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Blueline Wellness Group - 2024-07-01 (2)
SERVICE AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND BLUELINE WELLNESS GROUP FOR HEALTH AND WELLNESS SERVICES THIS AGREEMENT("Agreement") is made and entered into by and between the City of Huntington Beach, a municipal corporation of the State of California,hereinafter called"City," and Blueline Wellness Group,hereinafter referred to as "Contractor." Recitals A. The City desires to retain a Contractor having special skill and knowledge in the field of Health and Wellness Services for law enforcement officers. B. Contractor represents that Contractor is able and willing to provide such services • to the City. C. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a comparable company or firm in the field. Contractor has been selected to perform these services pursuant to Huntington Beach Municipal Code Chapter 3.02. NOW, THEREFORE, it is agreed by City and Contractor as follows: 1. Scope of Services Contractor shall provide all services as described in Exhibit"A,"which is attached hereto and incorporated into this Agreement by this reference. These services shall sometimes hereinafter be referred to as the"Project." Contractor hereby designates Samir J. Azzam, M.D.,who shall represent it and be its sole contact and agent in all consultations with City during the performance of this Agreement. 2. City Staff Assistance City shall assign a staff coordinator to work directly with Contractor in the performance of this Agreement. 24-14388/340488 1 3. Compensation a. City agrees to pay, and Contractor agrees to accept as total payment for its services,the rates and charges identified in Exhibit"B." The total sum to be expended under this Agreement, shall not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) during the term of this Agreement. b. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. c. Contractor shall be paid pursuant to the terms of Exhibit"B." 4. Term Time is of the essence of this Agreement. The services of Contractor are to commence z-/i/.21)2y, or as soon as practicable after the execution of this Agreement by City (the"Commencement Date") and terminate three (3)years from Commencement Date,unless terminated earlier in accordance with the provisions of this Agreement. Contract may be extended for 2 additional one-year periods if mutually agreed to in writing by both parties. The time for performance of the tasks identified in Exhibit"A" are generally to be shown in Exhibit"A." This schedule and Term may be amended to benefit the Project if mutually agreed to in writing by City and Contractor. In the event the Commencement Date precedes the Effective Date, Contractor shall be bound by all terms and conditions as provided herein. 5. Extra Work In the event City requires additional services not included in Exhibit"A" or changes in the scope of services described in Exhibit"A," Contractor will undertake such work only after receiving written authorization from City. Additional compensation for such extra work shall be allowed only if the prior written approval of City is obtained. 6. Disposition of Plans,Estimates and Other Documents Contractor agrees that title to all materials prepared hereunder, including, without limitation, all original drawings, designs,reports,both field and office notices, calculations, computer code, language, date or programs,maps,memoranda, letters and other documents, shall belong to City, and Contractor shall turn these materials over to City upon expiration or termination of this Agreement or upon Project completion, whichever shall occur first. These materials may be used by City as it sees fit. 24-14388/340488 2 7. Hold Harmless Contractor hereby agrees to protect, defend, indemnify and hold harmless City, its officers, elected or appointed officials, employees, agents, and volunteers from and against any and all claims, damages, losses, expenses,judgments, demands and defense costs, and consequential damage or liability of any kind or nature,however caused, including those resulting from death or injury to Contractor's employees and damage to Contractor's property, arising directly or indirectly out of the obligations or operations herein undertaken by Contractor, caused in whole or in part by any negligent act or omission of the Contractor, any subcontractors, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, including but not limited to concurrent active or passive negligence, except where caused by the active negligence, sole negligence, or willful misconduct of the City. Contractor will conduct all defense at its sole cost and expense and City shall approve selection of Contractor's counsel. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by Contractor. 8. Workers Compensation Insurance Pursuant to California Labor Code Section 1861, Contractor acknowledges awareness of Section 3700 et seq. of this Code, which requires every employer to be insured against liability for workers' compensation; Contractor covenants that it will comply with such provisions prior to commencing performance of the work hereunder. Contractor shall obtain and furnish to City workers' compensation and employer's liability insurance in an amount of not less than the State statutory limits. Contractor shall require all subcontractors to provide such workers' compensation and employer's liability insurance for all of the subcontractors' employees. Contractor shall furnish to City a certificate of waiver of subrogation under the terms of the workers' compensation and employer's liability insurance and Contractor shall similarly require all subcontractors to waive subrogation. 9. General Liability Insurance In addition to the workers' compensation and employer's liability insurance and Contractor's covenant to defend, hold harmless and indemnify City, Contractor shall obtain and furnish to City, a policy of general public liability insurance, including motor vehicle coverage covering the Project/Service. This policy shall indemnify Contractor, its officers, employees and agents while acting within the scope of their duties, against any and all claims arising out of or in connection with the Project/Service, and shall provide coverage in not less than the following amount: combined single limit bodily injury and property damage, including products/completed operations liability and blanket contractual liability, of One Million Dollars ($1,000,000)per occurrence. If coverage is provided under a form which includes a designated general aggregate limit, 24-14388/340488 3 the aggregate limit must be no less than One Million Dollars ($1,000,000)per occurrence. If coverage is provided under a form which includes a designated general aggregate limit,the aggregate limit must be no less than One Million Dollars ($1,000,000)for this Project/Service. This policy shall name City, its officers, elected or appointed officials, employees, agents, and volunteers as Additional Insureds, and shall specifically provide that any other insurance coverage which may be applicable to the Project/Service shall be deemed excess coverage and that Contractor's insurance shall be primary. Under no circumstances shall said above-mentioned insurance contain a self- insured retention, or a"deductible"or any other similar form of limitation on the required coverage. 10. Automobile Liability Insurance Contractor shall obtain and furnish to City an automotive liability insurance policy covering the work performed by it hereunder. This policy shall provide coverage for Contractor's automotive liability in an amount not less than One Million Dollars ($1,000,000.00)per occurrence and a separate "Additional Insured Endorsement"page listing both the policy number and naming the"City of Huntington Beach, its officers, elected or appointed officials, employees, agents and volunteers" as additional insured on the endorsement. The above-mentioned insurance shall not contain a self-insured retention, "deductible"or any similar form of limitation on the required coverage except with the express written consent of City. 11. Certificate of Insurance Prior to commencing performance of the work hereunder, Contractor shall furnish to City a certificate of insurance subject to approval of the City Attorney evidencing the foregoing insurance coverage as required by this Agreement;the certificate shall: a. provide the name and policy number of each carrier and policy; b. state that the policy is currently in force; and c. promise that such policy shall not be suspended, voided or canceled by either party,reduced in coverage or in limits except after thirty (30) days' prior written notice; however,ten(10) days' prior written notice in the event of cancellation for nonpayment of premium. Contractor shall maintain the foregoing insurance coverage in force until the work under this Agreement is fully completed and accepted by City. This requirement for carrying the foregoing insurance coverage shall not derogate from Contractor's defense,hold harmless and indemnification obligations as set forth in this Agreement. City or its representative shall at all times have the right to demand the original or a copy of the policy of insurance. Contractor shall pay, in a prompt and timely manner,the premiums on the insurance hereinabove required. 24-14388/340488 4 12. Independent Contractor Contractor is, and shall be, acting at all times in the performance of this Agreement as an independent contractor herein and not as an employee of City. Contractor shall secure at its own cost and expense, and be responsible for any and all payment of all taxes, social security, state disability insurance compensation, unemployment compensation and other payroll deductions for Contractor and its officers, agents and employees and all business licenses, if any, in connection with the Project and/or the services to be performed hereunder. 13. Conflict of Interest Contractor covenants that it presently has no interests and shall not have interests, direct or indirect,which would conflict in any manner with performance of services specified under this Agreement. • 14. Termination This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Contractor compensation for all services performed by Contractor prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment,the Director may require Contractor to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Contractor consents the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 15. Exclusivity and Amendment This Agreement represents the complete and exclusive statement between the City and Contractor, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto,the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to,the terms and conditions hereof, shall not bind or obligate Contractor or the City. Each party to this Agreement acknowledges that no representations, inducements,promises or agreements, orally or otherwise,have been made by any party, or anyone acting on behalf of any party,which are not embodied herein. 24-14388/340488 5 16. Assignment Inasmuch as to this Agreement is intended to secure the specialized services of Contractor, Contractor may not assign,transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment,transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other Contractors retained by City. 17. City Employees and Officials Contractor shall employ no City official nor any regular City employee in the work performed pursuant to this Agreement. No officer or employee of City shall have any financial interest in this Agreement in violation of the applicable provisions of the California Government Code. 18. Notices Any notices, certificates, or other communications hereunder shall be given either by personal delivery to Contractor's agent(as designated in Section 1 hereinabove) or to City as the situation shall warrant, or by enclosing the same in a sealed envelope,postage prepaid, and depositing the same in the United States Postal Service, to the addresses below. City and Contractor may designate different addresses to which subsequent notices, certificates or other communications will be sent by notifying the other party via personal delivery, a reputable overnight carrier or U.S. certified U.S. certified mail-return receipt requested: To City: Contractor: City of Huntington Beach Blueline Wellness Group Attn: Police Chief Attn: Samir J. Azzam,M.D./Adam Aloyian 2000 Main Street 1211 W. La Palma, Suite#707 Huntington Beach, CA 92648 Anaheim, CA 92801 19. Consent When City's consent/approval is required under this Agreement, its consent/approval for one transaction or event shall not be deemed to be a consent/approval to any subsequent occurrence of the same or any other transactions or event. 20. Modification No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. 24-14388/340488 6 21. Section Headings The titles, captions, section,paragraph and subject headings, and descriptive phrases at the beginning of the various sections in this Agreement are merely descriptive and are included solely for convenience of reference only and are not representative of matters included or excluded from such provisions, and do not interpret, define, limit or describe, or construe the intent of the parties or affect the construction or interpretation of any provision of this Agreement. 