220006-CONTRACT SIGNED AND RATES AND COI.PDF
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TERM ENGINEERING SERVICES CONTRACT
SERIAL NO. 20006-ROQ
Term Civil Engineering and Land Surveying Services
Page 1
Huitt Zollars
ENGINEERING SERVICES CONTRACT (TERM)
MARICOPA COUNTY, ARIZONA
Term Civil Engineering and Land Surveying Services
FOR PROFESSIONAL SERVICES
Office of Procurement Services
Serial # 20006-ROQ
Contract # 20006-ROQ
C-73-________________
Facilities Management Department
MARICOPA COUNTY, ARIZONA
3 YEAR TERM
ENGINEERING SERVICES CONTRACT
TERM ENGINEERING SERVICES CONTRACT
SERIAL NO. 20006-ROQ
Term Civil Engineering and Land Surveying Services
Page 2
Table of Contents
RECITALS
4
SECTION I - ENGINEER'S BASIC SERVICES
4
SECTION II - PERIOD OF SERVICE
5
SECTION III - REIMBURSABLE EXPENSES
6
SECTION IV - COUNTY RESPONSIBILITIES
7
SECTION V - COMPENSATION AND PAYMENTS
7
SECTION VI - PROJECT CONSTRUCTION BUDGET AND COST ESTIMATES
8
SECTION VII - ENGINEER'S ACCOUNTING RECORDS
9
SECTION VIII - TERMINATION OF AGREEMENT
9
SECTION IX - OWNERSHIP OF DOCUMENTS
9
SECTION X - GENERAL CONSIDERATIONS
9
SECTION XI – INDEMNIFICATION AND INSURANCE
10
SECTION XII - SUCCESSORS AND ASSIGNS
12
SECTION XIII - NO KICK-BACK
13
SECTION XIV - NONDISCRIMINATION, EQUAL EMPLOYMENT OPPORTUNITY, &
AMERICANS WITH DISABILITIES; SMALL BUSINESS ENTERPRISE POLICY
13
SECTION XV - INDEPENDENT CONTRACTOR
13
SECTION XVI - CONFLICTS
14
SECTION XVII - CONTINGENCY FEE
14
SECTION XVIII - MATERIALITY AND WAIVER OF BREACH
14
SECTION XIX - COMPLIANCE WITH LAWS
14
SECTION XX - SEVERANCE
15
SECTION XXI - JOINT PREPARATION
15
SECTION XXII - PRIORITY OF PROVISIONS
15
SECTION XXIII - APPLICABLE LAW AND VENUE
15
SECTION XXIV - AMENDMENTS
15
SECTION XXV - PRIOR AGREEMENTS
15
SECITON XXVI - DRUG-FREE WORKPLACE
16
SECTION XXVII - INCORPORATION BY REFERENCE
16
SECTION XXVIII - LEGAL WORKER REQUIREMENTS
16
SECTION XXIX – ATTACHMENTS
16
SECTION XXX - NOTICES
16
SECTION XXXI - CLAIMS AND DISPUTE RESOLUTION
17
SECTION XXXII - CONTRACT EXECUTION
18
SECTION XXXIII- UNIFORM ADMINISTRATIVE REQUIREMENTS:
18
TERM ENGINEERING SERVICES CONTRACT
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Term Civil Engineering and Land Surveying Services
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EXHIBIT A - PROJECT SERVICES
20
I - GENERAL
20
II - PRE-DESIGN SERVICES PHASE
20
III - SCHEMATIC DESIGN PHASE
20
IV - DESIGN DEVELOPMENT PHASE
21
V - CONSTRUCTION DOCUMENTS PHASE
21
VI - QUALITY ASSURANCE/QUALITY CONTROL
22
VII - BIDDING PHASE
23
VIII - CONSTRUCTION PHASE
23
IX - ENGINEERS REQUIRED ADDITIONAL SERVICES
25
X - OPERATION AND MAINTENANCE MANUAL(s)
26
EXHIBIT B – HOURLY RATES
28
EXHIBIT C - MARICOPA COUNTY SMALL BUSINESS ENTERPRISE PROGRAM
PARTICIPATION REPORTING FORM
29
EXHIBIT D - LEGAL WORKER CERTIFICATION
30
EXHIBIT E
31
ALTERNATIVE DISPUTE RESOLUTION
31
TERM ENGINEERING SERVICES CONTRACT
SERIAL NO. 20006-ROQ
Term Civil Engineering and Land Surveying Services
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PROFESSIONAL SERVICES AGREEMENT
AGREEMENT BETWEEN MARICOPA COUNTY, ARIZONA, AND Huitt Zollars, Inc.
FOR PROFESSIONAL ENGINEERING SERVICES
THIS AGREEMENT is made and entered into by and between MARICOPA COUNTY, ARIZONA hereinafter
called the "COUNTY" or “OWNER” and Huitt Zollars, Inc.; hereinafter called the "ENGINEER.”
RECITALS
A. Pursuant to Arizona Revised Statutes § 11-251(8) and § 34-102, the Board of Supervisors has the authority
to enter into contracts for the construction of such buildings and structures are necessary, and for alterations
thereto, and for the employment of ENGINEERS as warranted by the type of construction.
B. The COUNTY proposes to engage the service of an engineering firm to perform certain engineering and
engineering services for the COUNTY on an “on-call” or "as needed" basis. This Agreement is intended to
cover performance by the ENGINEER under individual Task Orders. The terms of this Agreement and a
Task Order govern the ENGINEER’s work unless the ENGINEER and the COUNTY agree otherwise n
writing.
C. The COUNTY may require drawings, plans, specifications, cost estimates, construction administration, and
other engineering services, and the ENGINEER is willing to prepare such drawings, plans, specifications,
cost estimates, provide construction administration, and perform other engineering services under this
Agreement as may be required by the COUNTY.
D. The COUNTY desires to contract with the ENGINEER for the preparation of such drawings, plans,
specifications, cost estimates, construction administration, and other engineering services on such terms and
conditions as hereinafter follows:
E. NOW THEREFORE, on consideration of the premises and the mutual promises herein contained, the
COUNTY and the ENGINEER agree as follows:
SECTION I - ENGINEER'S BASIC SERVICES
A. GENERAL
1. The ENGINEER shall prepare drawings, plans, and specifications and cost estimates according to the
direction and designated standards of the COUNTY. Also, in consideration of the fee hereinafter stated,
the ENGINEER agrees to perform contract administration, inspection services and other engineering
services on the PROJECT as described in this Section. It is understood and agreed that the County’s
authorized Administration for the PROJECT shall be the Director of Facilities Management
Department, or designee.
2. The ENGINEER shall review the requirements of the PROJECT as outlined by the COUNTY. Prior to
performance of any services under this Agreement, the ENGINEER and his consultants shall meet with
the authorized COUNTY personnel to review the scope and nature of the work to be performed.
3. The ENGINEER shall be responsible for providing written minutes of all PROJECT meetings that occur
during the course of this work under this Agreement, which are attended by the ENGINEER or his
representative and by the representatives of the COUNTY. A copy of these minutes shall be sent to, and
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received by, the COUNTY no later than three (3) working days after the meeting date. The ENGINEER
will be responsible for final publishing and distributing of meeting minutes as directed by the COUNTY.
4. The ENGINEER will meet with the COUNTY and representatives of appropriate jurisdictional agencies
to review the requirements of the project and the solutions proposed by the ENGINEER at times
appropriate to the PROJECT. At no time shall the ENGINEER meet with jurisdictional agencies without
prior consent or attendance of COUNTY representatives.
5. The ENGINEER shall be responsible for and provide all special inspections required for the project.
6. The ENGINEER may be required to coordinate with the COUNTY and its designated workstation
supplier for the design and provisions for installation of open office workstations. This work may
include but is not limited to: layout of workstations per COUNTY standards, providing backgrounds on
AutoCAD to the supplier for shop drawing purposes, coordination with the electrical systems of the
building, and provision in the specifications for installation of COUNTY supplied workstations by the
Contractor.
7. As a part of basic services, the ENGINEER will produce record drawings from the marked-up plans
prepared by the Contractor. Record drawings shall be submitted on CD discs as required by the
COUNTY containing the complete drawings in a pdf electronic format that is 100% compatible with
AutoCAD, references bound.
8. Typical project services are listed in attached Exhibit A. The compensation method shall be determined
on a project by project basis, utilizing Exhibit B (“Hourly Rates”) for reference only.
SECTION II - PERIOD OF SERVICE
A. The initial contract shall be in effect for no longer than Three (3) calendar years from the date of approval
by the Maricopa County Board of Supervisors. If work is underway under the terms of this contract at the
time of the expiration date, the contract expiration date shall be extended to the date for completion of
services underway. Furthermore, by mutual written agreement between the County and ENGINEER, this
contract may be extended for a period of Two (2), One (1) year period(s). The total term of this contract,
including all extension periods, shall not exceed five (5) years.
B. Based upon the mutually agreed scope of work for a project, the ENGINEER shall submit to the COUNTY
an anticipated schedule for completion of each phase of the project. The ENGINEER will be required to
complete total design phase basic and additional services as required within the total allotment of time.
C. The time required by the COUNTY, or its designee or regulatory agencies, for reviews or approvals shall be
included in the allotted calendar days for Design phase and shall be considered to be included in each project
schedule. ENGINEER revisions, additions and corrections required by the COUNTY through its review of
each phase's first document submittal, shall be required as part of the work of each subsequent phase if
applicable. A time extension will not be granted during such phase for these document modifications.
Construction document revisions as required by regulatory agencies and the COUNTY shall be
accomplished by the ENGINEER within the stated period for that phase.
D. The ENGINEER shall provide construction administration services from the date of construction contract
award through the PROJECT construction period and final written acceptance of the PROJECT by the
COUNTY regardless of the project delivery method selected. For purposes of this contract, the PROJECT
shall be completed when the building(s) and related warranty work is accepted in writing by the COUNTY.
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E. The ENGINEER may be required to provide reviews and reports during the one-year post construction
warranty period. The one-year period shall be in addition to the total design and construction periods of
service.
SECTION III - REIMBURSABLE EXPENSES
A. Reimbursable expenses are additional compensation for Basic and Additional Services that include actual
expenditures made by the ENGINEER, his employees, or his professional consultants in the interest of the
Project and have the specific prior written approval of the COUNTY. The ENGINEER hereby agrees that
no reimbursable expense shall be incurred, nor requested for payment, without the ENGINEER having
obtained prior written approval of the COUNTY. The COUNTY is under no obligation to pay the
ENGINEER for such expenses without evidence of the COUNTY’S written consent prior to the ENGINEER
incurring such expenses. Reimbursable expenses may be approved for:
1. Printing costs by a non-COUNTY contracted printing service vendor according to Subsection C below,
if requested by the COUNTY for additional plan review sets or for bidding purposes.
2. Permit fees if levied by an authorized regulatory agency and paid directly by the ENGINEER with the
COUNTY’S permission.
3. Approved travel expenses where travel is required as part of the project scope shall be billed by
ENGINEER only for those travel expenses that are in compliance with the Federal Travel Regulation,
CFR Chapter 300-304, as applicable. All out of state travel expenses must be pre-approved by the
County in writing.
B. Costs associated with normal office supplies and equipment expenses shall not be considered as Additional
Reimbursable Expenses paid by the COUNTY as these costs shall be considered as normal overhead and
operating costs which are factored into the ENGINEER’s fee. Normal overhead and operating costs shall
include but are not limited to:
1. Paper, pens, pencils, copier supplies, and computer media.
2. Drafting supplies tools & equipment.
3. Telephone and facsimile equipment, rental & toll charges.
4. Office rental, utility, and other overhead expenses.
5. Plan and specification reproduction costs for CONSULTING review purposes.
6. Postage and delivery costs.
7. Use or rental of computer equipment or related supplies.
8. Overtime work necessary to meet deadlines stipulated within the COUNTY’s Notice to Proceed.
C. Unless specifically authorized in writing in advance as part of the approve scope of work, the COUNTY will
not pay for any of the following expenses of the ENGINEER:
1. Vehicle mileage to any COUNTY-owned facility located within the State of Arizona.
2. Vehicle mileage for the ENGINEER or its sub-consultants to attend project related meetings located
within the State of Arizona.
3. Meal costs for employees of ENGINEER or its sub-consultants whether or not employees of the
COUNTY are in attendance for meetings or other gatherings related to project work for the COUNTY,
except where authorized in writing in advance for out-of-state consultants/sub-consultants traveling to
Arizona or out of state travel related to the assignment.
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D. Unless specifically authorized in writing, the ENGINEER shall use the COUNTY contracted printing vendor
for all reproduction work if copies are required by the COUNTY in addition to the review document sets
required elsewhere in this Agreement.
E. The ENGINEER shall accompany each payment request for Reimbursable Expenses with a copy of the
original vendor invoice for any and all Reimbursable Expense costs. The COUNTY reserves the right to
reject any and all requests for payment of Reimbursable Expenses costs where no invoice or receipt is
attached.
F. The ENGINEER shall only be paid the actual amount charged to the ENGINEER by the original vendor for
Reimbursable Expenses.
G. Refer to Exhibit “B” for hourly billing rates for ENGINEER staff and sub-consultants.
SECTION IV - COUNTY RESPONSIBILITIES
A. The COUNTY shall provide the following:
1. Review of documents submitted by the ENGINEER.
2. Sufficient copies, electronic access or electronic files of all COUNTY forms required to be completed
by the ENGINEER as described in this Agreement.
3. Response to the ENGINEER's written request for decisions within a reasonable amount of time, such
time being appropriate to the request.
4. The necessary staff for consultation with the ENGINEER during program review, schematic, design
development and construction document phases in order to identify problems, needs and other functional
aspects of the PROJECT.
5. Staff for consultation with the ENGINEER and Contractor during the course of construction.
6. Periodic updates on the progress of reviews and requests for information, progress of submittals and
deliveries of equipment and furniture to be supplied by the COUNTY.
7. All required fees for securing approvals from governmental and other agencies having lawful
jurisdiction over the design of the PROJECT. The COUNTY will pay such fees directly to said
jurisdictional authorities.
B. THE CONSTRUCTION BUDGET. The COUNTY shall monitor both ENGINEER and Contractor
performance during the period of performance of the ENGINEER’s services under this Agreement. The
COUNTY's monitoring of the ENGINEER'S and Contractor's performance shall be solely for the
information of the COUNTY and shall not be construed to abridge, limit, supplement, or modify the
ENGINEER'S duties and responsibilities to provide the usual and customary basic engineering services,
including, but not limited to, the services and duties specifically described in this Agreement.
SECTION V - COMPENSATION AND PAYMENTS
A. The ENGINEER shall be compensated for contracted services that have been authorized in writing by the
COUNTY. The ENGINEER shall be compensated on an hourly fees basis in accordance with those items
listed in Exhibit B – Hourly Rates.
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B. All engineering service requests for payment shall be submitted to the COUNTY for review in electronic
format and approval and must be accompanied by a detailed invoice as required by the COUNTY. A detailed
invoice shall include copies of all related invoices and substantiating receipts; a completed SBE reporting
form; and/or other documentation for any charges incurred. Where pre-authorization is required by the
County, a copy of the written pre-authorization of the County will be included with the invoice where those
charges are submitted.
1. Invoices shall be submitted to: FMD-AccountsPayable@mail.maricopa.gov with all required
supporting documentation. Invoices should not be hand-delivered, mailed or otherwise transmitted.
C. The ENGINEER's fee for contract administration services shall be due and payable monthly during the
progress of the construction work, and shall be contingent upon receipt of ENGINEER's field reports.
D. The ENGINEER shall be limited to a maximum total fee of Two Million Dollars and no cents
($2,000,000.00) for all work on all projects assigned under this Agreement during the term of this contract.
This shall include fees for both basic, additional services, and reimbursable expenses for all projects assigned
to the ENGINEER during the term of the contract.
E. Payment for additional services as authorized by the COUNTY shall be made upon completion of the
additional services and upon receipt of a detailed invoice and request for payment.
F. If the PROJECT is abandoned or suspended in whole or in part, for a period of more than 180 days through
no fault of the ENGINEER, the ENGINEER is to be paid for the services actually performed in accordance
with ARS Section 34-104.F, but not for any services not actually performed.
G. No deductions shall be made from the ENGINEER's compensation on account of retainage withheld from
payments to Contractors.
SECTION VI - PROJECT CONSTRUCTION BUDGET AND COST ESTIMATES
A. Until such time as construction bids have been received for the PROJECT, the ENGINEER shall treat the
PROJECT Construction Budget and all estimates of construction cost as confidential information. Under
no circumstances shall the ENGINEER cause the publication of the PROJECT Construction Budget or
construction cost estimates or reveal same to anyone other than authorized COUNTY personnel.
B. To help ensure that the PROJECT is under budget, the ENGINEER shall include, as part of the bid package,
additive alternates which represent up to 10 percent of the PROJECT construction budget and do not
materially affect the basic function, operation, or design intent of the facility. The ENGINEER will identify
and make recommendations on the various alternates, but acceptance of any or all of the alternates will be
the sole responsibility of the COUNTY.
C. The successful construction bid as herein referenced, means the bid amount submitted by the Contractor
actually awarded the PROJECT by the Board of Supervisors and shall include the cost for all work designed
or specified by the ENGINEER.
D. Over-Budget Bids. In the event a PROJECT is bid and the lowest responsible bid is higher than the
COUNTY construction budget amount for the specific project, the COUNTY may reject all bids or
appropriate such additional moneys as are necessary to award the bid. In the event the COUNTY elects to
reject all bids, the COUNTY may direct the ENGINEER to revise the drawings, plans, and specifications at
no additional expense to the COUNTY in order to obtain a bid for construction not exceeding the
construction budget amount.
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SECTION VII - ENGINEER'S ACCOUNTING RECORDS
A. Records of the ENGINEER's direct personnel payroll, and reimbursable expense pertaining to the PROJECT
and accounts between the COUNTY and ENGINEER shall be kept on a generally recognized accounting
basis for a period of no less than nine years after final completion of the PROJECT and shall be available to
the COUNTY (on reasonable notice) for examination during normal business hours.
SECTION VIII - TERMINATION OF AGREEMENT
A. The COUNTY and the ENGINEER hereby agree to the full performance of the covenants herein, except
that the COUNTY reserves the right, at its discretion, to terminate or abandon the service provided for in
this Agreement, or abandon any portion of the ENGINEER's services or portion of the PROJECT for which
services have been performed by the ENGINEER.
B. In the event the COUNTY shall abandon the services, or any part of the services, as herein provided, the
COUNTY shall notify the ENGINEER in writing, and immediately after receiving such notice, the
ENGINEER shall discontinue advancing the work under this Agreement. Notification shall be made in
writing to the ENGINEER's principal place of business.
C. Upon such termination or abandonment, the ENGINEER shall appraise the work completed and submit his
appraisal to the COUNTY for evaluation. The COUNTY shall have the right to inspect the ENGINEER’s
work to appraise the work completed.
D. Except when terminated for delinquency, insolvency, or non-compliance with the terms of this Agreement,
the ENGINEER shall receive as compensation for services performed to the date of such termination, a fee
for the percentage of the ENGINEER's services as provided in this Agreement under Section V, and that fee
shall be in the amount to be agreed mutually by the ENGINEER and the COUNTY. If there is no mutual
agreement, the COUNTY will use the same method used for "Additional Services" as a guide in the final
determination. In no event, however, shall the fee exceed that set forth in Section VI of this document. The
ENGINEER will not be paid for any services not actually performed.
SECTION IX - OWNERSHIP OF DOCUMENTS
A. The ENGINEER may retain ownership of original drawings, plans, specifications, and related documents;
however, the COUNTY shall have ownership of the reproducible, specifications and other contract
documents as referred to in Section I, paragraph 3, and Section I, paragraph 6, which are to be delivered to
the COUNTY before the final payment is made to the ENGINEER. The COUNTY will not reuse, alter or
modify these reproducibles for other construction projects without first soliciting consultation from the
ENGINEER. In the event such documents are used without further consultation from the ENGINEER, the
COUNTY agrees to hold the ENGINEER harmless from any claim arising from the reuse of these documents
for subsequent construction work.
SECTION X - GENERAL CONSIDERATIONS
A. The use of words "he,” "himself,” "his,” or other terms of masculine gender are intended to apply to both
genders, whether male or female.
B. All services provided by the ENGINEER under this Agreement shall be performed by employees, agents or
Consultants of the ENGINEER who are experienced and skilled in their profession and shall be performed
in accordance with the standards of care and workmanship in their profession. The ENGINEER's findings,
recommendations and professional advice shall be based on practices and procedures customarily applied in
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his profession. The ENGINEER shall be solely responsible for the completeness and accuracy of his
drawings, plans, specifications, supporting data and documents prepared or complied by either his staff or
his Consultants in fulfillment of this Agreement.
C. The ENGINEER shall make no agreements with his Consultants which abridge, modify or conflict with the
requirements of this Agreement.
D. The ENGINEER shall require each Consultant, by an appropriate written agreement, of the extent of the
services to be performed by the Consultant on the PROJECT, to be bound to the ENGINEER by the terms
of this Agreement, and to assume toward the ENGINEER all the obligations and responsibilities which the
ENGINEER, by this Agreement, assumes with the COUNTY. Said agreement shall preserve and protect
the rights of the COUNTY under this Agreement with respect to the services to be performed by the
Consultant so that the Consulting Services thereof will not prejudice such rights and shall allow to the
Consultant, unless specifically proved otherwise in the ENGINEER-CONSULTANT agreement, the
benefits of all rights, remedies and redress against the ENGINEER, that this ENGINEER, by this Agreement,
has against the COUNTY. Where appropriate, the ENGINEER shall require each Consultant to enter into
similar agreements with his sub-consultants. The ENGINEER shall make available to each proposed
Consultant prior to the execution of the ENGINEER-CONSULTANT written agreements, copies of this
Agreement to which the Consultant will be bound by this paragraph, and identify to the Consultant any terms
and conditions of the proposed ENGINEER-CONSULTANT written agreement which may be at variance
with this Agreement. Each Consultant shall similarly make copies of this Agreement available to his sub-
consultants.
E. During the course of PROJECT construction, should any defects be revealed which would adversely affect
the appearance or function of the PROJECT and which are the result of errors, omissions, or inconsistencies
in the drawings and specifications prepared by the ENGINEER, the ENGINEER shall, at his expense,
modify these drawings and specifications to resolve the defective conditions to the satisfaction of the
COUNTY without additional compensation.
SECTION XI – INDEMNIFICATION AND INSURANCE
A. INDEMNIFICATION - To the fullest extent permitted by law, ENGINEER 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, but not limited to, attorney fees, court costs,
expert witness fees, and the cost of appellate proceedings, relating to, arising out of, or alleged to have
resulted from the negligent, reckless, or intentionally wrongful acts, errors, omissions or mistakes of the
ENGINEER, his agents, representatives, employees, or consultants related to the performance of the
Contract. ENGINEER’s duty to defend, indemnify and hold harmless COUNTY, its agents, representatives,
officers, directors, officials, and employees shall arise in connection with any claim, damage, loss or expense
that is attributable to bodily injury, sickness, disease, death, or injury to, impairment, or destruction of
property, including loss of use resulting therefrom, caused by the referenced acts, errors, omissions or
mistakes in the performance of this Contract including those made by any person for whose acts, errors,
omissions or mistakes ENGINEER may be legally liable.
