" if your business description is not listed and write a short description of the services you provide ❑ Cloud Providers/Application service provider/software as a service What percentage of receipts are derived from this? ® Consulting/training/project management/staffing ❑ Data or records storage/retrievallback-up What percentage of receipts are derived from remote data back-up? [� Database administration ❑ Hardware evaluation/selection/maintenance ❑ Hardware manufacturing What percentage of receipts are derived from this? ❑ Helpdesk ❑ Internet service provider, search engine or online publishing/sales ❑ Network or computer security What percentage of receipts are derived from this? ® Software development/installation/sales If developing packaged software, please provide number oflicenses ❑ Systems, network or audio-visual evaluation/design/cabling/support ❑ Web design/development/hosting or search engine optimization ❑ Otho services not listed: Annual sales generated from work performed within the United States, its territories and Canada? $ Annual sales generated from work performed outside the United States, its territories and Canada? $ $ 100000 Total sales Principles, partners, officers: providing professional services: 1 +not providing services: 0 =Total principles: Employees providing professional services (paid on W2): Full-time: +Part Time: = Total employees: Independent Contractors (paid on 1099): exlusively working for applicant: +all other. = Total contractors. What is the earliest date of continuous Errors & Omissions liability coverage? 3-4-19 ❑ Unknown r] No prior coverage (Referred to as Retroactive Date on the declarations page of your policy) Q. ADDITIONAL INSURED INFORMATION Name I Interest I Address City, State, Zip Coverages Needed TECH POP IQ APP 10/12 Page 1 of 4 DocuSign Envelope ID: 44DA807E-58FE-4774-8454-B915DOEFDE98 DocuSign Envelope ID: 05F89EAB-DCC2-4OD7-A784-36B32C2ABB91 FdditionalInsured status: ❑GL❑E&O River of Transfer of Rights of Recovery Rimary & Non-Conbibutory wording 01. LOSS INFORMATION Have you initiated litigation against any of your clients in the past 5 years? ❑Yes E(If Yes, advise how many times you' have initiated litigation in the past 5 years along with details for each.) For Errors & Omissions, General Liability and/or Property, in the last 5 years, has any claim been made or suit brought against the insured, its predecessor(s) in business, or any of its present or former owners, partners, officers, directors, employees, or independent contractors? ❑Yes❑ No If "Yes". please provide details on a separate supplemental claim application Is any owner, partner, director, employee or independent contractoraware of any circumstance, allegation, contention, or incident which may result in a claim being made against the insured, its predecessors) in business, or any of,its present or former partners, owners, officers, directors or independent contractors? ❑Yes ®No if 'Yes". please provide details on a separate supplemental claim application N. ELIGIBILITY CRITERIA Please indicate the percentage of your services that effect or enable any of the following: ®None • Credit card or other payment card transactions % • Fund transfers, financial transactions, equity trading, or loan fulfillment: % • Video game development (provide titles and style of game): % • Lottery, sweepstakes, gaming, online casino, or other games of chance: % • Firmware or embedded software: % • Mechanical, electrical, chemical, civil or architectural design or engineering: % • Robotics or process control of industrial equipment including HVAC systems or CAD/CAM design or control: % • Physical security system installation or monitoring(including but not G mited to burglartfire alarms and camera systems): % • Global Positioning System (GPS), Geographic Information System (GIS), navigation systems development, maintenance or support: % • Aircraft, air -ground equipment, military defense and/or weaponry of any kind including classified information: • Medical, dental or healthcare diagnosis, monitoring or treatment % • Management or use of health or medical information including electronic records % • Pharmaceutical formulation, production or prescriptions including clinical data % • 911 or other emergency response and/or dispatch: % • Energy, power plant, utility or pollution monitoring, supply or distribution: % Does the applicant provide government regulation compliance services? ❑Yes ® No If yes, please list applicable regulations V. DATA BREACH EXPENSE AND REGULATORY DEFENSE 6. Does the Applicant provide services to hospitals? ❑Yes ❑X No 7. Does the Applicant maintain personal information' on individuals other than Applicant's employees? ❑Yes ®No * Personal information means information concerning an individual that is considered non-public information including but not limited to health, financial ormedical information including electronic medical record4 social security numbers, financial or bank account information, driver license numbers, credit card numbers and e-mail addresses. a Please select the security measures below used by Applicant to protect personal information. By signing this application, the Applicant represents that (1) the security measures selected below are fully operational and functional as of the date this Application is signed and (2) the Applicant will maintain the operation and functionality of the security measures selected below throughout the term(s) of the policy and any renewals thereof ® Encryption of all personal information on your network ® Procedures to regularly purge data containing personal information from internet-connected systems ® Encryption of email with personal information X❑Secure password protection forall employees including: [� Encryption of all mobile devices, laptops and portable media which contain personal information r-1 contains non -alphanumeric characters TECH POP IQ APP 10/12 Page 2 of 4 DocuSign Envelope ID: 44DA807E-58FE-4774-B454-B915DOEFDE98 DocuSign Envelope ID: 05F89EAB-DCC2-40D7-A784-36B32C2ABB91 ® Encryption of Back-up Storage Devices rN Commercially available firewall protection systems ® Anti-virus software on all intemet accessible devices, mail servers, desktops, and laptops Intrusion detection software ® Regular implementation of hardware and software security updates and patches ® Server equipment physically located in secured access area ® Asset management program or access lists to track permissions for hardware and software ®tleast 8 characters long ❑ Does not contain login name oruser's birthdate ❑ Contains a variation of capital and lower case letters ❑ Deactivation of passwords of terminated employees No employees Permanent removal of personal information no longer required from hard drives and storage media priorto discard or sale ® Paper records shredded prior to disposal ® Require third party providers to have minimum security measures for the use, storage and disclosure of personal information shared between them and the applicant ® Regular backup of all computers, including all mobile devices, laptops and portable media, to a server ® Contracts with third party providers provide for indemnifi cation of the Applicant for the unauthorized use or ® Written security policy addressing the use, storage and disclosure of stored personal information on their network disclosure of personal information reviewed regularly by an attorney and signed by all employees For any security measure NOT checked above, explain (1) why the Applicant does not use the measure or (2) whether the Applicant uses alternative measures that provide equal or better protection. 9. Have any regulatory, governmental oradministrative action(s) been brought against the Applicant involving ❑Yes ®No the use or disclosure of personal information? 10. Is the applicant aware of any data breach that has or may result in unauthorized use or disclosure of ❑Yes ®No personal information held by the Applicant or personal information held by a client of the Applicant? 11. Has the Applicant received or is it aware of any complaint, notice or claim involving a data breach resulting ❑Yes ®No in the unauthorized use or disclosure of personal information held by the Applicant or personal information held by a client of the Applicant? 12. If the applicant provides services that are involved in cred it card or other payment card transactions, is the ❑Yes ®No applicant compliant with Payment Card Industry Data Security Standards (PC[ DSS)? If "No", please explain: VI. HIRED & NON -OWNED AUTO LIABILITY E] Not applicable Does organization have a commercial automobile policy in place? ❑Yes NNo Does organization own any autos or lease any autos in excess of 30 days? ❑Yes ®No Do you provide any offsite, "at homd' or "at office" computer repair or other related computer services, e.g. "Geek Squad"? ❑Yes ®No Maximum number of days in a given year the applicant, including their partners and their employees rents a for business purposes? 0 Please indicate the number of employees using their personal automobiles for business purposes, ie. Gang to clients offices? Do any of these employees visit more than one client per day on a regular basis? If "Yes", please explain. VII. PROPERTY INFORMATION ❑Yes ®No Business Personal Property Limit $ 25000 Business Income/Extra Expense Limit $ 0 Construction: ®Frame ❑Joisted Masonry ❑Masonry Nm -Combustible ❑Mod. Fre-Resistive []Fire -Resistive Protection Class: 0 What type of burglar alarm is on the premises? ❑ Central Station ❑ Local []None Is the premises Residential or Commercial? [RResidential ❑ Commercial Is 100% of the electric wiring on functioning and operating circuit breakers? W]Yes ❑No ❑Not Applicable - building built since 1978 Are there functioning and operational smoke and/or heat detectors? ✓❑Yes ❑ No TECH POP IQ APP 10/12 Page 3 of 4 DocuSign Envelope ID: 44DA807E-58FE-4774-B454-B915DOEFDE98 DocuSign Envelope ID: 05F89EAB-DCC2-4OD7-A784-36B32C2ABB91 VIII. ADDITIONAL APPLICANT INFORMATION How often do you use written contracts: with Guarantee / Warranty wading with heightened Standard of Care terms (such as "best services", "best practices" eta) with Indemnification clause in favor of you (applicant) with wording for Project Phasing (such as sign -off on milestones, payment terns, etc.) with Limitation of Damages clauses (Dollar Value, No Consequential Damages, Exculpatory and/or No Damages for Delay) with a formal change order process with sign -off by both parties Please provide all industry -specific certifications or designations Designation Title Description / Purpose ®Always ❑Sometimes ❑Never ❑Always ❑Sometimes ❑X Never ®Always ❑Sometimes ❑Never [RAlways ❑Sometimes E] Never ®Always ❑Sometimes EJ Never ®Always ❑Sometimes E] Never ®Always ❑Sometimes E] Never Please list any involvement in professional trade assodations / groups Name of Group Purpose Position(s) Held Form of Business: ®Individual ❑Corporation ❑Partnership ❑LLC ❑Other What year did the business start? 3-4-19 Do you have any subsidiaries? ❑Yes ®No If yes, please Ist and confirm if coverage is desired for them: Applicant's Mailing Address: 22482 Alma Aldea Apt 165 (Sty: Rancho Santa Margarita State: CA zip: 92688 Contact Name: Cheryl Nault Phone: Prior Carrier Information ❑No prior coverage Carrier Name I Limit Policy Period Retroactive Date Premium Deductible Ace Insurance 1 $1,000,000 3/21 to 3/22 Ifull prior acts 11030.00 TECH POP IQ APP 10/12 Page 4 of 4 DocuSign Envelope ID: 44DA807E-58FE-4774-B454-B915DOEFDE98 DocuSign Envelope ID: 05F89EAB-DCC2-4OD7-A784-36B32C2ABB91 California Fraud Statement: For your protection California law requires the following to appear on this application. Any person who knowingly presents false or fraudulent information to obtain or amend insurance coverage or to make a claim for the payment of a loss is guilty of a crime and may be subject to fines and confinement in state prism. Retail Agency Name: THE SUMMER AGENCY INSURANCE BROKERS License #: OkO7568 Main Agency Phone Number: 562-690-9770 Agency Mailing Address: 1530 W. Whittier Blvd City. La Habra Stater GA Zip: 90631 The signer of this application acknowledges and understands that the information provided n this Application is material to the Insurer's decision to provide the requested insurance and is relied an by the Insurer in providing such insurance. The signer of this application represents that the information provided h this Application is true and correct in all matters. The signer of this Application further represents that any changes h matters inquired about in this Application occurring prior to the effective date of coverage, which render the Information provided herein untrue, incorrect or inaccurate in any way will be reported to the Insurer in mediately in writing. The Insurer reserves the right to modify or withdraw any quote or binder issued If such changes are material to the insurability or premium charged, based on the Insurers underwriting guides. The Insurer is hereby authorized, but not required, to crake any investigation and inghiry in connection with the information, statements and disclosures provided in this Application. The decision of the Insurer not to make or to imit any investigation or inquiry shall not be deemed a waiver of any rights by the Insurer and shall not estop the Insurer from relying on any statement in this Application in the eve 49d.4Ned. It is agreed that this Application shall be the basis of the contract -should a policy be issued and itwill be attached and become a p rt q1J h� P.°4`yAL.r J� 2/28/2022 Applicants Signature: 174 .d 78 Title: Date LDocuSigned by. N 3/1/2022 naea�bce2se47s... BUSINESSOWNERS BP 00 03 07 02 BUSINESSOWNERS 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 Coverage Form the words "you" and "your" refer to the Named Insured shown in the Decla- rations. The words "we", "us" and "our" refer to the Company providing this insurance. In Section II — Liability, the word "insured" means any person or organization qualifying as such under Paragraph C — Who Is An Insured. Other words and phrases that appear in quotation marks have special meaning. Refer to Paragraph H. Property Definitions in Section I — Property and Paragraph F. Liability And Medical Expenses Defini- tions in Section II — Liability. SECTION I — PROPERTY A. Coverage We will pay for direct physical loss of or damage to Covered Property at the premises described in the Declarations caused by or resulting from any Cov- ered Cause of Loss. 1. Covered Property Covered Property includes Buildings as de- scribed under Paragraph a. below, Business Personal Property as described under Para- graph b. below, or both, depending on whether a Limit of Insurance is shown in the Declara- tions for that type of property. Regardless of whether coverage is shown in the Declarations for Buildings, Business Personal Property, or both, there is no coverage for property de- scribed under Paragraph 2. Property Not Cov- ered. a. Buildings, meaning the buildings and struc- tures at the premises described in the Dec- larations, including: (1) Completed additions; (2) Fixtures, including outdoor fixtures; (3) Permanently installed: (a) Machinery; and (b) Equipment; (4) Your personal property in apartments, rooms or common areas furnished by you as landlord; (a) Fire extinguishing equipment; (b) Outdoor furniture; (c) Floor coverings; and (d) Appliances used for refrigerating, ventilating, cooking, dishwashing or laundering; # (6) If not covered by other insurance: (a) Additions under construction, altera- tions and repairs to the buildings or structures; (b) Materials, equipment, supplies and temporary structures, on or within 100 feet of the described premises, used for making additions, altera- tions or repairs to the buildings or structures. b. Business Personal Property located in or on the buildings at the described premises or in the open (or in a vehicle) within 100 feet of the described premises, including: (1) Property you own that is used in your business; (2) Property of others that is in your care, custody or control, except as otherwise provided in Loss Payment Property Loss Condition Paragraph E.6.d.(3)(b); (3) Tenant's improvements and better- ments. Improvements and betterments are fixtures, alterations, installations or additions: (a) Made a part of the building or struc- ture you occupy but do not own; and (b) You acquired or made at your ex- pense but cannot legally remove; and (4) Leased personal property for which you have a contractual responsibility to in- sure, unless otherwise provided for un- der Paragraph 1.b.(2). (5) Exterior building glass, if you are a ten- ant and no Limit of Insurance is shown in the Declarations for Building property. The glass must be owned by you or in your care, custody or control. 2. Property Not Covered Covered Property does not include: (5) Personal property owned by you that is a. Aircraft, automobiles, motortrucks and other used to maintain or service the buildings vehicles subject to motor vehicle registra- or structures or the premises, including: tion; BP 00 03 07 02 © ISO Properties, Inc., 2001 Page 1 of 43 n b. "Money" or "securities" except as provided in the: (1) Money and Securities Optional Cover- age; or (2) Employee Dishonesty Optional Cover- age; c. Contraband, or property in the course of illegal transportation or trade; d. Land (including land on which the property is located), water, growing crops or lawns; e. Outdoor fences, radio or television anten- nas (including satellite dishes) and their lead-in wiring, masts or towers, signs (other than signs attached to buildings), trees, shrubs or plants, all except as provided in the: (1) Outdoor Property Coverage Extension; or (2) Outdoor Signs Optional Coverage; f. Watercraft (including motors, equipment and accessories) while afloat. g. Accounts, bills, food stamps, other evi- dences of debt, accounts receivable or "valuable papers and records"; except as otherwise provided in this policy. h. "Computer(s)" which are permanently in- stalled or designed to be permanently in- stalled in any aircraft, watercraft, motortruck or other vehicle subject to motor vehicle registration. This paragraph does not apply to "computer(s)" while held as "stock". 3. Covered Causes Of Loss Risks of direct physical loss unless the loss is: a. Excluded in Paragraph B. Exclusions in Section I; or b. Limited in Paragraph 4. Limitations in Sec- tion I. 4. Limitations a. We will not pay for loss of or damage to: (1) Steam boilers, steam pipes, steam en- gines or steam turbines caused by or re- sulting from any condition or event inside such equipment. But we will pay for loss of or damage to such equipment caused by or resulting from an explosion of gases or fuel within the furnace of any fired vessel or within the flues or pas- sages through which the gases of com- bustion pass. (2) Hot water boilers or other water heating equipment caused by or resulting from any condition or event inside such boil- ers or equipment, other than an explo- sion. (3) Property that is missing,, where the only evidence of the loss or damage is a shortage disclosed on taking inventory, or other instances where there is no physical evidence to show what hap- pened to the property. This limitation does not apply to the Optional Coverage for Money and Securities. (4) Property that has been transferred to a person or to a place outside the de- scribed premises on the basis of unau- thorized instructions. (5) The interior of any building or structure caused by or resulting from rain, snow, sleet, ice, sand or dust, whether driven by wind or not, unless: (a) The building or structure first sus- tains damage by a Covered Cause of Loss to its roof or walls through which the rain, snow, sleet, ice, sand or dust enters; or (b) The loss or damage is caused by or results from thawing of snow, sleet or ice on the building or structure. b. We will not pay for loss of or damage to fragile articles such as glassware, statuary, marbles, chinaware and porcelains, if bro- ken, unless caused by the "specified causes of loss" or building glass breakage. This re- striction does not apply to: (1) Glass that is part of the exterior or inte- rior of a building or structure; (2) Containers of property held for sale; or (3) Photographic or scientific instrument lenses. c. For loss or damage by theft, the following types of property are covered only up to the limits shown: (1) $2,500 for furs, fur garments and gar- ments trimmed with fur. (2) $2,500 for jewelry, watches, watch movements, jewels, pearls, precious and semi-precious stones, bullion, gold, silver, platinum and other precious alloys or metals. This limit does not apply to jewelry and watches worth $100 or less per item. (3) $2,500 for patterns, dies, molds and forms. Page 2 of 43 © ISO Properties, Inc., 2001 BP 00 03 07 02 ❑ 5. Additional Coverages a. Debris Removal (1) Subject to Paragraphs (3) and (4), we will pay your expense to remove debris of Covered Property caused by or re- sulting from a Covered Cause of Loss that occurs during the policy period. The expenses will be paid only if they are re- ported to us in writing within 180 days of the date of direct physical loss or dam- age. (2) Debris Removal does not apply to costs to: (a) Extract "pollutants" from land or water; or (b) Remove, restore or replace polluted land or water. (3) Subject to the exceptions in Paragraph (4), the following provisions apply: (a) The most that we will pay for the total of direct physical loss or damage plus debris removal expense is the Limit of Insurance applicable to the Covered Property that has sustained loss or damage. Therefore, if Paragraphs (4)(a) and/or (4)(b) apply, our total payment for direct physical loss or damage and debris re- moval expense may reach but will never exceed the Limit of Insurance on the Covered Property that has sustained loss or damage, plus $10,000. (5) Examples Example #1 (b) Subject to Paragraph (a) above, the amount we will pay for debris re- moval expense is limited to 25% of the sum of the deductible plus the amount that we pay for direct physi- Example #2 cal loss or damage to the Covered Property that has sustained loss or damage. (4) We will pay up to an additional $10,000 for debris removal expense, for each lo- cation, in any one occurrence of physical loss or damage to Covered Property, if one or both of the following circum- stances apply: (a) The total of the actual debris removal expense plus the amount we pay for direct physical loss or damage ex- ceeds the Limit, of Insurance on the Covered Property that has sustained loss or damage. (b) The actual debris removal expense exceeds 25% of the sum of the de- ductible plus the amount that we pay for direct physical loss or damage to the Covered Property that has sus- tained loss or damage. Limit of Insurance $ 90,000 Amount of Deductible $ 500 Amount of Loss $ 50,000 Amount of Loss Payable $ 49,500 ($50,000 — $500) Debris Removal Expense $ 10,000 Debris Removal Expense Payable $ 10,000 ($10,000 is 20% of $50,000) The debris removal expense is less than 25% of the sum of the loss payable plus the deductible. The sum of the loss pay- able and the debris removal expense ($49,500 + $10,000 = $59,500) is less than the Limit of Insurance. Therefore the full amount of debris removal ex- pense is payable in accordance with the terms of Paragraph (3). Limit of Insurance $ 90,000 Amount of Deductible $ 500 Amount of Loss $ 80,000 Amount of Loss Payable $ 79,500 ($80,000 — $500) Debris Removal Expense $ 30,000 Debris Removal Expense Payable Basic Amount $ 10,500 Additional Amount $ 10,000 The basic amount payable for debris removal expense under the terms of Paragraph (3) is calculated as follows: $80,000 ($79,500 + $500) x .25 = $20,000; capped at $10,500). The cap applies because the sum of the loss payable ($79,500) and the basic amount payable for debris removal expense ($10,500) cannot exceed the Limit of In- surance ($90,000). BP 00 03 07 02 © ISO Properties, Inc.,, 2001 Page 3 of 43 0 The additional amount payable for debris removal expense is provided in accor- dance with the terms of Paragraph (4), because the debris removal expense ($30,000) exceeds 25% of the loss pay- able plus the deductible ($30,000 is 37.5% of $80,000), and because the sum of the loss payable and debris re- moval expense ($79,500 + $30,000 =$109,500) would exceed the Limit of Insurance ($90,000). The additional amount of covered debris removal ex- pense is $10,000, the maximum payable under Paragraph (4). Thus the total pay- able for debris removal expense in this example is $20,500; $9,500 of the debris removal expense is not covered. b. Preservation Of Property If it is necessary to move Covered Property from the described premises to preserve it from loss or damage by a Covered Cause of Loss, we will pay for any direct physical loss of or damage to that property: (1). While it is being moved or while tempo- rarily stored at another location; and (2) Only if the loss or damage occurs within 30 days after the property is first moved. c. Fire Department Service Charge When the fire department is called to save or protect Covered Property from a Covered Cause of Loss, we will pay up to $1,000 for your liability for fire department service charges: (1) Assumed by contract or agreement prior to loss; or (2) Required by local ordinance. d. Collapse (1) With respect to buildings: (a) Collapse means an abrupt falling down or caving in of a building or any part of a building with the result that the building or part of the building cannot be occupied for its intended purpose; (b) A building or any part of a building that is in danger of falling down or caving in is not considered to be in a state of collapse; (c) A part of a building that is standing is not considered to be in a state of collapse even if it has separated from another part of the building; (d) A building that is standing or any part of a building that is standing is not considered to be in a state of col- lapse even if it shows evidence of cracking, bulging, sagging, bending, leaning, settling, shrinkage or expan- sion. (2) We will pay for direct physical loss or damage to Covered Property, caused by collapse of a building or any part of a building that is insured under this policy, if the collapse is caused by one or more of the following: (a) The "specified causes of loss" or breakage of building glass, all only as insured against in this policy; (b) Decay that is hidden from view, un- less the presence of such decay is known to an insured prior to collapse; (c) Insect or vermin damage that is hidden from view, unless the pres- ence of such damage is known to an insured prior to collapse; (d) Weight of people or personal prop- erty; (e) Weight of rain that collects on a roof; (f) Use of defective material or methods in construction, remodeling or reno- vation if the collapse occurs during the course of the construction, re- modeling or renovation. However, if the collapse occurs after construc- tion, remodeling or renovation is complete and is caused in part by a cause of loss listed in Paragraphs (a) through (e), we will pay for the loss or damage even if use of defective material or methods in construction, remodeling or renovation, contributes to the collapse. The criteria set forth in Paragraphs (1)(a) through (1)(d) do not limit the cov- erage otherwise provided under this Ad- ditional Coverage for the causes of loss listed in Paragraphs (2)(a), (2)(d) and (2)(e). (3) With respect to the following property: (a) Awnings; (b) Gutters and downspouts; (c) Yard fixtures; (d) Outdoor swimming pools; (e) Piers, wharves and docks; Page 4 of 43 © ISO Properties, Inc., 2001 BP 00 03 07 02 11 (f) Beach or diving platforms or appur- tenances; (g) Retaining walls; and (h) Walks, roadways and other paved surfaces; if the collapse is caused by a cause of loss listed in Paragraphs (2)(b) through (2)(f), we will pay for loss or damage to that property only if such loss or damage is a direct result of the collapse of a building insured under this policy and the property is Covered Property under this policy. (4) If personal property abruptly falls down or caves in and such collapse is not the result of collapse of a building, we will pay for loss or damage to Covered Property caused by such collapse of personal property only if: (a) The collapse was caused by a cause of loss listed in Paragraphs (2)(a) through (2)(f) of this Additional Cov- erage; (b) The personal property which col- lapses is inside a building; and (c) The property which collapses is not of a kind listed in Paragraph (3) above, regardless of whether that kind of property is considered to be personal property or real property. The coverage stated in this Paragraph (4) does not apply to personal property if marring and/or scratching is the only damage to that personal property caused by the collapse. Collapse of personal property does not mean cracking, bulging, sagging, bend- ing, leaning, settling, shrinkage or ex- pansion. (5) This Additional Coverage, Collapse, will not increase the Limits Of Insurance provided in this policy. e. Water Damage, Other Liquids, Powder Or Molten Material Damage If loss or damage caused by or resulting from covered water or other liquid, powder or molten material damage loss occurs, we will also pay the cost to tear out and replace any part of the building or structure to repair damage to the system or appliance from which the water or other substance es- capes. We will not pay the cost to repair any defect that caused the loss or damage; but we will pay the cost to repair or replace damaged parts of fire extinguishing equipment if the damage: (1) Results in discharge of any substance from an automatic fire protection sys- tem; or (2) Is directly caused by freezing. f. Business Income (1) Business Income (a) We will pay for the actual loss of Business Income you sustain due to the necessary suspension of your "operations" during the "period of restoration". The suspension must be caused by direct physical loss of or damage to property at the described premises. The loss or damage must be caused by or result from a Cov- ered Cause of Loss. With respect to loss of or damage to personal prop- erty in the open or personal property in a vehicle, the described premises include the area within 100 feet of the site at which the described premises are located. With respect to the requirements set forth in the preceding paragraph, if you occupy only part of the site at which the described premises are lo- cated, your premises means: (i) The portion of the building which you rent, lease or occupy; and (ii) Any area within the building or on the site at which the described premises are located, if that area services, or is used to gain ac- cess to, the described premises. (b) We will only pay for loss of Business Income that you sustain during the "period of restoration" and that oc- curs within 12 consecutive months after the date of direct physical loss or damage. We will only pay for ordi- nary payroll expenses for 60 days following the date of direct physical loss or damage, unless a greater number of days is shown in the Declarations. BP 00 03 07 02 0 ISO Properties, Inc., 2001 Page 5 of 43 0 (c) Business Income means the: (i) Net Income (Net Profit or Loss before income taxes) that would have been earned or incurred if no physical loss or damage had occurred, but not including any Net Income that would likely have been earned as a result of an in- crease in the volume of business due to favorable business condi- tions caused by the impact of the Covered Cause of Loss on cus- tomers or on other businesses; and (ii) Continuing normal operating expenses incurred, including pay- roll. (d) Ordinary payroll expenses: (i) Mean payroll expenses for all your employees except: I. Officers; ii. Executives; iii. Department Managers; iv. Employees under contract; and v. Additional Exemptions shown -in the Declarations as: • Job Classifications; or • Employees. (ii) Include: I. Payroll; ii. Employee benefits, if directly related to payroll; iii. FICA payments you pay; iv. Union dues you pay; and v. Workers' compensation pre- miums. (2) Extended Business Income (a) If the necessary suspension of your "operations" produces a Business In- come loss payable under this policy, we will pay for the actual loss of Business Income you incur during the period that: (i) Begins on the date property ex- cept finished stock is actually re- paired, rebuilt or replaced and "operations" are resumed; and (ii) Ends on the earlier of: 1. The date you could restore your "operations", with rea- sonable speed, to the level which would generate the Business Income amount that would have existed if no direct physical loss or damage had occurred; or ii. 30 consecutive days after the date determined in Paragraph (a)(i) above, unless a greater number of consecutive days is shown in the Declarations. However, Extended Business In- come does not apply to loss of Busi- ness Income incurred as a result of unfavorable business conditions caused by the impact of the Covered Cause of Loss in the area where the described premises are located. (b) Loss of Business Income must be caused by direct physical loss or damage at the described premises caused by or resulting from any Cov- ered Cause of Loss. (3) With respect to the coverage provided in this Additional Coverage, suspension means: (a) The partial slowdown or complete cessation of your business activities; and (b) That a part or all of the described premises is rendered untenantable, if coverage for Business Income ap- plies. (4) This Additional Coverage is not subject to the Limits of Insurance of Section 1 — Property. g. Extra Expense (1) We will pay necessary Extra Expense you incur during the "period of restora- tion" that you would not have incurred if there had been no direct physical loss or damage to property at the described premises. The loss or damage must be caused by or result from a Covered Cause of Loss. With respect to loss of or damage to personal property in the open or personal property in a vehicle, the de- scribed premises include the area within 100 feet of the site at which the de- scribed premises are located. Page 6 of 43 © ISO Properties, Inc., 2001 BP 00 03 07 02 ❑ With respect to the requirements set forth in the preceding paragraph, if you occupy only part of the site at which the described premises are located, your premises means: (a) The portion of the building which you rent, lease or occupy; and (b) Any area within the building or on the site at which the described premises are located, if that area services, or is used to gain access to, the de- scribed premises. (2) Extra Expense means expense incurred: (a) To avoid or minimize the suspension of business and to continue "opera- tions": (I) At the described premises; or (ii) At replacement premises or at temporary locations, including relocation expenses, and costs to equip and operate the replace- ment or temporary locations. (b) To minimize the suspension of busi- ness if you cannot continue "opera- tions". (c) To: (i) Repair or replace any property; or (ii) Research, replace or restore the lost information on damaged "valuable papers and records" to the extent it reduces the amount of loss that otherwise would have been payable under this Additional Cover- age or Additional Coverage f. Busi- ness Income. (3) With respect to the'coverage provided in this Additional Coverage, suspension means: (a) The partial slowdown or complete cessation of your business activities; and (b) That a part or all of the described premises is rendered untenantable, if coverage for Business Income ap- plies. (4) We will only pay for Extra Expense that occurs within 12 consecutive months after the date of direct physical loss or damage. This Additional Coverage is