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2nd Amendment 02/20/2019 n� Kevin M�adok, CPA b .k* Clerk of the Circuit Court& Comptroller_ Monroe County, Florida �Q°6 CL3N`. DATE: March 12, 2019 TO: Ed Koconis, Administrative Director Building Department ATTN: Michelle Yzenas, Executive Assistant Building Department FROM: Pamela Hancock, D.C. SUBJECT: February 20th BOCC Meeting Attached is an electronic copy of Item J9, 2nd Arnendment to a Contract for Professional Services between Bender Consulting Services, Inc. and Monroe County related to review and public presentation of new Flood Zone Mapping, arnending the total not to exceed amount from $24,999.99 to $49,999.99, for your handling. Should you have any questions, please feel free to contact me at (305) 292-3550. cc: County Attorney Finance File KEY WEST MARATHON PLANTATION( KEY PK/ROTH BUILDING 500 Whitehead Street 3117 Overseas Highway 88820 Overseas Highway 50 High Point Road Key West,Florida 33040 Marathon,Florida 33050 Plantation Key,Florida 33070 Plantation Key,Florida 33070 305-294-4641 305-289-6027 305-852-7145 305-852-715 1 1 AMENDMENT NO. 2 TO AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN BENDER CONSULTING SERVICES, INC., and MONROE COUNTY THIS AMENDMENT NO.2 TO AGREEMENT is made and entered into this 20th (Day)of February:r2019 (Month), between the Monroe County Board of County Commissioners (hereinafter "County" or"BOCC") and Bender Consulting Services, Inc. (hereinafter"Consultant"). WITNESSETH: WHEREAS, on October 19, 2016, the parties entered into an Agreement to perform on-call professional outreach support services for County-related flood mapping and other projects, including on-call outreach, technical, and training support relating to federal legislation on the National Flood Insurance Program, the Homeowners Flood Insurance Affordability Act, the Biggert- Waters Flood Insurance Reform Act of 2012, and flood insurance; and WHEREAS, on January 17, 2018, the BOCC approved Amendment No. 1 to the Agreement, to authorize the Consultant to perform work related to review and public presentations of new Flood Zone Mapping, and changing the Agreement's end of term from October 19, 2017 to December 31, 2020; and WHEREAS, the Agreement, as amended, at Section 3., provides that the County and Consultant may modify said Agreement pursuant to the parties' mutual consent in writing; and WHEREAS, the Agreement, as amended, at Section 3., provides that any such modification shall be performed in accordance with schedules of performance mutually-agreed to by and between the County and the Consultant; and WHEREAS, the County recognizes the public benefit of such service(s); and WHEREAS,the County and the Consultant mutually desire to modify the Agreement, as amended, to increase the total not-to-exceed cost for providing the services authorized under said amended Agreement's Scope of Services from $24,999.99 to $49,999.99; NOW, THEREFORE, in consideration of the mutual covenants and obligations contained herein, and other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the undersigned parties agree as follows: 1. The recitals contained herein are true and correct and are hereby incorporated as if fully set forth herein. 2. The Agreement, as amended, between the parties is made a legally effective part of this Second Amendment, except as expressly amended under this Amendment No. 2. 3. Section 4.3. of the amended Agreement is hereby amended to read as follows: 4.3. The total not-to-exceed cost for providing the services contained in Task 1 through Task 2 is$49,999.99. There shall be no reimbursable items. 4. The prior Scope of Services is hereby amended pursuant to that certain Scope of Services attached hereto as Exhibit"A." The prior Scope of Services is no longer of any legal force or effect, and only the Scope of Services attached hereto shall govern and be legally effective. 1 of 7 5. This Amendment No. 2 shaft take effect upon execution by the Mayor, following receipt of this Amendment No. 2 executed by the Consultant. 1N WITNES.SIW REOF, the parties hereto have caused these presents to be execute . d on the r .; /_�°;fX.(Day�of°gip, (Month) 2011 . mac- `Q . -r (SEA1) .:r :, , — 0 • iv . Attest: KEVIN MADOK, CLERK MONR - COUNTY• ....,; c, o OF MONROE COU TY, FLORID BOA- /70 F C CO ISSIONERS�` v t , cry By: G;:"^--1- By: 1 Deputy Cle k 'ayor ylvia J. Murphy MONRO.E COUNTY ATTORNEY APPROVED AS TO FORM BENDER CONSULTING SERVICES, INC. Print Name a en r PETER MORRIS Signature: ,,�/ ► ASSISTANT COUNTY ATTORNEY Date: / 0?rOlt Title: Senior Vice President Witness No. 1: Witness No. 2: • lea C). \Ni}i-e L 1.9 2 - A- 271',-1z (Print Name) (Print Name) i itne s No. 1: Witness No. 2: (Signature) (Signature) STATE OF At\-Lane.. COUNTY OF r•A..c.