22. Interpretation of this Agreement The language of all parts of this Agreement shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against any of the parties. If any provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be unenforceable,void, illegal or invalid, such holding shall not invalidate or affect the remaining covenants and provisions of this Agreement. No covenant or provision shall be deemed dependent upon any other unless so expressly provided here. As used in this Agreement,the masculine or neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or requires. Nothing contained herein shall be construed so as to require the commission of any act contrary to law, and wherever there is any conflict between any provision contained herein and any present or future statute, law, ordinance or regulation contrary to which the parties have no right to contract,then the latter shall prevail, and the provision of this Agreement which is hereby affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law. 23. Duplicate Original The original of this Agreement and one or more copies hereto have been prepared and signed in counterparts as duplicate originals, each of which so executed shall, irrespective of the date of its execution and delivery,be deemed an original. Each duplicate original shall be deemed an original instrument as against any party who has signed it. 24. Immigration Contractor shall be responsible for full compliance with the immigration and naturalization laws of the United States and shall, in particular, comply with the provisions of the United States Code regarding employment verification. 25. Legal Services Subcontracting Prohibited Contractor and City agree that City is not liable for payment of any subcontractor work involving legal services, and that such legal services are expressly outside the scope of services contemplated hereunder. Contractor understands that pursuant to Huntington Beach City Charter Section 309,the City Attorney is the exclusive legal counsel for City; 24-14388/340488 7 and City shall not be liable for payment of any legal services expenses incurred by Contractor. 26. Confidentiality Contractor recognizes that in the performance of its duties under this Agreement, it must conduct its activities in a manner designed to protect information of a sensitive nature from improper use or disclosure. Contractor warrants that it will use reasonable efforts consistent with practices customary in the facilities management industry in recruiting,training and supervising employees and in otherwise performing its duties hereunder in order to achieve this result. In the furtherance of this, Contractor agrees, at the request of the City,to require its employees to execute written undertakings to comply with the foregoing confidentiality provision. 27. Discrimination Contractor shall not discriminate because of race, color, creed,religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection,training, utilization, promotion,termination or other employment related activities. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 28. Jurisdiction—Venue This Agreement and all questions relating to its validity, interpretation, performance, and enforcement shall be government and construed in accordance with the laws of the State of California. This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 29. Professional Licenses Contractor shall,through the term of this Agreement,maintain all necessary licenses,permits, approvals,waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California,the City of Huntington Beach and all other governmental agencies. Contractor shall notify the City immediately and in writing of her inability to obtain or maintain such permits, licenses,approvals,waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 24-14388/340488 8 30. Member Privacy BLUELINE WELLNESS GROUP shall implement and maintain a comprehensive plan and program and develop appropriate policies and procedures to comply with the provisions of the Health Insurance Portability and Accountability Act of 1996 (HIPAA) and the current rules and regulations enacted by the U.S. Department of Health and Human Services, the Health Information Technology for Economic and Clinical Health Act(HITECH),the Final Privacy Rule of August 2002, the Final Security Rule of February 2003,the California Confidentiality of Medical Information Act(CCMIA), and other applicable federal and California laws regarding patient confidentiality (collectively, the "Privacy Laws"). BLUELINE WELLNESS GROUP is responsible for all aspects of complying with these laws and specifically laws enacted to protect the confidentiality of patient information. 31. Attorney's Fees In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees, such that the prevailing party shall not be entitled to recover its attorney's fees from the non-prevailing party. 32. Survival Terms and conditions of this Agreement, which by their sense and context survive the expiration or termination of this Agreement, shall so survive. 33. Governing Law This Agreement shall be governed and construed in accordance with the laws of the State of California. 34. Signatories Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully for any injuries or damages to City in the event that such authority or power is not, in fact,held by the signatory or is withdrawn. 35. Entirety (a) The parties acknowledge and agree that they are entering into this Agreement freely and voluntarily following extensive arm's length negotiation, and that each has had the opportunity to consult with legal counsel prior to executing this Agreement. The parties also acknowledge and agree that no representations, inducements, promises, agreements or warranties, oral or otherwise,have been made by that party or anyone acting on that party's behalf,which are not embodied in this Agreement, and that 24-14388/340488 9 that party has not executed this Agreement in reliance on any representation,inducement, promise,agreement warranty, fact or circumstance not expressly set forth in this Agreement. (b) All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 36. Effective Date IN WITNESS WHEREOF,the parties hereto have caused this Agreement to be executed by and through their authorized officers. This Agreement shall be effective on the date of its approval by the Mayor. This Agreement shall expire when terminated as provided herein. CONTRACTOR CITY OF HUNTINGTON BEACH,a BLUELINE WELLNESS GROUP municipal corporation of the State of California By: API„ Mayor A1v , � Print tl'ame ITS: (circle one)Chairm residede. Vice President City Clerk AND By: •, • , ( 4,a---� n INITIATED APPR VED: 'r' t ITS: (circle one) ecretary/ hief Financial Officer/Asst. Secretary-Treasurer Chief of Police COUNTERPART APPROVED AS TO FORM: 04) City Attorney REVI D P OVED: City Manager 24-14388/340488 10 that party has not executed this Agreement in reliance on any representation, inducement, promise, agreement warranty, fact or circumstance not expressly set forth in this Agreement. (b) All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 36. Effective Date IN WITNESS WHEREOF,the parties hereto have caused this Agreement to be executed by and through their authorized officers. This Agreement shall be effective on the date of its approval by the Mayor. This Agreement shall expire when terminated as provided herein. CONTRACTOR CITY OF HUNTINGTON BEACH, a BLUELINE WELLNESS GROUP municipal corporation of the State of C•. o 'a Inlie By: dirk crik_. Mayor Print name ITS: (circle one)Chairman/President/ (R21: 9 $ 724,,W Vice President City Clerk 6,/ice/2, AND By: INITIATED APPR VED: Print name ITS: (circle one) Secretary/Chief Financial (..... Officer/Asst. Secretary-Treasurer Chief of Police COUNTERPART APPROVED AS ORM: r /n City Attorney REVI D D P OVED: City Manager 24-14388/340488 10 EXHIBIT "A" A. STATEMENT OF WORK: (Narrative of work to be performed) During the Term of this Agreement,BLUELINE WELLNESS GROUP,through its licensed healthcare providers Company shall provide up to one hundred(100)Members of HBPD with the health and wellness services.The health and wellness services shall/will include certain lab testing through Innovative Health Diagnostics(IHD)Clinical Laboratory and initial physical examination as defined in Exhibit"A"of this Agreement. Contracted licensed healthcare providers shall not provide any aftercare or medical services recommended through the screening process.The Member shall be referred to their primary care provider with the results of the screening for any such aftercare or medical services recommended.Blueline Wellness Group through Licensed Providers will also conduct ultrasounds of the carotid arteries(scans)for these specified Members of HBPD. Blueline Wellness Group will offer/provide online qualified/certified personal trainers and nutritionists as part of their services to the HBPD members. B. CONSULTANT'S DUTIES AND RESPONSIBILITIES: C. CITY'S DUTIES AND RESPONSIBILITIES: D. WORK PROGRAM/PROJECT SCHEDULE: 24-14388/340488 11 EXHIBIT "B" Payment Schedule(Fixed Fee Payment) Thirty-Four Thousand, Five Hundred and Ninety Dollars ($34,590.75) for the first 25 Members of the IIBPD.Additional Members will be billed on an individual basis in the sum of One Thousand,Three Hundred and Eighty Three Dollars Sixty Three Cents, ($1,383.63) per Member. If a member schedules services but does not show up or follow through the entirety of the program Blueline Wellness Group can still bill HBPD for such scheduled services. All Members should cancel appointments at a minimum of 24 hours to avoid wasting funding and services. 1. CONSULTANT shall be entitled to monthly progress payments toward the fixed fee set forth herein in accordance with the following progress and payment schedules. 2. Delivery of work product: A copy of every memorandum, letter, report, calculation and other documentation prepared by CONSULTANT shall be submitted to CITY to demonstrate progress toward completion of tasks. In the event CITY rejects or has comments on any such product, CITY shall identify specific requirements for satisfactory completion. 3. CONSULTANT shall submit to CITY an invoice for each monthly progress payment due. Such invoice shall: A) Reference this Agreement; B) Describe the services performed; C) Show the total amount of the payment due; D) Include a certification by a principal member of CONSULTANT's firm that the work has..been performed in accordance with the provisions of this Agreement; and E) For all payments include: an estimate of the percentage of work completed. . All billing shall be done monthly in fifteen (15)minute increments and matched to an appropriate breakdown of the time that was taken to perform that work and who performed it. Each month's bill shall include a total to date. That total shall provide the total fees and costs incurred to date for the project. A copy of memoranda, letters, reports, calculations, and other documentation prepared by CONSULTANT may be required to be.submitted.to the.CITY to demonstrate progress towards completion of tasks. In the event the CITY rejects or has comments, on any such product, CITY shall identify specific requirements for satisfactory completion. Upon submission of any such invoice, if:CITY is satisfied that CONSULTANT is making satisfactory progress toward completion of tasks in accordance with this Agreement, CITY shall approve the invoice, in which event payment shall be made within thirty (30) 24-14388/340488 12 days of receipt of the invoice by CITY. If CITY does not approve an invoice, CITY shall notify CONSULTANT in writing of the reasons for non-approval and the schedule of performance set forth in Exhibit "A" may at the option of CITY be suspended until the parties agree that past performance by CONSULTANT is in, or has been brought into compliance, or until this Agreement has expired oris terminated as provided herein. 4. Any billings for extra work or additional services authorized in advance and in writing by CITY,shall be invoiced separately to CITY. All extra work or additional services will be in accordance with the extra work or additional services and if CITY is satisfied that the statement of hours worked and costs incurred is accurate. Any dispute between the parties concerning payment of such an invoice shall be treated as separate and apart from the ongoing performance of the remainder of this Agreement. 24-14388/340488 13 1 • " .1 . /0 si(k*' DATE(AIM/DDIYYY'/) ' AkaCiCArd,DP CERTIFICATE OF LIABILITY INSURANCE 06n4/20.24 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION.ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT.BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE.CERTIFICATE HOLDER. .. • IMPORTANT: If the certificate holder Is.an ADDITIONAL'INSURED, the policy(les) must be endorsed. If SUBROGATIONIS WAIVED, subject to the tennis and condltIons of the policy,:certain policies May require an endorsement.A statement on this certificate does not confer rights to the certificate.holder in lieu of such endorsement(s). PRODUCER. CONTACT, - _ NUTMEG INS AGENCY INC/PHS NAME: PHONE (888)925-3137 FAX 76210775 • (A/C,.No,Ext): (A/C,No): The Hartford Business Service Center 3600 Wiseman Blvd E-MAIL ' San Antonio,TX 78251 ADDRESS: INSURERS)AFFORDING COVERAGE NAIC#- INSURED INSURER A: Hartford Underwriters Insurance Company 30104 Blueline Wellness Group INSURER B: 8390 W SUTTLE LAKE DR. GARDEN CITY ID 83714 INSURER C: • INSURER D: INSURER E: • • • INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: 'THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED.NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY•CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS.SUBJECT TO ALL THE ' TERMS,EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADDL SUBR POLICY • POLICYEXP LTR TYPE OF INSURANCE INSR WVD POLICY NUMBER IMMIDD/YYYY1 IMMIDDIYYYY1 LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $1,000,000 DAMAGE TO RENTED. CLAIMS•MADE�OCCUR $1,000,000 PREMISES(Ea occurrence) x General Liability. AMEO EXI?