not subject to the Limits of Insurance of Section I — Property. h. Pollutant Clean Up And Removal We will pay your expense to extract "pollut- ants" from land or water at the described premises if the discharge, dispersal, seep- age, migration, release or escape of the "pollutants" is caused by or results from a Covered Cause of Loss that occurs during the policy period. The expenses will be paid only if they are reported to us in writing within 180 days of the earlier of: (1) The date of direct physical loss or dam- age; or (2) The end of the policy period. The most we will pay for each location un- der this Additional Coverage is $10,000 for the sum of all such expenses arising out of Covered Causes of Loss occurring during each separate 12 month period of this pol- icy. I. Civil Authority We will pay for the actual loss of Business Income you sustain and necessary Extra Expense caused by action of civil authority that prohibits access to the described premises due to direct physical loss of or damage to property, other than at the de- scribed premises, caused by or resulting from any Covered Cause of Loss. The coverage for Business Income will be- gin 72 hours after the time of that action and will apply for a period of up to three consecutive weeks after coverage begins. The coverage for necessary Extra Expense will begin immediately after the time of that action and ends: (1) 3 consecutive weeks after the time of that action; or (2) When your Business Income coverage ends; whichever is later. The definitions of Business Income and Ex- tra Expense contained in the Business In- come and Extra Expense Additional Cover- ages also apply to this Civil Authority Additional Coverage. The Civil Authority Additional Coverage is not subject to the Limits of Insurance of Section 1— Property. BP 00 03 07 02 © ISO Properties, Inc.., 2001 Page 7 of 43 0 j. Money Orders And Counterfeit Paper Currency We will pay for loss resulting directly from your having accepted in good faith, in ex- change for merchandise, "money" or serv- ices: (1) Money orders issued by any post office, express company or bank that are not paid upon presentation; or (2) "Counterfeit" paper currency that is acquired during the regular course of business. The most we will pay for any loss under this Additional Coverage is $1,000. k. Forgery Or Alteration (1) We will pay for loss resulting directly from forgery or alteration of, any check, draft, promissory note, bill of exchange or similar written promise of payment in "money", that you or your agent has is- sued, or that was issued by someone who impersonates you or your agent. (2) If you are sued for refusing to pay the check, draft, promissory note, bill of ex- change or similar written promise of payment in "money", on the basis that it has been forged or altered, and you have our written consent to defend against the suit, we will pay for any rea- sonable legal expenses that you incur in that defense. (3) The most we will pay for any loss, in- cluding legal expenses, under this Addi- tional Coverage is $2,500, unless a higher Limit of Insurance is shown in the Declarations. I. Increased Cost Of Construction (1) This Additional Coverage applies only to buildings insured on a replacement cost basis. (2) In the event of damage by a Covered Cause of Loss to a building that is Cov- ered Property, we will pay the increased costs incurred to comply with enforce- ment of an ordinance or law in the course of repair, rebuilding or replace- ment of damaged parts of that property, subject to the limitations stated in Para- graphs (3) through (9.) of this Additional Coverage. (3) The ordinance or law referred to in Paragraph (2) of this Additional Cover- age is an ordinance or law that regulates the construction or repair of buildings or establishes zoning or land use require- ments at the described premises, and is in force at the time of loss. (4) Under this Additional Coverage, we will not pay any costs due to an ordinance or law that: (a) You were required to comply with before the loss, even when the building was undamaged; and (b) You failed to comply with. (5) Under this Additional Coverage, we will not pay any costs associated with the enforcement of an ordinance or law which requires any insured or others to test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the ef- fects of "pollutants". (6) The most we will pay under this Addi- tional Coverage, for each described building insured under Section I — Property, is $10,000. If a damaged building(s) is covered under a blanket Limit of Insurance which applies to more than one building or item of property, then the most we will pay under this Ad- ditional Coverage, for each damaged building, is $10,000. The amount payable under this Addi- tional Coverage is additional insurance. (7) With respect to this Additional Coverage: (a) We will not pay for the Increased Cost of Construction: (i) Until the property is actually re- paired or replaced, at the same or another premises; and (ii) Unless the repairs or replacement are made as soon as reasonably possible after the loss or damage, not to exceed two years. We may extend this period in writing dur- ing the two years. (b) If the building is repaired or replaced at the same premises, or if you elect to rebuild at another premises, the most we will pay for the Increased Cost of Construction is the increased cost of construction at the same premises. Page 8 of 43 © ISO Properties, Inc.,. 2001 BP 00 03 07 02 ❑ (c) If the ordinance or law requires relo- (c) Manufacture your products for deliv- cation to another premises, the most ery to your customers under contract we will pay for the Increased Cost of for sale; or Construction is the increased cost of (d) Attract customers to your business. construction at the new premises. The dependent property must be located (8) This Additional Coverage is not subject in the coverage territory of this policy. to the terms of the Ordinance or Law Exclusion, to the extent that such Exclu- (5) The coverage period for Business In- sion would conflict with the provisions of come under this Additional Coverage: this Additional Coverage. (a) Begins 72 hours after the time of (9) The costs addressed in the Loss Pay- direct physical loss or damage ment Property Loss Condition in Sec- caused by or resulting from any Cov- tion I — Property do not include the in- ered Cause of Loss at the premises creased cost attributable to enforcement of the dependent property; and of an ordinance or law. The amount (b) Ends on the date when the property payable under this Additional Coverage, at the premises of the dependent as stated in Paragraph (6) of this Addi- property should be repaired, rebuilt tional Coverage, is not subject to such or replaced with reasonable speed limitation. and similar quality. m. Business Income From Dependent (6) The Business Income coverage period, Properties as stated in Paragraph (5), does not in - (1) We will pay for the actual loss of Busi- clude any increased period required due ness Income you sustain due to physical to •the enforcement of any ordinance or loss or damage at the premises of a de- law that: pendent property caused by or resulting (a) Regulates the construction, use or from any Covered Cause of Loss. repair, or requires the tearing down The most we will pay under this Addi- of any property; or tional Coverage is $5,000 unless a (b) Requires any insured or others to higher Limit of Insurance is indicated in test for, monitor, clean up, remove, the Declarations. contain, treat, detoxify or neutralize, (2) We will reduce the amount of your Busi- or in any way respond to, or assess ness Income loss, other than Extra Ex- the effects of "pollutants". pense, to the extent you can resume The expiration date of this policy will not "operations", in whole or in part, by using reduce the Business Income coverage any other available: period. (a) Source of materials; or, (7) The definition of Business Income con - (b) Outlet for your products. tained in the Business Income Additional (3) If you do not resume 'operations", or do 'operations" Coverage also applies to this Business Income From Dependent Properties Ad - not resume as quickly as ditional Coverage. possible, we will pay based on the length of time it would have taken to resume n. Glass Expenses "operations" as quickly as possible. (1) We will pay for expenses incurred to put (4) Dependent property means property up temporary plates or board up open - owned by others whom you depend on ings if repair or replacement of damaged to: glass is delayed. (a) Deliver materials or services to you, (2) We will pay for expenses incurred to or to others for your account. But remove or replace obstructions when services does not mean water, repairing or replacing glass that is part of communication or power supply a building. This does not include re - services; moving or replacing window displays. (b) Accept your products or services; BP 00 03 07 02 © ISO Properties, Inc., 2001 Page 9 of 43 ❑ o. Fire Extinguisher Systems Recharge Expense (1) We will pay: (a) The cost of recharging or replacing, whichever is less, your fire extin- guishers and fire extinguishing sys- tems (including hydrostatic testing if needed) if they are discharged on or within 100 feet of the described premises; and (b) For loss or damage to Covered Property if such loss or damage is the result of an accidental discharge of chemicals from a fire extinguisher or a fire extinguishing system. (2) No coverage will apply if the fire extin- guishing system is discharged during in- stallation or testing. (3) The most we will pay under this Addi- tional Coverage is $5,000 in any one oc- currence. 6. Coverage Extensions In addition to the Limits of Insurance of Section I — Property, you may extend the insurance provided by this policy as provided below. Except as otherwise provided, the following Extensions apply to property located in or on the building described in the Declarations or in the open (or in a vehicle) within 100 feet of the described premises, unless a higher Limit of Insurance is shown in the Declarations. a. Newly Acquired Or Constructed Property (1) Buildings If this policy covers Buildings, you may extend that insurance to apply to: (a) Your new buildings while being built on the described premises; and (b) Buildings you acquire at premises other than the one described, in- tended for: (i) Similar use as the building de- scribed in the Declarations; or (ii) Use as a warehouse. The most we will pay for loss or damage under this Extension is $250,000 at each building. (2) Business Personal Property (a) If this policy covers Business Per- sonal Property, you may extend that insurance to apply to: (i) Business Personal Property, including such property that you newly acquire, at any location you acquire. (ii) Business Personal Property, including such property that you newly acquire, located at your newly constructed or acquired buildings at the location described in the Declarations; or (iii) Business Personal Property that you newly acquire, located at the described premises. This Extension does not apply to per- sonal property that you temporarily ac- quire in the course of installing or per- forming work on such property or your wholesale activities. The most we will pay for loss or damage under this Extension is $100,000 at each premises. (3) Period Of Coverage With respect to insurance on or at each newly acquired or constructed property, coverage will end when any of the fol- lowing first occurs: (a) This policy expires; (b) 30 days expire after you acquire the property or begin construction of that part of the building that would qualify as covered property; or (c) You report values to us. We will charge you additional premium for values reported from the date you acquire the property or begin construc- tion of that part of the building that would qualify as covered property. b. Personal Property Off Premises You may extend the insurance that applies to Business Personal Property to apply to covered Business Personal Property, other than "money" and "securities", "valuable papers and records" or accounts receivable, while it is in the course of transit or at a premises you do not own, lease or operate. The most we will pay for loss or damage under this Extension is $5,000. Page 10 of 43 © ISO Properties, Inc., 2001 BP 00 03 07 02 0 c. Outdoor Property You may extend the insurance provided by this policy to apply to your outdoor fences, radio and television antennas (including satellite dishes), signs (other than signs at- tached to buildings), trees, shrubs and plants, including debris removal expense, caused by or resulting from any of the fol- lowing causes of loss: (1) Fire; (2) Lightning; (3) Explosion; (4) Riot or Civil Commotion; or (5) Aircraft. The most we will pay for loss or damage under this Extension is $2,500, but not more than $500 for any one tree, shrub or plant. d. Personal Effects You may extend the insurance that applies to Business Personal Property to apply to personal effects owned by you, your offi- cers, your partners or "members", your "managers" or your employees. This exten- sion does not apply to: (1) Tools or equipment used in your busi- ness; or (2) Loss or damage by theft. The most we will pay for loss or damage under this Extension is $2,500 at each de- scribed premises. e. Valuable Papers And Records (1) You may extend the insurance that applies to Business Personal Property to apply to direct physical loss or damage to "valuable papers and records" that you own, or that are in your care, cus- tody or control caused by or resulting from a Covered Cause of Loss. This Coverage Extension includes the cost to research, replace or restore the lost in- formation on "valuable papers and rec- ords" for which duplicates do not exist. (2) This Coverage Extension does not apply to: (a) Property held as samples or for delivery after sale; (b) Property in storage away from the premises shown in the Declarations. (3) The most we will pay under this Cover- age Extension for loss or damage to "valuable papers and records" in any one occurrence at the described prem- ises is $10,000, unless a higher Limit of Insurance for "valuable papers and rec- ords" is shown in the Declarations. For "valuable papers and records" not at the described premises, the most we will pay is $5,000. (4) Paragraph B. Exclusions in Section I — Property does not apply to this Cover- age Extension except for: (a) Paragraph B.1.c., Governmental Action; (b) Paragraph 13.1.d., Nuclear Hazard; (c) Paragraph B.1.f., War And Military Action; (d) Paragraph B.2.f., Dishonesty; (e) Paragraph B.2.g., False Pretense; and (f) Paragraph 13.3. f. Accounts Receivable (1) You may extend the insurance that applies to Business Personal Property to apply to accounts receivable. We will pay: (a) All amounts due from your custom- ers that you are unable to collect; (b) Interest charges on any loan required to offset amounts you are unable to collect pending our payment of these amounts; (c) Collection expenses in excess of your normal collection expenses that are made necessary by loss or dam- age; and (d) Other reasonable expenses that you incur to re-establish your records of accounts receivable; that result from direct physical loss or damage by any Covered Cause of Loss to your records of accounts receivable. (2) The most we will pay under this Cover- age Extension for loss or damage in any one occurrence at the described prem- ises is $10,000, unless a higher Limit of Insurance for accounts receivable is shown in the Declarations. For accounts receivable not at the de- scribed premises, the most we will pay is $5,000. BP 00 03 07 02 © ISO Properties, Inc., 2001 Page 11 of 43 0 (3) Paragraph B. Exclusions in Section I — Property does 'not apply to this Cover- age Extension except for: (a) Paragraph B.1.c., Governmental Action; (b) Paragraph B.1.d., Nuclear Hazard; (c) Paragraph 13.11, War And Military Action; (d) Paragraph B.2.f., Dishonesty; (e) Paragraph B.2.g., False Pretense; (f) Paragraph B.3.; and (g) Paragraph B.S. Accounts Receivable Exclusion. B. Exclusions 1. We will not pay for loss or damage caused directly or indirectly by any of the following. Such loss or damage is excluded regardless of any other cause or event that contributes con- currently or in any sequence to the loss. These exclusions apply whether or not the loss event results in widespread damage or affects a sub- stantial area. a. Ordinance Or Law (1) The enforcement of any ordinance or law: (a) Regulating the construction, use or repair of any.property; or (b) Requiring the tearing down of any property, including the cost of re- moving its debris. (2) This exclusion, Ordinance Or Law, ap- plies whether the loss results from: (a) An ordinance or law that is enforced even if the property has not been damaged; or (b) The increased costs incurred to comply with an ordinance or law in the course of construction, repair, renovation, remodeling or demolition of property or removal of its debris, following a physical loss to that prop- erty. b. Earth Movement (1) Earthquake, including any earth sinking, rising or shifting related to such event; (2) Landslide, including any earth sinking, rising or shifting related to such event; (3) Mine subsidence, meaning subsidence of a man-made mine, whether or not mining activity has ceased; (4) Earth sinking (other than sinkhole col- lapse), rising or shifting including soil conditions which cause settling, cracking or other disarrangement of foundations or other parts of realty. Soil conditions include contraction, expansion, freezing, thawing, erosion, improperly compacted soil and the action of water under the ground surface. But if Earth Movement, as described in Paragraphs (1) through (4) above, results in fire or explosion, we will pay for the loss or damage caused by that fire or explosion. (S) Volcanic eruption, explosion or effusion. But if volcanic eruption, explosion or ef- fusion results in fire, building glass breakage or volcanic action, we will pay for the loss or damage caused by that fire, building glass breakage or volcanic action. Volcanic action means direct loss or damage resulting from the eruption of a volcano when the loss or damage is caused by: (a) Airborne volcanic blast or airborne shock waves; (b) Ash, dust or particulate matter; or (c) Lava flow. All volcanic eruptions that occur within any 168 -hour period will constitute a sin- gle occurrence. Volcanic action does not include the cost to remove ash, dust or particulate matter that does not cause direct physical loss of or damage to Covered Property. c. Governmental Action Seizure or destruction of property by order of governmental authority. But we will pay for loss or damage caused by or resulting from acts of destruction or- dered by governmental authority and taken at the time of a fire to prevent its spread, if the fire would be covered under this policy. d. Nuclear Hazard Nuclear reaction or radiation, or radioactive contamination, however caused. But if nuclear reaction or radiation, or radio- active contamination, results in fire, we will pay for the loss or damage caused by that fire. Page 12 of 43 © ISO Properties, Inc., 2001 BP 00 03 07 02 ❑ e. Power Failure (i) "Computer" hardware, including The failure of power or other utility service microprocessors or other elec- supplied to the described premises, how- tronic data processing equipment ever caused, if the failure occurs away from as may be described elsewhere the described premises. in this policy; But if the failure of power or other utility (ii) Computer application software service results in a Covered Cause of Loss or other "electronic media and re - we will pay for the loss or damage caused cords" as may be described by that Covered Cause of Loss. elsewhere in this policy; This exclusion does not apply to loss or (iii) "Computer" operating systems damage to "computer(s)" and "electronic and related software; media and records". (iv) "Computer" networks; f. War And Military Action (v) Microprocessors ("computer" (1) War, including undeclared or civil war; chips) not part of any "computer" system; or (2) Warlike action by a military force, in- cluding action in hindering or defending (vi) Any other computerized or elec- against an actual or expected attack, by tronic equipment or components; any government, sovereign or other or authority using military personnel or (b) Any other products, and any serv- other agents; or ices, data or functions that directly or (3) Insurrection, rebellion, revolution, indirectly use or rely upon, in any usurped power, or action taken by gov- manner, any of the items listed in ernmental authority in hindering or de- Paragraph (a) above; fending against any of these. due to the inability to correctly recognize, g. Water distinguish, interpret or accept one or more dates or times. An example is the (1) Flood, surface water, waves, tides, tidal inability of computer software to recog- waves, overflow of any body of water, or nize the year 2000. their spray, all whether driven by wind or not; 2 Any advice consultation design, evaluation, inspection, installation, (2) Mudslide or mudflow; maintenance, repair, replacement or su- (3) Water that backs up or overflows from a pervision provided or done by you or for sewer, drain or sump; or you to determine, rectify or test for, any (4) Water under the ground surface press- potential or actual problems described in ing on, or flowing or seeping through: Paragraph (1) above. (a) Foundations, walls, floors or paved However, if excluded loss or damage, as surfaces; described in Paragraph (1) above results in a "Specified Cause of Loss" under Sec - (b) Basements, whether paved or not; or tion I — Property, we will pay only for the (c) Doors, windows or other openings. loss or damage caused by such "Specified But if Water, as described in Paragraphs (1) Cause of Loss". through (4), results in fire, explosion or We will not pay for repair, replacement or sprinkler leakage, we will pay for the loss or modification of any items in Paragraphs damage caused by that fire, explosion or (1)(a) or (1)(b) to correct any deficiencies or sprinkler leakage. change any features. h. Certain Computer -Related Losses 2. We will not pay for loss or damage caused by (1) The failure, malfunction or inadequacy or resulting from any of the following: of: a. Electrical Apparatus (a) Any of the following, whether be- Artificially generated electrical current, in - longing to any insured or to others: cluding electric arcing, that disturbs electri- cal devices, appliances or wires. BP 00 03 07 02 © ISO Properties, Inc., 2001 Page 13 of 43 C� But if artificially generated electrical current results in fire, we will pay for the loss or damage caused by fire. We will pay for loss or damage to "com- puter(s)" due to artificially generated electri- cal current if such loss or damage is caused by or results from: (1) An occurrence that took place within 100 feet of the described premises; or (2) Interruption of electric power supply, power surge, blackout or brownout if the cause of such occurrence took place within 100 feet of the described prem- ises. b. Consequential Losses Delay, loss of use or loss of market. c. Smoke, Vapor, Gas Smoke, vapor or gas from agricultural smudging or industrial operations. d. Steam Apparatus Explosion of steam boilers, steam pipes, steam engines or steam turbines owned or leased by you, or operated under your con- trol. But if explosion of steam boilers, steam pipes, steam engines or steam turbines re- sults in fire or combustion explosion, we will pay for the loss or damage caused by that fire or combustion explosion. We will also pay for loss or damage caused by or re- sulting from the explosion of gases or fuel within the furnace of any fired vessel or within the flues or passages through which the gases of combustion pass. e. Frozen Plumbing Water, other liquids, powder or molten ma- terial that leaks or flows from plumbing, heating, air conditioning or other equipment (except fire protective systems) caused by or resulting from freezing, unless: (1) You do your best to maintain heat in the building or structure; or (2) You drain the equipment and shut off the supply if the heat is not maintained. f. Dishonesty Dishonest or criminal acts by you, anyone else with an interest in the property, or any of your or their partners, "members", offi- cers, "managers", employees, directors, trustees, authorized representatives or any- one to whom you entrust the property for any purpose: (1) Acting alone or in collusion with others; (2) Whether or not occurring during the hours of employment. This exclusion does not apply to acts of de- struction by your employees; but theft by employees is not covered. With respect to accounts receivable and "valuable papers and records", this exclu- sion does not apply to carriers for hire. This exclusion does not apply to coverage that is provided under the Employee Dis- honesty Optional Coverage. g. False Pretense Voluntary parting with any property by you or anyone else to whom you have entrusted the property if induced to do so by any fraudulent scheme, trick, device or false pretense. h. Exposed Property Rain, snow, ice or sleet to personal property in the open. I. Collapse Collapse, except as provided in the Addi- tional Coverage for Collapse. But if collapse results in a Covered Cause of Loss, we will pay for the loss or damage caused by that Covered Cause of Loss. j. Pollution We will not pay for loss or damage caused by or resulting from the discharge, disper- sal, seepage, migration, release or escape of "pollutants" unless the discharge, disper- sal, seepage, migration, release or escape is itself caused by any of the "specified causes of loss". But if the discharge, dis- persal, seepage, migration, release or es- cape of "pollutants" results in a "specified cause of loss", we will pay for the loss or damage caused by that "specified cause of loss". k. Neglect Neglect of an insured to use all reasonable means to save and preserve property from further damage at and after the time of loss. I. Other Types Of Loss (1) Wear and tear; (2) Rust, corrosion, fungus, decay, deterio- ration, hidden or latent defect or any quality in property that causes it to dam- age or destroy itself; (3) Smog; (4) Settling, cracking, shrinking or expan- sion; Page 14 of 43 © ISO Properties, Inc., 2001 BP 00 03 07 02 ❑ (5) Nesting or infestation, or discharge or release of waste products or secretions, by insects, birds, rodents or other ani- mals; (6) Mechanical breakdown, including rupture or bursting caused by centrifugal force. This exclusion does not apply with re- spect to the breakdown of "computer(s)'; (7) The following causes of loss to personal property: (a) Dampness or dryness of atmos- phere; (b) Changes in or extremes of tempera- ture; or (c) Marring or scratching. But if an excluded cause of loss that is listed in Paragraphs (1) through (7) above results in a "specified cause of loss" or building glass breakage, we will pay for the loss or damage caused by that "specified cause of loss" or building glass breakage. m. Errors Or Omissions Errors or omissions in: (1) Programming, processing or storing data, as described under "electronic media and records" or in any "computer" operations; or (2) Processing or copying "valuable papers and records". However, we will pay for direct physical loss or damage caused by resulting fire or ex- plosion if these causes of loss would be covered by this coverage form. n. Installation, Testing, Repair Errors or deficiency in design, installation, testing, maintenance, modification or repair of your "computer" system including "elec- tronic media and records". However, we will pay for direct physical loss or damage caused by resulting fire or ex- plosion if these causes of loss would be covered by this coverage form. o. Electrical Disturbance Electrical or magnetic injury, disturbance or erasure of "electronic media and records", except as provided for under the Coverage Extensions of Section I — Property. However, we will pay for direct loss or dam- age caused by lightning. 3. We will not pay for loss or damage caused by or resulting from any of the following Para- graphs a. through c. But if an excluded cause of loss that is listed in Paragraphs a. through c. results in a Covered Cause of Loss, we will pay for the loss or damage caused by that Covered Cause of Loss. a. Weather Conditions Weather conditions. But this exclusion only applies if weather conditions contribute in any way with a cause or event excluded in Paragraph B.I. above to produce the loss or damage. b. Acts Or Decisions Acts or decisions, including the failure to act or decide, of any person, group, organiza- tion or governmental body. c. Negligent Work Faulty, inadequate or defective: (1) Planning, zoning, development, survey- ing, siting; (2) Design, specifications, workmanship, repair, construction, renovation, remod- eling, grading, compaction; (3) Materials used in repair, construction, renovation or remodeling; or (4) Maintenance; of part or all of any property on or off the described premises. 4. Business Income And Extra Expense Exclusions a. We will not pay for: (1) Any Extra Expense, or increase of Busi- ness Income loss, caused by or resulting from: (a) Delay in rebuilding, repairing or re- placing the property or resuming "operations", due to interference at the location of the rebuilding, repair or replacement by strikers or other persons; or (b) Suspension, lapse or cancellation of any license, lease or contract. But if the suspension, lapse or cancellation is directly caused by the suspension of 'operations", we will cover such loss that affects your Business In- come during the "period of restora- tion". (2) Any other consequential loss. BP 00 03 07 02 © ISO Properties, Inc., 2001 Page 15 of 43 13 b. With respect to this exclusion, suspension means: (1) The partial slowdown or complete ces- sation of your business activities; and (2) That a part or all of the described prem- ises is rendered untenantable, if cover- age for Business Income applies. 5. Accounts Receivable Exclusion The following additional exclusion applies to the Accounts Receivable Coverage Extension: We will not pay for: a. Loss or damage caused by or resulting from alteration, falsification, concealment or de- struction of records of accounts receivable done to conceal the wrongful giving, taking or withholding of "money", "securities" or other property. This exclusion applies only to the extent of the wrongful giving, taking or withholding. b. Loss or damage caused by or resulting from bookkeeping, accounting or billing errors or omissions. c. Any loss or damage that requires any audit of records or any inventory computation to prove its factual existence. C. Limits Of Insurance 1. The most we will pay for loss or damage in any one occurrence is the applicable Limit of Insur- ance of Section I — Property shown in the Declarations. 2. The most we will pay for loss of or damage to outdoor signs attached to buildings is $1,000 per sign in any one occurrence. 3. The limits applicable to the Coverage Exten- sions and the Fire Department Service Charge and Pollutant Clean Up and Removal Additional Coverages are in addition to the Limits of In- surance of Section I — Property. 4. Building Limit —Automatic Increase a. The Limit of Insurance for Buildings will automatically increase by the annual per- centage shown in the Declarations. b. The amount of increase will be: (1) The Building limit that applied on the most recent of the policy inception date, the policy anniversary date, or any other policy change amending the Building limit, times (2) The percentage of annual increase shown in the Declarations, expressed as a decimal (example: 8% is .08), times (3) The number of days since the beginning of the current policy year of the effective date of the most recent policy change amending the Building limit, divided by 365. Example: If: The applicable Building limit is $100,000. The annual percentage in- crease is 8%. The number of days since the beginning of the policy year (or last policy change) is 146. The amount of increase is $100,000 x .08 x 146 _ 365 = $3,200. 5. Business Personal Property Limit — Seasonal Increase a. The Limit of Insurance for Business Per- sonal Property will automatically increase by 25% to provide for seasonal variations. b. This increase will apply only if the Limit of Insurance shown for Business Personal Property in the Declarations is at least 100% of your average monthly values dur- ing the lesser of: (1) The 12 months immediately preceding the date the loss or damage occurs; or (2) The period of time you have been in business as of the date the loss or dam- age occurs. D. Deductibles 1. We will not pay for loss or damage in any one occurrence until the amount of loss or damage exceeds the Deductible shown in the Declara- tions. We will then pay the amount of loss or damage in excess of the Deductible up to the applicable Limit of Insurance of Section I — Property. 2. Regardless of the amount of the Deductible, the most we will deduct from any loss or dam- age for Glass and under all of the following Op- tional Coverages in any one occurrence is the Optional Coverage/Glass Deductible shown in the Declarations: a. Money and Securities; b. Employee Dishonesty; and c. Outdoor Signs. Page 16 of 43 0 ISO Properties, Inc., 2001 BP 00 03 07 02 ❑ But this Optional Coverage/Glass Deductible will not increase the Deductible shown in the Declarations. This Deductible will be used to satisfy the requirements of the Deductible in the Declarations. 3. No deductible applies to the following Additional Coverages: a. Fire Department Service Charge; b. Business Income; c. Extra Expense; d. Civil Authority; and e. Fire Extinguisher Systems Recharge Ex- pense. E. Property Loss Conditions 1. Abandonment There can be no abandonment of any property to us. 2.. Appraisal If we and you disagree on the amount of loss, either may make written demand for an ap- praisal of the loss. In this event, each party will select a competent and impartial appraiser. The two appraisers will select an umpire. If they cannot agree, either may request that selection be made by a judge of a court having jurisdic- tion. The appraisers will state separately the amount of loss. If they fail to agree, they will submit their differences to the umpire. A deci- sion 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 there is an appraisal, we will still retain our right to deny the claim. 3. Duties In The Event Of Loss Or Damage a. You must see that the following are done in the event of loss or damage to Covered Property: (1) Notify the police if a law may have been broken. (2) Give us prompt notice of the loss or damage. Include a description of the property involved. (3) As soon as possible, give us a descrip- tion of how, when and where the loss or damage occurred. (4) Take all reasonable steps to protect the Covered Property from further damage, and keep a record of your expenses necessary to protect the Covered Prop- erty, for consideration in the settlement of the claim. This will not increase the Limits of Insurance of Section I — Prop- erty. However, we will not pay for any subsequent loss or damage resulting from a cause of loss that is not a Cov- ered Cause of Loss. Also, if feasible, set the damaged property aside and in the best possible order for examination. (5) At our request, give us complete inven- tories of the damaged and undamaged property. Include quantities, costs, val- ues and amount of loss claimed. (6) As often as may be reasonably required, permit us to inspect the property proving the loss or damage and examine your books and records. Also permit us to take samples of dam- aged and undamaged property for in- spection, testing and analysis, and per- mit us to make copies from your books and records. (7) Send us a signed, sworn proof of loss containing the information we request to investigate the claim. You must do this within 60 days after our request. We will supply you with the necessary forms. (8) Cooperate with us in the investigation or settlement of the claim. (9) Resume all or part of your "operations" as quickly as possible. b. We may examine any insured under oath, while not in the presence of any other in- sured and at such times as may be rea- sonably required, about any matter relating to this insurance or the claim, including an insured's books and records. In the event of an examination, an insured's answers must be signed. 