‘ro4ze.N -- On this ‘260 day of at_ , 20 i1 , before me, the undersigned notary public, personally appeared 8`ane_e A. fee, eC who states he is authorized to execute this document, and is known to me to be the person whose name is subscribed above or who produced Ic.4r,c4 L;ceAS-? as identification, acknowledged that he is the person who executed the document above for the purposes therein contained, and did take an oath. Notary Public(Print ain , .i �,. NOTARY PUBLIC t ,.�. STATE OF ARIZONA i w fUaricopa County JOHN J SPATARO N ictillrE ignature) _ My Commission Expires January 05,2020 , My Commission,expires: P °9-0 (Seal) 2 of 7 EXHIBIT "A" SCOPE OF SERVICES Clear Statement of Public Purpose. Bender Consulting Services, Inc. (hereinafter"CONSULTANT") proposes entering into a fixed-price., not-to-exceed contract with'Monroe County Thereinafter''COUNTY") of$49,999.99,to provide outreach, training, and technical support to the COUNTY and its mapping contractor(s) concerning FEMA's implementation of NFIP reform legislation, federal legislation on the National Flood Insurance Program,the Homeowners Flood Insurance Affordability Act, the Biggert- Waters Flood Insurance Reform Act of 2012, anticipated future changes to the federal flood insurance program, and County training and outreach efforts directed at the COUNTY'S Physical Map Revisions (PMRs) and coastal re-mapping and the insurance implications of these, the collective public purpose and goal of these being to assist and educate stakeholders and the public in understanding these and the corresponding changes of these to insurance thereto. The text underlined in the immediately foregoing sentence shall hereafter be referred to as the"subject matter of this Scope of Services. The CONSULTANT shall U, provide outreach, training, and technical support to the COUNTY regarding the subject matter of this Scope of Services and the corresponding anticipated future changes these may or will have on flood insurance costs, requirements, and stakeholder options in response thereto, and u shall be the lead outreach support specialist and the lead insurance specialist regarding the subject matter of this Scope of Services, both and u being subject to further clarification, refinement, and specific direction of the COUNTY pursuant to the express written directive of the COUNTY'S Contract Manager to the CONSULTANT. Scope of Work. Bender Consulting Services, Inc. (hereinafter"CONSULTANT") proposes entering into a fixed per,not—to—exceed agreement with Mame County(hereinafter"COUNTY")of$49,999.99 to assist in providing on-call professional outreach, training, and technical support services to the COUNTY regarding the subject matter of this Scope of Services from October 19, 2017—December 31, 2020 (a/k/a effective date of this Agreement). CONSULTANT'S duties and responsibilities to the COUNTY shall comprise the following tasks: 1. Task No. T - Physical Map Revision (PMR)or Mapping Study Outreach, Training, and Technical Support: The CONSULTANT shall, for each Physical Map Revision (PMR) and Mapping Study relating to the subject matter of this Scope of Services, furnish to the COUNTY and the COUNTY'S later-designated (in writing by COUNTY) mapping contractor on-call advice, feedback, and recommendations to the COUNTY and its mapping contractor concerning said PMR and Mapping Study(ies)relating to the subject matter of this Scope of Services,formulated in order to identify and evaluate issues and solutions related to the subject matter of this Scope of Services for the benefit of stakeholders and the public, and to generate recommended solutions thereto for the benefit of stakeholders and the public. 1.1 Workshops. Pursuant to the written directive of the COUNTY'S Contract Manager to the CONSULTANT, the CONSULTANT shall deliver to the COUNTY workshops to educate and inform stakeholders and the public regarding the subject matter of this Scope of Services. Unless otherwise directed in writing by the COUNTY'S Contract Manager, the CONSULTANT 3 of 7 shall physically attend and be the lead and primary presenter at such workshop(s); Such workshops shall be held in the Florida Keys of Monroe County, Florida, in accordance with date(s), time(s), and location(s) chosen pursuant to the express written directive of the COUNTY'S Contract Manager, in consultation with the CONSULTANT. 