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.
B. INSURANCE REQUIREMENTS - ENGINEER, at ENGINEER'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.
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1. 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.
2. ENGINEER’s insurance shall be primary insurance as respects COUNTY, and any insurance or self-
insurance maintained by COUNTY shall not contribute to it.
3. 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.
4. 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. ENGINEER shall be solely responsible for the deductible and/or self-
insured retention and COUNTY, at its option, may require ENGINEER to secure payment of such
deductibles or self-insured retentions by a surety bond or an irrevocable and unconditional letter of
credit.
5. 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 ENGINEER of any deficiencies in
such policies and endorsements, and such receipt shall not relieve ENGINEER from, or be deemed a
waiver of COUNTY’S right to insist on strict fulfillment of ENGINEER’s obligations under this
Contract.
6. 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.
7. 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 ENGINEER’S
work or service.
C. ENGINEER is required to procure and maintain the following coverages:
1. Commercial General Liability. Commercial General Liability insurance and, when necessary,
Commercial Umbrella insurance with a limit of not less than $2,000,000 for each occurrence, $2,000,000
Personal/Advertising Injury, $4,000,000 Products/Completed Operations Aggregate, and $4,000,000
General Aggregate Limit. The policy shall include coverage for bodily injury, broad form property
damage, and blanket contractual coverage, and shall not contain any provision that 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 necessary,
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 ENGINEER’s owned, hired, and
non-owned vehicles assigned to or used in performance of the ENGINEER’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 the ENGINEER’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.
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ENGINEER 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 ENGINEER pursuant to
this Agreement.
4. Errors and Omissions (Professional Liability) Insurance. Errors and Omissions (Professional
Liability) insurance and, if necessary, Commercial Umbrella insurance, which will insure and provide
coverage for errors or omissions or professional liability of the ENGINEER, with limits of no less than
$2,000,000 for each claim.
D. COVERAGES
Commercial General Liability
$2,000,000 Each Occurrence
$2,000,000 Personal & Advertising Injury
$4,000,000 General Aggregate
$4,000,000 Products/Completed Operations
Automotive Liability
$2,000,000 Each Occurrence
Workers’ Compensation
$1,000,000 Each Accident
$1,000,000 Disease for Each Employee
$1,000,000 Disease Policy Limit
Errors and Omissions
$2,000,000 Each Claim
E. CERTIFICATES OF INSURANCE - Prior to commencing work or services under this Contract,
ENGINEER 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
ENGINEER’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.
1. 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 ENGINEER’S work or services
and as evidenced by annual Certificates of Insurance.
2. 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.
F. 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 XII - SUCCESSORS AND ASSIGNS
A. The COUNTY and the ENGINEER each binds himself, his partners, successors, assigns, and legal
representatives to the other party to this Agreement and to the partners, successors, assigns, and covenants
of this Agreement. Neither the COUNTY nor the ENGINEER shall assign, sublet, or transfer his interest in
this Agreement without the written consent of the other. In no event shall any contractual relation be created
by this Agreement between any third party and the COUNTY. In the event ENGINEER changes the name
of the firm to which this contract has been awarded, it is incumbent upon ENGINEER to request COUNTY
through the Procurement Officer to prepare the appropriate agreement to reflect the ENGINEER’s name
change. In the event ENGINEER chooses not to change its name for work accomplished through this
awarded contract, ENGINEER will issue all payments on the letterhead of the firm contracted with the
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COUNTY under this contract. Failure to comply may result in the invoices of ENGINEER being refused,
which will result in a delay of payment to ENGINEER at no additional cost to COUNTY.
SECTION XIII - NO KICK-BACK
A. The ENGINEER warrants that no person has been employed or retained to solicit or secure this Agreement
upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee, and that no
member of the Board of Supervisors, or any employee of Maricopa County has any interest, financial or
otherwise with the ENGINEER and his firm.
B. For breach or violation of this warrant, Maricopa County shall have the right to annul this Agreement without
liability, or at its discretion to deduct from the Agreement prior to consideration, the full amount of such
commission, percentage, brokerage, and contingent fee.
1. This Agreement and its Notice to Proceed and any addendums thereto shall be subject to ARS Section
38-511.
SECTION XIV - NONDISCRIMINATION, EQUAL EMPLOYMENT OPPORTUNITY, &
AMERICANS WITH DISABILITIES; SMALL BUSINESS ENTERPRISE POLICY
A. This Contract is made in accordance with and subject to the provision of all applicable laws, statutes,
ordinances, rules, regulations, executive orders and codes. To the extent required by applicable law, each
party hereto shall comply and require its Subcontractors and suppliers to comply with all then applicable
federal, state of Arizona and local nondiscrimination laws, rules, regulations, ordinances and executive
orders, including, without limitation, the Civil Rights Act of 1964, the Age Discrimination in Employment
Act and the Americans with Disabilities Act, as they may be amended, modified, codified, supplemented or
repealed from time to time.
B. It is Maricopa County’s policy to provide Small Business Enterprises (SBE) with the opportunity to
participate in the County’s solicitation process and to be considered to fulfill the requirements for various
commodities and services. This contract has no requirement for utilization of SBEs, however it does require
that utilization of SBE firms by ENGINEER be reported for tracking by the County. A full description of
the County’s SBE program and the contractual requirements are attached hereto and incorporated herein by
reference in Exhibit C.
C. CONTRACTOR agrees to comply with all provisions and requirements of Arizona Executive Order 2009-
09 including flow down of all provisions and requirements to any subcontractors. Executive Order 2009-09
supersedes Executive order 99-4 and amends Executive order 75-5 and may be viewed and downloaded at
the Governor of the State of Arizona’s website http://www.azgovernor.gov/dms/upload/EO_2009_09.pdf
which is hereby incorporated into this contract as if set forth in full herein. During the performance of this
contract, CONTRACTOR shall not discriminate against any employee, client or any or any other individual
in any way because of that person’s age, race, creed, color, religion, sex, disability or national origin.
SECTION XV - INDEPENDENT CONTRACTOR
A. ENGINEER is an independent ENGINEER under this Agreement. Services provided by ENGINEER
pursuant to this Agreement shall be subject to the supervision of ENGINEER. In providing such services,
neither ENGINEER nor its agents shall act as officers, employees, or agents of the COUNTY. This
Agreement shall not constitute or make the parties a partnership or joint venture. The COUNTY is not
responsible for any debt, default, act or omission of the ENGINEER.
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SECTION XVI - CONFLICTS
A. Neither ENGINEER nor its employees shall have or hold any continuing or frequently recurring employment
or contractual relationship that is substantially antagonistic or incompatible with ENGINEER’s loyal and
conscientious exercise of judgment related to its performance under this Agreement.
B. ENGINEER agrees that none of its officers or employees shall, during the term of this Agreement, serve as
an expert witness against COUNTY in any legal or administrative proceeding in which he or she is not a
party, unless compelled by court process. Further, ENGINEER agrees that such persons shall not give sworn
testimony or issue a report or writing, as an expression of his or her expert opinion, which is adverse or
prejudicial to the interests of COUNTY in connection with any such pending or threatened legal or
administrative proceeding. The limitations of this section shall not preclude ENGINEER or any other
persons from representing themselves in any action or in any administrative or legal proceeding.
C. In the event ENGINEER is permitted to utilize sub-consultants to perform any services required by this
Agreement, ENGINEER agrees to prohibit such sub-consultants, by written contract, from having any
conflicts within the meaning of this section.
SECTION XVII - CONTINGENCY FEE
A. ENGINEER warrants that it has not employed or retained any company or person, other than a bona fide
employee working solely for ENGINEER, to solicit or secure this Agreement and that it has not paid or
agreed to pay any person, company, corporation, individual or firm, other than a bona fide employee working
solely for ENGINEER, any fee, commission, percentage, gift, or other consideration contingent upon or
resulting from the award or making of this Agreement. For a breach or violation of this provision,
COUNTY shall have the right to terminate this Agreement without liability at its discretion, or to deduct
from the Agreement price or otherwise recover the full amount of such fee, commission, percentage, gift or
consideration.
SECTION XVIII - MATERIALITY AND WAIVER OF BREACH
A. COUNTY and ENGINEER agree that each requirement, duty, and obligation set forth herein is substantial
and important to the formation of this Agreement and, therefore, is a material term hereof.
B. COUNTY’S failure to enforce any provision of this Agreement shall not be deemed a waiver of such
provision or modification of this Agreement. A waiver of any breach of a provision of this Agreement shall
not be deem a waiver of any subsequent breach and shall not be construed to be a modification of the terms
of this Agreement.
SECTION XIX - COMPLIANCE WITH LAWS
A. ENGINEER shall comply with all federal state, and local laws, codes, ordinances, rules, and regulations in
performing its duties, responsibilities, and obligations pursuant to this Agreement.
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SECTION XX - SEVERANCE
A. In the event a portion of this Agreement is found by a court of competent jurisdiction to be invalid, the
remaining provisions shall continue to be effective unless COUNTY or ENGINEER elects to terminate this
Agreement. An election to terminate this Agreement based upon this provision shall be made within seven
(7) days after the finding by the court becomes final.
SECTION XXI - JOINT PREPARATION
A. The parties acknowledge that they have sought and received whatever competent advice and counsel as was
necessary for them to form a full and complete understanding of all rights and obligations herein and that
the preparation of this Agreement has been their joint effort. The language agreed to expresses their mutual
intent and the resulting document shall not, solely as a matter of judicial construction, be construed more
severely against one of the parties than the other.
SECTION XXII - PRIORITY OF PROVISIONS
A. If there is a conflict or inconsistency between any term, statement, requirement, or provision of any exhibit
attached hereto, any document or events referred to herein, or any document incorporated into this
Agreement by reference and a term, statement, requirement, or provision of this Agreement, the term,
statement, requirement, or provision contained in this Agreement shall prevail and be given effect.
SECTION XXIII - APPLICABLE LAW AND VENUE
A. This Agreement shall be interpreted and construed in accordance with and governed by the laws of the State
of Arizona. Venue for litigation or any proceedings concerning this Agreement shall be in Maricopa County,
Arizona.
SECTION XXIV - AMENDMENTS
A. No modification, amendment, or alteration in the terms or conditions contained herein shall be effective
unless contained in a written document prepared with the same or similar formality as this Agreement and
executed by the COUNTY and ENGINEER.
B. All amendments to this Contract shall be in writing and approved/signed by both parties. Maricopa County
Office of Procurement Services shall be responsible for approving all amendments for Maricopa County
SECTION XXV - PRIOR AGREEMENTS
A. This document incorporates and includes all prior negotiations, correspondence, conversations, agreements,
and understandings applicable to the matters contained herein and the parties agree that there are no
commitments, agreements or understandings concerning the subject matter of this Agreement that are not
contained in this document. Accordingly, the parties agree that no deviation from the terms hereof shall be
predicated upon any prior representations or agreements, whether oral or written. It is further agreed that no
modification, amendment or alteration in the terms or conditions contained herein shall be effective unless
set forth in writing in accordance with Section XXIV above.
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SECITON XXVI - DRUG-FREE WORKPLACE
A. It is a requirement of COUNTY that it enter into contracts only with firms that certify the establishment of
a drug free work place. Execution of this Agreement by ENGINEER shall serve, as ENGINEER’s required
certification that it either has or that it will establish a drug free work place.
SECTION XXVII - INCORPORATION BY REFERENCE
A. The truth and accuracy of each “Whereas” clause set forth herein is acknowledged by the parties. The
attached Exhibits are incorporated into and made a part of this Agreement.
SECTION XXVIII - LEGAL WORKER REQUIREMENTS
A. As required by Arizona Revised Statutes §41-4401, the COUNTY is prohibited after September 30, 2008
from awarding a contract to any service or construction ENGINEER who fails, or whose sub-contractors
fail, to comply with Arizona Revised Statutes § 23-214-A. The ENGINEER warrants that it complies fully
with all federal immigration laws and regulations that relate to its employees, that it shall verify, through the
employment verification pilot program as jointly administered by the U.S. Department of Homeland Security
and the Social Security Administration or any of its successor programs, the employment eligibility of each
employee hired after December 31, 2007, and that it shall require its sub-contractors and sub-sub-contractors
to provide the same warranties to the ENGINEER. The ENGINEER acknowledges that a breach of this
warranty by ENGINEER or by any sub-contractor or sub-sub-contractor under this Contract shall be deemed
a material breach of this Contract, and is grounds for penalties, including termination of this Contract, by
Maricopa County. Maricopa County retains the right to inspect the records of any ENGINEER, sub-
contractor and sub-sub-contractor employee who performs work under this Contract, and to conduct random
verification of the employment records of the ENGINEER and any sub-contractor and sub-sub-contractor
who works on this Contract, to ensure that the ENGINEER and each sub-contractor and sub-sub-contractor
is complying with the warranties set forth above. ENGINEER shall be responsible for all costs associated
with compliance with this requirement.
SECTION XXIX – ATTACHMENTS
Exhibit A – Project Services
Exhibit B – Hourly Rates
Exhibit C – SBE Reporting Form
Exhibit D – Legal Worker Statement (from Statement of Qualifications)
Exhibit E – Alternative Dispute Resolution
SECTION XXX - NOTICES
Notices: All notice to be given hereunder shall be in writing, and may be given by depositing the same
in the United States mail addressed to the party to be notified, postpaid, return receipt requested or by
delivering the same n person to such party with written receipt of acknowledgement of delivery by a
person at the address(s) set forth below. All notices to be given to the parties hereto shall be sent to or
made to the addresses shown below. The place for giving notice shall remain the same as set forth herein
unless changed in the manner provided in this Section.
Whenever either party desires to give notice to the other, such notice must be in writing, sent by certified
United States mail, postage prepaid, return receipt requested, or by hand-delivery with a request for a
written receipt of acknowledgment of delivery, addressed to the party for whom it is intended at the
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place last specified. The place for giving notice shall remain the same as set forth herein until changed
in writing in the manner provided in this Section. For the present, the parties designate the following:
Charles Jones, Director
Facilities Management Department
Maricopa County
401 W. Jefferson St.
Phoenix, Arizona 85003
AND
Kevin Tyne, Chief Procurement Officer
Office of Procurement Services
Maricopa County
320 W. Lincoln Street
Phoenix, Arizona 85003
AND TO DESIGN PROFESSIONAL:
Paul W.R. Hoskin, PE
Huitt Zollars, Inc
5050 N. 40th St, #100
Phoenix, Arizona 85018
SECTION XXXI - CLAIMS AND DISPUTE RESOLUTION
A.
Notice Prior to Execution of Work. If the ENGINEER wishes to make Claim for any increase in the
Project Cost, written notice must be given before proceeding to execute the Work. Prior notice is not
required for Claims relating to an emergency endangered life or property. If the ENGINEER believes
additional cost is involved for reasons including but not limited to (1) a written interpretation from the
design, an order by the OWNER to stop the Work where the ENGINEER was not at fault, (2) other
reasonable grounds, a Claim shall be filed in accordance with this Section.
B.
Fourteen Days After Occurrence. If the ENGINEER wishes to make a Claim for an increase in the
Project Cost, the ENGINEER shall give the OWNER written notice thereof within fourteen (14) days
after the occurrence of the event giving rise to such Claim or within fourteen (14) days after the
ENGINEER should have recognized, in the exercise of due diligence, the condition giving rise to such
Claim. The ENGINEER shall provide such notice before proceeding to perform the Work. Any Claim
with respect to an emergency shall be made not later than five (5) days after occurrence of the emergency
as to which the Work was performed.
C.
Waiver of Claim for Additional Cost. Failure to give notice of a Claim for an increase Project Cost in
strict compliance with the requirements of this Section shall constitute a waiver of such Claim.
D.
Notwithstanding anything to the contrary provided elsewhere in the Contract, the alternative dispute
resolution (“ADR”) process provided for in as Exhibit E (attached hereto and incorporated herein by
this reference) shall be the exclusive means for resolution of claims or disputes arising under this
Contract.
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SECTION XXXII - CONTRACT EXECUTION
This Agreement shall be in full force and effect only when the Board of Supervisors of Maricopa County,
Arizona has approved it, and when executed by the Chairman of the Board of Supervisors.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and date first above
written, in counterparts, each of which shall without proof or accounting for the other counterparts, be deemed
an original Contract.
SECTION XXXIII- UNIFORM ADMINISTRATIVE REQUIREMENTS:
When applicable and by entering into this Contract the Contractor agrees to comply with all applicable provisions
of Title 2, Subtitle A, Chapter II, PART 200—UNIFORM ADMINISTRATIVE REQUIREMENTS, COST
PRINCIPLES, AND AUDIT REQUIREMENTS FOR FEDERAL AWARDS contained in Title 2 C.F.R. § 200
et seq.
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Term Civil Engineering and Land Surveying Services
220006-ROQ
_______________________________________
_______________________________________
Principal (Signature)
Date
__________________________
Firm Name
Federal Tax Identification Number
___________________________
Printed Name
NIGP Commodity Code (Advantage)
_________________________________________
Vendor Payment Terms
COUNTY OF MARICOPA, ARIZONA
RECOMMENDED BY:
ACCEPTED AND APPROVED:
_______________________________
________________________________
Department Head
Date
Chairman, Board of Supervisors
Date
ATTEST:
Clerk of the Board
Date
LEGAL REVIEW:
Approved as to form and within the powers
and authority granted under the laws of the
State of Arizona to Maricopa County.
By: ______________________________
Deputy County Attorney
Date: _____________________________
Huitt-Zollars, Inc
Paul W.R. Hoskin, PE Vice President
Net 30 days
10-5-2021
75-1500178
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EXHIBIT A - PROJECT SERVICES
Facilities Management Department
MARICOPA COUNTY, ARIZONA
3 Year TERM
ENGINEERING SERVICES CONTRACT
SERIAL # 220006-ROQ
CONTRACT NO.: 220006-ROQ
I - GENERAL
A. This exhibit lists the range of requirements, which may become part of any PROJECT for which the
ENGINEER provides professional services. The actual service requirements will vary with each PROJECT.
The ENGINEER and COUNTY will meet and review the scope of work for each PROJECT completed
under terms of this contract and the COUNTY will identify which services it requires of the ENGINEER.
Based upon the scope of work and the required services the ENGINEER shall prepare his proposal, which
shall include a design phase schedule. That schedule shall include: design by phases; owner and stakeholder
responses thereto (included in the times set); and permitting. The schedule will then be updated and
delivered electronically every two (2) weeks.
B. All services listed herein may not be required for a project completed by the ENGINEER. The COUNTY
reserves the right to request additional services not listed here from the ENGINEER if required to complete
the work, and to direct that any listed services not be performed.
C. ENGINEER shall send documents that are to be delivered to the COUNTY to the COUNTY’s contract
vendor for printing, unless otherwise approved in writing by the COUNTY. The COUNTY will be billed
directly for these printing costs.
II - PRE-DESIGN SERVICES PHASE
A. The ENGINEER shall work with the Owner to develop a scope of work, phases, schedule and budget for a
specific project. These services shall include programming, space schematics and flow diagrams, survey of
existing facilities, marketing studies, economic feasibility studies, project financing studies, etc. The
ENGINEER shall incorporate COUNTY space and graphic standards, and shall develop a program for a
specific project.
B. After completion of the pre-design services, the ENGINEER shall present these documents to the COUNTY
for review, comments, and approval. The COUNTY shall have the right to make changes on review at no
cost to the COUNTY as long as the original PROJECT scope is not materially affected
C. The ENGINEER shall present, at the request of the COUNTY, the pre-design documents to the Maricopa
County Facilities Management Department Review Committee and/or County Board of Supervisors.
III - SCHEMATIC DESIGN PHASE
A. The ENGINEER shall provide a preliminary evaluation of the program requirements and the PROJECT
budget constraints, each in terms of the other, then review with the COUNTY any inconsistencies evident
between these program requirements and the budgetary limitations.
B. Based upon the mutually agreed PROJECT program and budget requirements, the ENGINEER shall prepare
schematic design studies leading to the recommended design concept together with a general description of
the PROJECT in terms of its scale and interrelationship of parts. The ENGINEER shall submit four (4) sets
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of prints and an electronic copy of these documents to the COUNTY with a written construction cost estimate
based upon a current area, volume, or other unit cost criterion. Upon request the ENGINEER shall provide
the COUNTY, one (1) set of schematic design documents as revised by the ENGINEER to incorporate
COUNTY requested changes at the end of each respective design phase. The schematic design documents
will be in a pdf format acceptable to the COUNTY.
C. After completion of the schematic design studies and construction cost estimates, the ENGINEER shall
present these studies and estimates to the COUNTY for review, comment, and approval. The COUNTY
shall have the right to make changes on review at no cost to the COUNTY as long as the original PROJECT
scope is not materially affected.
D. The ENGINEER shall present, at the request of the COUNTY, the schematic design and construction cost
estimates to the Maricopa County Facilities Management Department Review Committee and/or County
Board of Supervisors.
IV - DESIGN DEVELOPMENT PHASE
A. After the schematic design studies and construction cost estimates are approved by the COUNTY and the
ENGINEER is so advised in writing by the COUNTY, the ENGINEER shall prepare from the approved
schematic design studies the design development documents and other criteria as may be appropriate.
B. The ENGINEER shall design the PROJECT so that the construction will conform to the requirements of
Title 34, Arizona Revised Statutes (ARS) regulating Public Buildings and Improvements as well as other
applicable laws, codes, and regulations.
C. The ENGINEER shall submit to the COUNTY a second construction cost estimate of the PROJECT and of
its major components based on the design development drawings and plans.
D. After completion of the design development phase and construction cost estimates, the ENGINEER shall
deliver four (4) sets of Design Development documents and outline specifications to the COUNTY for
review, comment, and approval. The Design Development Documents will be in a pdf format acceptable to
the COUNTY. The COUNTY shall have the right to make changes on review at no additional cost provided
that the previously approved design development phase concept is not materially affected by these changes.
Upon request, the ENGINEER shall provide the COUNTY, one (1) set of design development documents
as revised by the ENGINEER to incorporate COUNTY requested changes at the end of each respective
design phase.
V - CONSTRUCTION DOCUMENTS PHASE
A. After the design development documents and construction cost estimates have been approved by the
COUNTY and the ENGINEER has been so advised in writing by the COUNTY, the ENGINEER shall
prepare, from the approved design development documents, construction drawings, plans, and specifications
setting forth in detail the work required, and shall assist in the drafting of the Form of Proposal for the
construction contract.
B. The ENGINEER and his consultants shall prepare all drawings for the PROJECT utilizing AutoCAD. The
drawings shall conform to the "CAD Layer Guidelines" established by the COUNTY. Project Manuals shall
be prepared utilizing Microsoft Word. When requested by the COUNTY, the ENGINEER shall deliver four
(4) sets of 50% complete Construction Documents and project manuals for review and comment by the
COUNTY. The Construction Documents shall be in a pdf format acceptable to the COUNTY.
C. The ENGINEER shall prepare his drawings according to generally accepted practices and, COUNTY
standards. The ENGINEER shall include the General Conditions as provided by the COUNTY within the
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Technical Specifications provided for the specific project. The ENGINEER shall also complete and include
the General Requirements as provided by the COUNTY within the Technical Specifications provided for
the specific project, making all revisions necessary to meet the specific requirements for each project.