4. Legal Action Against Us No one may bring a legal action against us un- der this insurance unless: a. There has been full compliance with all of the terms of this insurance; and b. The action is brought within 2 years after the date on which the direct physical loss or damage occurred. BP 00 03 07 02 © ISO Properties, Inc., 2001 Page 17 of 43 ❑ 5. Electronic Media And Records Limitation d. Except as provided in Paragraphs (2) We will not pay for any loss of Business In- through (8) below, we will determine the come caused by direct physical loss of or dam- value of Covered Property as follows: age to "electronic media and records" after the (1) At replacement cost without deduction longer of: for depreciation, subject to the following: a. 60 consecutive days from the date of direct (a) If, at the time of loss, the Limit of physical loss or damage; or Insurance on the lost or damaged b. The period, beginning with the date of direct property is 80% or more of the full physical loss or damage, necessary to re- replacement cost of the property im- pair, rebuild or replace with reasonable mediately before the loss, we will pay speed and similar quality, other property at the cost to repair or replace, after the described premises due to loss or dam- application of the deductible and age caused by the same occurrence. without deduction for depreciation, but not more than the least of the Example #1 P following amounts: A Covered Cause of Loss damages a (i) The Limit of Insurance under "computer" on June 1. It takes until Section I — Property that applies September 1 to replace the "computer', and to the lost or damaged property; until October 1 to restore the data that was lost (ii) The cost to replace, on the same when the damage occurred. We will only pay premises, the lost damaged for the Business Income loss sustained during property with other property: the period June 1 — September 1. Loss during the period September 2 — October 1 is not I. Of comparable material and covered. quality; and Example #2 ii. Used for the same purpose; or A Covered Cause of Loss results in the loss of (iii) The amount that you actually data processing programming records on spend that is necessary to repair August 1. The records are replaced on October or replace the lost or damaged 15. We will only pay for the Business Income property. loss sustained during the period August 1 — If a building is rebuilt at a new prem - September 29 (60 consecutive days). Loss ises, the cost is limited to the cost during the period September 30 — October 15 which would have been incurred had is not covered. the building been built at the original 6. Loss Payment premises. In the event of loss or damage covered by this (b) If, at the time of loss, the Limit of policy: Insurance applicable to the lost or a. At our option, we will either: damaged property is less than 80% of the full replacement cost of the (1) Pay the value of lost or damaged prop- property immediately before the loss, erty; we will pay the greater of the follow - (2) Pay the cost of repairing or replacing the ing amounts, but not more than the lost or damaged property; Limit of Insurance that applies to the (3) Take all or any part of the property at an property: agreed or appraised value; or (i) The actual cash value of the lost (4) Repair, rebuild or replace the property or damaged property; or with other property of like kind and qual- (ii) A proportion of the cost to repair ity, subject to Paragraph d.(1)(e) below. or replace the lost or damaged b. We will give notice of our intentions within property, after application of the deductible and without deduction 30 days after we receive the sworn proof of for depreciation. This proportion loss. will equal the ratio of the applica- c. We will not pay you more than your financial ble Limit of Insurance to 80% of interest in the Covered Property. the cost of repair or replacement. Page 18 of 43 0 ISO Properties, Inc., 2001 BP 00 03 07 02 0 (c) You may make a claim for loss or damage covered by this insurance on an actual cash value basis in- stead of on a replacement cost ba- sis. In the event you elect to have loss or damage settled on an actual cash value basis, you may still make a claim on a replacement cost basis if you notify us of your intent to do so within 180 days after the loss or damage. (d) We will not pay on a replacement cost basis for any loss or damage: (i) Until the lost or damaged property is actually repaired or replaced; and (ii) Unless the repairs or replacement are made as soon as reasonably possible after the loss or damage. However, if the cost to repair or re- place the damaged building property is $2,500 or less, we will settle the loss according to the provisions of Paragraphs d.(1)(a) and d.(1)(b) above whether or not the actual re- pair or replacement is complete. (e) The cost to repair, rebuild or replace does not include the increased cost attributable to enforcement of any ordinance or law regulating the con- struction, use or repair of any prop- erty. (2) If the "Actual Cash Value — Buildings" option applies, as shown in the Declara- tions, Paragraph (1) above does not ap- ply to Buildings. Instead, we will deter- mine the value of Buildings at actual cash value. (3) The following property at actual cash value: (a) Used or second-hand merchandise held in storage or for sale; (b) Property of others. However, if an item(s) of personal property of others is subject to a written contract which governs your liability for loss or dam- age to that item(s), then valuation of that item(s) will be based on the amount for which you are liable un- der such contract, but not to exceed the lesser of the replacement cost of the property or the applicable Limit of Insurance; (c) Household contents, except personal property in apartments or rooms fur- nished by you as landlord; (d) Manuscripts; (e) Works of art, antiques or rare arti- cles, including etchings, pictures, statuary, marbles, bronzes, porce- lains and bric-a-brac. (4) Glass at the cost of replacement with safety glazing material if required by law. (5) Tenants' Improvements and Better- ments at: (a) Replacement cost if you make re- pairs promptly. (b) A proportion of your original cost if you do not make repairs promptly. We will determine the proportionate value as follows: (i) Multiply the original cost by the number of days from the loss or damage to the expiration of the lease; and (ii) Divide the amount determined in (i) above by the number of days from the installation of improve- ments to the expiration of the lease. If your lease contains a renewal op- tion, the expiration of the renewal op- tion period will replace the expiration of the lease in this procedure. (c) Nothing if others pay for repairs or replacement. (6) Loss or damage to "valuable papers and records" will be valued at the cost of restoration or replacement, including the cost of data entry, re -programming, computer consultation services and the media on which the data or programs reside. To the extent that the contents of the "valuable papers and records" are not restored, the "valuable papers and records" will be valued at the cost of re- placement with blank materials of sub- stantially identical type. (7) Applicable only to the Optional Cover- ages: (a) "Money" at its face value; and (b) "Securities" at their value at the close of business on the day the loss is discovered. BP 00 03 07 02 © ISO Properties, Inc., 2001 Page 19 of 43 ❑ (8) Applicable only to Accounts Receivable: (a) If you cannot accurately establish the amount of accounts receivable out- standing as of the time of loss or damage: (i) We will determine the total of the average monthly amounts of ac- counts receivable for the 12 months immediately preceding the month in which the loss or damage occurs; and (ii) We will adjust that total for any normal fluctuations in the amount of accounts receivable for the month in which the loss or dam- age occurred or for any demon- strated variance from the average for that month. (b) The following will be deducted from the total amount of accounts receiv- able, however that amount is estab- lished: (i) The amount of the accounts for which there is no loss or damage; (ii) The amount of the accounts that you are able to re-establish or collect; (iii) An amount to allow for probable bad debts that you are normally unable to collect; and (iv) All unearned interest .and service charges. e. Our payment for loss of or damage to per- sonal property of others will only be for the account of the owners of the property. We may adjust losses with the owners of lost or damaged property if other than you. If we pay the owners, such payments will satisfy your claims against us for the owners' prop- erty. We will not pay the owners more than their financial interest in the Covered Prop- erty. f. We may elect to defend you against suits arising from claims of owners of property. We will do this at our expense. g. We will pay for covered loss or damage within 30 days after we receive the sworn proof of loss, provided you have complied with all of the terms of this policy, and (1) We have reached agreement with you on the amount of loss; or (2) An appraisal award has been made. 7. Recovered Property If either you or we recover any property after loss settlement, that party must give the other prompt notice. At your option, you may retain the property. But then you must return to us the amount we paid to you for the property. We will pay recovery expenses and the expenses to repair the recovered property, subject to the Limits of Insurance of Section I — Property. 8. Resumption Of Operations We will reduce the amount of your: a. Business Income loss, other than Extra Expense, to the extent you can resume your "operations", in whole or in part, by using damaged or undamaged property (including merchandise or stock) at the described premises or elsewhere. b. Extra Expense loss to the extent you can return "operations" .to normal and discon- tinue such Extra Expense. 9. Vacancy a. Description Of Terms (1) As used in this Vacancy Condition, the term building and the term vacant have the meanings set forth in Paragraphs (a) and (b) below: (a) When this policy is issued to a ten- ant, and with respect to that tenant's interest in Covered Property, building means the unit or suite rented or leased to the tenant. Such building is vacant when it does not contain enough business personal property to conduct customary operations. (b) When this policy is issued to the owner or general lessee of a build- ing, building means the entire build- ing. Such building is vacant unless at least 31% of its total square footage is: (1) Rented to a lessee or sub -lessee and used by the lessee or sub- lessee to conduct its customary operations; and/or (ii) Used by the building owner to conduct customary operations. (2) Buildings under construction or renova- tion are not considered vacant. Page 20 of 43 0 ISO Properties, Inc., 2001 BP 00 03 07 02 0 b. Vacancy Provisions If the building where loss or damage occurs has been vacant for more than 60 consecu- tive days before that loss or damage oc- curs: (1) We will not pay for any loss or damage caused by any of the following even if they are Covered Causes of Loss: (a) Vandalism; (b) Sprinkler leakage, unless you have protected the system against freez- ing; (c) Building glass breakage; (d) Water damage; (e) Theft; or (f) Attempted theft. (2) With respect to Covered Causes of Loss other than those listed in Paragraphs (1)(a) through (1)(f) above, we will re- duce the amount we would otherwise pay for the loss or damage by 15%. F. Property General Conditions 1. Control Of Property Any act or neglect of any person other than you beyond your direction or control will not affect this insurance. The breach of any condition of this Coverage Form at any one or more locations will not af- fect coverage at any location where, at the time of loss or damage, the breach of condition does not exist. 2. Mortgageholders a. The term "mortgageholder" includes trustee. b. We will pay for covered loss of or damage to buildings or structures to each mortgage - holder shown in the Declarations in their or- der of precedence, as interests may appear. c. The mortgageholder has the right to receive loss payment even if the mortgageholder has started foreclosure or similar action on the building or structure. d. If we deny your claim because of your acts or because you have failed to comply with the termsof this policy, the mortgageholder will still have the right to receive loss pay- ment if the mortgageholder: (1) Pays any premium due under this policy at our request if you have failed to do so; (2) Submits a signed, sworn proof of loss within 60 days after receiving notice from us of your failure to do so; and (3) Has notified us of any change in owner- ship, occupancy or substantial change in risk known to the mortgageholder. All of the terms of this policy will then apply directly to the mortgageholder. e. If we pay the mortgageholder for any loss or damage and deny payment to you because of your acts or because you have failed to comply with the terms of this policy: (1) The mortgageholder's rights under the mortgage will be transferred to us to the extent of the amount we pay; and (2) The mortgageholder's right to recover the full amount of the mortgageholder's claim will not be impaired. At our option, we may pay to the mortgage - holder the whole principal on the mortgage plus any accrued interest. In this event, your mortgage and note will be transferred to us and you will pay your remaining mortgage debt to us. f. If we cancel this policy, we will give written notice to the mortgageholder at least: (1) 10 days before the effective date of cancellation if we cancel for your non- payment of premium; or (2) 30 days before the effective date of cancellation if we cancel for any other reason. g. If we elect not to renew this policy, we will give written notice to the mortgageholder at least 10 days before the expiration date of this policy. 3. No Benefit To Bailee No person or organization, other than you, having custody of Covered Property will benefit from this insurance. 4. Policy Period, Coverage Territory Under Section I — Property: a. We cover loss or damage commencing: (1) During the policy period shown in the Declarations; and (2) Within the coverage territory or, with respect to property in transit, while it is between points in the coverage territory. b. The coverage territory is: (1) The United States of America (including its territories and possessions); (2) Puerto Rico; and (3) Canada. BP 00 03 07 02 © ISO Properties, Inc., 2001 Page 21 of 43 ❑ G. Optional Coverages (1) Resulting from accounting or arithmeti- If shown as applicable in the Declarations, the fol- cal errors or omissions; lowing Optional Coverages also apply. These cov- (2) Due to the giving or surrendering of erages are subject to the terms and conditions ap- property in any exchange or purchase; plicable to property coverage in this policy, except or as provided below. (3) Of property contained in any "money" - 1. Outdoor Signs operated device unless the amount of a. We will pay for direct physical loss of or 'money' deposited in it is recorded by a continuous recording instrument in the damage to all outdoor signs at the de- device. scribed premises: (1) Owned by you; or c. The most we will pay for loss in any one (2) Owned by others but in your care, cus- occurrence is: (1) The limit shown in the Declarations for tody or control. Inside the Premises for "money" and b. Paragraph A.3., Covered Causes Of Loss, "securities" while: and Paragraph B., Exclusions in Section I (a) In or on the described premises; or — Property, do not apply to this Optional Coverage, except for: (b) Within a bank or savings institution; (1) Paragraph B.1.c., Governmental Action; and (2) Paragraph B.1.d., Nuclear Hazard; and (2) The limit shown in the Declarations for "money" Outside the Premises for and (3) Paragraph B.1.f., War And Military Ac- "securities" while anywhere else. tion. d. All loss: c. We will not pay for loss or damage caused (1) Caused by one or more persons; or by or resulting from: (1) Wear and tear; (2) Involving a single act or series of related acts; (2) Hidden or latent defect; is considered one occurrence. (3) Rust; e. You must keep records of all "money" and (4) Corrosion; or "securities" so we can verify the amount of (5) Mechanical breakdown. any loss or damage. d. The most we will pay for loss or damage in 3. Employee Dishonesty any one occurrence is the Limit of Insur- a. We will pay for direct loss of or damage to ance for Outdoor Signs shown in the Decla- Business Personal Property and "money" rations. and "securities" resulting from dishonest e. The of this Optional Coverage acts committed by any of your employees .provisions supersede all other references to outdoor acting alone or in collusion with other per - signs in this policy. sons (except you or your partner) with the 2. Money And Securities manifest intent to: a. We will pay for loss of "money" and "securi- (1) Cause you to sustain loss or damage; ties used in your business while at a bank and also or savings institution, within your living (2) Obtain financial benefit (other than sala- quarters or the living quarters of your part- ries, commissions, fees, bonuses, pro- ners or any employee having use and cus- motions, awards, profit sharing, pen- tody of the property, at the described prem- sions or other employee benefits earned ises, or in transit between any of these in the normal course of employment) for: places, resulting directly from: (a) Any employee; or (1) Theft, meaning any act of stealing; (b) Any other person or organization. (2) Disappearance; or b. We will not pay for loss or damage: (3) Destruction. (1) Resulting from any dishonest or criminal b. In addition to the Limitations and Exclusions act that you or any of your partners or applicable to Section I — Property, we will "members" commit whether acting alone not pay for loss: or in collusion with other persons. Page 22 of 43 © ISO Properties, Inc., 2001 BP 00 03 07 02 ❑ (2) Resulting from any dishonest act com- mitted by any of your employees (except as provided in Paragraph a.), "manag- ers" or directors: (a) Whether acting alone or in collusion with other persons; or (b). While performing services for you or otherwise. (3) The only proof of which as to its exis- tence or amount is: (a) An inventory computation; or (b) A profit and loss computation. c. The most we will pay for loss or damage in any one occurrence is the Limit of Insur- ance for Employee Dishonesty shown in the Declarations. d. All loss or damage: (1) Caused by one or more persons; or (2) Involving a single act or series of acts; is considered one occurrence. e. If any loss is covered: (1) Partly by this insurance; and (2) Partly by any prior cancelled or termi- nated insurance that we or any affiliate had issued to you or any predecessor in interest; the most we will pay is the larger of the amount recoverable under this insurance or the prior insurance. We will pay only for loss or damage you sustain through acts committed or events occurring during the Policy Period. Regard- less of the number of years this policy re- mains in force or the number of premiums paid, no Limit of Insurance cumulates from year to year or period to period. f. This Optional Coverage is cancelled as to any employee immediately upon discovery by: (1) You;�or (2) Any of your partners, "members", "man- agers", officers or directors not in collu- sion with the employee; of any dishonest act committed by that em- ployee before or after being hired by you. g. We will pay only for covered loss or damage sustained during the policy period and dis- covered no later than one year from the end of the policy period. i. If you (or any predecessor in interest) sus- tained loss or damage during the policy pe- riod of any prior insurance that you could have recovered under that insurance except that the time within which to discover loss or damage had expired, we will pay for it under this Optional Coverage, provided: (1) This Optional Coverage became effec- tive at the time of cancellation -or termi- nation of the prior insurance; and (2) The loss or damage would have been covered by this Optional Coverage had it been in effect when the acts or events causing the loss or damage were com- mitted or occurred. I. The insurance under Paragraph h. above is part of, not in addition to, the Limit of Insur- ance applying to this Optional Coverage and is limited to the lesser of the amount recoverable under: (1) This Optional Coverage as of its effec- tive date; or (2) The prior insurance had it remained in effect. 4. Mechanical Breakdown a. We will pay for direct damage to Covered Property caused by an Accident to an Ob- ject. The Object must be: (1) Owned by you or .in your care, custody or control; and (2) At the described premises. b. Accident means a sudden and accidental breakdown of the Object or a part of the Object. At the time the breakdown occurs, it must manifest itself by physical damage to the Object that necessitates repair or re- placement. c. None of the following is an Accident: (1) Depletion, deterioration, corrosion or erosion; (2) Wear and tear; (3) Leakage at any valve, fitting, shaft seal, gland packing, joint or connection; (4) Breakdown of any vacuum tube, gas tube or brush; (5) Breakdown of any "computer", including "computer(s)" used to operate produc- tion type machinery or equipment; (6) Breakdown of any structure or founda- tion supporting the Object or any of its parts; BP 00 03 07 02 © ISO Properties, Inc., 2001 Page 23 of 43 0 (7) The functioning of any safety or protec- tive device; or (8) The explosion of gases or fuel within the furnace of any Object or within the flues or passages through which the gases of combustion pass. d. Object means any of the following equip- ment: (1) Boiler and Pressure Vessels: (a) Steam heating boilers and conden- sate return tanks used with them; (b) Hot water heating boilers and expan- sion tanks used with them; (c) Hot water supply boilers; (d) Other fired or unfired vessels used for maintenance or service of the de- scribed premises but not used for processing or manufacturing; (e) Steam boiler piping, valves, fittings, traps and separators, but only if they: (i) Are on your premises or between parts of your premises; (ii) Contain steam or condensate of steam; and (iii) Are not part of any other vessel or apparatus; (f) Feed water piping between any steam boiler and a feed pump or in- jector. (2) Air Conditioning Units — Any air condi- tioning unit that has a capacity of 60,000 Btu or more, including: (a) Inductors, convectors and coils that make use of a refrigerant and form part of a cooling, humidity control or space heating system; (b) Interconnecting piping, valves and fittings containing only a refrigerant, water, brine or other solution; (c) Vessels heated directly or indirectly that: (i) Form part of an absorption type system; and (ii) Function as a generator, regen- erator or concentrator; (d) Compressors, pumps, fans and blowers used solely with the system together with their driving electric motors; and (e) Control equipment used solely with the system. e. Object does not mean: (1) As Boiler and Pressure Vessels: (a) Equipment that is not under internal vacuum or internal pressure other than weight of contents; (b) Boiler settings; (c) Insulating or refractory material; or (d) Electrical, reciprocating or rotating apparatus within or forming a part of the boiler or vessel. (2) As Air Conditioning Units, any: (a) Vessel, cooling tower, reservoir or other source of cooling water for a condenser or compressor, or any water piping leading to or from that source; or (b) Wiring or piping leading to or from the unit. f. We will not pay for an Accident to any Ob- ject while being tested. g. Suspension Whenever an Object is found to be in, or exposed to, a dangerous condition, any of our representatives may immediately sus- pend the insurance against loss from an Accident to that Object. This can be done by delivering or mailing a written notice of suspension to: (1) Your last known address; or (2) The address where the Object is lo- cated. If we suspend your insurance, you will get a pro rata refund of premium. But the sus- pension will be effective even if we have not yet made or offered a refund. H. Property Definitions 1. "Computer" means: a. Programmable electronic equipment that is used to store, retrieve and process data; and b. Associated peripheral equipment that pro- vides communication, including input and output functions such as printing and auxil- iary functions such as data transmission. "Computer" does not include those used to op- erate production type machinery or equipment. 2. "Counterfeit" means an imitation of an actual valid original which is intended to deceive and to be taken as the original. Page 24 of 43 © ISO Properties, Inc., 2001 BP 00 03 07 02 ❑ 3. "Electronic media and records" means the following, if owned by you or licensed to you and used in your business: a. Media, meaning disks, tapes, film, drums, cells or other media which are used with electronically controlled equipment. b. Data, meaning information or facts stored on media described in Paragraph a. above. Data includes "valuable papers and rec- ords" converted to data. c. "Computer" program, meaning a set of related electronic instructions which direct the operations and functions of a "com- puter" or a device connected to it, which enable the "computer" or device to receive, process, restore, retrieve or send data. d. Software, including systems and applica- tions software. b. Does not include any increased period required due to the enforcement of any or- dinance or law that: (1) Regulates the construction, use or re- pair, or requires the tearing down of any property; or (2) Requires any insured or others to test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to or assess the effects of "pollutants". The expiration date of this policy will not cut short the "period of restoration". 9. "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. 4. "Manager" means a person serving in a direc- 10. torial capacity for a limited liability company. 5. "Member" means an owner of a limited liability company represented by its membership inter- est, who also may serve as a "manager". 6. "Money" means: a. Currency, coinsand bank notes in current use and having a face value; and b. Travelers checks, register checks and money orders held for sale to the public. 7. "Operations" means your business activities occurring at the described premises. 8. "Period of restoration": a. Means the period of time that: (1) Begins: (a) 72 hours after the time of direct physical loss or damage for Business Income Coverage; or (b) Immediately after the time of direct physical loss or damage for Extra Expense Coverage; caused by or resulting from any Covered Cause of Loss at the described prem- ises; and (2) Ends on the earlier of: (a) The date when the property at the described premises should be re- paired, rebuilt or replaced with rea- sonable speed and similar quality; or (b) The date when business is resumed at a new permanent location. "Securities" means negotiable and non- negotiable instruments or contracts represent- ing either "money" or other property and in- cludes: a. Tokens, tickets, revenue and other stamps (whether represented by actual stamps or unused value in a meter) in current use; and b. Evidences of debt issued in connection with credit or charge cards, which cards are not issued by you; but does not include "money". 11. "Specified Causes of Loss" means the follow- ing: Fire; lightning; explosion; windstorm or hail; smoke; aircraft or vehicles; riot,or civil commo- tion; vandalism; leakage from fire extinguishing equipment; sinkhole collapse; volcanic action; falling objects; weight of snow, ice or sleet; water damage. a. Sinkhole collapse means the sudden sink- ing or collapse of land into underground empty spaces created by the action of water on limestone or dolomite. This cause of loss does not include: (1) The cost of filling sinkholes; or (2) Sinking or collapse of land into man- made underground cavities. b. Falling objects does not include loss of or damage to: (1) Personal property in the open; or (2) The interior of a building or structure, or property inside a building or structure, unless the roof or an outside wall of the building or structure is first damaged by a falling object. BP 00 03 07 02 © ISO Properties, Inc., 2001 Page 25 of 43 0 c. Water damage means accidental discharge b. This insurance applies: or leakage of water or steam as the direct (1) To "bodily injury" and "property damage" result of the breaking apart or cracking of only if: any part of a system or appliance (other than a sump system including its related (a) The "bodily injury" or "property dam - equipment and parts) containing water or age" is caused by an "occurrence" "coverage steam. that takes place in the ter - ritory'; 12. "Stock" means merchandise held in storage or for sale, raw materials and in -process or fin- (b) The "bodily injury" or "property dam- ished goods, including supplies used in their age" occurs during the policy period; packing or shipping. and 13. "Valuable papers and records" means: (c) Prior to the policy period, no insured listed under Paragraph C.1. Who Is a. Inscribed, printed or written: An Insured and no "employee" (1) Documents; authorized by you to give or receive (2) Manuscripts; and notice of an "occurrence" or claim, "bodily "prop knew that the injury" or - (3) Records; erty damage" had occurred, in whole including abstracts, books, deeds, draw- or in part. If such a listed insured or ings, films, maps or mortgages; and authorized "employee" knew, prior to b. "Electronic media and records". the policy period, that the "bodily in- jury' .or property damage occurred, But "valuable papers and records" does not then any continuation, change or re - mean "money" or "securities". sumption of such "bodily injury" or "property damage" during or after the SECTION II — LIABILITY policy period will be deemed to have been known before the policy period. A. Coverages 1. Business Liability (2) To "personal and advertising injury" caused by an offense arising out of your a. We will pay those sums that the insured business, but only if the offense was becomes legally obligated to pay as dam- committed in the "coverage territory" ages because of "bodily injury", "property during the policy period. damage" or "personal and advertising in- c. "Bodily injury" or "property damage" which jury" to which this insurance applies. We will occurs during the policy period and was not, have the right and duty to defend the in- prior to the policy period, known to have oc- sured against any suit seeking those curred by any insured listed under Para - damages. However, we will have no duty to " graph C.1. Who Is An Insured or any em- defend the insured against any "suit" seek- ployee" authorized by you to give or receive „ ing damages for bodily injury", property notice of an "occurrence" or claim, includes damage" or "personal and advertising in- any continuation, change or resumption of jury", to which this insurance does not ap- "bodily injury" or "property damage" after the ply. We may at our discretion, investigate end of the policy period. „ any occurrence and settle any claim or "suit" that may result. But: d. "Bodily injury" or "property damage" will be (1) The amount we will pay for damages is deemed to have been known to have oc- curred at the earliest time when any insured limited as described in Paragraph D — listed under Paragraph CA. Who Is An In - Liability And Medical Expenses Limits Of sured or any "employee" authorized by you Insurance in Section II — Liability; and to give or receive notice of an "occurrence" (2) Our right and duty to defend end when or claim: we have used up the applicable limit of (1) Reports all, or any part, of the "bodily insurance in the payment of judgments injury" or "property damage" to us or any or settlements or medical expenses. other insurer; No other obligation or liability to pay sums (2) Receives a written or verbal demand or or perform acts or services is covered un- claim for damages because of the "bod- less explicitly provided for under Paragraph ily injury" or "property damage'; or f. Coverage Extension — Supplementary Payments. Page 26 of 43 © ISO Properties, Inc., 2001 BP 00 03,07 02 1!1 (3) Becomes aware by any other means (a) The "suit" against the indemnitee that ".bodily injury" or "property damage" seeks damages for which the insured has occurred or has begun to occur. has assumed the liability of the in- e. Damages because of "bodily injury" include demnitee in a contract or agreement damages claimed by any person or organi- that is an "insured contract'; zation for care, loss of services or death re- (b) This insurance applies to such liabil- sulting at any time from the "bodily injury". ity assumed by the insured; f. Coverage Extension — Supplementary (c) The obligation to defend, or the cost Payments of the defense of, that indemnitee, (1) In addition to the Limit of Insurance of has also been assumed by the in- Section 11 — Liability we will pay, with sured in the same "insured contract'; respect to any claim we investigate or (d) The allegations in the "suit" and the settle, or any "suit" against an insured information we know about the "oc- we defend: currence" are such that no conflict (a) All expenses we incur. appears to exist between the inter- (b) Up to $250 for cost of bail bonds ests of the insured and the interests of the indemnitee: required because of accidents or traffic law violations arising out of the (e) The indemnitee and the insured ask use of any vehicle to which Business us to conduct and control the de- Liability Coverage for "bodily injury' fense of that indemnitee against applies. We do not have to furnish such "suit" and agree that we can these bonds. assign the same counsel to defend (c) The cost of bonds to release attach- the insured and the indemnitee; and ments, but only for bond amounts (f) The indemnitee: within our Limit of Insurance. We do (i) Agrees in writing to: not have to furnish these bonds. I. Cooperate with us in the 'in- (d) All reasonable expenses incurred by vestigation, settlement or de- the insured at our request to assist fense of the "suit'; us in the investigation or defense of "suit", ii. Immediately send us copies of the claim or including actual loss of earnings up to $250 a day any demands, notices, sum- because of time off from work. menses or legal papers re- ceived in connection with the (e) All costs taxed against the insured in "suit; the "suit". iii. Notify any other insurer whose (f) Prejudgment interest awarded coverage is available to the against the insured on that part of the indemnitee; and judgment we pay. If we make an of- iv. Cooperate with us with re- fer to pay the Limit of Insurance, we ppli to coordinating other will not pay any prejudgment interest a applicable insurance available based on that period of time after the to the indemnitee; and offer. (g) All interest on the full amount of any (ii) Provides us with written authori- judgment that accrues after entry of zation to: the judgment and before we have I. Obtain records and other paid, offered to pay, or deposited in information related to the court the part of the judgment that is "suit'; and within our Limit of Insurance. ii. Conduct and control the de- (2) If we defend an insured against a "suit" fense of the indemnitee in and an indemnitee of the insured is also such "suit". named as a party to the "suit", we will defend that indemnitee if all of the fol- lowing conditions are met: BP 00 03 07 02 © ISO Properties, Inc., 2001 Page 27 of 43 0 (3) So long as the conditions in Paragraph 2. are met, attorneys' fees incurred by us in the defense of that indemnitee, nec- essary litigation expenses incurred by us and necessary litigation expenses in- curred by the indemnitee at our request will be paid as Supplementary Pay- ments. Notwithstanding the provisions of Paragraph B.1.b.