2022-029_KITTELSON_OC_PLANNING_SERVICES.PDF
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ON-CALL TRANSPORTATION PLANNING SERVICES
BETWEEN
MARICOPA COUNTY DEPARTMENT OF TRANSPORTATION
AND
KITTELSON & ASSOCIATES, INC.
CONTRACT NO. 2022-029
Agenda No. C-64-Enter Agenda #
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Contract No. 2022-029
ON-CALL TRANSPORTATION PLANNING SERVICES
CONTRACT NO. 2022-029
TABLE OF CONTENTS
Contents
SECTION 1 - SERVICES OF THE CONSULTANT ....................................................................................... 1
SECTION 2 - WORK ASSIGNMENTS AND PERIOD OF SERVICE ............................................................. 1
SECTION 3 - PAYMENTS TO THE CONSULTANT ...................................................................................... 2
SECTION 4 - THE COUNTY’S RESPONSIBILITIES .................................................................................... 3
SECTION 5 - ALTERATION IN SCOPE OF WORK ...................................................................................... 3
SECTION 6 - RECORDS ............................................................................................................................... 3
SECTION 7 - WORK ASSIGNMENT COMPLETION .................................................................................... 4
SECTION 8 - TERMINATION ........................................................................................................................ 4
SECTION 9 - OWNERSHIP OF DOCUMENTS ............................................................................................. 4
SECTION 10 - COMPLIANCE WITH LAWS .................................................................................................. 5
CERTIFICATION REGARDING DEBARMENT AND SUSPENSION: ....................................................... 5
SECTION 11 - GENERAL CONSIDERATIONS ............................................................................................ 6
SECTION 12 - SUCCESSORS AND ASSIGNS ............................................................................................ 8
SECTION 13 - NO KICK-BACK CERTIFICATION ......................................................................................... 8
SECTION 14 - ANTI-DISCRIMINATION PROVISION ................................................................................... 8
SECTION 15 - INDEMNIFICATION ............................................................................................................... 8
SECTION 16 - INSURANCE REQUIREMENTS ............................................................................................ 9
CERTIFICATES OF INSURANCE ........................................................................................................... 10
CANCELLATION AND EXPIRATION NOTICE........................................................................................ 11
SECTION 17 - INFLUENCE ........................................................................................................................ 11
SECTION 18 - TITLE VI .............................................................................................................................. 11
SECTION 19 - PERFORMANCE EVALUATIONS ....................................................................................... 11
SECTION 20 - FORCE MAJEURE .............................................................................................................. 11
SIGNATURE PAGE ..................................................................................................................................... 13
ATTACHMENTS
EXHIBIT A – SCOPE OF WORK
EXHIBIT B – CONSULTANT’S FEE SCHEDULE
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CONTRACT NO. 2022-029
ON-CALL TRANSPORTATION PLANNING SERVICES
Pursuant to the provisions of the Arizona Revised Statutes § 11-201 the Board of Supervisors has the
authority to enter into contracts.
The Maricopa COUNTY Department of Transportation, hereinafter called the “COUNTY”, is desirous of
having ON-CALL TRANSPORTATION PLANNING SERVICES performed when requested by the
Maricopa County Department of Transportation through a specific Work Assignment for those services
more fully described in Exhibit A, General Scope of Work, and Exhibit B, Fee Schedule, attached; and
Kittelson & Associates, Inc., hereinafter called “CONSULTANT”, with its principal offices located at 40
North Central Avenue, Suite 1920, Phoenix, Arizona 85004, Telephone Number: 480-561-6796 is
desirous of performing said services;
THEREFORE, the parties hereto mutually agree as follows:
SECTION 1 - SERVICES OF THE CONSULTANT
The CONSULTANT, under the general supervision of the COUNTY Engineering Division Manager, shall
perform ON-CALL TRANSPORTATION PLANNING SERVICES as are necessary for the Work
Assignment and according to the directions and designated standards of the COUNTY, and in accordance
with Exhibit A, General Scope of Work. It is understood and agreed that the COUNTY’S authorized
representative shall be the Engineering Division Manager or his/her duly authorized representative,
hereinafter called the “Agent”. For purposes of this contract, the Agent’s duly authorized representative
shall be the Branch Manager and he/she shall be the sole contact for administering this contract.
The CONSULTANT shall meet periodically with the Agent so as to keep the COUNTY informed of the
progress of the work in accordance with each work assignment.
SECTION 2 - WORK ASSIGNMENTS AND PERIOD OF SERVICE
Within the guidelines set forth in Exhibit A, General Scope of Work, a detailed scope of work will be
developed for each Work Assignment and incorporated herein by reference. A not-to-exceed fee will be
negotiated for each Work Assignment consistent with Exhibit B, Fee Schedule.
The CONSULTANT shall complete all work in accordance with the provisions of Exhibit A, General Scope
of Work and the detailed Scope of Work as negotiated for each specific Work Assignment. Performance for
a Work Assignment shall commence only upon receipt of the Agent’s written notice to proceed.
Any work specified in a Work Assignment under this Contract, which commenced prior to the expiration
date of this Contract, shall be satisfactorily completed within the performance period of the Contract. If an
extension of the Performance Period is granted as provided in Section VII, the performance period of the
Contract shall be automatically extended to allow for the satisfactory completion of such work.
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Contract performance will be for a period of 730 calendar days from the Notice to Proceed date and may be
renewed, if mutually agreed to by both the CONSULTANT and the COUNTY, for three (3) additional one
(1) year period(s) or the expenditure of $1,000,000.00, whichever occurs first.
SECTION 3 - PAYMENTS TO THE CONSULTANT
The CONSULTANT shall be paid a fee not-to-exceed ONE MILLION DOLLARS AND NO CENTS
($1,000,000.00) for complete and satisfactory performance of work under this contract in accordance with
the General Scope of Work and the detailed Scope(s) of Work. Payments will be made for the actual hours
worked and/or other costs incurred or provided for in accordance with Exhibit B, Fee Schedule.
The COUNTY does not guarantee any minimum or maximum fee during the period of this contract, and
CONSULTANT, in accepting this contract, does not anticipate any minimum or maximum fee.
The COUNTY shall pay the CONSULTANT in full for each Work Assignment upon satisfactory completion
and acceptance by the COUNTY, provided the CONSULTANT returns the executed Certificate of
Performance furnished by the Agent. Should an assignment require more than thirty (30) days to complete,
the CONSULTANT may invoice progress payments based on COUNTY approved monthly progress
reports and subject to the limitations set forth in the Scope of Work negotiated for each Work Assignment.
No retention shall be withheld from the contract.
The CONSULTANT shall provide back-up documentation with each invoice progress payment. The back-
up documentation shall clearly indicate the hours worked, date, and employee’s name, including sub-
consultants. All backup documentation shall include copies of any sub-consultants or vendor invoices.
The Small Business Enterprise Participation Form (Attachment 1) is to be submitted with each pay
application or invoice. Any pay application or invoice without this form attached is subject to rejection as not
being a completed pay application or invoice pursuant to the terms of the contract.
The final invoice shall be paid to the CONSULTANT for each Work Assignment, as applicable, within forty-
five (45) calendar days after:
A.
final completion of all work per Exhibit A, General Scope of Work and the detailed Scope of Work,
B.
acceptance of the work by the COUNTY,
C.
the COUNTY’S receipt of the “Certificate of Performance” form furnished by the Agent,
A Certificate of Performance will be provided with each Work Assignment. Upon Completion of the specific
Work Assignment, the CONSULTANT will furnish to the COUNTY a completed Certificate of Performance
– Work Assignment and Payment of all Claims.
Upon completion of all Work Assignments under this contract, the CONSULTANT will furnish to the
COUNTY an executed Certificate of Performance (Attachment 2). The Certificate of Performance must be
notarized.
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SECTION 4 - THE COUNTY’S RESPONSIBILITIES
The COUNTY shall furnish the CONSULTANT, at no cost to the CONSULTANT, the following information
or services for each Work Assignment:
A.
One copy of on-hand maps, records, survey ties, benchmarks, or other data pertinent to the Work
Assignment. This does not, however, relieve the CONSULTANT of the responsibility of searching
records for additional information, for requesting specific information, or for verification of that
information provided. The COUNTY does not warrant the accuracy or comprehensiveness of any
such information.
B.
All available information and data relative to policies, standards, criteria, and studies, etc. impacting
the Work Assignment as identified by the CONSULTANT.
C.
Available staff for consultation with the CONSULTANT during the performance of the work in order
to identify the problems, needs, and other functional aspects of the Work Assignment.
D.
Prompt examination of documents submitted by the CONSULTANT and rendering of decisions
pertaining thereto in order to avoid unreasonable delay in the progress of the work by the
CONSULTANT. The COUNTY will keep the CONSULTANT advised concerning the progress of
the COUNTY’S review of work.
SECTION 5 - ALTERATION IN SCOPE OF WORK
This contract may be amended by mutual agreement of the COUNTY and the CONSULTANT.
Any alteration in the General Scope of Work and/or the detailed Scope(s) of Work that will result in a
substantial change in the nature of the Work Assignment so as to materially increase or decrease the
contract fee will require negotiation of an amendment to the contract to be executed by the COUNTY and
the CONSULTANT. No work shall commence on the change until the contract amendment has been
approved by the COUNTY and the CONSULTANT has been notified to proceed by the Agent. It is distinctly
understood and agreed that no claim for extra work done or materials furnished by the CONSULTANT will
be allowed by the COUNTY except as provided herein, nor shall the CONSULTANT do any work or furnish
any materials not covered by this agreement unless such work is first authorized in writing by the COUNTY
and in accordance with the Maricopa County Procurement Code. Any such work or materials furnished by
the CONSULTANT without such written authorization first being given shall be at CONSULTANT’S own
risk, cost, and expense, and CONSULTANT hereby agrees that without such written authorization to make
no claim for compensation for such work or materials furnished.
SECTION 6 - RECORDS
Records of the CONSULTANT’S expenses pertaining to this contract and records of accounts between the
COUNTY and the CONSULTANT shall be kept on a generally recognized accounting basis and shall be
available upon request to the COUNTY or its authorized representative for audit during normal business
hours.
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The CONSULTANT shall maintain procurement records for a period of two (2) years after the completion of
the contract unless applicable Federal regulations require a longer period of retention.
SECTION 7 - WORK ASSIGNMENT COMPLETION
If, during the course of this Contract, situations beyond the control and not the result of delay attributable to
CONSULTANT arise which prevent completion of a work assignment within the allotted time, the Agent
may grant an extension of the Performance Period.
SECTION 8 - TERMINATION
The COUNTY may terminate this contract at any time upon reimbursement to the CONSULTANT of
expenses that include reasonable charges for time and material for the percentage of work satisfactorily
completed and turned over to the COUNTY.
The COUNTY reserves the rights to postpone, terminate, or abandon this contract for the CONSULTANT’S
failure to complete any Work Assignment on time, or failure to comply with the provisions of the contract.
The COUNTY also reserves the right to terminate any or all parts of this contract for its own convenience
as the COUNTY may determine at its sole discretion.
The COUNTY hereby gives notice that pursuant to A.R.S. § 38-511 “A” this contract may be canceled
without penalty or further obligation within three (3) years after execution if any person significantly involved
in initiating, negotiating, securing, drafting, or creating a contract on behalf of the COUNTY is, at any time
while the contract or any extension of the contract is in effect, an employee or agent of any other party to
the contract in any capacity or a CONSULTANT to any other party of the contract with respect to the
subject matter of the contract. Cancellation under this section shall be effective when written notice from
the COUNTY Transportation Director is received by all of the parties of the contract. In addition, the
COUNTY may recoup any fee or commission paid or due to any person significantly involved in initiating,
negotiating, securing, drafting, or creating the contract on behalf of the COUNTY from any other party to
the contract arising as a result of the contract.
The CONSULTANT may terminate this contract in the event of nonpayment of fees as specified in
SECTION III, PAYMENTS TO THE CONSULTANT.
SECTION 9 - OWNERSHIP OF DOCUMENTS
A.
All original documents including, but not limited to studies, reports, tracings, drawings, physical and
computer models, estimates, field notes, investigations, design analysis, calculations, computer
software, and specifications, prepared in the performance of this contract are to be and remain the
property of the COUNTY and are to be delivered to the Agent before final payment is made to the
CONSULTANT. The COUNTY will not reuse, alter or modify these documents without noting such
modifications, alterations, or intent of their reuse, and will hold the CONSULTANT harmless from
any claims arising from such reuse, modifications, or alterations of the documents. The
CONSULTANT may retain reproducible copies of all such documents delivered to the COUNTY.
B.
If the CONSULTANT retains reproducible copies of all such documents delivered to the COUNTY,
the CONSULTANT may not use those documents in regard to current or future claims or litigation
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against the COUNTY brought by another party or parties unless the documents are independently
produced in accordance with a court order or procedural rules and notice of such production is
given to the COUNTY immediately and prior to their production.
C.
Copies retained by the CONSULTANT, sub-consultant(s), or any related entities are governed by
Arizona Law regarding the use of public records and may not be used for commercial purpose
without additional written permission from the COUNTY and the payment of all applicable fees.
D.
The COUNTY reserves the right to reuse the documents as it sees fit.
SECTION 10 - COMPLIANCE WITH LAWS
The CONSULTANT is required to comply with all Federal, State, and local laws, local ordinances and
regulations. The CONSULTANT’S signature on this contract certifies compliance with the provisions of the
I-9 requirements of the Immigration Reform and Control Act of 1986 for all personnel that the
CONSULTANT and any subconsultants employ to complete any Work Assignment. It is understood that
the COUNTY shall conduct itself in accordance with the provisions of the Maricopa County Procurement
Code.
The CONSULTANT warrants that it is in compliance with A.R.S. §41-4401 and further acknowledges:
(1)
That the CONSULTANT and its sub-consultants, if any, warrant their compliance with all
federal immigration laws and regulations that relate to their employees and their
compliance with A.R.S. §23-214, subsection A; After December 31, 2007, every employer,
after hiring an employee, shall verify the employment eligibility of the employee through the
e-verify program and shall keep a record of the verification for the duration of the
employee’s employment or at least three years, whichever is longer.
(2)
That a breach of a warranty under subsection 1 above, shall be deemed a material breach
of the contract that is subject to penalties up to and including termination of the contracts;
(3)
That the contracting government entity retains the legal right to inspect the papers of any
CONSULTANT or sub-consultant employee who works on the contract to ensure that the
CONSULTANT or sub-consultant is complying with the warranty provided under
subsection 1 above and that the CONSULTANT agrees to make all papers and
employment records of said employee(s) available during normal working hours in order to
facilitate such an inspection.
(4)
That nothing herein shall make any CONSULTANT or sub-consultant an agent or
employee of the contracting government entity.
CERTIFICATION REGARDING DEBARMENT AND SUSPENSION:
(1)
The undersigned (authorized official signing for the CONSULTANT) certifies to the best of
his or her knowledge and belief, that the CONSULTANT, defined as the primary
participant in accordance with 45 CFR Part 76, and its principals:
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(a)
are not presently debarred, suspended, proposed for debarment, declared
ineligible, or voluntarily excluded from covered transactions by any Federal
Department or agency;
(b)
have not within 3-year period preceding this Contract been convicted of or had a
civil judgment rendered against them for commission of fraud or a criminal offense
in connection with obtaining, attempting to obtain, or performing a public (Federal,
State or local) transaction or contract under a public transaction; violation of
Federal or State antitrust statues or commission of embezzlement, theft, forgery,
bribery, falsification or destruction of records, making false statements, or
receiving stolen property;
(c)
are not presently indicted or otherwise criminally or civilly charged by a
government entity (Federal, State or local) with commission of any of the offenses
enumerated in paragraph (2) of this certification; and
(d)
have not within a 3-year period preceding this Contract had one or more public
transaction (Federal, State or local) terminated for cause of default.
(2)
Should the CONSULTANT not be able to provide this certification, an explanation as to
why should be attached to the Contact.
(3)
The CONSULTANT agrees to include, without modification, this clause in all lower tier
covered transactions (i.e. transactions with subcontractors) and in all solicitations for lower
tier covered transactions related to this Contract.
SECTION 11 - GENERAL CONSIDERATIONS
A.
The CONSULTANT shall furnish to the COUNTY for approval, the names of its key employees,
and of its subconsultants and their key employees, to be used on the Work Assignment prior to
beginning the work under this contract. Any subsequent changes are subject to the written
approval of the COUNTY.
B.
The CONSULTANT shall perform, with its own firm, work amounting to fifty percent (50%) or more
of the total amount of the contract value. Any deviation may be approved, in writing, at the
discretion of the Agent.
C.
The failure of either party to enforce any of the provisions of this contract or to require performance
of the other party of any of the provisions hereof shall not be construed to be a waiver of such
provisions, nor shall it affect the validity of this contract or any part thereof, or the right of either
party to thereafter enforce each and every provision.
D.
If the COUNTY determines that the CONSULTANT had made any errors and/or omissions (E&O) in
the work product delivered to the COUNTY under the terms of this Contract, the CONSULTANT
shall make all necessary revisions or corrections resulting from E&O without additional cost to the
COUNTY. Errors and Omissions is defined as a deviation from the standard of care on the part of a
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design engineering consultant in the performance of architectural and/or engineering services under
this Contract. The COUNTY shall actively pursue the resolution of E&O’s at the lowest possible level
within a reasonable timeframe in accordance with the most current version of MCDOT’s Errors and
Omissions
by
Design
Consultants
on
Projects
Procedure
No.
P5305
(https://www.maricopa.gov/DocumentCenter/View/69060/New-Procedure-P5305-Errors-and-
Omissions-by-Design-Consultants-on-Projects).
E.
It is mutually understood and agreed that this contract shall be governed by the laws of the State of
Arizona, both as to interpretation and performance. Any action at law, suit in equity, or judicial
proceeding for the enforcement of this contract, or any provision thereof, shall be instituted only in
the courts of the State of Arizona.
F.
When this contract requires the CONSULTANT to study specific geographic areas of Maricopa
County, the CONSULTANT agrees during the term of this contract and any extensions thereof that
CONSULTANT will not perform similar services for any clients other than the COUNTY within that
specific geographic area without the written authorization and approval of the Transportation
Director of the COUNTY.
G.
The CONSULTANT agrees that it, its principals, employees, sub-consultants, agents and assigns,
shall not accept employment as consultants, expert witnesses or otherwise in any pending or
contemplated litigation against the COUNTY during the term of this contract and any extensions
thereof without the written authorization and approval of the Transportation Director of the
COUNTY.
H.
The CONSULTANT agrees that it, its principals, employees, sub-consultants, agents and assigns,
shall not accept employment as consultants, expert witnesses or otherwise in any future litigation
against the COUNTY in regard to the subject matter of this contract without the written
authorization and approval of the Transportation Director of the COUNTY.
I.
It is understood that the COUNTY shall have the right to seek and obtain in any court of competent
jurisdiction an injunction to restrain a violation or alleged violation by the CONSULTANT, its
principals, employees, sub-consultants, agents or assigns, of the provisions of F., G., and H. of this
section or of the provisions of B. of Section IX, and the right of action for full damages at law, in
addition to any other remedies provided by this contract. In no case shall a waiver by the COUNTY
of the right to seek relief under this provision constitute a waiver of any other or further violation.
J.
The CONSULTANT shall incorporate stormwater quality best management practices (BMPs) in the
design of the project and comply with the Maricopa County Stormwater Quality Management and
Discharge Control Regulation, the Maricopa County Drainage Policies and Standards, and the
Maricopa County Drainage Regulations, using guidance from the Maricopa County Drainage
Design Manual, Vol. III, Erosion Control.
L.
Written Certification Pursuant to A.R.S. § 35-393.01. If CONSULTANT engages in for-profit activity
and has 10 or more employees, and if this Agreement has a value of $100,000 or more,
CONSULTANT certifies it is not currently engaged in, and agrees for the duration of this
Agreement to not engage in, a boycott of goods or services from Israel. This certification does not
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apply to a boycott prohibited by 50 U.S.C. § 4842 or a regulation issued pursuant to 50 U.S.C. §
4842.
SECTION 12 - SUCCESSORS AND ASSIGNS
This contract shall not be assigned by either party without prior written approval of the other except that the
CONSULTANT may use in the performance of this contract without prior approval of the COUNTY,
personnel or services of its related entities and affiliated companies as if they were an integral part of the
CONSULTANT; and it shall extend to and be binding upon the heirs, executors, administrators, successors
and assigns of the parties hereto.
SECTION 13 - NO KICK-BACK CERTIFICATION
The CONSULTANT warrants that no person has been employed or retained to solicit or secure this
contract upon any agreement or understanding for a commission, percentage, brokerage, or contingent fee;
and that no member of the Board of Supervisors or any employee of the COUNTY has any interest,
financially or otherwise, in the CONSULTANT’S firm.
For breach or violation of this warranty, the COUNTY shall have the right to annul this contract without
liability or at its discretion to deduct from the contract price or consideration, the full amount of such
commission, percentage, brokerage, or contingent fee.
SECTION 14 - ANTI-DISCRIMINATION PROVISION
The COUNTY will endeavor to ensure in every way possible that minority and women-owned business
enterprises shall have every opportunity to participate in providing professional services, purchased goods,
and contractual services to the COUNTY without being discriminated against on the grounds of race,
religion, gender, age, disability, or national origin.
The CONSULTANT agrees not to discriminate against any employee or applicant for employment because
of race, religion, gender, age, disability, or national origin, and further agrees not to engage in any unlawful
employment practices. The CONSULTANT further agrees to insert the foregoing provisions in all
subcontracts hereunder.
SECTION 15 - INDEMNIFICATION
To the fullest extent permitted by law, CONSULTANT shall defend, indemnify, and hold harmless
COUNTY, its agents, representatives, officers, directors, officials, and employees from and against all
claims, damages, losses and expenses, including reasonable attorney fees and court costs, but only to the
extent caused by the negligence, reckless or intentional wrongful conduct of the CONSULTANT or others
persons employed or used by the CONSULTANT in the performance of the contract or subcontract. “Other
persons employed or used” means a sub-consultant to a CONSULTANT or design professional in any tier,
or any other person or entity who performs work or design professional services, or provides labor,
services, materials or equipment in connection with the contract.
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The amount and type of insurance coverage requirements set forth herein will in no way be construed as
limiting the scope of the indemnity in this paragraph. The scope of this indemnification does not extend to
the sole negligence of COUNTY.
SECTION 16 - INSURANCE REQUIREMENTS
CONSULTANT, at CONSULTANT'S own expense, shall purchase and maintain the herein stipulated
minimum insurance from a company or companies duly licensed by the State of Arizona and possessing a
current A.M. Best, Inc. rating of B++. In lieu of State of Arizona licensing, the stipulated insurance may be
purchased from a company or companies, which are authorized to do business in the State of Arizona,
provided that said insurance companies meet the approval of COUNTY. The form of any insurance policies
and forms must be acceptable to COUNTY.