D. The ENGINEER shall inform the COUNTY in writing of any adjustments to previous construction cost
estimates as indicated by changes in scope, requirements, or market conditions during the course of the
PROJECT.
E. The ENGINEER shall file the required Construction documents to secure approval of all governmental
authorities having jurisdiction over the design of the PROJECT. All filing and plans approval fees shall be
paid directly by the COUNTY. The ENGINEER shall comply with all applicable federal, state, and local
laws, codes, and regulations in effect at the time the construction contract documents (plans and
specifications) are submitted for regulatory approval. The ENGINEER shall be responsible for corrections
as required to comply with applicable laws, codes, and regulations at no additional cost to the COUNTY.
F. The ENGINEER shall submit two (2) sets of final design calculations, including structural, mechanical,
electrical, and plumbing, and four (4) sets of “Construction Documents” including Project Manuals for
review and approval to the COUNTY. The time required by the ENGINEER to make corrections to the
plans requested by the COUNTY or required by regulatory agencies is considered part of his total contract
time.
G. No later than 14 calendar days following submittal of “Construction Documents” to the COUNTY, the
ENGINEER shall submit a final construction cost estimate to the COUNTY, itemized by major categories
of work broken down according to the Construction Specification Institution's sixteen division standard.
H. After completion of the “Construction Documents” and after review by the COUNTY, the ENGINEER shall,
if requested by the COUNTY, present all documents to the Maricopa County Facilities Management
Department Review Committee and/or County Board of Supervisors.
VI - QUALITY ASSURANCE/QUALITY CONTROL
A. The COUNTY shall review ENGINEER'S preparation of plans and specifications at the conclusion of each
of the design phases. The ENGINEER shall provide such information as the COUNTY may require
regarding the ENGINEER's design and selection of materials and equipment. ENGINEER shall provide, at
the COUNTY'S request, such data and information as COUNTY may require regarding ENGINEER'S
estimate of probable construction cost for the PROJECT.
B. The COUNTY will review a Constructability and Value Engineering report prepared by the ENGINEER at
the completion of Schematic Design, Design Development and 5O% of Construction Documents phases.
C. The ENGINEER shall verify they have a Quality Assurance/Quality Control Plan in place to be executed
through all phases of PROJECT work. The ENGINEER shall be solely responsible for carrying out the
Quality Assurance/Quality Control Plan for the PROJECT, the objective of which shall be to prevent errors
and omissions in the plans and specifications and other documents prepared by the ENGINEER. The
COUNTY will monitor the ENGINEER's implementation of the Quality Assurance/Quality Control Plan,
but the COUNTY will not be responsible for the ENGINEER's failure to carry out the Quality
Assurance/Quality Control Plan nor for the accuracy and quality of the ENGINEER's services. The
ENGINEER shall maintain all quality control records for a minimum of five (5) years following the date of
substantial completion of the PROJECT. The COUNTY's rights to examine such records shall not be
construed to confer upon COUNTY a duty to check or examine such records, as the Quality
Assurance/Quality Control Plan and its documentation is the sole responsibility of the ENGINEER.
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D. Failure by the ENGINEER or his consultants to incorporate COUNTY or regulatory agency comments into
his plans shall constitute an error or omission on the part of the ENGINEER and the cost of any necessary
corrective action is to be borne by ENGINEER.
VII - BIDDING PHASE
A. Upon approval of the final “Construction Documents”, including drawings, specifications, and other contract
documents, and upon issuance of a call for construction bids, the ENGINEER shall send documents to
COUNTY’s contract vendor. The COUNTY’s contract vendor shall be responsible for printing and
distribution of bid sets to contractors and bidding services. At the option of the COUNTY, the ENGINEER
may be responsible for the distribution of sets of bidding documents and shall collect a deposit prior to
release of any set, conditional upon the return of the bidding documents in reusable condition.
B. The ENGINEER shall review all submittals from contractors or suppliers for requested substitutions. The
ENGINEER shall review all drawings, samples and various other submittals to determine compliance with
the PROJECT plans and specifications. If the ENGINEER determines that a substitution meets the
specifications, the ENGINEER shall forward the request to the COUNTY with his recommendations. The
ENGINEER shall then publish in an addendum, a listing all prior approval substitutions approved by both
the ENGINEER and COUNTY not less than seven (7) days prior to the opening of bids. Failure by the
ENGINEER or his consultants to incorporate COUNTY comments, adequately evaluate substitutions and
issue the addenda according to statutory requirements shall constitute an error or omission on the part of the
ENGINEER and the cost of any necessary corrective action is to be borne by ENGINEER.
C. The ENGINEER shall prepare and distribute addenda as required.
D. The ENGINEER shall prepare the agenda and conduct a PROJECT pre-bid meeting for potential bidders to
encourage competent, competitive bids and to clarify any contractor questions about the PROJECT. At this
meeting the ENGINEER shall discuss the PROJECT scope of work, the contract documents, including any
addenda. The ENGINEER shall record minutes of the pre-bid meeting and forward a record of the meeting
to the COUNTY within three (3) working days after the pre-bid meeting.
E. BID OPENING - The ENGINEER shall attend the bid opening(s) for the PROJECT and upon receipt of all
bids, (if requested by the COUNTY) shall review and analyze same for the purpose of advising the COUNTY
as to the validity and completeness of bids, the resolution of any problems or inquiries associated with the
bidding process and the ENGINEER's recommendations as to which Contractors are eligible and qualified
to perform the work. The ENGINEER (if requested by the COUNTY) shall also advise the COUNTY which
if any, of the low bid Contractors should or should not be awarded contracts to perform the work and shall
appropriately justify this advice.
F. OVERBUDGET BIDS - In the event a PROJECT is bid and the lowest responsible bid is more than 10%
over the ENGINEER’s estimate, the COUNTY may reject all bids or appropriate such additional moneys as
are necessary to award the bid. In the event the COUNTY elects to reject all bids, the COUNTY shall direct
the ENGINEER to redesign the PROJECT and re-bid the project, without additional fee.
VIII - CONSTRUCTION PHASE
A. The ENGINEER shall prepare the agenda, attend and assist the COUNTY in conducting the pre-construction
conference with the successful bidder. The ENGINEER shall record the pre-construction meeting and
forward a written record of the meeting minutes to the COUNTY within three (3) working days.
B. At the pre-construction conference the ENGINEER shall deliver to the COUNTY three (3) sets of posted
plans and specifications for the project. Two (2) sets shall be for other COUNTY use and one (1) set shall
remain in the construction office for use by the COUNTY and ENGINEER during the course of construction.
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C. The ENGINEER shall have access to the work on the PROJECT in normal business hours after proper notice
to the Contractor whenever the work is in preparation or progress. At all times, proper safety precautions
shall be taken by the ENGINEER.
D. The ENGINEER shall review and make recommendations to the COUNTY on all claims made by the
Contractor and on all other matters relating to the execution and progress of the work and regarding the
interpretation of the construction contract documents.
E. The ENGINEER shall timely review all shop drawings, samples and various other submittals to determine
compliance with the PROJECT plans and specifications. If the ENGINEER determines that a substitution is
required, the ENGINEER shall forward the request to the COUNTY with his recommendations. The
ENGINEER shall advise the COUNTY upon the rejection of any submittal item and provide to the
COUNTY an analysis that reflects the effect of such rejection upon the projects critical path and project
execution. As to submittals, ENGINEER will review submittals for items specifically mentions in the
Specifications. Responses shall be made within not less than fourteen (14) days after submittals are received.
F. The ENGINEER shall prepare Proposal Requests and shall forward the proposal, together with the reason
and justification for the change, the evaluation of options to the proposed change, his recommendations and
evaluation of associated costs and effects upon the construction schedule to the COUNTY.
G. The ENGINEER shall review Change Order requests (if requested by the Owner) and shall forward the
proposed Change Order, together with his final recommendations to the COUNTY.
H. The ENGINEER shall respond to requests for information and shall issue such ENGINEER's Supplemental
Instructions, AIA Document G710, as are required for the clarification of the construction contract
documents and to expedite construction of the PROJECT. ALL SUPPLEMENTAL INSTRUCTIONS AND
FIELD ORDERS MUST HAVE THE APPROVAL OF THE COUNTY. RFI’s shall be submitted in
numerical order, with no breaks in consecutive numbering. Each page of any attachments to an RFI shall
bear the RFI number. All RFI’s should be submitted by e-mail. RFI’s requesting information already in the
Contract Documents may be returned as frivolous. RFI’s shall not be utilized to approve submittals or
substitutions nor to request Task Order Modifications or Change Orders, RFI’s shall be responded to within
seven (7) days of being received, referencing the RFI number.
I. The ENGINEER of record and the Consultants of record and their designated representatives shall make
periodic site visits for the purpose of determining general compliance with the approved PROJECT plans
and specifications.
1. The frequency of these periodic visits shall be determined by the particular work being performed and
their relationship to critical events including but not limited to: major system start-up's, and items of
normal building inspection procedures, particularly work that will be covered or concealed. Additional
attention shall be given and reported on construction items concealed later as PROJECT work
progresses.
2. All site visits shall be conducted by the appropriate professional discipline for the work in progress.
3. All visits shall be documented by dated reports on the ENGINEER's Field Report, AIA Document G711.
Problems requiring action by the ENGINEER or his consultants shall also be recorded, dated, and
appended to the Field Report. Copies shall be forwarded to the COUNTY weekly.
4. It is considered important that the quality of work to be later concealed be observed and documented on
a regular basis. Any deviations from the approved PROJECT plans and specifications shall be brought
to the attention of the Contractor and the COUNTY.
TERM ENGINEERING SERVICES CONTRACT
SERIAL NO. 20006-ROQ
Term Civil Engineering and Land Surveying Services
Page 25
5. The ENGINEER shall review the plans maintained at the site by the Contractor for notion of "as-built"
construction and report to the COUNTY on the progress of the Contractor's change notation work
monthly with each request for payment.
6. The ENGINEER shall review the contractors shop drawing log, the progress of submittals and the
completeness and accuracy of his as-built noted plans.
J. The ENGINEER shall review all Contractor payment requests and receipts for stored materials and certify
that to the best of his knowledge, information, and belief, based on what his observations have revealed, the
quality and quantity of the work is in accordance with the Contract Documents. As part of each payment
application review the ENGINEER shall review the as-built drawings to confirm they are current and notify
the Owner of their status.
K. The ENGINEER and OWNER shall review materials testing reports required by the construction documents
prior to filing. The ENGINEER shall review with the COUNTY and direct corrective work in all instances
where these reports indicate materials failure to meet specifications.
L. The ENGINEER shall prepare Certificates of Substantial Completion and Final Completion when
appropriate. The ENGINEER shall conduct inspections and, subject to the COUNTY approval, determine
the Date of Substantial Completion and Final Completion and enter such date on the Certificate.
M. The ENGINEER will create the punch list upon Substantial Completion and review the performances of the
items to assure their having been completed.
IX - ENGINEERS REQUIRED ADDITIONAL SERVICES
A. The following items represent additional services of the ENGINEER that may be required on a PROJECT.
Upon the request by the COUNTY, the ENGINEER shall submit costs for requested additional services.
The ENGINEER is not to proceed with any additional services without written approval from the COUNTY.
B. Upon request of the COUNTY, the ENGINEER shall maintain a competent full-time person at the Project
Site to monitor job progress and for conformance of materials and construction with the Contract Documents
for this new facility. The ENGINEER's full-time representative shall be an experienced Arizona Registered
ENGINEER suitable to the COUNTY who shall be present at the Project Site a minimum of forty (40) hours
per week and when any work by the contractor or his subcontractors is being performed except for Arizona
State authorized holiday periods. The ENGINEER’s office staff as required shall support this resident
observer.
1. A resume of this full-time representative shall be furnished to the COUNTY for review and approval.
This observer shall attend all progress meetings at which the COUNTY, ENGINEER, General
Contractor, and Subcontractors can discuss jointly job procedures, progress, problems, and scheduling.
2. The observer shall maintain at the Project Site, on a current basis, contract records, supplemental
instructions, records of all necessary contract, approved drawings and specifications, samples, materials
maintenance and operating manuals and instructions, and other construction related documents,
including all revisions thereto. He shall obtain from the Contractor a current set of record drawings,
specifications and operating manuals at the completion of the PROJECT. The ENGINEER shall see that
all record items are delivered to the COUNTY.
3. The observer will issue weekly field reports, electronically submitted to the COUNTY.
4. The period of service for the observer shall be based on an established construction period of time.
Should it appear that construction work would carry beyond the contracted period of service, an
additional service must be authorized by the COUNTY in writing to extend observer's services.
TERM ENGINEERING SERVICES CONTRACT
SERIAL NO. 20006-ROQ
Term Civil Engineering and Land Surveying Services
Page 26
X - OPERATION AND MAINTENANCE MANUAL(s)
A. Upon request of the COUNTY, as a condition for Substantial Completion, the ENGINEER shall review
comprehensive Operation and Maintenance Manual for the PROJECT and warranties.
B. The ENGINEER shall be responsible for the timely completion of these items so as not to delay his work
under this Agreement.
C. The Contractor coordinate and conduct all required, training sessions as required by the COUNTY to fully
explain and understand the safe operation and maintenance of the system. The ENGINEER shall ensure the
proper inclusion and coordination by the Contractor of all required factory training aids and sessions, written
guarantees, bonds, warranties, parts lists, spare parts, extra materials, replacement materials, operating
manuals, and maintenance manuals, and all operating and maintenance audio and visual instructional and
training materials shall be delivered to the COUNTY. All training sessions shall be recorded by the
ENGINEER on a media approved by the COUNTY.
D. POST-CONSTRUCTION WARRANTY - Upon request of the COUNTY, the ENGINEER shall assist the
COUNTY in conducting a post-construction inspection at least sixty (60) days prior to the expiration of the
two-year post-construction warranty period as required in the ENGINEER prepared Contract Documents,
making diligent efforts to identify all deficiencies and warranty-related problems and provide a report on all
faults noted and discovered during the inspection to the COUNTY and Contractor at least forty-five (45)
days prior to the expiration of the two-year warranty period. The ENGINEER shall provide monthly updates
of this report, and such reports shall be continued on a monthly basis past the expiration of the two-year
warranty period until the Contractor has corrected all items noted on the post anniversary inspection report.
E. RECORD DRAWINGS – Upon request of the COUNTY, the ENGINEER shall prepare record drawings
separately for the PROJECT, except that buried underground utilities must be shown as "As-Built" and
certified as such with the signature of the Contractor's Superintendent. The ENGINEER's Construction
Documents shall include this certification requirement. The record drawings shall be in CAD and pdf
formats.
F. If requested by the COUNTY, the ENGINEER shall retain the services of an Arizona registered professional
engineer to prepare the necessary plans and specifications for a fire sprinkler system for the PROJECT. The
design shall include pipe types and sizes, valve types and sizes and all notations necessary to construct a
complete system. The plans will be prepared for the purposes of competitive bidding.
G. When the following services cause the ENGINEER extra expense and when authorized in writing prior to
performance of such work, these services will be paid for as an "Additional Service.”
1. Revising previously approved drawings or specifications to accomplish changes requested by the
COUNTY.
2. Preparing documents for supplemental construction work initiated after commencement of the
construction phase not caused by the errors or omissions of the ENGINEER.
3. Consultation concerning replacement of any work damaged by fire, flood and other natural causes during
construction and furnishing professional services as may be required in connection with the replacement
of such work.
4. Arranging for the work to proceed should the Contractor default due to delinquency or insolvency
TERM ENGINEERING SERVICES CONTRACT
SERIAL NO. 20006-ROQ
Term Civil Engineering and Land Surveying Services
Page 27
H. The ENGINEER shall be compensated for additional services, when authorized in writing prior to
performance of such services. Hourly fee compensation shall be in accordance with Exhibit B– Hourly Rate.
I. It is distinctly understood and agreed that no claims for additional compensation will be allowed by the
COUNTY except as provided herein, nor shall the ENGINEER perform any work or furnish any materials
not covered by this Agreement. Such work or materials furnished by the ENGINEER without the written
authorization from the Director, Facilities Management Department, or his designee, shall be at his own
risk, cost and expense. The ENGINEER hereby agrees that without such prior written authorization, he will
make no claim for compensation for such work or materials furnished.
J. Failure to perform any part of the additional services identified within this section shall constitute a violation
of this contract. In the event of such failure, the COUNTY reserves the right to contract with others to have
these services completed and the full amount for such a contract as well as such reasonable costs incurred
by the COUNTY to obtain that contract shall be borne by the ENGINEER. This cost shall be deducted from
fees due the ENGINEER.
220006-ROQ Term Civil Engineering and Land Surveying Services
EXHIBIT B – HOURLY RATES
Facilities Management Department
MARICOPA COUNTY, ARIZONA
3 Year TERM
ENGINEERING SERVICES CONTRACT
SERIAL # 220006-ROQ
CONTRACT NO. 220006-ROQ
COMPANY NAME: __________________
Hourly rates shall be all inclusive of the direct labor hourly rate as well as overhead and profit.
Administration time (Admin) is considered overhead. Please utilize these staff classifications and do not
add or modify any classifications.
STAFF CLASSIFICATION
BILLING HOURLY RATE
Principal
______________
Project Manager
______________
Sr. Project Engineer
______________
Project Engineer
______________
Engineering Designer
______________
AutoCAD Operator
______________
Survey Manager
______________
Project Surveyor
______________
2-Person Survey Crew
______________
Survey Tech
______________
Huitt-Zollars, Inc.
260
175
175
155
130
110
170
140
155
110
TERM ENGINEERING SERVICES CONTRACT
SERIAL NO. 20006-ROQ
Term Civil Engineering and Land Surveying Services
Page 29
EXHIBIT C - 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
Phone No.: _______________________
___________________________________________
Printed Name
TERM ENGINEERING SERVICES CONTRACT
SERIAL NO. 20006-ROQ
Term Civil Engineering and Land Surveying Services
Page 30
EXHIBIT D - LEGAL WORKER CERTIFICATION
(NOTE: Please complete this form again if requested by the contracting officer)
(Date)
Maricopa County
Office of Procurement Services – Article 5
320 W. Lincoln Street
Phoenix, Arizona 85003
As required by Arizona Revised Statutes §41-4401, Maricopa County (the “County”) is prohibited, after
September 30, 2008 from awarding a contract to any contractor who fails, or whose subcontractors fail, to
comply with Arizona Revised Statutes § 23-214-A. The undersigned entity warrants that it complies fully with
all federal immigration laws and regulations that relate to its employees, that it shall verify, through the
employment verification pilot program as jointly administered by the U.S. Department of Homeland Security
and the Social Security Administration or any of its successor programs, the employment eligibility of each
employee hired after December 31, 2007, and that it shall require its subcontractors and sub-subcontractors to
provide the same warranties to the below entity.
The undersigned acknowledges that a breach of this warranty by the below entity or by any subcontractor or
sub-subcontractor under any Contract resulting from this solicitation shall be deemed a material breach of the
Contract, and is grounds for penalties, including termination of the Contract, by the County. The County retains
the right to inspect the records of the below entity, subcontractor and sub-subcontractor employee who performs
work under the Contract, and to conduct random verification of the employment records of the below entity and
any subcontractor and sub-subcontractor who works on the Contract, to ensure that the below entity and each
subcontractor and sub-subcontractor is complying with the warranties set forth above.
__________________
(Firm)
(Address Line 1)
_____________________
(Print Name)
(Address Line 2)
______________________
(Print Title)
(Phone)
(Signature Required)
(Fax)
__________
(Email Address)
(Federal Taxpayer ID Number)
TERM ENGINEERING SERVICES CONTRACT
SERIAL NO. 20006-ROQ
Term Civil Engineering and Land Surveying Services
Page 31
EXHIBIT E
ALTERNATIVE DISPUTE RESOLUTION
1.1
Scope. Notwithstanding anything to the contrary provided elsewhere in the Contract, the alternative
dispute resolution (“ADR”) process provided herein shall be the exclusive means for resolution of claims
or disputes arising under or related to the Contract, the interpretation thereof or the performance or
breach by any party thereto, including but not limited to original claims or disputes asserted as cross
claims, counterclaims, third party claims or claims for indemnity or subrogation, in any threatened or
ongoing litigation or arbitration with third parties, if such disputes involve parties to contracts containing
this ADR provision. No changes can be made to this process without the mutual assent of the County
and the claimant. The parties have structured this procedure with the goal of providing for the prompt,
efficient and final resolution of all disputes falling within the purview of this ADR process.
1.2
Meeting of Principals. When a claim is made or a dispute (hereafter “dispute”) as described in Paragraph
1.1 arises, senior representatives of the County and the claimant will meet personally within ten (10)
business days to discuss the dispute and attempt to resolve it. If, after good faith efforts, resolution is
not achieved, the dispute will proceed to mediation.
1.3
Qualifications of Mediator and Arbitrators. Any person selected as mediator or arbitrator, either as
single arbitrator as a member or Chair of the arbitration panel, shall be a member of the State Bar of
Arizona and have experience in construction law.
1.4
Mediation. If the parties have been unable to resolve the dispute after a meeting of principals, the parties
may enter into mediation. The parties shall jointly select a mediator. The parties may mutually agree
to waive mediation and proceed directly to arbitration. If the mediation process is requested by either
party, the mediation period shall be informal and shall not exceed sixty (60) calendar days from the
selection of the mediator. During the mediation process either party may terminate mediation on written
notice to the other party and the mediator.
1.5
Binding Arbitration Procedure. The following binding arbitration procedure shall serve as the exclusive
method to resolve a dispute if mediation is unsuccessful, if mediation has been waived by the parties, or
if a party requests arbitration during the mediation process. Except as provided in Section 1.7.5 and
1.7.9, the decision of the arbitrator or arbitrator panel is final and binding on the parties and not subject
to further judicial review.
1.5.1
A party requesting binding arbitration shall notify the other party of their demand for arbitration
in writing within seven (7) calendar days of (1) the failure of mediation; (2) waiver of mediation;
or (3) of the party’s demand to terminate mediation.
1.5.2
If the Engineer requests arbitration it shall post a cash bond with the arbitrator in an amount
agreed upon by the parties or, in the event of no agreement, the arbitrator shall establish the
amount of the cash bond to defray the cost of the arbitration and the proceeds from the bond
shall be allocated in accordance with paragraph 1.7.7. The bond must be in the full amount
agreed upon or as established by the Arbitrator to pay the potential cost of the full arbitration
proceeding. The bond must be posted with and received by the arbitrator within five (5) calendar
days after the demand for arbitration.
1.5.3
Disputes involving less than $200,000 shall be heard by one single arbitrator chosen by
agreement of the parties. If the parties cannot agree on the single arbitrator, then the parties
shall each submit two names to a Judge designated by Maricopa County who shall select the
single arbitrator.
TERM ENGINEERING SERVICES CONTRACT
SERIAL NO. 20006-ROQ
Term Civil Engineering and Land Surveying Services
Page 32
1.5.4
For disputes in excess of $200,000, the arbitration panel shall consist of three arbitrators: the
County's appointed arbitrator, the Engineer appointed arbitrator and a third arbitrator who shall
be selected by the parties' arbitrators and serve as the Chair of the arbitration panel.