1_.2 Non-Workshop Monte Cotmtiy Public MeetilMS.Pursuant to the written directive of the COUNTY'S Contract Manager to the CONSULTANT, the CONSULTANT shall physically attend public meetings of the Monroe County Board of County Commissioners (hereinafter "BOCC"), and other meetings falling under the auspices of the constitutional office of the BOCC, to educate and inform stakeholders and the public regarding the subject matter of this Scope of Services. Unless otherwise directed in writing by the COUNTY'S Contract Manager, the CONSULTANT shalt be the lead and primary presenter regarding the subject matter of this Scope of Services at such non-workshop public meetings. 1.3 Supplementary Assistance. Supplementing the lead/primary duties and responsibilities outlined at Paragraphs 1.1 and 1.2 above, the CONSULTANT shall also, unless otherwise directed by the COUNTY'S Contract Manager,render assistance COUNTY staff and at e COUNTY'S mapping contractor in their preparation of their own presentations in relation to Paragraphs 1.1 and 1.2 above, including relevant, data, documents, handouts, and other similar materials thereto. 1.4 Joint Nature of Specific Assignment Setecttion(st and Compensation Thereto.The COUNTY, through its Contract Manager, and the CONSULTANT, shall jointly determine the specific assignment(s)/engagement(s) and cost(s) corresponding to each such specific assignment(s)/engagement(s)that the CONSULTANT shall undertake pursuant to the foregoing Agreement and this Scope of Services. The CONSULTANT shall only pursue end complete specific assignments)/engagemen s) when al the CONSULTANT has received express written direction to do so from the COUNTY'S Contract Manager, u the CONSULTANT and the COUNTY, through its Contract Manager in consultation with the Assistant County Attorney(s) assigned/dedicated to the Contract Manager, have mutually agreed in writing upon a not-to-exceed price corresponding to a specific assignmentiengagement,and f}such specific task(s)doea€do not eclipse the $49,999.99 not-to-exceed amount of this Agreement and Scope of Services herein. It is the mutual responsibility of the COUNTY'S Contract Manager and the CONSULTANT to document these three (3) conditions precedent to the CONSULTANT'S pursuit and completion of each such specific assignment(s)/engagement(s). 1.5 The manner in which work is distributed between the CONSULTANT, COUNTY staff, and the COUNTY'S mapping contractor required to complete this Task No. 1, and the deeming of the CONSULTANT'S satisfactory completion of this Task No. 1, the latter of which is hereby expressly recognized to be a condition precedent to CONSULTANT'S completion of this Task No. 1 under this Agreement and the COUNTY'S compensation thereto,.are all hereby_ exclusively reserved to the express written decree of the COUNTY'S Contract Manager to the CONSULTANT. 4of7 2,_. T" 2 RFER Reform LegIstaiton Outreach.Training,and Technrcaf Support It is anticipated that as FEMA implements current and anticipated future legislation regarding the subject matter of this Scope of Services, that this/these will likely result in impacts to Monroe County stakeholders and the Monroe County public, including but not limited to the mapping of older buildings and structures being mapped into higher risks. Given the meaningful number of olderkomes and structures/n Monroe County, and given that several projects to map Monroe County for purposes related to the subject matter of this Scope of Services are currently ongoing or have recently completed, it is essential that property owners are adequately informed of the impact(s) of this/these and their future options to financially and structurally manage and mitigate this/these impact(s). As such,.the CONSULTANT shall furnish on-call advice,feedback,and recommendations to the COUNTY and its mapping consultant relating to the more general subject matter of this Task No. 2, as it relates to the subject matter of this Agreement as described at this Scope of Service's foregoing Clear Statement of Public Purpose, formulated in order to identify and evaluate issues and solutions related to said subject matter for the benefit of such stakeholders and the per,and to generate recommended solutions thereto for the benefit of stakeholders and the public. 