All insurance required herein shall be maintained in full force and effect until all work or service required to
be performed under the terms of the Contract is satisfactorily completed and formally accepted. Failure to
do so may, at the sole discretion of COUNTY, constitute a material breach of this Contract.
CONSULTANT’S insurance shall be primary insurance as respects COUNTY, and any insurance or self-
insurance maintained by COUNTY shall not contribute to it.
Any failure to comply with the claim reporting provisions of the insurance policies or any breach of an
insurance policy warranty shall not affect the COUNTY’S right to coverage afforded under the insurance
policies.
The insurance policies may provide coverage that contains deductibles or self-insured retentions. Such
deductible and/or self-insured retentions shall not be applicable with respect to the coverage provided to
COUNTY under such policies. CONSULTANT shall be solely responsible for the deductible and/or self-
insured retention and COUNTY, at its option, may require CONSULTANT to secure payment of such
deductibles or self-insured retentions by a surety bond or an irrevocable and unconditional letter of credit.
COUNTY reserves the right to request and to receive, within 10 working days, certified copies of any or all
of the herein required insurance policies and/or endorsements. COUNTY shall not be obligated, however,
to review such policies and/or endorsements or to advise CONSULTANT of any deficiencies in such
policies and endorsements, and such receipt shall not relieve CONSULTANT from, or be deemed a waiver
of COUNTY’S right to insist on strict fulfillment of CONSULTANT’S obligations under this Contract.
The insurance policies required by this Contract, except Workers’ Compensation, and Errors and
Omissions, shall name COUNTY, its agents, representatives, officers, directors, officials and employees as
Additional Insureds.
The policies required hereunder, except Workers’ Compensation, and Errors and Omissions, shall contain
a waiver of transfer of rights of recovery (subrogation) against COUNTY, its agents, representatives,
officers, directors, officials and employees for any claims arising out of CONSULTANT’S work or service.
CONSULTANT is required to procure and maintain the following coverages indicated by a checkmark:
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(1)
Commercial General Liability. Commercial General Liability insurance and, if necessary,
Commercial Umbrella insurance with a limit of not less than $2,000,000 for each
occurrence, $4,000,000 Products/Completed Operations Aggregate, $4,000,000 General
Aggregate Limit and $2,000,000 Personal and Advertising Injury. The policy shall include
coverage for bodily injury, broad form property damage, personal injury, products and
completed operations and blanket contractual coverage, and shall not contain any
provision which would serve to limit third party action over claims. There shall be no
endorsement or modification of the CGL limiting the scope of coverage for liability arising
from explosion, collapse, or underground property damage.
(2)
Automobile Liability. Commercial/Business Automobile Liability insurance and, if
unnecessary, Commercial Umbrella insurance with a combined single limit for bodily injury
and property damage of not less than $2,000,000 each occurrence with respect to any of
the CONSULTANT’S owned, hired, and non-owned vehicles assigned to or used in
performance of the CONSULTANT’S work or services under this Contract.
(3)
Workers’ Compensation. Workers’ Compensation insurance to cover obligations
imposed by federal and state statutes having jurisdiction of CONSULTANT’S employees
engaged in the performance of the work or services under this Contract; and Employer’s
Liability insurance of not less than $1,000,000 for each accident, $1,000,000 disease for
each employee, and $1,000,000 disease policy limit.
CONSULTANT waives all rights against COUNTY and its agents, officers, directors and
employees for recovery of damages to the extent these damages are covered by the
Workers’ Compensation and Employer’s Liability or commercial umbrella liability insurance
obtained by CONSULTANT pursuant to this agreement.
(4)
Errors and Omissions Insurance. Errors and Omissions insurance and, if necessary,
Commercial Umbrella insurance, which will insure and provide coverage for errors or
omissions of the CONSULTANT, with limits of no less than $2,000,000 for each claim.
CERTIFICATES OF INSURANCE
Prior to commencing work or services under this Contract, CONSULTANT shall furnish COUNTY with
Certificates of Insurance in a form acceptable to COUNTY, or formal endorsements as required by the
Contract in the form provided by the COUNTY, issued by CONSULTANT’S insurer(s), as evidence that
policies providing the required coverages, conditions and limits required by this Contract are in full force
and effect. Such certificates shall identify this contract number and title.
In the event any insurance policy(ies) required by this contract is (are) written on a “claims made” basis,
coverage shall extend for two years past completion and acceptance of CONSULTANT’S work or services
and as evidenced by annual Certificates of Insurance.
If a policy does expire during the life of the Contract, a renewal certificate must be sent to COUNTY fifteen
(15) days prior to the expiration date.
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Contract No. 2022-029
Page 11
CANCELLATION AND EXPIRATION NOTICE
Insurance required herein shall not expire, be canceled, or materially changed without thirty (30) days prior
written notice to COUNTY.
SECTION 17 - INFLUENCE
As prescribed in MC1-1202 of the Maricopa County Procurement Code, any effort to influence an employee
or agent to breach the Maricopa County Ethical Code of Conduct or any ethical conduct, may be grounds
for Disbarment or Suspension under MC1-902.
An attempt to influence includes, but is not limited to:
(1)
A Person offering or providing a gratuity, gift, tip, present, donation, money, entertainment
or educational passes or tickets, or any type valuable contribution or subsidy;
(2)
That is offered or given with the intent to influence a decision, obtain a contract, garner
favorable treatment, or gain favorable consideration of any kind.
If a Person attempts to influence any employee or agent of Maricopa County, the Chief Procurement
Officer, or his designee, reserves the right to seek any remedy provided by the Maricopa County
Procurement Code, any remedy in equity or in the law, or any remedy provided by this contract.
SECTION 18 - TITLE VI
The Maricopa County Department of Transportation, in accordance with the provisions of Title VI of the
Civil Rights Act of 1964 (78 Stat. 252.42 U.S.C. §§ 2000d-4) and the Regulations, hereby notifies all
advertisement, disadvantaged business enterprises will be afforded full and fair opportunity to submit bids
in response to this invitation and will not be discriminated against on the grounds of race, color, or national
origin in consideration for an award.
SECTION 19 - PERFORMANCE EVALUATIONS
The CONSULTANT’S performance shall be evaluated periodically in accordance with the schedule set
forth in the Project Development Manual (PDM). Final CONSULTANT evaluations for contracts executed
after July 1, 2015, shall be considered in the future CONSULTANT selection process as outlined in the
PDM.
SECTION 20 - FORCE MAJEURE
Neither party shall be liable for failure of performance, nor incur any liability to the other party on account of
any loss or damage resulting from any delay or failure to perform all or any part of this contract, if such
delay or failure is caused by events, occurrences, or causes beyond the reasonable control and without
negligence of the parties. Such events, occurrences, or causes will include acts of God/nature (including
fire, flood, earthquake, storm, hurricane, or other natural disaster), war, invasion, act of foreign enemies,
hostilities (whether war is declared or not), civil war, riots, rebellion, revolution, insurrection, military or
DocuSign Envelope ID: E7F400D3-8314-4B33-B685-10FCD08084A0
Contract No. 2022-029
Page 12
usurped power or confiscation, terrorist activities, nationalization, government sanction, lockout, blockage,
embargo, labor dispute, strike, and interruption or failure of electricity or telecommunication service.
Each party, as applicable, shall give the other party notice of its inability to perform and particulars in
reasonable detail of the cause of the inability. Each party must use best efforts to remedy the situation and
remove, as soon as practicable, the cause of its inability to perform or comply.
The party asserting Force Majeure as a cause for non-performance shall have the burden of proving that
reasonable steps were taken to minimize delay or damages caused by foreseeable events, that all non-
excused obligations were substantially fulfilled, and that the other party was timely notified of the likelihood
or actual occurrence which would justify such an assertion, so that other prudent precautions could be
contemplated.
(END OF SECTION)
DocuSign Envelope ID: E7F400D3-8314-4B33-B685-10FCD08084A0
Contract No. 2022-029
Page 13
IN WITNESS WHEREOF, the parties herein have executed this contract.
Kittelson & Associates, Inc.
Consultant’s Firm Name
By
Principal of the Firm
Printed Name
Title
Date
Tax Identification Number
MARICOPA COUNTY DEPARTMENT OF TRANSPORTATION
RECOMMENDED BY
By
Jennifer Toth, P.E.
Date
Transportation Director/County Engineer
LEGAL REVIEW
Approved as to form and within the powers and authority granted under the laws of the State of Arizona to
the Maricopa County Department of Transportation.
Deputy County Attorney
Date
ACCEPTED AND APPROVED
By
Chairman, Board of Supervisors
Date
ATTEST
By
Clerk of the Board
Date
DocuSign Envelope ID: E7F400D3-8314-4B33-B685-10FCD08084A0
Vamshi Yellisetty
Senior Principal Planner
3/25/2022
3/25/2022
3/28/2022
CONTRACT NO. 2022-029
ON CALL TRANSPORTATION PLANNING SERVICES
ATTACHMENTS
1.
SBE Program Participation Reporting Form
2.
Certificate of Performance
3.
Certificate of Insurance
4.
On Call Consultant Contract Payment Request Form
5.
Title VI Assurances
DocuSign Envelope ID: E7F400D3-8314-4B33-B685-10FCD08084A0
Contract No. 2022-029
Attachment 1
Maricopa County Small Business Enterprise Program
Participation Reporting Form
This form is to be submitted with each pay application or invoice. Any pay application or invoice without this form attached is subject
to rejection as not being a completed pay application or invoice pursuant to the terms of the contract.
_____________________________
___________________________________
Name of Prime Consultant/Contractor
Contract No.
_____________________________
___________________________________
Contact Person
Project No.
_____________________________
$__________________________________
Street Address
Amount of this Pay Application/Invoice
_____________________________
City, State ZIP
Complete below with information on the SBE firms utilized as subconsultants/subcontractors for this pay application/invoice. If work
was self-performed and your firm, as the prime, is an SBE firm pursuant to A.R.S. § 41-1001, et seq., then you may list your firm as
the SBE firm.
SBE Firm Name
SBE Firm Address
Type of Work Performed
$ Pd to SBE this App/Inv
$
$
$
$
$
$
$
$
$
$
□ A mark in this box certifies that no SBE firms were utilized as the prime, subconsultant or subcontractor with respect to
this pay application/invoice.
Date: ___________________
___________________________________________
Signature
___________________________________________
Printed Name & Telephone Number
DocuSign Envelope ID: E7F400D3-8314-4B33-B685-10FCD08084A0
Contract No. 2022-029
CERTIFICATE OF PERFORMANCE
ON CALL CONTRACT 2022-029
The Maricopa County Department of Transportation accepts the completed work by Kittelson &
Associates, Inc., or its subconsultants in connection with the scope of work described in Contract No.
2022-029. Whereas the completion date for this On Call Contract has passed, Maricopa County
Department of Transportation will not authorize any new work assignments to this Contract.
____________________________________ (Name of Firm Signer) hereby certifies to the Maricopa
County Department of Transportation that all work covered in and required by Contract No. 2022-029
has been completed, payments requested and received, and that all claims of any nature or kind
against Maricopa County Department of Transportation arising out of performance of the Contract are
settled. The undersigned hereby certifies that no contractual disputes exist in regard to this Contract
and that there is no knowledge of any pending or potential claims in regard to this Contract.
This document hereby formally closes the contractual relationship between Maricopa County
Department of Transportation and Kittelson & Associates, Inc., for Contract No. 2022-029 for On-Call
Transportation Planning Services. No further requests for payment will be entertained by Maricopa
County Department of Transportation.
By affixing signatures below, Maricopa County Department of Transportation and Kittelson &
Associates, Inc., mutually acknowledge completion and termination of Contract No. 2022-029.
State of Arizona
)
)§
County of Maricopa )
Signed this _______ day of
, 20
.
Signature
Title
Subscribed and Sworn to before me this
day of
, 20
.
Notary Public
My Commission Expires:
DocuSign Envelope ID: E7F400D3-8314-4B33-B685-10FCD08084A0
INSR
ADDL SUBR
LTR
INSR WVD
DATE (MM/DD/YYYY)
PRODUCER
CONTACT
NAME:
FAX
PHONE
(A/C, No):
(A/C, No, Ext):
E-MAIL
ADDRESS:
INSURER A :
INSURED
INSURER B :
INSURER C :
INSURER D :
INSURER E :
INSURER F :
POLICY NUMBER
POLICY EFF
POLICY EXP
TYPE OF INSURANCE
LIMITS
(MM/DD/YYYY) (MM/DD/YYYY)
COMMERCIAL GENERAL LIABILITY
AUTOMOBILE LIABILITY
UMBRELLA LIAB
EXCESS LIAB
WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)
AUTHORIZED REPRESENTATIVE
INSURER(S) AFFORDING COVERAGE
NAIC #
Y / N
N / A
(Mandatory in NH)
ANY PROPRIETOR/PARTNER/EXECUTIVE
OFFICER/MEMBER EXCLUDED?
EACH OCCURRENCE
$
DAMAGE TO RENTED
$
PREMISES (Ea occurrence)
CLAIMS-MADE
OCCUR
MED EXP (Any one person)
$
PERSONAL & ADV INJURY
$
GENERAL AGGREGATE
$
GEN'L AGGREGATE LIMIT APPLIES PER:
PRODUCTS - COMP/OP AGG
$
$
PRO-
OTHER:
LOC
JECT
COMBINED SINGLE LIMIT
$
(Ea accident)
BODILY INJURY (Per person)
$
ANY AUTO
OWNED
SCHEDULED
BODILY INJURY (Per accident)
$
AUTOS ONLY
AUTOS
AUTOS ONLY
HIRED
PROPERTY DAMAGE
$
AUTOS ONLY
(Per accident)
$
OCCUR
EACH OCCURRENCE
$
CLAIMS-MADE
AGGREGATE
$
DED
RETENTION $
$
PER
OTH-
STATUTE
ER
E.L. EACH ACCIDENT
$
E.L. DISEASE - EA EMPLOYEE $
If yes, describe under
E.L. DISEASE - POLICY LIMIT
$
DESCRIPTION OF OPERATIONS below
POLICY
NON-OWNED
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
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.
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 any rights to the certificate holder in lieu of such endorsement(s).
COVERAGES
CERTIFICATE NUMBER:
REVISION NUMBER:
CERTIFICATE HOLDER
CANCELLATION
© 1988-2015 ACORD CORPORATION. All rights reserved.
The ACORD name and logo are registered marks of ACORD
ACORD 25 (2016/03)
ACORDTM
CERTIFICATE OF LIABILITY INSURANCE
Hanover Insurance Company
Allmerica Financial Benefit Ins. Co.
XL Specialty Insurance Company
3/08/2022
USI Insurance Services NW PR
601 Union Street, Suite 1000
Seattle, WA 98101
Please See Below:
206 441-6300
610-362-8530
Seattle.PLCertRequest@usi.com
Kittelson & Associates, Inc.
851 SW 6th Avenue, Suite 600
Portland, OR 97204
22292
41840
37885
A
X
X
X Stop Gap
X
X
X
ZD2D78128003
01/01/2022 01/01/2023
1,000,000
100,000
10,000
1,000,000
2,000,000
2,000,000
1,000,000
Stop Gap/EL
B
X
X
X
X
X
AW2D78128704
01/01/2022 01/01/2023
1,000,000
A
X
X
X
0
X
X
UH2D78128103
(Follow Form)
01/01/2022 01/01/2023
5,000,000
5,000,000
B
N
X
WM2D78128903
01/01/2022 01/01/2023 X
1,000,000
1,000,000
1,000,000
C
Professional
Liability
Incl. Pollution
X
DPR9987381
01/01/2022 01/01/2023 $5,000,000 per claim
$5,000,000 annl aggr.
**Please Note: The limits shown above may not represent the full limits of coverage carried by the Named
Insured, but are shown as evidence that coverage is carried with limits at least as high as is required by
contract.**
RE: KAI PN 27367 - Manteca Downtown Specific Plan.
(See Attached Descriptions)
Maricopa County Department of Transportation
Contracts Branch
2901 West Durango Street
Phoenix, AZ 85009-6357
1 of 2
#S35240045/M34447056
KITTEASC
Client#: 763494
AFTZP
1 of 2
#S35240045/M34447056
DocuSign Envelope ID: E7F400D3-8314-4B33-B685-10FCD08084A0
SAGITTA 25.3 (2016/03)
DESCRIPTIONS (Continued from Page 1)
The General Liability and Automobile Liability policies includes an automatic Additional Insured
endorsement that provides Additional Insured status to Maricopa County Department of Transportation,
Maricopa County, their agents, representatives, officers, Directors, Officials, and employees, only when
there is a written contract that requires such status, and only with regard to work performed by or on
behalf of the named insured. The General Liability and Automobile Liability policies contains a special
endorsement with Primary and Noncontributory wording, when required by written contract. The General
Liability, Automobile Liability, Workers Compensation and Professional Liability policies provides a
Waiver of Subrogation when required by written contract. The General Liability, Automobile Liability,
Workers Compensation and Professional Liability policies includes an endorsement providing that 30 days
notice of cancellation will be given to the Certificate Holder by the Insurance Carrier. The Umbrella
Liability policy follows form of underlying liability.
2 of 2
#S35240045/M34447056
DocuSign Envelope ID: E7F400D3-8314-4B33-B685-10FCD08084A0
WM2D78128903
01/01/2022
Allmerica Financial Benefit Insurance Company
Kittelson & Associates, Inc.
DocuSign Envelope ID: E7F400D3-8314-4B33-B685-10FCD08084A0
DocuSign Envelope ID: E7F400D3-8314-4B33-B685-10FCD08084A0
WM2D78128903
01/01/2022
Allmerica Financial Benefit Insurance Company
Kittelson & Associates Inc
DocuSign Envelope ID: E7F400D3-8314-4B33-B685-10FCD08084A0
This page has been left blank intentionally.
DocuSign Envelope ID: E7F400D3-8314-4B33-B685-10FCD08084A0
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
GOLD PROPERTY BROADENING ENDORSEMENT
This endorsement modifies insurance provided under the following:
BUILDING AND PERSONAL PROPERTY COVERAGE FORM
CAUSES OF LOSS – SPECIAL FORM
BUSINESS INCOME (AND EXTRA EXPENSE) COVERAGE FORM
BUSINESS INCOME (AND EXTRA EXPENSE) COVERAGE FORM – ACTUAL LOSS SUSTAINED
The following is added to C. Limits Of Insurance of Building and Personal Property Coverage Form CP 00 10:
The limits applicable to the Coverages included in this endorsement may either be in addition to or included within
the applicable Limits of Insurance. For application of the limits, refer to each coverage within this endorsement.
Refer to SECTION V – DEFINITIONS of this endorsement for additional words or phrases which appear in
quotation marks as they have special meanings.
I.
COVERAGES
A. Scheduled Coverages
The coverages in this endorsement amend the coverage provided under the Building and Personal
Property Coverage Form, Causes of Loss – Special Form, Business Income (and Extra Expense)
Coverage Form and Business Income (and Extra Expense) Coverage - Actual Loss Sustained through
new coverages and substitute coverage grants. These coverages are subject to the provisions applicable
to this policy, except where amended within this endorsement. If any of the property covered by this
endorsement is also covered under any other provisions of the policy of which this endorsement is made a
part, or if more than one coverage under this endorsement applies, in the event of loss or damage, you
may choose only one of these coverages to apply to that loss. The most we will pay in this case is the limit
of insurance applying to the coverage you select. Coverages included in this endorsement apply either
separately to each described premises or on an “occurrence” basis. Refer to each coverage within this
endorsement for application of coverage.
411-0793 04 14
Includes copyrighted materials of Insurance Services Offices, Inc. with its permission
411-0793 04 14
Includes copyrighted materials of Insurance Services Offices, Inc. with its permission
Page 1 of 39
Limits of
Insurance
Amended Limits
of Insurance
Page
1.
Additional Covered Property
Included
N/A
3
2.
Brands & Labels
Included
N/A
4
3.
Broadened Building Coverage
Included
N/A
4
4.
Broadened Business Personal Property
Included
N/A
4
5.
Building Limit - Inflation Guard
Included
N/A
5
6.
Business Income & Extra Expense from
Dependent Properties
$150,000
$
5
7.
Catastrophe Allowance
$50,000
N/A
5
8.
Computer and Funds Transfer Fraud
$15,000
$
6
9.
Consequential Loss to Stock
Included
N/A
6
10.
Contract Penalties
$50,000
$
6
11.
Debris Removal
$250,000
$
6
12.
Denial of Access to Premises
Included
N/A
7
13.
E-Commerce
$10,000
$
7
14.
Electronic Data Processing Equipment
Included
N/A
8
15.
Employee Theft including ERISA Compliance
$100,000
$
8
16.
Employee Tools and Work Clothing
$25,000
$
10
17.
Expediting Expense
$50,000
$
11
18.
Extended Business Income
180 Days
N/A
11
POLICY: ZD2D78128003
DocuSign Envelope ID: E7F400D3-8314-4B33-B685-10FCD08084A0
ZD2 D781280 01 0901120
411-0793 04 14
Includes copyrighted materials of Insurance Services Offices, Inc. with its permission
411-0793 04 14
Includes copyrighted materials of Insurance Services Offices, Inc. with its permission
Page 28 of 39
(b) Acceptance of fraudulent bills of
lading or shipping receipts.
(2) The
most
we
will
pay
under
this
additional coverage is $50,000 for any
one
“occurrence”
or
the
Limit
of
Insurance
shown
in
the
Amended
Limits Section of this Endorsement.
59. Water Damage, Other Liquids, Powder
or Molten Material Damage
F.
Additional
Coverage Extensions,
Paragraph 2. of Causes of Loss – Special
Form
CP
10
30
is
replaced
by
the
following:
2.
Water
Damage,
Other
Liquids,
Powder or Molten Material Damage
a.
If loss or damage caused by or
resulting
from
covered
water
damage or other liquid, powder or
molten
material
damage
loss
occurs, we will also pay the cost to
tear out and replace any part of
the building or structure, or, in the
case of underground pipes, lawns,
shrubs or paved areas, to repair
damage
to
the
system
or
appliance from which the water or
other substance escapes.
b.
Payment
under
this
Additional
Coverage is included within the
applicable Limit of Insurance. The
maximum we will pay for loss or
damage to lawns, shrubs or paved
areas is $50,000 per “occurrence”
or the Limit of Insurance shown in
the Amended Limits Section of
this Endorsement.
THIS IS NOT FLOOD INSURANCE
OR
PROTECTION
FROM
AN
INUNDATION
OF
SURFACE
WATER, HOWEVER CAUSED.