(2) Exclusions in Sec- tion II — Liability, such payments will not be deemed to be damages for "bod- ily injury" and "property damage" and will not reduce the limits of insurance. Our obligation to defend an insured's in- demnitee and to pay for attorneys' fees and necessary litigation expenses as Supplementary Payments ends when: (a) We have used up the applicable limit of insurance in the payment of judg- ments or settlements; or (b) The conditions set forth above, or the terms of the agreement described in Paragraph 2.f. above are no longer met. 2. Medical Expenses a. We will pay medical expenses as described below for "bodily injury" caused by an acci- dent: (1). On premises you own or rent; (2) On ways next to premises you own or rent; or (3) Because of your operations; provided that: (a) The accident takes, place in the "cov- erage territory" and during the policy period; (b) The expenses are incurred and re- ported to us within one year of the date of the accident; and (c) The injured person submits to ex- amination, at our expense, by physi- cians of our choice as often as we reasonably require. b. We will make these payments regardless of fault. These payments will not exceed the Limits of Insurance of Section II — Liability. We will pay reasonable expenses for: (1) First aid administered at the time of an accident; (2) Necessary medical, surgical, x-ray and dental services, including prosthetic de- vices; and (3) Necessary ambulance, hospital, profes- sional nursing and funeral services. B. Exclusions 1. Applicable To Business Liability Coverage This insurance does not apply to: a. Expected Or Intended Injury "Bodily injury" or "property damage" ex- pected or intended from the standpoint of the insured. This exclusion does not apply to "bodily injury' resulting from the use of reasonable force to protect persons or property. b. Contractual Liability "Bodily injury" or "property damage" for which the insured is obligated to pay dam- ages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages: (1) That the insured would have in the ab- sence of the contract or agreement; or (2) Assumed in a contract or agreement that is an "insured contract", provided the "bodily injury" or "property damage" occurs subsequent to the execution of the contract or agreement. Solely for the purposes of liability assumed in an "in- sured contract", reasonable attorney fees and necessary litigation expenses incurred by or for a party other than an insured are deemed to be damages be- cause of "bodily injury" or "property damage", provided: (a) Liability to such party for, or for the cost of, that party's defense has also been assumed in the same "insured contract'; and (b) Such attorney fees and litigation expenses are for defense of that party against a civil or alternative dispute resolution proceeding in which damages to which this insur- ance applies are alleged. Page 28 of 43 © ISO Properties, Inc., 2001 BP 00 63 07 02 ❑ c. Liquor Liability "Bodily injury" or "property damage" for which any insured may be held liable by reason of: (1) Causing or contributing to the intoxica- tion of any person; (2) The furnishing of alcoholic beverages to a person under the legal drinking age or under the influence of alcohol; or (3) Any statute, ordinance or regulation relating to the sale, gift, distribution or use of alcoholic beverages. This exclusion applies only if you are in the business of manufacturing, distributing, selling, serving or furnishing alcoholic bev- erages. d. Workers' Compensation And Similar Laws Any obligation of the insured under a work- ers' compensation, disability benefits or un- employment compensation law or any similar law. e. Employer's Liability "Bodily Injury" to: (1) An "employee" of the insured arising out of and in the course of: (a) Employment by the insured; or (b) Performing duties related to the conduct of the insured's business; or (2) The spouse, child, parent, brother or sister of that "employee" as a conse- quence of Paragraph (1) above. This exclusion applies: (1) Whether the insured may be liable as an employer or in any other capacity; and (2) To any obligation to share damages with or repay someone else who must pay damages because of the injury. This exclusion does not apply to liability as- sumed by the insured under an "insured contract". f. Pollution (1) "Bodily injury" or "property damage" arising out of the actual, alleged or threatened discharge, dispersal, seep- age, migration, release or escape of "pollutants": (a) At or from any premises, site or location which is or was at any time owned or occupied by, or rented or loaned to, any insured. However, this subparagraph does not apply to: (i) "Bodily injury" if sustained within a building and caused by smoke, fumes, vapor or soot from equip- ment used to heat that building; (ii) "Bodily injury" or "property dam- age" for which you may be held liable, if you are a contractor and the owner or lessee of such premises, site or location has been added to your policy as an additional insured with respect to your ongoing operations per- formed for that additional insured at that premises, site or location and such premises, site or loca- tion is not and never was owned or occupied by, or rented or loaned to, any insured, other than that"additional insured; or (iii) "Bodily injury" or "property dam- age" arising out of heat, smoke or fumes from a "hostile fire'; (b) At or from any premises, site or location which is or was at any time used by or for any insured or others for the handling, storage, disposal, processing or treatment of waste; (c) Which are or were at any time trans- ported, handled, stored, treated, dis- posed of, or processed as waste by or for: (i) Any insured; or (ii) Any person or organization for whom you may be legally respon- sible; or (d) At or from any premises, site or location on which any insured or any contractors or subcontractors work- ing directly or indirectly on any in- sured's behalf are performing opera- tions if the "pollutants" are brought on or to the premises, site or location in connection with such operations by such insured, contractor or subcon- tractor. However, this subparagraph does not apply to: BP 00 03 07 02 © ISO Properties, Inc., 2001 Page 29 of 43 ❑ (i) "Bodily injury" or "property dam- age" arising out of the escape of fuels, lubricants or other operat- ing fluids which are needed to perform the normal electrical, hy- draulic or mechanical functions necessary for the operation of "mobile equipment" or its parts, if such fuels, lubricants or other op- erating fluids escape from a vehi- cle part designed to hold, store or receive them. This exception does not apply if the "bodily in- jury" or "property damage" arises out of the intentional discharge, dispersal or release of the fuels, lubricants or other operating flu- ids, or if such fuels, lubricants or other operating fluids are brought on or to the premises, site or lo- cation with the intent that they be discharged, dispersed or released as part of the operations being performed by such insured, con- tractor or subcontractor; (ii) "Bodily injury" or "property dam- age" sustained within a building and caused by the release of gases, fumes or vapors from materials brought into that build- ing in connection with operations being performed by you or on your behalf by a contractor or subcontractor; or (iii) "Bodily injury' or "property dam- age" arising out of heat, smoke or fumes from a "hostile fire". (e) At or from any premises, site or location on which any insured or any contractors or subcontractors work- ing directly or indirectly on any in- sured's behalf are performing opera- tions if the operations are to test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of, "pollutants". (2) Any loss, cost or expense arising out of any: (a) Request, demand, order or statutory or regulatory requirement that any in- sured or others test for, monitor, clean up, remove, contain, treat, de- toxify or neutralize, or in any way re- spond to, or assess the effects of, "pollutants"or (b) Claim or "suit" by or on behalf of a governmental authority for damages because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing, or in any way responding to, or as- sessing the effects of, "pollutants". However, this paragraph does not apply to liability for damages because of "property damage" that the insured would have in the absence of such re- quest, demand, order or statutory or regulatory requirement or such claim or "suit" by or on behalf of a governmental authority. g. Aircraft, Auto Or Watercraft "Bodily injury" or "property damage" arising out of the ownership, maintenance, use or entrustment to others of any aircraft, "auto" or watercraft owned or operated by or rented or loaned to any insured. Use in- cludes operation and "loading or unloading". This exclusion applies even if the claims allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by an insured, if the "occurrence" which caused the "bodily in- jury" or "property damage" involved the ownership, maintenance, use or entrust- ment to others of any aircraft, "auto" or wa- tercraft that is owned or operated by or rented or loaned to any insured. This exclusion does not apply to: (1) A watercraft while ashore on premises you own or rent; (2) A watercraft you do not own that is: (a) Less than 51 feet long; and (b) Not being used to carry persons or property for a charge; (3) Parking an "auto" on, or on the ways next to, premises you own or rent, pro- vided the "auto" is not owned by or rented or loaned to you or the insured; (4) Liability assumed under any "insured contract" for the ownership, mainte- nance or use of aircraft or watercraft; or (5) "Bodily injury' or "property damage" arising out of the operation of any of the following equipment: (a) Cherry pickers and similar devices mounted on automobile or truck chassis and used to raise or lower workers; and Page 30 of 43 © ISO Properties, Inc., 2001 BP 00 03 07 02 13 (b), ,Air compressors, pumps and gen- erators, including spraying, welding, building cleaning, geophysical explo- ration, lighting and well servicing equipment. h. Mobile Equipment "Bodily injury" or "property damage" arising out of: (1) The transportation of "mobile equip- ment" by an "auto" owned or operated by or rented or loaned to any insured; or (2) The use of "mobile equipment" in, or while in practice for', or while being pre- pared for, any prearranged racing, speed, demolition or stunting activity. i. War "Bodily injury" or "property damage" due to war, whether or not declared, or any act or condition incident to war. War includes civil war, insurrection, rebellion or revolution. This exclusion applies only to liability as- sumed under a contract or agreement. j. Professional Services "Bodily injury", "property damage", "personal and advertising injury" caused by the ren- dering or failure to render any professional service. This includes but is not limited to: (1) Legal, accounting or advertising serv- ices; (2) Preparing, approving, or failing to pre- pare or approve maps, drawings, opin- ions, reports, surreys, change orders, designs or specifications; (3) Supervisory, inspection or engineering services; (4) Medical, surgical, dental, x-ray or nurs- ing services treatment, advice or in- struction; (5), Any health or therapeutic service treat- ment, advice or instruction; (6) Any service, treatment, advice or in- struction for the purpose of appearance or skin enhancement, hair removal or replacement or personal grooming; (7) Optometry or optical or hearing aid services including the prescribing, preparation, fitting, demonstration or distribution of ophthalmic lenses and similar products or hearing aid devices; (8) Body piercing services; and (9) Services in the practice of pharmacy k. Damage To Property "Property damage" to: (1) Property you own, rent or occupy, in- cluding any costs or expenses incurred by you, or any other person, organization or entity, for repair, replacement, en- hancement, restoration or maintenance of such property for any reason, includ- ing prevention of injury to a person or damage to another's property; (2) Premises you sell, give away or aban- don, if the "property damage" arises out of any part of those premises; (3) Property loaned to you; (4) Personal property in the care, custody or control of the insured; (5) That particular part of real property on which you or any contractor or subcon- tractor working directly or indirectly on your behalf is performing operations, if the "property damage" arises out of those operations; or (6) That particular part of any property that must be restored, repaired or replaced because "your work" was incorrectly performed on it. Paragraphs (1), (3) and (4) of this exclusion do not apply to "property damage" (other than damage by fire or explosion) to prem- ises, including the contents of such prem- ises, rented to you for a period of 7 or fewer consecutive days. A separate limit of insur- ance applies to Damage To Premises Rented To You as described in Paragraph D. Liability And Medical Expenses Limit Of Insurance in Section II — Liability. Paragraph (2) of this exclusion does not apply if the premises are "your work" and were never occupied, rented or held for rental by you. Paragraphs (3), (4), (5) and (6) of this ex- clusion do not apply to liability assumed un- der a sidetrack agreement. Paragraph (6) of this exclusion does not apply to "property damage" included in the "products — completed operations hazard". Damage To Your Product "Property damage" to "your product" arising out of it or any part of it. m. Damage To Your Work "Property damage" to "your work" arising out of it or any part of it and included in the "products — completed operations hazard". BP 00 03 07 02 © ISO Properties, Inc., 12001 Page 31 of 43 0 This exclusion does not apply if the dam- aged work or the work out of which the damage arises was performed on your be- half by a subcontractor. n. Damage To Impaired Property Or Property Not Physically Injured "Property damage" to "impaired property" or property that has not been physically in- jured, arising out of: (1) A defect, deficiency, inadequacy or dangerous condition in "your product" or "your work"; or (2) A delay or failure by you or anyone act- ing on your behalf to perform a contract or agreement in accordance with its terms. This exclusion does not apply to the loss, of use of other property arising out of sudden and accidental physical injury to "your prod- uct" or "your work" after it has been put to its intended use. o. Recall Of Products, Work Or Impaired Property Damages claimed for any loss, cost or ex- pense incurred by you or others for the loss of use, withdrawal, recall, inspection, repair, replacement, adjustment, removal or dis- posal of: (1) "Your product'; (2) "Your work'; or (3) "Impaired property' if such product, work or property is with- drawn or recalled from the market or from use by any person or organization because of a known or suspected defect, deficiency, inadequacy or dangerous condition in it. p. Personal And Advertising Injury "Personal and. advertising injury': (1) Caused by or at the direction of the insured with the knowledge that the act would violate the rights of another and would inflict "personal and advertising injury (2) Arising out of oral or written publication of material, if done by or at the direction of the insured with knowledge of its fal- sity; (3) Arising out of oral or written publication of material whose first publication took place before the beginning of the policy period; (4) Arising out of a criminal act committed by or at the direction of any insured; '(5) For which the insured has assumed liability in a contract or agreement. This exclusion does not apply to liability for damages that the insured would have in the absence of the contract or agree- ment; (6) Arising out of a breach of contract, ex- cept an implied contract to use another's advertising idea in your "advertisement'; (7) Arising out of the failure of goods, prod- ucts or services to conform with any statement of quality or performance made in your "advertisement'; (8) Arising out of the wrong description of the price of goods, products or services stated in your "advertisement'; (9) Committed by an insured whose busi- ness is: (a) Advertising, broadcasting, publishing or telecasting; (b) Designing or determining content of web -sites for others; or (c) An Internet search, access, content or service provider. However, this exclusion does not apply to Paragraphs 14.a., b. and c. of "per- sonal and advertising injury" under Paragraph F. Liability And Medical Ex- penses Definitions. For the purposes of this exclusion, the placing of frames, borders or links, or advertising, for you or others anywhere on the Internet, by itself, is not consid- ered the business of advertising, broad- casting, publishing or telecasting. (10) Arising out of the actual, alleged or threatened discharge, dispersal, seep- age, migration, release or escape of "pollutants" at any time. (11) With respect to any loss, cost or ex- pense arising out of any: (a) Request, demand or order that any insured or others test for, monitor, clean-up, remove, contain, treat, de- toxify or neutralize or in any way re- spond to, or assess the effects of, "pollutants"; or (b) Claim or "suit" by or on behalf of a governmental authority for damages because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing or in any way responding to, or as- sessing the effects of, "pollutants". Page 32 of 43 © ISO Properties, Inc., 2001 BP 00 03 07 02 0 (12) Arising out of an electronic chatroom or bulletin board the insured hosts, owns or over which the insured exercises control. (13) Arising out of the infringement of copy- right, patent, trademark, trade secret or other intellectual property rights. However, this exclusion does not apply to infringement, in your "advertisement", of copyright, trade dress or slogan. (14) Arising out of the unauthorized use of another's name or product in your e-mail address, domain name or metatags, or any other similar tactics to mislead an- other's potential customers. Exclusions c., d., e., f., g., h., i., k., I., m., n. and o. in Section 11 — Liability do not apply to damage by fire or explosion to premises while rented to you, or temporarily occupied by you with permission of the owner. A separate Dam- age To Premises Rented To You Limit of In- surance applies to this coverage as described in Paragraph D. Liability And Medical Expenses Limits of Insurance in Section II — Liability. 2. Applicable To Medical Expenses Coverage We will not pay expenses for "bodily injury": a. To any insured, except "volunteer workers". b. To a person hired to do work for or on be- half of any insured or a tenant of any in- sured. c. To a person injured on that part of premises you own or rent that the person normally occupies. d. To a person, whether or not an "employee" of any insured, if benefits for the "bodily in- jury" are payable or must be provided under a workers' compensation or disability bene- fits law or a similar law. e. To a person injured while taking part in athletics. f. Included within the "products — completed operations hazard". g. Excluded under Business Liability Cover- age. h. Due to war, whether or not declared, or any act or condition incident to war. War in- cludes civil war, insurrection, rebellion or revolution. 3. Applicable To Both Business Liability Coverage And Medical Expenses Coverage — Nuclear Energy Liability Exclusion This insurance does not apply: a. Under Business Liability Coverage, to "bod- ily injury" or "property damage": (1) With respect to which an insured under the policy is also an insured under a nu- clear energy liability policy issued by the Nuclear Energy Liability Insurance As- sociation, Mutual Atomic Energy Liability Underwriters or Nuclear Insurance As- sociation of Canada, or would be an in- sured under any such policy but for its termination upon exhaustion of its limit of liability; or (2) Resulting from the "hazardous proper- ties" of "nuclear material" and with re- spect to which: (a) Any person or organization is re- quired to maintain financial protection pursuant to the Atomic Energy Act of 1954, or any law amendatory thereof; or (b) The insured is, or had this policy not been issued would be, entitled to in- demnity from the United States of America, or any agency thereof, un- der any agreement entered into by the United States of America, or any agency thereof, with any person or organization. b. Under Medical Expenses Coverage, to expenses incurred with respect to "bodily injury" resulting from the "hazardous prop- erties" of "nuclear material" and arising out of the operation of a "nuclear facility" by any person or organization. c. Under Business Liability Coverage, to "bod- ily injury" or "property damage" resulting from the "hazardous properties" of the "nu- clear material'; if: (1) The "nuclear material": (a) Is at any "nuclear facility" owned by, or operated by or on behalf of, an in- sured; or (b) Has been discharged or dispersed therefrom; (2) The "nuclear material" is contained in "spent fuel" or "waste" at any time pos- sessed, handled, used, processed, stored, transported or disposed of by or on behalf of an insured; or BP 00 03 07 02 © ISO Properties, Inc., 2001 Page 33 of 43 0 (3) The "bodily injury" or "property damage" arises out of the furnishing by an insured of services, materials, parts or equip- ment in connection with the planning, construction, maintenance, operation or use of any "nuclear facility'; but if such facility is located within the United States of America, its territories or possessions or Canada, this Exclusion (3) applies only to "property damage" to such "nu- clear facility" and any property thereat. d. As used in this exclusion: (1) "By-product material" has the meaning given it in the Atomic Energy Act of 1954 or in any law amendatory thereof; (2) "Hazardous properties" include radioac- tive, toxic or explosive properties; (3) "Nuclear facility" means: (a) Any "nuclear reactor'; (b) Any equipment or device designed or used for: (i) Separating the isotopes of ura- nium or plutonium; (ii) Processing or utilizing "spent fuel'; or (iii) Handling, processing or packag- ing "waste'; (c) Any equipment or device used for the processing, fabricating or alloying of "special nuclear material" if at any time the total amount of such mate- rial in the custody of the insured at the premises where such equipment or device is located consists of or contains more than 25 grams of plu- tonium or uranium 233 or any combi- nation thereof, or more than 250 grams of uranium 235; (d) Any structure, basin, excavation, premises or place prepared or used for the storage or disposal of "waste"; and includes the site on which any of the foregoing is located, all operations con- ducted on such site and all premises used for such operations; (4) "Nuclear material" means "source mate- rial", "special nuclear material" or "by- product material'; (5) "Nuclear reactor" means any apparatus designed or used to sustain nuclear fis- sion in a self-supporting chain reaction or to contain a critical mass of fission- able material; (6) "Property damage" includes all forms of radioactive contamination of property. (7) "Source material" has the meaning given it in the Atomic Energy Act of 1954 or in any law amendatory thereof; (8) "Special nuclear material" has the meaning given it in the Atomic Energy Act of 1954 or in any law amendatory thereof, (9) "Spent fuel" means any fuel element or fuel component, solid or liquid, which has been used or exposed to radiation in a "nuclear reactor"; (10) "Waste" means any waste material: (a) Containing "by-product material" other than the tailings or wastes pro- duced by the extraction or concen- tration of uranium or thorium from any ore processed primarily for its "source material" content; and (b) Resulting from the operation by any person or organization of any "nu- clear facility" included under Para- graphs (a) and (b) of the definition of "nuclear facility". C. Who Is An Insured 1. If you are designated in the Declarations as: a. An individual, you and your spouse are insureds, but only with respect to the con- duct of a business of which you are the sole owner. b. A partnership or joint venture, you are an insured. Your members, your partners and their spouses are also insureds, but only with respect to the conduct of your busi- ness. c. A limited liability company, you are an in- sured. Your members are also insureds, but only with respect to the conduct of your business. Your managers are insureds, but only with respect to their duties as your managers. d. An organization other than a partnership, joint venture or limited liability company, you are an insured. Your "executive officers" and directors are insureds, but only with re- spect to their duties as your officers or di- rectors. Your stockholders are also in- sureds, but only with respect to their liability as stockholders. Page 34 of 43 © ISO Properties, Inc., 2001 BP 00 03 07 02 ❑ 2. Each of the following is also an insured: a. Your "volunteer workers" only while per- forming duties related to the conduct of your business, or your "employees", other than either your "executive officers" (if you are an organization other than a partnership, joint venture or limited liability company) or your managers (if you are a limited liability com- pany), but only for acts within the scope of their employment by you or while perform- ing duties related to the conduct of your business. However, none of these "employ- ees" or "volunteer workers" are insureds for: (1) "Bodily injury" or "personal and adver- tising injury": (a) To you, to your partners or members (if you are a partnership or joint ven- ture), to your members (if you are a limited liability company), or to a co - "employee" while in the course of his or her employment or performing du- ties related to the conduct of your business, or to your other "volunteer workers" while performing duties re- lated to the conduct of your business; (b) To the spouse, child, parent, brother or sister of that co -"employee" as a consequence of Paragraph (a) above; (c) For which there is any obligation to share damages with or repay some- one else who must pay damages be- cause of the injury described in Paragraphs (a) or (b); or (d) Arising out of his or her providing or failing to provide professional health care services. (2) "Property damage" to property: (a) Owned, occupied or used by, (b) Rented 'to, in the care, custody or control of, or over which physical control is being exercised for any purpose by you, any of your "employees", "volunteer workers", any partner or member (if you are a partnership or joint venture), or any member (if you are a limited liability company). b. Any person (other than your "employee" or "volunteer worker"), or any organization while acting as your real estate manager. c. Any person or organization having proper temporary custody of your property if you die, but only: (1) With respect to liability arising out of the maintenance or use of that property; and (2) Until your legal representative has been appointed. d. Your legal representative if you die, but only with respect to duties as such. That repre- sentative will have all your rights and duties under this policy. 3. With respect to "mobile equipment" registered in your name under any motor vehicle registra- tion law, any person is an insured while driving such equipment along a public highway with your permission. Any other person or organiza- tion responsible for the conduct of such person is also an insured, but only with respect to li- ability arising out of the operation of the equip- ment, and only if no other insurance of any kind is available to that person or organization for this liability. However, no person or organiza- tion is an insured with respect to: a. "Bodily injury" to a co -"employee" of the person driving the equipment; or b. "Property damage" to property owned by, rented to, in the charge of or occupied by you or the employer of any person who is an insured under this provision. No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named In- sured in the Declarations. D. Liability And Medical Expenses Limits Of Insurance 1. The Limits of Insurance of Section II — Liabil- ity shown in the Declarations and the rules be- low fix the most we will pay regardless of the number of: a. Insureds; b. Claims made or "suits" brought; or c. Persons or organizations making claims or bringing "suits". 2. The most we will pay for the sum of all dam- ages because of all: a. "Bodily injury", "property damage" and medical expenses arising out of any one "occurrence'; and BP 00 03 07 02 © ISO Properties, Inc., 2001 Page 35 of 43 13 b. "Personal and advertising injury" sustained by any one person or organization; is the Liability and Medical Expenses limit shown in the Declarations. But the most we will pay for all medical expenses because of "bodily injury" sustained by any one person is the Medical Expenses limit shown in the Declara- tions. 3. The most we will pay under Business Liability Coverage for damages because of "property damage" to premises while rented to you or temporarily occupied by you with permission of the owner, arising out of any one fire or explo- sion is the Damage To Premises Rented To You limit shown in the Declarations. 4. Aggregate Limits The most we will pay for: a. All "bodily injury" or "property damage" that is included in the "products -completed op- erations hazard" is twice the Liability and Medical Expenses limit; and b. All: (1) "Bodily injury" or "property damage" except damages because of "bodily in- jury" and "property damage" included in the "products -completed operations hazard'; (2) Plus medical expenses; (3) Plus all "personal and advertising injury" caused by offenses committed; is twice the Liability and Medical Expenses limit. This Aggregate Limit does not apply to "prop- erty damage" to premises while rented to you or temporarily occupied by you with the permis- sion of the owner, arising out of fire or explo- sion. The Limits of Insurance of Section 11 — Liability apply separately to each consecutive annual pe- riod and to any remaining period of less than 12 months, starting, with the beginning of the policy period shown in the Declarations, unless the policy period is extended after issuance for an additional period of less than 12 months. In that case, the additional period will be deemed part of the last preceding period for purposes of determining the Limits of Insurance. E. Liability And Medical Expenses General Conditions '1. Bankruptcy Bankruptcy or insolvency of the insured or of the insured's estate will not relieve us of our obligations under this policy. 2. Duties In The Event Of Occurrence, Offense, Claim Or Suit a. You must see to it that we are notified as soon as practicable of an "occurrence" or an offense which may result in a claim. To the extent possible, notice should include: (1) How, when and where the "occurrence" or offense took place; (2) The names and addresses of any in- jured persons and witnesses; and (3) The nature and location of any injury or damage arising out of the "occurrence" or offense. b. If a claim is made or "suit" is brought against any insured, you must: (1) Immediately record the specifics of the claim or "suit" and the date received; and (2) Notify us as soon as practicable. You must see to it that we receive written notice of the claim or "suit" as soon as practicable. c. You and any other involved insured must: (1) Immediately send us copies of any de- mands, notices, summonses or legal papers received in connection with the claim or "suit"; (2) Authorize us to obtain records and other information; (3) Cooperate with us in the investigation, or settlement of the claim or defense against the "suit'; and (4) Assist us, upon our request, in the en- forcement of any right against any per- son or organization that may be liable to the insured because of injury or damage to which this insurance may also apply. d. No insured will, except at that insured's own cost, voluntarily make a payment, assume any obligation, or incur any expense, other than for first aid, without our consent. 3. Financial Responsibility Laws a. When this policy is certified as proof of financial responsibility for the future under the provisions of any motor vehicle financial responsibility law, the insurance provided by the policy for "bodily injury" liability and "property damage" liability will comply with the provisions of the law to the extent of the coverage and limits of insurance required by that law. Page 36 of 43 © ISO Properties, Inc., 2001 BP 00 03 07 02 ❑ b. With respect to "mobile equipment" to which this insurance applies, we will provide any liability, uninsured motorists, underinsured motorists, no-fault or other coverage re- quired by any motor vehicle law. We will provide the required limits for those cover- ages. 4. Legal Action Against Us No person or organization has a right under this policy: a. To join us as a party or otherwise bring us into a "suit" asking for damages from an in- sured; or b. To sue us on this policy unless all of its terms have been fully complied with. A person or organization may sue us to recover on an agreed settlement or on a final judgment against an insured; but we will not be liable for damages that are not payable under the terms of this policy or that are in excess of the appli- cable limit of insurance. An agreed settlement means a settlement and release, of liability signed by us, the insured and the claimant or the claimant's legal representative. 5. Separation Of Insureds Except with respect to the Limits of Insurance of Section 11 — Liability, and any rights or du- ties specifically assigned .in this policy to the first Named Insured, this insurance applies: a. As if each Named Insured were the only Named Insured; and b. Separately to each insured against whom claim is made or "suit" is brought. F. Liability And Medical Expenses Definitions 1. "Advertisement" means a notice that is broad- cast or published to the general public or spe- cific market segments about your goods, prod- ucts or services for the purpose of attracting customers or supporters. For the purposes of this definition: a. Notices that are published include material placed on the Internet or on similar elec- tronic means of communication; and b. Regarding web -sites, only that part of a web -site that is about your goods, products or services for the purposes of attracting customers or supporters is considered an advertisement. 