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Home My WebLink About20242536.tiffRESOLUTION RE: APPROVE SINGLE SOURCE AGREEMENT FOR EMERGENCY PURCHASE AND INSTALLATION OF DATA DIRECT NETWORK (DDN) STORAGE EQUIPMENT FOR WELD COUNTY JAIL, AND AUTHORIZE CHAIR TO SIGN - CML SECURITY, LLC WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to Colorado statute and the Weld County Home Rule Charter, is vested with the authority of administering the affairs of Weld County, Colorado, and WHEREAS, on April 3, 2017, the Board of County Commissioners approved Bid #B1700060, and awarded CML Security, LLC, to construct and maintain the Security Electronic Controls system at the Weld County Jail, and WHEREAS, pursuant to Section 5-4-80, Single Source Purchasing, and Section 5-4-160 Product Standardization, of the Weld County Code, the Purchasing Manager has reviewed and deemed it advisable to approve CML Security, LLC, as a single source vendor to provide reliability and compatibility of hardware and software, and WHEREAS, pursuant to Section 5-4-110 Emergency Purchases of the Weld County Code, the Emergency Purchase must be justified and assigned an emergency purchase order number by the Purchasing Department, and WHEREAS, on September 20, 2024, the Purchasing Manager deemed the matter met the threshold of being an emergency and generated an emergency purchase order No. P2400692, and WHEREAS, the Board has been presented with a Single Source Agreement for Emergency Purchase and Installation of Data Direct Network (DDN) Storage Equipment for the Weld County Jail between the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, on behalf of the Facilities Department and Sheriff's Office, and CML Security, LLC, commencing upon full execution of signatures, with further terms and conditions being as stated in said agreement, and WHEREAS, after review, the Board deems it advisable to approve said agreement, a copy of which is attached hereto and incorporated herein by reference. NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld County, Colorado, that the Single Source Agreement for Emergency Purchase and Installation of Data Direct Network (DDN) Storage Equipment for the Weld County Jail between the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, on behalf of the Facilities Department and Sheriff's Office, and CML Security, LLC, be, and hereby is, approved on an emergency basis. cc•.$G(Po/04), PuR. ock/2612f 2024-2536 SO0045 BG0026 SINGLE SOURCE AGREEMENT FOR EMERGENCY PURCHASE AND INSTALLATION OF DATA DIRECT NETWORK (DDN) STORAGE EQUIPMENT FOR WELD COUNTY JAIL - CML SECURITY, LLC PAGE 2 BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized to sign said agreement. The above and foregoing Resolution was, on motion duly made and seconded, adopted by the following vote on the 23rd day of September, A.D., 2024. ATTEST: Weld County Clerk to the Board APP flit • bc)aa to) dt Deputy Clerk to the Board County Att- ey*ON Date of signature: BOARD OF COUNTY COMMISSIONERS WELD COUNTYCLQRADO Kevin D. Ross, Chair '-1P-P/117 aet-} Perry L. Bugle, Pro-Tem reeman K. James ri Saine 2024-2536 SO0045 BG0026 Con-Ivac+- V * 121 September 19, 2024 FACILITIES DEPARTMENT PHONE: (970) 400-2020 FAX: (970) 304-6532 WEBSITE: www.co.weld.co.us 1105 H STREET P.O. BOX 758 GREELEY, COLORADO 80632 To: Board of County Commissioners From: Patrick O'Neill Subject: Jail DDN video storage device replacement CML Security was awarded the bid (81700060) for constructing and maintaining the Jail Security Electronics Controls system. With this award, CML Security became the single source vendor to provide maintenance, support, and updates for Jail Security Electronic Controls in accordance with Weld County Code Section 5-4-160. - Product standardization. The jail video storage device (DDN) that is an integral part of the jail security electronics has failed and needs to be replaced. Without this storage device working properly, the jail is currently not in compliance with state laws. CML security has provided a price for the replacement of this device for $219,085.00. Under County Code 5-4-80, the Facilities department is authorized to purchase the replacement for this system as an emergency. Therefore, Facilities is recommending approval for this contract with CML Security in the amount of $219,085.00. If you have any questions, please contact meat extension 2023. Sincerely, Patrick O'Neill Director 2024-2536 9/23 so oo4 5 E3GOOZC9 SERVICE AGREEMENT BETWEEN WELD COUNTY AND CML SECURITY JAIL DDN DATA STORAGE REPLACEMENT v THIS AGREEMENT is made and entered into this . day of Sepkemb-f.V , 2024, by and between the Board of Weld County Commissioners, on behalf of Facilities, hereinafter referred to as "County," and CML Security, hereinafter referred to as "Contractor". WHEREAS, County requires an independent contractor to perform the services required by County and set forth in the attached Exhibits; and WHEREAS, Contractor is willing and has the specific ability to perform the required services at or below the cost set forth in the attached Exhibits; and WHEREAS, Contractor is authorized to do business in the State of Colorado and has the time, skill, expertise, and experience necessary to provide the equipment, materials and services as set forth below. NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the parties hereto agree as follows: 1. Introduction. The terms of this Agreement are contained in the terms recited in this document and in the attached Exhibits, each of which forms an integral part of this Agreement and are incorporated herein. The parties each acknowledge and agree that this Agreement, including the attached Exhibits, define the performance obligations of Contractor and Contractor's willingness and ability to meet those requirements (the "Work"). If a conflict occurs between this Agreement and any Exhibit or other attached document, the terms of this Agreement shall control, and the remaining order of precedence shall based upon order of attachment. Exhibit A consists of contractors response to the County's request for bid. 2. Service or Work. Contractor agrees to procure the materials, equipment and/or products necessary for the Work and agrees to diligently provide all services, labor, personnel and materials necessary to perform and complete the Work described in the attached Exhibits. Contractor shall further be responsible for the timely completion, and acknowledges that a failure to comply with the standards and requirements of Work within the time limits prescribed by County may result in County's decision to withhold payment or to terminate this Agreement. 3. Term. The term of this Agreement begins upon the date of the mutual execution of this Agreement, and ends one year later. Both of the parties to this Agreement understand and agree that the laws of the State of Colorado prohibit County from entering into Agreements which bind County for periods longer than one year. This Agreement may be extended upon mutual written agreement of the Parties. 1 4. Termination; Breach; Cure. County may terminate this Agreement for its own convenience upon thirty (30) days written notice to Contractor. Due to the time needed for County to procure replacement services, Contractor may terminate this Agreement for its own convenience upon ninety (90) days written notice to County. Either Party may immediately terminate this Agreement upon material breach of the other party, however the breaching party shall have fifteen (15) days after receiving such notice to cure such breach. Upon termination, County shall take possession of all materials, equipment, tools and facilities owned by County which Contractor is using, by whatever method it deems expedient; and, Contractor shall deliver to County all completed or partially completed Work under this Agreement, together with all other items, materials and documents which have been paid for by County, and these items, materials and documents shall be the property of County. Upon termination of this Agreement by County, Contractor shall have no claim of any kind whatsoever against the County by reason of such termination or by reason of any act incidental thereto, except for compensation for work satisfactorily performed and/or materials described herein properly delivered. 5. Extension or Amendment. Any amendments or modifications to this agreement shall be in writing signed by both parties. No additional services or work performed by Contractor shall be the basis for additional compensation unless and until Contractor has obtained written authorization and acknowledgement by County for such additional services. 6. Compensation. Upon Contractor's successful completion of the Work, and County's acceptance of the same, County agrees to pay Contractor an amount not to exceed $ 219,085.00 as set forth in the Exhibits. No payment in excess of that set forth in the Exhibits will be made by County unless a Change Order authorizing such additional payment has been specifically approved by Weld County. If, at any time during the term or after termination or expiration of this Agreement, County reasonably determines that any payment made by County to Contractor was improper because the service for which payment was made did not perform as set forth in this Agreement, then upon written notice of such determination and request for reimbursement from County, Contractor shall forthwith return such payment(s) to County. Upon termination or expiration of this Agreement, unexpended funds advanced by County, if any, shall forthwith be returned to County. County will not withhold any taxes from monies paid to the Contractor hereunder and Contractor agrees to be solely responsible for the accurate reporting and payment of any taxes related to payments made pursuant to the terms of this Agreement. Unless expressly enumerated in the attached Exhibits, Contractor shall not be entitled to be paid for any other expenses (e.g. mileage). Notwithstanding anything to the contrary contained in this Agreement, County shall have no obligations under this Agreement after, nor shall any payments be made to Contractor in respect of any period after December 31 of any year, without an appropriation therefore by County in accordance with a budget adopted by the Board of County Commissioners in compliance with Article 25, Title 30 of the Colorado Revised Statutes, the Local Government Budget Law (C.R.S. 29-1- 101 et. seq.) and the TABOR Amendment (Colorado Constitution, Article X, Sec. 20). 7. Independent Contractor. Contractor agrees that it is an independent contractor and that Contractor's officers, agents or employees will not become employees of County, nor entitled to any employee benefits (including unemployment insurance or workers' 2 compensation benefits) from County as a result of the execution of this Agreement. Contractor shall be solely responsible for its acts and those of its agents and employees for all acts performed pursuant to this Agreement. 8. Subcontractors. Contractor acknowledges that County has entered into this Agreement in reliance upon the particular reputation and expertise of Contractor. Contractor shall not enter into any subcontractor agreements for the completion of the Work without County's prior written consent, which may be withheld in County's sole discretion. County shall have the right in its reasonable discretion to approve all personnel assigned to the Work during the performance of this Agreement and no personnel to whom County has an objection, in its reasonable discretion, shall be assigned to the Work. Contractor shall require each subcontractor, as approved by County and to the extent of the Work to be performed by the subcontractor, to be bound to Contractor by the terms of this Agreement, and to assume toward Contractor all the obligations and responsibilities which Contractor, by this Agreement, assumes toward County. County shall have the right (but not the obligation) to enforce the provisions of this Agreement against any subcontractor hired by Contractor and Contractor shall cooperate in such process. The Contractor shall be responsible for the acts and omissions of its agents, employees and subcontractors. 9. Warranty. Contractor warrants that the Work performed under this Agreement will be performed in a manner consistent with the standards governing such services and the provisions of this Agreement. Contractor further represents and warrants that all Work shall be performed by qualified personnel in a professional manner, consistent with industry standards, and that all services will conform to applicable specifications. 10. Acceptance of Services Not a Waiver. Upon completion of the Work, Contractor shall submit to County originals of all test results, reports, etc., generated during completion of this work. Acceptance by County of reports and incidental material(s) furnished under this Agreement shall not in any way relieve Contractor of responsibility for the quality and accuracy of the project. In no event shall any action by County hereunder constitute or be construed to be a waiver by County of any breach of this Agreement or default which may then exist on the part of Contractor, and County's action or inaction when any such breach or default exists shall not impair or prejudice any right or remedy available to County with respect to such breach or default. No assent, expressed or implied, to any breach of any one or more covenants, provisions or conditions of the Agreement shall be deemed or taken to be a waiver of any other breach. Acceptance by the County of, or payment for, the Work completed under this Agreement shall not be construed as a waiver of any of the County's rights under this Agreement or under the law generally. 11. Insurance. Contractor must secure, before the commencement of the Work, the following insurance covering all operations, goods, and services provided pursuant to this Agreement, and shall keep the required insurance coverage in force at all times during the term of the Agreement, or any extension thereof, and during any warranty period. For all coverages, Contractor's insurer shall waive subrogation rights against County. Types of Insurance. 3 Workers' Compensation /Employer's Liability Insurance as required by state statute, covering all of the Contractor's employees acting within the course and scope of their employment. The policy shall contain a waiver of subrogation against the County. This requirement shall not apply when a Contractor or subcontractor is exempt under Colorado Workers' Compensation Act., AND when such Contractor or subcontractor executes the appropriate sole proprietor waiver form. Commercial General Liability Insurance including public liability and property damage, covering all operations required by the Work. Such policy shall include minimum limits as follows: $1,000,000 each occurrence; $1,000,000 general aggregate; $1,000,000 Personal injury $5,000; Medical payment per person. Automobile Liability Insurance: Contractor shall maintain limits of $1,000,000 for bodily injury per person, $1,000,000 for bodily injury for each accident, and $1,000,000 for property damage applicable to all vehicles operating both on County property and elsewhere, for vehicles owned, hired, and non -owned vehicles used in the performance of this Contract. Proof of Insurance. Upon County's request, Contractor shall provide to County a certificate of insurance, a policy, or other proof of insurance as determined in County's sole discretion. County may require Contractor to provide a certificate of insurance naming Weld County, its elected officials, and its employees as an additional named insured. Subcontractor Insurance. Contractor hereby warrants that all subcontractors providing services under this Agreement have or will have the above described insurance prior to their commencement of the Work, or otherwise that they are covered by the Contractor's policies to the minimum limits as required herein. Contractor agrees to provide proof of insurance for all such subcontractors upon request by the County. No limitation of Liability. The insurance coverages specified in this Agreement are the minimum requirements, and these requirements do not decrease or limit the liability of Contractor. The County in no way warrants that the minimum limits contained herein are sufficient to protect the Contractor from liabilities that might arise out of the performance of the Work under by the Contractor, its agents, representatives, employees, or subcontractors. The Contractor shall assess its own risks and if it deems appropriate and/or prudent, maintain higher limits and/or broader coverages. The Contractor is not relieved of any liability or other obligations assumed or pursuant to the Contract by reason of its failure to obtain or maintain insurance in sufficient amounts, duration, or types. The Contractor shall maintain, at its own expense, any additional kinds or amounts of insurance that it may deem necessary to cover its obligations and liabilities under this Agreement. 12. Indemnity. The Contractor shall defend, indemnify and hold harmless County, its officers, agents, and employees, from and against any and all injury, loss, damage, liability, suits, actions, claims, or willful acts or omissions of any type or character arising out of the Work done in fulfillment of the terms of this Agreement or on account of any act, claim or amount arising or recovered under workers' compensation law or arising out of the failure of the 4 Contractor to conform to any statutes, ordinances, regulation, judicial decision, or other law or court decree. The Contractor shall be fully responsible and liable for any and all injuries or damage received or sustained by any person, persons, or property on account of its performance under this Agreement or its failure to comply with the provisions of the Agreement. It is agreed that the Contractor will be responsible for primary loss investigation, defense and judgment costs where this contract of indemnity applies. In consideration of the award of this contract, the Contractor agrees to waive all rights of subrogation against the County its associated and/or affiliated entities, successors, or assigns, its elected officials, trustees, employees, agents, and volunteers for losses arising from the work performed by the Contractor for the County. A failure to comply with this provision shall result in County's right to immediately terminate this Agreement. 13. Non -Assignment. Contractor may not assign or transfer this Agreement or any interest therein or claim thereunder, without the prior written approval of County. Any attempts by Contractor to assign or transfer its rights hereunder without such prior approval by County shall, at the option of County, automatically terminate this Agreement and all rights of Contractor hereunder. Such consent may be granted or denied at the sole and absolute discretion of County. 14. Examination of Records. To the extent required by law, the Contractor agrees that an duly authorized representative of County, including the County Auditor, shall have access to and the right to examine and audit any books, documents, papers and records of Contractor, involving all matters and/or transactions related to this Agreement. Contractor agrees to maintain these documents for three years from the date of the last payment received. 15. Interruptions. Neither party to this Agreement shall be liable to the other for delays in delivery or failure to deliver or otherwise to perform any obligation under this Agreement, where such failure is due to any cause beyond its reasonable control, including but not limited to Acts of God, fires, strikes, war, flood, earthquakes or Governmental actions. 16. Notices. All notices or other communications made by one party to the other concerning the terms and conditions of this contract shall be deemed delivered under the following circumstances: a) personal service by a reputable courier service requiring signature for receipt; or b) five (5) days following delivery to the United States Postal Service, postage prepaid addressed to a party at the address set forth in this contract; or c) electronic transmission via email at the address set forth below, where a receipt or acknowledgment is required and received by the sending party; or Either party may change its notice address(es) by written notice to the other. Notice may be sent to: TO CONTRACTOR: Name: Cory Solberg Position: Vice President — Systems Support 5 Address: 1785 160TH Ave, Suite 700 Address: Broomfield, CO 80023 E-mail: csolberg@cmlsecurity.us Phone: 303-908-3230 TO COUNTY: Name: Patrick O'Neill Position: Director Address: 1105 H street Address: Greeley, CO 80631 E-mail: poneill@weld.gov Phone: 970-400-2027 17. Compliance with Law. Contractor shall strictly comply with all applicable federal and State laws, rules and regulations in effect or hereafter established, including without limitation, laws applicable to discrimination and unfair employment practices. 18. Non -Exclusive Agreement. This Agreement is nonexclusive and County may engage or use other Contractors or persons to perform services of the same or similar nature. 19. Entire Agreement/Modifications. This Agreement including the Exhibits attached hereto and incorporated herein, contains the entire agreement between the parties with respect to the subject matter contained in this Agreement. This instrument supersedes all prior negotiations, representations, and understandings or agreements with respect to the subject matter contained in this Agreement. This Agreement may be changed or supplemented only by a written instrument signed by both parties. 20. Fund Availability. Financial obligations of the County payable after the current fiscal year are contingent upon funds for that purpose being appropriated, budgeted and otherwise made available. Execution of this Agreement by County does not create an obligation on the part of County to expend funds not otherwise appropriated in each succeeding year. 21. Employee Financial Interest/Conflict of Interest — C.R.S. §§24-18-201 et seq. and §24- 50-507. The signatories to this Agreement state that to their knowledge, no employee of Weld County has any personal or beneficial interest whatsoever in the service or property which is the subject matter of this Agreement. 