(Anyone person) $10,000 A X 76 SBU BHOWC 06/14/2024 06/14/2025 PERSONAL 8 ADV INJURY $1,000,000 GEN'L AGGREGATE LIMITAPP-LIEESPER: GENERAL AGGREGATE $2,000,000 RPRODX POLICY 0 pRo=C I I LOG UCTS-COMP/OP AGO $2,000,000 OTHER: LITY COMBINED SINGLE LIMIT AUTOMOBILE LIABI LITY _ (En accident) ANY AUTO BODILY INJURY(Per person) —ALL OWNED r—SCHEDULED BODILY INJURY(Per occident) — _AUTOS AUTOS ' HIRED NON•OWNED PROPERTY DAMAGE AUTOS AUTOS (Per accident) _ UMBRELLA LIAB OCCUR • EACH OCCURRENCE EXCESS LIAB CLAIMS- AGGREGATE MADE FDED RETENTION$ WORKERS COMPENSATION • ' PER OTH- AND EMPLOYERS'LIABILITY. STATUTE ER ANY 'YIN E.L.EACH ACCIDENT PROPRIETOR/PARTNER/EXECUTIVE E NIA ' OFFICERIAIEMBER EXCLUDED? E.L..DISEASE-EA EMPLOYEE (Mandatory In NH) If yes,describe under E.L.DISEASE-POLICY LIMIT DESCRIPTION OF'OPERATIONS below A Employment Practices Liability 76 SBU BHOVVC 06/14/2024. 06/14/2025 Each Claim Limit . , $25,000 Insurance Annual Aggregate Limit $25,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may bo attached If mare space Is required) Those usual to the Insured's Operations.Coverage is primary and noncontributory per the Business Liability Coverage Form SL 00 00,attached to this policy.City of Huntington Beach,its officers,elected or appointed officials,employees,agents and volunteers is an additional insured per the Additional Insured-Designated Person Or Organization Form SL3042 attached to this policy. CERTIFICATE HOLDER CANCELLATION City of Huntington Beach SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED 2000 MAIN ST BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED HUNTINGTON BEACH CA 92648-2702 IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE • d'uean av Cael PROVED AS TO FORM ©1988-2015 ACORD CfpiTORATION.All rights r4' ed. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD MICHAEL E.GATES • CITY ATTORNEY CITY OF HUNTINGTON BEACH Policy Change : THE Business Owner's Policy HARTFORD Policy Number: 76 SBU BHOVVC Insurer: Hartford Underwriters Insurance Company, a Policy Period: 06/14/2024 to 06/14/2025 property and casualty company of The Hartford Named Insured and Mailing Address: Blueline Wellness Group, One Hartford Plaza, Hartford, CT 06155 8390 W SUTTLE LAKE DR, GARDEN CITY, ID 83714 Name of Agent/Broker: NUTMEG INS AGENCY INC/PHS Policy Change Number: 001 8711 UNIVERSITY DRIVE EAST CHARLOTTE, NC 28213 Policy Change Effective Date: 06/14/2024, Effective hour is the same as stated in the Code: 76210775 Declarations Page of the Policy. Coverage Parts Affected: Liability Common This is NOT a bill. However, any changes in your premium will be reflected in your next billing statement. You will receive a separate bill from The Hartford. If you are enrolled in repetitive EFT draws from your bank account, changes in premium will change future draw amounts. As a result of the changes described herein, there is an additional $22 premium in the amount of: "Price is subject to fees and surcharges Countersigned by: ���037 06/14/2024 Authorized Representative Date Form SC 00 06 10 18 Page 1 of 2 Process Date: 06/14/2024 ©2018,The Hartford Policy Expiration Date: 06/14/2025 (May include copyrighted material of Insurance Services Office, Inc.,with its permission) Policy change: THE Business Owner s Policy HARTFORD Policy is amended to revise the following Named Insured(s)and/or DBA(s)to read: Previous Named Insured Name/DBA Revised Insured Name/DBA City of Huntington Beach City of Huntington Beach, its officers, elected or appointed officials,employees,agents The following Additional Insured has been associated with Additional Insured-Designated Person or Organization has been revised. 1 vitci (JvrMlotr Additional Insured Name. City of Huntington Beach,its officers,elected or appointed officials,employees, r J 3t-1 Ov VG L agents and volunteers,2000 MAIN ST,HUNTINGTON BEACH,CA 92648-2702 l7 Policy is amended to revise the following Endorsement Forms reflecting the changes made to your policy. FORM NUMBER FORM NAME COVERAGE PART SC 00 06 1018 POLICY CHANGE Common Form SC 00 06 10 18 Page 2 of 2 Process Date: 06/17/2024 ©2018,The Hartford Policy Expiration Date: 06/14/2025 (May Include copyrighted material of Insurance Services Office, Inc.,with its permission) ' Policy Change: THE Business owner's Policy HARTFORD The following Additional Insured has been added as an Additional Insured-Designated Person or Organization. Additional Insured Name: City of Huntington Beach,2000 Main Street,HUNTINGTON BEACH,CA 92648 Policy is amended to add the following Endorsement Forms reflecting the changes made to your policy. FORM NUMBER FORM NAME COVERAGE PART SC 00 06 1018 POLICY CHANGE Common ADDITIONAL INSURED- SL 30 42 10 18 DESIGNATED PERSON OR Liability ORGANIZATION Form SC 00 06 10 18 Page 2 of 2 Process Date: 06/14/2024 ©2018,The Hartford Policy Expiration Date: 06/14/2025 (May include copyrighted material of Insurance Services Office, Inc.,with its permission) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. THE HARTFORD ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: BUSINESS LIABILITY COVERAGE FORM Except as otherwise stated in this endorsement,the terms and conditions of the Policy apply. A. The following is added to Section C.WHO IS AN INSURED: Designated Person Or Organization a. The person(s) or organization(s) shown in the Declarations as Additional Insured — Designated Person Or Organization is also an additional insured, but only with respect to liability for "bodily injury", "property damage"or"personal and advertising injury"caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: (1) In the performance of your ongoing operations;or 1 (2) In connection with your premises owned by or rented to you. b. If coverage provided to these additional insureds is required by a written contract or written agreement, or when required by a written permit issued by a state or governmental agency or subdivision or political subdivision, the insurance afforded'to these additional insureds will not be broader than that which you are required by the contract, agreement,or permit to provide for these additional.Insureds. c. The insurance afforded to these additional insureds only applies to the extent permitted by law. B. With respect to the insurance afforded such additional insured(s) by this endorsement, the following additional exclusion is added to Section B. EXCLUSIONS: This insurance does not apply to"bodily injury"or"property damage"included within the"products-completed operations hazard". Form SL 30 4210 18 Page 1 of 1 ©2018,The Hartford (May include copyrighted material of Insurance Services Office, Inc.,with its permission) Resolution No.2008-63 i Y.• j CITY OF HUNTINGTON BEACH ., ` � = 2000 Main Street _ <;; Huntington Beach, CA 9264s DECLARATION OF PERMI ME I certify that no vehicle(s) will be used or operated in the performance of the task(s)or event(s) for which this permit is granted. 1 I authorize the City of Huntington Beach to immediately and retroactively revoke the license or permit issued in connection with or in the performance of said task(s) or event(s) if any vehicle(s)is used. Signature of Permittee "444 744------ Print name 04W4 4 4,7 /4',/ Y name(if pp Company applicable). /J/. t/�C. « � &SI i44 /' /A / p r • . Date signed 6 /3 4 s _ II 16407 EXHIBIT 1 CITY OF HUNTINGTON I: EACH • 2000 Main Street, Huntington Beach, CA 92648 ID4 Hun4n 17 Beach o Declaration of Non-Employer Status The State of California requires every enterprise or business to provide workers compensation insurance coverage. if you have no employees, you may make a declaration to that effect by completing and signing this form and returning to: City of Huntington Beach 2000 Main Street Huntington Beach, CA 9.2648 I certify that in the performance of the activity or work for which this permit is issued, I shall not employ any person in any manner so as to become subject to California Workers' Compensation Insurance requirements. l authorize the City of Huntington Beach to immediately and retroactively revoke the license or permit issued under this declaration if l hire any employee(s) or become subject to the provision of the laws requiring Workers' Compensation Insurance. Company Name: (731 tit" e- e. L n eS S Cho v?Address: 0-5 w lnl . 50-1- -1 e, L 0.tse.`C h.83 3114 Applicant A de., an A l j I v Applicant's Signature: 4-1.4.A"-- Title: vv.N G� Date Signed: 6- (1 " 2-y Telephone Number 6— 100$ a• THE HARTFORD BUSINESS LIABILITY COVERAGE FORM READ YOUR POLICY CAREFULLY QUICK REFERENCE Beginning On Page A. COVERAGES 1 Business Liability 1 Medical Expenses 2 Coverage Extension-Supplementary Payments 2 B. EXCLUSIONS 3 C. WHO IS AN INSURED 12 D. LIABILITY AND MEDICAL EXPENSES LIMITS OF INSURANCE 14 1, 15 E. LIABILITY AND MEDICAL EXPENSES GENERAL CONDITIONS 1. Bankruptcy 15 2. Duties In The Event Of Occurrence, Offense,Claim Or Suit 15 3. Legal Action Against Us 16 4. Separation Of insureds 16 5. Representations 16 6. Other Insurance 16 7. Transfer Of Rights Of Recovery Against Others To Us 18 F. LIABILITY AND MEDICAL EXPENSES DEFINITIONS 18 li Form SL 00 00 1018 4 • THE'- HARTFORD BUSINESS LIABILITY COVERAGE FORM Various provisions in this Policy restrict coverage. Read the entire Policy carefully to determine rights, duties and what Is and is not covered. Throughout this Coverage Part the words "you".and "your" refer to the Named Insured shown in the Declarations. The words"we","us"and"our"refer to the insurance company shown in the Declarations. "Policy period", as used in this Coverage Part, means the period from the effective date of this Coverage Part to the expiration date of the Coverage Part as stated in the Declarations or the date of cancellation,whichever is earlier. The word"insured"means any person or organization qualifying as such under Section C.Who.Is An Insured. Other words and phrases that appear in quotation marks have special meaning. Refer to Section F. Liability And Medical Expenses Definitions;. A. COVERAGES 1. Business Liability Coverage (Bodily Injury, Property Damage, Personal And Advertising Injury) Insuring Agreement a. We will pay those sums that the insured becomes legally obligated to pay as damages because of "bodily injury", "property damage" or"personal and advertising injury" to which this insurance applies. We will have the right and duty to defend the insured against any"suit"seeking those damages. However,we will have no duty to defend the insured against any "suit" seeking damages for "bodily injury",."property damage" or "personal and advertising injury"to which this insurance does not apply. We may, at our discretion, investigate any "occurrence" or offense and settle any claim or "suit"that may result. But: (1) The amount we will pay for damages is limited as described in Section D. Liability And Medical Expenses Limits Of Insurance;and (2) Our right and duty to defend ends when we have used up the applicable limit of insurance in the payment of judgments,settlements or medical expenses to which this insurance applies. No other obligation or liability to pay sums or perform acts or services is covered unless explicitly provided for under Coverage Extension-Supplementary Payments. I b. This insurance applies: (1) To"bodily injury"and"property damage"only if: (a) The "bodily injury" or "property damage" is caused by an "occurrence" that takes place in the "coverage territory" (b) The"bodily injury"or"property damage"occurs during the policy period;and (c) Prior to the policy period, no insured listed under Paragraph 1. of Section C.Who Is An Insured and no"employee"authorized by you to give or receive notice of an "occurrence" or claim, knew that the "bodily injury" or "property damage" had occurred, in whole or in part. If such a listed insured or authorized "employee" knew, prior to the policy period, that the "bodily injury" or"property damage" occurred, then any continuation, change or resumption of such "bodily injury" or"property damage" during or after the policy period will be deemed to have been known prior to the policy period. (2) To "personal and advertising injury" caused by an offense arising out of your business, but only if the offense was committed in the"coverage territory"during the policy period. c. "Bodily injury"or"property damage"will be deemed to have been known to have occurred at the earliest time when any insured listed under Paragraph 1.of Section C.Who Is An Insured or any"employee"authorized by you to give or receive notice of an"occurrence"or claim: (1) Reports all,or any part,of the"bodily injury"or"property damage"to us or any other insurer; (2) Receives a written or verbal demand or claim for damages because of the "bodily injury" or "property damage";or Form SL 00 00 10 18 Pagel of22 ©2018,The Hartford (May include copyrighted material of Insurance Services Office, Inc.,with its permission) THE HARTFORD (3) Becomes aware by any other means that"bodily injury"or"property damage" has occurred or has begun to occur. d. Damages because of"bodily injury" include damages claimed by any person or organization for care, loss of services or death resulting at any time from the"bodily injury". e. Incidental Medical Malpractice (1) "Bodily injury" arising out of the rendering of or failure to render professional health care services.as a physician, dentist, nurse, emergency medical technician or paramedic shall be deemed to be caused by an "occurrence", but only if: (a) The physician, dentist, nurse, emergency medical technician or paramedic is employed by you to provide such services; and (b) You are not engaged in the business or occupation of providing such services. (2) For the purpose of determining the limits of insurance for incidental medical malpractice, any act or omission together with all related acts or omissions in the furnishing of these services to any one person will be considered one"occurrence". 