2.1 Joint Nature of Specific Assignment Selection(s) and Compensation Thereto. The COUNTY, through its Contract Manager, and the CONSULTANT, shall jointly determine the specific assignment(s)lengagement(s) and cost(s) corresponding to each such specific assignment(s)/`engagement(s)that the CONSULTANT shall undertake pursuant to the foregoing Agreement and this Scope of Services. The CONSULTANT shall only pursue and complete specific assignment(s)/engagement(s) when in the CONSULTANT has received express written direction to do so from the COUNTY'S Contract Manager,IQ the CONSULTANT and the COUNTY,through its Co act Manager in consultation with the Assistant County Attorney(s) assigned/dedicated to the Contract Manager, have mutually agreed in writing upon a not-to-exceed price corresponding to a specific assignment/engagement, and al such specific task(s) does/do not eclipse the $49,999.99 not-to-exceed amount of this Agreement and Scope of Services herein. it is the mutual responsibility of the COUNTY'S Contract Manager and the CONSULTANT to document these three (3) conditions precedent to the CONSULTANT'S pursuit and completion of each such specific assignment(s)/engagement(s). 2.2 The manner in which work is distributed between the CONSULTANT, COUNTY staff, and the COUNTY'S mapping contractor required to complete this Task No 2, and the deeming of the CONSULTANTS satisfactory completion of this Task No.2,the latter of which is hereby expressly recognized to be a condition precedent to CONSULTANT'S completion of this Task No. 2 under this Agreement and the COUNTY'S compensation thereto, are all hereby exclusively reserved to the express written decree of the COUNTY'S Contract Manager to the CONSULTANT. CONSULTATION WITH COUNTY REQUIRED. The CONSULTANT shall,,at least five(5).days prior to the presentation,of any of its work-product pursuant to an authorized specific assignment/engagement 5 of 7 + e under Task Nos I or Task No 2 Vie.probe the COtITY,. tb OOt I C f wi x all rnaterialst be refied'uporr andfvrpresented at such specific.assignment/engagement. The COUNTY Contract Manager,the COUNTY'S mapping contractor, and COUNTY staff shall review the draft materials, and provide the CONSULTANT with a set of consolidated written comments on the draft. Subsequently, at the express written directive of the COUNTY Contract Manager,the CONSULTANT :. theC • ' are e enc, s r iscli d eats en4--feach,consepsms regarding revisions to The draft materials.The CONSULTANT shall then make such mutually agreed- upon revisions at least three (3) days prior to the presentation of any such work-product, and submit a Final Draft of those final revised materials to the COUNTY Contract Manager,whom shall disseminate those final materials to.the COUNTYS mapping contractor and COUNTY-staff,..as the Manager.deems relevant and appropriate. Estimated Cost& Budget. CONSULTANTs all-inclusive daily rate for professional facilitation services for this project is calculated at a rate of$220.00 per hour. This rate includes professional facilitation staff time, support staff time, task expenses and overhead, travel-related expenses, and indirect costs charged by the CONSULTANT. This mutually agreed-upon hourly rate may be amended pursuant to the #uAl written agreentot tifThe-CONSULTANT andtheCOLINTrOoritrettlilanagericalbelWAhe COUNTY),the latter of(COUNTY Contract Manager)which must consult with l iislher assigned/dedicated Assistant County Attorney(s) prior to so mutually agreeing in writing to amend this hourly rate. In no event may the COUNTY Contract Manager and the CONSULTANT mutually agree to amend the foregoing Agreement or this of Services, or otherwise enter into a subsequent agreement relatinn tothis Agree- entf in-a-manner that deignsto-compensate the COMSULTARcin excess of this Agreements and Scope of Services'not-to-exceed amount of$4g,999.93;the parties hereby agree that any such amendment or agreement shall be considered void ab initio. TOTAL NOT-TO-EXCEED COSTS, BY TASK reels: Time: 1. Physical Map Revision (PMR) or Mapping Study, Hourly Rate $220.00 per hour Outreach Training, and Technical Support 2. NFIP Reform Legislation Outreach, Training, Hourly Rate $220.00 per hour araTearnicaltSuppott Total Not-to-Exceed Cost: $49,999.99 cif iR- BENDCON-01 BTAYLOR A ®` CERTIFICATE OF LIABILITY INSURANCE DATE(MMIO19 ) THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the pollcy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER No ADT Kim Martin CoBiz Insurance,Inc.-AZ I PHONE — Fax_.._ 2600 N Centro!Ave. 4lac,No,Est):(602)296-2328 lac Nol(602)230 5782 Suite 1950 I Ej i55:kmartin,�cobizinsurance.com _ — Phoenix,AZ 85004 __ _INSURER(S)AFFORDING COVERAGE HALO,p -- — ----__-'INSURER A:Continental CasualtyCompany__.:___ 2QA43_____-_ INSURED I INSURER e:Transportation Insurance Company_,_-.