60. Windblown Debris
The following is added to A. Coverage,
Paragraph 5. Coverage Extensions of
Building and Personal Property Coverage
Form CP 00 10:
Windblown Debris
(1) We will pay your reasonable expenses
to
remove
the
windblown
debris
(including trees) from the described
premises,
if
it
is
carried
to
the
described premises from the premises
of others by wind, during the policy
period.
(2) The most we will pay in any one
“occurrence” in total for the removal of
all
windblown
debris
under
this
Extension is $10,000 or the Limit of
Insurance
shown
in
the
Amended
Limits Section of this Endorsement.
61. Worldwide Property Off-Premises
The following is added to A. Coverage,
Paragraph 5. Coverage Extensions of
Building and Personal Property Coverage
Form CP 00 10:
Worldwide Property Off-Premises
(1) You may extend the insurance that
applies
to
your
Business Personal
Property
and Personal
Property
of
Others to apply to that property while it
is temporarily outside the coverage
territory if it is:
(a) Temporarily at a location you do
not own, lease or operate;
(b) Temporarily on display or exhibit
at
any
fair,
trade
show
or
exhibition;
(c) Samples of your “stock” in trade in
the
custody
of
your
sales
representatives; or
(d) While
“in
transit”
between
the
described premises and a location
described in (a), (b) or (c) above.
(2) The most we will pay for loss or
damage
under
this
Extension
is
$75,000 or the Limit
of
Insurance
shown in the Amended Limits Section
of this Endorsement.
(3) This Extension provides an additional
amount of insurance.
B. Coverages
Included
within
the
Blanket
Limit of Insurance
1.
Accounts Receivable
The following is added to A. Coverage,
Paragraph 4. Additional Coverages of
Building and Personal Property Coverage
Form CP 00 10:
Accounts Receivable
(1) We will pay for loss or damage caused
by or resulting from a Covered Cause
of Loss to your records of Accounts
Receivable.
Accounts Receivable means:
(a) All
amounts
due
from
your
customers that you are unable to
collect;
(b) Interest charges on any loan
DocuSign Envelope ID: E7F400D3-8314-4B33-B685-10FCD08084A0
ZD2 D781280 01 0901120
411-0793 04 14
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411-0793 04 14
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Page 32 of 39
maintenance
of
data
processing
equipment
or
component parts.
(b) Errors or omissions in processing
or
copying.
But
if
errors
or
omissions
in
processing
or
copying results in fire or explosion,
we will pay for the direct loss or
damage caused by the fire
or
explosion;
(c) Erasure
of
“research
and
development documentation”; or
(d) Unauthorized
instructions
to
transfer property to any person or
place.
(4) Coverage provided by this Extension
does
not
apply
to
“research
and
development
documentation”
which
exist as “electronic data”.
(5) We will not pay for loss or damage to
“research
and
development
documentation”
until
you
actually
replicate such documentation. Repairs
or replication must be made as soon
as reasonably possible after the loss
or damage, but in no event later than
two years after the loss or damage
unless we grant an extension in writing
prior to the expiration of the two-year
period.
(6) We will not pay for loss or damage to
“research
and
development
documentation” applicable to:
(a) Products that are obsolete;
(b) Existing
products
you
have
withdrawn from the market; or
(c) Existing products you have not
sold in the last twelve months prior
to the loss.
(7) Regardless of the number of insured
locations involved, the most we will
pay under this Extension for loss or
damage in any one “occurrence” at a
described premises is subject to the
Blanket Coverage Limit of Insurance
or the Limit of Insurance shown in the
Amended
Limits
Section
of
this
Endorsement.
9.
Valuable Papers and Records (Other
Than Electronic Data)
A. Coverage, Paragraph 5. Coverage
Extensions, subparagraph c. of Building
and Personal Property Coverage Form CP
00 10 is replaced by the following:
c.
Valuable
Papers
and
Records
(Other Than Electronic Data)
(1) You may extend the insurance
that
applies
to
Your
Business
Personal
Property
to
apply
to
direct physical loss or damage to
“valuable papers and records” that
you own, or that are in your care,
custody or control caused by a
Covered
Cause
of
Loss.
This
Extension
includes the cost to
research, replace or restore the
lost
information
that
previously
existed on “valuable papers and
records” for which duplicates do
not exist.
(2) The following Exclusions do not
apply to this Coverage Extension:
(a) Earth Movement; and
(b) Water.
(3) The
most
we will
pay
under this
Extension for loss or damage in any
one
“occurrence”
at
a
described
premises is subject to the Blanket
Coverage Limit of Insurance or the
Limit
of
Insurance
shown
in
the
Amended
Limits
Section
of
this
Endorsement.
IV. VALUATION
A. E. Loss Conditions, Paragraph 7. Valuation,
subparagraph b. of Building and Personal
Property Coverage Form CP 00 10 is replaced
by the following:
b.
If
the Limit
of Insurance for
Building
satisfies
the
Additional
Condition,
Coinsurance, and the cost to repair or
replace the damaged building property is
$2,500 or less, we will pay the cost of
building repairs or replacement.
The cost of building repairs or replacement
does
not
include
the
increased
cost
attributable
to
enforcement
of
any
ordinance
or
law
regulating
the
construction, use or repair of any property.
However, the following property will be
valued at the actual cash value even when
attached to the building:
(1) Awnings or floor coverings;
(2) Appliances
for
refrigerating,
ventilating,
cooking, dishwashing or
laundering;
(3) Outdoor equipment or furniture; or
(4) Retaining walls.
B. The following is added to E. Loss Conditions,
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m. “Fine Arts”
We will pay the lesser of:
(1) The market value at the time of loss or
damage;
(2) The
reasonable
cost
of
repair
or
restoration
to
the
condition
immediately before the covered loss or
damage; or
(3) The
cost
of
replacement
with
substantially identical property.
For pairs or sets, we will either:
(a) Repair
or
replace
any
part
to
restore the value and condition of
the pair or set to that immediately
before
the
covered
loss
or
damage; or
(b) Pay the difference between the
value of the pair or set before and
after the covered loss or damage.
n.
Property of Others – our payment for loss
of
or damage
to personal property of
others will only be for the account of the
owners of the property. We may adjust
losses with the owners of lost or damaged
property if other than you. If we pay the
owners, such payments will satisfy your
claims against us for the owners’ property.
We will not pay the owners more than their
financial interest in the Covered Property.
o.
We may elect to defend you against suits
arising from claims of owners or property.
We will do this at our expense.
p.
Labor, materials and services that you
furnish or arrange on personal property of
others are valued based on the actual cost
of the labor, materials and services.
q.
Finished “stock” you manufactured at the
selling price less discounts and expenses
you otherwise would have had.
r.
“Prototypes”
We will not pay more than the lesser of the
following amounts:
(1) The replacement cost of such property
used for the same product, but only if
replacement
cost
is
shown
as
applicable to Personal Property in the
Declarations.
However,
when
replacement
with
identical
property
is
impossible
or
unnecessary, the amount of loss will
be based on the cost to replace with
similar property used to perform the
same functions. Property of others will
be valued in the same manner, but we
will not pay more than the amount for
which you are legally liable; or
(2) The amount you actually spend to
repair or replace lost or damaged
“prototypes”
used
for
the
same
purpose.
s.
“Research
and
development
documentation”:
We will not pay more than the least of the
following amounts:
(1) Your cost actually spent to reproduce
lost
or
damaged
“research
and
development
documentation”
from
back-up
files
or
original
source
documents;
(2) The
reasonable
cost
necessary
to
research,
repair,
restore,
recreate,
reconstitute,
reproduce
or
replace
“research
and
development
documentation”, used for the same
product, to their condition immediately
before the loss or damage;
(3) If identical “research and development
documentation” cannot be purchased,
the
cost
to
purchase
such
documentation
of
comparable
kind,
functionality and quality; or
(4) The amount you actually spend to
research,
repair,
restore,
recreate,
reconstitute,
reproduce
or
replace
“research
and
development
documentation”, used for the same
product.
But we will not pay more than the cost to
restore
“research
and
development
documentation”
to
its
condition
immediately prior to the loss.
V.
DEFINITIONS
The following is added to Paragraph H. of Building
and Personal Property Coverage Form CP 00 10:
H. Definitions
1.
“Antiques” means an object having value
because its:
a.
Craftsmanship is in the style or fashion
of former times; and
b.
Age is 100 years or older.
2.
“Banking premises” means the interior of
that portion of any building occupied by a
banking
institution
or
similar
safe
depository.
3.
“Communicable
disease”
means
a
bacterial
micro-organism
transmitted
through human contact with food.
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Page 39 of 39
premises, including:
(1) Payroll; and
(2) The amount of charges which are
the legal obligation of the tenant(s)
but
would
otherwise
be
your
obligations.
41. “Research
and
development
documentation” means written evidence of
facts, information, processes, concepts or
formulas that are directly related to the
development
of
new
products
or
enhancement of existing products. Written
evidence includes written papers, plans,
manuscripts,
written
or
inscribed
documents or plans.
“Research
and
development
documentation” does not include “valuable
papers and records”, accounts receivable
or “media”, “software” or “data”.
42. “Research and development operations”
means your business activities that are
directly related to the development of new
products or the enhancement of existing
products.
43. “Scientific
and
professional
equipment”
means medical, engineering, veterinary,
measurement,
recording,
analyzing
or
similar equipment.
44. “Securities”
means
negotiable
and
nonnegotiable
instruments
or
contracts
representing either “money” or property
and includes:
a.
Tokens, tickets, revenue
and other
stamps (whether represented by actual
stamps or unused value in a meter) in
current use; and
b.
Evidences
of
debt
issued
in
connection with credit or charge cards,
which cards are not issued by you.
but does not include “money”.
45. “Soft cost expenses” means additional:
a.
Realty taxes and other assessments
that you incur for the period of time
that construction has been extended
beyond the projected completion date;
b.
Interest on money borrowed to finance
construction,
remodeling,
renovation
or repair; and
c.
Advertising, public relations and
promotional expenses.
46. “Software” means:
a.
“Media”;
b.
“Electronic data”;
c.
“Programs and applications”; and
d.
“Proprietary programs”.
47. “Spoilage” means any detrimental change
in physical state of “perishable goods”.
Detrimental change includes, but is not
limited
to,
thawing
of
frozen
goods,
warming
of
refrigerated
goods,
solidification of liquid or molten material,
chemical reactions to material in process,
and reduction in value of time sensitive
materials.
48. “Theft”
means
the
unlawful
taking
of
property to the deprivation of the insured.
49. "Transfer
account"
means
an
account
maintained by you at a financial institution
from which you can initiate the transfer,
payment
or
delivery
of
"money"
and
"securities":
a.
By means of electronic, telegraphic,
cable,
teletype,
telefacsimile
or
telephone instructions communicated
directly through an electronic funds
transfer system; or
b.
By
means
of
written
instructions
establishing
the
conditions
under
which such transfers are to be initiated
by such financial institution through an
electronic funds transfer system.
50. “Valuable papers and records” means:
a.
Inscribed, printed or written:
(1) Documents;
(2) Manuscripts; and
(3) Records
including
abstracts,
books,
deeds,
drawings, films, maps or mortgages;
and
b.
Similar items stored electronically.
But, “valuable papers and records” does
not
mean
“money”
or “securities”.
ALL OTHER TERMS, CONDITIONS, AND EXCLUSIONS REMAIN UNCHANGED.
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THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
COMMERCIAL GENERAL LIABILITY BROADENING ENDORSEMENT
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
SUMMARY OF COVERAGES
1.
Additional Insured by Contract, Agreement or Permit
Included
2.
Additional Insured – Primary and Non-Contributory
Included
3.
Blanket Waiver of Subrogation
Included
4.
Bodily Injury Redefined
Included
5.
Broad Form Property Damage – Borrowed Equipment, Customers Goods & Use of Elevators
Included
6.
Knowledge of Occurrence
Included
7.
Liberalization Clause
lncluded
8.
Medical Payments – Extended Reporting Period
Included
9.
Newly Acquired or Formed Organizations - Covered until end of policy period
Included
10. Non-owned Watercraft
51 ft.
11. Supplementary Payments Increased Limits
-
Bail Bonds
$2,500
-
Loss of Earnings
$1000
12. Unintentional Failure to Disclose Hazards
Included
13. Unintentional Failure to Notify
Included
This endorsement amends coverages provided under the Commercial General Liability Coverage Part through
new coverages, higher limits and broader coverage grants.
1. Additional Insured by Contract, Agreement or
Permit
The following is added to SECTION II – WHO IS
AN INSURED:
Additional Insured by Contract, Agreement or
Permit
a. Any person or organization with whom you
agreed in a written contract, written agreement
or permit that such person or organization to
add an additional insured on your policy is an
additional insured only with respect to liability
for “bodily injury”, “property damage”, or
“personal and advertising injury” caused, in
whole or in part, by your acts or omissions, or
the acts or omissions of those acting on your
behalf, but only with respect to:
(1) "Your work" for the additional insured(s)
designated in the contract, agreement or
permit;
(2) Premises you own, rent, lease or occupy;
or
(3) Your maintenance, operation or use of
equipment leased to you.
b. The insurance afforded to such additional
insured described above:
(1) Only applies to the extent permitted by
law; and
(2) Will not be broader than the insurance
which you are required by the contract,
agreement or permit to provide for such
additional insured.
POLICY: ZD2D78128003
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(3) Applies on a primary basis if that is
required by the written contract, written
agreement or permit.
(4) Will not be broader than coverage
provided to any other insured.
(5) Does not apply if the “bodily injury”,
“property damage” or “personal and
advertising injury” is otherwise excluded
from coverage under this Coverage Part,
including any endorsements thereto.
c. This provision does not apply:
(1) Unless the written contract or written
agreement was executed or permit was
issued prior to the "bodily injury”, “property
damage",
or
"personal
injury
and
advertising injury".
(2) To any person or organization included as
an insured by another endorsement
issued by us and made part of this
Coverage Part.
(3) To any lessor of equipment:
(a) After the equipment lease expires; or
(b) If
the
“bodily
injury”,
“property
damage”, “personal and advertising
injury” arises out of sole negligence of
the lessor
(4) To any:
(a) Owners or other interests from. whom
land has been leased which takes
place after the lease for the land ex-
pires; or
(b) Managers or lessors of premises if:
(i) The occurrence takes place after
you cease to be a tenant in that
premises; or
(ii) The
"bodily
injury",
"property
damage",
"personal
injury"
or
"advertising injury" arises out of
structural alterations, new con-
struction or demolition operations
performed by or on behalf of the
manager or lessor.
(5) To “bodily injury”, “property damage” or
“personal and advertising injury” arising
out of the rendering of or the failure to
render any professional services.
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.
d. With respect to the insurance afforded to
these additional insureds, the following is
added
to
SECTION
III
–
LIMITS
OF
INSURANCE:
The most we will pay on behalf of the
additional insured for a covered claim is the
lesser of the amount of insurance:
1. Required by the contract, agreement or
permit described in Paragraph a.; or
2. Available under the applicable Limits of
Insurance shown in the Declarations.
This endorsement shall not increase the
applicable Limits of Insurance shown in the
Declarations.
2. Additional
Insured
–
Primary
and
Non-
Contributory
The following is added to SECTION IV –
COMMERCIAL
GENERAL
LIABILITY
CONDITIONS, Paragraph 4. Other insurance:
Additional
Insured
–
Primary
and
Non-
Contributory
If you agree in a written contract, written
agreement or permit that the insurance provided to
any person or organization included as an
Additional Insured under SECTION II – WHO IS
AN INSURED, is primary and non-contributory,
the following applies:
If other valid and collectible insurance is available
to the Additional Insured for a loss covered under
Coverages A or B of this Coverage Part, our
obligations are limited as follows:
a. Primary Insurance
This insurance is primary to other insurance
that is available to the Additional Insured
which covers the
Additional Insured as a Named Insured. We
will not seek contribution from any other
insurance available to the Additional Insured
except:
(1) For the sole negligence of the Additional
Insured;
(2) When the Additional
Insured is an
Additional Insured under another primary
liability policy; or
(3) when b. below applies.
If this insurance is primary, our obligations are
not affected unless any of the other insurance
is also primary. Then, we will share with all
that other insurance by the method described
in c. below.
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b. Excess Insurance
(1) This insurance is excess over any of the
other insurance, whether primary, excess,
contingent or on any other basis:
(a) That is Fire, Extended Coverage,
Builder's Risk, Installation Risk or
similar coverage for "your work";
(b) That is Fire insurance for premises
rented to the Additional Insured or
temporarily occupied by the Additional
Insured with permission of the owner;
(c) That is insurance purchased by the
Additional
Insured
to
cover
the
Additional Insured’s liability as a
tenant
for
"property
damage"
to
premises rented to the Additional
Insured or temporarily occupied by the
Additional with permission of the
owner; or
(d) If
the
loss
arises
out
of
the
maintenance or use of aircraft, "autos"
or watercraft to the extent not subject
to Exclusion g. of SECTION I –
COVERAGE A – BODILY INURY
AND
PROPERTY
DAMAGE
LIABILITY.
(2) When this insurance is excess, we will
have no duty under Coverages A or B to
defend the insured against any "suit" if any
other insurer has a duty to defend the
insured against that "suit". If no other
insurer defends, we will undertake to do
so, but we will be entitled to the insured's
rights against all those other insurers.
(3) When this insurance is excess over other
Insurance, we will pay only our share of
the amount of the loss, if any, that
exceeds the sum of:
(a) The total amount that all such other
insurance would pay for the loss in the
absence of this insurance; and
(b) The total of all deductible and self
insured amounts under all that other
insurance.
We will share the remaining loss, if any,
with any other insurance that is not
described
in
this
Excess
Insurance
provision and was not bought specifically
to apply in excess of the Limits of
Insurance shown in the Declarations of
this Coverage Part.
c. Method Of Sharing
If
all
of
the
other
insurance
permits
contribution by equal shares, we will follow this
method also. Under this approach each
insurer contributes equal amounts until it has
paid its applicable limit of insurance or none of
the loss remains, whichever comes first. If any
of the other insurance does not permit
contribution by equal shares, we will contribute
by limits. Under this method, each insurer's
share is based on the ratio of its applicable
limit of insurance to the total applicable limits
of insurance of all insurers
3. Blanket Waiver of Subrogation
The following is added to SECTION IV –
COMMERCIAL
GENERAL
LIABILITY
CONDITIONS, Paragraph 8. Transfer Of Rights
Of Recovery Against Others To Us:
We waive any right of recovery we may have
against any person or organization with whom you
have a written contract that requires such waiver
because of payments we make for damage under
this coverage form. The damage must arise out of
your activities under a written contract with that
person or organization. This waiver applies only to
the extent that subrogation is waived under a
written contract executed prior to the “occurrence”
or offense giving rise to such payments.
4. Bodily Injury Redefined
SECTION V – DEFINITIONS, Definition 3. “bodily
injury” is replaced by the following:
3. “Bodily injury” means bodily injury, sickness or
disease sustained by a person including death
resulting from any of these at any time. “Bodily
injury” includes mental anguish or other
mental injury resulting from “bodily injury”.
5. Broad Form Property Damage – Borrowed
Equipment,
Customers
Goods,
Use
of
Elevators
a. SECTION I – COVERAGES, COVERAGE A –
BODILIY
INJURY
AND
PROPERTY
DAMAGE
LIABILITY,
Paragraph
2.
Exclusions subparagraph j. is amended as
follows:
Paragraph (4) does not apply to "property
damage" to borrowed equipment while at a
jobsite and not being used to perform
operations.
Paragraphs (3), (4) and (6) do not apply to
"property damage" to "customers goods" while
on your premises nor do they apply to the use
of elevators at premises you own, rent, lease
or occupy.
b. The following is added to SECTION V –
DEFINTIONS:
24. "Customers goods" means property of
your customer on your premises for the
purpose of being:
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a. worked on; or
b. used in your manufacturing process.
c. The insurance afforded under this provision is
excess over any other valid and collectible
property
insurance
(including
deductible)
available to the insured whether primary,
excess, contingent
6. Knowledge of Occurrence
The following is added to SECTION IV –
COMMERCIAL
GENERAL
LIABILITY
CONDITIONS, Paragraph 2. Duties in the Event
of Occurrence, Offense, Claim or Suit:
e. Notice of an "occurrence", offense, claim or
"suit" will be considered knowledge of the
insured if reported to an individual named
insured, partner, executive officer or an
"employee" designated by you to give us such
a notice.
7. Liberalization Clause
The following is added to SECTION IV –
COMMERCIAL
GENERAL
LIABILITY
CONDITIONS:
Liberalization Clause
If we adopt any revision that would broaden the
coverage under this Coverage Form without
additional premium, within 45 days prior to or
during the policy period, the broadened coverage
will immediately apply to this Coverage Part.
8. Medical
Payments
–
Extended
Reporting
Period
a. SECTION I – COVERAGES, COVERAGE C –
MEDICAL
PAYMENTS,
Paragraph
1.
Insuring Agreement, subparagraph a.(3)(b)
is replaced by the following:
(b) The expenses are incurred and reported
to us within three years of the date of the
accident; and
b. This coverage does not apply if COVERAGE
C – MEDICAL PAYMENTS is excluded either
by the provisions of the Coverage Part or by
endorsement.
9. Newly Acquired Or Formed Organizations
SECTION II – WHO IS AN INSURED, Paragraph
3.a. is replaced by the following:
a. Coverage under this provision is afforded until
the end of the policy period.
10. Non-Owned Watercraft
SECTION I – COVERAGES, COVERAGE A
BODILY INJURY AND PROPERTY DAMAGE
LIABILITY,
Paragraph
2.
Exclusions,
subparagraph g.(2) is replaced by the following:
g. Aircraft, Auto Or Watercraft
(2) A watercraft you do not own that is:
(a) Less than 51 feet long; and
(b) Not being used to carry persons or
property for a charge;
This provision applies to any person who,
with your consent, either uses or is
responsible for the use of a watercraft.
11. Supplementary Payments Increased Limits
SECTION I – SUPPLEMENTARY PAYMENTS
COVERAGES A AND B, Paragraphs 1.b. and
1.d. are replaced by the following:
1.b. Up to $2,500 for cost of bail bonds required
because of accidents or traffic law violations
arising out of the use of any vehicle to which
the Bodily Injury Liability Coverage applies.
We do not have to furnish these bonds.
1.d. All reasonable expenses incurred by the
insured at our request to assist us in the
investigation or defense of the claim or “suit",
including actual loss of earnings up to $1000 a
day because of time off from work.