3. "Bodily injury' means bodily injury, sickness or disease sustained by a person, including death resulting from any of these at any time. 4. "Coverage territory" means: a. The United States of America (including its territories and possessions), Puerto Rico and Canada; b. International waters or airspace, but only if the injury or damage occurs in the course of travel or transportation between any places included in Paragraph a. above; or c. All other parts of the world if the injury or damage arises out of: (1) Goods or products made or sold by you in the territory described in Paragraph a. above; (2) The activities of a person whose home is in the territory described in Paragraph a. above, but is away for a short time on your business; or (3) "Personal and advertising injury' of- fenses that take place through the Inter- net or similar electronic means of com- munication; provided the insured's responsibility to pay damages is determined in a "suit" on the merits in the territory described in Para- graph a. above or in a settlement we agree to. 5. "Employee" includes a "leased worker". "Em- ployee" does not include a "temporary worker". 6. "Executive officer" means a person holding any of the officer positions created by your charter, constitution, by-laws or any other similar gov- erning document. 7. "Hostile fire" means one which becomes un- controllable or breaks out from where it was intended to be. 8. "Impaired property" means tangible property, other than "your product" or "your work", that cannot be used or is less useful because: a. It incorporates "your product" or. "your work" that is known or thought to be defective, de- ficient, inadequate or dangerous; or b. You have failed to fulfill the terms of a con- tract or agreement; if such property can be restored to use by: 2. "Auto" means a land motor vehicle, trailer or (1') The repair, replacement, adjustment or semitrailer designed for travel on public roads, removal of "your product" or "your work'; including any attached machinery or equip- or ment. But "auto" does not include "mobile (2) Your fulfilling the terms of the contract or equipment". agreement. BP 00 03 07 02 © ISO Properties, .Inc., 2001 Page 37 of 43 0 9. "Insured contract" means: (3) Under which the insured, if an architect, a. A contract for a lease of premises. How- engineer or surveyor, assumes liability for an injury or damage arising out of the ever, that portion of the contract for a lease insured's rendering or failure to render of premises that indemnifies any person or organization for, damage by fire to premises professional services, including those while rented to you or temporarily occupied listed in Paragraph (2) above and super - by you with permission of the owner is not visory, inspection or engineering serv- an "insured contract"; ices. b. A sidetrack agreement; 10. "Leased worker" means a person leased to you by a labor leasing firm under an agreement c. Any easement or license agreement, except between you and the labor leasing firm, to Per- in connection with construction or demoli- form duties related to the conduct of your busi- tion operations on or within 50 feet of a rail- ness. "Leased worker" does not include a road; "temporary worker". d. An obligation, as required by ordinance, to 11. "Loading or unloading" means the handling of indemnify a municipality, except in connec- property: tion with work for a municipality; a. After it is moved from the place where it is e. An elevator maintenance agreement; accepted for movement into or onto an air - f. That part of any other contract or agree- craft, watercraft or "auto'; ment pertaining to your business (including b. While it is in or on an aircraft, watercraft or an indemnification of a municipality in con- "auto'; or nection with work performed for a munici- pality) under which you assume the tort li- c. While it is being moved from an aircraft, "auto" ability of another party to pay for "bodily watercraft or to the place where it is injury" or "property damage" to a third per- finally delivered; son or organization. Tort liability means a li- but "loading or unloading" does not include the ability that would be imposed by law in the movement of property by means of a mechani- absence of any contract or agreement. cal device, other than a hand truck, that is not Paragraph f. does not include that part of attached to the aircraft, watercraft or "auto". any contract or agreement: 12: "Mobile equipment" means any of the following (1) That indemnifies a railroad for "bodily types of land vehicles, including any attached „ injury' or property damage arising out machinery or equipment: of construction or demolition operations, a. Bulldozers, farm machinery, forklifts and within 50 feet of any railroad property other vehicles designed for use principally and affecting any railroad bridge or tres- off public roads; tle, tracks, road beds, tunnel, underpass b. Vehicles maintained for use solely on or or crossing; next to premises you own or rent; (2) That, indemnifies an architect, engineer c. Vehicles that travel on crawler treads; or surveyor for injury or damage arising out of: d. Vehicles, whether self-propelled or not, on which are permanently mounted: (a) Preparing, approving or failing to prepare or approve maps, drawings, (1) Power cranes, shovels, loaders, diggers opinions, reports, surveys, change or drills; or orders, designs or specifications; or (2) Road construction or resurfacing equip - (b) Giving, directions or instructions, or ment such as graders, scrapers or roll - failing to give them, if that is the pri- ers; mary cause of the injury or damage; e. Vehicles not described in Paragraphs a., b., or c. or d. above that are not self-propelled and are maintained primarily to provide mo- bility to permanently attached equipment of the following types: (1) Air compressors, pumps and genera- tors, including spraying, welding, building cleaning, geophysical exploration, light- ing and well servicing equipment; or Page 38 of 43 © ISO Properties, Inc., 2001 BP 00 03 07 02 0 13. 14. (2) Cherry pickers and similar devices used to raise or lower workers; f. Vehicles not described in Paragraphs a., b., c. or d. above maintained primarily for pur- poses other than the transportation of per- sons or cargo. However, self-propelled vehicles with the following types of permanently attached equipment are not "mobile equipment" but will be considered "autos": (1) Equipment designed primarily for: (a) Snow removal; (b) Road maintenance, but not construc- tion or resurfacing; or (c) Street cleaning; (2) Cherry pickers and similar devices mounted on automobile or truck chassis and used to raise or lower workers; and (3) Air compressors, pumps and genera- tors, including spraying, welding, building cleaning, geophysical exploration, light- ing and well servicing equipment. "Occurrence" means an accident, including continuous or repeated exposure to substan- tially the same general harmful conditions. "Personal and advertising injury" means injury, including consequential "bodily injury", arising out of one or more of the following offenses: a. False arrest, detention or imprisonment; b. Malicious prosecution; c. The wrongful eviction from, wrongful entry into, or invasion of the right of private occu- pancy of a room, dwelling or premises that a person occupies, committed by or on be- half of its owner, landlord or lessor; d. Oral or written publication, in any manner, of material, that slanders or libels a person or organization or disparages a person's or or- ganization's goods, products or services; e. Oral or written publication, in any manner, of material that violates a person's right of pri- vacy; f. The use of another's advertising idea in your "advertisement' or g. Infringing upon another's copyright, trade dress or slogan in your "advertisement". 15. "Pollutants" mean any solid, liquid, gaseous or thermal irritant or contaminant, including smoke, vapor, soot, fumes, acids, alkalis, chemicals and waste. Waste includes materials to be recycled, reconditioned or reclaimed. 16. "Products — completed operations hazard": a. Includes all "bodily injury" and "property damage" occurring away from premises you own or rent and arising out of "your product" or "your work" except: (1) Products that are still in your physical possession; or (2) Work that has not yet been completed or abandoned. However, "your work" will be deemed completed at the earliest of the following times: (a) When all of the work called for in your contract has been completed. (b) When all of the work to be done at the job site has been completed if your contract calls for work at more than one job site. (c) When that part of the work done at the job site has been put to its in- tended use by any other person or organization other than another con- tractor or subcontractor working on the same project. Work that may need service, mainte- nance, correction, repair or replacement, but which is otherwise complete, will be treated as completed. The "bodily injury" or "property damage" must occur away from premises you own or rent, unless your business includes the selling, handling or distribution of "your product" -for consumption on premises you own or rent. b. Does not include "bodily injury' or "property damage" arising out of: (1) The transportation of property, unless the injury or damage arises out of a condition in or on a vehicle not owned or operated by you, and that condition was created by the "loading or unloading" of that vehicle by any insured; or (2) The existence of tools, uninstalled equipment or abandoned or unused materials. 17. "Property damage" means: a. Physical injury to tangible property, includ- ing all resulting loss of use of that property. All such loss of use shall be deemed to oc- cur at the time of the physical injury that caused it; or b. Loss of use of tangible property that is not physically injured. All such loss of use shall be deemed to occur at the time of the "oc- currence" that caused it. BP 00 03 07 02 © ISO Properties, Inc., 2001 Page 39 of 43 0 For the purposes of this insurance, electronic data is not tangible property. As used in this definition, electronic data means information, facts or programs stored as, created or used on, or transmitted to or from computer software, including systems and applications software, hard or floppy disks, CD- ROMs, tapes, drives, cells, data processing devices or any other media which are used with electronically controlled equipment. 18. "Suit" means a civil proceeding in which dam- ages because of "bodily injury", "property dam- age", "personal and advertising injury" to which this insurance applies are alleged. "Suit" in- cludes: 19. 20. 21. a. An arbitration proceeding in which such damages are claimed and to which the in- sured must submit or does submit with our consent; or b. Any other alternative dispute resolution proceeding in which such damages are claimed and to which the insured submits with our consent. "Temporary worker" means a person who is furnished to you to substitute for a permanent "employee" on leave or to meet seasonal or short-term workload conditions. "Volunteer worker" means a person who is not your "employee", and who donates his or her work and acts at the direction of and within the scope of duties determined by you, and is not paid a fee, salary or other compensation by you or anyone else for their work performed for you. "Your product": a. Means: (1) Any goods or products, other than real property, manufactured, sold, handled, distributed or disposed of by: (a) You; (b) Others trading under your name; or (c) A person or organization whose business or assets you have ac- quired; and (2) Containers (other than vehicles), materi- als, parts or equipment furnished in con- nection with such goods or products. b. Includes: (1) Warranties or representations made at any time with respect to the fitness, quality, durability, performance or use of "your product"; and (2) The providing of or failure to provide warnings or instructions. c. Does not include vending machines or other property rented to or located for the use of others but not sold. 22. "Your work": a. Means: (1) Work or operations performed by you or on your behalf; and (2) Materials, parts or equipment furnished in connection with such work or opera- tions. b. Includes: (1) Warranties or representations made at any time with respect to the fitness, quality, durability, performance or use of "your work"; and (2) The providing of or failure to provide warnings or instructions. SECTION III — COMMON POLICY CONDITIONS (APPLICABLE TO SECTION I — PROPERTY AND SECTION II — LIABILITY) A. Cancellation 1. The first Named Insured shown in the Declara- tions may cancel this policy by mailing or deliv- ering to us advance written notice of cancella- tion. 2. We may cancel this policy by mailing or deliv- ering to the first Named Insured written notice of cancellation at least: a. 5 days before the effective date of cancella- tion if any one of the following conditions exists at any building that is Covered Prop- erty in this policy. (1) The building has been vacant or unoc- cupied 60 or ,more consecutive days. This does not apply to: (a) Seasonal unoccupancy; or (b) Buildings in the course of construc- tion, renovation or addition. Buildings with 65% or more of the rental units or floor area vacant or unoccupied are considered unoccupied under this provision. (2) After damage by a covered cause of loss, permanent repairs to the building: (a) Have not started, and (b) Have not been contracted for, within 30 days of initial payment of loss. Page 40 of 43 © ISO Properties, Inc., 2001 BP 00 03 07 02 0 (3) The building has: C. Concealment, Misrepresentation Or Fraud (a) An outstanding order to vacate; This policy is void in any case of fraud by you as it (b) An outstanding demolition order; or relates to this policy at any time. It is also void if you or any other insured, at any time, intentionally (c) Been declared unsafe by govern- conceal or misrepresent a material fact concern - mental authority. ing: (4) Fixed and salvageable items have been or are being removed from the building and are not being replaced. This does • not apply to such removal that is neces- sary or incidental to any renovation or remodeling. (5) Failure to: (a) Furnish necessary heat, water, sewer service or electricity for 30 consecutive days or more, except during a period of seasonal unoccu- pancy; or (b) Pay property taxes that are owing and have been outstanding for more than one year following the date due, except that this provision will not ap- ply where you are in a bona fide dis- pute with the taxing authority re- garding payment of such taxes. b. 10 days before the effective date of cancel- lation if we cancel for nonpayment of pre- mium. c. 30 days before the effective date of cancel- lation if we cancel for any other reason. 3. We will mail or deliver our notice to the first Named Insured's last mailing address known to US. 4. Notice of cancellation will state the effective date of cancellation. The policy period will end on that date. 5. If this policy is cancelled, we will send the first Named Insured any premium refund due. If we cancel, the refund will be pro rata. If the first Named Insured cancels, the refund may be less than pro rata. The cancellation will be ef- fective even if we have not made or offered a refund. 6. If notice is mailed, proof of mailing will be suffi- cient proof of notice. B. Changes This policy contains all the agreements between you and us concerning the insurance afforded. The first Named Insured shown in the Declarations is authorized to make changes .in the terms of this policy with our consent. This policy's terms can be amended or waived only by endorsement issued by us and made a part of this policy. 1. This policy; 2. The Covered Property; 3. Your interest in the Covered Property; or 4. A claim under this policy. D. Examination Of Your Books And Records We may examine and audit your books and rec- ords as they relate to this policy at any time during the policy period and up to three years afterward. E. Inspections And Surveys 1. We have to right to: a. Make inspections and surveys at any time; b. Give you reports on the conditions we find; and c. Recommend changes. 2. We are not obligated to make any inspections, surveys, reports or recommendations and any such actions we do undertake relate only to in- surability and the premiums to be charged. We do not make safety inspections. We do not un- dertake to perform the duty of any person or organization to provide for the health or safety of workers or the public. And we do not warrant that conditions: a. Are safe and healthful; or b. Comply with laws, regulations, codes or standards. 3. Paragraphs 1. and 2. of this condition apply not only to us, but also to any rating, advisory, rate service or similar organization which makes in- surance inspections, surveys, reports or rec- ommendations. 4. Paragraph 2. of this condition does not apply to any inspections, surveys, reports or recom- mendations we may make relative to certifica- tion, under state or municipal statutes, ordi- nances or regulations, of boilers, pressure vessels or elevators. F. Insurance Under Two Or More Coverages If two or more of this policy's coverages apply to the same loss or damage, we will not pay more than the actual amount of the loss or damage. BP 00 03 07 02 © ISO Properties, Inc., 2001 Page 41 of 43 0 G. Liberalization If we adopt any revision that would broaden the coverage under this policy without additional pre- mium within 45 days prior to or during the policy period, the broadened coverage will immediately apply to this policy. H. Other Insurance 1. If there is other insurance covering the same loss or damage, we will pay only for the amount of covered loss or damage in excess of the amount due from that other insurance, whether you can collect on it or not. But we will not pay more than the applicable Limit of Insurance of Section I — Property. 2. Business Liability Coverage is excess over: a. Any other insurance that insures for direct physical loss or damage; or b. Any other primary insurance available to you covering liability for damages arising out of the premises or operations for which you have been added as an additional in- sured by attachment of an endorsement. 3. When this insurance is excess, we will have no duty under Business Liability Coverage to de- fend any claim or "suit" that any other insurer has a duty to defend. If no other insurer de- fends, we will undertake to do so; but we will be entitled to the insured's rights against all those other insurers. 1. Premiums 1. The first Named Insured shown in the Declara- tions: a. Is responsible for the payment of all premi- ums; and b. Will be the payee for any return premiums we pay. 2. The premium shown in the Declarations was computed based on rates in effect at the time the policy was issued. On each renewal, con- tinuation or anniversary of the effective date of this policy, we will compute the premium in ac- cordance with our rates and rules then in effect. 3. With our consent, you may continue this policy in force by paying a continuation premium for each successive one-year period. The premium must be: a. Paid to us prior to the anniversary date; and b. Determined in accordance with Paragraph 2. above. 4. Undeclared exposures or change in your busi- ness operation, acquisition or use of locations may occur during the policy period that are not shown in the Declarations. If so, we may re- quire an additional premium. That premium will be determined in accordance with our rates and rules then in effect. J. Premium Audit 1. This policy is subject to audit if' a premium designated as an advance premium is shown in the Declarations. We will compute the final premium due when we determine your actual exposures. 2. Premium shown in this policy as advance pre- mium is a deposit premium only. At the close of each audit period we will compute the earned premium for that period and send notice to the first Named Insured. The due date for audit premiums is the date shown as the due date on the bill. If the sum of the advance and audit premiums paid for the policy period is greater than the earned premium, we will return the ex- cess to the first Named Insured. 3. The first Named Insured must keep records of the information we need for premium computa- tion, and send us copies at such times as we may request. K. Transfer Of Rights Of Recovery Against Others To Us 1. Applicable to Businessowners Property Cover- age: If any person or organization to or for whom we make payment under this policy has rights to recover damages from another, those rights are transferred to us to the extent of our pay- ment. That person or organization must do eve- rything necessary to secure our rights and must do nothing after loss to impair them. But you may waive your rights against another party in writing: a. Prior to a loss to your Covered Property. b. After a loss to your Covered Property only if, at time of loss, that party is one of the fol- lowing: (1) Someone insured by this insurance; (2) A business firm: (a) Owned or controlled by you; or (b) That owns or controls you; or (3) Your tenant. Our forms then in effect will apply. If you do not You may also accept the usual bills of lading or pay the continuation premium, this policy will shipping receipts limiting the liability of carriers. expire on the first anniversary date that we This will not restrict your insurance. have not received the premium. Page 42 of 43 0 ISO Properties, Inc., 2001 BP 00 03 07 02 FE] 2. Applicable to Businessowners Liability Cover- age: If the insured has rights to recover all or part of any payment we have made under this policy, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request, the insured will bring "suit" or transfer those rights to us and help us enforce them. This condition does not apply to Medical Expenses Coverage. L. Transfer Of Your Rights And Duties Under This Policy Your rights and duties under this policy may not be transferred without our written consent except in the case of death of an individual Named Insured. If you die, your rights and duties will be transferred to your legal representative but only while acting within the scope of duties as your legal represen- tative. Until your legal representative is appointed, anyone having proper temporary custody, of your property will have your rights and duties but only with respect to that property. BP 00 03 07 02 © ISO Properties, Inc., 2001 Page 43 of 43 0 BUSINESSOWNERS BP 0155 07 20 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CALIFORNIA CHANGES This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM INFORMATION SECURITY PROTECTION ENDORSEMENT A. Section 1— Property is amended as follows: 1. With respect to an 'open policy", the following is added to any provision which uses the term actual cash value: a. In the event ,of a partial or total loss to a building or structure, actual cash value is calculated as a.(1) or a.(2), whichever is less: (1) The amount it would cost to repair, rebuild or replace the property less a fair and reasonable deduction for physical depreciation of the components of the building or structure that are normally subject to repair or replacement during its useful life. Physical depreciation is based upon the condition of the properly at the time of loss; or (2) The Limit of Insurance applicable to the property. b. In the event of a partial or total loss to Covered Property other than a building or structure, actual cash value is .calculated as b.(1) or b.(2), whichever is less: (1) The amount it would cost to repair or replace the property less a fair and reasonable deduction for physical depreciation, based on the condition of the property at the time of loss; or (2) The Limit of Insurance applicable to the property. c. An 'open policy" is a policy under which the value of Covered Property is not fixed at policy inception, but is determined at the time of loss in accordance with policy provisions on valuation. 2. Paragraph E.2. Appraisal Property Loss Conditions is replaced by the following: 2. Appraisal It we and you disagree on the value of the property or the actual cash value or the amount of loss, either may make written request for an appraisal of the loss. In this event, each party will select a competent and impartial appraiser. However, in the event of a government -declared disaster, as defined in the Government Code, appraisal may be requested by either you or us but shall not be compelled. Each party shall notify the other of the appraiser selected within 20 days of the request. The two appraisers will select an umpire. If they cannot agree within 15 days, either may request that selection be made by a judge of a court having jurisdiction. The appraisers will state separately the value of the property and 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 set the amount of actual cash value and loss and will be binding. Each party will: a. Pay its chosen appraiser; and b. Bear the other expenses of the appraisal and umpire equally. If there is an appraisal, we will still retain our right to deny the claim. 3. Paragraph E.5.d.(1)(c) of the Loss Payment Property Loss Conditions is deleted. BP 0155 07 20 © Insurance Services Office, Inc., 2020 Page 1 of 6 4. Paragraphs E.5.d.(1)(d) and E.5.d.(5) of the Loss Payment Property Loss Conditions are replaced as follows: (d) We will not pay on a replacement cost basis for any loss or damage until the lost or damaged property is actually repaired or replaced. Prior to such repair or replacement, we will pay the actual cash value of the lost or damaged property as described in Paragraph A.1. of this Endorsement. If the actual cash value does not exhaust the applicable Limit of Insurance, we will then pay the difference between the actual cash value and the replacement cost, provided that the repair or replacement is completed: (i) Within 12 months after we pay the actual cash value; or (ii) Within 36 months after we pay the actual cash value if the loss or damage relates to a state of emergency under California Law. The following provision applies to real property which is used predominantly for residential purposes and consisting of not more than four dwelling units, and to coverage on tenants' household personal property in a residential unit: If you, acting in good faith and with reasonable diligence, encounter a delay or delays in approval for, or reconstruction of, the residence that are beyond your control, we shall provide one or more additional extensions of six months for good cause. Circumstances beyond your control include, but are not limited to: (i) Unavoidable construction permit delays; (If) The lack of necessary construction materials; or (iii) The unavailability of contractors to perform the necessary work. Nothing in this Paragraph (d) constitutes a waiver of our right to deny the claim for any valid reason or to restrict payment in cases of suspected fraud. (5) Tenants' improvements and betterments at: (a) Replacement cost in accordance with the terms set forth in Paragraph (d) above. (b) A proportion of your original cost if the property is not repaired or replaced. We will determine the proportionate value as follows: (1) Multiply the original cost by the number of days from the loss or damage to the expiration of the lease; and (ii) Divide the amount determined in (i) above by the number of days from the installation of improvements to the expiration of the lease. If your lease contains a renewal option, the expiration of the renewal option period will replace the expiration of the lease in this procedure. (c) Nothing if others pay for repairs or replacement. B. Section III — Common Policy Conditions is amended as follows: 1.. Paragraphs A.2. and A.3. Cancellation are replaced by the following: 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 Insured at the mailing address shown in the Policy and to the producer of record, advance written notice of cancellation, stating the reason for cancellation, at least: a. 10 days before the effective date of cancellation if we cancel for: (1) Nonpayment of premium; or (2) Discovery of fraud by: (a) Any insured or his or her representative in obtaining this insurance; or (b) You or your representative in pursuing a claim under this Policy. Page 2 of 6 © Insurance Services Office, Inc., 2020 BP 0155 07 20 b. 30 days before the effective date of (b) Continuation of the policy cancellation if we cancel for any other coverage would: reason. (i) Place us in violation of 3. All Policies In Effect For More Than 60 California Law or the laws of Days the state where we are a. If this Policy has been in effect for more domiciled; or than 60 days, or is a renewal of a policy (ii) Threaten our solvency. we issued, we may cancel this Policy (7) A change by you or your only upon the occurrence, after the representative in the activities or effective date of the Policy, of one or property of the commercial or more of the following: industrial enterprise, which results in (1) Nonpayment of premium, including a materially added, increased or payment due on a prior policy we changed risk, unless the added, issued and due during the current increased or changed risk is included policy term covering the same risks. in the Policy. (2) Discovery of fraud or material b. We will mail or deliver advance written misrepresentation by: notice of cancellation, stating the reason (a) Any insured or his or her for cancellation, to the first Named representative in obtaining this Insured, at the mailing address shown in the Policy, and to the producer of insurance; or record, at least: (b) You or your representative in (1) 10 days before the effective date of pursuing a claim under this cancellation if we cancel for Policy. nonpayment of premium or discovery (3) A judgment by a court or an of fraud; or administrative tribunal that you have (2) 30 days before the effective date of violated a California or federal law, cancellation if we cancel for any having as one of its necessary elements an act which materially other reason listed in Paragraph 3.a. increases any of the risks insured 2. The following provision is added to Paragraph against. A. Cancellation: (4) Discovery of willful or grossly 7. Residential Property negligent acts or omissions, or of This provision applies to coverage onreal any violations of state laws or property which is used predominantly for regulations establishing safety residential purposes and consisting of not standards, by you or your more than four dwelling units, and to representative, which materially coverage on tenants' household personal increase any of the risks insured property in a residential unit. If such against. coverage has been in effect for 60 days or (5) Failure by you or your representative less and is not a renewal of coverage we to implement reasonable loss control previously issued, we may cancel this requirements, agreed to by you as a coverage for any reason, except that we condition of policy issuance, or which may not cancel this Policy solely because: were conditions precedent to our use a. Corrosive soil conditions exist on the of a particular rate or rating plan, if premises; or that failure materially increases any b. The first Named Insured has: of the risks insured against. (6) A determination by the (1) Accepted an offer of earthquake Commissioner of Insurance that the: coverage; or (a) Loss of, or changes in, our (2) Cancelled or did not renew a policy reinsurance covering all or part of issued by the California Earthquake the risk would threaten our Authority (CEA) that included an financial integrity or solvency; or earthquake policy premium surcharge. BP 0155 07 20 © Insurance Services Office, Inc., 2020 Page 3 of 6 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. 'If a state of emergency under California Law is declared and the residential property is located in any ZIP Code within or adjacent to the fire perimeter, as determined by California Law, we may not cancel this Policy for one year, beginning from the date the state of emergency is declared, solely because the dwelling or other structure is located in an area in which a wildfire has occurred. However, we may cancel: a. When you have not paid the premium, at any time by letting you know at least 10 days before the date cancellation takes effect; b. If willful or grossly negligent acts or omissions by the named insured, or his or her representatives, are discovered that materially increase any of the risks insured against; or 4. Paragraph C. Concealment, Misrepresentation Or Fraud is replaced by the following with respect to loss or damage caused by a Covered Cause of Loss other than fire: This Policy is void if any insured, whether before or after a loss, has committed fraud or intentionally concealed or misrepresented any material fact or circumstance concerning: a. This Policy; b. The Covered Property; C. An insured's interest in the Covered Property; or d. A claim under this Policy. 5. Paragraph H.1. Other Insurance is replaced by the following (with respect to coverage provided under Section I — Property): c. If there are physical changes in the 6. property insured against, beyond the catastrophe -damaged condition of the structures and surface landscape, which result in the property becoming uninsurable. 3. Paragraph C. Concealment, Misrepresentation Or Fraud is replaced by the following with respect to loss or damage caused by fire: We do not provide coverage to the insured who, whether before or after a loss, has committed fraud or intentionally concealed or misrepresented any material fact or circumstance concerning: a. This Policy; b. The Covered Property; c. That insured's interest in the Covered Property; or d. A claim under this Policy. If there is other insurance covering the same loss or damage, we will pay our share of the covered loss or damage. Our share is the proportion that the applicable Limit of Insurance bears to the Limits of Insurance of all insurance covering on the same basis. We will not pay more than the applicable Limit of Insurance of Section I — Property. The following paragraph is added and supersedes any provisions to the contrary: M. Nonrenewal 1. Subject to the provisions of Paragraphs 2. and 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 record, at the mailing address shown in the Policy. 