22. Survival of Termination. The obligations of the parties under this Agreement that by their nature would continue beyond expiration or termination of this Agreement (including, without limitation, the warranties, indemnification obligations, confidentiality and record keeping requirements) shall survive any such expiration or termination. 23. Severability. If any term or condition of this Agreement shall be held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, this Agreement shall be construed and enforced without such provision, to the extent that this Agreement is then capable of execution within the original intent of the parties. 6 24. Governmental Immunity. No term or condition of this Agreement shall be construed or interpreted as a waiver, express or implied, of any of the immunities, rights, benefits, protections or other provisions, of the Colorado Governmental Immunity Act §§24-10-101 et seq., as applicable now or hereafter amended. 25. No Third -Party Beneficiary. It is expressly understood and agreed that the enforcement of the terms and conditions of this Agreement, and all rights of action relating to such enforcement, shall be strictly reserved to the undersigned parties and nothing in this Agreement shall give or allow any claim or right of action whatsoever by any other person not included in this Agreement. It is the express intention of the undersigned parties that any entity other than the undersigned parties receiving services or benefits under this Agreement shall be an incidental beneficiary only. 26. Board of County Commissioners of Weld County Approval. This Agreement shall not be valid until it has been approved by the Board of County Commissioners of Weld County, Colorado, or its designee. 27. Choice of Law/Jurisdiction. Colorado law, and rules and regulations established pursuant thereto, shall be applied in the interpretation, execution, and enforcement of this Agreement. Any provision included or incorporated herein by reference which conflicts with said laws, rules and/or regulations shall be null and void. In the event of a legal dispute between the parties, Contractor agrees that the Weld County District Court shall have exclusive jurisdiction to resolve said dispute. 28. Public Contracts for Services. Contractor certifies, warrants, and agrees that it does not knowingly employ or contract with an illegal alien who will perform work under this Agreement. Contractor will confirm the employment eligibility of all employees who are newly hired for employment in the United States to perform work under this Agreement, through participation in the E -Verify program. Contractor shall not knowingly employ or contract with an illegal alien to perform work under this Agreement or enter into a contract with a subcontractor that fails to certify with Contractor that the subcontractor shall not knowingly employ or contract with an illegal alien to perform work under this Agreement. Contractor shall not use E -Verify Program or State of Colorado program procedures to undertake pre -employment screening or job applicants while this Agreement is being performed. If Contractor obtains actual knowledge that a subcontractor performing work under this Agreement knowingly employs or contracts with an illegal alien, Contractor shall notify the subcontractor and County within three (3) days that Contractor has actual knowledge that a subcontractor is employing or contracting with an illegal alien and shall terminate the subcontract if a subcontractor does not stop employing or contracting with the illegal alien within three (3) days of receiving notice. Contractor shall not terminate the contract if within three days the subcontractor provides information to establish that the subcontractor has not knowingly employed or contracted with an illegal alien. Contractor shall comply with reasonable requests made in the course of an investigation by the Colorado Department of Labor and Employment. Contractor shall, within twenty days after hiring a new employee to perform work under the contract, affirm that Contractor has examined the 7 legal work status of such employee, retained file copies of the documents, and not altered or falsified the identification documents for such employees. Contractor shall deliver to County, a written notarized affirmation that it has examined the legal work status of such employee and shall comply with all the other requirements of federal or state law. If Contractor fails to comply with any requirement of this provision, County, may terminate this Agreement for breach, and if so terminated, Contractor shall be liable for actual and consequential damages. Except where exempted by federal law and except as provided in C.R.S. § 24-76.5-103(3), if Contractor receives federal or state funds under the contract, Contractor must confirm that any individual natural person eighteen (18) years of age or older is lawfully present in the United States, if such individual applies for public benefits provided under the contract. If Contractor operates as a sole proprietor, it hereby swears or affirms under penalty of perjury that it: (a) is a citizen of the United States or is otherwise lawfully present in the United States pursuant to federal law, (b) shall produce one of the forms of identification required by federal or state law, and (c) shall produce one of the forms of identification required by federal law prior to the effective date of the contract. 29. Attorney's Fees/Legal Costs. In the event of a dispute between County and Contractor concerning this Agreement, the parties agree that each party shall be responsible for the payment of attorney fees and/or legal costs incurred by or on its own behalf. 30. Binding Arbitration Prohibited. Weld County does not agree to binding arbitration by any extra judicial body or person. Any provision to the contrary in this Agreement or incorporated herein by reference shall be null and void. Acknowledgment. County and Contractor acknowledge that each has read this Agreement, understands it and agrees to be bound by its terms. Both parties further agree that this Agreement, with the attached Exhibits, is the complete and exclusive statement of agreement between the parties and supersedes all proposals or prior agreements, oral or written, and any other communications between the parties relating to the subject matter of this Agreement. 8 CONTRACTOR: CML Security By: �-��— Name: Cory Solberg Title: VP - System Support 09/20/2024 Date of Signature WELD COL ': ATTEST: aL { /1J 6• �'�� ` ��i� BOARD OF COUNTY COMMISSIONERS Weld County Clerk to the Bo BY: Deputy Clerk to the Board 9 WELD CO DO evin D. Ross, Chair zoi 4- 253(Q m� 8 e C U r I_ . CML SECURITY 11785 W. 160th Ave Ste 700 I Broomfield CO 80023I P. 720.466.3650 I ? COPYRIGHT 2019 CLIENT: Mike lannuzzi — minnuzzi@weldaove.com PROJECT: Weld County — DDN Storage Replacement — Rev02 SUBMITTAL DATE: 9/19/2024 Proposal EXHIBIT CML Security proposes to furnish all materials, termination, installation and engineering as listed in the following scope. CLARIFICATIONS: 1. This proposal and/or any subsequent revisions shall become part of any subcontract. 2. CML Security reserves the right to retract this bid in the event of no mutually agreeable subcontract. 3. Includes all travel and jobsite expenses. INCLUDED IN BASE: 1. Supply and install replacement DDN storage equipment as listed below. PRODUCT QTY DESCRIPTION Storage Systems SFA7990-FC 16 LIC-SLOT20-7990 H09C1400234NH33 Support SUP-BSPO-5 Services PSB-SFA-CONFIG-REMOTE 1 5 83 1 SFA7990 Active/Active Block Appliance with 90x drive slots, 8x FC 16 ports (SR, Dual LC), power cables and rack mount kit SFA7990 License: For each set of up to 20 drives used in a SFA7990 14TB 7.2K RPM SAS -3 4K HDD drive module for SS9012 enclosure 5 Year Support Basic Parts Only Support: Customer Self -Maintenance; storage systems, storage servers, disk dnves and accessories; 7x24 remote support: no onsite DDN provides remote system configuration. Remote Professional Services: SFA SW configuration for block devices: price per SFA instance 1 PRODUCT QTY DESCRIPTION FC Fabric SWFC-32-SFPP-24 CBL-LC-LC-OM3-5 Support SUPN-BROCG720SVSNDP3-3 Services PS -CUSTOM 1 16 1 1 Switch with 24x 32GbFC SFP+ ports. connector -side exhaust: 2 power supplies Fiber Optic Cable Multimode cable (OFNR). Duplex LC UPC to LC UPC, OM3 3 Year Support Option 3rd Party Support. Brocade 3YR ESS SUP G720 SWCH DDN provides remote FC Fabric configuration. Custom professional services delivered per agreed upon SOW: Does not include travel EXCLUSIONS: 1. Bond, fees, permits, or other assessment. 2. Prevailing wage of any kind. BASE BID PRICE: $219,085.00 CLOSING: We appreciate the opportunity to partner with you to provide a solution to fit your needs. If you have any questions or concerns, please feel free to call or email any time. The r000sal is valid for 30 days. A purchase order must be issued before any scheduling of work can begin. Sincerely, Cory Solberg CML Security Vice President - System Support C. 303.908.3230 E. csolbcrg@cmisecuritv.us ACOR©® CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) 9/19/2024 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Innovise Business Consultants 9780 S Meridian Blvd Suite 400 Englewood CO 80112 TACT Mary Cole PHOCON I FAX (AIC. NNE e. Extl: 720-401-8022 (ac, N,): nuo ess: certificate@trustinnovise.com INSURER(S) AFFORDING COVERAGE NAIL It INSURER A: Liberty Mutual Insurance Company 23043 INSURED ...ECU al CML Security, LLC 1785 W 160th Avenue, Suite 700 Broomfield CO 80023 INSURER B : Berkley Assurance Co. 39462 INSURER c : Travelers Casualty Ins Co of 19046 INSURER D : INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: 1971409192 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. TNTYPE LTR OF INSURANCE ADDL SUER INSD WVD POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/YYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE El OCCUR TB2Z91470206034 5/1/2024 5/1/2025 EACH OCCURRENCE $ 2,000,000 PREM SES (Ea occu D nce) $ 1,000,000 MED EXP (Any one person) $ 15,000 PERSONAL & ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 4,000,000 GENII_ AGGREGATE LIMIT APPLIES PER: POLICY El JECT E! LOC OTHER: PRODUCTS - COMP/OP AGG $ 4,000,000 A AUTOMOBILE LIABILITY X ANY AUTO OWTNEOSDONLY AU X HIRED AUTOS ONLY AUTOS - SCHEDULED X NON -OWNED AUTOS ONLY AS2Z91470206024 5/1/2024 5/1/2025 Ea aOMBINEDSINGLELIM' (ccidenU $1,000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ A X UMBRELLA LIAR EXCESS LIAR X OCCUR CLAIMS -MADE TH7Z91470206014 $/1/2024 5/1/2025 EACH OCCURRENCE $10,000,000 AGGREGATE $ 10,000,000 $ DED J 1 RETENTION $ A WORKERSCOMPENSATION EMPLOYERS' LIABILITY OFFICER/MEMBEREXCLUDED? N MrcRE PRIETOR/PARTNERIF�(ECUTIVE In (Mandatory in NH) If yes, describe under DESCRIPTION is OPERATIONS below NIA WC6Z91470206044 5/1/2024 5/1/2025 0 'arum STATUTE ER E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 E.L. DISEASE - POLICY LIMIT $1,000,000 e C Professional/Pollution Crime 3rd Party Coverage P 72281978440781 107228193 5/1/2024 3/1/2024 5/1/2025 5/1/2025 Prof/Poll Limit Retention Commercial Crime 3,000,000 $50,000 $1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Umbrella coverage extends over the underlying General Liability, Auto Liability and Employers Liability coverage. Weld County Faciities Department is included as Additional Insured (General Liability includes ongo ng and completed operations) when required by written contract or agreement but only as respects to liability arising out of work performed by or on behalf of the named insured. This Insurance is Primary and Non-contributory on the General Liability. A Waiver of Subrogation is provided in favor of the Additional Insured when required by written contractor agreement and with respect to work performed by or on behalf of the named insured. Coverages and endorsements are subject to the terms and conditions of the policies. A 30 -day written notice of cancellation applies. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Weld County Facilities Department ACCORDANCE WITH THE POLICY PROVISIONS. 1105 H Street P.O. Box 758 AUTHORIZED EPRESENTATIVE Greeley CO 80632 �'''' i ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Policy Number: AS2-Z91-470206-024 Issued by: Liberty Mutual Fire Insurance Company THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED - NONCONTRIBUTING This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GARAGE COVERAGE FORM MOTOR CARRIERS COVERGE FORM TRUCKERS COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement. This endorsement identifies person(s) or organization(s) who are "insureds" under the Who Is An Insured Provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage form. Schedule Name of Person(s) or Organizations(s): Any person or organization whom you agreed in writing as an additional insured, but only for the coverage and minimum limits of insurance required by the written agreement, and in no event to exceed either the scope of coverage or the limits of insurance provided in this policy. Regarding Designated Contract or Project: Any and all projects. Each person or organization shown in the Schedule of this endorsement is an "insured" for Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured Provision contained in Section II of the Coverage Form. The following is added to the Other Insurance Condition: If you have agreed in a written agreement that this policy will be primary and without right of contribution from any insurance in force for an Additional Insured for liability arising out of your operations, and the agreement was executed prior to the "bodily injury" or "property damage", then this insurance will be primary and we will not seek contribution from such insurance. AC 84 23 08 11 © 2010, Liberty Mutual Group of Companies. All rights reserved. Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc. with its permission. Policy Number TB2-Z91-470206-034 Issued by Liberty Mutual Fire Insurance Company THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL GENERAL LIABILITY ADDITIONAL INSURED ENHANCEMENT FOR CONTRACTORS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART Index of modified items: Item 1. Blanket Additional Insured Where Required By Written Agreement Lessors of Leased Equipment Managers or Lessors of Premises Mortgagees, Assignees or Receivers Owners, Lessees or Contractors Architects, Engineers or Surveyors Any Person or Organization Bern 2. Blanket Additional Insured - Grantor Of Permits Item 3. Other Insurance Amendment Item 1. Blanket Additional Insured Where Required By Written Agreement Paragraph 2. of Section II — Who Is An Insured is amended to add the following: Additional Insured By Written Agreement The following are insureds under the Policy when you have agreed in a written agreement to provide them coverage as additional insureds under your policy: 1. Lessors of Leased Equipment; The person(s) or organization(s) from whom you lease equipment, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such person(s) or organization(s). This insurance does not apply to any "occurrence" which takes place after the equipment lease expires. 2. Managers or Lessors of Premises: Any manager(s) or lessor(s) of premises leased to you in which the written lease agreement obligates you to procure additional insured coverage. The coverage afforded to the additional insured is limited to liability in connection with the ownership, maintenance or use of the premises leased to you and caused, in whole or in part, by some negligent act(s) or omission(s) of you, your "employees", your agents or your subcontractors. There is no coverage for the additional insured for liability arising out of the sole negligence of the additional insured or those acting on behalf of the additional insured, except as provided below. If the written agreement obligates you to procure additional insured coverage for the additional insured's sole negligence, then the coverage for the additional insured shall conform to the agreement, but only if the applicable law would allow you to indemnify the additional insured for liability arising out of the additional insured's sole negligence. LC 20 58 11 18 © 2018 Liberty Mutual Insurance Page 1 of 4 Includes copyrighted material of Insurance Services Office, kin., with its permission. This insurance does not apply to: a. Any "occurrence" which takes place after you cease to be a tenant in that premises or to lease that land; b. Structural alterations, new construction or demolition operations performed by or on behalf of that manager or lessor; or c. Any premises for which coverage is excluded by endorsement. 3. Mortgagees, Assignees or Receivers: Any person(s) or organization(s) with respect to their liability as mortgagee, assignee or receiver and arising out of your ownership, maintenance or use of the premises. This insurance does not apply to structural alterations, new construction and demolition operations performed by or on behalf of such person(s) or organization(s). 4. Owners, Lessees or Contractors: Any person(s) or organization(s) to whom you are obligated to procure additional insured coverage, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your act(s) or omission(s) or the act(s) or omission(s) of your "employees", your agents, or your subcontractors, in the performance of your ongoing operations. This insurance does not apply to "bodily injury", "property damage", or "personal and advertising injury" arising out of "your work" included in the "products -completed operations hazard' unless you are required to provide such coverage for the additional insured by the written agreement, and then only for the period of time required by the written agreement and only for liability caused, in whole or in part, by your act(s) or omission(s) or the act(s) or omission(s) of your "employees", your agents, or your subcontractors. There is no coverage for the additional insured for liability arising out of the sole negligence of the additional insured or those acting on behalf of the additional insured, except as provided below. If the written agreement obligates you to procure additional insured coverage for the additional insured's sole negligence, then the coverage for the additional insured shall conform to the agreement, but only if the applicable law would allow you to indemnify the additional insured for liability arising out the additional insured's sole negligence. This insurance does not apply to "bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of, or failure to render, any professional architectural, engineering or surveying services, including: a. The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or b. Supervisory, inspection, architectural or engineering activities. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "property damage", or the offense which caused the "personal and advertising injury", involved the rendering of or failure to render any professional services. 5. Architects, Engineers or Surveyors: Any architect, engineer, or surveyor engaged by you but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your act(s) or omission(s) or the act(s) or omissions) of those acting on your behalf: a. In connection with your premises; or b. In the performance of your ongoing operations. This insurance does not apply to "bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of or failure to render any professional services by or for you, including: LC 20 58 11 18 O 2018 Liberty Mutual Insurance Page 2 of 4 Includes copyrighted material of Insurance Services Office, Inc., with its permission. a. The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or b. Supervisory, inspection, architectural or engineering activities. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "property damage", or the offense which caused the "personal and advertising injury", involved the rendering of or failure to render any professional services by or for you. 6. Any Person or Organization Other Than a Joint Venture: Any person(s) or organization(s) (other than a joint venture of which you are a member) for whom you are obligated to procure additional insured coverage, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your act(s) or omission(s) or the act(s) or omission(s) of those acting on your behalf: a. In the performance of your ongoing operations; or b. In connection with premises owned by or rented to you. This insurance does not apply to: Any person(s) or organization(s) more specifically covered in Paragraphs 1. through 5. above; b. Any construction, renovation, demolition or installation operations performed by or on behalf of you, or those operating on your behalf; or c. Any person(s) or organization(s) whose profession, business or occupation is that of an architect, surveyor or engineer with respect to liability arising out of the rendering of, or failure to render, any professional architectural, engineering or surveying services, including: (1) The preparing, approving or failing to prepare or approve, maps, drawings, opinions, reports, surveys, field orders, change orders, designs and specifications; or (2) Supervisory, inspection, architectural or engineering activities. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "property damage", or the offense which caused the "personal and advertising injury", involved the rendering of or failure to render any professional services by or on behalf of you, or those operating on your behalf. The insurance afforded to any person(s) or organization(s) as an insured under this Item 1.: 1. Applies to the extent permitted by law; 2. Applies only to the scope of coverage and the minimum limits of insurance required by the written agreement, but in no event exceeds either the scope of coverage or the limits of insurance provided by this Policy; 3. Does not apply to any person(s) or organization(s) for any "bodily injury", "property damage" or "personal and advertising injury" if any other additional insured endorsement attached to this Policy applies to such person(s) or organization(s) with regard to the "bodily injury", "property damage" or "personal and advertising injury"; 4. Applies only if the "bodily injury" or "property damage" occurs, or the offense giving rise to the "personal and advertising injury" is committed, subsequent to the execution of the written agreement; and 5. Applies only if the written agreement is in effect at the time the "bodily injury" or "property damage" occurs, or at the time the offense giving rise to the "personal and advertising injury" is committed. LC 20 5811 18 © 2018 Liberty Mutual Insurance Page 3 of 4 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Item 2. Blanket Additional Insured — Grantor Of Permits Paragraph 2. of Section II — Who Is An Insured is amended to add the following: Any state, municipality or political subdivision that has issued you a permit in connection with any operations performed by you or on your behalf, or in connection with premises you own, rent or control, and to which this insurance applies, but only to the extent that you are required to provide additional insured status to the state, municipality or political subdivision as a condition of receiving and maintaining the permit. Such state, municipality or political subdivision that has issued you a permit is an insured only with respect to their liability as grantor of such permit to you. However, with respect to the state, municipality or political subdivision: 1. Coverage will be no broader than required; and 2. Limits of insurance will not exceed the minimum limits of insurance required as a condition for receiving or maintaining the permit; but neither the scope of coverage nor the limits of insurance will exceed those provided by this Policy. This insurance does not apply to: 1. "Bodily injury", "property damage" or "personal and advertising injury" arising out of operations performed for the state, municipality or political subdivision; 2. Any "bodily injury" or "property damage" included within the "products -completed operations hazard", except when required by written agreement initiated prior to loss; or 3. "Bodily injury", "property damage" or "personal and advertising injury", unless negligently caused, in whole or in part, by you or those acting on your behalf. Item 3. Other Insurance Amendment If you are obligated under a written agreement to provide liability insurance on a primary, excess, contingent, or any other basis for any person(s) or organization(s) that qualifies as an additional insured on this Policy, this Policy will apply solely on the basis required by such written agreement and Paragraph 4. Other Insurance of Section IV — Commercial General Liability Conditions will not apply. Where the applicable written agreement does not specify on what basis the liability insurance will apply, the provisions of Paragraph 4. Other Insurance of Section IV — Commercial General Liability Conditions will apply. However, this insurance is excess over any other insurance available to the additional insured for which it is also covered as an additional insured for the same "occurrence", claim or "suit". LC 20 58 11 18 © 2018 Liberty Mutual Insurance Page 4 of 4 Includes copyrighted material of Insurance Services Office, Inc , with its permission. e. Carry-over balances from previous loans or leases. This coverage is limited to a maximum of $1,500 for each covered "auto". XXII.LIMITED MEXICO COVERAGE WARNING AUTO ACCIDENTS IN MEXICO ARE SUBJECT TO THE LAWS OF MEXICO ONLY - NOT THE LAWS OF THE UNITED STATES OF AMERICA. THE REPUBLIC OF MEXICO CONSIDERS ANY AUTO ACCIDENT A CRIMINAL OFFENSE AS WELL AS A CIVIL MATTER. IN SOME CASES THE COVERAGE PROVIDED UNDER THIS ENDORSEMENT MAY NOT BE RECOGNIZED BY THE MEXICAN AUTHORITIES AND WE MAY NOT BE ALLOWED TO IMPLEMENT THIS COVERAGE AT ALL IN MEXICO. YOU SHOULD CONSIDER PURCHASING AUTO COVERAGE FROM A LICENSED MEXICAN INSURANCE COMPANY BEFORE DRIVING INTO MEXICO. THIS ENDORSEMENT DOES NOT APPLY TO ACCIDENTS OR LOSSES WHICH OCCUR BEYOND 25 MILES FROM THE BOUNDARY OF THE UNITED STATES OF AMERICA. A. Coverage 1. Paragraph B.7. of SECTION IV - BUSINESS AUTO CONDITIONS is amended by the addition of the following: The coverage territory is extended to include Mexico but only if all of the following criteria are met: a. The "accidents" or "loss" occurs within 25 miles of the linked States border; and b. While on a trip into Mexico for 10 days or less. 2. For coverage provided by this section of the endorsement, Paragraph B.5. Other Insurance in SECTION IV - BUSINESS AUTO CONDITIONS is replaced by the following: The insurance provided by this endorsement will be excess over any other collectible insurance. B. Physical Damage Coverage is amended by the addition of the following: If a "loss" to a covered "auto" occurs in Mexico, we will pay for such "loss" in the United States. If the covered "auto" must be repaired in Mexico in order to be driven, we will not pay more than the actual cash value of such "loss" at the nearest United States point where the repairs can be made. C. Additional Exclusions The following additional exclusions are added: This insurance does not apply: 1. If the covered "auto" is not principally garaged and principally used in the United States. 2. To any "insured" who is not a resident of the United States. XXIII. WAIVER OF SUBROGATION Paragraph A.5. in SECTION IV - BUSINESS AUTO CONDITIONS does not apply to any person or organization where the Named Insured has agreed, by written contract executed prior to the date of "accident", to waive rights of recovery against such person or organization. AC 84 0711 17 © 2017 Liberty Mutual Insurance Page 9 of 10 Includes copyrighted material of Insurance Services Office, Inc., with its permission. POLICY NUMBER: TB2-Z91-470206-034 COMMERCIAL GENERAL LIABILITY CG 24 04 12 19 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART ELECTRONIC DATA LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART DESIGNATED SITES POLLUTION LIABILITY LIMITED COVERAGE PART DESIGNATED SITES PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART RAILROAD PROTECTIVE LIABILITY COVERAGE PART UNDERGROUND STORAGE TANK POLICY DESIGNATED TANKS SCHEDULE Name Of Person(s) Or Organization(s): All persons or organizations when required by contract or agreement. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV — Conditions: We waive any right of recovery against the person(s) or organization(s) shown in the Schedule above because of payments we make under this Coverage Part. Such waiver by us applies only to the extent that the insured has waived its right of recovery against such person(s) or organization(s) prior to loss. This endorsement applies only to the person(s) or organization(s) shown in the Schedule above. CG 24 04 12 19 © Insurance Services Office, Inc., 2018 Page 1 of 1 Policy Number: TB2-Z91-470206-034 Issued byLibertyMutualFirelnsuranceCo. COMMERCIAL GENERAL LIABILITY CG 20 01 12 19 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NONCONTRIBUTORY - OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to the Other Insurance Condition and supersedes any provision to the contrary: Primary And Noncontributory Insurance This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: (1) The additional insured is a Named Insured under such other insurance; and Schedule Name of Person (s) or Organization (s): (2) You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured. Any person(s) or organization (s) that qualifies as an additional insured as required under written contract. CG20011219 © Insurance Services Office, Inc., 2018 Page 1 of 1 COMMERCIAL LIABILITY - UMBRELLA DECLARATIONS Issued by: Liberty Insurance Corporation Policy Number: TH7-Z91-470206-014 Renewal of: TH7-Z91-470206-013 Item 1. Named Insured and Mailing Address: CML SECURITY LLC 1785 W. 160TH AVE STE 700 BROOMFIELD, CO 80023 Liberty Mutual INSURANCE Producer: INNOVISE BUSINESS CONSULTANTS 9780 S MERIDIAN BLVD STE 400 ENGLEWOOD, CO 80112-6072 The Named Insured is: Limited Liability Company Item 2. Policy Period: 5/1/2024 to 5/1/2025 at 12:01 A.M. standard time at above mailing address. Item 3. Limits of Insurance: Each Occurrence Limit $ 5,000,000 General Aggregate Limit $ 5,000,000 Products -Completed Operations Aggregate Limit $ 5,000,000 Item 4. Self -Insured Retention — Each Occurrence: $ 0 Item 5. Premium: Premium Basis Audit Basis Estimated Exposure Rate Advance Premium Issued Code Number Account Number Sub -Account Number WD 03/22/24 99935 9-470206 0002 LCU 00 02 01 18 O 2017 Liberty Mutual Insurance Page 1 of 2 Item 6. Underlying Insurance: Coverage Insurer Policy Period Policy Number Limits of Insurance Employers Liability* The First Liberty Insurance $1,000,000 By Accident Each Accident Corporation $1,000,000 By Disease Policy Limit 5/1/2024 to 5/1/2025 $1,000,000 By Disease Each Employee WC6-Z91-470206-044 Auto Liability Liberty Mutual Fire Insurance $1,000,000 CSL Company 5/1/2024 to 5/1/2025 AS2-Z91-470206-024 General Liability $2,000,000 Each Occurrence Liberty Mutual Fire $4,000,000 General Aggregate Insurance Company $4,000,000 Products/Completed Ops 5/1/2024 to 5/1/2025 Aggregate TB2-Z91-470206-034 $1,000,000 Pers & Adv Injury Limit Employee Benefits $1,000,000 Each Employee Liability Liberty Mutual Fire Insurance $2,000,000 Aggregate Company 5/1/2024 to 5/1/2025 TB2-Z91-470206-034 * In any jurisdiction, state or province where the amount of Employers Liability Insurance provided by the underlying insurer(s) is by law unlimited, the underlying Employers Liability limits shown in the above schedule do not apply and no coverage for Employers Liability shall be provided by this policy. These Declarations and any Declarations Extension Schedules, together with the Coverage Form and any Endorsement(s) complete this policy. Forms and Endorsements attached to this policy: See Attached Schedule Countersigned by: Authorized Company Representative LC0 00 02 01 18 © 2017 Liberty Mutual Insurance Page 2 of 2 Policy Number TB2-Z91-470206-034 Issued by Liberty Mutual Fire Insurance Co. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED CONSTRUCTION PROJECT OR DESIGNATED LOCATION COMBINED AGGREGATE LIMITS - WITH TOTAL AGGREGATE LIMIT FOR ALL PROJECTS AND LOCATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. For all sums which the insured becomes legally obligated to pay as damages caused by "occurrences" under Section I — Coverage A, and for all medical expenses caused by accidents under Section I - Coverage C, which can be attributed only to ongoing operations at a single designated construction project or a single designated "location": 1. A separate Designated General Aggregate Limit applies to each designated construction project and to each designated "location", and that limit is equal to the amount of the General Aggregate Limit shown in the Declarations. 2. The Designated General Aggregate Limit is the most we will pay for the sum of all damages under Section I - Coverage A, except damages because of "bodily injury" or "property damage" included in the "products -completed operations hazard", and for medical expenses under Section I - Coverage C regardless of the number of: a. Insureds; b. Claims made or "suits" brought; or c. Persons or organizations making claims or bringing "suits". 3. Any payments made under Coverage A for damages or under Coverage C for medical expenses shall reduce the Designated General Aggregate Limit for that designated construction project or designated "location". Such payments shall not reduce the General Aggregate Limit shown in the Declarations nor shall they reduce any other Designated General Aggregate Limit for any other designated construction project or designated "location". 4. The limits shown in the Declarations for Each Occurrence, Damage to Premises Rented to You and Medical Expense continue to apply. However, instead of being subject to the General Aggregate Limit shown in the Declarations, such limits will be subject to the applicable Designated General Aggregate Limit and the Total Aggregate Limit for all Projects and Locations. 5. The Total Aggregate Limit for all Projects and Locations shown in the Schedule of this endorsement is the most we will pay for the sum of all damages caused by "occurrences" under Section I — Coverage A and all medical expenses caused by accidents under Section I — Coverage C which can be attributed only to ongoing operations at a designated construction project or designated "location" shown in the Schedule of this endorsement, regardless of the number of construction projects, "locations", "occurrences" or accidents. 6. Each Designated General Aggregate Limit is subject to the Total Aggregate Limit for all Projects and Locations shown in the Schedule of this endorsement. B. For all sums which the insured becomes legally obligated to pay as damages caused by "occurrences" under Section I — Coverage A, and for all medical expenses caused by accidents under Section I - Coverage C, which cannot be attributed only to ongoing operations at a single designated construction project or single designated "location": LC 25 19 01 15 © 2014 Liberty Mutual Insurance Page 1 of 2 Includes copyrighted material of Insurance Services Office, Inc., with its permission. 1. Any payments made under Coverage A for damages or under Coverage C for medical expenses shall reduce the amount available under the General Aggregate Limit or the Products -Completed Operations Aggregate Limit, whichever is applicable; and 2. Such payments shall not reduce any Designated General Aggregate Limit. C. When coverage for liability arising out of the "products -completed operations hazard" is provided, any payments for damages because of "bodily injury" or "property damage" included in the "products -completed operations hazard" will reduce the Products -Completed Operations Aggregate Limit, and not reduce the General Aggregate Limit nor the Designated General Aggregate Limit. D. If the applicable construction project has been abandoned, delayed, or abandoned and then restarted, or if the authorized contracting parties deviate from plans, blueprints, designs, specifications or timetables, the project will still be deemed to be the same construction project. E. For the purposes of this endorsement, the Definitions Section is amended by the addition of the following definition: "Location" means any premise that you occupy for permanent operations as part of your business, but does not include any premises at which you are performing operations as part of a construction project. All premises involving the same or connecting lots, or premises whose connection is interrupted only by a street, roadway, waterway or right-of-way of a railroad shall be considered a single "location". F. The provisions of Section III - Limits Of Insurance not otherwise modified by this endorsement shall continue to apply as stipulated. Schedule Designated Construction Project(s) or Designated Location(s): All "locations" and all construction projects at which you are performing ongoing operations. Total Aggregate Limit for all Projects and Locations: $ 20,000,000 LC 25 19 01 15 © 2014 Liberty Mutual Insurance Page 2 of 2 Includes copyrighted material of Insurance Services Office, Inc., with its permission. COMMERCIAL LIABILITY — UMBRELLA COVERAGE FORM Various provisions in this policy restrict coverage. Read the entire policy carefully to determine rights, duties, and what is and is not covered. Throughout this policy the words you and your refer to the Named Insured shown in the Declarations, and any other person or organization qualifying as a Named Insured under this policy. The words we, us and our refer to the Company providing this insurance. The word insured means any person or organization qualifying as such under SECTION II - WHO IS AN INSURED. Other words and phrases that appear in bold font have special meaning. If not defined in the section in which they first appear, refer to SECTION VII - DEFINITIONS. In return for the payment of premium, and subject to all the terms of this policy, we agree with you to provide the insurance as stated in this policy. INSURING AGREEMENTS SECTION I - COVERAGES 1. We will pay on behalf of the insured those sums in excess of the retained limit 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. In addition, we will pay those sums in excess of the retained limit that the insured becomes legally obligated to pay as damages because of a negligent act, error or omission committed in the administration of the Named Insured's employee benefit program, to which this insurance applies. The amount we will pay for damages is limited as described in SECTION III - LIMITS OF INSURANCE. 2. With respect to bodily injury, property damage or personal and advertising injury, this insurance applies only if: The bodily injury or property damage occurs during the policy period, or the personal and advertising injury is caused by an offense arising out of your business but only if the offense was committed during the policy period; b. The bodily injury, property damage or personal and advertising injury is caused by an occurrence that takes place anywhere; and Prior to the policy period, no insured listed under Paragraph 3. of SECTION II - WHO IS AN INSURED or any employee who has been 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. 3. 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 3. of SECTION II - WHO IS AN INSURED, or any employee authorized by you to give or receive notice of an occurrence or claim: a. Reports all, or any part of, such bodily injury or property damage to us or any other insurer; b. Receives a written or oral demand or claim for damages because of such bodily injury or property damage; or c. Becomes aware by any other means that bodily injury or property damage has occurred or has begun to occur. LCU 00 01 01 18 © 2017 Liberty Mutual Insurance Page 1 of 24 Includes copyrighted material of Insurance Services Office, Inc., with its permission. If such a listed insured or authorized employee knew, prior to the policy period, that the bodily injury, or property damage had 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. 4. Bodily injury or property damage which occurs during the policy period and which was not, prior to the policy period, known to have occurred or to have begun to occur by any insured listed under Paragraph 3. of SECTION II - WHO IS AN INSURED or any employee authorized by you to give or receive notice of an occurrence or claim, includes any continuation, change or resumption of that bodily injury or property damage after the end of the policy period. 5. If we are prevented by law or statute from directly paying damages covered by this policy on behalf of the insured, then we will, where permitted, indemnify the Named Insured for those sums paid in excess of the retained limit. As used in Paragraphs 2.c., 3. and 4. above, an insured listed under Paragraph 3. of SECTION II - WHO IS AN INSURED does not include a stockholder who is not otherwise an insured. SECTION II - WHO IS AN INSURED 1. The first named insured is an insured. 2. Any organization that is a subsidiary of the first named insured and over which you maintain ownership or majority interest as of the effective date of this policy, provided such organization was made known to us by the effective date of this policy and is included as an insured in underlying insurance. Coverage under this policy will be no broader than that provided by underlying insurance. 3. If you are designated in the Declarations as: An individual, you and your spouse are insureds, but only with respect to the conduct of a business of which you are the sole owner. b. A partnership or joint venture, you are an insured. Your members, your partners, and their spouses are also insureds, but only with respect to the conduct of your business. 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. A trust, you are an insured. Your trustees are also insureds, but only with respect to their duties as trustees. 4. Each of the following is also an insured: a. Your volunteer workers but only while performing duties related to the conduct of your business, 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: LCU 00 01 01 18 © 2017 Liberty Mutual Insurance Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 2 of 24 (a) To you, to your partners or members (if you are a partnership or joint venture), to your members (if you are a limited liability company), to a co -employee 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 volunteer worker as a consequence of Paragraph (1)(a) above; (c) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraph (1)(a) or (1)(b) above; or (d) Arising out of his or her providing or failing to provide professional health care services. However, Paragraphs (1)(a), (1)(b) and (1)(c) do not apply to the extent underlying insurance provides coverage for such person(s). Coverage under this policy will be no broader than that provided by underlying insurance. Insurance provided by this policy for bodily injury to a co -employee or volunteer worker will not apply if the injured co -employee's or volunteer worker's sole remedy for such injury is provided under a workers' compensation law or any similar law. (2) Property damage to property: (a) Owned, occupied, used by; (b) Rented to, in the care, custody or control of, or over which physical control is being exercised for any purpose by; you, any of your employees, volunteer workers, any partner or member (if you are a partnership or joint venture), or any member (if you are a limited liability company). b. Any person (other than your employee) or any organization while acting as your real estate manager. c. Any person or organization having proper temporary custody of your property if you die, but only: (1) With respect to liability arising out of the maintenance or use of that property; and (2) Until your legal representative has been appointed. d. Your legal representative, if you die, but only with respect to duties as such. That representative will have all your rights and duties under this policy. e. Any person or organization included as an additional insured in underlying insurance. Coverage under this policy will be no broader than that provided by underlying insurance. However: (1) The insurance afforded to such additional insured only applies to the extent permitted by law; and (2) If coverage provided to the additional insured is required by a contractor agreement, this insurance will be no broader than that which you are required by the contractor agreement to provide for such additional insured. The Limits of Insurance applicable to the additional insured are included within, and are not in addition to, the Limits of Insurance shown in the Declarations. f. Any person while using with your permission a covered auto and any person or organization legally responsible for its use, but only if that person is an insured with respect to liability arising out of the ownership, maintenance, use or entrustment to others of covered autos. 