12. Unintentional Failure to Disclose Hazards
The following is added to SECTION IV –
COMMERCIAL
GENERAL
LIABILITY
CONDITIONS, Paragraph 6. Representations:
We will not disclaim coverage under this Coverage
Part if you fail to disclose all hazards existing as of
the inception date of the policy provided such
failure is not intentional.
13. Unintentional Failure to Notify
The following is added to SECTION IV –
COMMERCIAL
GENERAL
LIABILITY
CONDITIONS, Paragraph 2. Duties in the Event
of Occurrence, Offense, Claim or Suit:
Your rights afforded under this policy shall not be
prejudiced if you fail to give us notice of an
"occurrence", offense, claim or "suit", solely due to
your reasonable and documented belief that the
"bodily injury" or "property damage" is not covered
under this policy.
ALL OTHER TERMS, CONDITIONS, AND EXCLUSIONS REMAIN UNCHANGED.
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Copyright 2017 The Hanover Insurance Company. All Rights Reserved.
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
BLANKET ADDITIONAL INSURED BY CONTRACT OR AGREEMENT – WITH
PRODUCTS-COMPLETED OPERATIONS COVERAGE
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
A. The following is added to SECTION II – WHO IS
AN INSURED:
Additional
Insured
–
Written Contract,
Agreement or Permit
a. Any person or organization as required by a
written contract, agreement or permit to add
as an additional insured on your policy is an
additional insured but only with respect to
liability for “bodily injury”, “property damage”,
or “personal and advertising injury” caused, in
whole or in part, by your acts or omissions, or
the acts or omissions of those acting on your
behalf, and only with respect to:
(1) "Your work" for the additional insured(s)
designated in the contract, agreement or
permit;
(2) Premises you own, rent, lease or occupy;
(3) Your maintenance, operation or use of
equipment leased to you; or
(4) "Your work" for the additional insured(s)
designated in the contract, agreement or
permit including "bodily injury" or "property
damage" included in the "products-
completed operations hazard” provided
that:
(a) This Coverage Part provides such
coverage; and
(b) The written contract, agreement or
permit requires such coverage for the
additional insured.
b. If the written contract or agreement specifically
requires you to add an additional insured to
your policy via endorsement CG 20 10 11 85,
CG 20 10 10 93, CG 20 10 03 97, CG 20 10
10 01 or endorsement CG 20 37 10 01, then
the words “caused in whole or in part by”’ in
parageph a. above are replaced by the words
“arising out of”.
c. The insurance afforded to such additional
insured described above:
(1) Only applies to the extent permitted by
law.
(2) Will not be broader than the insurance
which you are required by the contract,
agreement or permit to provide for such
additional insured.
(3) Is primary to and will not seek contribution
from any other insurance available to such
additional insured provided that:
(a) The additional insured is a Named
Insured under such other insurance;
and
(b) 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.
(4) Will not be broader than coverage
provided to any other insured.
(5) Does not apply if the “bodily injury”,
“property damage” or “personal and
advertising injury” is otherwise excluded
from coverage under this Coverage Part,
including any endorsements thereto.
d. This provision does not apply:
(1) Unless the written contract or agreement
was executed or permit was issued prior
to the "bodily injury”, “property damage",
or "personal and advertising injury".
(2) To any person or organization included as
an insured by another endorsement
issued by us and made part of this
Coverage Part.
(3) If the “bodily injury”, “property damage”, or
“personal and advertising injury” arises out
of sole negligence of the additional
insured.
(4) To any lessor of equipment:
(a) After the equipment lease expires; or
(b) If
the
“bodily
injury”,
“property
damage”, or “personal and advertising
injury” arises out of sole negligence of
the lessor
POLICY: ZD2D78128003
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Copyright 2017 The Hanover Insurance Company. All Rights Reserved.
(5) To any:
(a) Owners or other interests from whom
land
has
been
leased
if
the
“occurrence” takes place or the
offense is committed after the lease
for the land expires; or
(b) Managers or lessors of premises if:
(i) The occurrence takes place after
you cease to be a tenant in that
premises; or
(ii) The "bodily injury", "property
damage",
"personal
and
advertising injury" arises out of
structural alterations, new con-
struction or demolition operations
performed by or on behalf of the
manager or lessor.
(6) To “bodily injury”, “property damage” or
“personal and advertising injury” arising
out of the rendering of or the failure to
render any professional services.
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.
B. With respect to the insurance afforded to these
additional insureds, the following is added to
SECTION III – LIMITS OF INSURANCE:
The most we will pay on behalf of the additional
insured for a covered claim is the lesser of the
amount of insurance:
1. Required by the written contract, agreement or
permit described in paragraph A.a.; or
2. Available under the applicable Limits of
Insurance shown in the Declarations or any
endorsement to this policy.
This endorsement shall not increase the
applicable Limits of Insurance shown in the
Declarations.
ALL OTHER TERMS, CONDITIONS, AND EXCLUSIONS REMAIN UNCHANGED.
DocuSign Envelope ID: E7F400D3-8314-4B33-B685-10FCD08084A0
Includes copyrighted material of Insurance Services Office, Inc. with its permission.
Copyright, Insurance Services Office, Inc., 1996
461-0155 (9-97)
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
BUSINESS AUTO COVERAGE
BROADENING ENDORSEMENT
This endorsement modifies insurance provided under the following:
BUSINESS AUTO COVERAGE FORM
With respect to coverage provided by this endorsement, the provisions of the Coverage Form
apply unless modified by the endorsement.
1. CANCELLATION EXTENSION
Paragraph A. CANCELLATION 2. b. of the
COMMON POLICY CONDITIONS is
replaced with the following:
b.
60 days before the effective date
of cancellation if we cancel for
any other reason.
SECTION I - COVERED AUTOS
2. EMPLOYEE HIRED "AUTOS"
Description Of Covered Auto
Designation Symbols; Symbol 8 is
replaced by the following:
8 = Hired "Autos" Only - Only those "autos"
you lease, hire, rent or borrow; including
"autos" your employee hires at your
direction, for the purpose of conducting your
business. This does not include any "auto"
you lease, hire, rent, or borrow from any of
your "employees" or partners or members of
their households.
SECTION II - LIABILITY COVERAGE
3. BROADENED NAMED INSURED
The following is added to the SECTION II -
LIABILITY COVERAGE, Paragraph 1. Who
Is An Insured provision:
d.
Any business entity for which you
have a financial interest greater
than 50% of the voting stock or
otherwise have a controlling
interest after the effective date of
this policy or that is newly
acquired or formed by you during
the term of this policy.
The coverage provided by this
provision is afforded until
expiration or termination of this
policy, whichever occurs earlier.
The coverage provided by this
provision does not apply to any
business entity described in d.
above that qualifies as an
insured under any other
automobile liability policy issued
to that business entity as a
named insured or would have
been an insured except for the
exhaustion of the policy limits or
the insolvency of the insurer.
The coverage provided by this
provision does not apply to
"bodily injury" nor "property
damage" arising from an
accident that occurred prior to
your acquiring or forming the
business entity described in d.
above.
POLICY: AW2-D781287-04
DocuSign Envelope ID: E7F400D3-8314-4B33-B685-10FCD08084A0
Includes copyrighted material of Insurance Services Office, Inc. with its permission.
Copyright, Insurance Services Office, Inc., 1996
461-0155 (9-97)
4. EMPLOYEES AS INSUREDS
The following is added to the SECTION II -
LIABILITY COVERAGE, Paragraph 1. Who
Is An Insured provision:
e.
Any employee of yours is an
"insured" while using a covered
"auto" you do not own, hire or
borrow in your business or your
personal affairs.
5. SUPPLEMENTARY PAYMENTS
The following amends SECTION II -
LIABILITY COVERAGE, Paragraph 2.
Coverage Extensions provision:
Paragraph (2) is replaced by the following:
(2) Up to $2500 for cost of bail bonds
(including bonds for related traffic
law violations) required because
of an "accident" we cover. We do
not have to furnish these bonds.
Paragraph (4) is replaced by the following:
(4) All reasonable expenses incurred
by the "insured" at our request,
including actual loss of earnings
up to $500 a day because of time
off from work.
6. AMENDED FELLOW EMPLOYEE
EXCLUSION
The following is added to the SECTION II -
LIABILITY COVERAGE, B. Exclusions
Paragraph 5. Fellow Employee exclusion:
This exclusion does not apply if the
"bodily injury" arises from the use of a
covered "auto" you own or hire. This
coverage is excess over any other
collectible insurance
SECTION III - PHYSICAL DAMAGE
COVERAGE.
7. EXPENSE OF RETURNING A STOLEN
"AUTO" and SIGN COVERAGE
The following is added to SECTION III -
PHYSICAL DAMAGE COVERAGE, A.1.
COVERAGE:
d. Expense Of Returning A Stolen
"Auto"
We will pay for the expense of
returning a covered "auto" to you.
e.
Sign Coverage
We will pay for loss to signs,
murals, paintings or graphics,
as part of equipment, which are
displayed on a covered "auto".
The most we will pay for "loss" in
any one "accident" is the lesser of:
1. The actual cash value of
the property as of the
time of the "loss"; or
2. The cost of repairing or
replacing the damaged or
stolen property with other
property of like kind and
quality; or
3. $2,000.
8. GLASS BREAKAGE DEDUCTIBLE
The following is added to SECTION III-
PHYSICAL DAMAGE COVERAGE A.
COVERAGE paragraph 3. Glass
Breakage - Hitting a Bird or Animal -
Falling Objects or Missiles:
Any deductible shown in the
Declarations as applicable to the
DocuSign Envelope ID: E7F400D3-8314-4B33-B685-10FCD08084A0
Includes copyrighted material of Insurance Services Office, Inc. with its permission.
Copyright, Insurance Services Office, Inc., 1996
461-0155 (9-97)
covered "auto" will not apply to glass
breakage if such glass is repaired,
rather than replaced.
9. TRANSPORTATION EXPENSE
Paragraph 4. Coverage Extension. of
SECTION III - PHYSICAL DAMAGE
COVERAGE, A. COVERAGE is replaced
with the following:
4.
Coverage Extension
We will pay up to $50 per day to a
maximum of $1500 for temporary
transportation expense incurred by
you because of the total theft of a
covered "auto" of the private
passenger type. We will pay only
for those covered "autos" for which
you carry either Comprehensive or
Specified Causes of Loss
Coverage. We will pay for
temporary transportation expenses
incurred during the period beginning
24 hours after the theft and ending,
regardless of the policy’s expiration,
when the covered "auto" is returned
to use or we pay for its "loss".
10. HIRED AUTO PHYSICAL DAMAGE
The following is added to SECTION III -
PHYSICAL DAMAGE COVERAGE, A.
COVERAGE:
5.
Hired Auto Physical Damage
If hired "autos" are covered "autos"
for Liability Coverage and if Physical
Damage Coverage of
Comprehensive, Specified Causes
of Loss, or Collision is provided
under this Coverage Form for any
"auto" you own, then the Physical
Damage Coverage(s) provided is
extended to "autos" you hire without
a driver or your employee hires,
without a driver, at your
direction, for the purpose of
conducting your business, for a
period of 30 days or less, of like
kind and use as the "autos" you
own, subject to the following:
The most we will pay for any one
loss is the lesser of the following:
a. $50,000 per accident, or
b. cash value, or
c. the cost of repair,
minus the deductible equal to the
lowest deductible applicable to any
owned "auto" for that coverage.
Any deductible shown in the
Declarations does not apply to
"loss" caused by fire or lightning.
Subject to the limit and deductible
stated above, we will provide
coverage equal to the broadest
coverage provided to any covered
"auto" you own, that is applicable to
the loss.
If the loss arises from an accident
for which you are legally liable and
the lessor incurs an actual financial
loss from that accident, we will
cover the lessor’s actual financial
loss of use of the hired "auto" for a
period of up to seven consecutive
days from the date of the accident,
subject to a limit of $1,000 per
accident.
11. AUDIO, VISUAL AND DATA
ELECTRONIC EQUIPMENT
COVERAGE
The following is added to SECTION III -
PHYSICAL DAMAGE COVERAGE, A.
COVERAGE:
6.
Audio, Visual and Data Electronic
Equipment Coverage
We will pay for "loss" to any
electronic equipment that receives
DocuSign Envelope ID: E7F400D3-8314-4B33-B685-10FCD08084A0
Includes copyrighted material of Insurance Services Office, Inc. with its permission.
Copyright, Insurance Services Office, Inc., 1996
461-0155 (9-97)
or transmits audio, visual or data
signals and that is not designed
solely for the reproduction of sound.
This coverage applies only if the
equipment is permanently installed
in the covered "auto" at the time of
the "loss" or the equipment is
removable from a housing unit
which is permanently installed in the
covered “auto’ at the time of the
"loss", and such equipment is
designed to be solely operated by
use of the power from the "auto’s"
electrical system, in or upon the
covered "auto", including its
antennas and other accessories.
However , this does not include
tapes, records or discs.
The exclusions that apply to
PHYSICAL DAMAGE COVERAGE,
except for the exclusion relating to
Audio, Visual and Data Electronic
Equipment, also apply to coverage
provided herein. In addition, the
following exclusions apply:
We will not pay , under this
coverage, for either any electronic
equipment or accessories used with
such electronic equipment that is:
1. Necessary for the normal
operation of the covered
"auto" or the monitoring of
the covered "auto’s"
operating system; or
2. Both:
a. An integral part of the
same unit housing any
sound reproducing
equipment designed
solely for the
reproduction of sound if the
sound reproducing
equipment is permanently
installed in the covered
"auto", and
b. Permanently installed
in the opening of the dash
or console normally used
by the manufacturer for the
installation of a radio.
With respect to coverage herein, the
LIMIT OF INSURANCE provision of
PHYSICAL DAMAGE COVERAGE
is replaced by the following:
1. The most we will pay for all
"loss" to audio, visual or data
electronic equipment and any
accessories used with this
equipment as a result of any
one "accident" is the lesser of
a. The actual cash value of
the damaged or stolen
property as of the time of
the "loss"; or
b. The cost of repairing or
replacing the damaged or
stolen property with other
property of like kind and
quality; or
c. $500.
2. An adjustment for
depreciation and physical
condition will be made in
determining actual cash value
at the time of the "loss".
3. Deductibles applicable to
PHYSICAL DAMAGE
COVERAGE, do not apply
to this Audio, Visual and Data
Electronic Equipment
Coverage.
If there is other coverage provided
by this policy for audio, visual and
data electronic equipment, the
coverage provided herein is
DocuSign Envelope ID: E7F400D3-8314-4B33-B685-10FCD08084A0
Includes copyrighted material of Insurance Services Office, Inc. with its permission.
Copyright, Insurance Services Office, Inc., 1996
461-0155 (9-97)
excess. However, you may elect to
apply the limit or any portion thereof
of coverage provided herein to pay
any deductible that is applicable
under the provisions of the other
coverage.
12. RENTAL REIMBURSEMENT and
MATERIAL TRANSFER EXPENSE
The following is added to SECTION III -
PHYSICAL DAMAGE COVERAGE, A.
COVERAGE:
7.
Rental Reimbursement and
Material Transfer Expense
This coverage provides only those
Physical Damage Coverages where
a premium is shown in the
Declarations. It applies only to a
covered "auto" described or
designated to which the Physical
Damage Coverages apply.
We will pay for auto rental expenses
and the expenses, incurred by you
because of "loss" to a covered
"auto", to remove and transfer your
materials and equipment from the
covered "auto" . Payment applies in
addition to the otherwise applicable
amount of each coverage you have
on a covered "auto". No
deductibles apply to this coverage.
We will pay only for those auto
rental expenses incurred during the
policy period beginning 24 hours
after the "loss" and ending,
regardless of the policy’s expiration,
with the lesser of the following
number of days:
1. The number of days
reasonably required to
repair or replace the
covered “auto". If “loss” is
caused by theft, this
number of days is added
to the number of days it
takes to locate the covered
"auto" and transport it to a
repair shop.
2. 60 days.
Our payment is limited to the lesser
of the following amounts:
1. Necessary and actual
expenses incurred,
including loss of use.
2. $3000.
This auto rental expense coverage
does not apply while there are
spare or reserve "autos" available to
you for your operations.
If "loss" results from the total theft of
a covered "auto" of the private
passenger type, we will pay under
this coverage only that amount of
your rental reimbursement
expenses which is not already
provided for under the SECTION
III - PHYSICAL DAMAGE
COVERAGE, A. 4. Coverage
Extension.
13. AIRBAG COVERAGE
The following is added to SECTION III -
PHYSICAL DAMAGE COVERAGE, B.
Exclusions, paragraph 3.
The portion of this exclusion relating to
mechanical or electrical breakdown does not
apply to the accidental discharge of an
airbag. This coverage is excess of other
collectible insurance or warranty. No
deductible applies to this Airbag Coverage.
DocuSign Envelope ID: E7F400D3-8314-4B33-B685-10FCD08084A0
Includes copyrighted material of Insurance Services Office, Inc. with its permission.
Copyright, Insurance Services Office, Inc., 1996
461-0155 (9-97)
14. AUTO LOAN PHYSICAL DAMAGE
EXTENSION
The following is added to SECTION III -
PHYSICAL DAMAGE COVERAGE, C.
Limit Of Insurance provision:
When a "loss" results in a total loss to a
covered auto you own for which a Loss
Payee is designated in this policy, the most
we will pay for "loss" in any one "accident" is
the greater of:
1.
The actual cash value of the
damaged or stolen property as of
the time of the "loss"; or
2.
The outstanding balance of the
initial loan, less any amounts for
taxes, overdue payments, overdue
payment charges, penalties,
interest , any charges for early
termination of the loan, costs for
Credit Life Insurance, Health,
Accident or Disability Insurance
purchased with the loan, and
carry-over balances from previous
loans.
15. AUTO LEASE PHYSICAL DAMAGE
EXTENSION
The following is added to SECTION III -
PHYSICAL DAMAGE COVERAGE, C.
Limit Of Insurance provision:
If, because of damage, destruction or theft
of a covered "auto", which is a long-term
leased "auto", the lease agreement between
you and the lessor is terminated, "we" will
pay the difference between the amount paid
under paragraph C. LIMIT OF INSURANCE
1. or 2. and the amount due at the time of
"loss" under the terms of the lease
agreement applicable to the leased "auto"
which you are required to pay: less any fees
to dispose of the auto; any overdue
payments; financial penalties
imposed under a lease for excessive use,
abnormal wear and tear or high mileage;
security deposits not refunded by the lessor;
cost for extended warranties, Credit Life
Insurance, Health, Accident or Disability
Insurance purchased with the loan; and
carry over balances from previous leases.
This coverage applies only to the initial
lease for the covered "auto" which has not
previously been leased. This coverage is
excess over all other collectible insurance.
SECTION IV - CONDITIONS
16. DUTIES IN THE EVENT OF
ACCIDENT, CLAIM, SUIT OR LOSS
The following is added to SECTION IV -
BUSINESS AUTO CONDITIONS, A. Loss
Conditions, 2. Duties In The Event Of
Accident, Claim, Suit Or Loss:
d.
Knowledge of any "accident",
claim, "suit" or "loss" will be
deemed knowledge by you when
notice of such "accident",
claim, "suit" or "loss" has been
received by:
(1) You, if you are an individual;
(2) Any partner or insurance
manager if you are a
partnership; or
(3) An executive officer or
insurance manager if you are
a corporation.
17. BLANKET WAIVER OF
SUBROGATION
Paragraph 5. Transfer Of Rights Of
Recovery Against Others To Us,
SECTION IV - BUSINESS AUTO
CONDITIONS, A. Loss Conditions is
replaced by the following:
DocuSign Envelope ID: E7F400D3-8314-4B33-B685-10FCD08084A0
Includes copyrighted material of Insurance Services Office, Inc. with its permission.
Copyright, Insurance Services Office, Inc., 1996
461-0155 (9-97)
5.
Transfer Of Rights Of Recovery
Against Others To Us
If any person or organization to or
for whom we make payment under
this Coverage Form has rights to
recover damages from another,
which have not been waived
through the execution of an "insured
contract", written agreement, or
permit, prior to the "accident" or
"loss" giving rise to the payment,
those rights to recover damages
from another are transferred to us.
That person or organization must do
everything necessary to secure our
rights and must do nothing after the
"accident" or "loss" to impair them.
18. UNINTENTIONAL FAILURE TO
DISCLOSE INFORMATION
The following is added to SECTION IV
BUSINESS AUTO CONDITIONS. B.
General Conditions, paragraph 2.
Concealment, Misrepresentation Or
Fraud:
Your unintentional error in disclosing, or
failure to disclose, any material fact
existing after the effective date of this
Coverage Form shall not prejudice your
rights under this Coverage Form.
However, this provision does not affect
our right to collect additional premium or
exercise our right of cancellation or
nonrenewal.
19. HIRED AUTO – WORLDWIDE
COVERAGE
The following is added to SECTION IV -
Business Auto Conditions, B. General
Conditions, paragraph 7. Policy Period,
Coverage Territory provision:
e. Outside the coverage territory
described in a., b., c., and d.
above for an "accident" or "loss"
resulting from the use of a
covered "auto" you hire, without a
driver, or your employee hires
without a driver, at your direction,
for the purpose of conducting your
business, for a period of 30 days
or less, provided the suit is
brought within The United States
of America or its territories or
possessions.
SECTION V - DEFINITIONS
20. MENTAL ANGUISH
Paragraph C. "Bodily injury", SECTION V -
DEFINITIONS is replaced by the following:
C. "Bodily injury" means bodily injury,
sickness or disease sustained by a
person including death or mental
anguish resulting from any of these.
DocuSign Envelope ID: E7F400D3-8314-4B33-B685-10FCD08084A0
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DocuSign Envelope ID: E7F400D3-8314-4B33-B685-10FCD08084A0
461-0478 12 12
Includes copyrighted material of ISO Insurance Services Office, Inc., with its permission
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
BLANKET ADDITIONAL INSURED – PRIMARY AND NON-CONTRIBUTORY
This endorsement modifies insurance provided under the following:
BUSINESS AUTO COVERAGE FORM
A. The following is added to SECTION II –
LIABILITY COVERAGE, Paragraph A.1. Who Is
An Insured:
Additional Insured if Required by Contract
If you agree in a written contract, written
agreement or written permit that a person or
organization be added as an additional “insured”
under this Coverage Part, such person or
organization is an “insured”; but only to the extent
that such person or organization qualifies as an
“insured” under paragraph A.1.c. of this Section.
If you agree in a written contract, written
agreement or written permit that a person or
organization be added as an additional “insured”
under this Coverage Part, the most we will pay on
behalf of such additional “insured” is the lesser of:
(1) The Limits of Insurance for liability coverage
specified in the written contract, written
agreement or written permit; or
(2) The Limits of Insurance for Liability Coverage
shown in the Declarations applicable to this
Coverage Part.