2. Medical Expenses Insuring Agreement. a. We will pay medical expenses as described below for"bodily injury"caused by an accident: (1) On premises you own or rent; (2) On ways next.to premises you own or rent;or (3) Because of your operations; provided that: . (1) The accident takes place in the"coverage territory"and during the policy period; (2) The expenses are incurred and reported to us within three years of the date of the accident; and (3) The injured person submits to examination, at our expense, by physicians of our choice as often as we } reasonably require. b. We will make these payments regardless of fault. These payments will not exceed the applicable limit of. insurance.We will pay reasonable expenses for: (1) First aid administered at the time of an accident; ' (2) Necessary medical, surgical,x-ray and dental services, including prosthetic devices;and (3) Necessary ambulance, hospital, professional nursing and funeral services. 3. Coverage Extension-Supplementary Payments a. We will pay,with respect to any claim we investigate or settle,or any"suit"against an insured we defend: (1) All expenses we incur. (2) Up to$1,000 for the cost of bail bonds required because of accidents or traffic law violations arising out of n. the use of any vehicle to which Business Liability Coverage for"bodily injury" applies. We do not have to furnish these bonds. (3) The cost of appeal bonds or bonds to release attachments, but only for bond amounts within the applicable limit of insurance. We do not have to furnish, finance, arrange for, guarantee, or collateralize these bonds,whether the collateralization is characterized as premium or not. (4) All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or"suit",including actual loss of earnings up to$500 a day because of time off from work. (5) All court costs taxed against the insured in the "suit". However, such costs do not include attorneys'fees, attorneys'expenses,witness or expert fees,or any other expenses of a party taxed against the insured. (6) Prejudgment interest awarded against the insured on that part of the judgment we pay. If we make an offer to pay the applicable limit of insurance, we will not pay any prejudgment interest based on that period of time after the offer. Form SL 00 00 10 18 Page 2 of 22 ©2018,The Hartford (May include copyrighted material of Insurance Services Office, Inc.,with its permission) r THE HARTFORD (7) All interest on the full amount of any judgment that accrues after entry of the judgment and before we have paid, offered to pay, or deposited in court the part of the judgment that is within the applicable limit of insurance. Any amounts paid under(1)through(7)above will not reduce the Limits of Insurance. b. If we defend an insured against a "suit"and an indemnitee of the insured is also named as a party to the "suit",we will defend that indemnitee if all of the following conditions are met: (1) The "suit" against the indemnitee seeks damages for which the insured has assumed the liability of the indemnitee in a contract or agreement:that is an"insured contract"; (2) This insurance applies to such liability assumed by the insured; (3) The obligation to defend, or the cost of the defense of, that indemnitee, has also been assumed by the insured in the same"insured contract"; (4) The allegations in the "suit'and the information we know about the"occurrence"are such that no conflict j appears to exist between the interests of the insured and the interest of the indemnitee; (5) The indemnitee and the insured ask us to conduct and control the defense of that indemnitee against such"suit"and agree that we can assign the same counsel to defend the insured and the indemnitee;and (6) The indemnitee: (a) Agrees in writing to: (I) Cooperate with us in the investigation,settlement or defense of the"suit"; (ii) Immediately send us copies of any demands, notices, summonses or legal papers received in ' connection with the"suit"; (iii) Notify any other insurer whose coverage is available to the indemnitee;and (iv)Cooperate with us with respect to coordinating other applicable insurance available to the indemnitee; and = (b) Provides us with.written authorization to: i it (i) Obtain records and other information related to the"suit"; and (ii) Conduct and control the defense of the indemnitee in such"suit". So long as the above conditions are met, attorneys'fees incurred by us in the defense of that indemnitee, . necessary litigation expenses incurred by us and necessary litigation expenses incurred by the b indemnitee at our request will be paid as Supplementary Payments. Notwithstanding the provisions of Paragraph 1.b.(b) of Section B. Exclusions, such payments will not be deemed to be damages for "bodily injury" and "property damage" and will not reduce the Limits of Insurance. Our obligation to defend an insured's indemnitee and to pay for attorneys' fees and necessary litigation expenses as Supplementary Payments ends when: (1) We have used up the applicable limit of insurance in the payment of judgments or settlements;or (2) The conditions set forth above, or the terms of the agreement described in Paragraph (6) above, are no ) longer met. B. EXCLUSIONS 11 1. Applicable To Business Liability Coverage r This insurance does not apply to:. a. Expected Or Intended injury: (1) "Bodily injury" or "property damage" expected or intended from the standpoint of the insured. This exclusion does not apply to"bodily injury"or"property damage"resulting from the use of reasonable force to protect persons or property;or b 3 (2) "Personal and advertising injury" arising out of an offense committed by, at the direction of or with.t e E consent or acquiescence of the insured with the expectation of inflicting"personal and advertising injury". 1 Page 3 of 22 1 Form SL 00 00 10 18 r ©2018,The Hartford u (May include copyrighted material of Insurance Services Office, Inc.,with its permission) h THE HARTFORD b. Contractual Liability (1) "Bodily injury"or"property damage";or(2) `Personal and advertising injury" for which the insured is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages because of: (a) "Bodily injury", "property damage" or"personal and advertising injury" that the insured would have in the absence of the contract or agreement;or (b) 'Bodily injury"or"property damage"assumed in a,contract or agreement that is an"insured contract", provided the "bodily injury"or"property damage",occurs subsequent to the execution of the contract or agreement. Solely for the purpose of liability assumed in an "insured contract", reasonable attorneys'fees and necessary litigation expenses incurred by or for a party other than an insured are deemed to be damages because of"bodily injury"or"property damage"provided: (I) Liability to such party for, or for the cost of,that party's defense has also been assumed in the same"insured contract";and (ii) Such attorneys' fees and litigation expenses are for defense of that party against a civil or alternative dispute resolution proceeding in which damages to which this insurance applies are alleged. c. Liquor Liability "Bodily injury"or"property damage"for which any insured may be held liable by reason of: (1) Causing or contributing to the intoxication of any person; (2) The furnishing of alcoholic beverages to a person under the legal drinking age or under the influence of alcohol; (3) Providing or failing to provide transportation with respect to any person that may be under the influence of alcohol;or (4) Any statute,ordinance or regulation relating to the sale,gift,distribution or use of alcoholic beverages. 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"bodily injury"or"property damage"involved } that which is described in Paragraph(1),(2),(3)or(4)above. However, this exclusion applies only if you are in the business of manufacturing, distributing, selling, serving or furnishing alcoholic beverages. For the purposes of this exclusion, permitting a person to bring alcoholic beverages on your premises, for consumption on your premises,whether or not a fee is charged or a license • is required for such activity, is not by itself considered the business of selling,serving, or furnishing alcoholic beverages. d. Workers'Compensation And Similar Laws Any obligation of the insured under a workers' compensation, disability benefits or unemployment compensation law or any similar law. e. Employer's Liability "Bodily injury"to: (1) An"employee"of the insured arising out of and in the course of: (a) Employment by the insured;or (b) Performing duties related to the conduct of the insured's business;.or (2) The spouse,child, parent,brother or sister of that"employee"as a consequence of(1)above. 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. Form SL 00 00 10 18 Page 4 of 22 ©2018,The Hartford (May include copyrighted material of Insurance Services Office, Inc.,with its permission) ,.&: _,' THE' HARTFORD This exclusion does not apply to liability assumed by the insured under an"insured contract". f. Pollution (1) "Bodily injury", "property damage" or"personal and advertising injury"arising out of the actual, alleged or threatened discharge,dispersal,seepage, migration,release or escape of"pollutants": (a) At or from any premises,site or location which is or was at any time owned or occupied by, or rented or loaned to any insured. However,this paragraph does not apply to: (i) "Bodily injury"if sustained within a building and caused by smoke,fumes, vapor or soot produced by or originating from equipment that is used to heat, cool, or dehumidify the building, or equipment that is used to heat water for personal use,by the building's occupants or their guests; (ii) "Bodily injury"or"property damage".for which you may be held liable, if you are a contractor and the owner or lessee of such premises, site or location has been added to this Coverage Part as 1 an additional insured with respect to your ongoing operations performed for that additional insured at that premises, site or location and such premises, site or location is not and never was owned or occupied by,or rented or loaned to,any insured,other than that additional insured;or (iii)"Bodily injury"or"property damage"arising out of heat,smoke or fumes from a"hostile fire"; (b) At or from.any premises, site or location which is or was at any time used by or for any insured or. others for the handling,storage,disposal, processing or treatment of waste; (c) Which are or were at any time transported, handled, stored, treated, disposed of, or processed as waste by or for: (i) Any insured;or (ii) Any person or organization for whom you may be legally responsible; 7 •(d) At or from any premises, site or location on which any insured or any contractors or subcontractors working directly or indirectly on any insured's behalf are performing operations if the "pollutants" are brought on or to the premises, site or location in connection with such operations by such insured, contractor or subcontractor. However,this paragraph does not apply to: . !i (i) "Bodilyinjury" or "property dama e" arisingout of the escape of fuels, lubricants or other J 9 operating fluids which are needed to perform the normal electrical, hydraulic or mechanical functions necessary for the operation of"mobile equipment"or its parts,if such fuels, lubricants or ii other operating fluids escape from a vehicle part designed to hold, store or receive them. This t exception does not apply if the "bodily injury" or"property damage" arises out of the intentional discharge, dispersal or release of the fuels, lubricants or other operating fluids, or if such fuels, lubricants or other operating fluids are brought on or to the premises, site or location with the intent that they be discharged, dispersed or released as part of the operations being performed ik by such insured, contractor or subcontractor; 4 (li) "Bodily injury" or "property damage" sustained within a building and caused by the release of r gases, fumes or vapors from materials brought into that building in connection with operations i being performed by you or on your behalf by a contractor or subcontractor; or - (iii):"Bodily injury"or"property damage"arising out of heat,smoke or fumes from a"hostile fire";or (e).At or from any premises, site or location on which any insured or any contractors or subcontractors working directly or indirectly on any insured's behalf are performing operations if the operations are to test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or r assess the effects of,"pollutants". (2) Any loss,cost or expense arising out of any: (a) Request, demand, order or statutory or regulatory requirement.that any insured or others test for, li li monitor, clean up, remove, contain,treat, detoxify or neutralize, or in any way respond to, or assess the effects of,"pollutants";or (b) Claim or "suit" by or on behalf of a governmental authority for damages because of testing for,li monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing, or in any way responding to,or assessing the effects of,"pollutants". t Form St_00 00 10 18 Page 5 of 22 ti ©2018,The Hartford x (May include copyrighted material of Insurance Services Office, Inc.,with its permission) FF THE HARTFORD However, this paragraph.does not apply to liability for damages because of"property damage" that the insured would have in the absence of such request, demand,order or statutory or regulatory requirement, or such claim or"suit"by or on behalf of a governmental authority. g. Aircraft,Auto Or Watercraft (1) Unmanned Aircraft "Bodily injury" or "property damage" arising out of the ownership, maintenance, use or entrustment to others of any aircraft that is an"unmanned aircraft". Use includes operation and"loading or unloading". This Exclusion g.