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. Page 4 of 6 © Insurance Services Office, Inc., 2020 BP 0155 07 20 If this Policy provides coverage as described in the preceding paragraph, and 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 the mailing address shown in the Policy, at least 75 days, but not more than 120 days, before the expiration or anniversary date. If we fail to give the first Named Insured shown in the Declarations notice of nonrenewal at least 75 days prior to the policy expiration, as required in the paragraph above, this Policy, with no change in its terms and conditions, shall remain in effect for 75 days from the date that the notice of nonrenewal is delivered or mailed to the named insured. A notice to this effect shall be provided by us to the first Named Insured with the notice of nonrenewal. We may elect not to renew such coverage for any reason, except that we will not refuse to renew such coverage solely because: a. The first Named Insured has accepted an offer of earthquake coverage. However, the following applies only to insurers who are associate participating insurers 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 approved rating plan and related documents 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 hazardous condition includes, but is not limited 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 policyholder surplus of at least 25% for payment of those claims; or (3) We have: (a) Lost or experienced a substantial reduction in the availability or scope of reinsurance coverage; or (b) Experienced a substantial increase 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 to the changes in our reinsurance position. b. The first Named Insured has cancelled or did not renew a policy, issued by the California Earthquake Authority that included an earthquake policy premium surcharge. c. Corrosive soil conditions exist on the premises. BP 0155 07 20 © Insurance Services Office, Inc., 2020 Page 5 of 6 If a state of emergency under California Law is declared and the residential property is located in any ZIP Code within or adjacent to the fire perimeter, as determined by California Law, we may not nonrenew this Policy for one year, beginning from the date the state of emergency is declared, solely because the dwelling or other structure is located in an area in which a wildfire has occurred. However, we may nonrenew: a. If willful or grossly negligent acts or omissions by the named insured, or his or her representatives, are discovered that materially increase any of the risks insured against; b. If losses unrelated to the postdisaster loss condition of the property have occurred that would collectively render the risk ineligible for renewal; or f:. If we have made a written offer to the first Named Insured, in accordance with the timeframes shown in Paragraph 1., to renew the Policy under changed terms or conditions or at an increased premium rate, when the increase exceeds 25%. C. The following changes apply only to Information Security Protection Endorsement BP 15 07 if it is attached to this Policy: 1. c. If there are physical changes in the 2. property insured against, beyond the catastrophe -damaged condition of the structures and surface landscape, which result in the property becoming uninsurable. 3. We are not required to send notice of nonrenewal in the following situations: a. If the transfer or renewal of a policy, without 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 1. " c. If you have obtained replacement coverage, 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 renewed. 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. Paragraph (2) of Insuring Agreement d. Security Breach Liability is replaced by the following: (2) We will pay for "defense expenses" as a result of a "claim" in the form of a "regulatory proceeding" first made against the, insured during the "policy period" or during the applicable Extended Reporting Period, in response to a "wrongful act" or a series of "interrelated wrongful acts" covered under Paragraph d.(1). Paragraph d. of the definition of "loss" in Paragraph V. is replaced by the following: d. With respect to Insuring Agreements d. Security Breach Liability and g. Web Site Publishing Liability: Compensatory damages, settlement amounts and costs awarded pursuant to judgments or settlements. "Loss" does not include: (1) Civil or criminal fines or penalties imposed by law; (2) Punitive or exemplary damages; (3) The multiplied portion of multiplied damages; (4) Taxes; (5) Royalties; (6) The amount of any disgorged profits; or (7) Matters that are uninsurable pursuant to law. .Page 6.of 6 © Insurance Services Office, Inc., 2020 BP 0155 07 20 BUSINESSOWNERS BP 0417 07 02 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EMPLOYMENT-RELATED PRACTICES EXCLUSION This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM The following exclusion is added to Paragraph B. Exclusions in Section II — Liability: This insurance does not apply to: 1. "Bodily injury" or "personal and advertising injury" to: a. A person arising out of any: (1) Refusal to employ that person; (2) Termination of that person's employ- ment; or (3) Employment-related practices, policies, acts or omissions, such as coercion, demotion, evaluation, reassignment, discipline, defamation, harassment, hu- miliation or discrimination directed at that person; or b. The spouse, child, parent, brother or sister of that person as a consequence of "bodily injury" or "personal and advertising injury" to that person at whom any of the employ- ment-related practices described in Para- graphs (1), (2) or (3) above is directed. 2. This exclusion applies: a. Whether the insured may be liable as an employer or in any other capacity; and b. To any obligation to share damages with or repay someone else who must pay dam- ages because of the injury. BP 0417 07 02 C ISO Properties, Inc., 2001 Page 1 of 1 ❑ This endorsement modifies insurance provided -under the following: BUSINESSOWNERS COVERAGE FORM Exclusion Of War, Military Action And Terrorism (Coverage For Certain Fire Losses) A. SECTION I PROPERTY; B. Exclusions; 1. f. War and Military Action is deleted in its entirety and is replaced by the following: 1 War and Military Action (1) War, including undeclared or civil war; (2) Warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any government, sovereign or other authority using military personnel or other agents; or (3) Insurrection, rebellion, revolution, usurped power, or action taken by governmental authority in hindering or defending against any of these. With respect to any action that comes within the terms of this exclusion and involves nuclear reaction or radiation, or radioactive contamination, this War And Military Action Exclusion supersedes the Nuclear Hazard Exclusion. B. SECTION I PROPERTY; B. Exclusions; 1. item t. is added: t. Terrorism "Terrorism" including any action taken in hindering or defending against an actual or expected incident of "terrorism" regardless of any other cause or event that contributes concurrently. The following exception to this exclusion is applicable: If an act of "terrorism" results in fire, we will pay for the loss or damage caused by that fire. Such coverage for fire applies only to direct loss or damage by fire to Covered Property. Therefore, for example, the coverage does not apply to insurance provided under Business Income and/or Extra Expense Additional Coverages. But with respect to any such activity that also comes within the terms of the War and Military Action Exclusion, that exclusion supersedes this "Terrorism" Exclusion. In the event of an act of "terrorism" that involves nuclear reaction or radiation, or radioactive contamination, this "Terrorism" Exclusion supersedes the Nuclear Hazard Exclusion. A. SECTION II — LIABILITY; B. Exclusions; 1. Applicable To Business Liability BP 103 (01-15) Page 1 of 2 Coverage; i. War and SECTION II — LIABILITY; B. Exclusions; 2. Applicable To Medical Expenses Coverage; h. is deleted in its entirety and replaced by the following: i. War or Terrorism "Bodily injury", "property damage", "personal and advertising injury" arising, directly or indirectly out of: (1) War, including undeclared or civil war; or (2) Warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any government, sovereign or other authority using military personnel or other agents; (3) Insurrection, rebellion, revolution, usurped power, or action taken by governmental authority in hindering or defending against any of these; or (4) "Terrorism", including any action taken in hindering or defending against an actual or expected incident of "terrorism" regardless of any other cause or event that contributes concurrently. The following definition is added with respect to the provisions of this endorsement: Terrorism means activities against persons, organizations or property of any nature: (1) That involve the following or preparation for the following: (a) Use or threat of force or violence; or (b) Commission or threat of a dangerous act; or (c) Commission or threat of an act that interferes with or disrupts an electronic, communication, information, or mechanical system; and (2) When one or both of the following applies: (a.) The effect is to intimidate or coerce a government, or to cause chaos among the civilian population or any segment thereof, or to disrupt any segment of the economy; or (b) It is reasonable to believe that the intent is to intimidate or coerce a government, or to seek revenge or retaliate, or to further political, ideological, religious, social or economic objectives or to express (or express opposition to) a philosophy or ideology. All other terms and conditions of this policy remain unchanged. This endorsement is a part of your policy and takes effect on the effective date of your policy unless another effective date is shown. BP 103 (01-15) Page 2 of 2 UNITED STATES LIABILITY INSURANCE GROUP WAYNE, PENNSYLVANIA This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM Actual Cash Value Definition It is agreed the following is added to SECTION I — PROPERTY; H. Property Definitions: "Actual Cash Value" means replacement cost less depreciation. All other terms and conditions of this policy remain unchanged. This endorsement is a part of your policy and takes effect on the effective date of your policy unless another effective date is shown. BP 107 (04-08) Page 1 of 1 UNITED STATES LIABILITY INSURANCE GROUP WAYNE, PENNSYLVANIA This Endorsement modifies insurance provided under the -following: BUSINESSOWNERS COVERAGE FORM EXCLUSION - FIDUCIARY LIABILITY AND FINANCIAL SERVICES SECTION II - LIABILITY, B. Exclusions, 1. Applicable To Business Liability Coverage, items cc. and dd. are added as follows: cc. This insurance does not apply to "bodily injury", "property damage", "personal and advertising injury" resulting from the rendering of or the failure to render financial services by any insured for other persons or organizations. For the purpose of this exclusion, financial services include but are not limited to: (1) Planning, administering or advising on: (a) Any: investment, pension, annuity, savings, checking, cr individual retirement plan, fund or account; (b) The issuance or withdrawal of any bond, debenture, stock or other securities; (c) The trading of securities, commodities or currencies; or (d) Any acquisitions or mergers; (2) Acting as a dividend disbursing agent, exchange agent, redemption or subscription agent, warrant or scrip agent, fiscal or paying agent, tax withholding agent, escrow agent, clearing agent, or electronic funds transfer agent; (3) Lending, or arranging -for the lending of, money, including credit card, debit card, leasing or mortgage operations or activities or interbank transfers; (4) Repossessing of real or personal property from a borrower or acting as an assignee for the benefit of creditors; (5) Checking or reporting of credit; (6) Maintaining of financial accounts or records; (7) Tax planning, tax advising or the preparation of tax returns; or (8) Selling or issuing travelers checks, letters of credit, certified checks, bank checks or money orders. dd. This insurance does not apply to "bodily injury", "property damage", or "personal injury and advertising injury" arising out of the ownership, maintenance or use, including all related operations, of property for which you are acting in a fiduciary or representative capacity. All other terms and conditions of this Policy remain unchanged. This endorsement is a part of your Policy and takes effect on the effective date of your Policy unless another effective date is shown. BP -11 (05-04) Page 1 of 1 UNITED STATES LIABILITY INSURANCE GROUP WAYNE, PENNSYLVANIA This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM BLANKET ADDITIONAL INSURED SECTION H — LIABILITY; C. Who Is An Insured is amended to include as an additional insured any person(s) or organization(s) for whom you are performing "your work" under a written contract or agreement, that requires such person(s) or organization(s) to be added as an additional insured on your policy. Such person(s) or organization(s) is an additional insured only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" occurring after the effective date of such contract or agreement that is caused, in whole or in part by: a. Your acts or omissions; or b. The acts -or omissions of those acting on your behalf; in the performance of "your work" for the additional. insured. Coverage for an additional insured under this endorsement ends when "your work" for that additional insured ends or is put to its intended use by any person or organization. SECTION II — LIABILITY; B. EXCLUSIONS, 3. Applicable To Both Business Liability Coverage And Medical Expenses Coverage, is amended to add the following with respect to this endorsement only: There is no coverage under this endorsement for loss or expense, including but not limited to the cost of defense for "bodily injury" or "property damage" or "personal and advertising injury" occurring: a. After all of "your work", including materials, parts or equipment furnished in connection with "your work" and performed under the above referenced written contract(s) or agreement(s) has ended; or b. When that portion of "your work" out of which the "bodily injury", "property damage" or "personal and advertising injury" arises and performed under the above referenced written contract(s) or agreement(s) has been put to its intended use by any person or organization; whichever occurs first. All other terms and conditions of this policy remain unchanged. This endorsement is a part of your policy and takes effect on the effective date of your policy unless another effective date is shown. BP 134 (06-09) Page 1 of 1 UNITED STATES LIABILITY INSURANCE GROUP WAYNE, PENNSYLVANIA This Endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM MI ► IBI_11►113*144Y.7_11*:49D1eMDoM101Y11 It is agreed that under the SECTION I — PROPERTY; A. Coverage; 5. Additional Coverages; f. Business Income; (4) "This Additional Coverage is not subject to the Limits of Insurance of SECTION I — PROPERTY." is deleted in its entirety and replaced with the following: (4) The most we will pay under the Business Income additional coverages is the Limit of Insurance which will be shown in the DECLARATIONS or EXTENSION OF DECLARATIONS." It is agreed that under the SECTION I — PROPERTY; A. Coverage; 5. Additional Coverages; g. Extra Expense; (4) "We will only pay for Extra Expense that occurs within 12 consecutive months after the date of direct physical loss or damage. This Additional Coverage is not subject to the Limits of Insurance of SECTION I — PROPERTY." is deleted in its entirety and replaced with the following: (4) We will only pay for Extra Expense that occurs within 12 consecutive months after the date of direct physical loss or damage. The most we will pay under the Extra Expense additional coverages is the Limit of Insurance which will be shown in the DECLARATIONS or EXTENSION OF DECLARATIONS." The limit shown for Business Income and Extra Expense on the DECLARATIONS or EXTENSION OF DECLARATIONS is the total limit for both additional coverages. All other terms and conditions of this Policy remain unchanged. This endorsement is a part of your Policy and takes effect on the effective date of your Policy unless another effective date is shown. BP —15 (7/04) Page 1 of 1 BUSINESSOWNERS BP 15 05 05 14 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Exclusion - Access Or Disclosure Of Confidential Or Personal Information And Data -Related Liability - Limited Bodily Injury Exception Not Included This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM A. Exclusion 13.1.q. of Section II — Liability is As used 'in this exclusion, electronic data replaced by the following: means information, facts or computer This insurance does not apply to: programs stored as or on, created or used on, or transmitted to or from computersoftware q. Access Or Disclosure Of Confidential Or (including systems and Personal Information And Data -related applications software), on hard or floppy Liability disks, CD-ROMs, tapes, drives, cells, data (1) Damages, other than damages because processing devices or any other of "personal and advertising injury", repositories of computer software which are arising out of any access to or used with electronically controlled disclosure of any person's or equipment. The term computer programs, organization's confidential or personal referred to in the foregoing description of information, including patents, trade electronic data, means a set of related secrets, processing methods, customer electronic instructions which direct the lists,- financial information, credit card operations and functions of a computer or information, health information or any device connected to it, which enable the other type of nonpublic information; or computer or device to receive, process, (2) Damages arising out of the loss of, loss store, retrieve or send data. of use of, damage to, corruption of, inability to access, or inability to manipulate electronic data. This exclusion applies even if damages are claimed for notification costs, credit monitoring expenses, forensic expenses, public relations expenses or any other loss, cost or expense incurred by you or others arising out of that which is described in Paragraph (1) or (2) above. BP 15 05 05 14 0 Insurance Services Office, Inc., 2013 Page 1 of 2 B. The following is added to Paragraph B.1.p. Personal And Advertising Injury Exclusion of Section 11— Liability: This insurance does not apply to: p. Personal And Advertising Injury "Personal and advertising injury": Arising out of any access to or disclosure of any person's or organization's confidential or personal information, including patents, trade secrets, processing methods, customer lists, financial information, credit card information, health information or any other type of nonpublic information. This exclusion applies even if damages are claimed for notification costs, credit monitoring expenses, forensic expenses, public relations expenses or any other loss, cost or expense incurred by you or others arising out of any access to or disclosure of any person's or organization's confidential or personal information. Page 2 of 2 © Insurance Services Office, Inc., 2013 BP 15 05 05 14 UNITED STATES LIABILITY INSURANCE GROUP WAYNE, PENNSYLVANIA This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM SEPARATION OF INSUREDS CLARIFICATION ENDORSEMENT It is agreed: SECTION H — LIABILITY; E. Liability And Medical Expenses General Conditions; 5. Separation Of Insureds is deleted in its entirety and replaced with the following: 5. Separation of Insureds The Limits of Insurance of Section II — Liability applies: a. As if each Named Insured were the only Named Insured; and b. Separately to each insured against whom claim is made or "suit" is brought, but nothing in this endorsement shall serve to increase the Limits of Insurance beyond the Per occurrence, per person, per premises, per common cause, aggregate or any similar limit stipulated in the Declarations. All other terms and conditions of this policy remain unchanged. This endorsement is a part of your policy and takes effect on the effective date of your policy unless another effective date is shown. BP 152 (08-10) Page 1 of 1 UNITED STATES LIABILITY INSURANCE GROUP WAYNE, PENNSYLVANIA This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM HIRED AUTO AND NON -OWNED AUTO LIABILITY A. Insurance is provided only for those coverages for which a specific limit ,or premium charge is shown in the Declarations. 1. HIRED AUTO LIABILITY The insurance provided under SECTION II — LIABILITY; A. Coverages 1. Business Liability; applies to "bodily injury" or "property damage" arising out of the maintenance or use of a "hired auto" by you or your "employees" in the course of your business. 2. NON -OWNED AUTO LIABILITY The insurance provided under SECTION II — LIABILITY; A. Coverages 1. Business Liability; A. Coverages 1. Business Liability, applies to "bodily injury" or "property damage" arising out of the use of any "non -owned auto" in your business by any person other than you. B. For insurance provided by this endorsement only: 1. The exclusions, under SECTION II — LIABILITY; B. Exclusions; 1. Applicable to Business Liability Coverage; other than exclusions a., b., d., f. and 'i. and the Nuclear Energy Liability Exclusion, are deleted and replaced by the following: a. "Bodily injury" to: (1)An "employee" of the insured arising out of and in the course of: (a) Employment by the insured; or (b)Performing duties related to the conduct of the insured's business; or (2)The spouse, child, parent, brother or sister of that "employee" as a consequence of Paragraph (1) above. This exclusion applies: (a) Whether the insured may be liable as an employer or in any other capacity; and (b)To any obligation to share damages with or repay someone else who must pay damages because of injury. This exclusion does not apply to: (i) Liability assumed by the insured under an "insured contract"; or (ii)"Bodily injury" arising out of and in the course of domestic employment by the insured unless benefits for such injury are in whole or in part either payable or required to be provided under any workers compensation law. b. "Property damage" to: (1)Property owned or being transported by, or rented or loaned to the insured; or (2) Property in the care, custody or control of the insured, 2. SECTION II — LIABILITY; C. Who Is An Insured; is replaced by the following: Each of the following is an insured under this endorsement to the extent set forth below: a. You; b. Any other person using a "hired auto" with your permission; c. For a "non -owned auto", any partner or "executive officer" of yours, but only while such "non -owned auto" is being used in your business; and d. Any other person or organization, but only for their liability because of acts or omissions of an insured under a., b. or c. above. None of the following is an insured: BP 17 (11-08) Page 1 of 2 (1)Any person engaged in the business of his or her employer for "bodily injury" to any co - "employee" of such person injured in the course of employment, or to the spouse, child, parent, brother or sister of that co -"employee" as a consequence of such "bodily injury", or for any obligation to share damages with or repay someone else who must pay damages because of the injury; (2)Any partner or "executive officer" for any "auto" owned by such partner or officer or a member of his or her household; (3)Any person while employed in or otherwise engaged in duties in connection with an "auto business", other than an "auto business" you operate; (4)The owner or lessee (of whom you are a sub lessee) of a "hired auto" or the owner of a "non -owned auto" or any agent or "employee" of any such owner or lessee; (5)Any person or organization for the conduct of any current or past partnership or joint venture that is not shown as a Named Insured in the Declarations. 3. This insurance does not apply: If you regularly deliver the good or products which you are in the business of selling, "Bodily Injury" or "Property Damage" arising out of the delivery of those goods or products. 4. This insurance does not apply: If you deliver any goods or products for a charge, "Bodily Injury" or ".Property Damage" arising out of the delivery of those goods .or products. C. The following additional definitions apply: 23. "Auto Business" means the business or occupation of selling, repairing, servicing, storing or parking "autos". 24. "Hired Auto' means any "auto" you lease, hire or borrow. This does not include any "auto" you lease, hire, rent or borrow from any of your "employees" or members of their households, or from any partner or "executive officer" of yours. This DOES NOT include any "Auto" you, lease for a period of more than 30 consecutive days. 25. "Non -Owned Auto"'means any "auto" you do not own, lease, hire, rent or borrow which is used in connection with your business. However, if you are a partnership, a "non -owned auto" does not include any "auto" owned by any partner. All other terms and conditions of this Policy remain unchanged. This endorsement is a part of your Policy and takes effect on the effective date of your Policy unless another effective date is shown. BP 17 (11-08) Page 2 of 2. UNITED STATES LIABILITY INSURANCE GROUP WAYNE, PENNSYLVANIA This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM Exclusion - Asbestos, Lead Contamination, Absolute Pollution, Mold, Fungus, Bacteria, Virus And Organic Pathogen ABSOLUTE POLLUTION EXCLUSION - PROPERTY SECTION I - PROPERTY; B. Exclusions; 2J., is deleted and replaced in its entirety with the following: j. Pollution Coverage under this policy does not apply: (1) to direct physical loss of or damage to Covered Property, (2) to your expense to remove debris of Covered Property, (3) to any actual loss of Business Income you sustain due to the necessary suspension of your "operations" during the "period of restoration", (4) to any extra expense you incur during the "period of restoration", (5) to damages for the devaluation of property or for the taking, use or acquisition or interference with the rights of others in property or air space. (6) to any loss, cost or expense, including but not limited to fines and penalties, arising out of any governmental direction or request, or any private party or citizen action, that an insured test for, monitor, clean up, remove, contain, treat, detoxify or neutralize "pollutants", or (7) to any litigation or administrative procedure in which an insured may be involved as a party; arising directly, indirectly, or in concurrence, or in any sequence out of actual, alleged or threatened existence, discharge, dispersal, release or escape of "pollutants", whether or not such actual, alleged or threatened existence, discharge, dispersal, release or escape is sudden, accidental or gradual in nature. This exclusion applies even if such "pollutant" has a function in, or is used by you in your business, operations, premises, site or location. "Volatile organic compound" means any compound which discharges organic gases as it decomposes or evaporates, examples of which include but are not limited to formaldehyde, pesticides, adhesives, construction materials made with organic chemicals, solvents, paint varnish and cleaning products. "Waste" means any property intended to be disposed, recycled, reused or reclaimed by the owner or user thereof. BP 48 (01-13) Page -1 of 3 ASBESTOS MATERIAL EXCLUSION - PROPERTY SECTION I - PROPERTY; B. Exclusions; 2., is amended by the addition of the following: Coverage under this policy does not insure loss or expense resulting from: (1) demolition or increased cost of reconstruction, repair, debris removal or loss of use necessitated by the enforcement of any law or ordinance regulating asbestos material. (2) any government direction or request declaring that asbestos material present in or part of or utilized on any undamaged portion of the insured's property can no longer be used for the purpose for which it was intended or installed and must be removed or modified. EXCLUSION - LEAD CONTAMINATION - PROPERTY SECTION I - PROPERTY; B. Exclusions; 2., is amended by the addition of the following: Coverage under this policy does not apply to, and we will not defend or pay any loss arising, directly out of or indirectly resulting from, based upon or in any way involving the existence of lead in any form. MOLD, FUNGUS, BACTERIA, VIRUS OR ORGANIC PATHOGEN EXCLUSION - PROPERTY SECTION I - PROPERTY; B. Exclusions; 2., is amended by the addition of the following: Coverage under this policy does not apply: (1) to direct physical loss of or damage to Covered Property, (2) to your expense to remove debris of Covered Property, (3) to any actual loss of Business Income you sustain due to the necessary suspension of your .,operations" during the "period of restoration", (4) to any extra expense you incur during the "period of restoration", (5) to damages for the devaluation of property or for the taking, use or acquisition or interference with the rights of others in property or air space. (6) to any loss, cost or expense, including but not limited to fines and penalties, arising out of any governmental direction or request, or any private party or citizen action, that an insured test for, monitor, clean up, remove, contain, treat, detoxify or neutralize "organic pathogens", or (7) to any litigation or administrative procedure in which an insured may be involved as a party; arising directly, indirectly, or in concurrence, or in any sequence out of actual, alleged or threatened existence, discharge, dispersal, release or escape of "organic pathogens", whether or not such actual, alleged or threatened existence, discharge, dispersal, release or escape is sudden, accidental or gradual in nature. "Organic pathogen" means any organic irritant or contaminant, including but not limited to mold, fungus, bacteria or virus, including but not limited to their byproduct such as mycotoxin, mildew, or biogenic aerosol. BP 48 (0I-13) Page 2 of 3 SECTION I - PROPERTY, H. Property Definitions, paragraph 9., is deleted in its entirety and replaced with the following: 9. "Pollutants" mean[s] any solid, liquid, gaseous, bacterial, fungal, electromagnetic, thermal or other substance that can be toxic or hazardous, cause irritation to animals or persons and/or cause contamination to property and the environment including smoke, vapor, soot, fumes, acids, alkalis, chemicals, toxic materials, "volatile organic compound" and gases therefrom, radon, combustion byproducts and waste. Specific examples identified as pollutants include, but are not limited to, diesel, kerosene, and other fuel oils ... carbon monoxide, and other exhaust gases ... mineral spirits, and other solvents .... tetrachloroethylene, perchloroethylene (PERC), trichloroethylene (TCE), methylene chloroform, and other dry cleaning chemicals ... chlorofluorocarbons, chlorinated hydrocarbons, adhesives, pesticides, insecticides .. and all substances specifically listed, identified, or described by one or more of the following references: Comprehensive Environmental Response, Compensation, and Liability Act (CERCLA) Priority List Hazardous Substances (1997 and all subsequent editions), Agency for Toxic Substances And Disease Registry ToxFAQsl, and/or U.S. Environmental Protection Agency EMCI Chemical References Complete Index. All other terms and conditions of this Policy remain unchanged. This endorsement is a part of your Policy and takes effect on the effective date of your Policy unless another effective date is shown. BP 48 (01-13) Page 3 of 3 UNITED STATES LIABILITY INSURANCE GROUP WAYNE, PENNSYLVANIA This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM Absolute Exclusion For Pollution, Organic Pathogen, Silica, Asbestos And Lead SECTION II - LIABILITY; B. Exclusions; 1 Applicable to Business Liability; f. Pollution is deleted in its entirety and replaced with the following: f. Pollution, Organic Pathogen, Silica, Asbestos and Lead 1 "Bodily injury", "property damage", or "personal and advertising injury"; or (2) Diminishing or lessoning in value of property or for damages from the taking, use or acquisition or interference with the rights of others in property or air space; or (3) Loss, cost or expense, including but not limited to payment for investigation or defense, fines and penalties, arising out of any governmental or any private party action, that an insured or any other party test for, monitor, clean up, remove, contain, mitigate, treat, detoxify or neutralize or in any way respond to or assess the actual or alleged effects of "pollutants", "organic pathogens", "silica", asbestos, or lead arising directly, indirectly, or in concurrence or in any sequence out of actual, alleged or threatened presence of or exposure to, ingestion, inhalation, absorption, contact with discharge, dispersal, seepage, release or escape of "pollutants", "organic pathogens", "silica", asbestos, or lead, whether or not any of the foregoing are (1) sudden, accidental or gradual in nature; (2) intentional; or (3) expected or intended from the standpoint of the insured. This exclusion applies even if the "pollutant", "organic pathogen", "silica", asbestos or lead has a function in, or is used by you in your business, operations, premises, site or location. This exclusion does not apply to "bodily injury" or "property damage" arising from the consumption of food products intended for human consumption. "Pollutants" mean[s] any solid, liquid, gaseous, bacterial, fungal, electromagnetic, thermal or other substance that can be toxic or hazardous, cause irritation to animals or persons and/or cause contamination to property and the environment including smoke, vapor, soot, fumes, acids, alkalis, chemicals, toxic materials, "volatile organic compound" and gases therefrom, radon, combustion byproducts and waste. Specific examples identified as pollutants include, but are not limited to, diesel, kerosene, and other fuel oils ... carbon monoxide, and other exhaust gases ... mineral spirits, and other BP 49 (01-13) Page 1 of 2 solvents ... tetrachloroethylene, perchloroethylene (PERC), trichloroethylene (TCE), methylene chloroform, and other dry cleaning chemicals ... chlorofluorocarbons, chlorinated hydrocarbons, adhesives, pesticides, insecticides ... and all substances specifically listed, identified, or described by one or more of the following references: Comprehensive Environmental Response, Compensation, and Liability Act (CERCLA) Priority List Hazardous Substances (1997 and all subsequent editions), Agency for Toxic Substances And Disease Registry ToxFAQS1, and/or U.S. Environmental Protection Agency EMCI Chemical References Complete Index. "Silica" means silica in any form and any of its derivatives, including but not limited to silica dust, silicon dioxide, crystalline silica, quartz, or non -crystalline (amorphous) silica. "Volatile organic compound" means any compound which discharges organic gases as it decomposes or evaporates, examples of which include but are not limited to formaldehyde, pesticides, adhesives, construction materials made with organic chemicals, solvents, paint, varnish and cleaning products. "Waste" means any property intended to be disposed, recycled, reused or reclaimed by the owner or user thereof. "Organic pathogen" means any organic irritant or contaminant, including but not limited to mold, fungus, bacteria or virus, including but not limited to their byproduct such as mycotoxin, mildew, or biogenic aerosol. All other terms and conditions of this policy remain unchanged. This endorsement is a part of your policy and takes effect on the effective date of your policy unless another effective date is shown. BP 49 (01-13) Page 2 of '2 UNITED STATES LIABILITY INSURANCE GROUP WAYNE, PENNSYLVANIA This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM BUSINESSOWNERS VALUE PLUS ENDORSEMENT SCHEDULE Coverage Limits of Insurance Fire Department Service Charge $2,500 Personal Property Off Premises $15,000 Personal Effects Up to Your Business Personal Property limit Valuable Papers and Records $25,000 On premises $10,000 Off premises Accounts Receivable $25,000 On premises $10,000 Off premises Outdoor Property Including Playground Equipment $10,000 Arson Reward $5;000 Water Back -Up and Sump Overflow $5,000 Signs $10,000 Money and Security $5,000 Employee Dishonesty $5,000 Cost of Bail Bonds $500 Defense or Investigation Assistance Loss Of Earnings $1,000 BP 57 (06/09) Pagel of 4 1. SECTION I — PROPERTY; A. Coverage; 5. Additional Coverages; c. Fire Department Service Charge is amended to reflect that the most we will pay is increased from $1,000 to $2,500. 