Such amount shall be part of and not in addition to
the Limits of Insurance shown in the Declarations
applicable to this Coverage Part. Regardless of
the number of covered "autos", "insureds",
premiums paid, claims made or vehicles involved
in the "accident", the most we will pay for the total
of all damages and "covered pollution cost or
expense" combined resulting from any one
"accident" is the Limit of Insurance for Liability
Coverage shown in the Declarations.
B. The following is added to SECTION IV –
BUSINESS AUTO CONDITIONS, Paragraph B.
General Conditions, subparagraph 5. Other
Insurance:
Primary and Non-Contributory
If you agree in a written contract, written
agreement or written permit that the insurance
provided to a person or organization who qualifies
as an additional “insured” under SECTION II –
LIABILITY COVERAGE, Paragraph A.1. Who Is
An Insured, subparagraph Additional Insured if
Required by Contract is primary and non-
contributory, the following applies:
The liability coverage provided by this Coverage
Part is primary to any other insurance available to
the additional “insured” as a Named Insured. We
will not seek contribution from any other insurance
available to the additional “insured” except:
(1) For the sole negligence of the additional
“insured”; or
(2) For negligence arising out of the ownership,
maintenance or use of any “auto” not owned
by the additional “insured” or by you, unless
that “auto” is a “trailer” connected to an “auto”
owned by the additional “insured” or by you; or
(3) When the additional “insured” is also an
additional “insured” under another liability
policy.
C. This endorsement will apply only if the “accident”
occurs:
1. During the policy period;
2. Subsequent to the execution of the written
contract or written agreement or the issuance
of the written permit; and
3. Prior to the expiration of the period of time that
the written contract, written agreement or
written permit requires such insurance to be
provided to the additional “insured”.
D. Coverage provided to an additional “insured” will
not be broader than coverage provided to any
other “insured” under this Coverage Part.
ALL OTHER TERMS, CONDITIONS, AND EXCLUSIONS REMAIN UNCHANGED.
Page 1 of 1
POLICY: AW2-D781287-04
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DocuSign Envelope ID: E7F400D3-8314-4B33-B685-10FCD08084A0
SCHEDULE OF UNDERLYING POLICIES
An “X” marked in the box provided indicates these broadening or optional coverage are provided in the Underlying Insurance
475-0003 12 14
Page 4
Includes copyrighted material of Insurance Services Office, Inc. with its permission
Agent
Insured: KITTELSON & ASSOCIATES
Effective on and after
12:01 A.M. Standard Time
This Schedule is part of Policy Number:
CARRIER, POLICY NUMBER & PERIOD
TYPE OF POLICY
APPLICABLE LIMITS OR AMOUNT OF INSURANCE
(a) Carrier:
Commercial General Liability
$1,000,000
Occurrence/ Each Claim
Policy Number:
Owned Autos
$1,000,000
Personal Injury
Policy Period:
Non-owned & Hired Autos
$1,000,000
Advertising Injury
$2,000,000
General Aggregate
Incl in Gen Agg
Product/Completed Operations
Aggregate
(a) Carrier:
Commercial General Liability
Occurrence/ Each Claim
Policy Number:
Owned Autos
Personal Injury
Policy Period:
Non-owned & Hired Autos
Advertising Injury
General Aggregate
Product/Completed Operations
Aggregate
(b) Carrier: ALLMERICA FINANCIAL BENEFITS Comprehensive Automobile
Liability including
Bodily Injury and Property Damage Liability Combined:
Policy Number:
Owned Autos
$1,000,000
Each Accident
Policy Period:
Non-Owned & Hired Autos
Bodily Injury
$
Each Person
$
Each Accident
Property Damage:
$
Each Accident
(c) Carrier:
Garage Liability
Bodily Injury and Property Damage Liability Combined:
Policy Number:
Dealers
Each Accident
Policy Period:
Service
Garage Operations
$
Auto Only
$
Other than Auto Only
$
Aggregate
Garage Operations
$
Other than Auto Only
Hanover Insurance CO.
FOREIGN
$2,000,000
$2,000,000
$4,000,000
$4,000,000
$2,000,000
01/01/2022-01/01/2023
AW2D78128704
INS.CO.
HANOVER INSURANCE CO.
01/01/2022-01/01/2023
ZH2H86795100
01/01/2022-01/01/2023
ZD2D78128003
UH2D78128103
01/01/22
DocuSign Envelope ID: E7F400D3-8314-4B33-B685-10FCD08084A0
475-0003 12 14
Page 5
Includes copyrighted material of Insurance Services Office, Inc. with its permission
Agent
(d) Carrier: ALLMERICA FINANCIAL BENEFITS
Standard Workers’ Compensation
& Employers’ Liability
Coverage B – Employers Liability
Policy Number:
Bodily Injury by Accident
Policy Period:
$1,000,000
Each Accident
NEW YORK ONLY:
Bodily Injury by Disease
The Umbrella Coverage for
$1,000,000
Each Employee
Workers’ Compensation and
$1,000,000
Aggregate
Employers Liability is not
applicable in situations where an
employee is subject to the New
York Workers’ Compensation Law.
(e) Carrier:
Liquor Liability
$
Each Common Cause
Policy Number:
$
Other
Policy Period:
$
Aggregate
$
Other
(f) Carrier:
Professional Liability
$
Each Occurrence
Policy Number:
$
Each Claim
Policy Period:
$
Other
$
Aggregate
$
Other
(g) Carrier:
Directors & Officers Liability
$
Each Occurrence
Policy Number:
$
Each Claim
Policy Period:
$
Other
$
Aggregate
$
Other
(h) Carrier:
Stop Gap Liability
Policy Number:
$
Each Accident
Policy Period:
$
Each Employee
$
Aggregate
(i)
Carrier:
Abuse and Molestation
$
Each Occurrence
Policy Number:
$
Each Claim
Policy Period:
$
Other
$
Aggregate
(j)
Carrier:
Foreign
$
Each Occurrence
Policy Number:
$
Each Claim
Policy Period:
$
Other
$
Aggregate
(k) Carrier: MASSACHUSETTS BAY
INSURANCE COMPANY
Employee Benefits Liability
$
Each Occurence
Policy Number:
$1,000,000
Each Claim
Policy Period:
$
Other
$2,000,000
Aggregate
Bodily Injury by Accident
Bodily Injury by Disease
1,000,000
1,000,000
01/01/2021-01/01/2022
ZD2D78128002
1,000,000
01/01/2021-01/01/2022
ZD2D78128002
MASSACHUSETTS BAY INS. CO
01/01/2022-01/01/2023
WM2D78128903
INS. CO.
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Includes copyrighted material of Insurance Services Office, Inc., with its permission.
Page 2 of 20
Copyright 2017 The Hanover Insurance Group, Inc. All Rights Reserved.
HANOVER COMMERCIAL FOLLOW FORM EXCESS AND
UMBRELLA POLICY
Various provisions of this policy restrict coverage. Read the entire policy carefully to determine rights, duties and
what is and is not covered.
We will not pay sums or perform acts or services unless explicitly provided for in this policy.
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.
Other words and phrases that appear in quotation marks have special meaning. Refer to the Definitions Section
of this policy.
I.
INSURING AGREEMENTS
1. Coverage A – Follow Form Excess Liability
Insuring Agreement
a. We will pay on behalf of the insured those
sums in excess of the “underlying
insurance” which the insured becomes
legally obligated to pay as damages,
provided:
(1) Such damages are covered by
“underlying insurance”;
(2) The event which triggers coverage on
the “underlying insurance” takes place
during the policy period of this
insurance, and
(3) The applicable Limit of Insurance of
the
“underlying
insurance”
is
exhausted by payment of judgments,
settlements, related costs or expenses
for damages also covered under this
policy. We will not pay if the Limit of
Insurance of “underlying insurance” is
exhausted by payment for damages to
which this insurance does not also
apply.
b. We will not pay damages that the
“underlying insurance” does not pay for
any reason other than exhaustion of limits
of the “underlying insurance” by payment
of judgments, settlements, related costs or
expenses.
c. The
terms
and
conditions
of
the
“underlying insurance” in effect at the
inception of this policy apply unless they
are inconsistent with the terms and
conditions of this policy.
d. The amount we will pay for damages is
limited as described in section VI. LIMITS
OF INSURANCE.
e. We have no obligation under this
insurance with respect to any claim or
“suit” settled without our consent.
f.
This policy does not apply to any part of
loss within the Limit of Insurance of
“underlying insurance”, or any related
costs or expenses.
g. No other obligation or liability to pay sums
or perform acts or services is covered
unless explicitly provided for under section
II. DEFENSE AND SETTLEMENT and
section
V.
SUPPLEMENTAL
PAYMENTS.
2. Coverage B – Umbrella Liability Insuring
Agreement
a. We will pay on behalf of the insured those
sums in excess of the “retained limit”
shown in the Declarations which the
insured becomes legally obligated to pay
as damages because of “bodily injury”,
“property damage”, “personal injury” and
“advertising injury” to which this coverage
applies, provided:
(1) The:
(a) “Bodily
injury”
or
“property
damage”
is
caused
by
an
“occurrence”; or
(b) “Personal injury” and “advertising
injury” is caused by an offense
arising out of your business;
Which took place within the coverage
territory as described in section IV.
COVERAGE TERRITORY;
(2) The
“bodily
injury”
or “property
damage” occurs during the policy
period, and the offense causing
“personal injury” or “advertising injury”
is first committed during our policy
period; and
POLICY: UH2D78128103
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01/01/2022
POLICY: AW2-D781287-04
Kittelson & Associates, Inc.
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COMMERCIAL GENERAL LIABILITY
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© Insurance Services Office, Inc., 2012
Page 1 of 16
COMMERCIAL GENERAL LIABILITY COVERAGE FORM
Various provisions in this policy restrict coverage.
Read the entire policy carefully to determine rights,
duties and what is and is not covered.
Throughout this policy the words "you" and "your"
refer to the Named Insured shown in the Declarations,
and any other person or organization qualifying as a
Named Insured under this policy. The words "we",
"us" and "our" refer to the 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 quotation
marks have special meaning. Refer to Section V –
Definitions.
SECTION I – COVERAGES
COVERAGE A – BODILY INJURY AND PROPERTY
DAMAGE LIABILITY
1. Insuring Agreement
a. We will pay those sums that the insured
becomes legally obligated to pay as damages
because of "bodily injury" or "property damage"
to which this insurance applies. We will have
the right and duty to defend the insured against
any "suit" seeking those damages. However,
we will have no duty to defend the insured
against any "suit" seeking damages for "bodily
injury" or "property damage" to which this
insurance does not apply. We may, at our
discretion, investigate any "occurrence" and
settle any claim or "suit" that may result. But:
(1) The amount we will pay for damages is
limited as described in Section III – Limits
Of Insurance; and
(2) Our right and duty to defend ends when we
have used up the applicable limit of
insurance in the payment of judgments or
settlements under Coverages A or B or
medical expenses under Coverage C.
No other obligation or liability to pay sums or
perform acts or services is covered unless
explicitly provided for under Supplementary
Payments – Coverages A and B.
b. This insurance applies to "bodily injury" and
"property damage" only if:
(1) The "bodily injury" or "property damage" is
caused by an "occurrence" that takes place
in the "coverage territory";
(2) The "bodily injury" or "property damage"
occurs during the policy period; and
(3) Prior to the policy period, no insured listed
under Paragraph 1. of Section II – Who Is
An Insured and no "employee" authorized
by you to give or receive notice of an
"occurrence" or claim, knew that the "bodily
injury" or "property damage" had occurred,
in whole or in part. If such a listed insured
or authorized "employee" knew, prior to the
policy period, that the "bodily injury" or
"property damage" occurred, then any
continuation, change or resumption of such
"bodily injury" or "property damage" during
or after the policy period will be deemed to
have been known prior to the policy period.
c. "Bodily injury" or "property damage" which
occurs during the policy period and was not,
prior to the policy period, known to have
occurred
by
any
insured
listed
under
Paragraph 1. of Section II – Who Is An Insured
or any "employee" authorized by you to give or
receive notice of an "occurrence" or claim,
includes
any
continuation,
change
or
resumption of that "bodily injury" or "property
damage" after the end of the policy period.
d. "Bodily injury" or "property damage" will be
deemed to have been known to have occurred
at the earliest time when any insured listed
under Paragraph 1. of Section II – Who Is An
Insured or any "employee" authorized by you to
give or receive notice of an "occurrence" or
claim:
(1) Reports all, or any part, of the "bodily injury"
or "property damage" to us or any other
insurer;
(2) Receives a written or verbal demand or
claim for damages because of the "bodily
injury" or "property damage"; or
(3) Becomes aware by any other means that
"bodily injury" or "property damage" has
occurred or has begun to occur.
e. Damages because of "bodily injury" include
damages
claimed
by
any
person
or
organization for care, loss of services or death
resulting at any time from the "bodily injury".
POLICY: ZD2D78128003
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2. Exclusions
This insurance does not apply to:
a. Expected Or Intended Injury
"Bodily injury" or "property damage" expected
or intended from the standpoint of the insured.
This exclusion does not apply to "bodily injury"
resulting from the use of reasonable force to
protect persons or property.
b. Contractual Liability
"Bodily injury" or "property damage" for which
the insured is obligated to pay damages by
reason of the assumption of liability in a
contract or agreement. This exclusion does not
apply to liability for damages:
(1) That the insured would have in the absence
of the contract or agreement; or
(2) Assumed in a contract or agreement that is
an "insured contract", provided the "bodily
injury"
or
"property
damage"
occurs
subsequent to the execution of the contract
or agreement. Solely for the purposes of
liability assumed in an "insured contract",
reasonable attorneys' fees and necessary
litigation expenses incurred by or for a party
other than an insured are deemed to be
damages because of "bodily injury" or
"property damage", provided:
(a) Liability to such party for, or for the cost
of, that party's defense has also been
assumed in the same "insured contract";
and
(b) Such attorneys' fees and litigation
expenses are for defense of that party
against a civil or alternative dispute
resolution proceeding in which damages
to which this insurance applies are
alleged.
c. Liquor Liability
"Bodily injury" or "property damage" for which
any insured may be held liable by reason of:
(1) Causing or contributing to the intoxication of
any person;
(2) The furnishing of alcoholic beverages to a
person under the legal drinking age or
under the influence of alcohol; or
(3) Any statute, ordinance or regulation relating
to the sale, gift, distribution or use of
alcoholic beverages.
This exclusion applies even if the claims
against any insured allege negligence or other
wrongdoing in:
(a) The supervision, hiring, employment,
training or monitoring of others by that
insured; or
(b) Providing
or
failing
to
provide
transportation
with
respect
to
any
person that may be under the influence
of alcohol;
if the "occurrence" which caused the "bodily
injury" or "property damage", involved that
which is described in Paragraph (1), (2) or (3)
above.
However, this exclusion applies only if you are
in the business of manufacturing, distributing,
selling,
serving
or
furnishing
alcoholic
beverages. For the purposes of this exclusion,
permitting
a
person
to
bring
alcoholic
beverages on your premises, for consumption
on your premises, whether or not a fee is
charged or a license is required for such
activity, is not by itself considered the business
of selling, serving or furnishing alcoholic
beverages.
d. Workers' Compensation And Similar Laws
Any obligation of the insured under a workers'
compensation,
disability
benefits
or
unemployment compensation law or any
similar law.
e. Employer's Liability
"Bodily injury" to:
(1) An "employee" of the insured arising out of
and in the course of:
(a) Employment by the insured; or
(b) Performing duties related to the conduct
of the insured's business; or
(2) The spouse, child, parent, brother or sister
of that "employee" as a consequence of
Paragraph (1) above.
This exclusion applies 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.
This exclusion does not apply to liability
assumed by the insured under an "insured
contract".
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f. Pollution
(1) "Bodily injury" or "property damage" arising
out of the actual, alleged or threatened
discharge, dispersal, seepage, migration,
release or escape of "pollutants":
(a) At or from any premises, site or location
which is or was at any time owned or
occupied by, or rented or loaned to, any
insured. However, this subparagraph
does not apply to:
(i) "Bodily injury" if sustained within a
building and caused by smoke,
fumes, vapor or soot produced by or
originating from equipment that is
used to heat, cool or dehumidify the
building, or equipment that is used to
heat water for personal use, by the
building's occupants or their guests;
(ii) "Bodily injury" or "property damage"
for which you may be held liable, if
you are a contractor and the owner
or lessee of such premises, site or
location has been added to your
policy as an additional insured with
respect to your ongoing operations
performed for that additional insured
at that premises, site or location and
such premises, site or location is not
and never was owned or occupied
by, or rented or loaned to, any
insured, other than that additional
insured; or
(iii) "Bodily injury" or "property damage"
arising out of heat, smoke or fumes
from a "hostile fire";
(b) At or from any premises, site or location
which is or was at any time used by or
for any insured or others for the
handling, storage, disposal, processing
or treatment of waste;
(c) Which are or were at any time
transported, handled, stored, treated,
disposed of, or processed as waste by
or for:
(i) Any insured; or
(ii) Any person or organization for whom
you may be legally responsible; or
(d) At or from any premises, site or location
on which any insured or any contractors
or subcontractors working directly or
indirectly on any insured's behalf are
performing operations if the "pollutants"
are brought on or to the premises, site
or location in connection with such
operations by such insured, contractor
or
subcontractor.
However,
this
subparagraph does not apply to:
(i) "Bodily injury" or "property damage"
arising out of the escape of fuels,
lubricants or other operating fluids
which are needed to perform the
normal
electrical,
hydraulic
or
mechanical functions necessary for
the operation of "mobile equipment"
or its parts, if such fuels, lubricants
or other operating fluids escape from
a vehicle part designed to hold, store
or receive them. This exception does
not apply if the "bodily injury" or
"property damage" arises out of the
intentional discharge, dispersal or
release of the fuels, lubricants or
other operating fluids, or if such
fuels, lubricants or other operating
fluids are brought on or to the
premises, site or location with the
intent that they be discharged,
dispersed or released as part of the
operations being performed by such
insured, contractor or subcontractor;
(ii) "Bodily injury" or "property damage"
sustained within a building and
caused by the release of gases,
fumes or vapors from materials
brought
into
that
building
in
connection with operations being
performed by you or on your behalf
by a contractor or subcontractor; or
(iii) "Bodily injury" or "property damage"
arising out of heat, smoke or fumes
from a "hostile fire".
(e) At or from any premises, site or location
on which any insured or any contractors
or subcontractors working directly or
indirectly on any insured's behalf are
performing operations if the operations
are to test for, monitor, clean up,
remove, contain, treat, detoxify
or
neutralize, or in any way respond to, or
assess the effects of, "pollutants".
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(2) Any loss, cost or expense arising out of
any:
(a) Request, demand, order or statutory or
regulatory requirement that any insured
or others test for, monitor, clean up,
remove, contain, treat, detoxify
or
neutralize, or in any way respond to, or
assess the effects of, "pollutants"; or
(b) Claim or suit by or on behalf of a
governmental authority for damages
because of testing for, monitoring,
cleaning
up,
removing,
containing,
treating, detoxifying or neutralizing, or in
any way responding to, or assessing the
effects of, "pollutants".
However, this paragraph does not apply to
liability for damages because of "property
damage" that the insured would have in the
absence of such request, demand, order or
statutory or regulatory requirement, or such
claim or "suit" by or on behalf of a
governmental authority.
g. Aircraft, Auto Or Watercraft
"Bodily injury" or "property damage" arising out
of
the
ownership,
maintenance,
use
or
entrustment to others of any aircraft, "auto" or
watercraft owned or operated by or rented or
loaned to any insured. Use includes operation
and "loading or unloading".
This exclusion applies even if the claims
against any insured allege negligence or other
wrongdoing
in
the
supervision,
hiring,
employment, training or monitoring of others by
that insured, if the "occurrence" which caused
the "bodily injury" or "property damage"
involved the ownership, maintenance, use or
entrustment to others of any aircraft, "auto" or
watercraft that is owned or operated by or
rented or loaned to any insured.
This exclusion does not apply to:
(1) A watercraft while ashore on premises you
own or rent;
(2) A watercraft you do not own that is:
(a) Less than 26 feet long; and
(b) Not being used to carry persons or
property for a charge;
(3) Parking an "auto" on, or on the ways next
to, premises you own or rent, provided the
"auto" is not owned by or rented or loaned
to you or the insured;
(4) Liability
assumed
under
any
"insured
contract" for the ownership, maintenance or
use of aircraft or watercraft; or
(5) "Bodily injury" or "property damage" arising
out of:
(a) The
operation
of
machinery
or
equipment that is attached to, or part of,
a land vehicle that would qualify under
the definition of "mobile equipment" if it
were not subject to a compulsory or
financial responsibility law or other
motor vehicle insurance law where it is
licensed or principally garaged; or
(b) The operation of any of the machinery
or equipment listed in Paragraph f.(2) or
f.(3)
of
the
definition
of
"mobile
equipment".
h. Mobile Equipment
"Bodily injury" or "property damage" arising out
of:
(1) The transportation of "mobile equipment" by
an "auto" owned or operated by or rented or
loaned to any insured; or
(2) The use of "mobile equipment" in, or while
in practice for, or while being prepared for,
any prearranged racing, speed, demolition,
or stunting activity.
i. War
"Bodily injury" or "property damage", however
caused, arising, directly or indirectly, out of:
(1) War, including undeclared or civil war;
(2) Warlike action by a military force, including
action in hindering or defending against an
actual
or
expected
attack,
by
any
government, sovereign or other authority
using military personnel or other agents; or
(3) Insurrection, rebellion, revolution, usurped
power, or action taken by governmental
authority in hindering or defending against
any of these.
j. Damage To Property
"Property damage" to:
(1) Property you own, rent, or occupy, including
any costs or expenses incurred by you, or
any other person, organization or entity, for
repair,
replacement,
enhancement,
restoration or maintenance of such property
for any reason, including prevention of
injury to a person or damage to another's
property;
(2) Premises you sell, give away or abandon, if
the "property damage" arises out of any
part of those premises;
(3) Property loaned to you;
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(4) Personal property in the care, custody or
control of the insured;
(5) That particular part of real property on
which
you
or
any
contractors
or
subcontractors working directly or indirectly
on your behalf are performing operations, if
the "property damage" arises out of those
operations; or
(6) That particular part of any property that
must be restored, repaired or replaced
because
"your
work"
was
incorrectly
performed on it.
Paragraphs (1), (3) and (4) of this exclusion do
not apply to "property damage" (other than
damage by fire) to premises, including the
contents of such premises, rented to you for a
period of seven or fewer consecutive days. A
separate limit of insurance applies to Damage
To Premises Rented To You as described in
Section III – Limits Of Insurance.