1.5.5
The arbitration is to be convened and administered under the Revised Uniform Arbitration Act
(“RUAA”) (A.R.S. § 12-3001 et seq.) and the American Arbitration Association Construction
Rules shall serve as a guideline for proceedings, thus as a supplement to the RUAA.
1.6
Expedited Hearing. Any party can request the single arbitrator or the Chair of the arbitration panel to
set an expedited hearing. If the single arbitrator or the Chair of the arbitration panel determines that the
circumstances justify it, the single arbitrator or the Chair of the arbitration panel will arrange for
scheduling of the arbitration at the earliest possible date. In any event, the hearing of any dispute not
expedited will commence as soon as practical but in no event later than thirty (30) calendar days after
notification of request for arbitration having been received. This deadline can be extended only with the
consent of all the parties to the dispute, or by decision of the single arbitrator or the Chair of the
arbitration panel upon a showing of good cause.
1.7
Procedure. The single arbitrator or the arbitration panel will conduct the hearing in such a manner that
will resolve disputes in a prompt, cost efficient manner giving regard to the rights of all parties. Each
party shall supply to the single arbitrator or arbitration panel a written pre-hearing statement which shall
contain a brief statement of the nature of the claim or defense, a list of witnesses and exhibits, a brief
description of the subject matter of the testimony of each witness who will be called to testify, and an
estimate as to the length of time that will be required for the arbitration hearing. The single arbitrator or
the Chair of the arbitration panel shall determine the nature and scope of discovery, if any, and the
manner of presentation of relevant evidence consistent with deadlines provided herein, and the parties’
objective that disputes be resolved in a prompt and efficient manner. No discovery may be had of any
materials or information for which a privilege is recognized by Arizona law. The single arbitrator or the
Chair upon proper application shall issue such orders as may be necessary and permissible under law to
protect confidential, proprietary or sensitive materials or information from public disclosure or other
misuse. Any party may make application to the Maricopa County Superior Court to have a protective
order entered as may be appropriate to confirm or enforce such orders of the Chair.
1.7.1
Hearing Days. In order to effectuate parties’ goals, the hearing once commenced, will proceed
from working day to working day until concluded, absent a showing of good cause.
1.7.2
Award. The single arbitrator shall within ten (10) calendar days of the conclusion of a hearing
issue an award. The arbitration panel shall, within ten (10) calendar days from the conclusion
of any hearing, by majority vote, issue its award. The award shall include an allocation of fees
and costs pursuant to 1.7.7 herein. The award is to be in accordance with the Contract and the
law of the State of Arizona.
1.7.3
Scope of Award. Regardless of the provisions of the RUAA, the arbitration panel shall be
without authority to award punitive damages, and any such punitive damage award shall be void.
If an award is made against any party in excess of one hundred thousand dollars ($100,000),
exclusive of interest, arbitration fees, costs and attorneys’ fees, it shall be supported by written
findings of fact, conclusions of law and a statement as to how damages were calculated.
1.7.4
Jurisdiction. The arbitration panel shall not be bound for jurisdictional purposes by the amount
asserted in any party’s claim, but shall conduct a preliminary hearing into the question of
jurisdiction over the claim as regards its amount upon application of any party at the earliest
convenient time, but not later than the commencement of the arbitration hearing. If the dispute
is determined to involve less than $200,000, the arbitration shall continue before the Neutral
Arbitrator as a single arbitrator, with the party appointed arbitrators being excused.
TERM ENGINEERING SERVICES CONTRACT
SERIAL NO. 20006-ROQ
Term Civil Engineering and Land Surveying Services
Page 33
1.7.5
Entry of Judgment. As provided in the RUAA, any party can make application to the Maricopa
County Superior Court for confirmation of an award, and for entry of judgment on it.
1.7.6
Severance and Joinder. To reduce the possibility of inconsistent adjudications, the Mediator or
the single arbitrator or arbitration panel, may: (i) at the request of any party, join and/or sever
parties, and/or claims arising under other contracts containing this ADR provision, and (ii) the
Mediator, on his own authority, or the single arbitrator or arbitration panel may, on its own
authority, join or sever parties and/or claims subject to this ADR process as deemed necessary
for a just resolution of the dispute, consistent with the parties’ goal of the prompt and efficient
resolution of disputes, provided; however, that the A/E, OWNER and Project Professionals shall
not be joined as a party to any claim made by a Engineer. Nothing herein shall create the right
by any party to assert claims against another party not arising under or related to the Contract
or not recognized under the substantive law as applicable to the dispute. Neither the Mediator
nor the single arbitrator or arbitration panel is authorized to join to the proceeding parties not in
privity with the County. The Engineer cannot be joined to any pending arbitration proceeding,
without Engineer express written consent and unless Engineer is given the opportunity to
participate in the selection of the single arbitrator or non-County appointed arbitrator.
1.7.7
Fees and Costs. Each party shall bear its own fees and costs in connection with any informal
hearing before the mediation. All fees and costs associated with any arbitration before the single
panel or arbitration panel, including without limitation the arbitrator fees, and the prevailing
party’s reasonable attorneys’ fees, expert witness fees and costs, will be paid by the non-
prevailing party, except as provided for herein. In the event that Engineer is the non-prevailing
party, all fees and costs as noted above shall first be paid out of the bond posted with the
arbitrator. In no event shall the Engineer obligation to pay fees and costs be limited to the
amount of the bond posted herein. In no event shall any arbitrator’s hourly fees be awarded in
an amount in excess of $250 per hour and (i) costs shall not include any travel expenses in excess
of mileage at the rate paid by Maricopa County, not to exceed a one way trip of 150 miles, and
(ii) all travel expenses, including meals, shall be reimbursed pursuant to the travel policy of
Maricopa County in effect at the time of the hearing. The determination of prevailing and non-
prevailing parties, and the appropriate allocation of fees and costs, will be included in the award
by the single arbitrator or arbitration panel.
1.7.8
Confidentiality. Any proceeding initiated under this ADR provision shall be deemed
confidential to the maximum extent allowed by Arizona law and, except for disclosures to a
party’s attorneys or accountants, no party shall make any disclosure related to the disputed
matter or to the outcome of any proceeding except to the extent required by law, or to seek
interim equitable relief, or to enforce an agreement reached by the parties or an award made
hereunder. This provision does not affect the County’s right to inform the County Supervisors
of the dispute.
1.7.9
Equitable Litigation. Notwithstanding any other provision of ADR to the contrary, any party
can petition the Maricopa County Superior Court for interim equitable relief as may become
necessary to preserve the status quo and prevent immediate and irreparable harm to a party or
to the Project pending resolution of a dispute pursuant to ADR provided herein. No court may
order any permanent injunctive relief except as may be necessary to enforce an order entered by
the arbitration panel. The fees and costs incurred in connection with any such equitable
proceeding shall be determined and assessed in ADR.
1.7.10 Change Order. Any award in favor of the Engineer against the County or in favor of the County
against the Engineer shall be reduced to a Change Order and executed by the parties in
accordance with the award and the provisions of the Contract or a settlement agreement as
appropriate.
TERM ENGINEERING SERVICES CONTRACT
SERIAL NO. 20006-ROQ
Term Civil Engineering and Land Surveying Services
Page 34
1.7.11 Merger and Bar. Any claim asserted pursuant to this ADR process shall be deemed to include
all claims, demands, and requests for compensation for costs and losses or other relief, including
the extension of the Contract performance period which reasonably should or could have been
brought against any party that was or could have been brought into this ADR process, with
respect to the subject claim. The arbitration panel shall apply legal principles commonly known
as merger and bar to deny any claim or claims against any party regarding which claim or claims
recovery has been sought or should have been sought in a previously adjudicated claim for an
alleged cost, loss, breach, error, or omission.
1.8
Inclusion in Other Contracts. The Engineer shall cooperate with the County in efforts to include this
ADR provision in all other Project contracts.
END OF EXHIBIT
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
INSURER(S) AFFORDING COVERAGE
INSURER F :
INSURER E :
INSURER D :
INSURER C :
INSURER B :
INSURER A :
NAIC #
NAME:
CONTACT
(A/C, No):
FAX
E-MAIL
ADDRESS:
PRODUCER
(A/C, No, Ext):
PHONE
INSURED
REVISION NUMBER:
CERTIFICATE NUMBER:
COVERAGES
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed.
If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on
this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).
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.
OTHER:
(Per accident)
(Ea accident)
$
$
N / A
SUBR
WVD
ADDL
INSD
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.
$
$
$
$
PROPERTY DAMAGE
BODILY INJURY (Per accident)
BODILY INJURY (Per person)
COMBINED SINGLE LIMIT
AUTOS ONLY
AUTOS
AUTOS ONLY
NON-OWNED
SCHEDULED
OWNED
ANY AUTO
AUTOMOBILE LIABILITY
Y / N
WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY
OFFICER/MEMBER EXCLUDED?
(Mandatory in NH)
DESCRIPTION OF OPERATIONS below
If yes, describe under
ANY PROPRIETOR/PARTNER/EXECUTIVE
$
$
$
E.L. DISEASE - POLICY LIMIT
E.L. DISEASE - EA EMPLOYEE
E.L. EACH ACCIDENT
ER
OTH-
STATUTE
PER
LIMITS
(MM/DD/YYYY)
POLICY EXP
(MM/DD/YYYY)
POLICY EFF
POLICY NUMBER
TYPE OF INSURANCE
LTR
INSR
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)
EXCESS LIAB
UMBRELLA LIAB
$
EACH OCCURRENCE
$
AGGREGATE
$
OCCUR
CLAIMS-MADE
DED
RETENTION $
$
PRODUCTS - COMP/OP AGG
$
GENERAL AGGREGATE
$
PERSONAL & ADV INJURY
$
MED EXP (Any one person)
$
EACH OCCURRENCE
DAMAGE TO RENTED
$
PREMISES (Ea occurrence)
COMMERCIAL GENERAL LIABILITY
CLAIMS-MADE
OCCUR
GEN'L AGGREGATE LIMIT APPLIES PER:
POLICY
PRO-
JECT
LOC
CERTIFICATE OF LIABILITY INSURANCE
DATE (MM/DD/YYYY)
CANCELLATION
AUTHORIZED REPRESENTATIVE
ACORD 25 (2016/03)
© 1988-2015 ACORD CORPORATION. All rights reserved.
CERTIFICATE HOLDER
The ACORD name and logo are registered marks of ACORD
HIRED
AUTOS ONLY
10/5/2021
Risk Strategies
12801 North Central Expy. Suite 1710
Dallas, TX 75243
(214) 323-4602
(214) 503-8899
Berkley Insurance Company
32603
A
Professional Liability
AEC-9042055-05
1/23/2021
1/23/2022
Pollution Liability
Joe Bryant
Joe Bryant
certificatedallas@risk-strategies.com
Huitt-Zollars, Inc.
5430 LBJ Freeway
Suite 1500
Dallas TX 75240
64389255
to a deductible. Thirty (30) day notice of cancellation in favor of certificate holder on all policies.
Maricopa County
401 W. Jefferson St.
Phoenix AZ 85003
The claims made professional liability coverage is the total aggregate limit for all claims presented within the annual policy period and is subject
Re: Project #220006-ROQ, HZ Project #R314352.01 - Term Civil Engineering and Land Surveying Services.
$1,000,000
Per Claim
$2,000,000
Annual Aggregate
64389255 | 21/22 PL Master ($1M/$2M Default) | Patra | 10/5/2021 4:21:49 AM (EDT) | Page 1 of 1
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
INSURER(S) AFFORDING COVERAGE
INSURER F :
INSURER E :
INSURER D :
INSURER C :
INSURER B :
INSURER A :
NAIC #
NAME:
CONTACT
(A/C, No):
FAX
E-MAIL
ADDRESS:
PRODUCER
(A/C, No, Ext):
PHONE
INSURED
REVISION NUMBER:
CERTIFICATE NUMBER:
COVERAGES
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed.
If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on
this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).
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.
OTHER:
(Per accident)
(Ea accident)
$
$
N / A
SUBR
WVD
ADDL
INSD
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.
$
$
$
$
PROPERTY DAMAGE
BODILY INJURY (Per accident)
BODILY INJURY (Per person)
COMBINED SINGLE LIMIT
AUTOS ONLY
AUTOS
AUTOS ONLY
NON-OWNED
SCHEDULED
OWNED
ANY AUTO
AUTOMOBILE LIABILITY
Y / N
WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY
OFFICER/MEMBER EXCLUDED?
(Mandatory in NH)
DESCRIPTION OF OPERATIONS below
If yes, describe under
ANY PROPRIETOR/PARTNER/EXECUTIVE
$
$
$
E.L. DISEASE - POLICY LIMIT
E.L. DISEASE - EA EMPLOYEE
E.L. EACH ACCIDENT
ER
OTH-
STATUTE
PER
LIMITS
(MM/DD/YYYY)
POLICY EXP
(MM/DD/YYYY)
POLICY EFF
POLICY NUMBER
TYPE OF INSURANCE
LTR
INSR
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)
EXCESS LIAB
UMBRELLA LIAB
$
EACH OCCURRENCE
$
AGGREGATE
$
OCCUR
CLAIMS-MADE
DED
RETENTION $
$
PRODUCTS - COMP/OP AGG
$
GENERAL AGGREGATE
$
PERSONAL & ADV INJURY
$
MED EXP (Any one person)
$
EACH OCCURRENCE
DAMAGE TO RENTED
$
PREMISES (Ea occurrence)
COMMERCIAL GENERAL LIABILITY
CLAIMS-MADE
OCCUR
GEN'L AGGREGATE LIMIT APPLIES PER:
POLICY
PRO-
JECT
LOC
CERTIFICATE OF LIABILITY INSURANCE
DATE (MM/DD/YYYY)
CANCELLATION
AUTHORIZED REPRESENTATIVE
ACORD 25 (2016/03)
© 1988-2015 ACORD CORPORATION. All rights reserved.
CERTIFICATE HOLDER
The ACORD name and logo are registered marks of ACORD
HIRED
AUTOS ONLY
10/4/2021
Marsh & McLennan Agency, LLC
8144 Walnut Hill Lane, 16th Fl
Dallas TX 75231
Stacy Brimer
972-376-8108
stacy.brimer@marshmma.com
Hartford Casualty Insurance Company
29424
HUITTZOL
Federal Insurance Company
20281
Huitt-Zollars, Inc.
5430 LBJ Freeway, Suite 1500
Dallas TX 75240
Hartford Underwriters Insurance Company
30104
1559748906
A
X
1,000,000
X
300,000
X
Deductible: $0
10,000
1,000,000
2,000,000
X
X
46UUNOL5275
9/1/2021
9/1/2022
2,000,000
A
1,000,000
X
X
Coll $1,000
X
Comp $1,000
46UENOL5276
9/1/2021
9/1/2022
A
X
X
10,000,000
46XHUOL5274
9/1/2021
9/1/2022
10,000,000
X
10,000
C
X
N
46WEOL6H1G
9/1/2021
9/1/2022
1,000,000
1,000,000
1,000,000
A
B
A
Hired Car Physical Dam: $100,000
Employee Theft
Valuable Papers
46UENOL5276
82241508
46UUNOL5275
9/1/2021
9/1/2021
9/1/2021
9/1/2022
9/1/2022
9/1/2022
Hired PD Comp/Coll
Employee Theft
Included in BPP Limit
Ded $1,000/$1,000
Limit: $1,000,000
Additional Insured form #HG0001 edition 09/16 applies to the General Liability policy.
Waiver of subrogation form #HG0001 edition 09/16 applies to the General Liability policy.
Primary & Non-Contributory General Liability form #HG0001 edition 09/16.
Additional Insured form #HA9916 edition 03/12 applies to the Automobile Liability policy.
Waiver of subrogation form #HA9916 edition 03/12 applies to the Automobile Liability policy.
Primary & Non-Contributory Auto Liability form #HA9916 edition 03/12.
See Attached...
Maricopa County
401 W. Jefferson St.
Phoenix AZ 85003
ACORD 101 (2008/01)
The ACORD name and logo are registered marks of ACORD
© 2008 ACORD CORPORATION. All rights reserved.
THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM,
FORM NUMBER:
FORM TITLE:
ADDITIONAL REMARKS
ADDITIONAL REMARKS SCHEDULE
Page of
AGENCY CUSTOMER ID:
LOC #:
AGENCY
CARRIER
NAIC CODE
POLICY NUMBER
NAMED INSURED
EFFECTIVE DATE:
HUITTZOL
1
1
Marsh & McLennan Agency, LLC
Huitt-Zollars, Inc.
5430 LBJ Freeway, Suite 1500
Dallas TX 75240
25
CERTIFICATE OF LIABILITY INSURANCE
Waiver of subrogation form #WC00 edition 03/13 and #WC04 edition 03/06 and #WC420304B applies to the Workers Compensation policy.
Additioanl Insured form #XL0003 edition 09/16 applies to the Umbrella policy.
Waiver of Subrogation form #XL0003 edition 09/16 applies to the Umbrella policy.
Notice of Cancellation form #IH0307 edition 6/11 applies to the General Liability policy.
Notice of Cancellation form #WC99 edition 03/94 and #WC990531 applies to the Workers Compensation policy.
Notice of Cancellation form #IH0307 edition 6/11applies to the Umbrella Liability policy.
Notice of Cancellation form IH0307 edition 06/11 applies to the Auto Liability policy.
The General Liability policy contains language that provides additional insured status to the certificate holder only when there is a written contract between the
named insured and the certificate holder that requires such status.
The General Liability policy contains an endorsement with “Primary and NonContributory” wording that may apply only when there is a written contract between
the named insured and the certificate holder that requires such wording.
The General Liability policy contains a blanket waiver of subrogation endorsement that may apply only when there is a written contract between the named
insured and the certificate holder that requires such wording.
The Automobile Liability policy contains language that provides additional insured status to the certificate holder only when there is a written contract between
the named insured and the certificate holder that requires such status.
The Automobile liability policy includes waiver of subrogation wording that may apply only when there is a written contract between the named insured and the
certificate holder that requires such wording.
The Auto Liability policy contains an endorsement with “Primary and NonContributory” wording that may apply only when there is a written contract between the
named insured and the certificate holder that requires such wording.
The Umbrella policy includes additional insured endorsement to the certificate holder only when there is a written contract between the named insured and the
certificate holder that requires such status.
The Umbrella policy includes waiver of subrogation endorsement to the certificate holder only when there is a written contract between the named insured and
the certificate holder that requires such status.
The Worker’s Compensation policy includes a waiver of subrogation endorsement that may apply only when there is a written contract between the named
insured and the certificate holder that requires such wording.
The General Liability, Auto, Worker’s Compensation and Umbrella liability policies includes a blanket notice of cancellation to the certificate holder endorsement,
providing for (30) days’ advance written notice if the policy is canceled by the company, or 10 days’ written notice before the policy is canceled for nonpayment
of premium. Notice is sent to certificate holders with mailing addresses on file with the agent or the company. The endorsement does not provide for notice of
cancellation to the certificate holder if the named insured requests cancellation.
RE: Project#: 220006-ROQ: HZ Project #: R314352.01 - Term Civil Engineering and Land Surveying Services
Certificate Holder Includes: Maricopa County, its agents, representatives, officers, directors, officials, and employees
66/0-
EACH CONSTRUCTION
PROJECT,
INDIVIDUALLY
AND SEPARATELY,
OF THE NAMED
INSURED AS REQUIRED
BY WRITTEN CONTRACT
OR AGREEMENT.
POLICY NUMBER:
COMMERCIAL GENERAL LIABILITY
CG 25 03 05 09
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
CG 25 03 05 09
© Insurance Services Office, Inc., 2008
Page 1 of 2
DESIGNATED CONSTRUCTION PROJECT(S)
GENERAL AGGREGATE LIMIT
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
SCHEDULE
Designated Construction Project(s):
Information required to complete this Schedule, if not shown above, will be shown in the Declarations.
A. For all sums which the insured becomes legally
obligated
to
pay
as
damages
caused
by
"occurrences" under Section I – Coverage A, and
for all medical expenses caused by accidents
under Section I – Coverage C, which can be
attributed only to ongoing operations at a single
designated construction project shown in the
Schedule above:
1. A separate Designated Construction Project
General Aggregate Limit
applies
to each
designated construction project, and that limit
is
equal
to
the
amount
of
the
General
Aggregate Limit shown in the Declarations.
2. The Designated Construction Project General
Aggregate Limit is the most we will pay for the
sum of all damages under Coverage A,
except damages because of "bodily injury" or
"property damage" included in the "products-
completed
operations
hazard",
and
for
medical
expenses
under
Coverage
C
regardless of the number of:
a. Insureds;
b. Claims made or "suits" brought; or
c. Persons or organizations making claims or
bringing "suits".
3. Any payments made under Coverage A for
damages or under Coverage C for medical
expenses
shall
reduce
the
Designated
Construction Project General Aggregate Limit
for that designated construction project. Such
payments
shall
not
reduce
the
General
Aggregate Limit shown in the Declarations
nor shall they reduce any other Designated
Construction Project General Aggregate Limit
for any other designated construction project
shown in the Schedule above.
4. The limits shown in the Declarations for Each
Occurrence, Damage To Premises Rented To
You and Medical Expense continue to apply.
However, instead of being subject to the
General
Aggregate
Limit
shown
in
the
Declarations, such limits will be subject to the
applicable Designated Construction Project
General Aggregate Limit.
Page 2 of 2
© Insurance Services Office, Inc., 2008
CG 25 03 05 09
B. For all sums which the insured becomes legally
obligated
to
pay
as
damages
caused
by
"occurrences" under Section I – Coverage A, and
for all medical expenses caused by accidents
under Section I – Coverage C, which cannot be
attributed only to ongoing operations at a single
designated construction project shown in the
Schedule above:
1. Any payments made under Coverage A for
damages or under Coverage C for medical
expenses shall reduce the amount available
under the General Aggregate Limit or the
Products-completed
Operations
Aggregate
Limit, whichever is applicable; and
2. Such
payments
shall
not
reduce
any
Designated
Construction
Project
General
Aggregate Limit.
C. When coverage for liability arising out of the
"products-completed
operations
hazard"
is
provided, any payments for damages because of
"bodily injury" or "property damage" included in
the "products-completed operations hazard" will
reduce
the
Products-completed
Operations
Aggregate Limit, and not reduce the General
Aggregate Limit nor the Designated Construction
Project General Aggregate Limit.
D. If the applicable designated construction project
has been abandoned, delayed, or abandoned
and
then
restarted,
or
if
the
authorized
contracting parties deviate from plans, blueprints,
designs, specifications or timetables, the project
will still be deemed to be the same construction
project.
E. The
provisions
of
Section
III
–
Limits
Of
Insurance
not
otherwise
modified
by
this
endorsement
shall
continue
to
apply
as
stipulated.
)BSUGPSE$BTVBMUZ*OTVSBODF$PNQBOZ
66/0-
POLICY NUMBER:
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
Form HC 24 92 06 08
Page 1 of 1
© 2008, The Hartford
(Includes copyrighted material of Insurance Services Office, Inc. with its permission.)