- _ _-_ ^20494 t — Bender Consulting Services,Inc. LINsua.EA c_United States Liability,Insurance Co(USU)__.25895_____- 8374 E.Cheryl Drive I INSURER D_ _ , Scottsdale,AZ 85268 INSURER E___-.. ..: I I • I INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED- NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ti TYPE OF INSURANCE 1ADDL.SUBR• POLICY NUMBER ; POLICY EPF I POLICY EXP I LIMITS I TRiNSD WVDIMMIDONYYYI IMMIDDIYYYYI A I X I COMMERCIAL GENERAL UABILITY I 2,000,000 __ _. EACH OCCURRENCE_. k 9-.. ._ i I CLAIMS-MADE I X]OCCUR X 4018166444 411/2019 4/1/2020 DAMAGE TO RENTED 300,000 I j rPREMISES R NTED ice). -r;s. I 6 MED EXP lAny ono Person}„-.4.5_...--_- i 0,000 — --- _ _w._. I PERSONAL 3 ADV INJURY.__:S.-----__- 2,DO0,000 ,GEN'L AGGREGATE LIMIT APPLIES PER. GENERAL AGGREGATE .S.._ 4,000,000 !POLICY l__ ,j I I LOC ' I I s PRODUCTS-COMPIOPAGG S 4,000,000 _._I OTHER: { I S A ?AUTOMOBILE LIABILITY ' I I COMBINED SINGLE LIMIT ''S 1,000,000 wi ANY AUTO )( '4018166444 4/1/2019 41112020 4BOOILYINJURy(Perpenron) S OWNED I•-1 SCHEDULED ^- .....�__ I AUTOS ONLY ;-- AUTOS I 1 BODILY INJURY(Per aw_ chit) S AI�Ep [I p�! ' e rg i nl S UTOS ONLY AUTO OV ! BY PR GME_M OPER�Y CWMAGE is 4 UMBRELLA LAB I OCCUR ! WANER A_- (— .EACH OCCURRENCE S 1 EXCESS LJAB I CLAIMS-MADE j VO f /1 }•�•°A l'h``/ ' AGGREGATE ;5 1 DED I i RETENTIONS .S B WORKERS COMPENSATION i X I.PER .. . .,ERH ..-... I AND EMPLOYERS'LIABILITY YIN 6021720807 • 11/1/2018 11/1/2019 1- 1,000,D00 ANY PROPRIETORIPARTNERID(ECUTVE ; t NIA ;E L_EACH ACCIDENT ..S _ FI E IM M EXCLUOBD7 I i — - _ ._ I E,l.DISEASE_EA EMPLOYEE S__ _ n a ory n ) 1,ODO-000 If yes,describe under I + t 1,000,800 DESCRIPTION OF OPERATIONS below t •E.L.DISEASE-POLICY LIMIT,S C 'Professional LlabIll I SP1012427L , 2/1/2019 2/1/2020 ?Per Claim 1,000,000 1 I i DESCRIPTION OF OPERATIONS/LOCATIONS!VEHICLES IACORD 101,Additional Remarks Schedule,may be attached ifmore apace Is required) Monroe County Board of County Commissioners is named as Additional insured with respects to General Liability where required by written contract per form SB146932E 0611. Monroe County Board of County Commissioners is named as Additional Insured with respects to Auto Liability where required by written contract per form 58146932E 0611. • CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE Monroe County Board of County Commissioners • 1100 Simonton Street,Suite 205 labia) 021,40Z Key WesL FL 33040 ACORD 25(2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD -146932-E CNA S (Ed.06/11) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED - LIABILITY EXTENSION This endorsement modifies insurance provided under the following: BUSINESSOWNERS LIABILITY COVERAGE FORM Coverage afforded under this extension of coverage endorsement does not apply to any person or organization covered as an additional insured on any other endorsement now or hereafter attached to this Policy. , 1. ADDITIONAL INSURED—BLANKET VENDORS own acts or omission or those of its employees or anyone else acting on its WHO IS AN INSURED is amended to include as an behalf. However, this exclusion does not additional insured any person or organization (referred apply to: to below as vendor) with whom you agreed, because of a written contract or agreement to provide (1) The exceptions contained in insurance, but only with respect to "bodily injury" or Subparagraphs d.or f.;or "property damage"arising out of"your products"which (2) Such inspections, adjustments, tests or are distributed or sold in the regular course of the servicing as the vendor has agreed to vendor's business, subject to the following additional make or normally undertakes to make in exclusions: the usual course of business, in 1. The insurance afforded the vendor does not apply connection with the distribution or sale of to: the products. a. "Bodily injury"or"property damage"for which 2. This insurance does not apply to any insured the vendor is obligated to pay damages by person or organization, from whom you have reason of the assumption of liability in a acquired such products, or any ingredient, part or contract or agreement. This exclusion does container, entering into, accompanying or not apply to liability for damages that the containing such products. vendor would have in the absence of the 3. This provision 2. does not apply to any vendor contract or agreement; included as an insured by an endorsement issued b. Any express warranty unauthorized by you; by us and made a part of this Policy. c. Any physical or chemical change in the 4. This provision 2.does not apply if"bodily injury"or product made intentionally by the vendor; "property damage" included within the "products- completed operations hazard" is