(1)applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring,employment,training or monitoring of others by that insured, if the"bodily injury" or "property damage" arises out of the ownership, maintenance, use or entrustment to others of any aircraft that is an"unmanned aircraft". (2) Aircraft(Other Than Unmanned Aircraft),Auto.or Watercraft "Bodily injury" or "property,damage" arising out of the ownership, maintenance, use or entrustment to others of any aircraft (other than "unmanned aircraft"), "auto" or watercraft owned or operated by or rented or loaned to any insured. Use includes operation and"loading or unloading". This Exclusion g.(2) applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment,training or monitoring of others by that insured, if the"bodily injury" or "property damage" arises out of the ownership, maintenance, use or entrustment to others of any aircraft (other than "unmanned aircraft"), "auto" or watercraft that is owned or operated by or rented or loaned to any insured. This Exclusion g.(2)does not apply to: (a) A watercraft while ashore on premises you own or rent; (b) A watercraft you do not own that is: (I) Less than 51 feet long;and (ii) Not being used to carry persons or property for a charge; iI (c) Parking an "auto" on, or on the ways next to, premises you own or rent, provided the "auto" is not owned by or rented or loaned to you or the insured; j (d) Liability assumed under any "insured contract" for the ownership, maintenance or use of aircraft (other than"unmanned aircraft")or watercraft; (e) "Bodily injury"or"property damage"arising out of: (i) The operation of any of the machinery or equipment listed in Paragraph f.(2) or f.(3) of .the definition of"mobile equipment";or (ii) The operation of machinery or equipment that is attached to, or part of, a land vehicle that would qualify under the definition of"mobile equipment"if it were not subject to a compulsory or financial responsibility law or other motor vehicle insurance or motor vehicle registration law where it is licensed or principally garaged;or (f) An aircraft (other than "unmanned aircraft") that is not owned by any insured and is hired, chartered or loaned with a paid crew. However, this exception does not apply if the insured has any other insurance for such "bodily injury" or "property damage", whether the other insurance is primary, excess,contingent or on any other basis. h. Mobile Equipment "Bodily injury"or"property damage"arising out of: { (1) The transportation of"mobile equipment" by an "auto" owned or operated by or rented or loaned to any insured;or (2) The use of"mobile equipment in, or while in practice or preparation for, a prearranged racing, speed or demolition contest or in any stunting activity. Form St,00001018 Page 6 of 22 t ©2018,The Hartford (May include copyrighted material of Insurance Services Office, Inc.,with its permission) 1, THE HARTFORD i. War "Bodily injury", "property damage" or "personal and advertising injury", however caused, arising, directly or indirectly,out of: (1) War, including undeclared or civil war; (2) Warlike action by a military force, including action in hindering or defending against an actual or expected attack,by any government,sovereign or other authority using military personnel or other agents;or (3) Insurrection, rebellion, revolution, usurped power, or action taken by governmental authority in hindering or defending against any of these. j. Professional Services "Bodily injury","property damage" or'"personal and advertising injury"arising out of the rendering of or failure to render any professional service.This includes but is not limited to: (1) Legal,accounting or advertising services; (2) Preparing, approving, or failing to prepare or approve maps, shop drawings, opinions, reports, surveys, field orders, change orders,designs or drawings and specifications; . (3) Supervisory,inspection, architectural or engineering activities; (4) Medical, surgical,dental,x-ray or nursing services,treatment,advice_or instruction; (5) Any health or therapeutic service treatment,advice or instruction; (6) Any service, treatment, advice or instruction for the purpose of appearance or skin enhancement, hair removal or replacement or personal grooming; . (7) Optical or hearing aid services including the prescribing, preparation, fitting, demonstration or distribution of ophthalmic lenses and similar products or hearing aid devices: (8) Optometry or optometric services including but not limited to examination of the eyes and the prescribing, preparation,fitting, demonstration or distribution of ophthalmic lenses and similar products; (E` (9) Any: . (a) Body piercing(not including ear piercing); (b) Tattooing,including but not limited to the insertion of pigments into or under the skin;and (c) Similar services; (10)Pharmaceutical services including but not limited to: (a) The administering, prescribing, preparing,.distributing or compounding of pharmaceutical drugs, vaccinations,immunizations or any of their component parts; (b) The providing of or failure to provide home health.care or home infusion products or services; and. (c) Advising and consulting customers; (11)Computer consulting,design or programming services, including web site design. 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 "bodily injury", "property damage", or "personal and advertising injury" arises out of the rendering of or the failure to render any professional service. L Paragraphs (4) and (5)of this exclusion do not apply to the Incidental Medical Malpractice coverage afforded under Paragraph 1.e. in Section A.Coverages. . k. Damage To Property "Property damage"to: (1) Property you own, rent or occupy, including any costs or expenses incurred by you, or any other person, organization or entity,for repair, replacement, enhancement, restoration or maintenance of such property it for any reason, including prevention of injury to a person or damage to another's property; (2) Premises you sell, give away or abandon, if the "property damage" arises out of any part of those premises; +` Page7of22 Form SL 00 00 10 18 ©2018,The Hartford (May include copyrighted material of Insurance Services Office, Inc.,with its permission) ii • THE HARTFORD (3) Property loaned to you; (4) Personal property in the care,custody or control of the insured; (5) That particular part of real property on which you or any contractors or subcontractors working directly or indirectly on your behalf are performing operations, if the "property damage" arises out of those operations;or (6) That particular part of any property that must be restored, repaired or replaced because "your work"was incorrectly performed on it. Paragraphs (1), (3) and (4) of this exclusion do not apply to "property damage" (other than damage by fire) to premises, including the contents of such premises, rented to you for a period of 7 or fewer consecutive. days. A separate limit of insurance applies to Damage To Premises Rented To You as described in Section D. Limits Of Insurance. 1 Paragraph (2)of this exclusion does not apply if the premises are "your work" and were never occupied, rented or held for rental by you. Paragraphs(3)and(4)of this exclusion do not apply to the use of elevators. Paragraphs (3), (4), (5) and (6) of this exclusion do not apply to liability assumed under a sidetrack agreement. Paragraphs(3) and (4) of this exclusion do not apply to"property damage" to borrowed equipment while not being used to perform operations at a job site. Paragraph (6)of this exclusion does not apply to"property damage" included in the"products-completed operations hazard". I. Damage To Your Product • "Property damage"to"your product"arising out of it or any part of it. m. Damage To Your Work { "Property damage" to "your work" arising out of it or any part of it and included in the "products-completed operations hazard". This exclusion does not apply if the damaged work or the work out of which the damage arises was performed on your behalf by a subcontractor. n. Damage To Impaired Property Or Property Not Physically Injured "Property damage"to"impaired property"or property that has not been physically injured,arising out of: (1) A defect,deficiency,inadequacy or dangerous condition in"your product"or"your work";or (2) A delay or failure by you or anyone acting on your behalf to perform a contract or agreement in accordance with its terms. This exclusion does not apply to the loss of use of other property arising out of sudden and accidental physical injury to"your product".or"your work"after it has been put to its intended use. o. Recall Of Products,Work Or impaired Property Damages claimed for any loss, cost or expense incurred by you or others for the loss of use, withdrawal, recall, inspection,repair, replacement, adjustment, removal or disposal of: (1) "Your product"; (2) "Your work";or (3) "Impaired property"; if such product, work or property is withdrawn or recalled from the market or from use by any person or organization because of a known or suspected defect,deficiency, inadequacy or dangerous condition in it. p. Personal And Advertising Injury t "Personal and advertising injury": (1) Arising out of oral, written; electronic, or any other manner of publication of material, if done by or at the t direction of the insured with knowledge of its falsity; Form SL 00 0010 18 Page 8 of 22 ©2018,The Hartford (May include copyrighted material of Insurance Services Office, Inc.,with its permission) • • THE HARTFORD (2) Arising out of oral, written, electronic, or any other manner of publication of material whose first publication took place before the beginning of the policy period; (3) Arising out of a criminal act committed by or at the direction of the insured; (4) Arising out of any breach of contract, except an implied contract to use another's "advertising idea" in • your"advertisement"; (5) Arising out of the failure of goods, products or services to conform with any statement of quality or performance made in your"advertisement"; (6) Arising out of the wrong description of the price of goods, products or services; (7) Arising out of: (a) Any actual or alleged infringement or violation of any intellectual property rights, such as copyright, patent, right of publicity, trademark, trade dress, trade name, trade secret, service mark or other designation of origin or authenticity;or (b) Any injury or damage alleged in any claim or"suit"that also alleges an infringement or violation of any intellectual property right,whether such allegation of infringement or violation is made against you,or by you or by any other party involved in the claim or"suit", regardless of whether this insurance would otherwise.apply. However, this exclusion does not apply if the only allegation in the claim or "suit" involving any intellectual property right is limited to: (I) Infringement,in your"advertisement",of: a. Copyright; b. • Slogan; unless the slogan is also a trademark, trade dress,trade name, service mark or other designation of origin or authenticity;or c. Title of any literary or artistic work;or (ii) Copying, in your "advertisement", a person's or organization's "advertising idea" or style of • "advertisement". . Paragraph (7)(b)ii above shall not apply to claims or "suits" alleging infringement or violation of trademark, trade dress,trade name,service,mark or other designation of origin or authenticity. (8) Arising out of an offense committed by an insured whose business is: (a) Advertising,broadcasting,publishing or telecasting; (b) Designing or determining content of web sites for others;or (c) An Internet search, access,content or service provider. However, this exclusion does not apply to Paragraphs a., b. and c, under the definition of"personal.and advertising injury"in Section F. Liability And Medical Expenses Definitions. For the purposes of this exclusion, the placing of frames, borders, or links, or advertising, for you or li others anywhere on the Internet, is not by itself, considered the business of advertising, broadcasting, publishing or telecasting; (9) Arising out of an electronic chat room or bulletin board the insured hosts, owns, or over which the insured exercises control; (10)Arising out of the unauthorized use of another's name or product in your e-mail address, domain name or metatags,or any other similar tactics to mislead another's potential customers; (11)Arising out of the violation of:a person's right of privacy created by any state or federal act. However, this exclusion does not apply to liability for damages that the insured would have in the absence of such state or federal act; (12)Arising out of: .. (a) Advertising,content for others on your web site; (b) Placing a link to a web site of others on your web site; Form SL 00 00 10 18 Page9of22 ©2018,The Hartford lj Ma include copyrighted material of Insurance Services Office, Inc.,with its permission) (May • THE r.: m' HARTFORD (c) Content from a web. site of others displayed within a frame or border on your web site. Content includes information,code,sounds,text,graphics or images;or (d) Computer code, software or programming used to enable: (i) Your web site;or (ii) The presentation or functionality of an"advertisement"or other content on your web site; (13)Arising out of a violation of any anti-trust law; (14)Arising out of the fluctuation in price or value of any stocks, bonds or other securities; (15)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;or (16)Arising out of the ownership, maintenance, use or entrustment to others of any aircraft