5. Any organization you newly acquire or form, other than a partnership, joint venture, or limited liability company, and over which you maintain ownership or majority interest, will qualify as an insured under this policy if there is no other similar insurance available to that organization and that organization qualifies as an insured in underlying insurance. However: LCU 00 01 01 18 © 2017 Liberty Mutual Insurance Page 3 of 24 Includes copyrighted material of Insurance Services Office, Inc., with its permission. a. Coverage under this provision is afforded only until the 18Q'h day after you acquire or form the organization or the end of the policy period, whichever is earlier. However, such coverage will be provided for no longer than that provided by underlying insurance; and b. Coverage does not apply to any liability that occurred or offense committed before you acquired or formed the organization. Except as provided in Paragraph 5. above, no person or organization is an insured with respect to the conduct of any current or past partnership, joint venture, or limited liability company that is not shown as a Named Insured in the Declarations. SECTION III - LIMITS OF INSURANCE 1. The 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; c. Persons or organizations making claims or bringing suits; or d. Coverages provided under this policy. 2. The General Aggregate Limit is the most we will pay for the sum of all damages covered under this policy, except: a. Damage included in the products -completed operations hazard; and b. Damage covered by underlying insurance to which no aggregate limit applies. The General Aggregate Limit applies separately and in the same manner as the aggregate limits in the underlying insurance. 3. The Products -Completed Operations Aggregate Limit is the most we will pay for the sum of all damages because of bodily injury and property damage included in the products -completed operations hazard. 4. Subject to Paragraphs 2. and 3. above, if either applies, the Each Occurrence Limit is the most we will pay for the sum of all damages covered under this policy arising out of any one occurrence. 5. If the applicable limits of insurance of underlying insurance or other insurance providing coverage to the insured are reduced or exhausted by payments of damages, subject to the terms and conditions of this policy, we will: a. In the event of reduction, pay in excess of the reduced applicable limits of underlying insurance or other insurance; or b. In the event of exhaustion, continue in force as underlying insurance, but for no broader coverage than is available under this policy. The retained limit will not be reduced or exhausted by defense costs, loss adjustment expenses, supplementary payments or similar amounts that reduce or exhaust the policy limits of underlying insurance or other insurance. 6. If any underlying insurance has a limit of insurance greater than the amount shown in the Schedule of Underlying Insurance this policy will apply in excess of the greater amount. LCU 00 01 01 18 © 2017 Liberty Mutual Insurance Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 4 of 24 7. The Limits of Insurance of this policy 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, 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 of this policy. 8. If coverage provided to an additional insured is required by a contract or agreement, we will pay on behalf of the additional insured the lesser of: a. The amount of insurance required by the contract or agreement less any amounts payable by any underlying insurance or otherwise retained; or b. The available applicable Limits of Insurance of this policy. SECTION IV - DEFENSE AND SUPPLEMENTARY PAYMENTS 1. We will have the right and duty to defend any suit seeking damages covered by this insurance, by counsel of our choice, when: a. The total applicable limits of underlying insurance and other insurance have been exhausted by payment of damages covered by this policy; or b. The damages sought because of bodily injury, property damage, personal and advertising injury or any damage arising from any actual or alleged negligent act, error or omission in the administration of the Named Insured's employee benefit program to which this insurance applies would not be covered by underlying insurance or other insurance. However, we have no duty to defend any suit if any other insurer has a duty to defend. 2. If we have a duty to defend but are prevented by law or statute from performing that duty, you agree to take up such defense and investigation. We will reimburse you for our share of the reasonable costs paid for such investigation or defense. 3. We have the right, but not the duty, at our expense, to participate in the defense of any suit and the investigation of any claim to which this insurance may apply. However, if we exercise this right, we will not contribute to the expenses of the insured or underlying insurer. 4. We will pay the following supplementary payments, with respect to any claim we investigate or settle, or any suit against the insured we defend: a. All expenses we incur. b. The premium for bonds to release attachments, but only for bond amounts within the applicable Limits of Insurance of this policy. We do not have to furnish these bonds. c. 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 because of time off from work, but not including the salaries of the insured's employees, and in no event more than $500 a day. d. All court costs taxed against the insured in the suit. Prejudgment interest awarded against the insured on that part of the judgment we pay. However, if we make a settlement offer within the applicable Limits of Insurance of this policy that is acceptable to the claimant, or make an offer to pay the applicable Limits of Insurance of this policy, we will not pay any prejudgment interest accruing after we make such offer. f. Post judgment interest awarded against the insured on that part of the judgment we pay that accrues after the judgment and before we have paid, offered to pay, or deposited in court the part of the judgment that is within the applicable Limits of Insurance of this policy. LCU 00 01 01 18 © 2017 Liberty Mutual Insurance Page 5 of 24 Includes copyrighted material of Insurance Services Office, Inc., with its permission. These payments will not reduce the Limits of Insurance of this policy. 5. Our duty to defend any claim or suit and make any supplementary payments ends once we have exhausted the applicable Limits of Insurance of this policy by payment of judgment or settlements. SECTION V - EXCLUSIONS This insurance does not apply to: 1. Aircraft Any liability arising out of the ownership, maintenance, use or entrustment to others of any aircraft owned or operated by or rented or loaned to any insured. Use includes operation and loading or unloading. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training, or monitoring of others by that insured. However, this exclusion does not apply to the extent underlying insurance provides such coverage. Coverage under this policy will be no broader than that provided by underlying insurance. 2. Asbestos Any liability arising or allegedly arising out of asbestos either alone or in combination with other substances or factors. 3. Auto Coverages a. Bodily injury or property damage arising out of the ownership, maintenance, use or entrustment to others of any auto. Use includes operation and loading or unloading. However, this exclusion does not apply to the extent underlying insurance provides such coverage. Coverage under this policy will be no broader than that provided by underlying insurance. b. Any loss, cost or expense payable under or resulting from a first party physical damage coverage, no- fault law, personal injury protection or auto medical payments coverage, or uninsured or underinsured motorist law. 4. Contractual Liability Any obligation of the insured by reason of the assumption of liability in a contract or agreement, including an insured contract. This exclusion does not apply to: a. Liability for damages that the insured would have in the absence of the contract or agreement; 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 insured contract; or c. The extent underlying insurance provides coverage for personal and advertising injury assumed in an insured contract. Coverage under this policy will be no broader than that provided by underlying insurance. Solely for the purposes of liability assumed in an insured contract, reasonable attorney fees and necessary litigation expenses incurred by or for a party other than an insured are deemed to be damages because of such liability, provided: (1) The liability to such party for, or for the cost of, that party's defense has also been assumed in the same insured contract; and LCU 00 01 01 18 © 2017 Liberty Mutual Insurance Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 6 of 24 (2) Such attorney fees and litigation expenses are for defense of that party against a civil or alternative dispute resolution proceeding in which damages to which this insurance applies are alleged. 5. 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: a. A defect, deficiency, inadequacy, or dangerous condition in your product or your work; or b. 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. 6. Damage to Property Property damage to: Property you own, rent or occupy including any costs or expenses incurred by you, or any other person, organization or entity, for repair, replacement, enhancement, restoration or maintenance of such property for any reason, including prevention of injury to a person or damage to another's property; b. Premises you sell, give away or abandon, if the property damage arises out of any part of those premises; c. Property loaned to you; d. Personal property in the care, custody or control of the insured; That particular part of real property on which you or any contractors or subcontractors working directly or indirectly on your behalf are performing operations, if the property damage arises out of those operations; or f. That particular part of any property that must be restored, repaired or replaced because your work was incorrectly performed on it. Paragraph b. of this exclusion does not apply if the premises are your work and were never occupied, rented or held for rental by you. Paragraphs c., d., e. and f. of this exclusion do not apply to liability assumed under a sidetrack agreement. Paragraphs c. and d. of this exclusion do not apply to liability assumed under a written Trailer Interchange agreement. Paragraph f. of this exclusion does not apply to property damage included in the products -completed operations hazard. 7. Damage to Your Product Property damage to your product arising out of it or any part of it. 8. 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. LCU 00 01 01 18 © 2017 Liberty Mutual Insurance Page 7 of 24 Includes copyrighted material of Insurance Services Office, Inc., with its permission. 9. ERISA Any obligation of the insured under the Employee Retirement Income Security Act of 1974 (ERISA) and any amendments thereto or any similar federal, state or local statute or regulation. 10. Electronic Data Any liability arising out of the loss of, loss of use of, damage to, corruption of, inability to access or inability to manipulate electronic data. 11. Employee Benefits Liability Any actual or alleged act, error or omission in the administration of the Named Insured's employee benefit program. However, this exclusion does not apply to the extent underlying insurance provides such coverage. Coverage under this policy will be no broader than that provided by underlying insurance, subject to the following: If the applicable underlying insurance applies such coverage on a claims -made basis: (1) This insurance applies only if: (a) The negligent act, error or omission committed in the administration of the Named Insured's employee benefit program occurs on or after the retroactive date, if any, provided by the underlying insurance and prior to the end of the policy period; and (b) The claim or suit for such negligent act, error or omission is first made in writing against any insured during: (i) The policy period; or (ii) An extended reporting period as provided by underlying insurance, subject to Paragraph (2) below. (2) Any extended reporting period provided by this policy will not reinstate or increase the Limits of Insurance applicable to any claim to which this insurance applies, extend the policy period or change the scope of coverage provided by this policy. b. If the applicable underlying insurance does not apply such coverage on a claim -made basis, this insurance applies only if the negligent act, error or omission committed in the administration of the Named Insured's employee benefit program occurs during the policy period. 12. Employer's Liability Bodily injury to: a. An employee of the insured arising out of and in the course of: (1) Employment by the insured; or (2) Performing duties related to the conduct of the insured's business; or b. The spouse, child, parent, brother or sister of that employee as a consequence of Paragraph a. above. This exclusion applies whether the insured may be liable as an employer or in any other capacity, and to any obligation to share damages with or repay someone else who must pay damages because of the injury. However, this exclusion does not apply: a. To liability assumed by the insured under an insured contract; or LCU 00 01 01 18 © 2017 Liberty Mutual Insurance Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 8 of 24 b. If the bodily injury is covered by underlying insurance. Coverage under this policy will be no broader than that provided by underlying insurance. 13. Employment -Related Practices a. Any liability arising out of: (1) Refusal to employ a person; (2) Termination of a person's employment; or (3) Employment -related practices, policies, acts or omissions, such as coercion, demotion, failure to promote, evaluation, reassignment, discipline, defamation, harassment, humiliation, discrimination, or malicious prosecution directed at a person; or b. Consequential bodily injury or personal and advertising injury to the spouse, child, parent, brother or sister of that person at whom any of the employment -related practices described in Paragraph a. above is directed. This exclusion applies: a. Whether the injury -causing event described in Paragraph a. above occurs before employment, during employment or after employment of a person; b. Whether the insured may be liable as an employer or in any other capacity; and c. To any obligation to share damages with or repay someone else who must pay damages because of the injury. 14. Expected or Intended Injury Bodily injury or property damage expected or intended from the standpoint of the insured. This exclusion does not apply to bodily injury or property damage resulting from the use of reasonable force to protect persons or property. 15. Fungi or Bacteria Any liability arising out of or related in any way to fungi or bacteria, the exposure to fungi or bacteria, or any claims arising from fungi or bacteria. This includes but is not limited to: a. Injury or damage which would not have occurred, in whole or in part, but for the actual, alleged or threatened inhalation of, ingestion of, contact with, exposure to, existence or presence of any fungi or bacteria on or within a building or structure, including its contents, regardless of whether any other cause, event, material or product contributed concurrently or in any sequence to such injury or damage; or b. Any loss, cost or expenses arising out of the abating, testing for, monitoring, cleaning up, removing, containing, treating, detoxifying, neutralizing, remediating or disposing of, or in any way responding to or assessing the effects of fungi or bacteria, by any insured or by any other person or entity. This exclusion does not apply to any fungi or bacteria that are on, or are contained in, a good or product intended for human or animal consumption. 16. Liquor Liability Bodily injury or property damage for which any insured may be held liable by reason of: a. Causing or contributing to the intoxication of any person; LCU00010118 © 2017 Liberty Mutual Insurance Page 9 of 24 Includes copyrighted material of Insurance Services Office, Inc., with its permission. b. The furnishing of alcoholic beverages to a person under the legal drinking age or under the influence of alcohol; or c. Any statute, ordinance or regulation relating to the sale, gift, distribution or use of alcoholic beverages. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured or providing or failing to provide transportation with respect to any person that may be under the influence of alcohol if the occurrence which caused the bodily injury or property damage, involved that which is described in Paragraph a., b. or c. above. This exclusion applies only if you are in the business of manufacturing, distributing, selling, serving or furnishing alcoholic beverages. However, this exclusion does not apply to the extent underlying insurance provides such coverage. Coverage under this policy will be no broader than that provided by underlying insurance. We will follow underlying insurance with respect to whether or not 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 considered the business of selling, serving or furnishing alcoholic beverages. 17. Nuclear Energy Any liability: (1) With respect to which an insured under this policy is also an insured under a nuclear energy liability policy issued by Nuclear Energy Liability Insurance Association, Mutual Atomic Energy Liability Underwriters, Nuclear Insurance Association of Canada or any of their successors, or would be an insured under any such policy but for its termination upon exhaustion of its limits of insurance; or (2) Resulting from the hazardous properties of nuclear material and with respect to which (a) any person or organization is required to maintain financial protection pursuant to the Atomic Energy Act of 1954, or any law amendatory thereof; or (b) the insured is, or had this policy not been issued would be, entitled to indemnity from the United States of America, or any agency thereof, under any agreement entered into by the United States of America, or any agency thereof, with any person or organization. b. Any liability resulting from the hazardous properties of nuclear material, if: (1) The nuclear material (a) is at any nuclear facility owned by, or operated by or on behalf of, an insured; or (b) has been discharged or dispersed therefrom; (2) The nuclear material is contained in spent fuel or waste at any time possessed, handled, used, processed, stored, transported or disposed of by or on behalf of an insured; or (3) The injury or damage arises out of the furnishing by an insured of services, materials, parts or equipment in connection with the planning, construction, maintenance, operation or use of any nuclear facility, but if such facility is located within the United States of America, its territories or possessions or Canada, this Paragraph (3) applies only to property damage to such nuclear facility and any property thereat. As used in this exclusion: Hazardous properties include radioactive, toxic or explosive properties. b. Nuclear material means source material, special nuclear material or by-product material. Source material, special nuclear material, and by-product material have the meanings given them in the Atomic Energy Act of 1954 or in any law amendatory thereof. d. Spent fuel means any fuel element or fuel component, solid or liquid, which has been used or exposed to radiation in a nuclear reactor. LCO00010118 © 2017 Liberty Mutual Insurance Page 10 of 24 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Waste means any waste material: (1) Containing by-product material other than the tailings or wastes produced by the extraction or concentration of uranium or thorium from any ore processed primarily for its source material content; and (2) Resulting from the operation by any person or organization of any nuclear facility included under the first two paragraphs of the definition of nuclear facility. f. Nuclear facility means: (1) Any nuclear reactor; (2) Any equipment or device designed or used for: (a) Separating the isotopes of uranium or plutonium; (b) Processing or utilizing spent fuel; or (c) Handling, processing or packaging waste; (3) Any equipment or device used for the processing, fabricating or alloying of special nuclear material if at any time the total amount of such material in the custody of the insured at the premises where such equipment or device is located consists of or contains more than 25 grams of plutonium or uranium 233 or any combination thereof, or more than 250 grams of uranium 235; or (4) Any structure, basin, excavation, premises or place prepared or used for the storage or disposal of waste; and includes the site on which any of the foregoing is located, all operations conducted on such site and all premises used for such operations. g. Nuclear reactor means any apparatus designed or used to sustain nuclear fission in a self-supporting chain reaction or to contain a critical mass of fissionable material. h. Property damage includes all forms of radioactive contamination of property. 