excluded either E d. Repackaging, except when unpacked solely by the provisions of the Policy or by endorsement. i for the purpose of inspection, demonstration, testing, or the substitution of parts under 2. MISCELLANEOUS ADDITIONAL INSUREDS instructions from the manufacturer, and then WHO IS AN INSURED is amended to include as an repackaged in the original container; insured any person or organization (called additional e. Any failure to make such inspections, insured) described in paragraphs 2.a. through 2.h. adjustments, tests or servicing as the vendor below whom you are required to add as an additional has agreed to make or normally undertakes to insured on this policy under a written contract or make in the usual course of business, in agreement but the written contract or agreement must connection with the distribution or sale of the be: products; 1. Currently in effect or becoming effective during the f. Demonstration, installation,servicing or repair term of this policy;and operations,except such operations performed 2. Executed prior to the "bodily injury," "property — at the vendor's premises in connection with damage"or"personal and advertising injury,"but the sale of the product; Only the following persons or organizations are g. Products which, after distribution or sale by additional insureds under this endorsement and you, have been labeled or relabeled or used coverage provided to such additional insureds is as a container, part or ingredient of any other limited as provided herein: thing or substance by or for the vendor;or h. "Bodily injury" or "property damage" arising a. Additional Insured—Your Work out of the sole negligence of the vendor for its That person or organization for whom you do work is an additional insured solely for liability SB-146932-E Page 1 of 5 (Ed.06/11) CNA S (Ed.06/11) due to your negligence specifically resulting This insurance does not apply to "bodily from your work for the additional insured injury," "property damage" or "personal and which is the subject of the written contract or advertising injury" arising out of operations written agreement. No coverage applies to performed for the state or municipality. liability resulting from the sole negligence of the additional insured. c. Controlling Interest The insurance provided to the additional Any persons or organizations with a insured is limited as follows: controlling interest in you but only with respect to their liability arising out of (1) The Limits of Insurance applicable to the (1) Their financial control of you;or additional insured are those specified in the written contract or written agreement (2) Premises they own, maintain or control or in the Declarations of this policy, while you lease or occupy these whichever is less. These Limits of premises. Insurance are inclusive of, and not in addition to,the Limits of Insurance shown This insurance does not apply to structural in the Declarations. alterations, new construction and demolition operations performed by or for such additional (2) The coverage provided to the additional insured. insured by this endorsement and paragraph F.9.of the definition of"insured d. Managers or Lessors of Premises contract" under Liability and Medical A manager or lessor of premises but only with Expenses Definitions do not apply to respect to liability arising out of the ownership, "bodily injury" or "property damage" maintenance or use of that specific part of the arising out of the "products-completed premises leased to you and subject to the operations hazard"unless required by the following additional exclusions: written contract or written agreement. (3) The insurance provided to the additional This insurance does not apply to: insured does not apply to "bodily injury," (1) Any "occurrence"which takes.place after "property damage," or "personal and you cease to be a tenant in that premises; advertising injury" arising out of the or rendering or failure to render any professional services. (2) Structural alterations, new construction or demolition operations performed by or on b. State or Political Subdivisions behalf of such additional insured. A state or political subdivision subject to the e. Mortgagee,Assignee or Receiver following provisions: A mortgagee, assignee or receiver but only (1) This insurance applies only with respect with respect to their liability as mortgagee, to the following hazards for which the assignee, or receiver and arising out of the state or political subdivision has issued a ownership,maintenance,or use of a premises permit in connection with premises you