2. SECTION I — PROPERTY; A. Coverage; 6. Coverage Extensions is amended as follows: A. Paragraph b. Personal Property Off Premises is amended to reflect that the most we will pay is increased from $5,000 to $15,000. B. Paragraph d. Personal Effects is amended to reflect that the most we will pay is increased from $2,500 to your Business Personal Property Limit as shown on the Declarations Page. C. Paragraph e. Valuable Papers And Records, (3), is amended to reflect that the most we will pay is increased from $10,000 to $25,000 at the described premises and from $5,000 to $10,000 not at the described premises. D. Paragraph f. Accounts Receivable, (2), is amended to reflect that the most we will pay is increased from $10,000 to $25,000 at the described premises and from $5,000 to $10,000 not at the described premises. 3. SECTION I — PROPERTY; A. Coverage; 6. Coverage Extensions; c. Outdoor Property, is deleted in its entirety and replaced with the following: c. Outdoor Property You may extend the insurance provided by this Coverage Extension to apply to your outside fences, radio and television antennas (including satellite dishes), outside playground equipment, trees, shrubs and plants, including debris removal expense, caused by or resulting from any of the following causes of loss: (1) Fire; (2) Lightning; (3) Explosion; (4) Riot or Civil Commotion; or (5) Aircraft. The most we will pay for loss or damage under this Extension is $10,000, but not more than $500 for any one tree, shrub or plant. 4. The following are added to SECTION I — PROPERTY; 6. Coverage Extensions: g. Arson Reward In the event that a covered fire loss was the result of an act of arson, we will reimburse you up to $5,000 for rewards you pay for information, which leads to an arson conviction for loss or damage covered by this policy. No deductible applies to this Coverage Extension. h. Water Back-up and Sump Overflow (1) We will pay for direct physical loss or damage to Covered Property caused by or resulting from: BP 57 (06/09) Page 2 of 4 (1) Water which backs up through or overflows from a sewer or drain; or (2) Water which overflows from a sump, even if the overflow results from mechanical breakdown of a sump pump or its related equipment. We will not pay the cost of repairing or replacing a sump pump or its related equipment. (2) The coverage described in Paragraph (1) of Water Back-up and Sump Overflow above, does not apply to loss or damage resulting, from an insured's failure to: (1) Keep a sump pump or its related equipment in proper working condition; or (2) Perform the, routine maintenance or repair necessary to keep a sewer or drain free from obstructions. (3) The most we will pay for the coverage provided under this endorsement is $5,000. 5. SECTION I — PROPERTY; B. Exclusions; 1. g. Water, is deleted in its entirety and replaced with the following: g. Water (1) Flood, surface water, waves (including tidal wave and tsunami), tides, tidal water, overflow of any body of water, or spray from any of these, all whether or not driven by wind (including storm surge); (2) Mudslide or mudflow; (3) Water under the ground surface pressing on, or flowing or seeping through: a. Foundations, walls, floors or paved surfaces; b. Basements, whether paved or not; or c. Doors, windows or other openings; or (4) Waterborne material carried or otherwise moved by any of the water referred to in Paragraph (1)or (3), or material carried or otherwise moved by mudslide or mudflow. This exclusion applies regardless of whether any of the above, in Paragraphs (1) through (4), is caused by an act of nature or is otherwise caused. An example of a situation to which this exclusion applies is the situation where a dam, levee, seawall or other boundary or containment system fails in whole or in part, for any reason, to contain the water. But if any of the above, in Paragraphs (1) through (4), results in fire, explosion or sprinkler leakage, we will pay for the loss or damage caused by that fire, explosion or sprinkler leakage. 6. SECTION I — PROPERTY; G Optional Coverages: Only the first paragraph is deleted in its entirety and replaced with the following: G. Optional Coverages The standard limit shown in this Businessowners Value Plus Endorsement is a replacement for showing the limit on the Declarations. If a limit, other than the standard limits shown below is provided, the applicable limit will be displayed in the Declarations. These BP 57 (06/09) Page 3 of 4 coverages are subject to the terms and conditions applicable to property coverage in this policy, except as provided below. 1. Outdoor Sign The most we will pay for loss or damage in any one occurrence is $10,000 unless a different limit is shown in the declarations. 2. Money and Securities; item c. is deleted and replaced with the following: The most we will for loss in any one occurrence is: a. $5,000, unless a different limit is shown in the Declarations, for Inside the Premises for "money" and "securities" while: (1) In or on the described premises; or (2) Within a bank or saving institution; and b. $5,000, unless a different limit is shown in the declarations, for Outside the Premises for "money" and "securities" while anywhere else. 3. Employee Dishonesty; item c. is deleted and replaced with the following: The most we will pay for loss or damage in any one occurrence is $5,000, unless a different limit is shown in the declarations. 7. SECTION II — LIABILITY; A. Coverages; 1. Business Liability; f. Coverage Extension — Supplementary Payments; (1).(b): The limit we will pay up to is increased from $250 to $500. 8. SECTION II — LIABILITY; A. Coverages; 1. Business Liability; f. Coverage Extension — Supplementary Payments; (1).(d): The limit we will pay up to is increased from $250 to $1000. All other terms and conditions of this Policy remain unchanged. This endorsement is a part of your Policy and takes effect on the effective date of your Policy unless another effective date is shown. BP 57 (06/09) Page 4 of 4 UNITED STATES LIABILITY INSURANCE GROUP WAYNE, PENNSYLVANIA This Endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM EXTENSION OF COVERAGE - "BODILY INJURY' ARISING OUT OF PROFESSIONAL SERVICES SECTION II - LIABILITY; B. Exclusions; 1. Applicable to Business Liability Coverage; j. Professional Services; shall not apply to "bodily injury" due to the rendering or failure to render professional services as a(n): Technology Consultant All other terms and conditions of this Policy remain unchanged. This endorsement is a part of your Policy and takes effect on the effective date of your Policy unless another effective date is shown. BP - 7 (5/04) Page 1 of 1 UNITED STATES LIABILITY INSURANCE GROUP WAYNE, PENNSYLVANIA This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM Additional Exclusions The following exclusions are added to SECTION II - LIABILITY B. Exclusions 1. Applicable To Business Liability Coverage This insurance does not apply to: Electronic Data Damages arising out of the loss of, loss of use of, damage to, corruption of, inability to access, or inability to manipulate electronic data. As used in this exclusion, electronic data means information, facts or computer programs stored as or on, created or used on, or transmitted to or from computer software (including systems and applications software), on hard or floppy disks, CD-ROMs, tapes, drives, cells, data processing devices or any other repositories of computer software which are used with electronically controlled equipment. The term computer programs, referred to in the foregoing description of electronic data, means a set of related electronic instructions which direct the operations and functions of a computer or device connected to it, which enable the computer or device to receive, process, store, retrieve or send data. Criminal Acts "Personal and advertising injury" arising out of a criminal act committed by or at the direction of any insured. Recording And Distribution Of Material Information In Violation Of Law "Bodily injury", "property damage", or "personal and advertising injury' arising directly or indirectly out of any action or omission that violates or is alleged to violate: (1) The Telephone Consumer Protection Act (TCPA), including any amendment of or addition to such law; (2) The CAN -SPAM Act of 2003, including any amendment of or addition to such law; (3) The Fair Credit Reporting Act (FCRA), and any amendment of or addition to such law, including the Fair and Accurate Credit Transaction Act (FACTA) ; or (4) Any federal, state or local statute, ordinance or regulation, other than the TCPA, CAN -SPAM Act of 2003 or FCRA and their amendments and additions, that addresses, prohibits, or limits the printing, dissemination, disposal, collecting, recording, sending, transmitting, communicating or distribution of material or information. Exclusions c., d., e., f., g., h., i., k., l., m., n. and o., in SECTION II - LIABILITY do not apply to damage by fire to premises while rented to you, or temporarily occupied by BP 78 (08-09) Page 1 of 2 you with permission of the owner. A separate Damage To Premises Rented To You Limit of Insurance applies to -this coverage as described in Paragraph D. Liability And Medical Expenses Limits of Insurance in SECTION II — LIABILITY. All other terms and conditions of this Policy remain unchanged. This endorsement is a part of your Policy and takes effect on the effective date of your Policy unless another effective date is shown. BP 78 (08-09) Page 2 of'2 UNITED STATES LIABILITY INSURANCE GROUP WAYNE, PENNSYLVANIA This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM TECHNOLOGY PROFESSIONAL LIABILITY COVERAGE FORM LIMITS OF INSURANCE UNDER MULTIPLE COVERAGE PARTS It is agreed BUSINESSOWNERS COVERAGE FORM, SECTION III — COMMON POLICY CONDITIONS, paragraph H. Other Insurance, is amended by the addition of the following: 4. Limit Of Insurance Under Multiple Coverage Parts If we determine that more than one coverage part applies to the same "occurrence" or Wrongful Act, the maximum limits of insurance available under all coverage parts combined shall be the highest applicable limit of insurance under any one coverage part. The applicable deductible shall correspond to the coverage part with the highest limit of insurance. This condition does not apply to any coverage form or policy issued by us, or an affiliated company specifically to apply as excess or umbrella insurance over this policy. It is agreed TECHNOLOGY PROFESSIONAL LIABILITY COVERAGE FORM; XV. OTHER INSURANCE is amended by the addition of the following: If we determine that more than one coverage part applies to the same Loss or Wrongful Act, the maximum limits of insurance available under all coverage parts combined shall be the highest applicable limit of insurance under any one coverage part. The applicable deductible shall correspond to the coverage part with the highest limit of insurance. This condition does not apply to any coverage form or policy issued by us, or an affiliated Company specifically to apply as excess or umbrella insurance over this policy. All other terms and conditions of this policy remain unchanged. This endorsement is a part of your policy and takes effect on the effective date of your policy unless another effective date is shown. BP 8 (02-09) Page 1 of 1 UNITED STATES LIABILITY INSURANCE GROUP WAYNE, PENNSYLVANIA This Endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM EXPANDED DEFINITION OF BODILY INJURY The Definition of "bodily injury" is removed in its entirety and replaced with the following: "Bodily injury" means: a. bodily injury, b. sickness, C. disease; or d. mental anguish or emotional distress arising out of a., b., or c., above, sustained by a person, including death resulting from any of these at any time. All other terms and conditions of this policy, remain unchanged. This endorsement is a part of your policy and takes effect on the effective date of your policy unless another effective date is shown. BP 88 (04/06) Page 1 of 1 UNITED STATES LIABILITY INSURANCE GROUP WAYNE, PENNSYLVANIA This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM Throughout this policy, with the exception of SECTION II — LIABILITY; C. Who Is An Insured; when the word "insured(s)" is used it shall mean "any insured(s)". All other terms and conditions of this policy remain unchanged. This endorsement is a part of your policy and takes effect on the effective date of your policy unless another effective date is shown. BP 90 (7/06) 1 of 1 UNITED STATES LIABILITY INSURANCE GROUP A STOCK COMPANY A BERKSHIRE HATHAWAY COMPANY 1190 Devon Park Drive Wayne, PA 19087-2191 888-523-5545— USLLCOM INSURANCE POLICY This policy jacket together with the policy declarations, coverage forms and endorsements, if any, complete this policy. The enclosed declarations designates the issuing company. Jacket (07-19) Page 1 of 2 Read your policy carefully! In Witness Whereof, the company has caused this Policy to be executed and attested. Where required by law, this Policy shall not be valid unless countersigned by a duly authorized representative of the company. Secretary o�a'K *1 JzAr Jacket (07-19) President y4_1474C1101i Page 2 of 2 TECHNOLOGY PROFESSIONAL LIABILITY COVERAGE FORM The Technology Professional Liability and Businessowners Coverage Forms together with the Policy Declarations, and endorsements, if any, complete this Policy. The enclosed Policy Declarations designates the issuing company. Unless the context requires a different meaning, the terms "Policy" or "policy" mean the applicable Coverage Form. The words "we," "us," "our" and Company all refer to the insurer identified in the Policy Declarations. Various provisions in each Coverage Form restrict coverage. Read the entire Coverage Form carefully to determine rights, duties and what is and is not covered. Coverage shall be determined in accordance with terms, conditions, provisions and endorsements of the Coverage Form(s) applicable to the Claim, Loss, injury or damage. Except as otherwise provided herein, the terms, conditions and provisions of a Coverage Form, and any endorsements thereto, shall apply only to that Coverage Form and no other. In consideration of the payment of the premium and reliance upon all statements made and information furnished to the Company, including the statements made in the Application (and all attachments and materials submitted therewith) and subject to all the provisions of this Coverage Form, the Company agrees as follows: I. INSURING AGREEMENT A. The Company will pay on behalf of the Insured any Loss excess of the Deductible not exceeding the Limit of Liability shown on the Policy Declarations to which this coverage applies that the Insured shall become legally obligated to pay because of a Claim(s) first made against the Insured during the Policy Period, or if applicable, during any Extended Reporting Period, for Wrongful Acts of an Insured. B. The Company has the right and duty to defend any Claim to which this insurance applies, even if the allegations of the Claim are groundless, false or fraudulent. H. FULL PRIOR ACTS COVERAGE PROVISION Coverage shall apply to any Claim made against the Insured for Wrongful Acts arising solely out of the MTK (02-09) Insured's duties on behalf of the Named Insured committed prior to the expiration date of this Policy or the effective date of cancellation or nonrenewal of this Policy, provided that the Claim is first made during the Policy Period, or Extended Reporting Period, if applicable. However, coverage shall not apply to any Claim based upon or arising out of any Wrongful Act or circumstance likely to give rise to a Claim of which the person or persons signing the Application had knowledge or otherwise had a reasonable basis to anticipate might result in a Claim, prior to the earlier of: A. the inception of this Policy; or B. the inception of the first Policy providing substantially the same coverage as this Coverage Form which the Company has issued to the Named Insured provided that the Company has written continuous coverage for the Named Insured from such date to the inception date of this Coverage Form. III. DEFINITIONS The following defined words have a special meaning and are highlighted throughout this Coverage Form by bold print. A. Application means: 1. an Application(s), and any material submitted for this Policy, and 2. an Application(s), including any material submitted for all previous Policies issued by the Company providing continuous professional liability coverage until the inception date of this Policy. The content of (1) and (2) above is incorporated by reference in this Policy as if physically attached hereto. B. Claim(s) means a demand for money as compensation for a Wrongful Act including any judicial or administrative proceeding initiated against any Insured seeking to hold such Insured responsible for a Wrongful Act, including any appeal therefrom. A Claim shall be considered first made when an Insured or its legal representative or agent first receive notice of a Claim. Page 1 of 8 C. Claim Expense means reasonable and Services rendered on behalf of the Named necessary legal fees and expenses incurred by Insured prior to the date of separation or the Company or by any attorney designated by retirement from the Named Insured. the Company to defend any Insured resulting 7. the Named Insured's volunteer workers only from the investigation, adjustment, defense and while performing duties related to the appeal of a Claim. Claim Expense includes conduct of the Named Insured's business, other fee, costs, cost of attachment or similar and the Named Insured's employees, other bonds (without any obligation on the part of the than either the Named Insured's executive Company to apply for or furnish such bonds), but officers (if an organization other than a does not include salaries, wages, overhead or partnership, joint venture or limited liability benefits expenses of any Insured. company) or the Named Insured's manager (if a limited liability company), but only for D. Company means the insurer identified �in the acts within the scope of their employment by Policy Declarations. the Named Insured or while performing duties related to the conduct of the Named E. Computer Technology Services means Insured's business. information technology services performed by any Insured for others for a fee, including but not G. Internet means the worldwide public network of limited to computer consulting, systems analysis, computers as it currently exists or may be installation, programming, data processing, manifested in the future, including the internet, system integration, software development sand intranet, extranet or virtual private network. design, disaster recovery, record retrieval, management and repair or maintenance of H. Internet Services means services performed on computer products, networks or systems and the Internet by an Insured for others for a fee education and training services related to the including constructing or maintaining a website, above. consulting on the function and use of Internet technology, and the integration of electronic F. Insured means: information and business processes within a 1. an individual designated in the Policy website. Declarations and the individual's spouse, but only with respect to the conduct of a I. Loss means damages and settlements but does business of which the individual is the sole not include punitive or exemplary damages, fines, owner. penalties, taxes, the multiplied portion of any 2. a partnership or joint venture designated in multiple damage award, and other monetary the Policy Declarations and the partnership's sanctions that are uninsurable by operation of or joint venture's members, partners and law nor the return or dispute over, in whole or in their spouses, but only with respect to the part, of any fees charged or collected by the conduct of the partnership's or joint venture's Insured. business. 3. a limited liability company designated in the J. Malicious Code means an unauthorized, Policy Declarations and the limited liability corrupting or harmful piece of code, including, but company's members, but only with respect to not limited to computer viruses, worms and the conduct of the limited liability's Trojan horses. business and the limited liability company's managers, but only with respect to their K. Named Insured means the individual, duties as the limited liability company's partnership, corporation, Limited Liability managers. Company or other entity named in Item I. of the 4. an organization other than a partnership, Policy Declarations. joint venture or limited liability company and the organization's executive officers and L. Personal Injury means a Claim alleging directors but only with respect to their duties wrongful entry, wrongful eviction, wrongful as the organization's officers or directors. detention, false arrest, false imprisonment, libel, The organization's stockholders, but only slander or defamation, advertising injury or with respect to their liability as stockholders. violation of any right of privacy. 5. the heirs, legal representatives or assigns in the event of the aforementioned individual's, M. Policy Period means the period from the partner's or member's death, incapacity or effective date of this Policy set forth in the Policy bankruptcy. Declarations to'the expiration date, or the 6. any former or retired partner(s), member(s) effective date of cancellation or non -renewal or individual(s) employed by the Named date, if any. Insured, but only for those Professional MTK (02-09) Page 2 of 8 N. Professional Services means services rendered by an Insured for others for a fee solely in the conduct.of Computer Technology Services and/or Internet Services. O. Wrongful Act means any actual or alleged error, omission, neglect or breach of duty, Personal Injury, unintentional introduction of a Malicious Code or unintentional failure to prevent unauthorized access to or use of any electronic system or program of a third party; 1. by the Named Insured or 2. by the Named Insured's partner(s), member(s) or individual(s) employed by the Named Insured arising solely from their duties conducted on behalf of the Named Insured. 3. asserted against any Named Insured partner, member or individual hired by the Named Insured because of an actual or alleged error; omission, neglect orebreach of duty, Personal Injury, unintentional introduction of a malicious code or unintentional failure to prevent unauthorized access to or use of any electronic system or program of a third party by the Named Insured. IV. EXCLUSIONS The Company shall not be liable to make payment ' for Loss or Claim Expense (except where otherwise provided) in connection with any Claim made against any Insured arising out of, directly or indirectly resulting from or in consequence of, or in any way involving:. A. conduct of an Insured or at an Insured's direction that is criminal, fraudulent, dishonest, or with the intent to cause a Loss provided that this exclusion will not apply to Claims Expense incurred until such conduct is established to be criminal, fraudulent or dishonest by final judgment or adjudication at trial, at which time the Company shall not be liable for payment of any further Claims Expense; or B. any Insured gaining any profit, remuneration or advantage to which any Insured was not legally entitled provided however this exclusion ,shall not apply to Claims Expense incurred until a final judgment or adjudication at trial is rendered against any Insured as to this conduct at which time the Company shall not be liable for payment of any further Claims Expense; or C. any Claim by or on behalf of any person or entity within the definition of Insured against any other person or entity included within the definition of Insured; or D. any actual or alleged bodily injury, sickness, humiliation, mental anguish, emotional distress, assault, battery, disease, death or loss of consortium of any person or damage to or destruction of any tangible property, including any resulting loss of use; or E. any non -monetary, relief, or F. failure to effect or maintain any insurance or bond; or G. any pension, profit sharing, welfare benefit or other employee benefit program established in whole or in part for the benefit of any Named Insured partner or individual hired by the Named Insured, or based upon, arising out of or in any way involving the Employee Retirement Income Security Act of 1974 (or any amendments thereof or regulations promulgated there under) or similar provisions of any federal, state or local statutory law or common law; or H. violation, of any securities, anti-trust, restraint of trade, unfair trade practices, consumer protection, or other similar law; or I. actual or alleged liability of any Insured under any express contract or agreement unless the Insured would have been legally liable in the absence of such contract or agreement; or J. any prior or pending litigation, administrative or regulatory proceeding, Claim, demand, arbitration, decree, or judgment of which any Insured had written notice before the effective date of this Policy; or any fact, circumstance, event, situation or Wrongful Act which before the effective date of this Policy was the subject of any notice under any other similar Policy of insurance to any Insured; or any future Claims or litigation based upon the pending or prior litigation or derived from the same or essentially the same facts, actual or alleged; provided that, if this Policy is a renewal of a Policy or Policies previously issued by the Company and if the professional liability coverage provided by the Company was continuous from the effective date of the first such other Policy to the effective date of this Policy, the effective date of this Policy will mean the effective date of the first Policy under which the Company first provided continuous professional liability coverage to an Insured; or K. any actual or alleged: refusal to employ; termination of employment; employment related coercion, demotion, evaluation, reassignment, discipline, workplace conditions, false imprisonment, defamation, harassment, MTK (02-09) Page 3 of 8 humiliation, or discrimination of employment; other employment-related practices, policies, acts or omissions; or sexual harassment by any Insured against any person(s) or entity; or negligence involving any of the foregoing; it being understood that this exclusion K. applies whether any Insured may be held liable as an employer or in any other capacity and to any obligation to contribute with or indemnify another with respect to such Claim; or L. the actual, alleged or threatened discharge, dispersal, release or escape of smoke, vapors, soot, fumes, acids, alkalis, toxic chemicals, lead, liquids or gases, noise, waste materials, or other irritants, contaminants or pollutants into or upon land, the atmosphere or any water course or body of water, whether or not such actual, alleged or threatened discharge, dispersal, release or escape is sudden, accidental or gradual in nature, or any cost or expense arising out of any request, demand or order that any Insured or others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize any pollutants; or M. performance of or failure to perform Professional Services for: 1. any Insured, or 2. any entity owned or controlled by any person or entity included within the definition of Insured, or 3. any person or entity which owns or controls any entity included within the definition of Insured, or 4. any entity which is under common ownership or control with any entity included within the definition of Insured, or 5. any entity of which any person included within the definition of Insured is a director, officer, partner, member, or more than a three percent (3%) shareholder; or N. infringement of any patent, copyright, trademark, trade name or trade dress, or wrongful appropriation, use or disclosure of trade secrets or confidential or proprietary information; or O. product provided by any Insured which prior to its installation, testing and final acceptance, fails to perform the function or serve the purpose intended; or P. cost guarantee or estimates of probable costs or cost estimates being exceeded; or Q. fee dispute or suit for fees initiated by any Insured against any past or current client of .the Insured; or MTK (02-09) R. rendering or failure to render investment or insurance counseling or advice; purchase or selling or failure to purchase or sell an investment or insurance of any kind; or any Insured's advice, promises or guarantees as to the future value of any investments or interest rate or rate of return; or S. malfunction or defect of any hardware, equipment or component, sale of hardware or non - customized commercially available computer software products. No Wrongful Act of any partner or individual hired by the Named Insured or any fact pertaining to any Insured shall be imputed to any other partner or individual hired by the Named Insured for purposes of determining the applicability of Exclusions A. and B. V. DEFENSE AND SETTLEMENT A. If a Claim is made against an Insured for Loss that is both covered and uncovered by this Coverage Form, the Company will pay one hundred percent (100%) of Claims Expense for the Claim until such time that the Limits of Liability of this Coverage Form are exhausted by payment of a covered Loss or the Claim for the covered Loss is resolved by settlement, verdict or summary judgment. B. The Company as it deems expedient, has the right to investigate, adjust, defend, appeal and with the consent of the Named Insured, negotiate the settlement of any Claim, whether within or above the Deductible. If the Named Insured refuses to consent to settlement recommended by the Company, the Company's obligation to the Insured for Claims Expense and Loss attributable to such Claim(s) shall be limited to: 1. the amount of the covered Loss in excess of the Deductible which the Company would have paid in settlement at the time an Insured first refused to settle; 2. plus covered Claims Expense incurred up to the date an Insured first refused to settle; 3. plus fifty percent (50%) of covered Loss and Claims Expense in excess of the first settlement amount recommended by the Company to which an Insured did not consent. It is understood that payment of 1., 2. and 3. above is the limit of the Company's liability under this Coverage Form on any Claim in which any Insured fails or refuses to consent to the Company's settlement recommendation, subject at all times to the Limits of Liability and deductible provisions of the applicable coverage section. The remaining fifty percent (50%) of Loss and Page 4 of 8 Claims Expense in excess of the amount referenced in 1. and 2. above shall be the obligation of the Insured. C. The Insured(s) agree to cooperate with the Company on all Claims, and provide such assistance and information as the Company may reasonably request. Upon the Company's request, the Insureds shall submit to examination and interrogation by a representative of the Company, under oath if required, and shall attend hearings, depositions, trials and shall assist in the conduct of suits, including but not limited to effecting settlement, securing and giving evidence, obtaining the attendance of witnesses, giving written statements to the Company's representatives and meeting with such representatives for the purpose of investigation and/or defense, all of the above without charge to the Company. The Insured(s) further agree(s) not to take any action which may increase the Insured's or the Company's exposure for Claims Expense or Loss. D. The Insured(s) shall execute all papers required and shall do everything that may be necessary to secure and preserve any rights of indemnity, contribution or apportionment which the Insured - or the Company may have, including the execution of such documents as are necessary to enable the Company to bring suit in an Insured's name, and shall provide all other assistance and cooperation which the Company may reasonably require. E. The Insureds shall not demand or agree to arbitration of any Claim without the written consent of the Company. The Insureds shall not, except at personal cost, make any offer or payment, admit any liability, settle any Claims, assume any obligation, or incur any expense without the Company's written consent. VI. LIMITS OF LIABILITY AND DEDUCTIBLE Regardless of the number of Insureds under this Coverage Form, Claims made or brought on account of Wrongful Acts or otherwise, the Company's liability is limited as follows: A. The Limit of Liability specified in the Policy Declarations as "in the aggregate" shall be the maximum liability for Loss from all Claims. B. The Limit of Liability specified in the Policy Declarations as the Limit for Each Claim shall be the maximum liability for Loss for each Claim. MTK (02-09) C. Claim Expense shall be included in. the Limit of Liability as shown in the Policy Declarations. D. Subject to the Limits of Liability provisions stated in A., B., and C., above, the Company shall be liable to pay only Claim Expense and Loss in excess of the deductible specified in the Policy Declarations hereof as respects each and every Claim to which this Coverage Form applies. E. The Company shall have no obligation to pay any part or all of the deductible specified in the Policy Declarations for any Claim on behalf of any Insured. If the Company, at its sole discretion, elects to pay any part or all of the deductible, the Insured(s) agree(s) to repay such amounts to the Company upon demand. F. The Limit of Liability for the Extended Reporting Period, if applicable, shall be part of and not in addition to the Limit of Liability specified in the Policy Declarations. G. Claims based upon or arising out of the same Wrongful Act, interrelated Wrongful Acts, or a series of similar or related Wrongful Acts shall be considered a single Claim and shall be considered first made during the Policy Period or Extended Reporting Period, if applicable, in which the earliest Claim arising out of such Wrongful Act(s) was first made and all Loss from such Claims shall be subject to the one Limit of Liability that applies to such earliest Claim. H. The Limit of Liability for this Coverage Form shall apply separately to each consecutive annual period starting with the beginning of the Policy Period shown in the Policy Declarations. If this Coverage Form is issued for a period of more than twelve (12) months'but less than twenty four (24) months or if the Policy Period is extended after issuance, the ,Extended Reporting Period will be deemed part of the last Policy Period for the purposes of determining the Limit of Liability. VII. EXTENDED REPORTING PERIOD A. If this Coverage Form expires, is cancelled or non -renewed for reasons other.than non- payment of premium, the Named Insured shall have the right to purchase an Extended Reporting Period to report any Claim(s) or circumstance which could be expected to give rise to a Claim being first made against the Insured during the twelve (12 )months, or twenty four (24) months or thirty six (36) months after the effective date of such expiration, cancellation or non -renewal (depending upon the Extended Reporting Period purchased). An Extended Reporting Period shall only apply to a Wrongful Page 5 of 8 Act committed before the date of such expiration, cancellation or non -renewal. For the purpose of this clause, any change in premium terms or terms on renewal shall not constitute a refusal to renew. B. The additional premium for the Extended Reporting Period shall be 65% of the annual premium set forth in the Policy Declarations for the twelve (12) month period; 1.25% of the annual premium set forth in the Policy Declarations for the twenty-four (24) month period; and 195% of the annual premium set forth in the Policy Declarations for the thirty-six (36) month period. The Extended Reporting Period begins on the expiration date or the effective date of cancellation or non renewal of the Policy. The Named Insured must notify the Company in writing and must pay the additional premium due no later than 60 days after the effective date of such expiration,, cancellation or non -renewal. C. All premium paid with respect to the Extended Reporting Period shall be deemed fully earned as of the first day of the Extended Reporting Period. D. The Limits of Liability available during the Extended Reporting Period shall not exceed the balance of the Limits of Liability available on the expiration date or effective date of the cancellation or non renewal of the Policy. 