18. Personal and Advertising Injury Caused by an offense committed by or on behalf of the insured with knowledge that the act would violate the rights of another and would inflict personal and advertising injury; b. Arising out of the oral, written or electronic publication, in any manner, of material, if done by or at the direction of the insured with knowledge of its falsity; c. Arising out of the oral, written or electronic publication, in any manner, of material whose content, in the same or substantially the same form, was published before the beginning of the policy period; d. Arising out of a criminal act committed by or at the direction of the insured; Arising out of a breach of contract, except an implied contract to use another's advertising idea in your advertisement; f. Arising out of the failure of goods, products or services to conform with any statement of quality or performance made in your advertisement; g. Arising out of the wrong description of the price of goods, products or services stated in your advertisement; LCU 00 01 01 18 © 2017 Liberty Mutual Insurance Page 11 of 24 Includes copyrighted material of Insurance Services Office, Inc., with its permission. h. Arising out of infringement of, or any other violation relating to copyright, patent, trademark, trade secret or other intellectual property right. However, this Paragraph h. does not apply to: (1) Infringement of copyright, trade dress or slogan, committed in your advertisement; or (2) The unauthorized use in your advertisement of another's idea for an advertisement; Committed by an insured whose business is: (1) Advertising, broadcasting, publishing or telecasting; (2) Designing or determining content of websites for others; or (3) An Internet search, access, content or service provider. However, this Paragraph i. does not apply to Paragraphs 18.a., 18.b. and 18.c. under SECTION VII - DEFINITIONS. For purposes of this Paragraph i., the placing of frames, borders or links, or advertising for you or others anywhere on the Internet, is not by itself considered the business of advertising, broadcasting, publishing or telecasting; j. Arising out of an electronic chatroom or bulletin board the insured hosts, owns, or over which the insured exercises control; or k. Arising out of the unauthorized use of another's name or product in your e-mail address, domain name or metatag, or any other similar tactics to mislead another's potential customers. 19. Pollution Any liability arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of pollutants, anywhere at any time, whether included in a product or otherwise. However, this exclusion does not apply to the extent underlying insurance provides coverage for liability described in Paragraphs (1) through (6) below. Coverage under this policy will be no broader than that provided by underlying insurance. (1) Bodily injury if sustained within a building which is or was at any time owned or occupied by, or rented or loaned to, any insured 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; (2) Bodily injury or property damage arising out of heat, smoke or fumes from a hostile fire; (3) Bodily injury or property damage arising out of the escape of fuels, lubricants or other operating fluids that are needed to perform normal electrical, hydraulic or mechanical functions necessary for the operation of mobile equipment or its parts if such fuels, lubricants or other operating fluids escape from a vehicle part designed to hold, store or receive them. This exception does not apply if the bodily injury or property damage arises out of the intentional discharge, dispersal or release of the fuels, lubricants or other operating fluids, or if such fuels, lubricants or other operating fluids are brought on or to the premises, site or location with the intent that they be discharged, dispersed or released as part of the operations being performed by such insured contractor or subcontractor; (4) Bodily injury or property damage sustained within a building and caused by the release of gases, fumes or vapors from materials brought into that building in connection with operations being performed by you or on your behalf by a contractor or subcontractor; LCU 00 01 01 18 © 2017 Liberty Mutual Insurance Page 12 of 24 Includes copyrighted material of Insurance Services Office, Inc., with its permission. (5) Bodily injury or property damage arising out of the escape of fuels, lubricants, fluids, exhaust gases or other similar pollutants that are needed for or result from the normal electrical, hydraulic or mechanical functioning of a covered auto or its parts, if: (a) The pollutants escape, seep, migrate, or are discharged, dispersed or released directly from an auto part designed by its manufacturer to hold, store, receive or dispose of such pollutants; and (b) The bodily injury or property damage does not arise out of the operation of any equipment shown in Paragraphs f.(2) and f.(3) of the definition of mobile equipment; or (6) Bodily injury or property damage caused by or resulting from occurrences that take place away from premises owned by or rented to an insured with respect to pollutants not in or upon a covered auto if: (a) The pollutants or any property in which the pollutants are contained are upset, overtumed or damaged as a result of the maintenance or use of a covered auto; and (b) The discharge, dispersal, seepage, migration, release or escape of the pollutants is caused directly by such upset, overturn or damage. b. Any loss, cost or expense arising out of any: (1) Request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to or assess the effects of pollutants; or (2) Claim or suit by or on behalf of a government authority for damages because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing, or in any way responding to or assessing the effects of pollutants. This exclusion applies regardless of whether such discharge, dispersal, seepage, migration, release or escape occurs inside or outside a building or whether such pollutant has any function in your business, operations, premises, site or location. 20. 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: a. Your Product; b. Your Work; or c. 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. 21. Recording and Distribution of Material or Information in Violation of Law Any liability arising out of any action or omission that violates or is alleged to violate: a. The Telephone Consumer Protection Act (TCPA), including any amendment of or addition to such law; b. The CAN-SPAM Act of 2003, including any amendment of or addition to such law; c. 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 LCU 00 01 01 18 © 2017 Liberty Mutual Insurance Page 13 of 24 Includes copyrighted material of Insurance Services Office, Inc., with its permission. d. 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. 22. War Any liability, however caused, arising out of: a. War, including undeclared or civil war, b. 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 c. Insurrection, rebellion, revolution, usurped power or action taken by governmental authority in hindering or defending against any of these. 23. Watercraft Any liability arising out of the ownership, maintenance, use or entrustment to others of any watercraft owned or operated by or rented or loaned to any insured. Use includes operation and loading or unloading. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured. However, this exclusion does not apply to the extent underlying insurance provides such coverage. Coverage under this policy will be no broader than that provided by underlying insurance. 24. Workers' Compensation and Similar Laws Any obligation of the insured under a workers' compensation, disability benefits, unemployment compensation law, or any similar law. SECTION VI - CONDITIONS 1. Appeals If the insured or the underlying insurers elect not to appeal a judgment, we may elect to do so. If we appeal, we will be liable for all court costs, expenses incurred and interest incidental to the appeal, which will be in addition to the Limits of Insurance of this policy. However, our liability for such a judgment or settlement will not exceed the Limits of Insurance of this policy. 2. Audit and Premium a. You agree to pay the premium when due. b. The Premium shown as Advance Premium on the Declarations is a flat charge unless a rate is shown. c. If a rate is shown in the Declarations, the Advance Premium shown in the Declarations is an estimated premium only. At the close of each audit period we will compute the earned premium for that period and send notice to the first named insured. If the earned premium is greater than Advance Premium, you will promptly pay us the difference. If the earned premium is less than the Advance Premium, we will return the difference to the first named insured, subject to the Minimum Retained Premium, if any, shown in the Declarations, for each twelve months of the policy period. d. The first named insured should keep records of the information we need for premium computation and make available to us or send us this information whenever we request. We may examine your books and records as they relate to this policy at any time during the policy period and for up to three years after the expiration or termination of this policy. LCO00010118 © 2017 Liberty Mutual Insurance Page 14 of 24 Includes copyrighted material of Insurance Services Office, Inc., with its permission. f. We may, at our option, make an additional premium charge for any organization that you acquire or form during the policy period. 3. Bankruptcy or Insolvency Your or any underlying insurer's bankruptcy, insolvency or inability to pay shall neither relieve nor increase our obligations under this policy. However, under no circumstances will such bankruptcy, insolvency or inability to pay require us to drop down, replace or assume any obligation of underlying insurance. This insurance will apply as if the underlying insurance were in full effect. 4. Cancellation and Nonrenewal a. The first named insured may cancel this policy by mailing or delivering advance written notice to us stating when cancellation is to take effect. b. We may cancel this policy by mailing or delivering to the first named insured written notice of cancellation at least: (1) 10 days before the effective date of cancellation if we cancel for nonpayment of premium; or (2) 30 days before the effective date of cancellation if we cancel for any other reason. We will mail or deliver our notice to the first named insured's last mailing address known to us. c. The policy period will end on the day and hour stated in the cancellation notice. d. If we cancel, final premium will be calculated pro rata based on the time the policy was actually in effect. If the first named insured cancels, the premium refund may be less than pro rata and will be subject to the Minimum Retained Premium, if any, shown in the Declarations. f. Premium adjustment will be made at the time of cancellation or as soon as practicable thereafter, but cancellation will be effective even if we have not made or offered any refund of unearned premium. Our check or our representative's check, mailed or delivered, shall be sufficient tender of any refund due. g. If we decide not to renew this policy, we will mail or deliver our written notice of nonrenewal to the first named insured's last mailing address known to us not less than 30 days before the policy expiration date. h. If notice is mailed, proof of mailing will be sufficient proof of notice. 5. Changes This policy may be amended only by a written endorsement to this policy issued by us. 6. Duties in the Event of Occurrence, Claim or Suit a. You must promptly notify us of any occurrence which may result in a claim or suit seeking damages under this policy. To the extent possible, notice should include: (1) How, when and where the occurrence 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. Notice of an occurrence is not notice of a claim. LCU 00 01 01 18 © 2017 Liberty Mutual Insurance Page 15 of 24 Includes copyrighted material of Insurance Services Office, Inc., with its permission. b. If a claim is made or suit is brought against any insured that is reasonably likely to involve the coverage provided by this policy, you must notify us in writing promptly. c. You and any other involved insured also must: (1) Immediately send us copies of any demands, notices, summonses, or legal papers received in connection with the claim or suit; (2) Authorize us to obtain records and other information; (3) Cooperate with us in the investigation, settlement, or defense of any claim or suit we investigate, settle or defend; and (4) Upon our request, assist us in the enforcement of any right against any person or organization which may be liable to the insured because of injury or damage to which this insurance may also apply. d. No insured will, except at that insured's own cost, voluntarily make a payment, assume any obligation, make any admission, or incur any expense, other than for first aid, without our consent. As used in this Paragraph 6. promptly means as soon as practicable after knowledge of the occurrence has been reported to an executive officer of the insured, or to the employee designated by the insured to give us notice. 7. Inspection We have the right but are not obligated to inspect your premises and operations at any time. Our inspections are not safety inspections. They relate only to the insurability of your premises and operations and the premiums to be charged. We may give you reports on the conditions that we find. We may also recommend changes. However, we do not undertake to perform the duty of you or any person or organization to provide for the health or safety of your employees or the public. We do not warrant the health and safety conditions of your premises or operations, nor do we represent or certify that your premises or operations comply with laws, regulations, codes or standards. This condition applies not only to us, but also to any rating, advisory, rate service or similar organization, which makes insurance inspections, surveys, reports or recommendations for us. 8. Legal Action Against Us No person or organization has the right under this policy: 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 under this policy unless all of its terms have been fully complied with. A person or organization may sue us to recover on an agreed settlement or on a final judgment against an insured; but we will not be liable for damages that are not payable under the terms of this policy or that are in excess of the applicable Limits of Insurance of this policy. An agreed settlement means a settlement and release of liability signed by us, the insured and the claimant or the claimant's legal representative. 9. Maintenance of Underlying Insurance During the policy period you must ensure that: a. All underlying insurance remains in effect; b. The terms, definitions, conditions, and exclusions of all underlying insurance do not materially change; c. Any renewals or replacements of any underlying insurance will not be more restrictive in coverage and will afford limits of insurance equal to or greater than the policy being renewed or replaced; LCU 00 01 01 18 © 2017 Liberty Mutual Insurance Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 16 of 24 d. The total applicable limits of all underlying insurance do not decrease, except for any reduction or exhaustion of aggregate limits by payment of judgments or settlements; and e. You notify us in writing, as soon as practicable, if any underlying insurance is cancelled, not renewed, replaced or otherwise terminated, or if the limits or scope of coverage of any underlying insurance is changed. Failure to comply with these requirements will not invalidate this insurance. However, in the event of such failure, we will only be liable to the same extent that we would have been, had you fully complied with these requirements. 10. Named Insureds a. The first named insured is authorized to act and agrees to act on behalf of all persons or organizations insured under this policy with respect to all matters pertaining to the insurance afforded by the policy. b. Each Named Insured is jointly and severally liable for: (1) All premiums due under this policy; and (2) Any other financial obligations of any Named Insured to us arising out of any agreements contained in this policy. 11. Other Insurance This insurance is excess over, and will not share or contribute with any other insurance whether primary, excess, contingent or on any other basis. However, this insurance will not seek contribution from any other insurance available to an additional insured provided that: a. The additional insured is a Named Insured on such other insurance; b. You have agreed in a written contract or agreement with the additional insured that this insurance would not seek contribution from any other insurance available; c. Underlying insurance includes the person or organization as an additional insured; and d. Underlying insurance provides coverage to the person or organization on a primary and noncontributory basis. 12. Representations By accepting this policy, you agree: a. The statements in the Declarations are accurate, complete and based on information and representations you provided or made to us; b. We have issued this policy in reliance upon your information and representations. 13. Separation of Insureds Except with respect to the Limits of Insurance of this policy and any rights or duties specifically assigned to the first named insured, this insurance applies: a. As if each Named Insured were the only Named Insured; and b. Separately to each insured against whom claim is made or suit is brought. LCU 00 01 01 18 © 2017 Liberty Mutual Insurance Page 17 of 24 Includes copyrighted material of Insurance Services Office, Inc., with its permission. 14. Terms Conformed to Statute The terms of this policy which are in conflict with the statutes, laws, ordinances or regulations of the state or jurisdiction where this policy is issued are amended to conform to such statutes, laws, ordinances or regulations. 15. Trade or Economic Sanctions This insurance applies except to the extent coverage is in violation of any trade or economic sanction, embargo or similar regulation imposed by the United States of America. 16. Transfer of Rights of Recovery Against Others to Us a. If any insured has rights to recover all or part of any payment we have made under this policy, those rights are transferred to us. The insured will do all that is necessary to secure such rights and must help us enforce them. The insured will do nothing after loss to prejudice such rights. We have the right to recover our payments from anyone liable for injury or damage covered by this policy. We waive any right of recovery we may have against a person or organization, if you waive any right of recovery against such a person or organization in a written contract, but only if such contract was executed prior to injury or damage. b. Any recoveries shall be applied as follows: (1) Any person or organization, including the insured, that has paid an amount in excess of the applicable Limits of Insurance of this policy will be reimbursed first; (2) We then will be reimbursed up to the amount we have paid; and (3) Lastly, any person or organization, including the insured, that has paid an amount over which this policy is excess is entitled to claim the remainder. Expenses incurred by us in the exercise of the rights of recovery shall be apportioned among the persons or organizations, including the insured, in the ratio of their respective recoveries as finally settled. 17. Transfer of Your Rights and Duties Your rights and duties under this policy may not be transferred without our written consent. If you die or are legally declared bankrupt, your rights and duties will be transferred to your legal representative, but only while acting within the scope of duties as your legal representative. Until your legal representative is appointed, anyone having proper temporary custody of your property will have your rights and duties but only with respect to that property. However, in such event, notice of cancellation of this policy sent to the first named insured and mailed to the last mailing address known to us will be sufficient notice to effect cancellation of this policy. 18. Unintentional Failure to Disclose There will be no coverage under this policy for hazards you fail to disclose at the inception of the policy period, except that unintentional failure of the Named Insured to disclose all hazards existing at the inception of this policy shall not be a basis for denial of any coverage afforded by this policy. However, you must report the hazard to us as soon as practical after discovering the failure to disclose. 19. When Loss is Payable Coverage under this policy will not apply unless and until the insured or the underlying insurer has paid or is obligated to pay the full amount of the retained limit. However, when an agreed settlement or final judgment has been determined, we will promptly pay on behalf of the insured those sums falling within the terms of this policy. LCU 00 01 01 18 © 2017 Liberty Mutual Insurance Page 18 of 24 Includes copyrighted material of Insurance Services Office, Inc., with its permission. You will promptly reimburse us for any amount within the Self -Insured Retention paid by us on your behalf. SECTION VII - 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 purposes of this definition: a. Notices that are published include material placed on the Internet or on similar electronic means of communication; and b. Regarding websites, only that part of a website that is about your goods, products or services for the purposes of attracting customers or supporters is considered an advertisement. 2. 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 that is subject to a compulsory or financial responsibility law or other motor vehicle insurance law where it is licensed or principally garaged. However, auto does not include mobile equipment. 3. Bodily injury means physical injury, sickness or disease, including death of a person. Bodily injury also means mental injury, mental anguish, humiliation, or shock if resulting from physical injury, sickness, or disease to that person. 4. Covered auto means only an auto for which coverage is provided by underlying insurance. 5. Electronic data means information, facts or programs stored as or on, created or used on, or transmitted to or from computer software, including systems and applications software, hard or floppy disks, CD-ROMS, tapes, drives, cells, data processing devices or any other media which are used with electronically controlled equipment. 6. Employee includes a leased worker. Employee does not include a temporary worker. 7. Executive officer means a person holding any of the officer positions created by your charter, constitution, by-laws or any other similar governing document. 