Paragraph (2) of this exclusion does not apply
if the premises are "your work" and were never
occupied, rented or held for rental by you.
Paragraphs (3), (4), (5) and (6) of this
exclusion do not apply to liability assumed
under a sidetrack agreement.
Paragraph (6) of this exclusion does not apply
to "property damage" included in the "products-
completed operations hazard".
k. Damage To Your Product
"Property damage" to "your product" arising out
of it or any part of it.
l. 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.
m. Damage To Impaired Property Or Property
Not Physically Injured
"Property damage" to "impaired property" or
property that has not been physically injured,
arising out of:
(1) A
defect,
deficiency,
inadequacy
or
dangerous condition in "your product" or
"your work"; or
(2) A delay or failure by you or anyone acting
on your behalf to perform a contract or
agreement in accordance with its terms.
This exclusion does not apply to the loss of use
of other property arising out of sudden and
accidental physical injury to "your product" or
"your work" after it has been put to its intended
use.
n. Recall Of Products, Work Or Impaired
Property
Damages claimed for any loss, cost or
expense incurred by you or others for the loss
of use, withdrawal, recall, inspection, repair,
replacement, adjustment, removal or disposal
of:
(1) "Your product";
(2) "Your work"; or
(3) "Impaired property";
if such product, work, or property is withdrawn
or recalled from the market or from use by any
person or organization because of a known or
suspected defect, deficiency, inadequacy or
dangerous condition in it.
o. Personal And Advertising Injury
"Bodily injury" arising out of "personal and
advertising injury".
p. Electronic Data
Damages arising out of the loss of, loss of use
of, damage to, corruption of, inability to access,
or inability to manipulate electronic data.
However, this exclusion does not apply to
liability for damages because of "bodily injury".
As used in this exclusion, electronic data
means information, facts or programs stored as
or on, created or used on, or transmitted to or
from computer software, including systems and
applications software, hard or floppy disks, CD-
ROMs, tapes, drives, cells, data processing
devices or any other media which are used
with electronically controlled equipment.
q. Recording And Distribution Of Material Or
Information In Violation Of Law
"Bodily injury" or "property damage" arising
directly or indirectly out of any action or
omission that violates or is alleged to violate:
(1) The Telephone Consumer Protection Act
(TCPA), including any amendment of or
addition to such law;
(2) The CAN-SPAM Act of 2003, including any
amendment of or addition to such law;
(3) The Fair Credit Reporting Act (FCRA), and
any amendment of or addition to such law,
including the Fair and Accurate Credit
Transactions Act (FACTA); or
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(4) Any
federal,
state
or
local
statute,
ordinance or regulation, other than the
TCPA, CAN-SPAM Act of 2003 or FCRA
and their amendments and additions, that
addresses, prohibits, or limits the printing,
dissemination,
disposal,
collecting,
recording,
sending,
transmitting,
communicating or distribution of material or
information.
Exclusions c. through n. do not apply to damage
by fire to premises while rented to you or
temporarily occupied by you with permission of the
owner. A separate limit of insurance applies to this
coverage as described in Section III – Limits Of
Insurance.
COVERAGE B – PERSONAL AND ADVERTISING
INJURY LIABILITY
1. Insuring Agreement
a. We will pay those sums that the insured
becomes legally obligated to pay as damages
because of "personal and advertising injury" to
which this insurance applies. We will have the
right and duty to defend the insured against
any "suit" seeking those damages. However,
we will have no duty to defend the insured
against any "suit" seeking damages for
"personal and advertising injury" to which this
insurance does not apply. We may, at our
discretion, investigate any offense and settle
any claim or "suit" that may result. But:
(1) The amount we will pay for damages is
limited as described in Section III – Limits
Of Insurance; and
(2) Our right and duty to defend end when we
have used up the applicable limit of
insurance in the payment of judgments or
settlements under Coverages A or B or
medical expenses under Coverage C.
No other obligation or liability to pay sums or
perform acts or services is covered unless
explicitly provided for under Supplementary
Payments – Coverages A and B.
b. This insurance applies to "personal and
advertising injury" caused by an offense arising
out of your business but only if the offense was
committed in the "coverage territory" during the
policy period.
2. Exclusions
This insurance does not apply to:
a. Knowing Violation Of Rights Of Another
"Personal and advertising injury" caused by or
at the direction of the insured with the
knowledge that the act would violate the rights
of another and would inflict "personal and
advertising injury".
b. Material Published With Knowledge Of
Falsity
"Personal and advertising injury" arising out of
oral or written publication, in any manner, of
material, if done by or at the direction of the
insured with knowledge of its falsity.
c. Material Published Prior To Policy Period
"Personal and advertising injury" arising out of
oral or written publication, in any manner, of
material whose first publication took place
before the beginning of the policy period.
d. Criminal Acts
"Personal and advertising injury" arising out of
a criminal act committed by or at the direction
of the insured.
e. Contractual Liability
"Personal and advertising injury" for which the
insured has assumed liability in a contract or
agreement. This exclusion does not apply to
liability for damages that the insured would
have in the absence of the contract or
agreement.
f. Breach Of Contract
"Personal and advertising injury" arising out of
a breach of contract, except an implied
contract to use another's advertising idea in
your "advertisement".
g. Quality Or Performance Of Goods – Failure
To Conform To Statements
"Personal and advertising injury" arising out of
the failure of goods, products or services to
conform with any statement of quality or
performance made in your "advertisement".
h. Wrong Description Of Prices
"Personal and advertising injury" arising out of
the wrong description of the price of goods,
products
or
services
stated
in
your
"advertisement".
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i. Infringement Of Copyright, Patent,
Trademark Or Trade Secret
"Personal and advertising injury" arising out of
the
infringement
of
copyright,
patent,
trademark, trade secret or other intellectual
property rights. Under this exclusion, such
other intellectual property rights do not include
the use of another's advertising idea in your
"advertisement".
However, this exclusion does not apply to
infringement,
in
your
"advertisement",
of
copyright, trade dress or slogan.
j. Insureds In Media And Internet Type
Businesses
"Personal and advertising injury" committed by
an insured whose business is:
(1) Advertising, broadcasting, publishing or
telecasting;
(2) Designing or determining content of web
sites for others; or
(3) An Internet search, access, content or
service provider.
However, this exclusion does not apply to
Paragraphs 14.a., b. and c. of "personal and
advertising
injury"
under
the
Definitions
section.
For the purposes of this exclusion, the placing
of frames, borders or links, or advertising, for
you or others anywhere on the Internet, is not
by
itself,
considered
the
business
of
advertising,
broadcasting,
publishing
or
telecasting.
k. Electronic Chatrooms Or Bulletin Boards
"Personal and advertising injury" arising out of
an electronic chatroom or bulletin board the
insured hosts, owns, or over which the insured
exercises control.
l. Unauthorized Use Of Another's Name Or
Product
"Personal and advertising injury" arising out of
the unauthorized use of another's name or
product in your e-mail address, domain name
or metatag, or any other similar tactics to
mislead another's potential customers.
m. Pollution
"Personal and advertising injury" arising out of
the actual, alleged or threatened discharge,
dispersal, seepage, migration, release or
escape of "pollutants" at any time.
n. Pollution-related
Any loss, cost or expense arising out of any:
(1) Request, demand, order or statutory or
regulatory requirement that any insured or
others test for, monitor, clean up, remove,
contain, treat, detoxify or neutralize, or in
any way respond to, or assess the effects
of, "pollutants"; or
(2) Claim or suit by or on behalf of a
governmental
authority
for
damages
because of testing for, monitoring, cleaning
up,
removing,
containing,
treating,
detoxifying or neutralizing, or in any way
responding to, or assessing the effects of,
"pollutants".
o. War
"Personal and advertising injury", however
caused, arising, directly or indirectly, out of:
(1) War, including undeclared or civil war;
(2) Warlike action by a military force, including
action in hindering or defending against an
actual
or
expected
attack,
by
any
government, sovereign or other authority
using military personnel or other agents; or
(3) Insurrection, rebellion, revolution, usurped
power, or action taken by governmental
authority in hindering or defending against
any of these.
p. Recording And Distribution Of Material Or
Information In Violation Of Law
"Personal
and
advertising
injury"
arising
directly or indirectly out of any action or
omission that violates or is alleged to violate:
(1) The Telephone Consumer Protection Act
(TCPA), including any amendment of or
addition to such law;
(2) The CAN-SPAM Act of 2003, including any
amendment of or addition to such law;
(3) The Fair Credit Reporting Act (FCRA), and
any amendment of or addition to such law,
including the Fair and Accurate Credit
Transactions Act (FACTA); or
(4) Any
federal,
state
or
local
statute,
ordinance or regulation, other than the
TCPA, CAN-SPAM Act of 2003 or FCRA
and their amendments and additions, that
addresses, prohibits, or limits the printing,
dissemination,
disposal,
collecting,
recording,
sending,
transmitting,
communicating or distribution of material or
information.
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COVERAGE C – MEDICAL PAYMENTS
1. Insuring Agreement
a. We will pay medical expenses as described
below for "bodily injury" caused by an accident:
(1) On premises you own or rent;
(2) On ways next to premises you own or rent;
or
(3) Because of your operations;
provided that:
(a) The
accident
takes
place
in
the
"coverage territory" and during the policy
period;
(b) The expenses are incurred and reported
to us within one year of the date of the
accident; and
(c) The
injured
person
submits
to
examination,
at
our
expense,
by
physicians of our choice as often as we
reasonably require.
b. We will make these payments regardless of
fault. These payments will not exceed the
applicable limit of insurance. We will pay
reasonable expenses for:
(1) First aid administered at the time of an
accident;
(2) Necessary medical, surgical, X-ray and
dental
services,
including
prosthetic
devices; and
(3) Necessary
ambulance,
hospital,
professional nursing and funeral services.
2. Exclusions
We will not pay expenses for "bodily injury":
a. Any Insured
To any insured, except "volunteer workers".
b. Hired Person
To a person hired to do work for or on behalf of
any insured or a tenant of any insured.
c. Injury On Normally Occupied Premises
To a person injured on that part of premises
you own or rent that the person normally
occupies.
d. Workers' Compensation And Similar Laws
To a person, whether or not an "employee" of
any insured, if benefits for the "bodily injury"
are payable or must be provided under a
workers' compensation or disability benefits
law or a similar law.
e. Athletics Activities
To a person injured while practicing, instructing
or participating in any physical exercises or
games, sports, or athletic contests.
f. Products-Completed Operations Hazard
Included
within
the
"products-completed
operations hazard".
g. Coverage A Exclusions
Excluded under Coverage A.
SUPPLEMENTARY PAYMENTS – COVERAGES A
AND B
1. We will pay, with respect to any claim we
investigate or settle, or any "suit" against an
insured we defend:
a. All expenses we incur.
b. Up to $250 for cost of bail bonds required
because of accidents or traffic law violations
arising out of the use of any vehicle to which
the Bodily Injury Liability Coverage applies. We
do not have to furnish these bonds.
c. The cost of bonds to release attachments, but
only for bond amounts within the applicable
limit of insurance. We do not have to furnish
these bonds.
d. All reasonable expenses incurred by the
insured at our request to assist us in the
investigation or defense of the claim or "suit",
including actual loss of earnings up to $250 a
day because of time off from work.
e. All court costs taxed against the insured in the
"suit". However, these payments do not include
attorneys' fees or attorneys' expenses taxed
against the insured.
f. Prejudgment interest awarded against the
insured on that part of the judgment we pay. If
we make an offer to pay the applicable limit of
insurance, we will not pay any prejudgment
interest based on that period of time after the
offer.
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g. All interest on the full amount of any judgment
that accrues after entry of the judgment and
before we have paid, offered to pay, or
deposited in court the part of the judgment that
is within the applicable limit of insurance.
These payments will not reduce the limits of
insurance.
2. If we defend an insured against a "suit" and an
indemnitee of the insured is also named as a party
to the "suit", we will defend that indemnitee if all of
the following conditions are met:
a. The "suit" against the indemnitee seeks
damages for which the insured has assumed
the liability of the indemnitee in a contract or
agreement that is an "insured contract";
b. This
insurance
applies
to
such
liability
assumed by the insured;
c. The obligation to defend, or the cost of the
defense of, that indemnitee, has also been
assumed by the insured in the same "insured
contract";
d. The allegations in the "suit" and the information
we know about the "occurrence" are such that
no conflict appears to exist between the
interests of the insured and the interests of the
indemnitee;
e. The indemnitee and the insured ask us to
conduct and control the defense of that
indemnitee against such "suit" and agree that
we can assign the same counsel to defend the
insured and the indemnitee; and
f. The indemnitee:
(1) Agrees in writing to:
(a) Cooperate with us in the investigation,
settlement or defense of the "suit";
(b) Immediately send us copies of any
demands, notices, summonses or legal
papers received in connection with the
"suit";
(c) Notify any other insurer whose coverage
is available to the indemnitee; and
(d) Cooperate with us with respect to
coordinating other applicable insurance
available to the indemnitee; and
(2) Provides us with written authorization to:
(a) Obtain records and other information
related to the "suit"; and
(b) Conduct and control the defense of the
indemnitee in such "suit".
So long as the above conditions are met,
attorneys' fees incurred by us in the defense of
that indemnitee, necessary litigation expenses
incurred by us and necessary litigation expenses
incurred by the indemnitee at our request will be
paid
as
Supplementary
Payments.
Notwithstanding the provisions of Paragraph
2.b.(2) of Section I – Coverage A – Bodily Injury
And Property Damage Liability, such payments will
not be deemed to be damages for "bodily injury"
and "property damage" and will not reduce the
limits of insurance.
Our obligation to defend an insured's indemnitee
and to pay for attorneys' fees and necessary
litigation expenses as Supplementary Payments
ends when we have used up the applicable limit of
insurance in the payment of judgments or
settlements or the conditions set forth above, or
the
terms
of
the
agreement described
in
Paragraph f. above, are no longer met.
SECTION II – WHO IS AN INSURED
1. If you are designated in the Declarations as:
a. An individual, you and your spouse are
insureds, but only with respect to the conduct
of a business of which you are the sole owner.
b. A partnership or joint venture, you are an
insured. Your members, your partners, and
their spouses are also insureds, but only with
respect to the conduct of your business.
c. A limited liability company, you are an insured.
Your members are also insureds, but only with
respect to the conduct of your business. Your
managers are insureds, but only with respect
to their duties as your managers.
d. An organization other than a partnership, joint
venture or limited liability company, you are an
insured. Your "executive officers" and directors
are insureds, but only with respect to their
duties as your officers or directors. Your
stockholders are also insureds, but only with
respect to their liability as stockholders.
e. A trust, you are an insured. Your trustees are
also insureds, but only with respect to their
duties as trustees.
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2. Each of the following is also an insured:
a. Your "volunteer workers" only while performing
duties related to the conduct of your business,
or your "employees", other than either your
"executive officers" (if you are an organization
other than a partnership, joint venture or limited
liability company) or your managers (if you are
a limited liability company), but only for acts
within the scope of their employment by you or
while performing duties related to the conduct
of your business. However, none of these
"employees"
or
"volunteer
workers"
are
insureds for:
(1) "Bodily injury" or "personal and advertising
injury":
(a) To you, to your partners or members (if
you are a partnership or joint venture),
to your members (if you are a limited
liability company), to a co-"employee"
while in the course of his or her
employment or performing duties related
to the conduct of your business, or to
your other "volunteer workers" while
performing duties related to the conduct
of your business;
(b) To the spouse, child, parent, brother or
sister
of
that
co-"employee"
or
"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 (b) above; or
(d) Arising out of his or her providing or
failing to provide professional health
care services.
(2) "Property damage" to property:
(a) Owned, occupied or used by;
(b) Rented to, in the care, custody or
control of, or over which physical control
is being exercised for any purpose by;
you, any of your "employees", "volunteer
workers", any partner or member (if you are
a partnership or joint venture), or any
member (if you are a limited liability
company).
b. Any person (other than your "employee" or
"volunteer worker"), or any organization while
acting as your real estate manager.
c. Any person or organization having proper
temporary custody of your property if you die,
but only:
(1) With respect to liability arising out of the
maintenance or use of that property; and
(2) Until your legal representative has been
appointed.
d. Your legal representative if you die, but only
with
respect
to
duties
as
such.
That
representative will have all your rights and
duties under this Coverage Part.
3. 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 a Named
Insured if there is no other similar insurance
available to that organization. However:
a. Coverage under this provision is afforded only
until the 90th day after you acquire or form the
organization or the end of the policy period,
whichever is earlier;
b. Coverage A does not apply to "bodily injury" or
"property damage" that occurred before you
acquired or formed the organization; and
c. Coverage B does not apply to "personal and
advertising injury" arising out of an offense
committed before you acquired or formed the
organization.
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; or
c. Persons or organizations making claims or
bringing "suits".
2. The General Aggregate Limit is the most we will
pay for the sum of:
a. Medical expenses under Coverage C;
b. Damages under Coverage A, except damages
because of "bodily injury" or "property damage"
included in the "products-completed operations
hazard"; and
c. Damages under Coverage B.
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3. The Products-Completed Operations Aggregate
Limit is the most we will pay under Coverage A for
damages because of "bodily injury" and "property
damage" included in the "products-completed
operations hazard".
4. Subject to Paragraph 2. above, the Personal And
Advertising Injury Limit is the most we will pay
under Coverage B for the sum of all damages
because of all "personal and advertising injury"
sustained by any one person or organization.
5. Subject to Paragraph 2. or 3. above, whichever
applies, the Each Occurrence Limit is the most we
will pay for the sum of:
a. Damages under Coverage A; and
b. Medical expenses under Coverage C
because of all "bodily injury" and "property
damage" arising out of any one "occurrence".
6. Subject to Paragraph 5. above, the Damage To
Premises Rented To You Limit is the most we will
pay under Coverage A for damages because of
"property damage" to any one premises, while
rented to you, or in the case of damage by fire,
while rented to you or temporarily occupied by you
with permission of the owner.
7. Subject to Paragraph 5. above, the Medical
Expense Limit is the most we will pay under
Coverage C for all medical expenses because of
"bodily injury" sustained by any one person.
The Limits of Insurance of this Coverage Part apply
separately to each consecutive annual period and to
any remaining period of less than 12 months, starting
with the beginning of the policy period shown in the
Declarations, unless the policy period is extended
after issuance for an additional period of less than 12
months. In that case, the additional period will be
deemed part of the last preceding period for purposes
of determining the Limits of Insurance.
SECTION IV – COMMERCIAL GENERAL LIABILITY
CONDITIONS
1. Bankruptcy
Bankruptcy or insolvency of the insured or of the
insured's estate will not relieve us of our
obligations under this Coverage Part.
2. Duties In The Event Of Occurrence, Offense,
Claim Or Suit
a. You must see to it that we are notified as soon
as practicable of an "occurrence" or an offense
which may result in a claim. To the extent
possible, notice should include:
(1) How, when and where the "occurrence" or
offense took place;
(2) The names and addresses of any injured
persons and witnesses; and
(3) The nature and location of any injury or
damage arising out of the "occurrence" or
offense.
b. If a claim is made or "suit" is brought against
any insured, you must:
(1) Immediately record the specifics of the
claim or "suit" and the date received; and
(2) Notify us as soon as practicable.
You must see to it that we receive written
notice of the claim or "suit" as soon as
practicable.
c. You and any other involved insured must:
(1) Immediately
send
us
copies
of
any
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 or
settlement of the claim or defense against
the "suit"; and
(4) Assist us, upon our request, in the
enforcement of any right against any
person or organization which may be liable
to the insured because of injury or damage
to which this insurance may also apply.
d. No insured will, except at that insured's own
cost, voluntarily make a payment, assume any
obligation, or incur any expense, other than for
first aid, without our consent.
3. Legal Action Against Us
No person or organization has a right under this
Coverage Part:
a. To join us as a party or otherwise bring us into
a "suit" asking for damages from an insured; or
b. To sue us on this Coverage Part unless all of
its terms have been fully complied with.
A person or organization may sue us to recover on
an agreed settlement or on a final judgment
against an insured; but we will not be liable for
damages that are not payable under the terms of
this Coverage Part or that are in excess of the
applicable limit of insurance. An agreed settlement
means a settlement and release of liability signed
by us, the insured and the claimant or the
claimant's legal representative.
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4. Other Insurance
If other valid and collectible insurance is available
to the insured for a loss we cover under
Coverages A or B of this Coverage Part, our
obligations are limited as follows:
a. Primary Insurance
This
insurance is
primary
except
when
Paragraph b. below applies. If this insurance is
primary, our obligations are not affected unless
any of the other insurance is also primary.
Then, we will share with all that other
insurance
by
the
method
described
in
Paragraph c. below.
b. Excess Insurance
(1) This insurance is excess over:
(a) Any of the other insurance, whether
primary, excess, contingent or on any
other basis:
(i) That is Fire, Extended Coverage,
Builder's Risk, Installation Risk or
similar coverage for "your work";
(ii) That is Fire insurance for premises
rented
to
you
or
temporarily
occupied by you with permission of
the owner;
(iii) That is insurance purchased by you
to cover your liability as a tenant for
"property
damage"
to
premises
rented
to
you
or
temporarily
occupied by you with permission of
the owner; or
(iv) If
the
loss
arises
out
of
the
maintenance or use of aircraft,
"autos" or watercraft to the extent not
subject to Exclusion g. of Section I –
Coverage A – Bodily Injury And
Property Damage Liability.
(b) Any other primary insurance available to
you
covering liability
for
damages
arising
out
of
the
premises
or
operations,
or
the
products
and
completed operations, for which you
have been added as an additional
insured.
(2) When this insurance is excess, we will have
no duty under Coverages A or B to defend
the insured against any "suit" if any other
insurer has a duty to defend the insured
against that "suit". If no other insurer
defends, we will undertake to do so, but we
will be entitled to the insured's rights
against all those other insurers.
(3) When this insurance is excess over other
insurance, we will pay only our share of the
amount of the loss, if any, that exceeds the
sum of:
(a) The total amount that all such other
insurance would pay for the loss in the
absence of this insurance; and
(b) The total of all deductible and self-
insured amounts under all that other
insurance.
(4) We will share the remaining loss, if any,
with any other insurance that is not
described
in
this
Excess
Insurance
provision and was not bought specifically to
apply in excess of the Limits of Insurance
shown in the Declarations of this Coverage
Part.
c. Method Of Sharing
If all of the other insurance permits contribution
by equal shares, we will follow this method
also. Under this approach each insurer
contributes equal amounts until it has paid its
applicable limit of insurance or none of the loss
remains, whichever comes first.
If any of the other insurance does not permit
contribution by equal shares, we will contribute
by limits. Under this method, each insurer's
share is based on the ratio of its applicable
limit of insurance to the total applicable limits of
insurance of all insurers.