by you. own, rent, or control and to which this This insurance does not apply to structural insurance applies: alterations, new construction or demolition (a) The existence, maintenance, repair, operations performed by or for such additional construction, erection, or removal of insured. advertising signs,awnings, canopies, f. Owners/Other Interests—Land is Leased cellar entrances, coal holes, driveways, manholes, marquees, An owner or other interest from whom land hoistaway openings, sidewalk vaults, has been leased by you but only with respect street banners, or decorations and to liability arising out of the ownership, similar exposures;or maintenance or use of that specific part of the (b) The construction, erection, or land leased to you and subject to the following additional exclusions: removal of elevators;or (2) This insurance applies only with respect This insurance does not apply to: to operations performed by you or on your (1) Any "occurrence which takes place behalf for which the state or political after you cease to lease that land;or subdivision has issued a permit. SB-146932-E ' Page 2 of 5 (Ed.06/11) 932-E CNA S (Ed606/11) (2) Structural alterations, new Damage To Property, is replaced by the construction or demolition operations following: performed by or on behalf of such additional insured. k. Damage To Property g. Co-owner of Insured Premises "Property damage"to: A co-owner of a premises co-owned by you 1. Property you own, rent or occupy, and covered under this insurance but only including any costs or expenses with respect to the co-owners liability as co- incurred by you, or any other person, owner of such premises. organization or entity, for repair, replacement, enhancement, h. Lessor of Equipment restoration or maintenance of such Any person or organization from whom you property for any reason, including lease equipment. Such person or organization damage ton nf injury ro a person or are insureds only with respect to their liability damage to another's property; arising out of the maintenance, operation or 2. Premises you sell, give away or use by you of equipment leased to you by abandon, if the "property damage" such person or organization. A person's or arises out of any part of those organization's status as an insured under this premises; endorsement ends when their written contract or agreement with you for such leased 3. Property loaned to you; equipment ends. 4. Personal property in the care, With respect to the insurance afforded these custody or control of the insured; additional insureds, the following additional 5. That particular part of any real exclusions apply: property on which you or any This insurance does not apply: contractors or subcontractors working directly or indirectly in your behalf are (1) To any "occurrence" which takes place performing operations,if the"property after the equipment lease expires;or damage" arises out of those (2) To "bodily injury," "property damage" or operations;or "personal and advertising injury" arising 6. That particular part of any property out of the sole negligence of such that must be restored, repaired or additional insured. replaced because "your work" was Any insurance provided to an additional insured incorrectly performed on it. designated under paragraphs b. through h. above Paragraph 2 of this exclusion does not does not apply to "bodily injury" or "property apply if the premises are"your work" and damage" included within the "products-completed were never occupied, rented or held for operations hazard." rental by you. 3. The following is added to Paragraph H. of the Paragraphs 1, 3, and 4, of this exclusion BUSINESSOWNERS COMMON POLICY do not apply to "property damage" (other CONDITIONS: than damage by fire or explosion) to H. Other Insurance premises: (1) rented to you: 4. This insurance is excess over any other insurance naming the additional insured (2) temporarily occupied by you with the as an insured whether primary, excess, permission of the owner,or contingent or on any other basis unless a (3) to the contents of premises rented to written contract or written agreement you for a period of 7 or fewer specifically requires that this insurance be consecutive days. either primary or primary and noncontributing. A separate limit of insurance applies to Damage To Premises Rented To You as 4. LEGAL LIABILITY—DAMAGE TO PREMISES described in Section D — Liability and A. Under B. Exclusions, 1. Applicable to Medical Expenses Limits of Insurance. Business Liability Coverage, Exclusion k. SB-146932-E Page 3 of 5 (Ed.06/11) CNA s (Ed.06/1 ) Paragraphs 3, 4, 5, and 6 of this (2) Any partner, if you or an additional exclusion do not apply to liability insured is a partnership; assumed under a sidetrack agreement. (3) Any manager, if you or an additional Paragraph 6 of this exclusion does not insured is a limited liability company; apply to "property damage" included in (4) Any "executive officer" or insurance the "products-completed operations hazard." manager,if you or an additional insured is a corporation; B. Under B. Exclusions, 1. Applicable to (5) Any trustee, if you or an additional Business Liability Coverage, the last insured is a trust;or paragraph of 2. Exclusions is deleted and replaced by the following: (6) Any elected or appointed official,if you or Exclusions c,d, e,f,g, h, I, k, I,m; n,and o, _ an additional insured is a political do not apply to damage by fire to premises subdivision or public entity. while rented to you or temporarily occupied by This paragraph e. applies separately to you you with permission of the owner or to the and any additional insured. contents of premises rented to you for a period of 7 or fewer consecutive days. A 7. Bodily Injury separate limit of insurance applies to this Section F. Liability and Medical Expenses coverage as described in Section D. Liability Definitions, item 3. "Bodily Injury" is deleted and And Medical Expenses Limits Of replaced with the following: Insurance. "Bodily injury" means bodily injury, sickness or C. The first Paragraph under item 5.Damage To disease sustained by a person, including death, Premises Rented To You Limit of Section humiliation, shock, mental anguish or mental D. Liability And Medical Expenses Limits injury by that person at any time which results as Of Insurance is replaced by the following: a consequence of the bodily injury, sickness or The most we will pay under Business Liability disease. for damages because of"property damage" 8. Expanded Personal and Advertising injury to any one premises,while rented to you, or Definition temporarily occupied by you, with the permission of the owner,including contents of a. The following is added to Section F. Liability such premises rented to you for a period of 7 and Medical Expenses Definitions, item 14. or fewer consecutive days, is the Damage to Personal and Advertising Injury, in the Premises Rented to You limit shown in the Businessowners General Liability Declaration. Coverage Form: 5. Blanket Waiver of Subrogation h. Discrimination or humiliation that results in injury to the feelings or reputation of a natural We waive any right of recovery we may have person, but only if such discrimination or against: humiliation is: a. Any person or organization with whom you 1. Not done intentionally by or at the have a written contract that requires such a direction of waiver. a. The insured;or 6. Broad Knowledge of Occurrence b. Any "executive officer," director, The following items are added to E. stockholder, partner, member or Businessowners General Liability Conditions manager (if you are a limited liability in the Businessowners Liability Coverage company)of the insured;and Form: 2. Not directly or indirectly related to the e. Paragraphs a. and b. apply to you or to any employment, prospective employment, additional insured only when such past employment or termination of "occurrence,"offense,claim or"suit"is known employment of any person or person by to: any insured. (1) You or any additional insured that is an b. The following is added to Exclusions,Section individual; B.: SB-146932-E Page 4 of 5 (Ed.06/11) • CNA s(Ed.606/1 ) -I (15)Discrimination Relating to Room, , Personal and Advertising Injury Liability is Dwelling or Premises excluded either by the provisions of the Policy Caused by discrimination directly or or by endorsement indirectly related to the sale, rental, lease 9. Personal and Advertising Injury Re-defined or sub-lease or prospective sale, rental, Section F. Liability and Medical Expenses lease or sub-lease of any room, dwelling Definitions, item 14, Personal Advertising injury, or premises by or at the direction of any Paragraph c.is replaced by the following: insured. (16)Fines or Penalties c. The wrongful eviction from, wrongful entry into, or invasion of the right of private Fines or penalties levied or imposed by a occupancy of a room dwelling or premises governmental entity because of that a person or organization occupies discrimination. committed by or on behalf of it's owner, c. This provision (Expanded Personal and landlord or lessor. Advertising Injury) does not apply if W - SB-146932-E Page 5 of 5 (Ed.06/11)