8. First named insured means the person or organization shown as the Named Insured in the Declarations or, if more than one name appears, the Named Insured listed first in the Declarations. 9. Fungi means any type or form of fungus including mold or mildew and any mycotoxins, spores, scents or byproducts produced or released by fungi. 10. Hostile fire means a fire that 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 LCU 00 01 01 18 © 2017 Liberty Mutual Insurance Page 19 of 24 Includes copyrighted material of Insurance Services Office, Inc., with its permission. b. Your fulfilling the terms of the contract or agreement. 12. Insured contract means: A contract for lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire to premises while rented to you or temporarily occupied by you with permission of the owner is not an insured contract; b. A sidetrack agreement; Any easement or license agreement, except in connection with construction or demolition operations on or within 50 feet of a railroad; d. An obligation, as required by ordinance, to indemnify a municipally, except in connection with work for a municipality; An elevator maintenance agreement; f. That part of any contract or agreement entered into, as part of your business, pertaining to the rental or lease, by you or any of your employees, of any auto. However, such contract or agreement shall not be considered an insured contract to the extent that it obligates you or any of your employees to pay for property damage to any auto rented or leased by you or any of your employees; or g. That part of any other contract or agreement pertaining to your business (including an indemnification of a municipality in connection with work performed for a municipality) under which you assume the tort liability of another party to pay for bodily injury or property damage to a third person or organization, provided the bodily injury or property damage is caused, in whole or in part, by you or by those acting on your behalf. Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. Paragraphs f. and g. above do not include that part of any contractor agreement: (1) 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; (2) That pertains to the loan, lease or rental of an auto to you a any of your employees, if the auto is loaned, leased or rented with a driver; (3) That holds a person or organization engaged in the business of transporting property by auto for hire harmless for your use of a covered auto over a route or territory that the person or organization is authorized to serve by public authority; (4) 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, 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 (5) 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 Paragraph (4) 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. LCU 00 01 01 18 © 2017 Liberty Mutual Insurance Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 20 of 24 14. Loading or unloading means the handling of property: a. After it is moved from the place where it is accepted for movement into or onto an aircraft, watercraft or auto; b. While it is in or on an aircraft, watercraft or auto; or c. While it is being moved from an aircraft, watercraft or auto to the place where it is finally delivered; but loading or unloading does not include the movement of property by means of a mechanical device, other than a hand truck, that is not attached to the aircraft, watercraft or auto. 15. Mobile equipment means any of the following types of land vehicles, including any attached machinery or equipment: a. Bulldozers, farm machinery, forklifts and other vehicles designed for use principally off public roads; b. Vehicles maintained for use solely on or next to premises you own or rent; c. Vehicles that travel on crawler treads; d. Vehicles, whether self-propelled or not, maintained primarily to provide mobility to permanently mounted: (1) Power cranes, shovels, loaders, diggers or drills; or (2) Road construction or resurfacing equipment such as graders, scrapers or rollers; Vehicles not described in Paragraph 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; and f. Vehicles not described in Paragraph a., b., c. or d. above maintained primarily for purposes other than the transportation of persons or cargo. However, self-propelled vehicles with the following types of permanently attached equipment are not mobile equipment but will be considered autos: (1) Equipment designed primarily for: (a) Snow removal; (b) Road maintenance, but not construction or resurfacing; or (c) Street cleaning; (2) Cherry pickers and similar devices mounted on automobile or truck chassis and used to raise or lower workers; and (3) Air compressors, pumps and generators, including spraying, welding, building cleaning, geophysical exploration, lighting and well servicing equipment. However, mobile equipment does not include land vehicles that are subject to a compulsory or financial responsibility law or other motor vehicle insurance law where such vehicles are licensed or principally garaged. Land vehicles subject to a compulsory or financial responsibility law or other motor vehicle insurance law are considered autos. LCU 00 01 01 18 © 2017 Liberty Mutual Insurance Page 21 of 24 Includes copyrighted material of Insurance Services Office, Inc., with its permission. 16. Occurrence means, with respect to: a. Bodily injury or property damage, an accident, including continuous or repeated exposure to substantially the same general harmful conditions. All such exposure to substantially the same general harmful conditions will be deemed to arise out of one occurrence; b. Personal and advertising Injury, an offense or series of related offenses. All damages that arise from the same act, publication or general conditions are considered to arise out of the same occurrence, regardless of the frequency or repetition thereof, the number or kind of media used or the number of claimants; c. Employee Benefits Liability, an act, error or omission or a series of related acts, errors or omissions negligently committed in the administration of the Named Insured's employee benefit program. 17. Other insurance means any valid and collectible policies of insurance providing coverage for damages covered in whole or in part by this policy. Other insurance does not include underlying insurance, any amount shown in the Declarations as a Self - Insured Retention or any insurance specifically written as excess over this policy. 18. Personal and advertising injury means injury arising out of one or more of the following offenses: a. False arrest, detention or imprisonment; b. Malicious prosecution; Wrongful eviction from, wrongful entry into or invasion of the right of private occupancy of a room, dwelling or premises that a person occupies, committed by or on behalf of its owner, landlord or lessor; d. Oral or written publication, in any manner, of material that slanders or libels a person or organization or disparages a person's or organization's goods, products or services; Oral or written publication, in any manner, of material that violates a person's right of privacy; f. The use of another's advertising idea in your advertisement; or g. Infringing upon another's copyright, trade dress or slogan in your advertisement. Bodily injury that arises out of personal and advertising injury will be considered personal and advertising injury. 19. Policy period means the period of time from the effective date of this policy shown in Item 2. of the Declarations to the earlier of the expiration, termination or cancellation date of this policy. 20. Pollutants mean any solid, liquid, gaseous or thermal irritant or contaminant, including smoke, vapor, soot, fumes, acids, alkalis, chemicals and waste. Waste includes materials to be recycled, reconditioned or reclaimed. 21. 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. Your work will be deemed completed at the earliest of the following times: (a) When all of the work called for in your contract has been completed. LCU 00 01 01 18 © 2017 Liberty Mutual Insurance Page 22 of 24 Includes copyrighted material of Insurance Services Office, Inc., with its permission. (b) When all of the work to be done at the site has been completed if your contract calls for work at more than one job site. (c) When that part of the work done at a job site has been put to its intended use by any person or organization other than another contractor or subcontractor working on the same project. Work that may need service, maintenance, correction, repair or replacement but which is otherwise complete, will be treated as completed. b. This hazard 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 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. 22. Property damage means: a. Physical injury to tangible property, including all resulting loss of use of that property. All such loss of use shall be deemed to occur at the time of the physical injury that caused it; or b. Loss of use of tangible property that is not physically injured. All such loss of use shall be deemed to occur at the time of the occurrence that caused it. For the purposes of this insurance, electronic data is not tangible property. 23. Retained limit means as to each occurrence the greater of: a. The total applicable limits of the underlying insurance plus any other insurance available to the insured; or b. The Self -Insured Retention shown in the Declarations as a result of any one occurrence not covered by underlying insurance nor any other insurance. The Self -Insured Retention does not apply to occurrences that would have been covered by underlying insurance but for the exhaustion of applicable limits. 24. Spouse means any husband, wife or partner in a marriage or civil union or any person qualifying as a domestic partner under any federal, state or local laws or under the Named Insured's employee benefit program. 25. Suit means a civil proceeding in which damages because of any liability to which this insurance applies are alleged. Suit includes: a. An arbitration proceeding in which such damages are claimed and can be awarded 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 can be awarded and to which the insured submits with our consent. 26. 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. 27. Underlying insurance means the policy or policies of insurance or self-insurance listed in the Declarations under the Schedule of Underlying Insurance. 28. Underlying insurer means any insurer who provides underlying insurance. LCU 00 01 01 18 © 2017 Liberty Mutual Insurance Page 23 of 24 Includes copyrighted material of Insurance Services Office, Inc., with its permission. 29. Volunteer worker means a person who is not your employee, and who donates his or her work and acts at the direction of and within the scope of duties determined by you, and who is not paid a fee, salary or other compensation by you or anyone else for their work performed for you. 30. Your product: 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. 31. Your work: 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. LCU 00 01 01 18 © 2017 Liberty Mutual Insurance Page 24 of 24 Includes copyrighted material of Insurance Services Office, Inc., with its permission. 2016 COMMERCIAL AUTO MISCELLANEOUS FORM REVISIONS ADVISORY NOTICE TO POLICYHOLDERS This Notice does not form part of your policy. No coverage is provided by this Notice nor can it be construed to replace any provision of your policy. You should read your policy and review your Declarations page for complete information on the coverages you are provided. If there is any conflict between the Policy and this Notice, THE PROVISIONS OF THE POLICY SHALL PREVAIL. Carefully read your policy, including the endorsements attached to your policy. This Notice provides information concerning the following forms and endorsements which apply to your renewal policy being issued by us. The forms and endorsements may reduce or broaden coverage. Broadening Of Coverage CA 04 49 — Primary And Noncontributory — Other Insurance Condition This endorsement is being introduced as an additional coverage option. When this endorsement is attached to your policy, the Other Insurance Condition in the Business Auto and Auto Dealers Coverage Forms and the Other Insurance — Primary And Excess Insurance Provisions in the Motor Carrier Coverage Form are revised to provide coverage to an "insured" on a primary and noncontributory basis, provided that certain conditions are met. Reductions Of Coverage CA 23 44 — Public Or Livery Passenger Conveyance Exclusion When this endorsement is attached to your policy, insurance provided under any applicable Covered Auto Liability, Physical Damage, Auto Medical Payments, Uninsured and/or Underinsured Motorists and Personal Injury Protection (or similar no-fault) Coverage is excluded while any covered auto is being used as a public or livery conveyance for passengers. This includes, but is not limited to, any period of time a covered auto is being used by an insured who is logged into a "transportation network platform" as a driver, whether or not a passenger is occupying the covered auto. CA 23 45 — Public Or Livery Passenger Conveyance And On -demand Delivery Services Exclusion When this endorsement is attached to your policy, insurance provided under any applicable Covered Auto Liability, Physical Damage, Auto Medical Payments, Uninsured and/or Underinsured Motorists and Personal Injury Protection (or similar no-fault) Coverage is excluded while any covered auto is being used: • As a public or livery conveyance for passengers. This includes, but is not limited to, any period of time a covered auto is being used by an insured who is logged into a "transportation network platform" as a driver, whether or not a passenger is occupying the covered auto; or • By an insured who is logged into a "transportation network platform" or "delivery network platform" as a driver to provide delivery services, which includes courier services, whether or not the goods, items or products to be delivered are in the covered auto. CNA90151116 © 2016 Liberty Mutual Insurance Page 1 of 1 POLICY NUMBER AS2-Z91-470206-024 COMMERCIAL AUTO CA 99 48 10 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. POLLUTION LIABILITY - BROADENED COVERAGE FOR COVERED AUTOS - BUSINESS AUTO AND MOTOR CARRIER COVERAGE FORMS This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. A. Covered Autos Liability Coverage is changed as follows: 1. Paragraph a. of the Pollution Exclusion applies only to liability assumed under a contract or agreement. 2. With respect to the coverage afforded by Paragraph A.1. above, Exclusion B.6. Care, Custody Or Control does not apply. B. Charges In Definitions For the purposes of this endorsement, Paragraph D. of the Definitions Section is replaced by the following: D. "Covered pollution cost or expense" means any cost or expense arising out of: 1. Any request, demand, order or statutory or regulatory requirement that any "insured" or others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of "pollutants"; or 2. Any claim or "suit" by or on behalf of a govemmental authority for damages because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing, or in any way responding to or assessing the effects of "pollutants". CA 99 48 10 13 "Covered pollution cost or expense" does not include any cost or expense arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of "pollutants": a. Before the "pollutants" or any property in which the "pollutants" are contained are moved from the place where they are accepted by the "insured" for movement into or onto the covered "auto"; or b. After the "pollutants" or any property in which the "pollutants" are contained are moved from the covered "auto" to the place where they are finally delivered, disposed of or abandoned by the 'Insured". Paragraphs a. and b. above do not apply to "accidents" that occur away from premises owned by or rented to an "insured" with respect to "pollutants" not in or upon a covered "auto" if: (1) The "pollutants" or any property in which the "pollutants" are contained are upset, overturned or damaged as a result of the maintenance or use of a covered "auto"; and (2) The discharge, dispersal, seepage, migration, release or escape of the "pollutants" is caused directly by such upset, overturn or damage. Premium: $1,629 © Insurance Services Office, Inc., 2011 Page 1 of 1 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. POLICY CHANGES ENDORSEMENT This endorsement changes the following: Private Company Directors and Officers Liability, Employment Practices Liability, Fiduciary Liability, Crime, CyberRisk It is agreed that: 1. As of the Effective Date of this endorsement, the Declarations is amended as indicated below by ®: ITEM 1: O NAMED INSURED/INSURANCE REPRESENTATIVE: O D/B/A: Principal Address: O ITEM 2: POLICY PERIOD: Inception Date: Expiration Date: 12:01 A.M. local time both dates at the Principal Address stated in ITEM 1. ITEM 5: PRIVATE COMPANY DIRECTORS AND OFFICERS LIABILITY (but only for Claims first made on or after the Effective Date of this endorsement) Limit of Liability: Supplemental Personal Indemnification Coverage: Supplemental Personal Indemnification Limit of Liability: ❑ Additional Defense Coverage: O Applicable ❑ Applicable for all Claims O Not Applicable for all Claims O Not Applicable Issuing Company: Travelers Casualty and Surety Company of America Effective Date:03/01/2024 Policy Number: 107228193 ACF-7001 Rev. 01-19 © 2019 The Travelers Indemnity Company. All rights reserved. Page 1 of 7 O Additional Defense Limit of Liability: Investigation Expense Limit of Liability: Retention: Prior and Pending Proceeding Date: O Continuity Date: for all Claims for all Claims for each Claim under Insuring Agreement A. for each Claim under Insuring Agreement B. for each Claim under Insuring Agreement C. EMPLOYMENT PRACTICES LIABILITY (but only for Claims first made on or after the Effective Date of this endorsement) O Limit of Liability: for all Claims ❑ Third Party Claim Coverage: ❑ Applicable ❑ Not Applicable ❑ Additional Defense Coverage: O Applicable ❑ Not Applicable ❑ Additional Defense Limit of Liability: ❑ Retention: O Prior and Pending Proceeding Date: O Continuity Date: for all Claims for each Claim under Insuring Agreement A. for each Claim under Insuring Agreement B., if applicable Claims for Wrongful Employment Practices: Claims for Third Party Wrongful Acts: Claims for Wrongful Employment Practices: Claims for Third Party Wrongful Acts: FIDUCIARY LIABILITY (but only for Claims first made and any Settlement Program Notice first received on or after the Effective Date of this endorsement) O Limit of Liability: for all Claims O Settlement Program Limit of Liability: for each Settlement Program Notice, which amount is included within, and not in addition to, any applicable limit of liability ACF-7001 Rev. 01-19 © 2019 The Travelers Indemnity Company. All rights reserved. Page 2of7 O HIPAA Limit of Liability: O O Additional Defense Coverage: Additional Defense Limit of Liability: Retention: ❑ Prior and Pending Proceeding Date: ❑ Continuity Date: which amount is included within, and not in addition to, any applicable limit of liability O Applicable ❑ Not Applicable for all Claims for each Claim under Insuring Agreement A for each Settlement Program Notice under Insuring Agreement B O CRIME (but only for direct loss that the Insured sustains which is directly caused by a Single Loss Discovered on or after the Effective Date of this endorsement) ❑ A. Fidelity 1. Employee Theft 2. ERISA Fidelity 3. Employee Theft of Client Property ❑ B. Forgery or Alteration ❑ C. On Premises ❑ D. In Transit ❑ E. Money Orders and Counterfeit Money ❑ F. Computer Crime 1. Computer Fraud 2. Computer Program and Electronic Data Restoration Expense O G. Funds Transfer Fraud ❑ H. Personal Accounts Protection 1. Personal Accounts Forgery or Alteration 2. Identity Fraud Expense Reimbursement ACF-7001 Rev. 01-19 O 2019 The Travelers Indemnity Company. All rights reserved. Page 3 of 7 /1 O I. Claim Expense I I ❑ Policy Aggregate Limit of Insurance: ❑ Applicable ❑ Not Applicable If a Policy Aggregate Limit of Insurance is applicable, then the Policy Aggregate Limit of Insurance for each Policy Period for Insuring Agreements A through H, inclusive, is: . If a Policy Aggregate Limit of Insurance is not included, then this Crime Policy is not subject to a Policy Aggregate Limit of Insurance as set forth in section V. CONDITIONS, B.1.a. ❑ INSURED'S PREMISES COVERED: All Premises of the Insured in the United States of America, its territories and possessions, Canada, or any other country throughout the world, except: CYBERRISK DECLARATIONS ® CyberRisk Aggregate Limit $5,000,000 Liability Insuring Agreements Limit Retention $5,000,000 $50,000 Privacy and Security ® Payment Card Costs $5,000,000 Subject to Privacy and Security Retention ® Media $5,000,000 $50,000 L Regulatory Proceedings $5,000,000 $50,000 Breach Response Insuring Agreements Limit Retention $5,000,000 $50,000 .