5. Premium Audit
a. We will compute all premiums for this
Coverage Part in accordance with our rules
and rates.
b. Premium shown in this Coverage Part as
advance premium is a deposit premium only.
At the close of each audit period we will
compute the earned premium for that period
and send notice to the first Named Insured.
The due date for audit and retrospective
premiums is the date shown as the due date
on the bill. If the sum of the advance and audit
premiums paid for the policy period is greater
than the earned premium, we will return the
excess to the first Named Insured.
c. The first Named Insured must keep records of
the
information
we
need
for
premium
computation, and send us copies at such times
as we may request.
6. Representations
By accepting this policy, you agree:
a. The statements in the Declarations are
accurate and complete;
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b. Those
statements
are
based
upon
representations you made to us; and
c. We have issued this policy in reliance upon
your representations.
7. Separation Of Insureds
Except with respect to the Limits of Insurance, and
any rights or duties specifically assigned in this
Coverage Part to the first Named Insured, this
insurance applies:
a. As if each Named Insured were the only
Named Insured; and
b. Separately to each insured against whom claim
is made or "suit" is brought.
8. Transfer Of Rights Of Recovery Against Others
To Us
If the insured has rights to recover all or part of
any payment we have made under this Coverage
Part, those rights are transferred to us. The
insured must do nothing after loss to impair them.
At our request, the insured will bring "suit" or
transfer those rights to us and help us enforce
them.
9. When We Do Not Renew
If we decide not to renew this Coverage Part, we
will mail or deliver to the first Named Insured
shown in the Declarations written notice of the
nonrenewal not less than 30 days before the
expiration date.
If notice is mailed, proof of mailing will be sufficient
proof of notice.
SECTION V – DEFINITIONS
1. "Advertisement" means 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 web sites, only that part of a web
site that is about your goods, products or
services
for
the
purposes
of
attracting
customers or supporters is considered an
advertisement.
2. "Auto" means:
a. A land motor vehicle, trailer or semitrailer
designed for travel on public roads, including
any attached machinery or equipment; or
b. Any other land vehicle that is subject to a
compulsory or financial responsibility law or
other motor vehicle insurance law where it is
licensed or principally garaged.
However,
"auto"
does
not
include
"mobile
equipment".
3. "Bodily injury" means bodily injury, sickness or
disease sustained by a person, including death
resulting from any of these at any time.
4. "Coverage territory" means:
a. The United States of America (including its
territories and possessions), Puerto Rico and
Canada;
b. International waters or airspace, but only if the
injury or damage occurs in the course of travel
or transportation between any places included
in Paragraph a. above; or
c. All other parts of the world if the injury or
damage arises out of:
(1) Goods or products made or sold by you in
the territory described in Paragraph a.
above;
(2) The activities of a person whose home is in
the territory described in Paragraph a.
above, but is away for a short time on your
business; or
(3) "Personal and advertising injury" offenses
that take place through the Internet or
similar electronic means of communication;
provided the insured's responsibility to pay
damages is determined in a "suit" on the merits, in
the territory described in Paragraph a. above or in
a settlement we agree to.
5. "Employee"
includes
a
"leased
worker".
"Employee" does not include a "temporary
worker".
6. "Executive officer" means a person holding any of
the officer positions created by your charter,
constitution, bylaws or any other similar governing
document.
7. "Hostile
fire"
means
one
which
becomes
uncontrollable or breaks out from where it was
intended to be.
8. "Impaired property" means tangible property, other
than "your product" or "your work", that cannot be
used or is less useful because:
a. It incorporates "your product" or "your work"
that is known or thought to be defective,
deficient, inadequate or dangerous; or
b. You have failed to fulfill the terms of a contract
or agreement;
if such property can be restored to use by the
repair, replacement, adjustment or removal of
"your product" or "your work" or your fulfilling the
terms of the contract or agreement.
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9. "Insured contract" means:
a. A contract for a lease of premises. However,
that portion of the contract for a lease of
premises that indemnifies any person or
organization for damage by fire 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;
c. 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 municipality, except in connection
with work for a municipality;
e. An elevator maintenance agreement;
f. That part of any other contract or agreement
pertaining to your business (including an
indemnification of a municipality in connection
with work performed for a municipality) under
which you assume the tort liability of another
party to pay for "bodily injury" or "property
damage" to a third person or organization. Tort
liability means a liability that would be imposed
by law in the absence of any contract or
agreement.
Paragraph f. does not include that part of any
contract or 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 indemnifies an architect, engineer or
surveyor for injury or damage arising out of:
(a) Preparing,
approving,
or
failing
to
prepare
or
approve,
maps,
shop
drawings, opinions, reports, surveys,
field orders, change orders or drawings
and specifications; or
(b) Giving directions or instructions, or
failing to give them, if that is the primary
cause of the injury or damage; or
(3) 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 (2) above and supervisory, inspection,
architectural or engineering activities.
10. "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".
11. "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".
12. "Mobile equipment" means any of the following
types of land vehicles, including any attached
machinery or equipment:
a. Bulldozers, farm machinery, forklifts and other
vehicles designed for use principally off public
roads;
b. Vehicles maintained for use solely on or next to
premises you own or rent;
c. Vehicles that travel on crawler treads;
d. Vehicles,
whether
self-propelled
or
not,
maintained primarily to provide mobility to
permanently mounted:
(1) Power cranes, shovels, loaders, diggers or
drills; or
(2) Road construction or resurfacing equipment
such as graders, scrapers or rollers;
e. Vehicles not described in 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;
f. Vehicles not described in Paragraph a., b., c.
or d. above maintained primarily for purposes
other than the transportation of persons or
cargo.
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CG 00 01 04 13
© Insurance Services Office, Inc., 2012
Page 15 of 16
However, self-propelled vehicles with the
following
types
of
permanently
attached
equipment are not "mobile equipment" but will
be considered "autos":
(1) Equipment designed primarily for:
(a) Snow removal;
(b) Road maintenance, but not construction
or resurfacing; or
(c) Street cleaning;
(2) Cherry pickers and similar devices mounted
on automobile or truck chassis and used to
raise or lower workers; and
(3) Air compressors, pumps and generators,
including
spraying,
welding,
building
cleaning, geophysical exploration, lighting
and well servicing equipment.
However, "mobile equipment" does not include
any land vehicles that are subject to a compulsory
or financial responsibility law or other motor
vehicle insurance law where it is licensed or
principally garaged. Land vehicles subject to a
compulsory or financial responsibility law or other
motor vehicle insurance law are considered
"autos".
13. "Occurrence"
means
an
accident,
including
continuous or repeated exposure to substantially
the same general harmful conditions.
14. "Personal and advertising injury" means injury,
including consequential "bodily injury", arising out
of one or more of the following offenses:
a. False arrest, detention or imprisonment;
b. Malicious prosecution;
c. The wrongful eviction from, wrongful entry into,
or invasion of the right of private occupancy of
a room, dwelling or premises that a person
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;
e. 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".
15. "Pollutants" mean any solid, liquid, gaseous or
thermal irritant or contaminant, including smoke,
vapor, soot, fumes, acids, alkalis, chemicals and
waste. Waste includes materials to be recycled,
reconditioned or reclaimed.
16. "Products-completed operations hazard":
a. Includes all "bodily injury" and "property
damage" occurring away from premises you
own or rent and arising out of "your product" or
"your work" except:
(1) Products that are still in your physical
possession; or
(2) Work that has not yet been completed or
abandoned. However, "your work" will be
deemed completed at the earliest of the
following times:
(a) When all of the work called for in your
contract has been completed.
(b) When all of the work to be done at the
job site has been completed if your
contract calls for work at more than one
job site.
(c) When that part of the work done at a job
site has been put to its intended use by
any person or organization other than
another contractor or
subcontractor
working on the same project.
Work that may need service, maintenance,
correction, repair or replacement, but which
is otherwise complete, will be treated as
completed.
b. Does not include "bodily injury" or "property
damage" arising out of:
(1) The transportation of property, unless the
injury or damage arises out of a condition in
or on a vehicle not owned or operated by
you, and that condition was created by the
"loading or unloading" of that vehicle by any
insured;
(2) The
existence
of
tools,
uninstalled
equipment
or
abandoned
or
unused
materials; or
(3) Products or operations for which the
classification, listed in the Declarations or in
a policy Schedule, states that products-
completed operations are subject to the
General Aggregate Limit.
17. "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.
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© Insurance Services Office, Inc., 2012
CG 00 01 04 13
As used in this definition, 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.
18. "Suit" means a civil proceeding in which damages
because of "bodily injury", "property damage" or
"personal and advertising injury" to which this
insurance applies are alleged. "Suit" includes:
a. An arbitration proceeding in which such
damages are claimed and to which the insured
must submit or does submit with our consent;
or
b. Any
other
alternative
dispute
resolution
proceeding in which such damages are
claimed and to which the insured submits with
our consent.
19. "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.
20. "Volunteer worker" means a person who is not
your "employee", and who donates his or her work
and acts at the direction of and within the scope of
duties determined by you, and is not paid a fee,
salary or other compensation by you or anyone
else for their work performed for you.
21. "Your product":
a. Means:
(1) Any goods or products, other than real
property, manufactured, sold, handled,
distributed or disposed of by:
(a) You;
(b) Others trading under your name; or
(c) A
person
or
organization
whose
business or assets you have acquired;
and
(2) Containers (other than vehicles), materials,
parts or equipment furnished in connection
with such goods or products.
b. Includes:
(1) Warranties or representations made at any
time with respect to the fitness, quality,
durability, performance or use of "your
product"; and
(2) The providing of or failure to provide
warnings or instructions.
c. Does not include vending machines or other
property rented to or located for the use of
others but not sold.
22. "Your work":
a. Means:
(1) Work or operations performed by you or on
your behalf; and
(2) Materials, parts or equipment furnished in
connection with such work or 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.
DocuSign Envelope ID: E7F400D3-8314-4B33-B685-10FCD08084A0
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
CONTRACTUAL LIABILITY – RAILROADS
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
SCHEDULE
COMMERCIAL GENERAL LIABILITY
CG 24 17 10 01
CG 24 17 10 01
© ISO Properties, Inc., 2000
Page 1 of 1
Scheduled Railroad:
Designated Job Site:
as required by written contract agreement or permit
as required by written contract agreement or
permit
(If no entry appears above, information required to complete this endorsement will be shown in the Declarations as
applicable to this endorsement)
With respect to operations performed for, or affecting,
a Scheduled Railroad at a Designated Job Site, the
definition of "insured contract" in the Definitions sec-
tion is replaced by the following:
9. "Insured Contract" means:
a. A contract for a lease of premises. However,
that portion of the contract for a lease of prem-
ises that indemnifies any person or organiza-
tion for damage by fire to premises while rented
to you or temporarily occupied by you with
permission of the owner is not an "insured con-
tract";
b. A sidetrack agreement;
c. Any easement or license agreement;
d. An obligation, as required by ordinance, to
indemnify a municipality, except in connection
with work for a municipality;
e. An elevator maintenance agreement;
f. That part of any other contract or agreement
pertaining to your business (including an in-
demnification 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 dam-
age" to a third person or organization. Tort li-
ability means a liability that would be imposed
by law in the absence of any contract or
agreement.
Paragraph f. does not include that part of any
contract or agreement:
(1) That indemnifies an architect, engineer or
surveyor for injury or damage arising out of:
(a) Preparing, approving or failing to pre-
pare or approve maps, shop drawings,
opinions, reports, surveys, field orders,
change orders or drawings and specifi-
cations; or
(b) Giving directions or instructions, or fail-
ing to give them, if that is the primary
cause of the injury or damage;
(2) Under which the insured, if an architect,
engineer or surveyor, assumes liability for
an injury or damage arising out of the in-
sured’s rendering or failure to render pro-
fessional services, including those listed in
Paragraph (1) above and supervisory, in-
spection, architectural or engineering activi-
ties.
POLICY: ZD2D78128003
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POLICY: AW2D78128704 | ZD2D78128003 | UH2D78128103
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Kittelson & Associates Inc.
POLICY: AW2D78128704 | ZD2D78128003 | UH2D78128103
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POLICY: DPR9987381
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DPR9987381
01/01/22
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WM2D78128903
01/01/2022
Kittelson & Associates, Inc.
Allmerica Financial Benefit Insurance Company
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INC.
KITTELSON & ASSOCIATES,
ALLMERICA FINANCIAL ASSOCIATES, iNC.
WM2D78128903
01/01/2022
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WM2D78128903
01/01/2022
Kittelson & Associates, Inc.
Allmerica Financial Benefits Insurance Company
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WM2D78128903
01/01/2022
Allmerica Financial Benefit Insurance Company
KIttelson & Associates Inc.
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WC 99 03 01 B 03 16
Page 1 of 2
Includes copyrighted material of National Council on Compensation Insurance, Inc. with its permission.
Copyright, NCCI Holdings, Inc.
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
WORKERS’ COMPENSATION BROAD FORM ENDORSEMENT
This endorsement modifies insurance provided under the following:
WORKERS' COMPENSATION AND EMPLOYERS’ LIABILITY INSURANCE POLICY
With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless
modified by the endorsement.
SECTION I: WORKERS’ COMPENSATION AND
EMPLOYERS’ LIABILITY CHANGES
A. Part
One
–
WORKERS’
COMPENSATION
INSURANCE, D. We Will Also Pay; and Part
Two – EMPLOYERS’ LIABILITY INSURANCE, E.
We Will Also Pay is replaced by the following:
We Will Also Pay
We will also pay these costs, in addition to other
amounts payable under this insurance, as part of
any claim, proceeding, or suit we defend:
1. Reasonable expenses incurred at our request,
including loss of earnings;
2. Premiums for bonds to release attachments
and for appeal bonds in bond amounts up to
the limit of our liability under this insurance;
3. Litigation costs taxed against you;
4. Interest on a judgment as required by law until
we offer the amount due under this insurance;
and
5. Expenses we incur.
B. Part Three – OTHER STATES INSURANCE, A.
How This Insurance Applies, paragraph 4. is
replaced by the following:
4. If you have work on the effective date of this
policy in any state not listed in Item 3.A. of the
Information Page, coverage will not be
afforded for that state unless we are notified
within sixty days.
C. Part Six – CONDITIONS, C. Transfer of Your
Rights and Duties is replaced by the following:
C. Transfer of Your Rights and Duties
Your rights or duties under this policy may not
be transferred without our written consent. If
you die and we receive notice within sixty
days after your death, we will cover your legal
representative as insured.
D. The
following
is
added
to
Part
Six
–
CONDITIONS, F. Liberalization:
If we adopt a change in this form that would
broaden the coverage of this form without extra
charge, the broader coverage will apply to this
policy when the change becomes effective in your
state.
SECTION II: VOLUNTARY COMPENSATION AND
EMPLOYERS’ LIABILITY COVERAGE
A. How This Insurance Applies
This insurance applies to bodily injury by accident
or bodily injury by disease. Bodily injury includes
resulting death:
1. The bodily injury must be sustained by an
employee included in the group of employees
described in the Schedule;
2. The bodily injury must arise out of and in the
course of employment necessary or incidental
to work in a state listed in the Schedule;
3. The bodily injury must occur in the United
States
of
America,
its
territories
or
possessions, or Canada, and may occur
elsewhere if the employee is a United States
or Canadian citizen temporarily away from
those places;
4. Bodily injury by accident must occur during the
policy period; or
5. Bodily injury by disease must be caused or
aggravated
by
the
conditions
of
the
employee’s employment. The employee's last
day of last exposure to the conditions causing
or aggravating such bodily injury by disease
must occur during the policy period.
B. We Will Pay
1. We will pay an amount equal to the benefits
that would be required of you if you and your
employees described in the Schedule were
subject to the workers’ compensation law
shown in the Schedule. We will pay those
amounts to the persons who would be entitled
to them under the law.
WM2D78128903
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WC 99 03 01 B 03 16
Page 2 of 2
Includes copyrighted material of National Council on Compensation Insurance, Inc. with its permission.
Copyright, NCCI Holdings, Inc.
2. We will pay the additional expenses of
repatriating an employee to the United States
of America as a result of bodily injury to the
employee.
C. Exclusions
This insurance does not cover:
1. Any
obligation
imposed
by
a
workers’
compensation or occupational disease law, or
any similar law; or
2. Bodily
injury
intentionally
caused
or
aggravated by you.
D. Before We Pay
Before we pay benefits to the persons entitled to
them, they must:
1. Release you and us, in writing, of all
responsibility for the injury or death;
2. Transfer to us their right to recover from others
who may be responsible for the injury or
death; and
3. Cooperate
with
us
and
do
everything
necessary to enable us to enforce the right to
recover from others.
If the persons entitled to the benefits of this
insurance fail to do those things, our duty to pay
ends at once. If they claim damages from you or
from us for the injury or death, our duty to pay
ends at once.
E. Recovery From Others
If we make a recovery from others, we will keep an
amount equal to our expenses of recovery and the
benefits we paid. We will pay the balance to the
persons entitled to it. If the persons entitled to the
benefits of this insurance make a recovery from
others, they must reimburse us for the benefits we
paid them.
F. Employers’ Liability Insurance
Part
Two
–
EMPLOYERS’
LIABILITY
INSURANCE applies to bodily injury covered by
this endorsement as though the
State
of
Employment shown in the Schedule were shown
in Item 3.A. of the Information Page.
G. EMPLOYERS’
LIABILITY
STOP
GAP
COVERAGE
1. This coverage applies only in North Dakota,
Ohio, Washington, and Wyoming.
2. Part One – WORKERS’ COMPENSATION
INSURANCE does not apply to work in states
shown in Paragraph 1. above.
3. Part
Two
–
EMPLOYERS’
LIABILITY
INSURANCE applies in the states shown in
Paragraph 1. as though they were shown in
Item 3.A. of the Information Page.
4. The following additional Exclusions are added
to Part Two – EMPLOYERS’ LIABILITY,
Section C. Exclusions:
This insurance does not cover:
a. Bodily
injury
intentionally
caused
or
aggravated by you or, in Ohio, bodily
injury resulting from an act which is
determined to have been committed by
you with the belief that the injury is
substantially certain to occur;
b. Bodily injury sustained by any member of
the flying crew of any aircraft; or
c. Any claim for bodily injury with respect to
which you are deprived of common law
defenses or are subject to penalty
because of your failure to secure your
obligations
under
the
workers’
compensation law or laws of a state
shown in Paragraph A.
H. Coverage provided under SECTION II of this
endorsement does not apply in New Jersey or
Wisconsin.
SECTION III – ADDITIONAL CONDITION
Unintentional Failure to Disclose Hazards
If you unintentionally fail to disclose all existing
hazards at the inception date of your policy, we will not
deny coverage under this policy because of such
failure.
SECTION IV – COVERAGE TERRITORY
Schedule of Covered States
A. This endorsement applies only in those states
listed in item 3.A. of the Information Page on the
effective date of the applicable state approval.
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Contract No. 2022-029
An interactive On-Call Consultant Payment Request Form is available on
the Maricopa County Department of Transportation website:
http://www.mcdot.maricopa.gov/procurement/forms.aspx
DocuSign Envelope ID: E7F400D3-8314-4B33-B685-10FCD08084A0
Maricopa County Department of Transportation
Title VI Assurances
The Maricopa County Department of Transportation (herein referred to as the “Recipient”), HEREBY
AGREES THAT, as a condition to receiving any Federal financial assistance from the U.S. Department of
Transportation (DOT), through Federal Highway Administration and Arizona Department of Transportation,
is subject to and will comply with the following:
Statutory/Regulatory Authorities
• Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), (prohibits
discrimination on the basis of race, color, national origin);
• 49 C.F.R. Part 21 (entitled Non-discrimination In Federally-Assisted Programs of the Department of
Transportation—Effectuation of Title VI of the Civil Rights Act of 1964);
• 28 C.F.R. section 50.3 (U.S. Department of Justice Guidelines for Enforcement of Title VI of the
Civil Rights Act of 1964);
The preceding statutory and regulatory cites hereinafter are referred to as the “Acts” and “Regulations,”
respectively.
General Assurances
In accordance with the Acts, the Regulations, and other pertinent directives, circulars, policy, memoranda
and/or guidance, the Recipient hereby gives assurances that it will promptly take any measures necessary to
ensure that:
“No person in the United States shall, on the grounds of race, color, or national origin, be excluded
from participation in, be denied the benefits of, or be otherwise subjected to discrimination under any
program or activity,” for which the Recipient receives Federal financial assistance from DOT,
including the Federal Highway Administration.
The Civil Rights Restoration Act of 1987 clarified the original intent of Congress, with respect to Title VI
and other Non-discrimination requirements (The Age Discrimination Act of 1975, and Section 504 of the
Rehabilitation Act of 1973), by restoring the broad, institutional-wide scope and coverage of these non-
discrimination statutes and requirements to include all programs and activities of the Recipient, so long as
any portion of the program is Federally assisted.
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Specific Assurances
More specifically, and without limiting the above general Assurance, the Recipient agrees with and gives the
following Assurances with respect to its Federal Aid Highway Program.
1. The Recipient agrees that each “activity,” “facility,” or “program,” as defined in §§ 21.23 (b) and
21.23 (e) of 49 C.F.R. § 21 will be (with regard to an “activity”) facilitated, or will be (with regard to
a “facility”) operated, or will be (with regard to a “program”) conducted in compliance with all
requirements imposed by, or pursuant to the Acts and the Regulations.
2. The Recipient will insert the following notification in all solicitations for bids, Requests For
Proposals for work, or material subject to the Acts and the Regulations made in connection with all
Federal Aid Highway Program and, in adapted form, in all proposals for negotiated agreements
regardless of funding source:
“The Maricopa County Department of Transportation, in accordance with the provisions of
Title VI of the Civil Rights Act of 1964 (78 Stat. 252.42 U.S.C. §§ 2000d-4) and the
Regulations, hereby notifies all bidders that it will affirmatively ensure that any contract
entered into pursuant to this advertisement, disadvantaged business enterprises will be
afforded full and fair opportunity to submit bids in response to this invitation and will not be
discriminated against on the grounds of race, color, or national origin in consideration for an
award.”
3. The Recipient will insert the clauses of Appendix A and E of this Assurance in every contract or
agreement subject to the Acts and the Regulations.
4. The Recipient will insert the clauses of Appendix B of this Assurance, as a covenant running with
the land, in any deed from the United States effecting or recording a transfer of real property,
structures, use, or improvements thereon or interest therein to a Recipient.
5. That where the Recipient receives Federal financial assistance to construct a facility or part of a
facility, the Assurance will extend to the entire facility and facilities operated in connection
therewith.
6. That where the Recipient receives Federal financial assistance in the form, or for the acquisition of
real property or an interest in real property, the Assurance will extend to rights to space on, over, or
under such property.