AMENDMENT - DEFINITION OF INSURED CONTRACT
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
SCHEDULE
Designation of Contracts:
(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 any contract shown in the Schedule, the first subparagraph of Paragraph f. of the definition of
"insured contract" in the Definitions Section is replaced by the following:
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.
66/0-
HG 00 01 09 16
Page 1 of 21
© 2016 The Hartford
(Includes copyrighted material of Insurance Services Office, Inc. with its permission.)
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 stock
insurance
company
member
of
The
Hartford
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" 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.
d. Damages because of "bodily injury" include
damages
claimed
by
any
person
or
organization for care, loss of services or
death resulting at any time from the "bodily
injury".
e. Incidental Medical Malpractice And Good
Samaritan Coverage
"Bodily injury" arising out of the rendering of
or failure to render the following health care
services by any "employee" or "volunteer
worker" shall be deemed to be caused by an
"occurrence" for:
)BSUGPSE$BTVBMUZ*OTVSBODF$PNQBOZ
66/0-
Page 2 of 21
HG 00 01 09 16
(1) Professional health care services such as:
(a) Medical, surgical, dental, laboratory, x-
ray or nursing services or treatment,
advice or instruction, or the related
furnishing of food or beverages;
(b) Any
health
or
therapeutic
service,
treatment, advice or instruction; or
(c) The furnishing or dispensing of drugs
or medical, dental, or surgical supplies
or appliances; or
(2) First aid services, which include:
(a) Cardiopulmonary
resuscitation,
whether performed manually or with a
defibrillator; or
(b) Services
performed
as
a
Good
Samaritan.
For the purpose of determining the limits of
insurance, any act or omission together with
all related acts or omissions in the furnishing
of these services to any one person will be
considered one "occurrence".
However, this Incidental Medical Malpractice
And
Good
Samaritan
Coverage
provision
applies only if you are not engaged in the
business or occupation of providing any of the
services described in this provision.
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" or "property damage" 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
attorney
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
attorney
fees
and
litigation
expenses are for defense of that party
against a civil or alternative dispute
resolution
proceeding
in
which
damages
to
which
this
insurance
applies are alleged.
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:
HG 00 01 09 16
Page 3 of 21
(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:
(1) Whether the insured may be liable as an
employer or in any other capacity; and
(2) To any obligation to share damages with
or repay someone else who must pay
damages because of the injury.
This exclusion does not apply to liability
assumed by the insured under an "insured
contract".
f. Pollution
(1) "Bodily
injury"
or
"property
damage"
arising
out
of
the
actual,
alleged
or
threatened discharge, dispersal, 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;
(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"; or
(e) At
or
from
any
premises,
site
or
location on which any insured or any
contractors or subcontractors working
Page 4 of 21
HG 00 01 09 16
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".
(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 51 feet long; and
(b) Not being used to carry persons 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;
(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"; or
(6) An aircraft that is not owned by any
insured and is hired, chartered or loaned
with a paid crew. However, this exception
does not apply if the insured has any other
insurance
for
such
"bodily
injury"
or
"property
damage",
whether
the
other
insurance is primary, excess, contingent
or on any other basis.
h. Mobile Equipment
"Bodily injury" or "property damage" arising
out of:
(1) The transportation of "mobile equipment"
by an "auto" owned or operated by or
rented or loaned to any insured; or
(2) The use of "mobile equipment" in, or while
in practice 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:
HG 00 01 09 16
Page 5 of 21
(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;
(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) and (4) of this exclusion do
not apply to "property damage" arising from
the use of elevators.
Paragraphs
(3),
(4),
(5)
and
(6)
of
this
exclusion do not apply to liability assumed
under a sidetrack agreement.
Paragraphs (3) and (4) of this exclusion do
not apply to "property damage" to borrowed
equipment while not being used to perform
operations at the job site.
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. Access or Disclosure Of Confidential Or
Personal
Information
And
Data-related
Liability
Damages arising out of:
(1) Any
access
to
or
disclosure
of
any
person's or organization's confidential or
personal information, including patents,
trade
secrets,
processing
methods,
customer lists, financial information, credit
card information, health information or any
other type of nonpublic information; or
(2) The loss of, loss of use of, damage to,
corruption
of,
inability
to
access,
or
inability to manipulate electronic data.
This exclusion applies even if damages are
claimed
for
notification
costs,
credit
monitoring
expenses,
forensic
expenses,
Page 6 of 21
HG 00 01 09 16
public relations expenses or any other loss,
cost or expense incurred by you or others
arising out of that which is described in
Paragraph (1) or (2) above.
However,
unless
Paragraph
(1)
above
applies, this exclusion does not apply to
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. Employment-Related Practices
"Bodily injury" to:
(1) A person arising out of any "employment–
related practices"; or
(2) The spouse, child, parent, brother or sister
of that person as a consequence of "bodily
injury"
to
that
person
at
whom
any
"employment-related
practices"
are
directed.
This exclusion applies:
(1) Whether
the
injury-causing
event
described in the definition of "employment-
related
practices"
occurs
before
employment, during employment or after
employment of that person;
(2) Whether the insured may be liable as an
employer or in any other capacity; and
(3) To any obligation to share damages with
or repay someone else who must pay
damages because of the injury.
r. Asbestos
(1) "Bodily
injury"
or
"property
damage"
arising out of the "asbestos hazard".
(2) Any
damages,
judgments,
settlements,
loss, costs or expenses that:
(a) May be awarded or incurred by reason
of any claim or suit alleging actual or
threatened injury or damage of any
nature or kind to persons or property
which
would
not
have
occurred
in
whole or in part but for the "asbestos
hazard";
(b) Arise out of any request, demand,
order
or
statutory
or
regulatory
requirement that any insured or others
test for, monitor, clean up, remove,
encapsulate, contain, treat, detoxify or
neutralize or in any way respond to or
assess the effects of an "asbestos
hazard"; or
(c) Arise out of any claim or suit for
damages
because
of
testing
for,
monitoring,
cleaning
up,
removing,
encapsulating,
containing,
treating,
detoxifying or neutralizing or in any
way responding to or assessing the
effects of an "asbestos hazard".
s. 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
Transaction Act (FACTA); or
(4) Any
federal,
state
or
local
statute,
ordinance or regulation, other than the
TCPA or CAN-SPAM Act of 2003 or FCRA
and their amendments and additions, that
addresses, prohibits or limits the printing,
dissemination,
disposal,
collecting,
recording,
sending,
transmitting,
communicating or distribution of material
or information.
Damage
To
Premises
Rented
To
You
–
Exception For Damage By Fire, Lightning Or
Explosion
Exclusions c. through h. and j. through n. do not
apply to damage by fire, lightning or explosion 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
HG 00 01 09 16
Page 7 of 21
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" arising out of
an offense committed by, at the direction or
with the consent or acquiescence of the
insured
with
the
expectation
of
inflicting
"personal and advertising injury".
b. Material
Published
With
Knowledge
Of
Falsity
"Personal and advertising injury" arising out of
oral, written or electronic publication, in any
manner, of material, if done by or at the
direction of the insured with knowledge of its
falsity.
c. Material Published Prior To Policy Period
"Personal and advertising injury" arising out of
oral, written or electronic 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.
i. Infringement
Of
Intellectual
Property
Rights
(1) "Personal and advertising injury" arising
out of any actual or alleged infringement
or violation of any intellectual property
rights
such
as
copyright,
patent,
trademark, trade name, trade secret, trade
dress, service mark or other designation
of origin or authenticity; or
(2) Any injury or damage alleged in any clam
or "suit" that also alleges an infringement
or violation of any intellectual property
right,
whether
such
allegation
of
infringement or violation is made by you or
by any other party involved in the claim or
"suit",
regardless
of
whether
this
insurance would otherwise apply.
However, this exclusion does not apply if the
only allegation in the claim or "suit" involving
any intellectual property right is limited to:
(1) Infringement, in your "advertisement", of:
(a)
Copyright;
(b)
Slogan; or
(c)
Title of any literary or artistic work; or
(2) Copying,
in
your
"advertisement",
a
person’s
or
organization’s
"advertising
idea" or style of "advertisement".
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 a., b. and c. of the definition of
"personal and advertising injury" under the
Definitions Section.
Page 8 of 21
HG 00 01 09 16
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 metatags, 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. Internet Advertisements And Content Of
Others
"Personal and advertising injury" arising out
of:
(1) An "advertisement" for others on your web
site;
(2) Placing a link to a web site of others on
your web site;
(3) Content,
including
information,
sounds,
text, graphics, or images from a web site
of others displayed within a frame or
border on your web site; or
(4) Computer code, software or programming
used to enable:
(a) Your web site; or
(b) The presentation or functionality of an
"advertisement" or other content on
your web site.
q. Right Of Privacy Created By Statute
"Personal and advertising injury" arising out of
the violation of a person's right of privacy
created by any state or federal act.
However, this exclusion does not apply to
liability for damages that the insured would
have in the absence of such state or federal
act.
r. Violation Of Anti-Trust law
"Personal and advertising injury" arising out of
a violation of any anti-trust law.
s. Securities
"Personal and advertising injury" arising out of
the fluctuation in price or value of any stocks,
bonds or other securities.
t. 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
Transaction Act (FACTA); or
(4) Any
federal,
state
or
local
statute,
ordinance or regulation, other than the
TCPA or 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.
HG 00 01 09 16
Page 9 of 21
u. Employment-Related Practices
"Personal and advertising injury" to:
(1) A person arising out of any "employment–
related practices"; or
(2) The spouse, child, parent, brother or sister
of
that
person
as
a
consequence
of
"personal and advertising injury" to that
person at whom any "employment-related
practices" are directed.
This exclusion applies:
(1) Whether
the
injury-causing
event
described in the definition of "employment-
related
practices"
occurs
before
employment, during employment or after
employment of that person;
(2) Whether the insured may be liable as an
employer or in any other capacity; and
(3) To any obligation to share damages with
or repay someone else who must pay
damages because of the injury.
v. Asbestos
(1) "Personal and advertising injury" arising
out of the "asbestos hazard".
(2) Any
damages,
judgments,
settlements,
loss, costs or expenses that:
(a) May be awarded or incurred by reason
of any claim or suit alleging actual or
threatened injury or damage of any
nature or kind to persons or property
which
would
not
have
occurred
in
whole or in part but for the "asbestos
hazard";
(b) Arise out of any request, demand,
order
or
statutory
or
regulatory
requirement that any insured or others
test for, monitor, clean up, remove,
encapsulate, contain, treat, detoxify or
neutralize or in any way respond to or
assess the effects of an "asbestos
hazard"; or
(c) Arise out of any claim or suit for
damages
because
of
testing
for,
monitoring,
cleaning
up,
removing,
encapsulating,
containing,
treating,
detoxifying or neutralizing or in any
way responding to or assessing the
effects of an "asbestos hazard".
w. Access Or Disclosure Of Confidential Or
Personal Information
"Personal and advertising injury" arising out of
any access to or disclosure of any person's or
organization's
confidential
or
personal
information, including patents, trade secrets,
processing methods, customer lists, financial
information, credit card information, health
information or any other type of nonpublic
information.
This exclusion applies even if damages are
claimed
for
notification
costs,
credit
monitoring
expenses,
forensic
expenses,
public relations expenses or any other loss,
cost or expense incurred by you or others
arising out of any access to or disclosure of
any person's or organization's confidential or
personal information.
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:
(1) The accident takes place in the "coverage
territory" and during the policy period;
(2) The expenses are incurred and reported
to us within three years of the date of the
accident; and
(3) The
injured
person
submits
to
examination,
at
our
expense,
by
physicians of our choice as often as we
reasonably require.
b. We will make these payments regardless of
fault. These payments will not exceed the
applicable limit of insurance. We will pay
reasonable expenses for:
(1) First aid administered at the time of an
accident;
(2) Necessary medical, surgical, X-ray and
dental
services,
including
prosthetic
devices; and
(3) Necessary
ambulance,
hospital,
professional nursing and funeral services.
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
Page 10 of 21
HG 00 01 09 16
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 $1,000 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 appeal bonds or 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 $500 a
day because of time off from work.
e. All court costs taxed against the insured in
the "suit".
However, such costs do not
include attorneys' fees, attorneys' expenses,
witness or expert fees, or any other expenses
of a party taxed to 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.
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.
HG 00 01 09 16
Page 11 of 21
Our obligation to defend an insured's indemnitee
and to pay for attorneys' fees and necessary
litigation expenses as Supplementary Payments
ends when:
a. We have used up the applicable limit of
insurance in the payment of judgments or
settlements; or
b. 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.
2. Each of the following is also an insured:
a. Employees And Volunteer Workers
Your
"volunteer
workers"
only
while
performing duties related to the conduct of
your business, or your "employees", other
than either your "executive officers" (if you are
an organization other than a partnership, joint
venture or limited liability company) or your
managers
(if
you
are
a
limited
liability
company), but only for acts within the scope
of
their
employment
by
you
or
while
performing duties related to the conduct of
your business.
However,
none
of
these
"employees"
or
"volunteer workers" are insureds for:
(1) "Bodily injury" or "personal and advertising
injury":
(a) To you, 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 that
"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 Paragraphs
(1)(a) or (1)(b) above; or
(d) Arising out of his or her providing or
failing to provide professional health
care services.
If you are not in the business of providing
professional health care services:
(a) Subparagraphs (1)(a), (1)(b) and (1)(c)
above do not apply to any "employee"
or "volunteer worker" providing first aid
services; and
(b) Subparagraph (1)(d) above does not
apply to any nurse, emergency medical
technician or paramedic employed by
you to provide such 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. Real Estate Manager
Any person (other than your "employee" or
"volunteer worker"), or any organization while
acting as your real estate manager.
c. Temporary Custodians Of Your Property
Any person or organization having proper
temporary custody of your property if you die,
but only:
(1) With respect to liability arising out of the
maintenance or use of that property; and
(2) Until your legal representative has been
appointed.
d. Legal Representative If You Die
Your legal representative if you die, but only
SECTION II – WHO IS AN INSURED
Page 12 of 21
HG 00 01 09 16
with
respect
to
duties
as
such.
That
representative will have all your rights and
duties under this Coverage Part.
e. Unnamed Subsidiary
Any subsidiary, and subsidiary thereof, of
yours which is a legally incorporated entity of
which you own a financial interest of more
than 50% of the voting stock on the effective
date of the Coverage Part.
The
insurance
afforded
herein
for
any
subsidiary not named in this Coverage Part
as a named insured does not apply to injury
or damage with respect to which such insured
is also a named insured under another policy
or would be a named insured under such
policy but for its termination or the exhaustion
of its limits of insurance.
3. Newly Acquired Or Formed Organization
Any organization you newly acquire or form,
other than a partnership, joint venture or limited
liability company, and over which you maintain
financial interest of more than 50% of the voting
stock, 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 180th 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.
4. Nonowned Watercraft
With respect to watercraft you do not own that is
less than 51 feet long and is not being used to
carry persons for a charge, any person is an
insured while operating such watercraft with your
permission. Any other person or organization
responsible for the conduct of such person is
also an insured, but only with respect to liability
arising out of the operation of the watercraft, and
only if no other insurance of any kind is available
to that person or organization for this liability.
However, no person or organization is an insured
with respect to:
a. "Bodily injury" to a co-"employee" of the
person operating the watercraft; or
b. "Property damage" to property owned by,
rented to, in the charge of or occupied by you
or the employer of any person who is an
insured under this provision.
5. Additional
Insureds
When
Required
By
Written
Contract,
Written
Agreement
Or
Permit
The following person(s) or organization(s) are an
additional insured when you have agreed, in a
written contract, written agreement or because of
a permit issued by a state or political subdivision,
that such person or organization be added as an
additional insured on your policy, provided the
injury or damage occurs subsequent to the
execution of the contract or agreement.
A person or organization is an additional insured
under this provision only for that period of time
required by the contract or agreement.
However, no such person or organization is an
insured under this provision if such person or
organization is included as an insured by an
endorsement issued by us and made a part of
this Coverage Part.
a. Vendors
Any person(s) or organization(s) (referred to
below as vendor), but only with respect to
"bodily injury" or "property damage" arising
out of "your products" which are distributed or
sold in the regular course of the vendor's
business
and only if this Coverage Part
provides
coverage
for
"bodily
injury"
or
"property
damage"
included
within
the
"products-completed operations hazard".
(1) The
insurance
afforded
the
vendor
is
subject
to
the
following
additional
exclusions:
This insurance does not apply to:
(a) "Bodily injury" or "property damage" for
which the vendor 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 that the vendor
would have in the absence of the
contract or agreement;
(b) Any express warranty unauthorized by
you;
(c) Any physical or chemical change in the
product
made
intentionally
by
the
vendor;
(d) Repackaging, except when unpacked
solely for the purpose of inspection,
demonstration,
testing,
or
the
substitution of parts under instructions
from
the
manufacturer,
and
then
repackaged in the original container;
(e) Any failure to make such inspections,
adjustments, tests or servicing as the
vendor has agreed to make or normally
Additional
Insureds
When
Required
By
Written
Contract,
Written
q
Agreement
y
Or
Permit
HG 00 01 09 16
Page 13 of 21
undertakes
to
make
in
the
usual
course of business, in connection with
the distribution or sale of the products;
(f) Demonstration,
installation,
servicing
or
repair
operations,
except
such
operations performed at the vendor's
premises in connection with the sale of
the product;
(g) Products which, after distribution or
sale by you, have been labeled or
relabeled or used as a container, part
or ingredient of any other thing or
substance by or for the vendor; or
(h) "Bodily injury" or "property damage"
arising out of the sole negligence of the
vendor for its own acts or omissions or
those of its employees or anyone else
acting on its behalf. However, this
exclusion does not apply to:
(i) The exceptions contained in Sub-
paragraphs (d) or (f); or
(ii) Such
inspections,
adjustments,
tests or servicing as the vendor has
agreed
to
make
or
normally
undertakes to make in the usual
course of business, in connection
with the distribution or sale of the
products.
(2) This insurance does not apply to any
insured
person
or
organization,
from
whom you have acquired such products,
or
any
ingredient,
part
or
container,
entering into, accompanying or containing
such products.
b. Lessors Of Equipment
(1) Any
person(s)
or
organization(s)
from
whom you lease equipment; but only with
respect to their liability for "bodily injury",
"property
damage"
or
"personal
and
advertising injury" caused, in whole or in
part, by your maintenance, operation or
use of equipment leased to you by such
person(s) or organization(s).
(2) With respect to the insurance afforded to
these additional insureds this insurance
does not apply to any "occurrence" which
takes place after the equipment lease
expires.
c. Lessors Of Land Or Premises
Any person or organization from whom you
lease land or premises, but only with respect
to
liability
arising
out
of
the
ownership,
maintenance or use of that part of the land or
premises leased to you.
With respect to the insurance afforded these
additional insureds the following additional
exclusions apply:
This insurance does not apply to:
1. Any "occurrence" which takes place after
you cease to lease that land; or
2. Structural alterations, new construction or
demolition operations performed by or on
behalf of such person or organization.
d. Architects, Engineers Or Surveyors
Any architect, engineer, or surveyor, but only
with respect to liability for "bodily injury",
"property
damage"
or
"personal
and
advertising injury" caused, in whole or in part,
by your acts or omissions or the acts or
omissions of those acting on your behalf:
(1) In connection with your premises; or
(2) In
the
performance
of
your
ongoing
operations performed by you or on your
behalf.
With respect to the insurance afforded these
additional insureds, the following additional
exclusion applies:
This insurance does not apply to "bodily
injury", "property damage" or "personal and
advertising injury" arising out of the rendering
of or the failure to render any professional
services by or for you, including:
1. The preparing, approving, or failing to
prepare or approve, maps, shop drawings,
opinions, reports, surveys, field orders,
change
orders
or
drawings
and
specifications; or
2. Supervisory, inspection, architectural or
engineering activities.
This exclusion applies even if the claims
against any insured allege negligence or
other wrongdoing in the supervision, hiring,
employment, training or monitoring of others
by that insured, if the "occurrence" which
caused
the
"bodily
injury"
or
"property
damage", or the offense which caused the
"personal and advertising injury", involved the
rendering of or the failure to render any
professional services by or for you.
e. Permits
Issued
By
State
Or
Political
Subdivisions
Any state or political subdivision, but only with
respect to operations performed by you or on
your behalf for which the state or political
subdivision has issued a permit.
With respect to the insurance afforded these
additional insureds, this insurance does not
apply to:
(1) "Bodily
injury",
"property
damage"
or
"personal and advertising injury" arising
out of operations performed for the state
or municipality; or
Page 14 of 21
HG 00 01 09 16
(2) "Bodily
injury"
or
"property
damage"
included within the "products-completed
operations hazard".
f. Any Other Party
Any other person or organization who is not
an additional insured under Paragraphs a.
through e. above, but only with respect to
liability for "bodily injury", "property damage"
or "personal and advertising injury" caused, in
whole or in part, by your acts or omissions or
the acts or omissions of those acting on your
behalf:
(1) In
the
performance
of
your
ongoing
operations;
(2) In connection with your premises owned
by or rented to you; or
(3) In
connection
with
"your
work"
and
included within the "products-completed
operations hazard", but only if
(a) The
written
contract
or
agreement
requires you to provide such coverage
to such additional insured; and
(b) This Coverage Part provides coverage
for "bodily injury" or "property damage"
included
within
the
"products-
completed operations hazard".
However:
(1) The insurance afforded to such additional
insured
only
applies
to
the
extent
permitted by law; and
(2) If coverage provided to the additional
insured
is
required
by
a
contract
or
agreement, the insurance afforded to such
additional insured will not be broader than
that which you are required by the contract
or
agreement
to
provide
for
such
additional insured.
With respect to the insurance afforded to
these additional insureds, this insurance does
not apply to:
"Bodily
injury",
"property
damage"
or
"personal and advertising injury" arising out of
the rendering of, or the failure to render, any
professional
architectural,
engineering
or
surveying services, including:
(1) The preparing, approving, or failing to
prepare or approve, maps, shop drawings,
opinions, reports, surveys, field orders,
change
orders
or
drawings
and
specifications; or
(2) Supervisory, inspection, architectural or
engineering activities.
This exclusion applies even if the claims
against any insured allege negligence or
other wrongdoing in the supervision, hiring,
employment, training or monitoring of others
by that insured, if the "occurrence" which
caused
the
"bodily
injury"
or
"property
damage", or the offense which caused the
"personal and advertising injury", involved the
rendering of or the failure to render any
professional services by or for you.
The limits of insurance that apply to additional
insureds is described in Section III – Limits Of
Insurance.
How this insurance applies when other insurance
is available to the additional insured is described
in the Other Insurance Condition in Section IV –
Commercial General Liability Conditions.
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 Most We Will Pay
The
Limits
of
Insurance
shown
in
the
Declarations and the rules below fix the most we
will pay regardless of the number of:
a. Insureds;
b. Claims made or "suits" brought; or
c. Persons or organizations making claims or
bringing "suits".
2. General Aggregate Limit
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.