that is an "unmanned aircraft". Use includes operation and"loading or unloading". This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training orr monitoring of others by that insured, if the "personal and advertising injury" arises out of the ownership, maintenance, use or entrustment to others of any aircraft that is an"unmanned aircraft". However, this exclusion does not apply if the only allegation in the claim or"suit" involves an intellectual property right which is limited to: . (a) Infringement, in your"advertisement",of: (i) Copyright; (ii) Slogan;or (iii)Title of any literary or artistic work;or 1 (b) Copying, in your "advertisement", a person's or organization's "advertising idea" or style of "advertisement". q. Access Or Disclosure Of Confidential Or Personal Information And Data-Related Liability (1) Damages because of"bodily injury"or"property damage"arising out of any access to or disclosure of any I' person's or organization's confidential or personal information, including patents, trade secrets, processing methods, customer lists, financial information, credit card information, health information or any other type of nonpublic information;or (2) Damages arising out of the loss of, loss of use of,damage to, corruption of, inability to access,or inability ri to manipulate"electronic data". k This exclusion applies even if such 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 Paragraphs(1)or(2)above. However, unless Paragraph (1) above.applies, this exclusion does not apply to damages because of"bodily injury„ . r. Employment-Related Practices "Bodily injury"or"personal and advertising injury"to: (1) A person arising out of any: (a) Refusal to employ that person; � (b) Termination of that person's employment;or Form SL 00 00 10 18 Page 10 of 22 ©2018,The Hartford (May include copyrighted material of insurance Services Office, inc.,with its permission) I`. • THE HARTFORD (c) Employment-related practices, policies, acts or omissions, such as coercion, demotion, evaluation, reassignment, discipline, defamation, harassment,:humiliation, discrimination, malicious prosecution or false arrest directed at that person;or (2) The spouse, child, parent, brother or sister of that person as a consequence of"bodily injury"or."personal and advertising injury" to that person at whom any of the employment-related practices described in Paragraphs(a), (b), or(c)above is directed. This exclusion applies: (1) Whether the injury-causing event described in Paragraphs (a), (b), or (c) above occurs before employment,during employment or after employment of that person; (2) Whether the insured may be liable as an employer or in any other capacity; and (3) To any obligation to share damages with or repay someone else who must pay damages because of the injury. s. Asbestos (1) "Bodily injury", "property damage" or "personal and advertising injury" arising out of the "asbestos hazard". ° (2) Any damages,judgments,settlements,loss, costs or expenses that: (a) May be awarded or incurred by reason of any claim or"suit" alleging actual or threatened injury or damage of any nature or kind to persons or property which would not have occurred in whole or in part but for the"asbestos hazard"; (b) Arise out of any request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, encapsulate, contain,treat, detoxify or neutralize or in any way respond to or assess-the effects of an"asbestos hazard";or (c) Arise out of any claim or"suit"for damages because of testing for, monitoring, cleaning up,removing, encapsulating, containing, treating, detoxifying or neutralizing or in any way responding to or assessing the effects of an"asbestos hazard". t. Recording And Distribution Of Material Or 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 II (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. Damage To Premises Rented To You-Exception For Damage By Fire,Lightning Or Explosion Exclusions c. through h. and k. through o. do not apply to damage by fire, lightning or explosion to premises rented to you or temporarily occupied by you with permission of the owner. A separate limit of insurance applies to this coverage as described in Section D. Liability And Medical Expenses Limits Of Insurance. 2. Applicable To Medical Expenses Coverage We will not pay expenses for"bodily injury": a. Any Insured To any insured,except"volunteer workers". ( b. Hired Person To a person hired to do work for or on behalf of any insured or a tenant of any insured. Form SL 00 00 10 18 Page 11 of 22 ©2018,The Hartford (May include copyrighted material of Insurance Services Office, Inc.,with its permission) • Ott THE'; .-' HARTFORD c. Injury On Normally Occupied.Premises To a person injured on that part of premises you own or rent that the person normally occupies. d. Workers'Compensation And Similar Laws To a person, whether or not an"employee" of any insured, if benefits for the "bodily injury" are payable or must be provided under a workers'compensation or disability benefits law or a similar law. e. Athletics Activities To a person injured while practicing, instructing or participating in any physical exercises or games, sports or athletic contests. f. Products-Completed Operations Hazard Included with the"products-completed operations hazard". g. Business Liability Exclusions Excluded under Business Liability Coverage. C. WHO IS AN INSURED 1. If you are designated in the Declarations as: a. An individual, you and your spouse are insureds, but only with respect to the conduct of a business, other than that described in b.through e.below,of which you are the sole owner. b. A partnership or joint venture, you are an insured. Your members,your partners, and their spouses are also insureds,but only with respect to the conduct of your business. c. A limited liability company,you are an insured.Your members are also insureds, but only with respect to the conduct of your business. Your managers are insureds, but only with respect to their duties as your managers. d. An organization other than a partnership, joint venture or limited liability company, you are an insured. Your "executive officers" and directors are insureds, but only with respect to their duties as your officers or directors.Your stockholders are also insureds, but only with respect to their liability as stockholders. e. A trust,you are an insured.Your trustees are also insureds, but only with respect to their duties as trustees. 2. Each of the following is also an insured: a. Employees And Volunteer Workers Your "volunteer workers" only while performing duties related to the conduct of your business, or your "employees", other than either your executive officers (if you are an organization other than a partnership, joint venture or limited liability company)or your managers(if you are a limited liability company), but only for acts within the scope of their employment by you or while performing duties related to the conduct of your business. However,none of these"employees"or"volunteer workers"are insureds for:. (1) "Bodily injury"or"personal and advertising injury": (a) To you, toyourpartners or members (if you are a partnershiporjoint venture), to,your members (if you are a limited liability company), or to a co-"employee" while in the course of his or her employment or performing duties related to the conduct of your business, or to your other"volunteer workers"while performing duties related to the conduct of your business; (b) To the spouse, child, parent, brother or sister of that co-"employee" or that "volunteer worker" as a consequence of Paragraph(1)(a)above; (c) F.or which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraphs(1)(a)or(b)above; or (d) Arising out of his or her providing or failing to provide professional health care services. If you are not in the business of providing professional health care services,Paragraph(d)does not apply to any nurse,emergency medical technician or paramedic employed by you to provide such services. (2) "Property damage"to property: form SL 00 00 10 18 Page 12 of 22 02018,The Hartford (May include copyrighted material of Insurance Services Office, Inc.,with its permission) • r sue' THE•�` HARTFORD (a) Owned,occupied or used by: (b) Rented to, in the care, custody or control of,or over which physical control is being exercised for any purpose by you, any of your"employees", "volunteer workers", any partner or member (if you are a partnership or joint venture),or any member(if you are a limited liability company). b. Real Estate Manager Any person (other than your"employee" or"volunteer worker"), or any organization while acting as your real estate manager. . c. Temporary Custodians Of Your Property Any person or organization having proper temporary custody of your property if you die, but only: (1) With respect to liability arising out of the maintenance;or use of that property;and (2) Until your legal representative has been appointed. d. Legal Representative If You Die Your legal representative if you die, but only with respect to duties as such. That representative will have all your rights and duties under this insurance. . . e. Unnamed Subsidiary Any subsidiary and subsidiary thereof, of yours which is a legally incorporated entity of which you own a financial interest of more than 50%of the voting stock on the effective date of this Coverage Part. The insurance afforded herein for any subsidiary not shown in the Declarations as a named insured does not apply to injury or damage with respect,to which an insured under this.insurance is also an insured under. another policy or would be an insured under such policy but for its termination or upon the exhaustion of its i limits of insurance. 3. Newly Acquired Or Formed Organization . l Any organization you newly acquire or form,other than a partnership,joint venture or limited liability company, le and over which you maintain financial interest of more than 50% of the voting stock, will qualify as a Named t Insured if there is no other similar insurance available to that organization.However a. Coverage under this provision is afforded only until the 180th day after you acquire or form the organization or il the end of the policy period,whichever is earlier; and b. Coverage under this provision does not apply to: (1) "Bodily injury"or"property damage"that occurred;or (2) "Personal and advertising injury"arising out of an offense committed before you acquired or formed the organization. I 4. Operator Of Mobile Equipment i With respect to"mobile equipment"any person is an insured while driving such equipment along a public highway 1 with your;permission. Any other person or organization responsible for the conduct of such person is also an insured, but only with respect to liability arising out of the operation of the equipment, and only if no other r . insurance of any kind is available to that person or organization for this liability. However, no person or organization is an insured with respect to: a. "Bodily injury"to a co-"employee"of the person driving the equipment;or b. "Property damage' to property owned by, rented to, in the charge of or occupied by you or the employer of G any person who is an insured under this provision. ii 5. Operator Of Nonowned Watercraft j With respect to watercraft you do not own.that is less than 51 feet long and is not being used to carry persons or property for a charge, any person is an insured while operating such watercraft with your permission. Any other r person or organization responsible for the conduct of such person is also an insured, but only with respect to liability arising out of the operation of the watercraft, and only if no other insurance of any kind is available to that li person or organization for this liability. However, no person or organization is an insured with respect to: '' Form SL 00 0010 18 Page 13 of 22 11 ©2018,The Hartford I (May include copyrighted material of Insurance Services Office, Inc.,with its permission) t .. 5etr THE HARTFORD a. "Bodily injury"to a-co-"employee"of the person operating the watercraft;or b. "Property damage" to property owned by, rented to, in the charge of or occupied by you or the employer of any person who is an insured under this provision. No person or organization is an insured with respect to the conduct of any current or past partnership,joint venture or limited liability company that is not shown as a Named Insured in the Declarations. D. LIABILITY AND MEDICAL EXPENSES LIMITS OF INSURANCE 1. The Most We Will Pay The Limits of Insurance shown in the Declarations and the rules below fix the most we will pay regardless of the number of: a. Insureds; b. Claims made or"suits"brought;or c. Persons or organizations making claims or bringing"suits". 2, Aggregate Limits The most we'will pay for: a. Damages because of"bodily injury" and"property damage" included in the "products-completed operations hazard"is the Products-Completed Operations Aggregate Limit shown in the Declarations. b. Damages because of all other "bodily injury", "property damage" or "personal and advertising injury", including medical expenses,is the General Aggregate Limit shown in the Declarations.: This General Aggregate limit does not apply to "property damage" to premises while rented to you or temporarily occupied by you with permission of the owner,arising out of fire,lightning or explosion. 3. Each Occurrence Limit Subject to 2.a. or 2.b above, whichever applies, the most we will pay for the sum of all damages because of all I!i "bodily injury", "property damage" and medical expenses arising out of any one "occurrence" is the Liability and Medical Expenses Limit shown in the Declarations, The most we will pay for all medical expenses because of "bodily injury" sustained by any one person is the Medical Expenses Limit shown in the Declarations. 