@ Privacy Breach Notification ® Computer and Legal Experts $5,000,000 $50,000 O Betterment ® Cyber Extortion $5,000,000 $50,000 ® Data Restoration $5,000,000 $50,000 ® Public Relations $5,000,000 $50,000 Cyber Crime Insuring Agreements ACF-7001 Rev. 01-19 O 2019 The Travelers Indemnity Company. All rights reserved. Page 4 of 7 Limit Retention ❑ Computer Fraud ❑ Funds Transfer Fraud ❑ Social Engineering Fraud ❑ Telecom Fraud Business Loss Insuring Agreements Limit Retention $5,000,000 e Business Interruption ❑ Dependent Business Interruption O Dependent Business Interruption - System Failure O Dependent Business Interruption - Outsource Provider 0 Dependent Business Interruption - Outsource Provider - System Failure ❑ Reputation Harm ® System Failure $5,000,000 Additional First Party Provisions ❑ Accounting Costs Limit: ❑ Betterment Coparticipation: 0 Period Of Restoration: ❑ Period Of Indemnity: ❑ Wait Period: ❑ Business Loss Retention: ❑ Emergency Costs Limit: 0 Knowledge Date: ❑ P&P Date: 0 Retro Date: ACF-7001 Rev. 01-19 © 2019 The Travelers Indemnity Company. All rights reserved. Page 5of7 O Extended Reporting Period Months: Percentage of Annualized Premium: ITEM 6: PREMIUM FOR THE POLICY PERIOD FOR ALL COVERAGES: $105,759.00 Policy Premium o ITEM 7: O TYPE OF CLAIM DEFENSE FOR LIABILITY COVERAGES (subject to LIA-3001) AND CYBER COVERAGE: O Reimbursement ❑ Duty -to -Defend ❑ Varies by Coverage - See Expanded Claim Defense Options Endorsement Only the type of CLAIM DEFENSE marked " _@" is included in this policy. ❑ ITEM 8: ❑ EXTENDED REPORTING PERIOD FOR LIABILITY COVERAGES (subject to LIA-3001): O O Additional Premium Percentage: Additional Months: (If exercised in accordance with the applicable EXTENDED REPORTING PERIOD) ITEM 9: RUN-OFF EXTENDED REPORTING PERIOD FOR LIABILITY COVERAGES (subject to LIA-3001): Additional Premium Percentage: Additional Months: (If exercised in accordance with the applicable CHANGE OF CONTROL condition) ITEM 10: ANNUAL REINSTATEMENT OF THE LIABILITY COVERAGE LIMIT OF LIABILITY FOR LIABILITY COVERAGES (subject to LIA-3001): O Applicable O Not Applicable ACF-7001 Rev. 01-19 © 2019 The Travelers Indemnity Company. All rights reserved. Page 6of7 Only those coverage features marked "® Applicable" are included in this policy. O ITEM 12: LIABILITY COVERAGE SHARED LIMIT OF LIABILITY FOR LIABILITY COVERAGES (subject to LIA-3001): ❑ Applicable O Not Applicable for all Claims under the following Liability Coverages that are subject to the Terms & Conditions in LIA-3001: If the Liability Coverages selected in ITEM 12 are also Scheduled Coverages selected in ITEM 13, then the amount of the Liability Coverage Shared Limit of Liability set forth in ITEM 12 is part of, and not in addition to, the Shared Limit of Liability/Limit of Insurance for Scheduled Coverages set forth in ITEM 13. O ITEM 13: SHARED LIMIT OF LIABILITY/LIMIT OF INSURANCE FOR SCHEDULED COVERAGES: O Applicable ❑ Not Applicable for all Claims and limits of insurance under the following Scheduled Coverages: The Company's maximum liability for the Policy Period for all Claims and limits of insurance under the Scheduled Coverages listed in ITEM 13 will not exceed the amount of the Shared Limit of Liability/Limit of Insurance for Scheduled Coverages. Any Additional Defense Limit of Liability, Supplemental Personal Indemnification Limit of Liability, or Identity Fraud Expense Reimbursement Limit of Insurance is in addition to, and not part of, the Shared Limit of Liability/Limit of Insurance for Scheduled Coverages. 2. As of the Effective Date of this endorsement, this policy is amended as indicated below by ® : ® Forms and endorsements added: AFE-19021-0519 ❑ Forms and endorsements deleted: Forms and endorsements amended: CRI-19085-0919 Nothing herein contained shall be held to vary, alter, waive or extend any of the terms, conditions, exclusions or limitations of the above -mentioned policy, except as expressly stated herein. This endorsement is part of such policy and incorporated therein. ACF-7001 Rev. 01-19 © 2019 The Travelers Indemnity Company. All rights reserved. Page 7 of 7 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. SOCIAL ENGINEERING FRAUD INSURING AGREEMENT ENDORSEMENT This endorsement changes the following: Crime It is agreed that: 1. The following is added to ITEM 5. of the Declarations: Single Loss Limit of Insuring Agreement Insurance Social Engineering Fraud $400,000 Single Loss Retention $20,000 2. The following INSURING AGREEMENT is added to section I. INSURING AGREEMENTS: SOCIAL ENGINEERING FRAUD The Company will pay the Insured for the Insured's direct loss from the transferring, paying or delivering of Money or Securities, directly caused by Social Engineering Fraud. 3. The following are added to section III. DEFINITIONS: Authorized Person means an Officer -Shareholder, sole proprietor, director, trustee, natural person partner, LLC Manager or LLC Member who is authorized by the Insured to transfer, pay, or deliver Money or Securities or to instruct Employees or other Authorized Persons to transfer, pay, or deliver Money or Securities. Communication means an electronic, telegraphic, cable, teletype, telephonic voice, telefacsimile, or written instruction received by an Employee or Authorized Person that 1. directs the Employee or Authorized Person to transfer, pay, or deliver Money or Securities; 2. contains a misrepresentation of a material fact; and 3. is relied upon by the Employee or Authorized Person, believing the material fact to be true. Social Engineering Fraud means the intentional misleading of an Employee or Authorized Person by a natural person impersonating: 1. a Vendor, or that Vendor's attorney; 2. a Client, or that Client's attorney; 3. an Employee; or 4. an Authorized Person, through the use of a Communication. Vendor means an entity or natural person that has provided goods or services to the Insured under a genuine, pre- existing, written agreement or other agreed -upon arrangement. Vendor does not include any Financial Institution, asset manager, armored motor vehicle company, or similar entity. 4. The following replaces section III. DEFINITIONS, G. Computer System: G. Computer System means: 1. any computer; and 2. any input, output, processing, storage, or communication device, or any related network, cloud service, operating system, or application software, that is connected to, or used in connection with, such computer, that is rented by, owned by, leased by, licensed to, or under the direct operational control of, the Insured. Issuing Company: Travelers Casualty and Surety Company of America Policy Number:107228193 CRI-19085 Rev. 09-19 Page 1 of 3 © 2019 The Travelers Indemnity Company. All rights reserved. 5. Solely with respect to the Social Engineering Fraud Insuring Agreement, the following replaces section III. DEFINITIONS, C. Client: C. Client means an entity or natural person for which the Insured provides goods or performs services, for a fee, or as specified in a pre-existing written agreement, but only while the written agreement is in effect. 6. The following replaces section III. DEFINITIONS, E. Computer Fraud: E. Computer Fraud means an intentional, unauthorized, and fraudulent entry or change of data or computer instructions directly into a Computer System: 1. by a natural person or entity, other than an Employee, Authorized Person, independent contractor, or any individual under the direct supervision of the Insured, including any such entry or change made via the internet, provided that such entry or change causes Money, Securities, or Other Property to be transferred, paid, or delivered from inside the Premises or from the Insured's Financial Institution Premises, to a place outside the Premises or the Insured's Financial Institution Premises; or 2. made by an Employee or Authorized Person acting in good faith upon an intentional, unauthorized, and fraudulent instruction received from a computer software contractor who has a written agreement with the Insured to design, implement, or service Computer Programs for a Computer System covered under section I. INSURING AGREEMENTS, F. COMPUTER CRIME . For purposes of this definition, an intentional, unauthorized, and fraudulent entry or change of data or computer instructions does not include such entry or change made by an Employee, Authorized Person, independent contractor, or any individual under the direct supervision of the Insured made in reliance upon any fraudulent electronic, cable, teletype, telephonic voice, telefacsimile, or written instruction, except as defined in E.2. above. An intentional, unauthorized, and fraudulent entry or change of data or computer instructions also does not include such entry or change that involves the use, or purported use, of any Credit, Debit, or Charge Card or any access, convenience, identification, stored value, or other similar cards, including the information contained on such cards. Computer Fraud does not include Social Engineering Fraud or Funds Transfer Fraud. 7. The following replaces section III. DEFINITIONS, AA. Funds Transfer Fraud: AA. Funds Transfer Fraud means: 1. an electronic, telegraphic, cable, teletype, or telephone instruction, fraudulently transmitted to a Financial Institution directing such institution to debit a Transfer Account and to transfer, pay, or deliver Money or Securities from the Transfer Account , which instruction purports to have been transmitted by the Insured but was in fact fraudulently transmitted by someone other than the Insured without the Insured's knowledge or consent; or 2. a fraudulent written instruction, other than one covered under Insuring Agreement B., issued to a Financial Institution directing such Financial Institution to debit a Transfer Account and to transfer, pay, or deliver Money or Securities from such Transfer Account by use of an electronic funds transfer system at specified intervals or under specified conditions, which written instruction purports to have been issued by the Insured but was in fact fraudulently issued, Forged, or altered by someone other than the Insured without the Insured's knowledge or consent. Funds Transfer Fraud does not include Social Engineering Fraud. 8. The following replaces section III. DEFINITIONS, DD. Insured: DD. Insured means: 1. for the purposes of Insuring Agreement A.2. and the Social Engineering Fraud Insuring Agreement, any and all Employee Benefit Plans: a. which have been established or maintained by an Employee Benefit Plan Sponsor as of the inception date of this Crime Policy; or b. which have been created or acquired by an Employee Benefit Plan Sponsor after the inception date of this Crime Policy, subject to the provisions of General Agreements C. and D. 2. for the purposes of all Insuring Agreements, except Insuring Agreement A.2.: a. the First Named Insured, b. any Subsidiary, c. any Sponsored Plan, or d. any other entity listed in Item 1. of the Declarations. CRI-19085 Rev. 09-19 Page 2 of 3 © 2015 The Travelers Indemnity Company. All rights reserved. 9. The following replaces section IV. EXCLUSIONS, G., H., and R.: G. This Crime Policy will not apply to loss or damages resulting directly or indirectly from the input of Electronic Data by a natural person having the authority to enter the Computer System, unless covered under Insuring Agreements Al.,.A.2., A.3., Fl., but only when covered under section III. DEFINITIONS, E., Computer Fraud, 2., F.2., G., or the Social Engineering Fraud Insuring Agreement. H. This Crime Policy will not apply to loss resulting from forged, altered, or fraudulent negotiable instruments, securities, documents, or instructions used as source documentation to enter Electronic Data or send instructions, provided this does not apply to Insuring Agreements A.1., A.2., A.3., or the Social Engineering Fraud Insuring Agreement. R. This Crime Policy will not apply to loss resulting directly or indirectly from: 1. the giving or surrendering of Money, Securities or Other Property in any exchange or purchase, whether genuine or fictitious; or 2. any other giving or surrendering of, or voluntary parting with, Money, Securities or Other Property, whether or not induced by any dishonest or fraudulent act, except when covered under: a. Insuring Agreement A.; b. Insuring Agreement E.; c. Insuring Agreement F1., or d. the Social Engineering Fraud Insuring Agreement. 10. Solely with respect to the Social Engineering Fraud Insuring Agreement, the following replaces section IV. EXCLUSIONS, T.: T. This Crime Policy will not apply to loss of Money, Securities or Other Property: 1. while in the mail; or 2. while in the custody of any messenger, carrier for hire, or armored motor vehicle company. 11. Solely with respect to the Social Engineering Fraud Insuring Agreement, the following are added to section IV. EXCLUSIONS: This Crime Policy will not apply to: loss or damage due to Theft by an Employee, Forgery, Computer Fraud, Funds Transfer Fraud, or acceptance of money orders or Counterfeit Money; b. loss due to any investment in Securities, or ownership in any corporation, partnership, real property, or similar instrument, whether or not such investment is genuine; c. loss due to the failure, malfunction, illegitimacy, inappropriateness, or inadequacy of any product or service; d. loss resulting directly or indirectly from the failure of any party to perform in whole or in part under any contract; e. loss due to any non-payment of or default upon any loan, extension of credit, or similar promise to pay; f. loss due to any party's use of or acceptance of any Credit, Debit or Charge Card or any access, convenience, identification, stored value or other similar card or instrument, including the information contained on such cards, whether or not genuine; or g. loss due to items of deposit which are not finally paid for any reason, including forgery or any other fraud; however, this exclusion does not apply to United States Government checks or drafts that are returned by the United States Government for any reason after the funds for said checks or drafts have been credited to the Insured's account at a Financial Institution. Nothing herein contained shall be held to vary, alter, waive, or extend any of the terms, conditions, exclusions, or limitations of the above -mentioned policy, except as expressly stated herein. This endorsement is part of such policy and incorporated therein. CRI-19085 Rev. 09-19 Page 3 of 3 © 2019 The Travelers Indemnity Company. All rights reserved. This endorsement changes the following: CyberRisk Increased Limits Without Retro Date Endorsement The following is added to Limits And Retentions: Increased Limits. For the specified Insuring Agreement, that portion of the applicable limit shown in the CyberRisk Declarations that is the Increased Limit excess of the Original Limit is subject to the corresponding Knowledge Date and P&P Date shown below. Insuring Agreement Privacy and Security Media Regulatory Proceedings Increased Limit Original Limit Knowledge Date P&P Date $5,000,000 $1,000,000 03/01/2024 03/01/2024 $5,000,000 $1,000,000 03/01/2024 03/01/2024 $5,000,000 $1,000,000 03/01/2024 03/01/2024 Issuing Company: Travelers Casualty and Surety Company of America Policy Number: 107228193 AFE-19021 Rev. 05-19 Page 1 of 1 © 2019 The Travelers Indemnity Company. All rights reserved. Berkley Assurance Company Page 1 of 4 Site Pollution Liability for Insured Property Endorsement — Sudden & Accidental Form B In consideration of the premium paid, it is understood and agreed that Section I. Insuring Agreement is amended by adding the following: Site Pollution Liability for Insured Property We will defend you against any Site Pollution Claim (as provided in Section III.A. of this Policy) and pay on your behalf for all Pollution Loss and Claim Expense, which you become legally obligated to pay, for that Site Pollution Claim in excess of any applicable Self -Insured Retention, provided that: 1. the Site Pollution Claim arises out of an actual or alleged Site Pollution Condition on, at, under or migrating from an Insured Property and originates at an Insured Property, on or after the Retroactive Date and before the end of the Policy Period; and 2. the Site Pollution Condition is sudden and accidental and first begins and ends within a period of fifteen (15) consecutive days; and 3. the Site Pollution Claim is first made against you during the Policy Period or Optional Extended Reporting Period, if applicable, and reported in writing by you to us during one of those periods or the Automatic Extended Reporting Period; and 4. prior to the effective date of the first policy insuring this type of Site Pollution Claim issued to you, and continuously renewed by us, the Principal Personnel had no knowledge of circumstances that could give rise to a Site Pollution Claim. Section IV. Definitions shall be amended by adding the following: Environmental Law means any Federal, State, Provincial, or other local laws, statutes, ordinances, regulations, including any legally executed state voluntary cleanup or risk -based corrective action programs, governing the cleanup of a Site Pollution Condition. Illicit Abandonment means the unauthorized deposit of drums or containers of waste which results which are regulated as hazardous or toxic under Federal, State, Provincial, or local environmental law, regulation or statute, by an entity other than the Insured and without knowledge of the Insured. Insured Property means real property owned, leased, rented or occupied by you as specified in the Schedule of Insured Property(ies) within this Endorsement. Site Pollution Claim means the assertion of a legal right alleging lability or responsibility on your part, including but not limited to lawsuits, petitions, arbitrations or other alternative dispute resolutions, and public agency directives, made against you, for Pollution Loss arising out of a Site Pollution Condition. Site Pollution Condition means the actual or alleged discharge, dispersal, release, seepage, migration, growth or escape of smoke, soot, fumes, acids, alkalis, toxic chemicals, mold, mildew, spores, fungi, microbes, bacteria, legionella pneumophila, asbestos, lead, silica, silt, sediment, liquids, gases, waste materials, contaminants, organic or inorganic pollutants, electromagnetic fields, hazardous substances, hazardous materials, waste materials including medical, infectious, and pathological wastes, or other irritants, including Illicit Abandonment, into or upon land, any structure on land, the indoor or outdoor atmosphere, any watercourse, or any body of water, including groundwater. Waste materials include materials to be recycled, reconditioned or reclaimed. Radioactive matter shall also be considered a pollutant, except as otherwise covered or protected by insurance or protections provided pursuant to 42 U.S.C. § 2014(w), as amended, or Section 170 of the Atomic Energy Act of 1954, as amended. Whenever printed in this Endorsement, the boldface type terms shall have the same meanings as indicated in the Policy Form. All other provisions of the Policy remain unchanged. Insured CML Security, LLC Effective Date of This Endorsement 05/01/2024 Policy Number PCPB-5024268-0524 Authorized Representative Policy Form: PERFORM -10002 (11-20) 37785-5024268-166202 14 - PERFORM -10052 (03-21) Berkley Assurance Company Page 2 of 4 • Underground Storage Tank means any tank that has at least ten (10) percent of its volume below ground, in existence at the effective date of the Policy Period, or installed thereafter, including associated underground piping connected to the tank. Solely as respects the coverage provided within this Endorsement, Section IV. Definitions shall be amended by deleting and replacing, in their respective entireties, the following: C. Cleanup Costs means costs for the investigation, monitoring, or disposal of soil, surface water, groundwater, indoor or outdoor atmosphere or other contamination; or for cleanup, abatement, containment, capping, remediation, or correction, to the extent required by Environmental Law, of a Site Pollution Condition on, at, under or migrating from an Insured Property otherwise insured herein. Cleanup Costs also includes Restoration Costs. II. Property Damage means: 1. physical injury to or destruction of tangible property, including resulting loss of use thereof; or 2. loss of use of tangible property that has not been physically injured or destroyed; or 3. diminution of third party property value; or 4. Natural Resource Damage. OO.Retroactive Date means the date(s) set forth as such in the Schedule of Insured Property(ies) within this Endorsement. Solely as respects the coverage provided within this Endorsement, Section V. Exclusions is amended by adding the following: • any Site Pollution Condition existing prior to the inception date of this Policy, and reported to any Principal Personnel prior to the effective date of this Policy. • Cleanup Costs associated with lead based paint, asbestos, or asbestos containing materials, in, on, or applied to any structure. Site Pollution Conditions resulting from an Underground Storage Tank on an Insured Property whose existence was known by you prior to the inception date of this Policy. This exclusion does not apply to Underground Storage Tank(s): 1. either closed, abandoned -in -place or removed prior to the inception date of this policy, in accordance with all applicable Federal, State, or Provincial Regulations in effect at the time of closure, abandonment or removal; or 2. specified in the Schedule of Underground Storage Tank(s) within this Endorsement; or 3. the existence of which is unknown by you prior to the inception date of this Policy; or 4. that are flow -through process tanks such as oil/water separators, septic tanks and storm water and wastewater collection tanks, including tanks on or above the floor of underground areas. Site Pollution Conditions that begin after your Insured Property(ies) has(have) been sold, given away, abandoned or is(are) no longer owned, leased, rented or occupied by you. Site Pollution Conditions that commenced prior to the Retroactive Date, which includes any dispersal, migration, continuation or further movement of the Site Pollution Conditions on or after the Retroactive Date. Solely as respects the coverage provided within this Endorsement, it is hereby understood and agreed that the phrase "or Site Pollution Claim(s)" will be added after all instances of "Pollution Claim(s)" found in this Policy with the exception of those instances contained within: a. Section I.C.; b. Section I.F.; Whenever printed in this Endorsement, the boldface type terms shall have the same meanings as indicated in the Policy Form. All other provisions of the Policy remain unchanged. Insured CML Security, LLC Effective Date of This Endorsement 05/01/2024 Policy Number PCAB-5024268-0524 Authorized Representative Policy Form: PERFORM -10002 (11-20) 37785-5024268-166202 14 - PERFORM -10052 (03-21) Berkley Assurance Company Page 3 of 4 c. Section IV.O.5.; d. Section IV.CC.; e. Section IX.; f. Section X.; and g. Section XI.M. Solely as respects the coverage provided within this Endorsement, it is hereby understood and agreed that the phrase °or Site Pollution Conditions(s)" will be added after the instances of "Pollution Conditions(s)" contained within the following sections of this Policy: a. Section VIII.; and b. Section X.B.2., even if such instance of "Pollution Condition(s)" has been otherwise deleted from this Policy. Solely as respects the coverage provided