3. Products-Completed
Operations
Aggregate
Limit
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. Personal And Advertising Injury Limit
Subject
to
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. Each Occurrence Limit
Subject to 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
Any Other Party
In
the
performance
of
your
ongoing
p
operations;
(2) In connection with your premises owned
y
by or rented to you; or
(3) In
connection
with
"your
work"
and
y
included within the "products-completed
p
operations hazard", but only if
(a) The
written
contract
or
agreement
g
requires you to provide such coverage
q
y
p
to such additional insured; and
(b) This Coverage Part provides coverage
g
p
g
for "bodily injury" or "property damage"
included
j
y
within
p
p
the
y
g
"products-
p
completed operations hazard".
HG 00 01 09 16
Page 15 of 21
b. Medical expenses under Coverage C
because
of
all
"bodily
injury"
and
"property
damage" arising out of any one "occurrence".
6. Damage To Premises Rented To You Limit
Subject to 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,
lightning or explosion, while rented to you or
temporarily occupied by you with permission of
the owner.
In the case of damage by fire, lightning or
explosion, the Damage to Premises Rented To
You Limit applies to all damage proximately
caused
by
the
same
event,
whether
such
damage results from fire, lightning or explosion
or any combination of these.
7. Medical Expense Limit
Subject to 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.
8. How Limits Apply To Additional Insureds
If you have agreed in a written contract or written
agreement that another person or organization
be
added as an additional insured on your policy,
the most we will pay on behalf of such additional
insured is the lesser of:
a. The limits of insurance specified in the written
contract or written agreement; or
b. The
Limits
of
Insurance
shown
in
the
Declarations.
Such amount shall be a part of and not in
addition to Limits of Insurance shown in the
Declarations and described in this Section.
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. Notice Of Occurrence Or Offense
You or any additional insured must see to it
that we are notified as soon as practicable of
an "occurrence" or an offense which may
result in a claim. To the extent possible,
notice should include:
(1) How, when and where the "occurrence" or
offense took place;
(2) The names and addresses of any injured
persons and witnesses; and
(3) The nature and location of any injury or
damage arising out of the "occurrence" or
offense.
b. Notice Of Claim
If a claim is made or "suit" is brought against
any insured, you or any additional insured
must:
(1) Immediately record the specifics of the
claim or "suit" and the date received; and
(2) Notify us as soon as practicable.
You or any additional insured must see to it
that we receive written notice of the claim or
"suit" as soon as practicable.
c. Assistance
And
Cooperation
Of
The
Insured
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. Obligations At The Insureds Own Cost
No insured will, except at that insured's own
cost, voluntarily make a payment, assume
any obligation, or incur any expense, other
than for first aid, without our consent.
e. Additional Insureds Other Insurance
If we cover a claim or "suit" under this
Coverage Part that may also be covered by
other insurance available to an additional
insured, such additional insured must submit
such claim or "suit" to the other insurer for
defense and indemnity.
However, this provision does not apply to the
extent that you have agreed in a written
Page 16 of 21
HG 00 01 09 16
contract
or
written
agreement
that
this
insurance is primary and non-contributory
with the additional insured's own insurance.
f. Knowledge Of An Occurrence, Offense,
Claim Or Suit
Paragraphs a. and b. apply to you or to any
additional
insured
only
when
such
"occurrence", offense, claim or "suit" is known
to:
(1) You or any additional insured that is an
individual;
(2) Any
partner,
if
you
or
the
additional
insured is a partnership;
(3) Any manager, if you or the additional
insured is a limited liability company;
(4) Any
"executive
officer"
or
insurance
manager, if you or the additional insured is
a corporation;
(5) Any
trustee,
if
you
or
the
additional
insured is a trust; or
(6) Any elected or appointed official, if you or
the
additional
insured
is
a
political
subdivision or public entity.
This duty applies separately to you and any
additional insured.
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.
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 b.
below applies. If other insurance is also
primary, we will share with all that other
insurance by the method described in c.
below.
b. Excess Insurance
This insurance is excess over any of the other
insurance,
whether
primary,
excess,
contingent or on any other basis:
(1) Your Work
That is Fire, Extended Coverage, Builder's
Risk, Installation Risk or similar coverage
for "your work";
(2) Premises Rented To You
That
is
fire,
lightning
or
explosion
insurance for premises rented to you or
temporarily
occupied
by
you
with
permission of the owner;
(3) Tenant Liability
That is insurance purchased by you to
cover
your
liability
as
a
tenant
for
"property damage" to premises rented to
you or temporarily occupied by you with
permission of the owner;
(4) Aircraft, Auto Or Watercraft
If the loss arises out of the maintenance or
use of aircraft, "autos" or watercraft to the
extent
not
subject
to
Exclusion
g.
of
Section I – Coverage A – Bodily Injury
And Property Damage Liability;
(5) Property
Damage
To
Borrowed
Equipment Or Use Of Elevators
If the loss arises out of "property damage"
to borrowed equipment or the use of
elevators to the extent not subject to
Exclusion j. of Section I - Coverage A -
Bodily
Injury
And
Property
Damage
Liability;
(6) When You Are Added As An Additional
Insured To Other Insurance
Any
other
insurance
available
to
you
covering liability for damages arising out
of the premises or operations, or products
and completed operations, for which you
have been added as an additional insured
by that insurance; or
(7) When
You
Add
Others
As
An
Additional Insured To This Insurance
Any
other
insurance
available
to
an
additional insured.
However, the following provisions apply to
other insurance available to any person or
organization who is an additional insured
under this coverage part.
(a) Primary Insurance When Required
By Contract
This insurance is primary if you have
agreed in a written contract or written
agreement
that
this
insurance
be
primary.
If
other
insurance
is
also
Primary Insurance When Required
y
By Contract
HG 00 01 09 16
Page 17 of 21
primary, we will share with all that
other
insurance
by
the
method
described in c. below.
(b) Primary And Non-Contributory To
Other Insurance When Required By
Contract
If
you
have
agreed
in
a
written
contract, written agreement, or permit
that this insurance is primary and non-
contributory
with
the
additional
insured's own insurance, this insurance
is
primary
and
we
will
not
seek
contribution from that other insurance.
Paragraphs (a) and (b) do not apply to
other insurance to which the additional
insured has been added as an additional
insured.
When this insurance is excess, we will have
no duty under 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.
When this insurance is excess over other
insurance, we will pay only our share of the
amount of the loss, if any, that exceeds the
sum of:
(1) The
total
amount
that
all
such
other
insurance would pay for the loss in the
absence of this insurance; and
(2) The total of all deductible and self-insured
amounts under all that other insurance.
We will share the remaining loss, if any, with
any other insurance that is not described in
this Excess Insurance provision and was not
bought specifically to apply in excess of the
Limits of Insurance shown in the Declarations
of this Coverage Part.
c. Method Of Sharing
If
all
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
a. When You Accept This Policy
By accepting this policy, you agree:
(1) The statements in the Declarations are
accurate and complete;
(2) Those
statements
are
based
upon
representations you made to us; and
(3) We have issued this policy in reliance
upon your representations.
b. Unintentional Failure To Disclose Hazards
If unintentionally you should fail to disclose all
hazards
relating
to
the
conduct
of
your
business that exist at the inception date of
this
Coverage
Part,
we
shall
not
deny
coverage under this Coverage Part because
of such failure.
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
a. Transfer Of Rights Of Recovery
If the insured has rights to recover all or part
of
any payment, including Supplementary
Payments,
we
have
made
under
this
Coverage Part, those rights are transferred to
us. The insured must do nothing after loss to
Primary And Non-Contributory To
y
y
Other Insurance When Required By
Contract
Page 18 of 21
HG 00 01 09 16
impair them. At our request, the insured will
bring "suit" or transfer those rights to us and
help us enforce them.
b. Waiver Of Rights Of Recovery (Waiver Of
Subrogation)
If
the insured has
waived any rights
of
recovery against any person or organization
for all or part of any payment, including
Supplementary Payments, we have made
under this Coverage Part, we also waive that
right, provided the insured waived their rights
of
recovery
against
such
person
or
organization
in
a
contract,
agreement
or
permit that was executed prior to the injury or
damage.
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 the widespread public
dissemination of information or images that has
the purpose of inducing the sale of goods,
products or services through:
a. (1) Radio;
(2) Television;
(3) Billboard;
(4) Magazine;
(5) Newspaper; or
b. Any other publication that is given widespread
public distribution.
However, "advertisement" does not include:
a. The design, printed material, information or
images
contained
in,
on
or
upon
the
packaging
or
labeling
of
any
goods
or
products; or
b. An
interactive
conversation
between
or
among persons through a computer network.
2. "Advertising
idea" means
any idea for an
"advertisement".
3. "Asbestos
hazard"
means
an
exposure
or
threat of exposure to the actual or alleged
properties of asbestos and includes the mere
presence of asbestos in any form.
4. "Auto" means:
a. A land motor vehicle, trailer or 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".
5. "Bodily injury" means physical:
a. Injury;
b. Sickness; or
c. Disease
sustained by a person and, if arising out of the
above, mental anguish or death at any time.
6. "Coverage territory" means:
a. The United States of America (including its
territories and possessions), Puerto Rico and
Canada;
b. International waters or airspace, but only if
the injury or damage occurs in the course of
travel or transportation between any places
included in a. above; 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 a. above;
(2) The activities of a person whose home is
in the territory described in a. above, but is
away for a short time on your business; or
(3) "Personal and advertising injury" offenses
that take place through the Internet or
similar electronic means of communication
provided
the
insured's
responsibility
to
pay
damages is determined in the United States of
America (including its territories and possessions),
Puerto Rico or Canada, in a "suit" on the merits
according to the substantive law in such territory or
in a settlement we agree to.
7. "Employee"
includes
a
"leased
worker".
"Employee"
does
not
include
a
"temporary
worker".
8. "Employment-Related Practices" means:
a. Refusal to employ that person;
b. Termination of that person's employment; or
c. Employment-related practices, policies, acts
or omissions, such as coercion, demotion,
evaluation,
reassignment,
discipline,
defamation,
harassment,
humiliation,
discrimination
or
malicious
prosecution
directed at that person.
9. "Executive officer" means a person holding any
of the officer positions created by your charter,
constitution,
by-laws
or
any
other
similar
governing document.
10."Hostile
fire"
means
one
which
becomes
uncontrollable or breaks out from where it was
intended to be.
b. Waiver Of Rights Of Recovery (Waiver Of
ts Of Recovery
g
Subrogation)
HG 00 01 09 16
Page 19 of 21
11."Impaired property" means tangible property,
other than "your product" or "your work", that
cannot be used or is less useful because:
a. It incorporates "your product" or "your work"
that is known or thought to be defective,
deficient, inadequate or dangerous; or
b. You have failed to fulfill the terms of a
contract or agreement;
if such property can be restored to use by the
repair, replacement, adjustment or removal of
"your product" or "your work", or your fulfilling the
terms of the contract or agreement.
12."Insured contract" means:
a. A contract for a lease of premises. However,
that portion of the contract for a lease of
premises
that
indemnifies
any
person
or
organization for damage by fire, lightning or
explosion to premises while rented to you or
temporarily occupied by you with permission
of the owner is subject to the Damage to
Premises Rented To You Limit described in
Section III – Limits of Insurance;
b. A sidetrack agreement;
c. Any
easement
or
license
agreement,
including an easement or license agreement
in connection with construction or demolition
operations on or within 50 feet of a railroad;
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,
provided
the
"bodily
injury"
or
"property
damage" is caused, in whole or in part, by
you or by those acting on your behalf. Tort
liability
means
a
liability
that
would
be
imposed
by
law
in
the
absence
of
any
contract or agreement.
Paragraph f. includes that part of any contract
or agreement that indemnifies a railroad for
"bodily injury" or "property damage" arising
out of construction or demolition operations,
within 50 feet of any railroad property and
affecting any railroad bridge or trestle, tracks,
road-beds, tunnel, underpass or crossing.
However, Paragraph f. does not include that
part of any contract or agreement:
(1) That indemnifies an architect, engineer or
surveyor for injury or damage arising out
of:
(a) Preparing,
approving,
or
failing
to
prepare
or
approve,
maps,
shop
drawings, opinions, reports, surveys,
field orders, change orders 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
(2) Under which the insured, if an architect,
engineer or surveyor, assumes liability for
an injury or damage arising out of the
insured's
rendering or failure
to render
professional services, including those listed
in (1) above and supervisory, inspection,
architectural or engineering activities.
13."Leased worker" means a person leased to you
by a labor leasing firm under an agreement
between you and the labor leasing firm, to
perform duties related to the conduct of your
business. "Leased worker" does not include a
"temporary worker".
14."Loading or unloading" means the handling of
property:
a. After it is moved from the place where it is
accepted
for
movement
into
or
onto
an
aircraft, watercraft or "auto";
b. While it is in or on an aircraft, watercraft or
"auto"; or
c. While it is being moved from an aircraft,
watercraft or "auto" to the place where it is
finally delivered;
but "loading or unloading" does not include the
movement of property by means of a mechanical
device, other than a hand truck, that is not
attached to the aircraft, watercraft or "auto".
15."Mobile equipment" means any of the following
types of land vehicles, including any attached
machinery or equipment:
a. Bulldozers, farm machinery, forklifts and other
vehicles designed for use principally off public
roads;
b. Vehicles maintained for use solely on or next
to premises you own or rent;
c. Vehicles that travel on crawler treads;
d. Vehicles,
whether
self-propelled
or
not,
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 a., b., c. or d. above
that are not self-propelled and are maintained
Page 20 of 21
HG 00 01 09 16
primarily to provide mobility to permanently
attached equipment of the following types:
(1) Air compressors, pumps and generators,
including
spraying,
welding,
building
cleaning, geophysical exploration, lighting
and well servicing equipment; or
(2) Cherry pickers and similar devices used to
raise or lower workers;
f. Vehicles not described in a., b., c. or d. above
maintained primarily for purposes other than
the transportation of persons or cargo.
However,
self-propelled
vehicles
with
the
following
types
of
permanently
attached
equipment are not "mobile equipment" but will
be considered "autos":
(1) Equipment 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 vehicle that is 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".
16."Occurrence"
means
an
accident,
including
continuous or repeated exposure to substantially
the same general harmful conditions.
17."Personal
and
advertising
injury"
means
injury, including consequential "bodily injury",
arising out of one or more of the following
offenses:
a. False arrest, detention or imprisonment;
b. Malicious prosecution;
c. The wrongful eviction from, wrongful entry
into,
or
invasion
of
the
right
of
private
occupancy of a room, dwelling or premises
that
a
person
or
organization
occupies,
committed by or on behalf of its owner,
landlord or lessor;
d. Oral, written or electronic 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, written or electronic publication, in any
manner, of material that violates a person's
right of privacy;
f. Copying, in your "advertisement", a person’s
or organization’s "advertising idea" or style of
"advertisement"; or
g. Infringement of copyright, slogan, or title of
any
literary
or
artistic
work,
in
your
"advertisement".
18."Pollutants" 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.
19."Products-completed operations hazard":
a. Includes
all
"bodily
injury"
and
"property
damage" occurring away from premises you
own or rent and arising out of "your product"
or "your work" except:
(1) Products that are still in your physical
possession; or
(2) Work that has not yet been completed or
abandoned. However, "your work" will be
deemed 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-
HG 00 01 09 16
Page 21 of 21
completed operations are subject to the
General Aggregate Limit.
20."Property damage" means:
a. Physical injury to tangible property, including
all resulting loss of use of that property. All
such loss of use shall be deemed to occur at
the time of the physical injury that caused it;
or
b. Loss of use of tangible property that is not
physically injured. All such loss of use shall
be deemed to occur at the time of the
"occurrence" that caused it.
As
used
in
this
definition,
computerized
or
electronically stored data, programs or software
are not tangible property. Electronic data means
information, facts or programs:
a. Stored as or on;
b. Created or used on; or
c. 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.
21."Suit"
means
a
civil
proceeding
in
which
damages because of "bodily injury", "property
damage" or "personal and advertising injury" to
which this insurance applies are alleged. "Suit"
includes:
a. An
arbitration
proceeding
in
which
such
damages
are
claimed
and
to
which
the
insured must submit or does submit with our
consent; or
b. Any
other
alternative
dispute
resolution
proceeding
in
which
such
damages
are
claimed and to which the insured submits with
our consent.
22."Temporary worker" means a person who is
furnished to you to substitute for a permanent
"employee" on leave or to meet seasonal or
short-term workload conditions.
23."Volunteer worker" means a person who
a. Is not your "employee";
b. Donates his or her work;
c. Acts at the direction of and within the scope
of duties determined by you; and
d. Is
not
paid
a
fee,
salary
or
other
compensation by you or anyone else for their
work performed for you.
24."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.
25."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.
)BSUGPSE$BTVBMUZ*OTVSBODF$PNQBOZ
6&/0-
)BSUGPSE$BTVBMUZ*OTVSBODF$PNQBOZ
6&/0-
)BSUGPSE$BTVBMUZ*OTVSBODF$PNQBOZ
9)60-
Form XL 00 03 09 16
Page 1 of 14
© 2016, The Hartford
UMBRELLA LIABILITY POLICY PROVISIONS
In this policy the words "you" and "your" refer to the
Named Insured first shown in the Declarations and
any other person or organization qualifying as a
Named Insured under this policy.
"We", "us" and
"our" refer to the stock insurance company member
of The Hartford Financial Services Group Inc. shown
in the Declarations.
Other words and phrases that appear in quotation
marks
also
have
special
meaning.
Refer
to
DEFINITIONS (Section VII).
IN
RETURN
FOR
THE
PAYMENT
OF
THE
PREMIUM, in reliance upon the statements in the
Declarations made a part hereof and subject to all of
the terms of this policy, we agree with you as
follows:
SECTION I - COVERAGES
INSURING AGREEMENTS
A.
Umbrella Liability Insurance
1.
We will pay those sums that the "insured"
becomes
legally
obligated
to
pay
as
"damages" in excess of the "underlying
insurance" or of the "self-insured retention"
when
no
"underlying
insurance"
applies,
because
of
"bodily
injury",
"property
damage" or "personal and advertising injury"
to which this insurance applies caused by an
"occurrence".
But, the amount we will pay
as "damages" is limited as described in
Section IV – LIMITS OF INSURANCE.
No other obligation or liability to pay sums or
perform acts or services is covered unless
explicitly provided for under Section II -
INVESTIGATION,
DEFENSE,
SETTLEMENT.
2.
This insurance applies to "bodily injury",
"property
damage"
or
"personal
and
advertising injury" only if:
a.
The "bodily injury", "property damage" or
"personal and advertising injury" occurs
during the "policy period"; and
b.
Prior to the "policy period", no insured
listed under Paragraph A. of Section III –
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".
3.
"Bodily injury" or "property damage" will be
deemed
to
have
been
known
to
have
occurred at the earliest time when any
insured listed under paragraph A. of Section
III – Who Is An Insured or any "employee"
authorized by you to give or receive notice
of an "occurrence" or claim:
a.
Reports all, or any part, of the "bodily
injury" or "property damage" to us or any
other insurer;
b.
Receives a written or verbal demand or
claim
for
damages
because
of
the
"bodily injury" or "property damage"; or
c.
Becomes aware by any other means
that "bodily injury" or "property damage"
has occurred or has begun to occur.
B.
Exclusions
This policy does not apply to:
1.
Pollution
Any obligation:
a.
To pay for the cost of investigation,
defense or settlement of any claim or
suit against any "insured" alleging actual
or threatened injury or damage of any
nature or kind to persons or property
which arises out of or would not have
occurred but for the pollution hazard; or
b.
To
pay
any
"damages",
judgments,
settlements, loss, costs or expenses
that may be awarded or incurred:
i.
By reason of any such claim or suit
or any such injury or damage; or
ii.
In
complying
with
any
action
authorized by law and relating to
such injury or damage.
As
used
in
this
exclusion,
pollution
hazard means an actual exposure or
threat of exposure to the corrosive, toxic
or other harmful properties of any solid,
liquid, gaseous or thermal:
a.
Pollutants;
b.
Contaminants;
)BSUGPSE$BTVBMUZ*OTVSBODF$PNQBOZ
9)60-
Page 2 of 14
Form XL 00 03 09 16
c.
Irritants; or
d.
Toxic substances;
Including:
Smoke;
Vapors;
Soot;
Fumes;
Acids;
Alkalis;
Chemicals, and
Waste materials consisting of or
containing
any
of
the
foregoing.
Waste
includes
materials
to
be
recycled,
reconditioned
or
reclaimed.
EXCEPTION
This exclusion does not apply:
a.
To "bodily injury" to any of your
"employees" arising out of and in
the course of their employment by
you; or
b.
To injury or damage as to which
valid
and
collectible
"underlying
insurance"
with
at
least
the
minimum
limits
shown
in
the
Schedule of Underlying Insurance
Policies is in force and applicable to
the "occurrence".
In such event,
any coverage afforded by this policy
for the "occurrence" will be subject
to the pollution exclusions of the
"underlying insurance" and to the
conditions,
limits
and
other
provisions of this policy. In the event
that "underlying insurance" is not
maintained with limits of liability as
set
forth
in
the
Schedule
of
Underlying
Insurance
Policies,
coverage
under
any
of
the
provisions of this exception does not
apply.
Exception b. does not apply to:
"Bodily injury" or "property damage"
arising out of the actual, alleged or
threatened
discharge,
dispersal,
seepage,
migration,
release
or
escape of "pollutants":
(1) That are, or that are contained
in any property that is :
(a) Being transported or towed
by, handled, or handled for
movement
into,
onto
or
from, any "auto";
(b) Otherwise in the course of
transit by or on behalf of the
"insured"; or
(c) Being stored, disposed of,
treated or processed in or
upon any "auto";
(2) Before the "pollutants" or any
property
in
which
the
"pollutants" are contained are
moved from the place where
they
are
accepted
by
the
"insured" for movement into or
onto any "auto"; or
(3) After
the
"pollutants"
or
any
property
in
which
the
"pollutants" are contained are
moved from any "auto" to the
place
where
they
are
finally
delivered,
disposed
of
or
abandoned by the "insured".
Paragraph (1) above does not apply
to fuels, lubricants, fluids, exhaust
gases or other similar "pollutants"
that are needed for or result from
the normal electrical, hydraulic or
mechanical functioning of an "auto",
covered
by
the
"underlying
insurance" or its parts, if:
a.
The "pollutants" escape, seep,
migrate, or are discharged or
released directly from an "auto"
part
designed
by
its
manufacturer
to
hold,
store,
receive
or
dispose
of
such
"pollutants"; and
b.
The
“bodily
injury,’
“property
damage” or “covered pollution
cost or expense” does not arise
out
of
the
operation
of
any
following equipment:
i.
Air compressors, pumps and
generators,
including
spraying,
welding,
building
cleaning,
geophysical
exploration, lighting or well
servicing equipment; and
ii.
Cherry pickers and similar
devices
mounted
on
automobile or truck chassis
and used to raise or lower
workers.
Paragraphs (2) and (3) above do not
apply to "accidents" that occur away
from premises owned by or rented
to
an
"insured"
with
respect
to
"pollutants" not in or upon an "auto"
Form XL 00 03 09 16
Page 3 of 14
covered
by
the
"underlying
insurance" if:
a.
The "pollutants" or any property
in
which
the
"pollutants"
are
contained are upset, overturned
or damaged as a result of the
maintenance or use of the "auto",
and
b.
The
discharge,
dispersal,
seepage, migration, release or
escape
of
the
"pollutants"
is
caused directly by such upset,
overturn or damage.