4. Personal And Advertising.Injury Limit { Subject to 2.b. above, the most we will pay for the sum of all damages because of all "personal and advertising injury" sustained by any one person or organization is the Personal and Advertising Injury Limit shown in the Declarations. 5. Damage To Premises Rented To You Limit The Damage To Premises Rented To You Limit is the most we will pay under Business Liability Coverage for damages because of"property damage" to any one premises, while rented to you, or in the case of damage by fire,lightning or explosion,while rented to you or temporarily occupied by you with permission of the owner. In the case of damage by fire, lightning or explosion, the Damage to Premises Rented To You Limit applies to ail damage proximately caused by the same event,whether such damage results from fire, lightning or explosion or any combination of these. 6. How Limits Apply To Additional Insureds The most we will:pay on behalf of a person or organization who is an additional insured under this Coverage Part is the lesser of: a. The limits of insurance required in a written contract,written agreement or permit;or b. The Limits of Insurance shown in the Declarations. Such amount shall be a part of and not in addition to the Limits of Insurance shown in the Declarations and described in this Section. If more than one limit of insurance under this Policy and any endorsements attached thereto applies to any claim or "suit", the most we will pay under this Policy and the endorsements is the single highest limit of liability of all Form SL 00 00 10 18 Page 14 of 22 ©2018,The Hartford (May include copyrighted material of Insurance Services Office, Inc.,with its permission) THE`- HARTFORD coverages applicable to such claim or"suit". However, this paragraph does not apply to the Medical Expenses limit set forth in Paragraph 3.above. The Limits of Insurance of this Coverage Part apply separately to each consecutive annual period and-to any remaining period of less than 12 months, starting with the beginning of the policy period shown in the Declarations, unless the policy period is extended after issuance for an additional period of less than 12 months. In that case, the additional period will be deemed part of the last preceding period for purposes of determining the Limits of Insurance. E. LIABILITY AND MEDICAL EXPENSES GENERAL CONDITIONS 1. Bankruptcy . Bankruptcy or insolvency of the insured or of the insured's estate will not relieve us of our obligations under this Coverage Part. 2. Duties in The Event Of Occurrence,Offense,Claim Or Suit a. Notice Of Occurrence Or Offense You or any additional insured under this Coverage Part must see to it that we are notified as soon as practicable of an"occurrence"or an offense which may result in a claim.To the extent possible, notice should include: (1) How,when and where the"occurrence"or offense took place; (2) The names and addresses of any injured persons and witnesses;and . (3) The nature and location of any injury or damage arising out of the"occurrence"or offense. b.. Notice Of Claim if a claim is made or"suit" is brought against any insured,you or any additional insured under this Coverage Part must: . (1) Immediately record the specifics of the claim or"suit"and the date received;and (2) Notify us as soon as practicable. You or any additional insured under.this Coverage Part must see to it that we receive a written notice of the claim or"suit"as soon as practicable. c. Assistance And Cooperation Of The Insured - li You and any other involved insured must: (1) Immediately send us copies of any demands, notices, summonses or legal papers received in connection F with the claim or"suit"; (2) Authorize us to obtain records and other information; (3) Cooperate with us in the investigation, settlement of the claim or defense against the"suit"; and (4) Assist us, upon our request, in the enforcement of any right against any person or organization that may be liable to the insured because of injury or damage to which this insurance may also apply. d. Obligations At The Insured's Own Cost No insured will, except at that insured's own cost, voluntarily make a payment, assume any obligation, or incur any expense,other than for first aid,without our consent.' e. Additional Insured's Other Insurance If we cover a claim or"suit" under this Coverage Part that may also be covered by other insurance available to an additional insured under this Coverage Part, such additional insured must submit such claim or"suit"to the other insurer for defense and indemnity. However, this provision does not apply to the extent that you have agreed in a written contract, written agreement or permit that this insurance is primary and non-contributory with such additional insured's own ( insurance. f. Knowledge Of An Occurrence,Offense, Claim Or Suit Paragraphs a. and b. apply to you or to any additional insured under this Coverage Part only when such "occurrence",offense,claim or"suit"is known to: • Form SL 00 0010 18_ Page 15 of 22 ©2018,The Hartford (May include copyrighted material of Insurance Services Office, Inc.,with its permission) • THE°." HARTFORD (1) You or any additional insured under this Coverage Part that is an individual; (2) Any partner, if you or an additional insured under this Coverage Part is a partnership; (3) Any manager, if you or an additional insured under this Coverage Part is a limited liability company; (4) Any"executive officer"or insurance manager, if you or an additional insured under this Coverage Part is a corporation; (5) Any trustee,if you or an additional insured under this Coverage Part is a trust;or (6) Any elected or appointed official, if you or an additional insured under this Coverage Part is a political subdivision or public entity. This Paragraph f.applies separately to you and any additional insured under this Coverage Part. 3. Legal action Against Us No person or organization has a right under this Coverage Part: a. To join us as a party or otherwise bring us into a"suit"asking for damages from an insured;or b. To sue us on this Coverage Part unless all of its terms have been fully complied with. A person or organization may sue us to recover on an agreed settlement or on a final judgment against an insured; but we will not be liable for damages that are not payable under the terms of this insurance or that are in excess of the applicable limit of insurance. An agreed settlement means a settlement and release of liability signed.by us,the insured and the claimant or the claimant's legal representative. 4. Separation Of Insureds Except with respect to the Limits of Insurance, and any rights or duties specifically assigned in this Policy to the first Named Insured, this insurance applies: a. As if each Named Insured were the only Named,Insured;and b: Separately to each insured against whom a claim is made or"suit"is brought. 5. Representations a. When You Accept This Policy By accepting this Policy,you agree: (1) The statements in the Declarations are accurate and complete; (2) Those statements are based upon representations you made to us;and (3) We have issued this Policy in reliance upon your representations. b. Unintentional Failure To Disclose Hazards If unintentionally you should fail to disclose all hazards relating to the conduct of your business at the . :. inception date of this Coverage Part, we shall not deny any coverage under this Coverage Part because of such failure. 6. Other Insurance If other valid and collectible insurance is available for a loss we cover under this Coverage Part, our obligations are limited as follows: a. Primary Insurance This insurance is primary except when b.below applies. If other insurance is also primary,we will share with all that other insurance by the method described in c.below. b. Excess Insurance . This insurance is excess over any of the other insurance,whether primary, excess, contingent or on any other basis: (1) Your Work That is Fire, Extended Coverage, Builder's Risk, Installation Risk, Owner Controlled Insurance Program or OCIP, Contractor Controlled Insurance Program or CC1P, Wrap Up Insurance or similar coverage for "your work"; Form SL 00 00 10 18 Page 16 of 22 k ©2018,The Hartford (May include copyrighted material of Insurance Services Office, Inc.,with its permission) - k THE A o HARTFORD (2) Premises Rented To You That is fire, lightning or explosion insurance for premises rented to you or temporarily occupied by you with permission of the owner; (3) Tenant Liability That is insurance purchased by you to cover your liability as a tenant for"property damage" to premises rented to you or temporarily occupied by you with permission of the owner; (4) Aircraft,Auto Or Watercraft If the loss arises out of the maintenance or use of aircraft, "autos"or watercraft to the extent not subject to Exclusion g.of Section B. Exclusions. (5) Property Damage To Borrowed Equipment Or Use Of Elevators If the loss arises out of"property damage"to borrowed equipment or the use of elevators to the extent not subject to Exclusion k. of Section B. Exclusions. (6) When You Are Added As An Additional Insured To Other Insurance That is other insurance available to you covering liability for damages arising out of the premises or operations, or products and completed operations, for which you have been added as an additional insured by that insurance; or (7) When You Add Others As An Additional Insured To This Insurance That is other insurance available to an additional insured. However, the following provisions apply to other insurance available to any person or organization who is an additional insured under this Coverage Part: (a) Primary Insurance When Required By Contract This insurance is primary if you have agreed in a written contract, written agreement or permit that this insurance be primary. If other insurance is also primary,we will share with all that other insurance by the method described in c. below. (b) Primary And Non-Contributory To Other Insurance When Required By Contract If you have agreed in a written contract, written agreement or permit that this insurance is primary and non-contributory with the additional insured's own insurance, this insurance is primary and we will not seek contribution from that other insurance. Paragraphs(a) and (b)do not apply to other insurance to which the additional insured has been added as an additional insured. When this insurance is excess, we will have no duty under this Coverage Part to defend the insured against any"suit" if any other insurer has a duty to defend the insured against that"suit". If no other insurer defends, we will undertake to do so, but we will be entitled to the insured's rights against all those other insurers. When this insurance is excess over other insurance, we will pay only our share of the amount of the loss, if any, that exceeds the sum of: (1) The total amount that all such other insurance would pay for the loss in the absence of this insurance; and (2) The total of all deductible and self-insured amounts under all that other insurance. We will share the remaining loss, if any, with any other insurance that is not described in this Excess Insurance provision and was not bought specifically to apply in excess of the Limits of Insurance shown in the Declarations of this Coverage Part. c. Method Of Sharing If all the other insurance permits contribution by equal shares, we will follow this method also. Under this approach, each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains,whichever comes first. Form SL 00 00 10 18 Page 17 of 22 O 2018, The Hartford (May include copyrighted material of Insurance Services Office, Inc.,with its permission) • THE . - HARTFORD If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this method, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. 7. Transfer Of Rights Of Recovery Against Others To Us a. Transfer Of Rights Of Recovery If the insured has rights to recover all or part of any payment, including Supplementary Payments, we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request, the insured will bring "suit" or transfer those rights to us and help us enforce them.This condition:does not apply to Medical Expenses Coverage. b. Waiver Of Rights Of Recovery(Waiver Of Subrogation) If the,insured has waived any rights of recovery against any person or organization for all or part of any payment,.including Supplementary Payments, we have made under this Coverage Part, we also waive that right, provided the insured waived their rights of recovery against such person or organization in a contract, agreement or permit that was executed prior to the injury or damage. . F. LIABILITY AND MEDICAL EXPENSES DEFINITIONS 1. "Advertisement" means a notice that is broadcast or published to the general public or specific market segments about your goods, products or services for the purpose of attracting customers or supporters. For the purpose of this definition: a. Notices that are published include material placed on the Internet or on similar electronic 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 purpose of attracting customers or supporters is considered an advertisement. 2. "Advertising Idea" means any idea for an"advertisement". . 3. "Asbestos hazard" means an exposure or threat of exposure to the actual or alleged properties of asbestos and includes.the mere presence of asbestos.in any form. 4. "Auto"means: " a. A land motor vehicle, trailer or semi-trailer designed for travel on public roads, including any attached machinery or equipment;or b. Any other land vehicle thatis subject to a compulsory or financial responsibility law or other motor vehicle insurance or motor vehicle registration law where it is licensed or principally garaged. However, "auto"does not include"mobile equipment". 