7. That the Recipient will include the clauses set forth in Appendix C and Appendix D of this
Assurance, as a covenant running with the land, in any future deeds, leases, licenses, permits, or
similar instruments entered into by the Recipient with other parties:
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a. for the subsequent transfer of real property acquired or improved under the applicable
activity, project, or program; and
b. for the construction or use of, or access to, space on, over, or under real property acquired
or improved under the applicable activity, project or program.
8. That this Assurance obligates the Recipient for the period during which Federal financial assistance is
extended to the program, except where the Federal financial assistance is to provide, or is in the form
of, personal property, or real property, or interest therein, or structures or improvements thereon, in
which case the Assurance obligates the Recipient, or any transference for the longer of the following
periods:
a. the period during which the property is used for a purpose for which the Federal financial
assistance is extended, or for another purpose involving the provision of similar services or
benefits; or
b. the period during which the Recipient retains ownership or possession of the property.
9. The Recipient will provide for such methods of administration for the program as are found by the
Secretary of Transportation or the official whom he/she delegates specific authority to give
reasonable guarantee that it, other recipients, sub-recipients, sub-grantees, contractors,
subcontractors, consultants, transferees, successors in interest, and other participants of Federal
financial assistance under such program will comply with all requirements imposed or pursuant to the
Acts, the Regulations, and this Assurance.
10. The Recipient agrees that the United States has a right to seek judicial enforcement with regard to any
matter arising under the Acts, the Regulations, and this Assurance.
By signing this ASSURANCE, Maricopa County Department of Transportation also agrees to comply (and
require any sub-recipients, sub-grantees, contractors, successors, transferees, and/or assignees to comply)
with all applicable provisions governing Federal Highway Administration or Arizona Department of
Transportation access to records, accounts, documents, information, facilities, and staff. You also recognize
that you must comply with any program or compliance reviews, and/or complaint investigations conducted
by the Federal Highway Administration or Arizona Department of Transportation. You must keep records,
reports, and submit the material for review upon request to Federal Highway Administration, Arizona
Department of Transportation, or its designee in timely, complete, and accurate way. Additionally, you must
comply with all other reporting, data collection, and evaluation requirements, as prescribed by law or
detailed in program guidance.
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Maricopa County Department of Transportation gives this ASSURANCE in consideration of and for
obtaining any Federal grants, loans, contracts, agreements, property, and/or discounts, or other Federal-aid
and Federal financial assistance extended after the date hereof to the recipients by the U.S. Department of
Transportation under the Federal Highway Administration and Arizona Department of Transportation. This
ASSURANCE is binding on Arizona, other recipients, sub-recipients, sub-grantees, contractors,
subcontractors and their subcontractors, transferees, successors in interest, and any other participants in the
Federal Aid Highway Program The person(s) signing below is authorized to sign this ASSURANCE on
behalf of the Recipient.
Maricopa County Department of Transportation
(Name of Recipient)
by _____________________________________________ DATED ________________________
(Signature of Authorized Official)
Attachments
Appendices A, B, C, D, E
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7/9/2021
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APPENDIX A
During the performance of this contract, the contractor, for itself, its assignees and successors in interest
(hereinafter referred to as the “contractor”) agrees as follows:
1. Compliance with Regulations: The contractor (hereinafter includes consultants) will comply with the
Acts and the Regulations relative to Non-discrimination in Federally-assisted programs of the U.S.
Department of Transportation, Federal Highway Administration or the Arizona Department of
Transportation, as they may be amended from time to time, which are herein incorporated by reference
and made a part of this contract.
2. Nondiscrimination: The contractor, with regard to the work performance by it during the contract, will
not discriminate on the grounds of race, color, or national origin in the selection and retention of
subcontractors, including procurements of materials and leases of equipment. The contractor will not
participate directly or indirectly in the discrimination prohibited by the Acts and the Regulations,
including employment practices when the contract covers any activity, project, or program set forth in
Appendix B of 49 CFR Part 21.
3. Solicitations for Subcontractors, Including Procurements of Materials and Equipment: In all
solicitations, either by competitive bidding, or negotiation made by the contractor for work to be
performed under a subcontract, including procurements of materials, or leases of equipment, each
potential subcontractor or supplier will be notified by the contractor of the contractor’s obligations under
this contract and the Acts and Regulations relative to Non-discrimination on the grounds of race, color, or
national origin.
4. Information and Reports: The contractor will provide all information and reports required by the Acts,
the Regulations, and directives issued pursuant thereto and will permit access to its books, records,
accounts, other sources of information, and its facilities as may be determined by the Recipient, the
Federal Highway Administration or Arizona Department of Transportation to be pertinent to ascertain
compliance with such Acts, Regulations, and instructions. Where any information required of a contractor
is in the exclusive possession of another who fails or refuses to furnish the information, the contractor will
so certify to the Recipient, the Federal Highway Administration, or Arizona Department of
Transportation, as appropriate, and will set forth what efforts it has made to obtain the information.
5. Sanctions for Noncompliance: In the event of a contractor's noncompliance with the Non-discrimination
provisions of this contract, the Recipient will impose such contract sanctions as it or the Federal Highway
Administration or Arizona Department of Transportation, may determine to be appropriate, including, but
not limited to:
a. withholding payments to the contractor under the contract until the contractor complies;
and/or
b. cancelling, terminating, or suspending a contract, in whole or in part.
6. Incorporation of Provisions: The contractor will include the provisions of paragraphs one through six in
every subcontract, including procurements of materials and leases of equipment, unless exempt by the
Acts, the Regulations and directives issued pursuant thereto. The contractor will take action with respect
to any subcontract or procurement as the Recipient, the Federal Highway Administration, or Arizona
Department of Transportation may direct as a means of enforcing such provisions including sanctions for
noncompliance. Provided, that if the contractor becomes involved in, or is threatened with litigation by a
subcontractor or supplier because of such direction, the contractor may request the Recipient to enter into
any litigation to protect the interests of the Recipient. In addition, the contractor may request the United
States to enter into the litigation to protect the interests of the United States.
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APPENDIX B: CLAUSES FOR DEEDS TRANSFERRING UNITED
STATES PROPERTY
The following clauses will be included in deeds effecting or recording the transfer of real property,
structures, or improvements thereon, or granting interest therein from the United States pursuant to the
provisions of Assurance 4.
NOW, THEREFORE, the U.S. Department of Transportation as authorized by law and upon the condition that
Maricopa County Department of Transportation will accept title to the lands and maintain the project constructed
thereon in accordance with Title 23, United States Code the Regulations for the Administration of Federal Aid for
Highways, and the policies and procedures prescribed by the Arizona Department of Transportation, Federal
Highway Administration and the U.S. Department of Transportation in accordance and in compliance with all
requirements imposed by Title 49, Code of Federal Regulations, U.S. Department of Transportation, Subtitle A,
Office of the Secretary, Part 21, Non-discrimination in Federally-assisted programs of the U.S. Department of
Transportation pertaining to and effectuating the provisions of Title VI of the Civil Rights Act of 1964 (78 Stat.
252;42 42 U.S.C. § 2000d to 2000d-4), does hereby remise, release, quitclaim and convey unto the Maricopa
County Department of Transportation all the right, title and interest of the U.S. Department of Transportation in
and to said lands described in Exhibit A attached hereto and made a part hereof.
(HABENDUM CLAUSE)
TO HAVE AND TO HOLD said lands and interests therein unto Maricopa County Department of Transportation
and its successors forever, subject, however, to the covenants, conditions, restrictions and reservations herein
contained as follows, which will remain in effect for the period during which the real property or structures are
used for a purpose for which Federal financial assistance is extended or for another purpose involving the
provision of similar services or benefits and will be binding on the Maricopa County Department of
Transportation, its successors and assigns.
The Maricopa County Department of Transportation, in consideration of the conveyance of said lands and
interests in lands, does hereby covenant and agree as a covenant running with the land for itself, its successors
and assigns, that (1) no person will on the grounds of race, color, or national origin, be excluded from
participation in, be denied the benefits of, or be otherwise subjected to discrimination with regard to any facility
located wholly or in part on, over, or under such lands hereby conveyed [.] [and]* (2) that the Maricopa County
Department of Transportation will use the lands and interests in lands and interests in lands so conveyed, in
compliance with all requirements imposed by or pursuant to Title 49, Code of Federal Regulations, U.S.
Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Non-discrimination in Federally-
assisted programs of the U.S. Department of Transportation, Effectuation of Title VI of the Civil Rights Act of
1964, and as said Regulations and Acts may be amended, [and (3) that in the event of breach of any of the above-
mentioned non-discrimination conditions, the Department will have a right to enter or re-enter said lands and
facilities on said land, and that above described land and facilities will thereon revert to and vest in and become
the absolute property of the U.S. Department of Transportation and its assigns as such interest existed prior to this
instruction].*
*Reverter clause and related language to be used only when it is determined that such a clause is necessary in
order to make clear the purpose of Title VI.
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APPENDIX C: CLAUSES FOR TRANSFER OF REAL PROPERTY
ACQUIRED OR IMPROVED UNDER THE ACTIVITY, FACILITY, OR
PROGRAM
The following clauses will be included in deeds, licenses, leases, permits, or similar instruments entered
into by the Maricopa County Department of Transportation pursuant to the provisions of Assurance
7(a):
A. The (grantee, lessee, permittee, etc. as appropriate) for himself/herself, his/her heirs, personal
representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby
covenant and agree [in the case of deeds and leases add “as a covenant running with the land”] that:
1. In the event facilities are constructed, maintained, or otherwise operated on the property
described in this (deed, license, lease, permit, etc.) for a purpose for which a U.S. Department
of Transportation activity, facility, or program is extended or for another purpose involving
the provision of similar services or benefits, the (grantee, licensee, lessee, permittee, etc.) will
maintain and operate such facilities and services in compliance with all requirements imposed
by the Acts and Regulations (as may be amended) such that no person on the grounds of race,
color, or national origin, will be excluded from participation in, denied the benefits of, or be
otherwise subjected to discrimination in the use of said facilities,
B. With respect to licenses, leases, permits, etc., in the event of breach of any of the above
Nondiscrimination covenants, Maricopa County Department of Transportation will have the right to
terminate the (lease, license, permit, etc.) and to enter, re-enter, and repossess said lands and facilities
thereon, and hold the same as if the (lease, license, permit, etc.) had never been made or issued.*
C. With respect to licenses, leases, permits, etc., in the event of breach of any of the above
Nondiscrimination covenants, Maricopa County Department of Transportation will have the right to
enter or re-enter the lands and facilities thereon, and the above described lands and facilities will
there upon revert to and vest in and become the absolute property of the Maricopa County
Department of Transportation and its assigns*.
*Reverter clause and related language to be used only when it is determined that such a clause is necessary to
make clear the purpose of Title VI.
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APPENDIX D: CLAUSES FOR CONSTRUCTION/USE/ACCESS TO
REAL PROPERTY ACQUIRED UNDER THE ACTIVITY, FACILITY OR
PROGRAM
The following clauses will be included in deeds, licenses, permits, or similar instruments/agreements
entered into by Maricopa County Department of Transportation pursuant to the provisions of
Assurance 7(b):
A. The (grantee, licensee, permittee, etc., as appropriate) for himself/herself, his/her heirs, personal
representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby
covenant and agree (in the case of deeds and leases add, “as a covenant running with the land”) that
(1) no person on the ground of race, color, or national origin, will be excluded from participation in,
denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities, (2) that
in the construction of any improvements on, over, or under such land, and the furnishing of services
thereon, no person on the ground of race, color, or national origin, will be excluded from
participation in, denied the benefits of, or otherwise be subjected to discrimination, (3) that the
(grantee, licensee, lessee, permittee etc.) will use the premises in compliance with all other
requirements imposed by or pursuant to the Acts and Regulations, as amended set forth in this
Assurance.
B. With respect to (licenses, leases, permits, etc.), in the event of breach of any of the above
Nondiscrimination covenants, Maricopa County Department of Transportation will have the right to
terminate the (license, permit, etc., as appropriate) and to enter or re-enter or re-enter and repossess
said land and the facilities thereon, and hold the same as if said (license, permit, etc., as appropriate)
had never been made or issued.*
C. With respect to deeds, in the event of breach of any of the above Non-discrimination covenants,
Maricopa County Department of Transportation will there upon revert to and vest in and become the
absolute property of Maricopa County Department of Transportation and its assigns.*
*Reverter clause and related language to be used only when it is determined that such a clause is necessary
in order to make clear the purpose of Title VI.
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APPENDIX E
During the performance of this contract, the contractor, for itself, its assignees, and successors in
interest (hereinafter referred to as the “contractor”) agrees to comply with the following
nondiscrimination statutes and authorities; including but not limited to:
Pertinent Non-Discrimination Authorities:
• Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), (prohibits
discrimination on the basis of race, color, national origin): and 49 CFR Part 21.
• The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. §
4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because
of Federal or Federal-aid programs and projects);
Federal-Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), (prohibits discrimination on the basis of
sex);
• Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as amended, (prohibits
discrimination on the basis of disability); and 49 CFR Part 27;
The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), (prohibits
discrimination on the basis of age);
Airport and Airway Improvement Act of 1982, (49 USC § 471, Section 47123), as amended,
(prohibits discrimination based on race, creed, color, national origin, or sex);
• The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and
applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and
Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms “programs or
activities” to include all of the programs or activities of the Federal-aid recipients, sub-recipients and
contractors, whether such programs or activities are Federally funded
or not);
• Titles II and III of the Americans with Disabilities Act, which prohibit discrimination on the basis of
disability in the operation of public entities, public and private transportation systems, places of
public accommodation, and certain testing entities (42 U.S.C. §§ 12131-12189) as implemented by
Department of Transportation regulations at 49 C.F.R. parts 37 and 38;
• The Federal Aviation Administration’s Non-discrimination statute (49 U.S.C. § 47123) (prohibits
discrimination on the basis of race, color, national origin, and sex);
• Executive Order 12898, which ensures discrimination against minority populations by discouraging
programs, policies, and activities with disproportionately high and adverse human health or
environmental effects on minority and low-income populations;
• Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency,
and resulting agency guidance, national origin discrimination includes discrimination because of
limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable
steps to ensure that LEP persons have meaningful access to your programs (70 Fed. Reg. at 74087 to
74100);
• Title IX of the Education Amendments of 1972, as amended, which prohibits you from
discriminating because of sex in education programs or activities (20 U.S.C. 1687 et seq).
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EXHIBIT A
SCOPE OF WORK
CONTRACT NO. 2022-029
ON CALL TRANSPORTATION PLANNING SERVICES
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MCDOT Transportation Planning
On-Call Services
Example Responsibilities
Introduction
The Maricopa County Department of Transportation (MCDOT) takes a comprehensive approach to
transportation activities. Planning and effective public participation are combined with operations,
maintenance, and engineering to design projects to meet the travelling needs of our residents and
visitors. With most of the County still unincorporated, it is frequently necessary for MCDOT to plan
and often take the lead in development, coordination, and implementation of key aspects of the
County’s transportation system. MCDOT must interface with other agencies and jurisdictions for
potential multi-jurisdictional projects, while communicating with the public concerning these
activities. MCDOT utilizes On-Call Planning Services as an extension of Planning Staff.
Maricopa County projects can range from very rural transportation issues to complex urban solutions
that involve multi-modal opportunities. Almost all projects require inter-departmental coordination
within the County, interfacing with the public and cooperation with other agencies takes place.
Issues are diverse, but to provide a cost effective transportation system for county residents, it is
necessary to develop clear policy direction for staff and partners.
It is anticipated the work completed by on-call consultants will fall into five broad categories: 1)
general transportation planning; 2) process improvement oversight; 3) travel forecast modeling and
analysis; 4) project programming 5) policy development and analysis; and 6) federal-aid highway
program support.
Consultant Responsibilities (General Information and Assignment Criteria)
General: Teams performing general transportation planning services must include a professional
registered engineer (licensed in the State of Arizona).
The Consultant On-Call contract will commence based upon the Notice to Proceed date noted in the
letter of award from MCDOT.
Work/Task Assignment: Each task assigned under the On-Call Planning contract will be issued a
Work Assignment. Each assignment shall begin within one week of receipt of written Notice to
Proceed, or other date agreed upon by the MCDOT Planning Project Manager and Consultant Project
Manager.
Services: The following is an example of services that may be required:
General Transportation Planning
♦ Candidate Assessment Report services
♦ Corridor Feasibility Study services
♦ Corridor Improvement Study services
♦ Multi-modal planning and analysis
♦ Parks Roadway planning services
♦ Miscellaneous planning level transportation studies
♦ ADA field assessments
♦ Data Analysis services
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♦ Benefit/cost analysis
♦ Planning Staff services:
Planning Project Manager services
administrative services
Planning Technician services (development review, research, report
writing, etc.)
♦ Other tasks as needed for planning support
Process Improvement Oversight:
♦ Assist in the development of or update to existing or new function processes
♦ Assist in the development of strategic plan for new programs
Project Programming
♦ Develop Programming Scenarios
♦ Perform Life Cycle Analysis
• Grant Identification and Writing:
Provide support to staff in the identification of potential local, state, and
federal funding opportunities
Provide assistance to Planning Staff in the analysis and writing of Grants.
Provide full grant writing services based upon direction from Planning
Staff
Travel Demand Forecasting
♦ Collect and report traffic counts
♦ Prepare cost analysis and forecasts for transportation needs
♦ Provide computerized travel modeling assistance:
Determine transportation analysis zone configurations,
Determine socio-economic characteristics,
Determine transportation model networks,
Perform sub-area analysis and scenario testing (TRANSCAD, EMME/2 or
Cube Voyager)
♦ Assess transportation model output and develop recommendations.
♦ Other tasks as needed for Travel Demand Forecasting support
Policy Development and Analysis:
♦ Assess and research background, reasoning and need for policy
♦ Research similar policy/procedure/practice applications and implementation
throughout the county, state, and nation and identify relevant benchmarks
♦ Prepare draft policy narratives and identify possible alternatives
♦ Identify implementation strategies to assure the policy supports MCDOT direction
and recommend a policy direction.
♦ Use written summaries, maps, tables, and other forms of illustration to prepare
draft and final report that address the policy
Federal-aid Highway Program Support:
♦ Assist in updating and improving the MCDOT federal-aid highway program and
processes in conformance with state and federal requirements
♦ Assist in development of planning, policy and administrative tools to support the
MCDOT federal-aid highway program and processes
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EXHIBIT B
CONSULTANT’S FEE PROPOSAL
CONTRACT NO. 2022-029
ON CALL TRANSPORTATION PLANNING SERVICES
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Contract No. 2022-029
FEE SCHEDULE
CONTRACT NO. 2022-029
ON CALL TRANSPORTATION PLANNING SERVICES
The following is a format for the fee schedule. Please add more applicable job classifications, direct
expenses, or subconsultant costs as required by the Scope of Work. All subconsultants must submit a
Fee Schedule.
COMPANY NAME: SAM SCHWARTZ CONSULTING, LLC
DATE: 02/25/2022
PROFESSIONAL
DIRECT LABOR HOURLY RATE
Principal
$90.63
Project Manager
$52.88
Planner
$34.54
DIRECT AND OUTSIDE EXPENSES
•
With prior approval from the Maricopa County Department of Transportation, all additional direct and
outside expenses will be reimbursed at cost.
UNIT COST
Photo Copies
Mileage
SUBCONSULTANT – Subconsultants must also submit a Fee Schedule.
List Firm Names of all Subconsultants here.
OVERHEAD 159.65%
PROFIT 10%
•
Overhead and profit can only be paid on the straight time, not the overtime
Sam Schwartz Consulting, LLC
Firm
Signature
Principal
Title
February 25, 2022
Date
DocuSign Envelope ID: E7F400D3-8314-4B33-B685-10FCD08084A0
Contract No. 2022-029
FEE SCHEDULE
CONTRACT NO. 2022-029
ON CALL TRANSPORTATION PLANNING SERVICES
The following is a format for the fee schedule. Please add more applicable job classifications, direct
expenses, or subconsultant costs as required by the Scope of Work. All subconsultants must submit a
Fee Schedule.
COMPANY NAME: WESTLAND RESOURCES, INC.
DATE:
2/25/22
PROFESSIONAL
DIRECT LABOR HOURLY RATE
Project Principal
$76.00
Cultural Principal Investigator
$45.00
Cultural Field Director
$29.20
Cultural Laboratory Director
$36.00
Cultural Crew Chief
$20.00
Cultural Resources Field Technician
$18.00
Senior Environmental Consultant I
$52.00
Environmental Specialist II
$31.00
Environmental Specialist I
$23.00
Biologist III
$30.00
Biologist II
$25.00
GIS Specialist II / Senior Technician
$36.00
Editor
$25.00
Administrator
$27.00
Project Controller
$40.00
DIRECT AND OUTSIDE EXPENSES
•
With prior approval from the Maricopa County Department of Transportation, all additional direct and
outside expenses will be reimbursed at cost.
UNIT COST
Photo Copies
Actual Cost
Mileage
$0.56
SUBCONSULTANT – Subconsultants must also submit a Fee Schedule.
List Firm Names of all Subconsultants here.
OVERHEAD
165%
PROFIT 10%
•
Overhead and profit can only be paid on the straight time, not the overtime
Firm WestLand Resources, Inc.
Signature
CFO
Title
2/25/22
Date
DocuSign Envelope ID: E7F400D3-8314-4B33-B685-10FCD08084A0
Contract No. 2022-029
FEE SCHEDULE
CONTRACT NO. 2022-029
ON CALL TRANSPORTATION PLANNING SERVICES
The following is a format for the fee schedule. Please add more applicable job classifications, direct
expenses, or subconsultant costs as required by the Scope of Work. All subconsultants must submit a
Fee Schedule.
COMPANY NAME: FIELD DATA SERVICES OF ARIZONA
DATE:
02/25/2022
PROFESSIONAL
DIRECT LABOR HOURLY RATE
Principal
$37.50
Project Manager
$28.75
Project Engineer
N/A
Technician
$21.44
Secretary/Clerical
$28.43
DIRECT AND OUTSIDE EXPENSES
•
With prior approval from the Maricopa County Department of Transportation, all additional direct and
outside expenses will be reimbursed at cost.
UNIT COST
Photo Copies
N/A
Mileage
58.5cents per mile
SUBCONSULTANT – Subconsultants must also submit a Fee Schedule.
List Firm Names of all Subconsultants here.
OVERHEAD 33.49%
PROFIT 10%
•
Overhead and profit can only be paid on the straight time, not the overtime
Field Data Services of Arizona
Firm
Signature
Secretary
Title
02/25/2022
Date
Field Data Services of Arizona
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