2. if an Extended Reporting Period is purchased, no later than the last day of the Extended Reporting Period. B. If notice of a Claim or circumstance which could be expected to give rise to a Claim being made against an Insured has been given to the Company pursuant to Item VIII. clause A. above, then any Claim which is subsequently made against the Insured and reported to the Company alleging, arising out of, based upon or attributable to the facts alleged in the Claim or circumstance which could be expected to give rise to a Claim being made against an Insured of which such notice was given, or alleging any Wrongful Act which is the same as or related to any Wrongful Act alleged in the Claim or circumstance which could be expected to give rise to a Claim being made against an Insured of which notice was given, shall be considered made at the time such notice was given. IX. CANCELLATION OR NONRENEWAL 0 E. Coverage for Claim(s) or circumstances which ultimately lead to a Claim(s) first received and reported during the Extended Reporting Period B. shall be excess over any other valid and collectible insurance providing coverage for such Claim(s). VIII. NOTICE/CLAIM AND CIRCUMSTANCE REPORTING PROVISIONS Notice of a Claim or circumstance which could be expected to give rise to a Claim being made against any Insured shall be given in writing to the Company. If mailed, the date of mailing of such notice shall constitute the date that such notice was given and proof of mailing shall be sufficient proof of notice. A. As a condition precedent to coverage under this Coverage Form, the Insured shall give to the Company written notice of a Claim or circumstance which could be expected to give rise to a Claim being made against the Insured as soon as practicable but: 1., if the Policy expires, is cancelled or is non - renewed and if no Extended Reporting Period is purchased, no later than sixty (60) days after the expiration date or effective date of such cancellation or non -renewal; or MTK (02-09) This Policy may be canceled by the Named Insured by either surrender of the Policy thereof to the Company at its address stated on the Policy Declarations or by mailing to the Company written notice requesting cancellation and in either case stating when thereafter such cancellation shall be effective. If canceled by the Named Insured, the Company shall retain the customary short rate proportion of the premium. The Company may cancel this policy by mailing or delivering to the Named Insured written notice of cancellation at least: 1. five (5) days before the effective date of cancellation if any one of the following conditions exists at any building that is Covered Property in this policy: (a) the building has been vacant or unoccupied 60 or more consecutive days. This does not apply to: (1) seasonal unoccupancy; or (2) buildings in the course of construction, renovation or addition. Buildings with 65% or more of the rental units or floor area vacant or unoccupied are considered unoccupied under this provision. (b) after damage by a covered cause of loss, permanent repairs to the building: (1) have not started, and (2) have not been contracted for, within 30 days of initial payment of loss. (c) the building has: (1) an outstanding order to vacate; (2) an outstanding demolition order; or (3) Been declared unsafe by governmental authority. Page 6 of 8 (d) fixed and salvageable items have been or are being removed from the building and are not being replaced. This does not apply to such removal that is necessary or incidental to any renovation or remodeling. (e) failure to: (1) furnish necessary heat, water, sewer service or electricity for 30 consecutive days or more, except during a period of seasonal unoccupancy;or (2) pay property taxes that are owing and have been outstanding for more than one year following the date due, except that this provision will not apply where you are in a bona fide dispute with the taxing authority regarding payment of such taxes. 2. ten (10) days before the effective date of cancellation if we cancel for nonpayment of premium. C. In the event the Company refuses to renew this Policy, the Company shall mail to the Named Insured, not less than sixty (60) days prior to the end of the Policy Period, written notice of nonrenewal. Such notice shall be binding on all Insureds. D. The Company shall mail notice of Cancellation or Nonrenewal by certificate of mailing stating the effective date of Cancellation or Nonrenewal and the specific reason(s) for Cancellation or Nonrenewal, which shall become the end of the Policy Period. Mailing of such notice shall be sufficient notice of Cancellation or Nonrenewal. E. If the Policy is canceled by the Company, earned premium shall be computed pro rata. Premium adjustment may be made at the time cancellation is effected, or as soon as practicable thereafter. X. REPRESENTATIONS AND SEVERABILITY A. The Insured represents that the particulars and statements contained in the Application(s) are true and agree that: 1. those particulars and statements are the basis of this Policy and are to be considered as incorporated into and constituting a part of the Policy; 2. those particulars and statements are material to the acceptance of the risk assumed by the Company; and 3. the Policy is issued in .reliance upon the truth of such representations. B. Except for material facts or circumstances known to the person or persons signing the Application, no statement in the Application of knowledge or MTK (02-09) information possessed by an Insured shall be imputed to any other Insured for the purpose of determining the availability of coverage under this Policy.. XI. SUBROGATION In the event of any payment under this Coverage Form, the Company shall be subrogated to any Insured 's right of recovery therefore against any person or entity and an Insured shall execute and deliver -such instruments and papers and do whatever else is necessary to secure such rights. The Insured(s) shall not do anything to prejudice such rights. XII. CHANGES Notice to any agent or knowledge by any agent shall not effect a waiver or change in any part of this Policy or stop the Company from asserting any right under the terms of this Policy, nor shall the terms of this Policy be waived or changed except by an endorsement, in writing, issued to and forming a part of this Policy. XIII. AUTHORIZATION CLAUSE AND NOTICES By acceptance of this Policy, the Insured agrees that the Named Insured shall act on behalf of the Insured with respect to the giving and receiving of any return premiums that may become due under this Policy. Notice to the Named Insured shall be deemed to be notice to the Insured . The Named Insured shall be the agent of the Insured to effect changes in the Policy or purchase an Extended Reporting Period. XIV. TRANSFER OF YOUR RIGHTS AND DUTIES UNDER THIS POLICY Your rights and duties under this policy may not be transferred without our written consent except in the case of death of an individual Named Insured. If you die, your rights and duties will be transferred to your legal representative but only while acting within -the scope of duties as your legal representative. Until your legal representative is appointed, anyone having proper temporary custody of your property will have your rights and duties but only with respect to that property. XV. OTHER INSURANCE This Policy is excess over any other applicable insurance whether such insurance is primary, excess, contributory, contingent, or otherwise and whether such insurance is collectible or not; unless such other insurance is written to be specifically excess over the insurance provided by this Policy. Page 7 of 8 XVI. TERMS OF POLICY CONFORMED TO STATUTE Terms of this Coverage Form which are in conflict with the statutes of the State wherein this Policy is issued are hereby amended to conform to such statutes. XVIL CHANGES IN EXPOSURE A. If after the Inception Date of this Policy: 1. the Named Insured merges into or consolidates with another entity such that the Named Insured is not the surviving entity; or 2. another entity, person or group of entities and/or persons acting in concert acquires more than fifty percent (50%) of the assets of the Named Insured; or 3. the Named Insured sells all or substantially all of its assets, with such events being referred to as a "Transaction," this Coverage Form shall continue in full force and effect until the expiration date of the policy, or the effective date of cancellation or non- renewal if applicable with respect to Wrongful Acts occurring before the Transaction, but there shall be no coverage under this Coverage Form for actual or alleged Wrongful Acts occurring on and after the Transaction. The Named Insured shall give the Company written notice of the Transaction as soon as practicable, but not later than thirty (30) days after the effective date of the Transaction. The entire premium for this Coverage Form shall be deemed earned regardless of any Transaction(s) during the Policy Period. In the event of a Transaction, the Named Insured shall have the right to an offer of coverage by the Company for an Extended Reporting Period to report Wrongful Acts occurring prior to the effective date of the transaction. B. If after the Inception Date of this Policy, the Named Insured merges or consolidates with another entity such that the Named Insured is the surviving entity or acquires another entity or substantially all of the assets of another entity, no coverage shall be afforded under this Policy for any Claim involving the assets acquired or the entity which is merged or consolidated with or acquired unless the following conditions are met: 1. the Insured provides written notice of such merger, consolidation, creation, or acquisition to the Company within 30 days after the effective date of such merger, consolidation, creation or acquisition; and 2. the Insured provides the Company with such information in connection therewith as the Company may deem necessary; and 3. the Insured accepts any special terms, conditions, exclusions or additional premium charge as may be required; and 4. the Company, at its sole discretion, agrees to provide such coverage. XVIII. ACTION AGAINST THE COMPANY A. No action shall lie against the Company unless as a condition precedent thereto, there shall have been full compliance with all of the terms of this Policy, and until the amount of an Insured's obligation to pay shall have been finally determined either by judgment against an Insured after actual trial or by written agreement of an Insured, the Claimant or the Claimant's legal representative, and the Company. B. Any person or the legal representatives thereof who has secured such judgment or written agreement shall thereafter be entitled to recover under this Coverage Form to the extent of the insurance afforded by this Coverage Form. No person or entity shall have any right under this Coverage Form to join the Company as a party to any action against an Insured to determine an Insured's liability, nor shall the Company be impleaded by an Insured or their legal representatives. Bankruptcy or insolvency of an Insured or their successors in interest shall not relieve the Company of its obligations hereunder. MTK (02-09) Page 8 of 8 UNITED STATES LIABILITY INSURANCE GROUP WAYNE, PENNSYLVANIA This Endorsement modifies insurance provided under the following: MICROTEKPAK TECHNOLOGY PROFESSIONAL LIABILITY COVERAGE FORM RETROACTIVE DATE ENDORSEMENT It is hereby agreed that Section II. FULL PRIOR ACTS COVERAGE PROVISION, is deleted in its entirety and replaced with the following: The Company shall not be liable to make any payment for Loss or Claim Expense in connection with any Claim made against any Insured based upon, arising out of, directly or indirectly resulting from, in consequence of, or in any way involving a Wrongful Act committed, or alleged to have been committed prior to Full Prior Acts. Coverage shall also not apply to any Claim based upon or arising out of any Wrongful Act, or circumstance likely to give rise to a Claim of which any Insured had knowledge, or otherwise had basis to reasonably anticipate might result in a Claim, or possible Claim or circumstance referenced in the Application. All. other terms and conditions of this Policy remain unchanged. This endorsement is a part of your Policy and takes effect on the effective date of your Policy unless another effective date is shown. MTK-210 (11/07) Page I of 1 UNITED STATES LIABILITY INSURANCE GROUP WAYNE, PENNSYLVANIA This endorsement modifies insurance provided under the following: MICROTEKPAK TECHNOLOGY PROFESSIONAL LIABILITY COVERAGE FORM COVERAGE TERRITORY DEFINITION It is hereby agreed that this Policy applies only to Wrongful Acts committed by and suits brought against the Insured in the United States of America or its territories, possessions, Puerto Rico or Canada. All other terms and conditions of this policy remain unchanged. This endorsement is -a part of your policy and takes effect on the effective date of your policy unless another effective date is shown. MTK 215 (11-08) Page 1 of 1 UNITED STATES LIABILITY INSURANCE GROUP WAYNE, PENNSYLVANIA This endorsement modifies insurance provided under the following: MICROTEKPAK TECHNOLOGY PROFESSIONAL LIABILITY COVERAGE FORM LIMITED WORLDWIDE COVERAGE TERRITORY ENDORSEMENT It is hereby agreed that the insurance afforded under this Coverage Form applies worldwide, provided'the Claim(s) is made and the suit is brought against the Insured within the United States of America, its territories or possessions, Puerto Rico or Canada. All other terms and conditions of this policy remain unchanged. This endorsement is a part of your policy and takes effect on the effective date of your policy unless another effective date is shown. MTK 219 (11-08) Page 1 of 1 UNITED STATES LIABILITY INSURANCE GROUP WAYNE, PENNSYLVANIA This endorsement modifies insurance provided under the following: MICROTEKPAK TECHNOLOGY PROFESSIONAL LIABILITY COVERAGE FORM INDEPENDENT CONTRACTORS ENDORSEMENT It is hereby agreed that Section III. DEFINITIONS, F. is amended by the addition of the following: any independent contractor but only for Professional Services rendered on behalf of the Named Insured. All other terms and conditions of this policy remain unchanged. This endorsement is a part of your policy and takes effect on the effective date of your policy unless another effective date is shown. MTK 236 (02-12) Page 1 of 1 This endorsement modifies insurance provided .under the following: MICROTEK TECHNOLOGY PROFESSIONAL LIABILITY COVERAGE FORM Deletion Of Final Acceptance Exclusion It is hereby agreed Technology Professional Liability Coverage Form is amended as follows: IV EXCLUSIONS, O. is deleted in its entirety. All other terms and conditions of this Policy remain unchanged. This endorsement is a part of the Named Insured's Policy and takes effect on the effective date of the Named Insured's Policy, unless another effective date is shown. MTK 263 (08-14) Page 1 of 1 This endorsement modifies insurance provided under the following: MICROTEKPAK TECHNOLOGY PROFESSIONAL LIABILITY COVERAGE FORM BUSINESSOWNERS COVERAGE FORM PRIVACY EXPANSION ENDORSEMENT It is agreed for the purposes of coverage provided by this endorsement only, the Policy is amended as follows: III. Definitions 0, Wrongful Act is deleted and replaced by the following; III Definitions O., Wrongful Act means any Professional Wrongful Act or Network Security and Privacy Wrongful Act. III. Definitions is amended by the addition of the following: Professional Wrongful Act means any actual or alleged error, omission, neglect, breach of duty, or Personal Injury; 1. by the Named Insured; or 2., by the Named Insured's partner(s), member(s), or individual(s) employed by the Named Insured arising solely from their duties conducted on behalf of the Named Insured; or 3. asserted against any Named Insured, partner, member or individual hired by the Named Insured because of an actual or alleged error, omission, neglect or breach of duty, Personal Injury by the Named. Insured; that is directly related to or directly caused by the rendering or failure to render Professional Services. Network Security and Privacy Wrongful Act means any actual or alleged act, error, omission, misstatement, misleading statement, neglect or breach of duty committed by an Insured that results in; 1. unauthorized access to ahy computer system, or 2. use of the Named Insured's or it's subsidiary's computer system in a denial of service attack against a third party's computer system; or 3. a denial of authorized electronic access toany computer system; or 4. the transmission of malicious code: or 5. the misappropriation, theft, loss of, unauthorized access, inadvertent disclosure or public exposure of Personally Identifiable Information; or 6. the misappropriation, inadvertent disclosure or public disclosure of Third Party Corporate Information without the authorization or permission of the Named Insured or the owner of such information; or 7. violation -of Privacy Policy Personally Identifiable Information means the following non-public information in the care, custody and control of the Insured, or those acting on behalf of the Insured: 1. information, both in electronic and non -electronic form, concerning an individual(s) that would be considered "non-public information" within the meaning of Title V of the Gramm- MTK 266 (06-15) Page 1 of 3 Leach Bliley Act of 1999 (as amended) and its implementing regulations including but not limited to social security numbers or account numbers correlated with names and addresses; and 2. personal information as defined iii any U.S. federal, state or local privacy protection law governing the control and use of an individual's personal and confidential information, including any regulations promulgated thereunder; and 3. protected health information as defined by the Health Insurance Portability and Accountability Act of 1996 (Public Law 104-191) ("HIPPA") or the Health Information Technology for Economic and Clinical Health Act of 2009 ("HITECH") (Public Law 111-5), as amended, and any regulations promulgated thereto. Privacy Policy means the Named Insured's or subsidiary's public declaration of its policy to; 1. prohibit or restrict the Named Insured's or subsidiary's disclosure, sharing or selling of Personally Identifiable Information; and 2. provide access to Personally Identifiable Information or to correct incomplete or inaccurate Personally Identifiable Information upon request; and 3. mandate procedures and requirements to prevent the loss of Personally Identifiable Information. Third Party Corporate'Information means information held by any Insured on behalf or an organization other than an Insured: 1. that is subject to any form of confidentially agreement or confidentiality provision in a contract or agreement between the organization and any Insured; or 2. - which the Insured is legally required to maintain in confidence. However, "Third Party Corporate Information" does not include publicly available information that is or becomes available to the public from a source other than an Insured. ADDITIONAL EXCLUSIONS The Company shall not be liable to make payment for Loss or Claim Expense in connection with any Claim made against any Insured arising out of, directly or indirectly resulting from or in consequence of or in any way involving actual or alleged: unsolicited electronic dissemination of faxes, e-mails, text messages or similar communications to actual or prospective customers of the Insured or any subsidiary, or to any other third party, including but not limited to any violation of the Telephone Consumer Protection Act (TCPA), the CAN -SPAM Act of 2003 or the Fair Credit Reporting Act (FCRA) including any amendment of or addition to such laws or any federal, state or local statute, ordinance or regulation other than the TCPA, CAN -SPAM Act of 2003 or the FCRA and their amendments and additions that address, prohibit or limit the printing, dissemination, disposal, collecting, recording, sending, transmitting communicating or distribution of material or information except this exclusion shall not apply to any Claim resulting from a Network Security and Privacy Wrongful Act; Unauthorized use or disclosure of confidential information that came into the possession of any person prior to the date he or she became an employee, officer, director, volunteer, principal or partner of the Named Insured or a subsidiary. MTK 266 (06-15) Page 2 of 3 IV. Exclusions C, H, and S are deleted and replaced with the following: C. Claim by or on behalf of any Insured against any other Insured however this exclusion shall not apply to the misappropriation, theft, loss of, unauthorized access, inadvertent disclosure or public exposure of Personally Identifiable Information directly affecting any current or former employee or independent contractor of the Insured; H. violation of any securities, anti-trust, restraint of trade, unfair trade practices, consumer protection, or other similar law by any person, including but not limited to any Insured. This exclusion does not apply to violations of laws governing the use or disclosure of Personally Identifiable Information; S. malfunction, defect or recall of any hardware, equipment or component, sale of hardware; or recall of non -customized commercially available computer software products. However, this exclusion shall not apply to Claims for the loss of use of commercially available hardware, equipment, component or software product. All other terms and conditions of this Policy remain unchanged. This endorsement is a part of the Named Insured's Policy and takes effect on the effective date of the Named Insured's Policy unless another effective date is shown. MTK 266 (06-15) Page 3 of 3 This endorsement modifies insurance provided under the following: MICROTEK TECHNOLOGY PROFESSIONAL LIABILITY COVERAGE FORM BUSINESSOWNERS COVERAGE FORM MEDIA AND INTELLECTUAL PROPERTY LIABILITY ENDORSEMENT It is agreed for the purposes of coverage provided by this endorsement only: III. Definitions, O. is deleted and replaced with the following: III Definitions O., Wrongful Act means any Professional Wrongful Act or Media Wrongful Act. III. Definitions, is amended by the addition of the following: A. Advertising means promotion of products, services, activities or business of others. Advertising does not mean telemarketing and other direct one-on-one communications, whether spoken or in writing; internal marketing activities and other non-public advertising activities of an Insured. B. Intellectual Property Injury means infringement of copyright, title, slogan, logo, trademark, domain name, dilution of trademark or service mark, trade name, or trade dress. C. Media Wrongful Act means any actual or alleged error or omission or Intellectual Property Injury or Personal Injury committed by the Insured in the course of or arising out of the display, broadcast, publication, dissemination, distribution or release of material of any kind or nature whatsoever (including but not limited to words, pictures, sounds, images, graphics, code and data) that communicates information, regardless of the method or medium of communication of such material (including but not limited to print, broadcast, digital and electronic communication and software) or the purpose for which the communication is intended, including but not limited to Advertising by the Insured and/or the gathering, creation, collection or recording of such material for inclusion in any display, broadcast, dissemination, distribution or release by the Insured. D. Professional Wrongful Act means any actual or alleged error, omission, negligent act, breach of duty, Intellectual Property Injury or Personal Injury, resulting from the rendering or failure to render Professional Services by an Insured. III. Definitions L, is deleted and replaced with the following: L. Personal Injury means: (1) wrongful entry or eviction or other invasion of private occupancy; or (2) libel or slander, defamation or disparagement of the goods, products, services, character or reputation of a third -party, plagiarism, piracy or misappropriation of ideas under implied contract; or (3) intentional infliction of emotional distress; or (4) disparagement or harm to the reputation or character of any person or organization; or (5) invasion, infringement or interference with a third -party's right of privacy or publicity including false light and public disclosure of private facts, commercial misappropriation of name, persona, voice or likeness; or (6) false arrest, detention or imprisonment or malicious prosecution. ADDITIONAL EXCLUSIONS The Company shall not be liable to make payment for Loss or Claim Expense in connection with any Claim made against any Insured arising out of, directly or indirectly resulting from or in consequence of or in any way involving actual or alleged: MTK 267 (06-15) Page I of 2 A. failure of goods, products or services to conform with any represented quality or performance contained in Advertising whether by contract or otherwise; B. reprinting, recall, removal or disposal of any information in the form of words, sounds, numbers, images, Advertising or graphics in electronic, print or broadcast form, including any media or products containing the aforementioned items but not including computer software. This exclusion shall not apply to third party Claims for the resulting loss of use of the above or loss of use of the work product of the above. IV. Exclusions, N. is deleted and replaced with the following: N. Infringement of any patent or patent rights or misuse of patent or wrongful appropriation, use or disclosure of trade secrets. LIMITS OF LIABILITY AND DEDUCTIBLE A. The Limit of Liability, for Loss and Claims Expense for Claims arising from Intellectual Property Injury shall be a part of and not in addition to the per occurrence Limit of Liability and the Aggregate Limit of Liability specified in the ,Policy Declarations and shall not exceed the lessor of such limit or $$1,000,000. BUSINESSOWNERS COVERAGE FORM AMENDMENTS II. LIABILITY, B.l.p. Personal and Advertising Injury, paragraph (13) is deleted and replaced with the following: (13) Arising out of the infringement of copyright, patent, trademark, trade secret or other intellectual property rights All other terms and conditions of this Policy remain unchanged. This endorsement is a part of the Named Insured's Policy and takes effect on the effective date of the Named Insured's your Policy unless another effective date is shown. MTK 267 (06-15) Page 2 of 2 This endorsement modifies insurance provided under the following: MICROTEKPAK TECHNOLOGY PROFESSIONAL LIABILITY COVERAGE FORM SANCTION LIMITATION AND EXCLUSION CLAUSE No (re)insurer shall be deemed to provide cover and no (re)insurer shall be liable to pay any claim or provide any benefit hereunder to the extent that the provision of such cover, payment of such claim or provision of such benefit would expose that (re)insurer to any sanction, prohibition or restriction under United Nations resolutions or the trade or economic sanctions, law or regulations of the European Union, United Kingdom or United States of America. All other terms and conditions of this Policy remain unchanged. This endorsement is a part of the Named Insured's Policy and takes effect on the effective date of Named Insured's Policy unless another effective date is shown. MTK 270 (12-20) Page 1 of 1 UNITED STATES LIABILITY INSURANCE GROUP WAYNE, PENNSYLVANIA This endorsement modifies insurance provided under the following: MICROTEKPAK TECHNOLOGY PROFESSIONAL LIABILITY COVERAGE FORM CALIFORNIA STATE AMENDATORY ENDORSEMENT It is hereby agreed that the following is added to Section IX. CANCELLATION OR NON- RENEWAL and supersedes any provisions to the contrary: CANCELLATION If this Policy has been in effect for less than sixty (60) days, the Company may cancel this Policy for any reason stated in item B. by mailing or delivering to the Named Insured and to the producer of record, written notice of cancellation stating the reason for Cancellation at least thirty (30) days before the effective date of cancellation. NON- RENEWAL 1. If the Company elects not to renew this Policy, it will mail or deliver written notice stating the reason for non -renewal to the Named Insured and to the producer of record, at least sixty (60) days, but not more than one hundred twenty (12)0 days before the expiration, or anniversary date. The Company will mail or deliver our notice to the Named Insured, and to the producer of record at the mailing address shown in the Policy. 2. The Company is not required to send notice of non -renewal in the following situations: a. If the transfer or renewal of a Policy, without any changes in terms, conditions, or rates, is between the Company and a member of the Company's insurance group. b. If the Policy has been extended for ninety (90) days or less. c. If the first Named Insured has obtained replacement coverage, or has agreed in writing within sixty (60) days of the termination of the Policy, to obtain that coverage. d. If the Policy is for a period of no more than sixth (60) days and the first Named Insured is notified at the time of issuance that it will not be renewed. e. If the first Named Insured requests a change in the terms or conditions or risks covered by the Policy within sixty (60) days of the end of the Policy period. f. If the Company has made a written offer to the first Named Insured to renew the Policy under changed terms or conditions or at an increased premium rate, when the increase exceeds twenty-five percent (25%). All other terms and conditions of this Policy remain unchanged. This endorsement is a part of your Policy and takes effect on the effective date of your Policy unless another effective date is shown. MTK CA (06-08) Page 1 of 1 UNITED STATES LIABILITY INSURANCE GROUP WAYNE, PENNSYLVANIA This endorsement changes the Policy. Please read it carefully. EXCLUSION OF CERTIFIED ACTS OF TERRORISM It is hereby agreed that: A. The following exclusion is added: TERRORISM This Policy does not apply to, and the Company will not defend or pay Loss for, any Claim arising out of directly or indirectly resulting from, based upon or in any way involving any actual or alleged injury or damage arising out of a "certified act of terrorism". B. The following definition is added: "Certified act of terrorism" means an act that is certified by the Secretary of the Treasury, in concurrence with the Secretary of State and the Attorney General of the United States, to be an act of terrorism pursuant to the federal Terrorism Risk Insurance Program Reauthorization Act of 2007 ("The Act"). The Act sets forth the following criteria for a "certified act of terrorism": 1. The act resulted in aggregate losses in excess of $5 million in the aggregate, and 2. The act is a violent act or an act that is dangerous to human life, property or infrastructure and is committed by an individual or individuals, as part of an effort to coerce the civilian population of the United States or to influence the policy or affect the conduct of the United States Government by coercion. C. Application of Other Exclusion The terms and limitations of any terrorism exclusion, or the inapplicability or omission of a terrorism exclusion, do not serve to create coverage for any loss or claim which would otherwise be excluded .under this Coverage Part or Policy, such as losses excluded by a Bodily Injury/Property Damage Exclusion, Nuclear Hazard Exclusion or the War and Military Action Exclusion. D. This insurance does not apply to any injury or damage arising, directly or indirectly, out of "certified acts of terrorism" that are awarded as punitive damages. All other terms and conditions of this Policy remain unchanged. This endorsement is a part of your Policy and takes effect on the effective date of your Policy unless another effective date is shown. PROF 005 (01-08) Page 1 of 1 POLICYHOLDER DISCLOSURE NOTICE OF TERRORISM INSURANCE COVERAGE You are hereby notified that under the Terrorism Risk Insurance Act ("the Act"), as amended, you have a right to purchase insurance coverage for losses arising out of acts of terrorism. As defined in Section, 102 (1) of the Act. The term "act of terrorism" means any act or acts that are certified by the Secretary of the Treasury, in consultation with the Secretary of Homeland Security, and the Attorney General of the United States, to be an act of terrorism; to be a violent act or an act that is dangerous to human life, property, or infrastructure; to have resulted in damage within the United States, or outside the United States in the case of certain air carriers or vessels or the premises of a United States mission; and to have been committed by an individual or individuals, as part of an effort to coerce the civilian population of the United States or to influence the policy or affect the conduct of the United States Government by coercion. You should know that any coverage for losses caused by certified acts of terrorism is partially reimbursed by the United States under a formula established by federal law. Under this formula, the United States reimburses 80% of covered terrorism losses exceeding the statutorily established deductible paid by the insurance company providing the coverage. The premium charged for this coverage is provided below and does not include any charges for the portion of loss covered by the federal government under the Act. Coverage for "insured losses", as defined in the Act, is subject to the coverage terms, conditions, amounts and limits in this policy applicable to losses arising from events other than acts of terrorism. You should know that the Act, as amended, contains a $100 billion cap that limits U.S. Government reimbursement, as well as insurers' liability, for losses resulting from certified acts of terrorism when the amount of such losses in any one calendar year exceeds $100 billion. If the aggregate insured losses for all insurers exceed $100 billion in any one calendar year, your coverage may be reduced. You should also know that, under federal law, you are not required to purchase coverage for losses caused by certified acts of terrorism. REJECTION OR SELECTION OF TERRORISM INSURANCE COVERAGE Note: In the states of California, Georgia, Hawaii, Illinois, Iowa, Maine, North Carolina, Oregon, Washington, West Virginia and Wisconsin, our terrorism exclusion makes an exception for fire losses resulting from an Act of Terrorism. In these states, if you decline to purchase Terrorism Coverage, you still have coverage for fire losses resulting from an Act of Terrorism. Please "X" one of the boxes below and return this notice to the Company. X I decline to purchase Terrorism Coverage. I understand that I will have no coverage for losses arising from acts of Terrorism. I elect to purchase coverage for certified acts of Terrorism for a premium of $ On File with the Company Applicant Name (Print) Signature on File with the Company Authorized Signature TRIADN (1.2-20) CHERYL NAULT Named Insured On File with the Company Date Page 1 of 1 This page has been intentionally left blank.