5. "Bodily injury"means physical: a. Injury; b. Sickness;.or c. Disease sustained by a person and, if arising out of the above, mental anguish or death at any time. 6. "Coverage territory"means: a. The United States of America(including its territories and possessions),Puerto Rico and Canada; b. International waters or airspace, but only if the injury or damage occurs. in the course of travel or transportation between any places included in a.above; c. All other parts of.the world if the injury or damage arises out of: (1) Goods or products made or sold by you in the territory described in a. above; (2) The activities of a person whose home is in the territory described in a.above, but is away for a short time on your business;or 1;. Form SLO6001018 Page 18 of 22 ©2018,The Hartford (May include copyrighted material of Insurance Services Office, Inc.,with its permission) • • w, THE HARTFORD (3) "Personal and advertising injury"offenses that take place through the Internet or similar electronic means of communication. provided the insured's responsibility to pay damages is determined In the United States of America (including its territories and possessions), Puerto Rico or Canada, in a "suit" on the merits according to the substantive law in such territory,or in a settlement we agree to. . 7. "Electronic data" means information, facts or computer programs stored•as or on, created or used on, or transmitted to or frorn 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. 8. "Employee"includes a"leased worker"."Employee"does not include a"temporary worker". ' 9. "Executive officer" means a person holding any of the officer positions created by your charter, constitution, by- laws or any other similar governing document, 10. "Hostile fire"means one which becomes uncontrollable or breaks out from where it was intended to be. 11. "Impaired property" means tangible property, other than "your product" or."your work", that cannot be used or is less useful because` a. It incorporates"your product"or"your work"that is known or thought to be defective, deficient, inadequate or dangerous;or b. You have failed to fulfill the terms of a contract or agreement; if such property can be restored to use by: a. The repair,replacement,adjustment or removal of"your product"or"your work";or b. Your fulfilling the terms of the contract or agreement. 12. "insured contract"means: a. A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire, lightning or explosion to premises while rented to you or temporarily occupied by you with permission of the owner is subject to the Damage To Premises Rented To You limit described in Section D. Liability And Medical Expenses Limits Of Insurance. b. A sidetrack agreement; c. Any easement or license agreement, including an easement or license agreement in connection with construction or demolition operations on or within 50 feet of a railroad; 1' d. Anyobligation, as required byordinance, to indemnifya municipality, exce t in connection with work for a 9 qp I municipality; ki e. An elevator maintenance agreement;or . f. That part of any other contract or agreement pertaining to your business (including an indemnification of a municipality in connection with work performed for a municipality) under which you assume the tort liability of another party to pay for "bodily injury or "property damage" to a third person or organization. Tort liability means.a liability that would be imposed by law in the absence of any contract or agreement. Paragraph f. includes that part of any contract or agreement that indemnifies a railroad for "bodily injury" or "property damage" arising out of construction.or demolition operations within 50 feet of any railroad property and affecting any railroad bridge or trestle,tracks,road-beds,tunnel,underpass or crossing. is However, Paragraph f.does not include that part of any contract or agreement: (1) That indemnifies an architect,engineer or surveyor for injury or damage arising out of: (a) Preparing, approving or failing to 'prepare or approve maps, shop drawings, opinions, reports, surveys,field orders,change orders,designs or drawings and specifications;or (b) Giving directions or instructions, or failing to give them,if that is the primary cause of the injury or damage;or Form SL000.01018 Page 19 of 22 ©2018,The Hartford (May include copyrighted material of Insurance Services Office, Inc.,with its permission) THE :: HARTFORD (2) Under which the insured, if an architect; engineer or surveyor, assumes liability for an injury or damage arising out of the insured's rendering or failure to render professional:services, including those listed in.(1) above and supervisory; inspection, architectural or engineering activities. 13. "Leased worker" means a person leased to you by a labor leasing firm under an agreement between you and the labor leasing firm, to perform duties related to the conduct of your business. "Leased worker does not include a "temporary worker". 14. "Loading or unloading"means the handling of property: a. After it is.moved from the place where it is accepted for movement into or onto an aircraft, watercraft or "auto"; b. While it is in or on an aircraft,watercraft or"auto";or c. While it is being moved from an aircraft,watercraft or"auto"to the place where it is finally delivered; but "loading or unloading" does not include the movement of property by means of a mechanical device, other than a hand truck,that is not attached to the aircraft,watercraft or"auto". 15. "Mobile equipment" means any of the following types of land vehicles, including any attached machinery or equipment: a. Bulldozers,farm machinery,forklifts and other vehicles designed for use principally off public roads; b. Vehicles maintained for use solely on or next to premises you own or rent; c. Vehicles that travel on crawler treads; d. Vehicles,whether self-propelled or not, on which are permanently mounted: (1) Power cranes,shovels,loaders,diggers or drills;or (2) Road construction or resurfacing equipment such as graders, scrapers or rollers; e. Vehicles not described in a., b., c., or d. above that are not self-propelled and are maintained primarily to provide mobility to permanently attached equipment of the following types: (1) Air compressors, pumps and generators, including spraying, welding, building cleaning, geophysical exploration,lighting and well servicing equipment;or (2) Cherry pickers and similar devices used to raise or lower workers; f. Vehicles not described in a., b.,c.,or d.above maintained primarily for purposes other than the transportation of persons or cargo. . However, self-propelled vehicles with the following types of permanently attached equipment are not"mobile equipment"but will be considered"autos": . (1) Equipment,of at least 1,000pounds g vehicle weight,designed primarilyfor: grossg 9 (a) Snow removal; (b) Road maintenance,but not construction or resurfacing;or (c) Street cleaning; (2) Cherry pickers and similar devices mounted on automobile or truck chassis and used to raise or lower workers;and (3) Air compressors, pumps and generators, including spraying, welding, building cleaning, geophysical exploration, lighting and well servicing equipment. However, "mobile equipment" does not include any land vehicle that is subject to a compulsory or financial responsibility law or other motor vehicle insurance or motor vehicle registration law where they are licensed or principally garaged. Land vehicles subject to a compulsory or financial responsibility law or other motor vehicle insurance law or motor vehicle registration law are considered"autos": 16. "Occurrence" means an accident, including continuous or repeated exposure to substantially the same general harmful conditions. 17. "Personal and advertising injury" means injury, including consequential "bodily injury", arising out of one or more of the following offenses: Form SL 00 00 10 18 Page 20 of 22 2018,The Hartford (May include copyrighted material of Insurance Services Office, Inc.,with its permission) THE-. HARTFORD a. False arrest,detention or imprisonment; b. Malicious prosecution; c. The wrongful eviction from, wrongful entry into, or invasion of the right of private occupancy of a room, dwelling or premises that a person or organization occupies, committed by or on behalf of its owner,landlord or lessor; d. Oral, written, electronic, or any other manner of publication of material that slanders or libels a person or organization or disparages a person's or organization's goods,products or services; e., Oral,written,electronic,or any other manner of publication of material that violates a person's right of privacy; f. Copying, in your"advertisement",a person's or organization's"advertising idea"or style of"advertisement";or g. Infringement of copyright,slogan,or title of any literary or artistic work, in your"advertisement". 18. "Pollutants" means any solid, liquid, gaseous or thermal irritant or contaminant, including smoke, vapor, soot, fumes,acids,alkalis,chemicals and waste.Waste includes materials to be recycled,reconditioned or reclaimed. 19. "Products-completed operations hazard"; a. Includes all "bodily injury" and "property damage"occurring away from premises you own or rent and arising out of"your product"or"your work"except: (1) Products that are still in your physical possession;or (2) Work that has not yet been completed, or abandoned. However, "your work" will be deemed to be completed at the earliest of the following times: (a) When all of the work called for in your contract has been completed. (b) When all of the work to be done at the job site has been completed if your contract calls for work at more than one job site. (c) When that part of the work done at a job site has been put to its intended use by any person or organization other than another contractor or subcontractor working on the same project. Work that may need service, maintenance, correction, repair or replacement, but which Is otherwise complete,will be treated as completed. The "bodily injury" or "property.damage" must occur away from premises you own or rent, unless your business includes the selling, handling or distribution of"your product"for consumption on premises you own or rent. b. Does not include"bodily injury"or"property damage"arising out of: (1) The transportation of property, unless the injury or damage arises out of a condition in or on a vehicle not owned or operated by you, and that condition was created by.the"loading or unloading"of that vehicle by any insured;or (2) The existence of tools,uninstalled equipment or abandoned or unused materials. 20. "Property damage"means: a. Physical injury to tangible property, including all resulting loss of use of that property.All such loss of use shall • be deemed to occur at the time of the physical injury that caused it;or b. Loss of use of tangible property that is not physically injured. All such loss of use shall be deemed to occur at the time of"occurrence"that caused it. As used in this definition,"electronic data"is not tangible property. ll 21. "Suit" means a civil proceeding in which damages because of"bodily injury", "property damage"or"personal and advertising injury"to which this insurance applies are alleged."Suit"includes: a. An arbitration proceeding in which such damages are claimed and to which the insured must submit or does submit with our consent;or b. Any other alternative dispute resolution proceeding in'which such damages are claimed and to which the insured submits with our consent. Form SL 00 0010 18 Page 21 of 22 +; ©2018,The Hartford (May include copyrighted material of Insurance Services Office, Inc.,with its permission) is • THE HARTFORD • 22. "Temporary worker"means a person who is furnished to you to substitute for a permanent"employee"on leave or to meet seasonal or short-term workload conditions. 23. "Unmanned aircraft"means an aircraft that is not: a. Designed; b. Manufactured;or c. Modified after manufacture; to be controlled directly by a person from within or on the aircraft. 24. "Volunteer worker"means a person who: a. Is not your"employee"; b. Donates his or her work; c. Acts at the direction of and within the scope of duties determined by you; and d. Is not paid a fee,salary or other compensation by you or anyone else for their work performed for you. 25. "Your product": a. Means: (1) Any goods or products, other than real property, manufactured, sold, handled, distributed or disposed of by: (a) You; (b) Others trading under your name; or (c) A person or organization whose business or assets you have acquired;and (2) Containers (other than vehicles), materials, parts or equipment furnished in connection with such goods or products. b. Includes: (1) Warranties or representations made at any time with respect to the fitness, quality, durability, performance or use of"your product";and (2) The providing of or failure to provide warnings or instructions. c. Does not include vending machines or other property rented to or located for the use of others but not sold. 26. "Your work": a. Means: (1) Work or operations performed by you or on your behalf; and (2) Materials, parts or equipment furnished in connection with such work or operations. b. Includes: (1) Warranties or representations made at any time with respect to the fitness, quality, durability, performance or use of"your work";and (2) The providing of or failure to provide warnings or instructions. Form SL 00 00 10 18 Page 22 of 22 ©2018,The Hartford (May Include copyrighted material of Insurance Services Office, Inc.,with its permission)