2.
Workers
Compensation
And
Similar
Laws
Any
obligation
of
the
insured
under
a
workers' compensation, disability benefits or
unemployment compensation law or any
similar law.
3.
Contractual Liability
Liability assumed by the "insured" under any
contract or agreement with respect to an
"occurrence"
taking
place
before
the
contract or agreement is executed.
4.
Personal And Advertising Injury
This policy does not apply to "personal and
advertising injury".
EXCEPTION
This exclusion does not apply to the extent
that
coverage
for
such
"personal
and
advertising injury" is provided by "underlying
insurance",
but
in
no
event
shall
any
"personal and advertising injury" coverage
provided under this policy apply to any claim
or "suit" to which "underlying insurance"
does not apply.
Any coverage restored by this EXCEPTION
applies only to the extent that such coverage
provided by the "underlying insurance" is
maintained having limits as set forth in the
Schedule of Underlying Insurance Policies.
5.
Underlying Insurance
Any injury or damage:
a.
Covered by "underlying insurance" but
for any defense which any underlying
insurer
may
assert
because
of
the
"insured's" failure to comply with any
condition of its policy; or
b.
For which "damages" would have been
payable by "underlying insurance" but
for the actual or alleged insolvency or
financial impairment of an underlying
insurer.
6.
Aircraft
"Bodily injury" or "property damage" arising
out
of
the
ownership,
operation,
maintenance, use, entrustment to others,
loading or unloading of any aircraft:
a.
Owned by any "insured"; or
b.
Chartered or loaned to any "insured".
This exclusion applies even if the claims
allege negligence or other wrongdoing in the
supervision, hiring, employment, training or
monitoring of others by an insured, if the
"occurrence"
which
caused
the
"bodily
injury" or "property damage" involved the
ownership, maintenance, use or entrustment
to others of any aircraft that is owned or
operated by or rented or loaned to any
insured.
This exclusion does not apply to aircraft that
is:
a.
Hired, chartered or loaned with a paid
crew; but
b.
Not owned by any "insured".
This exclusion does not apply to "bodily
injury" to any of your "employees" arising out
of and in the course of their employment by
you.
7.
Watercraft
"Bodily injury" or "property damage" arising
out
of
the
ownership,
operation,
maintenance, use, entrustment to others,
loading or unloading of any watercraft.
This exclusion applies even if the claims
allege negligence or other wrongdoing in the
supervision, hiring, employment, training or
monitoring of others by an insured, if the
"occurrence"
which
caused
the
"bodily
injury" or "property damage" involved the
ownership, maintenance, use or entrustment
to others of any watercraft that is owned or
operated by or rented or loaned to any
insured.
This exclusion does not apply to:
a.
Watercraft you do not own that is:
(1) Less than 51 feet long, and
(2) Not being used to carry persons or
property for a charge;
b.
"Bodily
injury"
to
any
of
your
"employees" arising out of and in the
course of their employment by you; or
c.
Any
watercraft
while
ashore
on
premises
owned
by,
rented
to
or
controlled by you.
8.
War
Any injury or damage, however caused,
arising, directly or indirectly, out of:
a.
War, including undeclared or civil war;
or
Page 4 of 14
Form XL 00 03 09 16
b.
Warlike
action
by
a
military
force,
including
action
in
hindering
or
defending against an actual or expected
attack, by any government, sovereign or
other authority using military personnel
or other agents; or
c.
Insurrection,
rebellion,
revolution,
usurped
power,
or
action
taken
by
governmental authority in hindering or
defending against any of these.
9.
Damage To Property
"Property damage" to property you own.
10. Damage To Your Product
"Property damage" to "your product" arising
out of it or any part of it.
11. 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.
12. Damage
To
Impaired
Property
Or
Property Not Physically Injured
"Property damage" to "impaired property" or
property
that
has
not
been
physically
injured, arising out of:
a.
A
defect,
deficiency,
inadequacy
or
dangerous condition in "your product" or
"your work"; or
b.
A delay or failure by you or anyone
acting on
your behalf to perform
a
contract or agreement in accordance
with its terms.
This exclusion does not apply to 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.
13. Recall Of Products, Work Or Impaired
Property
"Damages" claimed for any loss, cost or
expense incurred by you or others for the
loss of use, withdrawal, recall, inspection,
repair, replacement, adjustment, removal or
disposal of:
a.
"Your product";
b.
"Your work"; or
c.
"Impaired Property";
if
such
product,
work
or
property
is
withdrawn or recalled from the market or
from use by any person or organization
because of a known or suspected defect,
deficiency,
inadequacy
or
dangerous
condition in it.
14. Expected Or Intended
"Bodily
injury"
or
"property
damage"
expected or intended from the standpoint of
the "insured".
This exclusion does not apply to "bodily
injury" or "property damage" resulting from
the
use
of
reasonable
force
to
protect
persons or property.
15. Employer Liability
Coverage afforded any of your “employees”
for
"bodily
injury"
or
"personal
and
advertising injury":
a.
To other "employees" arising out of and
in the course of their employment;
b.
To the spouse, child, parent, brother or
sister
of
that
"employee"
as
a
consequence of such "bodily injury" to
that "employee".
c.
To you or, any of your partners or
members, (if you are a partnership, joint
venture), or your members (if you are a
limited liability company); or
d.
Arising out of the providing or failing to
provide
professional
health
care
services.
Subparagraphs a. and b. of this exclusion
apply:
(1) Whether the "insured" may be liable as
an employer or in any other capacity;
and
(2) To any obligation to share "damages"
with or repay someone else who must
pay "damages" because of the injury.
EXCEPTION
Subparagraphs a. and b. of this exclusion do
not
apply
if
"underlying
insurance"
is
maintained
providing
coverage
for
such
liability with minimum underlying limits, as
described in the Schedule of Underlying
Insurance Policies.
16. Property
Damage
To
Employee’s
Property
Coverage afforded any of your "employees"
for "property damage" to property owned or
occupied by or rented or loaned to:
a.
That "employee";
b.
Any of your other "employees";
c.
Any of your partners or members (if you
are a partnership or joint venture); or
d.
Any of your members (if you are a
limited liability company).
Form XL 00 03 09 16
Page 5 of 14
17. Uninsured Or Underinsured Motorists
Any claim for:
a.
Uninsured
or
Underinsured
Motorists
Coverage;
b.
Personal injury protection;
c.
Property protection; or
d.
Any
similar
no-fault
coverage
by
whatever name called;
Unless this policy is endorsed to provide
such coverage.
18. Employment Practices Liability
a.
Any injury or damage to:
(1) A person arising out of any:
(a) Refusal to employ that person;
(b) Termination
of
that
person’s
employment; or
(c) Employment-related
practices,
policies, acts or omissions, such
as but not limited to: coercion,
demotion,
evaluation,
reassignment,
discipline,
defamation,
harassment,
humiliation,
discrimination
or
malicious prosecution directed
at that person; or
(2) The spouse, child, parent, brother or
sister
of
that
person,
as
a
consequence
of
any
injury
or
damage to that person at whom any
of the employment-related practices
described in paragraphs (a), (b), or
(c) above is directed.
This exclusion applies:
i.
Whether
the
injury-causing
event
described in part (1) above occurs
before
employment,
during
employment or after employment of
that person;
ii.
Whether the "insured" may be liable
as an employer or in any other
capacity; and
iii. To
any
obligation
to
share
"damages" with or repay someone
else
who
must
pay
"damages"
because of the injury.
19. Employee
Retirement
Income
Security
Act
Any liability arising out of intentional or
unintentional violation of any provision of the
Employee Retirement Income Security Act
of 1974, Public
Law 93-406 (commonly
referred to as the Revision Act of 1974), or
any amendments to them.
20. Asbestos
Any injury, damages, loss, cost or expense,
including but not limited to "bodily injury",
"property
damage"
or
"personal
and
advertising injury" arising out of, or relating
to, in whole or in part, the "asbestos hazard"
that:
a.
May be awarded or incurred by reason
of any claim or suit alleging actual or
threatened injury or damage of any
nature or kind to persons or property
which would not have occurred in whole
or in part but for the "asbestos hazard";
or
b.
Arise out of any request, demand, order,
or statutory or regulatory requirement
that any insured or others test for,
monitor, clean up, remove, encapsulate,
contain, treat, detoxify or neutralize or in
any way respond
to
or assess
the
effects of any "asbestos hazard"; or
c.
Arise
out
of
any
claim
or
suit
for
damages
because
of
testing
for,
monitoring,
cleaning
up,
removing,
encapsulating,
containing,
treating,
detoxifying or neutralizing or in any way
responding to or assessing the effects of
an "asbestos hazard".
21. Racing And Stunting Activities
"Bodily injury" or "property damage" arising
out
of
the
ownership,
operation,
maintenance, use, entrustment to others, or
loading or unloading of any "auto" or "mobile
equipment" while being used in any:
a.
Prearranged or organized racing, speed
or demolition contest;
b.
Stunting activity; or
c.
Preparation for any such contest or
activity.
22. Access Or Disclosure Of Confidential Or
Personal Information
And Data-related
Liability
Damages arising out of:
a.
Any access to or disclosure of any
person's or organization's confidential or
personal information, including patents,
trade
secrets,
processing
methods,
customer
lists,
financial
information,
credit
card
information,
health
information
or
any
other
type
of
nonpublic information; or
b.
The loss of, loss of use of, damage to,
corruption
of,
inability to
access,
or
inability to manipulate electronic data.
This exclusion applies even if damages are
claimed
for
notification
costs,
credit
Page 6 of 14
Form XL 00 03 09 16
monitoring
expenses,
forensic
expenses,
public relations expenses or any other loss,
cost or expense incurred by you or others
arising out of that which is described in
Paragraph (1) or (2) above.
However,
unless
Paragraph
(1)
above
applies, this exclusion does not apply to
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.
23. Limited Underlying Coverage
Any injury, damage, loss, cost or expense,
including but not limited to “bodily injury”,
“property
damage”
or
“personal
and
advertising injury” for which:
a.
an
“underlying
insurance”
policy
or
policies specifically provides coverage;
but
b.
because
of
a
provision
within
the
“underlying insurance” such coverage is
provided at a limit or limits of insurance
that are less than the limit(s) for the
“underlying insurance” policy or policies
shown on the Schedule of Underlying
Insurance Policies.
24. Recording And Distribution Of Material
Or Information In Violation Of Law
Any injury, damage, loss, cost or expense,
including but not limited to "bodily injury",
"property
damage",
or
"personal
and
advertising
injury"
arising
directly
or
indirectly out of any action or omission that
violates or is alleged to violate:
a.
The
Telephone
Consumer
Protection
Act (TCPA), including any amendment
of or addition to such law;
b.
The CAN-SPAM Act of 2003, including
any amendment of or addition to such
law;
c.
The Fair Credit Reporting Act (FCRA),
and any amendment of or addition to
such
law,
including
the
Fair
and
Accurate
Credit
Transaction
Act
(FACTA); or
d.
Any
federal,
state
or
local
statute,
ordinance or regulation, other than the
TCPA,
CAN-SPAM
Act
of
2003
or
FCRA
and
their
amendments
and
additions, that addresses, prohibits or
limits
the
printing,
dissemination,
disposal, collecting, recording, sending,
transmitting,
communicating
or
distribution of material or information.
SECTION II - INVESTIGATION, DEFENSE,
SETTLEMENT
A.
With
respect
to
"bodily
injury",
"property
damage" or "personal and advertising injury" to
which this insurance applies (whether or not the
"self-insured retention" applies) and
1.
For which no coverage is provided under
any "underlying insurance"; or
2.
For
which
the
underlying
limits
of
any
"underlying
insurance" policy have
been
exhausted solely by payments of "damages"
because of "occurrences" during the "policy
period",
We:
1.
Will have the right and the duty to defend
any "suit" against the "insured" seeking
"damages" on account thereof, even if such
"suit" is groundless, false or fraudulent; but
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 afforded by
this policy;
2.
May make such investigation and settlement
of any claim or "suit" as we deem expedient;
3.
Will pay all expenses incurred by us, all
court costs taxed against the "insured" in
any "suit" defended by us and all interest on
the entire amount of any judgment therein
which
accrues
after
the
entry
of
the
judgment
and
before
we
have
paid
or
tendered or deposited in court that part of
the judgment which does not exceed the
applicable limit of insurance. However, such
costs
do
not
include
attorneys'
fees,
attorneys' expenses, witness or expert fees,
or any other expenses of a party taxed to
the insured;
4.
Will pay all premiums on appeal bonds
required in any such "suit", premiums on
bonds to release attachments in any such
"suit" for an amount not in excess of the
applicable limit of insurance, and the cost of
bail bonds required of the "insured" because
of an accident or traffic law violation arising
out of the operation of any vehicle to which
this policy applies, but we will have no
obligation to apply for or furnish any such
bonds;
5.
Will pay all reasonable expenses incurred by
the "insured" at our request in assisting us in
the investigation or defense of any claim or
"suit", including actual loss of earnings not to
exceed $500 per day per "insured";
and the amounts so incurred, except settlement
of claims and "suits," are not subject to the "self-
Form XL 00 03 09 16
Page 7 of 14
insured retention" and are payable in addition to
any applicable limit of insurance.
The "Insured" agrees to reimburse us promptly
for amounts paid in settlement of claims or
"suits" to the extent that such amounts are within
the "self-insured retention".
B.
You agree to arrange for the investigation,
defense or settlement of any claim or "suit" in
any country where we may be prevented by law
from carrying out this agreement.
We will pay
defense expenses
incurred
with
our
written
consent in connection with any such claim or
"suit" in addition to any applicable limit of
insurance. We will also promptly reimburse you
for
our
proper
share,
but
subject
to
the
applicable limit of insurance, of any settlement
above the "self-insured retention" made with our
written consent.
C.
We will have the right to associate at our
expense with the "insured" or any underlying
insurer
in
the
investigation,
defense
or
settlement of any claim or "suit" which in our
opinion may require payment hereunder. In no
event, however, will we contribute to the cost
and
expenses
incurred
by
any
underlying
insurer.
SECTION III - WHO IS AN INSURED
A.
If you are doing business as:
1.
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.
2.
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.
3.
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.
4.
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.
5.
A trust, you are an “insured”. Your trustees
are also “insureds”, but only with respect to
their duties as trustees.
B.
Each of the following is also an "insured":
1.
Your
"volunteer
workers"
only
while
performing duties related to the conduct of
your business, or your "employees," other
than 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:
a.
Within the scope of their employment by
you or while performing duties related to
the conduct of your business; and
b.
Only
if
such
"volunteer
workers"
or
"employees"
are
insureds
under
"underlying
insurance"
with
limits
of
liability
no
less
than
stated
in
the
Schedule
of
Underlying
Insurance
Policies, subject to all the coverage,
terms, conditions and limitations of such
"underlying insurance".
2.
Any person or organization with whom you
agreed,
because
of
a
written
contract,
written agreement or because of a permit
issued by a state or political subdivision, to
provide insurance such as is afforded under
this policy, but only with respect to your
operations, "your work" or facilities owned or
used by you.
This provision does not apply:
a.
Unless the written contract or written
agreement has been executed, or the
permit has been issued prior to the
"bodily injury," "property damage," or
"personal and advertising injury"; and
b.
Unless limits of liability specified in such
written contract, written agreement or
permit is greater than the limits shown
for "underlying insurance"; or
c.
Beyond the period of time required by
the
written
contract
or
written
agreement.
3.
Any person or organization having proper
temporary custody of your property if you
die, but only:
a.
With respect to liability arising out of the
maintenance or use of that property;
and
b.
Until your legal representative has been
appointed.
4.
Your legal representative if you die, but only
with respect to his or her duties as such.
That representative will have all your rights
and duties under this policy.
C.
With respect to "auto", any "insured" in the
"underlying insurance" is an "insured" under this
insurance policy, subject to all the limitations of
such "underlying insurance".
D.
Any organization you newly acquire or form,
other than a partnership, joint venture or limited
liability company, and over which you maintain
financial interest of more than 50% of the voting
stock, will qualify as an "insured" if there is no
Any person or organization with whom you
y p
g
y
agreed,
because
of
a
written
contract,
g
written agreement or because of a permit
g
p
issued by a state or political subdivision, to
y
p
provide insurance such as is afforded under
p
this policy, but only with respect to your
p
y,
y
p
y
operations, "your work" or facilities owned or
p
y
used by you.
SECTION III - WHO IS AN INSURED
Page 8 of 14
Form XL 00 03 09 16
other
similar
insurance
available
to
that
organization.
However:
1.
Coverage under this provision is afforded
only until the 180th day after you acquire or
form the organization or the end of the
"policy period", whichever is earlier;
2.
This insurance does not apply to "bodily
injury" or "property damage" that occurred
before
you
acquired
or
formed
the
organization; and
3.
This insurance does not apply to "personal
and advertising injury" arising out of an
offense committed before you acquired or
formed the organization.
E.
Each person or organization, not included as an
"insured" in Paragraphs A., B., C., or D., who is
an "insured" in the "underlying insurance" is an
"insured" under this insurance subject to all the
terms,
conditions
and
limitations
of
such
"underlying insurance".
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.
With respect to any person or organization who
is not an "insured" under "underlying insurance",
coverage under this policy shall apply only to
loss in excess of the amount of the "underlying
insurance" or "self-insured retention" applicable
to you.
However,
coverage
afforded
by
reason
of
the
provisions set forth above applies only to the extent:
(i)
Of the scope of coverage provided by the
"underlying insurance" but in no event shall
coverage be broader than the scope of coverage
provided by this policy and any endorsements
attached hereto; and
(ii) That such coverage provided by the "underlying
insurance" is maintained having limits as set
forth in the Schedule of Underlying Insurance
Policies.
SECTION IV - LIMITS OF INSURANCE
A.
The
Limits
of
Insurance
shown
in
the
Declarations and the rules below fix the most we
will pay regardless of the number of:
1.
"Insureds";
2.
Claims made or "suits" brought;
3.
Persons or organizations making claims or
bringing "suits"; or
4.
Coverages
under
which
damages
are
covered under this policy.
B.
The Limit of Insurance stated as the General
Aggregate Limit is the most we will pay for the
sum of "damages", other than "damages":
1.
Because of injury or damage included within
the "products-completed operations hazard";
2.
Because of "bodily injury" by disease to your
"employees" arising out of and in the course
of their employment by you; and
3.
Because of "bodily injury" and "property
damage"
arising
out
of
the
ownership,
operations, maintenance, use, entrustment
to others, loading or unloading of any "auto".
C.
The Limit of Insurance stated as the Products
Completed Operations Aggregate Limit is the
most we will pay for "damages" because of
injury or damage included within the "products-
completed operations hazard".
D.
The Limit of Insurance stated as the Bodily
Injury By Disease Aggregate Limit is the most
we will pay for "damages" because of "bodily
injury" by disease to your "employees" arising
out of and in the course of their employment by
you.
E.
Subject to B., C., or D above, whichever applies,
the Each Occurrence Limit is the most we will
pay for "damages" because of all "bodily injury",
"property
damage",
and
"personal
and
advertising
injury"
arising
out
of
any
one
"occurrence".
F.
Our obligations under this insurance end when
the applicable Limit of Insurance available is
used up. If we pay any amounts for "damages"
in excess of that Limit of Insurance, you agree to
reimburse us for such amounts.
G. The Limits of Insurance of this policy apply
separately to each consecutive annual period
and to any remaining period of less than 12
months, starting with the beginning of the "policy
period" shown in the Declarations.
However, if
the "policy period" is extended after issuance for
an additional period of less than 12 months, the
additional period will be deemed part of the last
preceding period for the purpose of determining
the Limits of Insurance.
SECTION
V
-
NUCLEAR
ENERGY
LIABILITY
EXCLUSION (Broad Form)
A.
The insurance does not apply:
1.
To "bodily injury" or "property damage":
a.
With respect to which an "insured" under
the policy is also an insured under a
nuclear energy liability policy issued by
Nuclear
Energy
Liability
Insurance
Association,
Mutual
Atomic
Energy
Liability Underwriters, Nuclear Insurance
Association of Canada or any of their
successors, or would be an insured
under
any
such
policy
but
for
its
termination upon exhaustion of its limit
of liability; or
b.
Resulting
from
the
"hazardous
properties" of
"nuclear material" and
Form XL 00 03 09 16
Page 9 of 14
with respect to which (a) any person or
organization
is
required
to
maintain
financial
protection
pursuant
to
the
Atomic Energy Act of 1954, or any law
amendatory thereof, or (b) the "insured"
is, or had this policy not been issued
would be, entitled to indemnity from the
United States of America, or any agency
thereof, under any agreement entered
into by the United States of America, or
any agency thereof, with any person or
organization.
2.
To
"bodily
injury"
or
"property damage"
resulting from the "hazardous properties" of
"nuclear material" if:
a.
The "nuclear material" (a) is at any
"nuclear facility" owned by, or operated
by or on behalf of, an "insured" or (b)
has
been
discharged
or
dispersed
therefrom;
b.
The "nuclear material" is contained in
"spent fuel" or "waste" at any time
possessed, handled, used, processed,
stored, transported or disposed of by or
on behalf of an "insured"; or
c.
The "bodily injury" or "property damage"
arises out of the furnishing by an "insured"
of services, materials, parts or equipment
in
connection
with
the
planning,
construction, maintenance, operation or
use of any "nuclear facility", but if such
facility
is
located
within
the
United
States
of
America,
its
territories
or
possessions or Canada, this exclusion
c. applies only to "property damage" to
such "nuclear facility" and any property
thereat.
B.
As used in this exclusion:
"Hazardous properties" include radioactive, toxic
or explosive properties;
"Nuclear
material"
means
"source
material",
"special
nuclear
material"
or
"by-product
material";
"Source material", "special nuclear material" and
"by-product material" have the meanings given
them in the Atomic Energy Act of 1954 or in any
law amendatory thereof;
"Spent fuel" means any fuel element or fuel
component, solid or liquid, which has been used
or exposed to radiation in a "nuclear reactor";
"Waste"
means
any
waste
material
(a)
containing "by-product material" other than the
tailings or wastes produced by the extraction or
concentration of uranium or thorium from any
ore processed primarily for its "source material"
content, and (b) resulting from the operation by
any person or organization of any "nuclear
facility" included under the first two paragraphs
of the definition of "nuclear facility".
"Nuclear facility" means:
(1) Any "nuclear reactor";
(2) Any equipment or device designed or used
for (a) separating the isotopes of uranium or
plutonium, (b) processing or utilizing "spent
fuel,"
or
(c)
handling,
processing
or
packaging "waste";
(3) Any
equipment
or
device
used
for
the
processing, fabricating or alloying of "special
nuclear material" if at any time the total
amount of such material in the custody of
the "insured" at the premises where such
equipment or device is located consists of or
contains more than 25 grams of plutonium
or uranium 233 or any combination thereof,
or more than 250 grams of uranium 235;
(4) Any structure, basin, excavation, premises
or place prepared or used for the storage or
disposal of "waste"; and includes the site on
which any of the foregoing is located, all
operations conducted on such site and all
premises used for such operations;
"Nuclear
reactor"
means
any
apparatus
designed or used to sustain nuclear fission in a
self-supporting chain reaction or to contain a
critical mass of fissionable material;
"Property
damage"
includes
all
forms
of
radioactive contamination of property.