within this Endorsement, it is hereby understood and agreed that the phrase "or Site Pollution Liability for Insured Property" will be added after all instances of or allusions to Coverage C found in this Policy with the exception of those instances contained within: a. the Preamble of the Policy; b. Section I.C.; c. Section IV.O.5.; d. Section V.G.; and e. Section XI.M. Solely as respects the coverage provided within this Endorsement, Section X.B.2. will be deleted in its entirety and replaced with the following: 2. any act, error, omission or Site Pollution Condition asserted or believed to be at issue. Item 4. Limits of Liability of the Declarations shall be amended by adding the following: Item 4. Limits of Liabilit A. B. Insuring Agreement Limit of Liability Each Claim or First Party Claim Limit of Liability in the Aggregate for Each Coverage for the Policy Site Pollution Liability for Insured Property $5,000,000 $5,000,000 Item 5. Self -Insured Retention of the Declarations shall be amended by adding the following: Item 5. Self -Insured Retention A B C Insuring Agreement Each Claim or First Party Claim Aggregate Maintenance Site Pollution Liability for Insured Property $25,000 N/A N/A SCHEDULE OF INSURED PROPERTY(IES) Schedule of Insured Property(ies) Retroactive Date 1785 W. 160th Avenue, Suite 700 Broomfield, CO 80023 03/01/2020 2061 Third Street, Suite E, Riverside, CA 92507 03/01/2023 1050 N Fairway Dr, SteH107, Avondale, AZ 85323 03/01/2020 400 Young Court Erie, CO 80516 02/18/2022 Whenever printed in this Endorsement, the boldface type terms shall have the same meanings as indicated in the Policy Form. All other provisions of the Policy remain unchanged. Insured CML Security, LLC Effective Date of This Endorsement 05/01/2024 Policy Number PCAB-5024268-0524 Authorized Representative Policy Form: PERFORM -10002 (11-20) 37785-5024268-166202 14 - PERFORM -10052 (03-21) Berkley Assurance Company Page 4 of 4 2323 Campbell Park Dr., Suite 5 Columbia, TN 38401 03/01/2023 157 D'Arcy Parkway, Lathrop, CA 95330 03/01/2020 10521 Gulfdale, San Antonio, Texas 78216 03/01/2021 1601 Country Rd. 49 Hudson, CO 80642 03/01/2023 SCHEDULE OF UNDERGROUND STORAGE TANK(S) # of Tanks Insured Property(ies) Retroactive Date(s) Whenever printed in this Endorsement, the boldface type terms shall have the same meanings as indicated in the Policy Form. All other provisions of the Policy remain unchanged. Insured CML Security, LLC Effective Date of This Endorsement 05/01/2024 Policy Number PCAB-5024268-0524 Authorized Representative Policy Form: PERFORM -10002 (11-20) 37785-5024268-166202 14 - PERFORM -10052 (03-21) Berkley Assurance Company Page 1 of 1 Blanket Notice of Cancellation to Others Endorsement In consideration of the premium paid, it is understood and agreed that the following is added to Section XI.G. Cancellation and Termination: 5. If we cancel this Policy by written notice to you for any reason other than non-payment of premium, we will mail notification that such Policy has been cancelled to each person or organization shown in a Schedule provided to us by you or by any entity you have instructed to provide such Schedule. Such Schedule: Must be initially provided to us within fifteen (15) days after the later of: i. the effective date of the Policy Period shown in the Declarations; or ii. the date this Endorsement has been added to this Policy; b. Must contain the names and addresses of only the persons or organizations requiring notification that such Policy has been cancelled; c. Must be in an electronic format that is acceptable to us; and d. Must be accurate. Such Schedule may be updated and provided to us during the policy period. Such updated Schedule must comply with Paragraphs b., c., and d. above. 6. Our delivery of the notification as described in Paragraph 5. of this Endorsement will be based on the most recent Schedule in our records as of the date the notice of cancellation is mailed or delivered to you. Delivery of the notification as described in Paragraph 5. of this endorsement will be completed at least 30 days prior to the effective date of cancellation. 7. Proof of mailing the notification will be sufficient proof that we have complied with Paragraphs 5. and 6. of this Endorsement. 8. Our delivery of notification described in Paragraphs 5. and 6. of this Endorsement is intended as a courtesy only. Our failure to provide such delivery of notification will not: a. Extend the Policy cancellation date; b. Negate the cancellation; or c. Provide any additional insurance that would not have been provided in the absence of this Endorsement. 9. We are not responsible for the accuracy, integrity, timeliness and validity of information contained in the Schedule provided to us as described in Paragraphs 5. and 6. of this Endorsement. Whenever printed in this Endorsement, the boldface type terms shall have the same meanings as indicated in the Policy Form. All other provisions of the Policy remain unchanged. Insured CML Security, LLC Effective Date of This Endorsement 05/01/2024 Policy Number PCAB-5024268-0524 Authorized Representative Policy Form: PERFORM -10002 (11-20) 29510-5024268-166202 15 - PERFORM -10064 (05-16) Berkley Assurance Company Page 1 of 1 Responsible Entity Waiver of Subrogation Affirmation Endorsement In consideration of the premium paid, it is understood and agreed that Section XI.C. is deleted in its entirety and replaced with the following: C. Subrogation In the event of any payment under this Policy, we shall be subrogated to all of your rights of recovery thereof. You shall execute and deliver all requested instruments and papers in furtherance of such rights to us and do whatever else is reasonably necessary to secure such rights. You shall do nothing to waive or prejudice such rights. We shall have priority in any recovery, and any amounts recovered in excess of our total payment and the cost to us of recovery shall be paid to you. However, we waive our rights of subrogation under this Policy, to the extent such a waiver is required by a written contract with you executed prior to the Claim, against any of the following that is not a Responsible Entity: your clients, their parents or other affiliates, and your client's designees; and your co -participants in an entity for which your participation is insured under Definition 0.4. of this Policy. For Coverage A only, we will not subrogate against a Responsible Entity, provided it has maintained Recoverable Insurance, regardless of whether or not such Recoverable Insurance is exhausted or reduced. Whenever printed in this Endorsement, the boldface type terms shall have the same meanings as indicated in the Policy Form. All other provisions of the Policy remain unchanged. Insured CML Security, LLC Effective Date of This Endorsement 05/01/2024 Policy Number PCAB-5024268-0524 Authorized Representative Policy Form: PERFORM -10002 (11-20) 37489-5024268-166202 16 - PERFORM -10118 (01-21) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Not applicable in MN, MO and PA Schedule Any person or organization for which the employer has agreed by written contract, executed prior to loss, may execute a waiver of subrogation. However, for purposes of work performed by the employer in Missouri, this waiver of subrogation does not apply to any construction group of classifications as designated by the waiver of right to recover from others (subrogation) rule in our manual. The waiver does not apply to any right to recover payments which the Minnesota Workers Compensation Reinsurance Association may have or pursue under M.S. 79.36. Where required by contractor written agreement prior to loss and allowed by law. In the states of FL, NE and OR, the premium charge is 1% of the total manual premium, subject to a minimum premium of $250 per policy. In the states of AZ, CO, ID, IN, MT and NM, the premium charge is 2% of the total manual premium, subject to a minimum premium of $100 per policy. In the state of VA, the premium charge is 5% of the total manual premium, subject to a minimum premium of $250 per policy. In the stateof TN, the premium charge is 2% of the total manual premium, subject to a minimum premium of $250 per policy. In the state of WI, the premium charge is 2% of the total manual premium plus the EL Increased Limits, subject to a minimum premium of $50 perpolicy. In the state of HI, the premium charge is $423 and determined as follows: The premium charge for this endorsement is 1% of the total manual premium, subject to a minimum premium of $250 per policy. Issued by The First Liberty Insurance Corporation 27359 For attachment to Policy No. WC6-Z91-470206-044 Effective Date Premium $ Issued to CML Security LLC Endorsement No. WC 00 0313 Ed. 04/01/1984 © 1983 National Council on Compensation Insurance. Page 1 of 1 WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT - CALIFORNIA We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be 2% of the California workers' compensation premium otherwise due on such remuneration. Schedule Additional premium is a percent of the California Manual Workers Compensation premium. Subject to a minimum premium charge of $250 per policy. Person or Organization Where required by contract or written agreement prior to loss and allowed by law. Any Job Description Issued by The First Liberty Insurance Corporation 27359 For attachment to Policy No. WC6-Z91-470206-044 Effective Date Premium $ Issued to CML Security LLC Endorsement No. WC 04 03 06 R1 Page 1 of 1 Ed. 08/01/2013 TEXAS WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement applies only to the insurance provided by the policy because Texas is shown in Item 3.A. of the Information Page. We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule, but this waiverapplies only with respect to bodily injury arising out of the operations described in the Schedule where you are required by a written contract to obtain this waiver from us. This endorsement shall not operate directly or indirectly to benefit anyone not named in the Schedule. The premium for this endorsement is shown in the Schedule. Schedule 1. () Specific Waiver Name of person or organization (X) Blanket Waiver Any person or organization for whom the Named Insured has agreed by written contract to fumish this waiver. 2. Operations: All Texas Operations 3. Premium: The premium charge for this endorsement shall be 2.0 percent of the premium developed on payroll in connection with work performed for the above person(s) or organization(s) arising out of the operations described. 4. Advance Premium: Issued by The First Liberty Insurance Corporation 27359 For attachment to Policy No. WC6-Z91-470206-044 Effective Date Issued to CML Security LLC Premium $ Endorsement No. WC 42 03 04 B © Copyright 2014 National Council on Compensation Insurance, Inc. Page 1 of 1 Ed. 06/01/2014 All Rights Reserved. UTAH WAIVER OF SUBROGATION ENDORSEMENT This endorsement applies only to the insurance provided by the policy because Utah is shown in Item 3.A. of the Information Page. We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Our waiver of rights does not release your employees' rights against third parties and does not release our authority as trustee of claims against third parties. Schedule Where required by contract or written agreement prior to loss and allowed by law. The premium charge is 2.0% of the total manual premium, subject to a minimum premium of $100 per policy. Issued by The First Liberty Insurance Corporation 27359 For attachment to Policy No. WC6-Z91-470206-044 Effective Date Issued to CML Security LLC WC 43 03 05 Ed. 07/2000 Premium $ Endorsement No. © 2000 National Council on Compensation Insurance. Page 1 of 1 Esther Gesick From: Sent: To: Cc: Subject: I agree. Sent from my iPhone Mike Freeman Thursday, September 19, 2024 1:43 PM Kevin Ross Cheryl Pattelli; Patrick O'Neill; Jill Scott; Esther Gesick; Curtis Naibauer; Mike lannuzzi Re: 24.09.19 - Weld County - DDN Storage Replacement Rev01 On Sep 19, 2024, at 11:54 AM, Kevin Ross <kross@weld.gov> wrote: I agree this is an emergency and we need to act accordingly Kevin Ross From: Cheryl Pattelli <cpattelli@weld.gov> Sent: Thursday, September 19, 2024 11:53:46 AM To: Patrick O'Neill <poneill@weld.gov> Cc: Jill Scott <jscott@weld.gov>; Mike Freeman <mfreeman@weld.gov>; Kevin Ross <kross@weld.gov>; Esther Gesick <egesick@weld.gov>; Curtis Naibauer <cnaibauer@weld.gov>; Mike lannuzzi <miannuzzi@weld.gov> Subject: Re: 24.09.19 - Weld County - DDN Storage Replacement Rev01 That sounds good to me and I totally agree that this is an emergency purchase. Let me know if you need anything else from my end Get Outlook for Android From: Patrick O'Neill <poneill@weld.gov> Sent: Thursday, September 19, 2024 11:37:40 AM To: Cheryl Pattelli <cpattelli@weld.gov> Cc: Jill Scott <jscott@weld.gov>; Mike Freeman <mfreeman@weld.gov>; Kevin Ross <kross@weld.gov>; Esther Gesick <egesick@weld.gov>; Curtis Naibauer <cnaibauer@weld.gov>; Mike lannuzzi <miannuzzi@weld.gov> Subject: RE: 24.09.19 - Weld County - DDN Storage Replacement Rev01 Thank you Cheryl for the quick response. Facilities does have funds in 2024 to cover this expense. This expense is critical for the jail: Human Life, safety, health, or County property. I am confident that the Sheriff will support this claim if we require addition testimony. I believe that Curtis is ready to put together a contract. FYI, revised proposal attached to include a "Fiber Switch." Patrick Patrick O'Neill Director Weld County Facilities Department 1105 H Street P.O. Box 758 Greeley, CO 80632 0: 970.400.2023 C: 970.939.2922 poneill@weldgov.com <image002.jpg> GOVERNMENT WEB / FACEBOOK / TWITTER / YOUTUBE DISCOVER WELD WEB / FACEBOOK / TWITTER / PINTEREST Confidentiality Notice: This electronic transmission and any attached documents or other writings are intended only for the person or entity to which it is addressed and may contain information that is privileged, confidential or otherwise protected from disclosure. If you have received this communication in error, please immediately notify sender by return e-mail and destroy the communication. Any disclosure, copying, distribution or the taking of any action concerning the contents of this communication or any attachments by anyone other than the named recipient is strictly prohibited. From: Cheryl Pattelli <cpattelli@weld.gov> Sent: Thursday, September 19, 2024 11:12 AM To: Patrick O'Neill <poneill@weld.gov> Cc: Jill Scott <jscott@weld.gov>; Mike Freeman <mfreeman@weld.gov>; Kevin Ross <kross@weld.gov>; Esther Gesick <egesick@weld.gov>; Curtis Naibauer <cnaibauer@weld.gov>; Mike lannuzzi <miannuzzi@weld.gov> Subject: FW: 24.09.19 - Weld County - DDN Storage Replacement Rev01 Importance: High I assume you have money available in 2024 that has not/will not be spent to cover or will you need a supplemental? If you need a supplemental let me know- we are doing one in a few weeks. Per code, this falls under the emergency purchase provisions in the code (see below). I am not sure if this -requires a contract. If so, it will need to be brought to the Board. If not, you can just make the purchase. Thanks! Sec. 5-4-80. Expenditures not requiring a procurement process. 27. Emergency purchases when: a. Human life, safety, health, or County property is in jeopardy. b. Repairs of equipment involving hidden dangers. c. Repairs are immediately needed for equipment where delay would lead to higher expense. d. Purchases of new vehicles deemed necessary for the protection of life, health, and/or safety during supply chain deficiencies to ensure availability at the most efficient price. The Board of County Commissioners shall by resolution detail procedure and protocol for such emergency purchases of new vehicles that establishes a sunset date which may be extended by subsequent resolution of the Board. 2 Sec. 5-4-110. Emergency purchases. A. Only the Department of Public Works, Office of Emergency Management, Department of Information Technology and Department of Buildings and Grounds are authorized to make purchases outside regular business hours and then only when failure to do so would result in cessation of vital services. Emergency purchases must be justified to, and assigned an emergency purchase order number by, the Department of Purchasing. Purchases not truly an emergency or abuse of emergency purchases by the above departments will be considered unauthorized purchases as specified in Paragraph 5-4- 10.H.5 of this Article. From: Patrick O'Neill <poneill@weld.gov> Sent: Thursday, September 19, 2024 10:40 AM To: Cheryl Pattelli <cpattelli@weld.gov> Cc: Jill Scott <jscott@weld.gov>; Mike Freeman <mfreeman@weld.gov>; Kevin Ross <kross@weld.gov>; Esther Gesick <egesick@weld.gov>; Curtis Naibauer <cnaibauer@weld.gov>; Mike lannuzzi <miannuzzi@weld.gov> Subject: FW: 24.09.19 - Weld County - DDN Storage Replacement Rev01 Importance: High Cheryl, Please see the attached proposal to replace the DDN server at the Jail. Facilities is recommending that we move forward ASAP. This is the price range that we expected and had planned for in the 2025 budget. What do we need to do? Thanks, Patrick Patrick O'Neill Director Weld County Facilities Department 1105 H Street P.O. Box 758 Greeley, CO 80632 O: 970.400.2023 C: 970.939.2922 poneill@weldgov.com <jmage002.jpg> GOVERNMENT WEB / FACEBOOK / TWITTER / YOUTUBE DISCOVER WELD WEB / FACEBOOK / TWITTER / PINTEREST Confidentiality Notice: This electronic transmission and any attached documents or other writings are intended only for the person or entity to which it is addressed and may contain information that is privileged, confidential or otherwise protected from disclosure. If you have received this communication in error, please immediately notify sender by return e-mail and destroy the communication. Any disclosure, copying, distribution or the taking of any action concerning the contents of this communication or any attachments by anyone other than the named recipient is strictly prohibited. 3 From: Mike lannuzzi <miannuzzi@weld.gov> Sent: Thursday, September 19, 2024 10:26 AM To: Patrick O'Neill <poneill@weld.gov>; Curtis Naibauer <cnaibauer@weld.gov> Cc: Randy Kittilson <rkittilson@weld.gov>; Darrell Blum <dblumPweld.gov> Subject: FW: 24.09.19 - Weld County - DDN Storage Replacement Rev01 Importance: High Just received this... Thank you, Mike lannuzzi Systems Engineering Supervisor Operational Technology Division Facilities Department Weld County Government 1105 H Street, Greeley, CO. 80631 970.400.2031 office 970.381.7246 mobile Miannuzzi@Weld.gov From: Cory Solberg <csolberg@cmisecurity.us> Sent: Thursday, September 19, 2024 10:24 AM To: Mike lannuzzi <miannuzzi@weld.gov> Cc: Jeff Cordova <JCordova@cmisecurity.us>; Vincent Green <vgreen@cmisecurity.us> Subject: 24.09.19 - Weld County - DDN Storage Replacement Rev01 Mike I received pricing back from DDN a couple minutes ago, please see revised proposal attached. Lead time is 3 weeks for us to have the materials in our shop to start configuring. Thank you Cory Solberg Vice President - System Support csolberg@misecurity.us I d. 720.316.9504 I c.303.908.3230 Iwww.crntsecurity.us For Emergency Service: 855.426.5792 4 <image003.png> Exceptional Workmanship I Extraordinary Service I Professional Integrity Corporate Headquarters: 1785 West 160th Ave., Suite 700 I Broomfield, CO 80023 5 Houstan Aragon From: Sent: To: Cc: Subject: Toby Taylor Monday, September 23, 2024 3:35 PM Houstan Aragon Esther Gesick; Chloe White; Cheryl Hoffman RE: Emergency Purchase for DDN Storage Equipment Yes. Department submitted the requisition right at lunch. Purchasing is finalizing the creation of the PO and will issue shortly. The PO number is P2400692 Toby Taylor MBA, NIGP-CPP Procurement Manager Weld County Finance 1301 North 17th Avenue P.O. Box 758 Greeley, CO 80632 P: 970.400.4454 ttaylor@weldgov.com From: Houstan Aragon <haragon@weld.gov> Sent: Monday, September 23, 2024 2:45 PM To: Toby Taylor <ttaylor@weld.gov> Cc: Esther Gesick <egesick@weld.gov>; Chloe White <cwhite@weld.gov>; Cheryl Hoffman <choffman@weld.gov> Subject: RE: Emergency Purchase for DDN Storage Equipment Hi Toby, I'm reaching out to see if the Emergency Purchase Order has been generated at this point? Thanks, Houstan Aragon Deputy Clerk to the Board Clerk to the Board's Office Weld County 1150 0 Street Greeley, CO 80631 Tel: (970) 400-4224 Email: haragon(a)weld.gov Confidentiality Notice: This electronic transmission and any attached documents or other writings are intended only for the person or entity to which it is addressed and may contain information that is privileged, confidential Contract Form Entity Information Entity Name * CML SECURITY Entity ID* @00037123 Contract Name * JAIL DDN VIDEO STORAGE REPLCEMENT. Contract Status CTB REVIEW Contract Description * REPLACE THE VIDEO STORAGE SYSTEM FOR THE JAIL. Contract Description 2 O New Entity? Contract ID 8727 Contract Lead * CNAIBAUER Contract Lead Email cnaibauer@weld.gov Parent Contract ID Requires Board Approval YES Department Project # Contract Type* Department Requested BOCC Agenda Due Date CONTRACT BUILDINGS AND Date* 09/21/2024 • GROUNDS 09/25/2024 Amount* $219,085.00 Department Email Will a work session with BOCC be required?* CM- NO Renewable * BuildingGrounds@weld.go NO v Does Contract require Purchasing Dept. to be included? Automatic Renewal Grant IGA Department Head Email CM-BuildingGrounds- DeptHead@weld.gov County Attorney GENERAL COUNTY ATTORNEY EMAIL County Attorney Email CM- COUNTYATTORNEY@WEL D.GOV If this is a renewal enter previous Contract ID If this is part of a MSA enter MSA Contract ID Note: the Previous Contract Number and Master Services Agreement Number should be left blank if those contracts are not in OnBase Contract Dates Effective Date Termination Notice Period Contact Information Contact Info Review Date 10/31/2024 Committed Delivery Date Renewal Date Expiration Date" 10/31/2024 Contact Name Contact Type Contact Email Contact Phone 1 Contact Phone 2 Purchasing Purchasing Approver Purchasing Approved Date Approval Process Department Head CURTIS NAIBAUER DH Approved Date 09/20/2024 Final Approval BOCC Approved BOCC Signed Date BOCC Agenda Date 09/23/2024 Finance Approver CHERYL PATTELLI Legal Counsel BYRON HOWELL Finance Approved Date Legal Counsel Approved Date 09/20/2024 09/20/2024 Tyler Ref # AG092324 Originator CNAIBAUER Hello