SECTION VI - CONDITIONS
A.
Premium
All premiums for this policy shall be computed in
accordance with Item 5 of the Declarations. The
premium stated as such in the Declarations is a
deposit premium only which shall be credited to
the amount of any earned premium.
At the
close
of
each
"policy
period",
the
earned
premium shall be computed for such period, and
upon notice thereof to the Named Insured first
shown in the Declarations shall become due and
payable by such Named Insured.
If the total earned premium for the "policy
period" is less than the premium previously paid
and more than the minimum premium, we shall
return to such Named Insured the unearned
portion paid by such Named Insured.
The
Named
insured
first
shown
in
the
Declarations shall maintain records of such
information
as
is
necessary
for
premium
computation, and shall send copies of such
records to us at the end of the "policy period"
and at such times during the "policy period" as
we may direct.
B.
Inspection And Audit
We shall be permitted but not obligated to
inspect your property and operations at any
Page 10 of 14
Form XL 00 03 09 16
time. Neither our right to make inspections, nor
the making thereof, nor any report thereon, shall
constitute an undertaking on your behalf or for
your benefit or that of others to determine or
warrant that such property or operations are:
1.
Safe;
2.
Healthful; or
3.
In
compliance
with
any
law,
rule
or
regulation.
We may examine and audit your books and
records at any time during the "policy period"
and extensions thereof and within three years
after the final termination of this policy, insofar
as they relate to the subject matter of this policy.
C.
Duties In The Event Of Occurrence, Claim Or
Suit
1.
You must see to it that we are notified as
soon
as
practicable
of
an
"occurrence"
which may result in a claim under this policy.
This requirement applies only when such
"occurrence"
is
known
to
any
of
the
following:
a.
You or any additional insured that is an
individual;
b.
Any partner, if you or an additional
insured are a partnership;
c.
Any manager, if you or an additional
insured are a limited liability company;
d.
Any
"executive
officer"
or
insurance
manager, if you or an additional insured
are a corporation;
e.
Any trustee, if you or an additional
insured is a trust; or
f.
Any elected or appointed official, if you
or an additional insured is a political
subdivision or public entity.
This duty applies separately to you and any
additional insured.
To
the
extent
possible,
notice
should
include:
a.
How, when and where the "occurrence"
took place;
b.
The
names
and
addresses
of
any
injured persons and witnesses; and
c.
The nature and location of any injury or
damage arising out of the "occurrence"
or "offense".
2.
If a claim is made or "suit" is brought against
any insured, you must:
a.
Immediately record the specifics of the
claim or "suit" and the date received;
and
b.
Notify
us
in
writing
as
soon
as
practicable
if
the
claim
is
likely
to
exceed the amount of the "self-insured
retention"
or
"underlying
insurance",
whichever applies.
3.
You and any other involved insured must:
a.
Immediately send
us
copies
of
any
demands, notices, summonses or legal
papers received in connection with the
claim
or "suit" involving or likely to
involve a sum in excess of any "self-
insured
retention"
or
"underlying
insurance", whichever applies";
b.
Authorize us to obtain records and other
information;
c.
Cooperate with us in the investigation or
settlement
of
the
claim
or
defense
against the "suit"; and
d.
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 policy or any
"underlying insurance" or "self-insured
retention" may apply.
4.
No insured will, except at that insured's own
cost, make or agree to any settlement for a
sum in excess of:
a.
The
total
limits
of
"underlying
insurance"; or
b
The
"self-insured
retention"
if
no
"underlying insurance" applies without
our consent.
5.
No insureds will, except at that insured's
own cost, make a payment, assume any
obligation, or incur any expenses, other than
first aid, without our consent.
D.
Assistance And Cooperation Of The Insured
The "insured" shall:
1.
Cooperate with us and comply with all the
terms and conditions of this policy; and
2.
Cooperate
with
any
of
the
underlying
insurers as required by the terms of the
"underlying insurance" and comply with all
the terms and conditions thereof.
The
"insured"
shall
enforce
any
right
of
contribution or indemnity against any person or
organization who may be liable to the "insured"
because of "bodily injury", "property damage" or
"personal and advertising injury" with respect to
this policy or any "underlying insurance".
E.
Legal Action Against Us
No person or organization has a right under this
policy:
a.
To join us as a party or otherwise bring us
into a "suit" asking for damages from an
insured; or
Form XL 00 03 09 16
Page 11 of 14
b.
To sue us on this policy unless all of its
terms
and
those
of
the
"underlying
insurance" have been fully complied with.
A person or organization may sue us to recover
on an agreed settlement or on a final judgment
against an insured; but, we will not be liable for
damages that are not payable under the terms
of this policy or that are in excess of the limit of
liability.
An
agreed
settlement
means
a
settlement and release of liability signed by us,
the insured and the claimant or the claimant's
legal representative.
F.
Appeals
In the event the "insured" or the "insured's"
underlying
insurer
elects
not
to
appeal
a
judgment in excess of the "underlying insurance"
or the "self-insured retention," we may elect to
make such appeal, at our cost and expense.
If we so elect, we shall be liable in addition to
the applicable Limit of Insurance, for the:
1.
Taxable costs;
2.
Disbursements; and
3.
Additional interest incidental to such appeal;
But in no event will we be liable for "damages" in
excess of the applicable aggregate Limit of
Insurance.
If a judgment is rendered in excess of the limits
of "underlying insurance" and we offer to pay our
full share of such judgment, but you or your
underlying insurers elect to appeal it, you, your
underlying insurers or both will bear:
a.
The cost and duty of obtaining any appeal
bond;
b.
The
taxable
costs,
disbursements
and
additional interest incidental to such appeal;
and
c.
Any increase in damages over the amount
the matter could have been settled for after
the verdict was entered and before the
appeal was filed.
G. Other Insurance
This
policy
shall
apply
in
excess
of
all
"underlying insurance" whether or not valid and
collectible. It shall also apply in excess of other
valid and collectible insurance (except other
insurance purchased specifically to apply in
excess of this insurance) which also applies to
any loss for which insurance is provided by this
policy.
These excess provisions apply, whether such
other insurance is stated to be:
1.
Primary;
2.
Contributing;
3.
Excess; or
4.
Contingent.
H.
Transfer
Of
Rights
Of
Recovery
Against
Others To Us
1.
Transfer Of Rights Of Recovery
If the insured has rights to recover all or a
part of any payment we have made under
this policy, those rights are transferred to us.
The insured must do nothing after a loss to
impair them. At our request, the insured will
bring "suit" or transfer those rights to us and
help us enforce them.
a.
Recoveries
shall
be
applied
to
reimburse:
(1) First,
any
interest
(including
the
Named
Insured)
that
paid
any
amount in excess of our limit of
liability;
(2) Second, us, along with any other
insurers
having
a
quota
share
interest at the same level;
(3) Third, such interests (including the
Named
Insured)
of
whom
this
insurance is excess.
However, a different apportionment may
be made to effect settlement of a claim
by agreement signed by all interests.
b.
Reasonable expenses incurred in the
exercise of rights of recovery shall be
apportioned among all interests in the
ratio of their respective losses for which
recovery is sought.
2.
Waiver Of Rights Of Recovery (Waiver Of
Subrogation)
If the "insured" has waived any rights of
recovery against any person or organization
for all or part of any payment we have made
under this policy, we also waive that right,
provided the "insured" waived their rights of
recovery
against
such
person
or
organization in a contract, agreement or
permit that was executed prior to the injury
or damage.
I.
Changes
This policy contains all the agreements between
you and us concerning the insurance afforded.
Notice to any agent, or knowledge possessed by
any agent or any other person shall not effect a
waiver or a change in any part of this policy, or
stop us from asserting any rights under the
terms of this policy.
The
Named
Insured
first
shown
in
the
Declarations
is
authorized
on
behalf
of
all
"insureds" to agree with us on changes in the
terms of this policy.
If the terms are changed, the changes will be
shown in an endorsement issued by us and
made a part of this policy.
Page 12 of 14
Form XL 00 03 09 16
J.
Separation Of Insureds
Except with respect to the Limits of Liability, and
any rights or duties specifically assigned in this
policy to the Named Insured first shown in the
declarations, 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.
K.
Maintenance Of Underlying Insurance
Policies affording in total the coverage and limits
stated in the Schedule of Underlying Insurance
Policies shall be maintained in full effect during
the currency of this policy.
Your failure to
comply with the foregoing shall not invalidate
this policy, but in the event of such failure, we
shall be liable only to the extent that we would
have been liable had you complied herewith.
The
Named
Insured
first
shown
in
the
Declarations shall give us written notice as soon
as practicable of any of the following:
1.
Any change in the coverage or in the limits
of any "underlying insurance", including but
not limited to a change from occurrence
coverage to claims made coverage;
2.
Termination of part or all of one or more of
the policies of "underlying insurance";
3.
Reduction or exhaustion of an aggregate
limit of liability of any "underlying insurance".
The
"self-insured
retention"
shall
not
apply
should the "underlying insurance" be exhausted
by the payment of claims or "suits" which are
also covered by this policy.
L.
Cancellation
1.
The
Named
Insured
first
shown
in
the
Declarations
may
cancel
this
policy
by
mailing or delivering to us or to any of our
authorized agents advance written notice of
cancellation.
2.
We may cancel this policy by mailing or
delivering to the Named Insured first shown
in the Declarations at the address shown in
this policy, written notice of cancellation at
least:
a.
10 days before the effective date of
cancellation if such Named Insured fails
to pay the premium or any installment
when due; or
b.
30 days before the effective date of
cancellation if we cancel for any other
reason.
3.
If notice is mailed, proof of mailing will be
sufficient proof of notice.
Notice will state
the effective date of cancellation.
The
"policy
period"
will
end
on
that
date.
Delivery
of
such
notice
by
the
Named
Insured first shown in the Declarations or by
us will be equivalent to mailing.
4.
If the Named Insured first shown in the
Declarations cancels, the refund may be
less than pro rata, but we will retain any
minimum premium stated as such in the
Declarations. If we cancel, the refund will be
pro rata.
The cancellation will be effective
even if we have not made or offered a
refund.
M. Non-Renewal
1.
If we decide not to renew, we will mail or
deliver to the Named Insured first shown in
the Declarations, at the address shown in
this policy, written notice of non-renewal at
least 30 days before the end of the "policy
period".
2.
If notice is mailed, proof of mailing will be
sufficient proof of notice.
3.
If we offer to renew but such Named Insured
does not accept, this policy will not be
renewed at the end of the current "policy
period".
N.
Workers' Compensation Agreement
With respect to "bodily injury" to any officer or
other employee arising out of and in the course
of employment by you, you represent and agree
that
you
have
not
abrogated
and
will
not
abrogate your common-law defenses under any
Workers' Compensation Law by rejection of
such law or otherwise. If at any time during the
"policy period" you abrogate such defenses, the
insurance for "bodily injury" to such officer or
other employee automatically terminates at the
same time.
O. Bankruptcy Or Insolvency
In the event of the bankruptcy or insolvency of
the
"insured"
or
any
entity
comprising
the
"insured", we shall not be relieved of any of our
obligations under this policy.
P.
Representations
By accepting this policy, you agree:
a.
The
statements
in
the
Declarations
are
accurate and complete;
b.
The
statements
in
the
Schedule
Of
Underlying Insurance Policies are accurate
and complete;
c.
The statements in a. and b. are based upon
representations you made to us:
d.
We have issued this policy in reliance upon
your representations; and
e.
If unintentionally you should fail to disclose
all hazards at the inception of this policy, we
shall not deny coverage under this policy
because of such failure.
Form XL 00 03 09 16
Page 13 of 14
SECTION VII - DEFINITIONS
Except as otherwise provided in this section or
amended by endorsement, the words or phrases
that appear in quotation marks within this policy
shall follow the definitions of the applicable
"underlying insurance" policy.
"Accident"
includes
continuous
or
repeated
exposure to the same conditions resulting in "bodily
injury" or "property damage".
"Asbestos hazard" means an exposure or threat of
exposure to the actual or alleged properties of
asbestos
and
includes
the
mere
presence
of
asbestos in any form.
"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".
"Covered pollution cost or expense" means any
cost or expense arising out of:
1.
Any request, demand, order or statutory or
regulatory requirement; or
2.
Any claim
or
"suit"
by
or
on
behalf
of
a
governmental authority demanding
that the "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".
"Covered pollution cost or expense" does not include
any cost or expense arising out of the actual, alleged
or
threatened
discharge,
dispersal,
seepage,
migration, release or escape of "pollutants":
(1) That are, or that are contained in any property
that is:
a.
Being transported or towed by, handled, or
handled for movement into, onto or from,
any "auto";
b.
Otherwise in the course of transit by or on
behalf of the "insured"; or
c.
Being
stored,
disposed
of,
treated
or
processed in or upon any "auto"; or
(2) Before the "pollutants" or any property in which
the "pollutants" are contained are moved from
the place where they are accepted by the
"insured" for movement into or onto any "auto";
or
(3) After the "pollutants" or any property in which
the "pollutants" are contained are moved from
any "auto" to the place where they are finally
delivered, disposed of or abandoned by the
"insured".
Paragraph
a.
above
does
not
apply
to
fuels,
lubricants, fluids, exhaust gases or other similar
"pollutants" that are needed for or result from the
normal
electrical,
hydraulic
or
mechanical
functioning of an "auto", covered by the "underlying
insurance" or its parts, if:
(1) The "pollutants" escape, seep, migrate, or are
discharged or released directly from an "auto"
part designed by its manufacturer to hold, store,
receive or dispose of such "pollutants"; and
(2) The
"bodily
injury,"
"property
damage"
or
"covered pollution cost or expense" does not
arise out of the operation of any equipment
listed in paragraphs 6.b and 6.c. of the definition
of "mobile equipment".
Paragraphs
b.
and
c.
above
do
not
apply to
"accidents" that occur away from premises owned by
or rented to an "insured" with respect to "pollutants"
not in or upon an "auto" covered by the "underlying
insurance" if:
(1) The "pollutants" or any property in which the
"pollutants" are contained are upset, overturned
or damaged as a result of the maintenance or
use of the "auto"; and
(2) The discharge, dispersal, seepage, migration,
release or escape of the "pollutants" is caused
directly by such upset, overturn or damage.
"Damages" include prejudgment interest awarded
against the "insured" on that part of the judgment we
pay.
"Damages" do not include:
1.
Fines;
2.
Penalties; or
3.
Damages for which insurance is prohibited by
the law applicable to the construction of this
policy.
Subject
to
the
foregoing,
"damages"
include
damages for any of the following which result at any
time from "bodily injury" to which this policy applies:
1.
Death;
2.
Mental anguish;
3.
Shock;
4.
Disability; or
5.
Care and loss of services or consortium.
"Insured"
means
any
person
or
organization
qualifying as an insured in the applicable WHO IS
AN INSURED provision of this policy. The insurance
afforded applies separately to each "insured" against
whom claim is made or "suit" is brought, except with
respect to the limit of our liability under LIMITS OF
INSURANCE (SECTION IV).
"Occurrence" means
1.
With
respect
to
"bodily
injury"
or
"property
damage": an accident, including continuous or
Page 14 of 14
Form XL 00 03 09 16
repeated
exposure
to
substantially
the
same
general harmful conditions, and
2.
With respect to "personal and advertising injury":
an offense described in one of the numbered
subdivisions of that definition in the "underlying
insurance".
"Policy period" means the period beginning with
the inception date stated as such in the Declarations
and ending with the earlier of:
1.
The date of cancellation of this policy; or
2.
The expiration date stated as
such in the
Declarations.
"Self-insured retention" means the amount stated
as such in the Declarations which is retained and
payable by the "insured" with respect to each
"occurrence".
"Underlying
insurance"
means
the
insurance
policies
listed
in
the
Schedule
of
Underlying
Insurance
Policies,
including
any
renewals
or
replacements thereof, which provide the underlying
coverages and limits stated in the Schedule of
Underlying
Insurance
Policies.
The
limit
of
"underlying insurance" includes:
1.
Any deductible amount;
2.
Any participation of any "insured"; and
3.
Any "self-insured retention" above or beneath
any such policy;
Less the amount, if any, by which the aggregate limit
of
such
insurance
has
been
reduced
by
any
payment relating to any act, error, omission, injury,
damage or offense for which insurance is provided
by this policy, including Medical Payments Coverage
as described in the "underlying insurance."
The
coverages and limits of such policies and any such
deductible
amount,
participation
or
"self-insured
retention"
shall
be
deemed
to
be
applicable
regardless of:
1.
Any defense which any underlying insurer may
assert because of the "insured's" failure to
comply with any condition of its policy; or
2.
The actual or alleged insolvency or financial
impairment of any underlying insurer or any
"insured".
The risk of insolvency or financial impairment of any
underlying insurer or any "insured" is borne by you
and not by us.
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
Countersigned by
Authorized Representative
Form WC 00 03 13 Printed in U.S.A.
WAIVER OF OUR RIGHT TO RECOVER
FROM OTHERS ENDORSEMENT
Endorsement Number:
Policy Number::(2/+*
Effective hour is the same as stated on the Information Page of the policy.
Named Insured and Address: HUITT ZOLLARS, INC.
1717 MCKINNEY AVE STE 1400
DALLAS TX 75202
We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our
right against the person or organization named in the Schedule.
This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule.
SCHEDULE
Any person or organization from whom you are required by contract or agreement to obtain this waiver from us.
Endorsement is not applicable in KY, NH, NJ or for any MO construction risk
WAIVER OF OUR RIGHT TO RECOVER
FROM OTHERS ENDORSEMENT
:(2/+*
Effective Date: 09/01/21
Policy Expiration Date: 09/01/22
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
Countersigned by
Authorized Representative
(1) Printed in U.S.A.
Form WC 04 03 06
WAIVER OF OUR RIGHT TO RECOVER FROM
OTHERS ENDORSEMENT - CALIFORNIA
Endorsement Number:
Policy Number::(2/+*
Effective hour is the same as stated on the Information Page of the policy.
Named Insured and Address: HUITT ZOLLARS, INC.
1717 MCKINNEY AVE STE 1400
DALLAS TX 75202
We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our
right against the person or organization named in the Schedule.
(This agreement applies only to the extent that you
perform work under a written contract that requires you to obtain this agreement from us.)
You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work
described in the Schedule.
The additional premium for this endorsement shall be 2 % of the California workers' compensation premium otherwise due
on such remuneration.
SCHEDULE
Person or Organization
Job Description
Any person or organization from whom you are required by written contract or agreement to obtain this waiver of rights
from us
WAIVER OF OUR RIGHT TO RECOVER FROM
OTHERS ENDORSEMENT - CALIFORNIA
:(2/+*
Effective Date: 09/01/21
Policy Expiration Date: 09/01/22
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
Form WC 42 03 04 B Printed in U.S.A.
Policy Expiration Date:
TEXAS WAIVER OF OUR RIGHT TO
RECOVER FROM OTHERS ENDORSEMENT
Endorsement Number:
Policy Number::(2/+*
Effective hour is the same as stated on the Information Page of the policy.
Named Insured and Address: HUITT ZOLLARS, INC.
1717 MCKINNEY AVE STE 1400
DALLAS TX 75202
This endorsement applies only to the insurance provided
by the policy because Texas is shown in Item 3.A. of the
Information Page.
We have the right to recover our payments from anyone
liable for an injury covered by this policy. We will not
enforce our right against the person or organization
named in the Schedule, but this waiver applies only with
respect to bodily injury arising out of the operations
described in the Schedule where you are required by a
written contract to obtain this waiver from us.
This endorsement shall not operate directly or indirectly
to benefit anyone not named in the Schedule.
The premium for this endorsement is shown in the
Schedule.
Schedule
1.
( )
Special Waiver
Name of person or organization
(X)
Blanket Waiver
Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver.
2.
Operations:
All Texas Operations
3.
Premium:
The premium charge for this endorsement shall be
2
percent of the premium developed on payroll in
connection with work performed for the above person(s) or organization(s) arising out of the operations described.
4.
Advance Premium:
TEXAS WAIVER OF OUR RIGHT TO
RECOVER FROM OTHERS ENDORSEMENT
:(2/+*
Effective Date: 09/01/21
09/01/22
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
Form WC 99 03 94 Printed in U.S.A.
© 2011, The Hartford
NOTICE OF CANCELLATION TO CERTIFICATE HOLDER(S)
Endorsement Number:
Policy Number:46WEO/+*
Effective hour is the same as stated on the Information Page of the policy.
Named Insured and Address: HUITT ZOLLARS, INC.
1717 MCKINNEY AVE STE 1400
DALLAS TX 75202
This
policy
is
subject
to
the
following
additional
Conditions:
A.
If this policy is cancelled by the Company, other than
for
non-payment
of
premium,
notice
of
such
cancellation will be provided at least thirty (30) days
in advance of the cancellation effective date to the
certificate holder(s) with mailing addresses on file
with the agent of record or the Company.
B.
If this policy is cancelled by the Company for
non-payment of premium, or by the insured, notice
of such cancellation will be provided within ten (10)
days
of
the
cancellation
effective
date
to
the
certificate holder(s) with mailing addresses on file
with the agent of record or the Company.
If notice is mailed, proof of mailing to the last known
mailing address of the certificate holder(s) on file with
the agent of record or the Company will be sufficient
proof of notice.
Any notification rights provided by this endorsement
apply only to active certificate holder(s) who were issued
a certificate of insurance applicable to this policy’s term.
Failure to provide such notice to the certificate holder(s)
will not amend or extend the date the cancellation
becomes effective, nor will it negate cancellation of the
policy. Failure to send notice shall impose no liability of
any
kind
upon
the
Company
or
its
agents
or
representatives.
NOTICE OF CANCELLATION TO CERTIFICATE HOLDER(S)
46 WE O/+*
Effective Date: 09/01/21
Policy Expiration Date: 09/01/22
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
Form WC 99 05 31 Printed in U.S.A.
© 2011, The Hartford
NOTICE OF CANCELLATION TO CERTIFICATE HOLDER(S)
Endorsement Number:
Policy Number::(2/+*
Effective hour is the same as stated on the Information Page of the policy.
Named Insured and Address: HUITT ZOLLARS, INC.
1717 MCKINNEY AVE STE 1400
DALLAS TX 75202
This
policy
is
subject
to
the
following
additional
Condition:
A.
If this policy is cancelled by the Company for non-
payment of premium, or by the insured, notice of
such cancellation will be provided within ten (10)
days
of
the
cancellation
effective
date
to
the
certificate holder(s) with mailing addresses on file
with the agent of record or the Company.
If notice is mailed, proof of mailing to the last known
mailing address of the certificate holder(s) on file with
the agent of record or the Company will be sufficient
proof of notice.
Any notification rights provided by this endorsement
apply only to active certificate holder(s) who were issued
a certificate of insurance applicable to this policy’s term.
Failure to provide such notice to the certificate holder(s)
will not amend or extend the date the cancellation
becomes effective, nor will it negate cancellation of the
policy. Failure to send notice shall impose no liability of
any
kind
upon
the
Company
or
its
agents
or
representatives.
NOTICE OF CANCELLATION TO CERTIFICATE HOLDER(S)
:(2/+*
Effective Date: 09/01/21
Policy Expiration Date: 09/01/22