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21-071 Amendment #4 dated 4-25-24 to Granicus MSA
Amendment Prepared for Cupertino, CA Order #: Q-344126 Prepared: 05 Apr 2024 Page 1 of 8 Fourth Amendment to the Granicus Service Agreement between Granicus, LLC and Cupertino, CA This Fourth Amendment to the Granicus, LLC Service Agreement is effective on the date this document is signed and entered into by and between Granicus, LLC, a Minnesota Limited Liability Company d/b/a Granicus (hereinafter referred to as "Granicus"), and Cupertino, CA (hereinafter referred to as "Client"), with reference to the following: WHEREAS, the Client and Granicus entered into an Agreement effective 06 Jul 2021 (the "Agreement"); and WHEREAS, in addition to Client's existing solution, Client wishes to add certain products and services as detailed in Q - 344126, which is attached as Exhibit A and incorporated herein by reference; and NOW, THEREFORE, in consideration of the premises, the parties intend that the Agreement be amended as follows: 1.Compensation shall be amended to include the fees detailed in Exhibit A. Exhibit A is exclusive of applicable state, local, and federal taxes, which, if any, will be included in the invoice. It is the responsibility of the Client to provide applicable exemption certificate(s). 2.Except as amended by this Fourth Amendment, all other terms and conditions of the Agreement shall remain in full force and effect. 3.In the event of any inconsistency between the provisions of this Fourth Amendment and the documents comprising the Agreement, the provisions of this Fourth Amendment shall prevail. IN WITNESS WHEREOF, the parties have caused this Fourth Amendment to be executed by their duly authorized representatives. Agreement and Acceptance By signing this document, the undersigned certifies they have authority to enter the agreement. The undersigned also understands the services and terms. Cupertino, CA Granicus Signature: Signature: Name: Name: Title: Title: Date: Date: City Attorney City Clerk Date Alex Gray Senior Manager, Renewals Apr 25, 2024 Christopher D. Jensen Teri Gerhardt Acting CTO Apr 25, 2024 Apr 25, 2024 THIS IS NOT AN INVOICE Exhibit A Prepared for Cupertino, CA Order #: Q-344126 Prepared: 05 Apr 2024 Page 2 of 8 Exhibit A ORDER DETAILS Prepared By: Justine Torres Phone: Email: Justine.Torres@granicus.com Order #: Q-344126 Prepared On: 05 Apr 2024 Expires On: 05 Jul 2024 Currency: USD Payment Terms: Net 30 (Payments for subscriptions are due at the beginning of the period of performance.) Period of Performance: 06 Jul 2024 - 05 Jul 2025 The subscription includes the following domain(s) and subdomain(s): • cupertino.org ORDER TERMS Current Subscription End Date: Initial Order Term End Date: 05 Jul 2024 05 Jul 2026 Exhibit A Cupertino, CA Order #: Q-344126 Prepared: 05 Apr 2024 Page 3 of 8 ADDING SUBSCRIPTIONS Solutions: Period of Performance Billing Frequency Qty/unit Annual fee CS Platform – Enterprise Plus: Subscription 12 Apr 2023 - 11 Apr 2024 Annual 1 Each $14,852.54 Knowledge Base: Subscription 12 Apr 2023 - 11 Apr 2024 Annual 1 Each $2,362.90 Single Sign-On: Subscription 12 Apr 2023 - 11 Apr 2024 Annual 1 Each $4,060.42 Subtotal: $21,275.86 PRICING SUMMARY The pricing and terms within this Proposal are specific to the products and volumes contained within this Proposal. Exhibit A Cupertino, CA Order #: Q-344126 Prepared: 05 Apr 2024 Page 4 of 8 Renewing Subscription Fees Solutions Period of Performance Billing Frequency Quantity/ Unit Annual Fee Prorated Fee CampaignDocs Subscription 06 Jul 2024 - 05 Jul 2025 Annual 1 Each $1,692.37 $1,692.37 DisclosureDocs Full Review Subscription 06 Jul 2024 - 05 Jul 2025 Annual 1 Each $603.78 $603.78 DisclosureDocs Ethics Subscription 06 Jul 2024 - 05 Jul 2025 Annual 1 Each $853.02 $853.02 DisclosureDocs Subscription 06 Jul 2024 - 05 Jul 2025 Annual 1 Each $1,760.83 $1,760.83 eDisclosure Filer Module Subscription 06 Jul 2024 - 05 Jul 2025 Annual 1 Each $1,760.83 $1,760.83 Address Identification 06 Jul 2024 - 05 Jul 2025 Annual 1 Each $14,443.52 $14,443.52 24/7 Hotline 06 Jul 2024 - 05 Jul 2025 Annual 1 Each $4,966.91 $4,966.91 Compliance Monitoring 06 Jul 2024 - 05 Jul 2025 Annual 1 Each $6,200.74 $6,200.74 Mobile Permitting & Registration 06 Jul 2024 - 05 Jul 2025 Annual 1 Each $5,788.13 $5,788.13 Rental Activity Monitoring 06 Jul 2024 - 05 Jul 2025 Annual 1 Each $8,276.63 $8,276.63 Upgrade to SDI 720p Streaming 06 Jul 2024 - 05 Jul 2025 Annual 1 Each $1,563.51 $1,563.51 Communications Cloud 06 Jul 2024 - 05 Jul 2025 Annual 1 Each $13,781.25 $13,781.25 Open Platform Suite 06 Jul 2024 - 05 Jul 2025 Annual 1 Each $4,690.50 $4,690.50 Legistar 06 Jul 2024 - 05 Jul 2025 Annual 1 Each $11,257.22 $11,257.22 Granicus Encoding Appliance Software (GT) 06 Jul 2024 - 05 Jul 2025 Annual 1 Each $1,563.51 $1,563.51 Communications Cloud Advanced Package 06 Jul 2024 - 05 Jul 2025 Annual 1 Each $3,445.31 $3,445.31 Government Transparency Suite 06 Jul 2024 - 05 Jul 2025 Annual 1 Each $6,801.25 $6,801.25 Meeting Efficiency Suite 06 Jul 2024 - 05 Jul 2025 Annual 1 Each $6,644.89 $6,644.89 Exhibit A Cupertino, CA Order #: Q-344126 Prepared: 05 Apr 2024 Page 5 of 8 Legistar Add-On - Laserfiche Integration 06 Jul 2024 - 05 Jul 2025 Annual 1 Each $0.00 $0.00 Template - Sectioned View Page 06 Jul 2024 - 05 Jul 2025 Annual 1 Each $0.00 $0.00 EHQ Embeddable Project Finder - Basic 06 Jul 2024 - 05 Jul 2025 Annual 1 Each $1,102.49 $1,102.49 EHQ Additional Hub Admin 06 Jul 2024 - 05 Jul 2025 Annual 1 Each $0.00 $0.00 EHQ Additional Hubs 06 Jul 2024 - 05 Jul 2025 Annual 1 Each $4,961.26 $4,961.26 EHQ Brand Integration Maintenance 06 Jul 2024 - 05 Jul 2025 Annual 1 Each $5,512.49 $5,512.49 OpenCities SaaS License 06 Jul 2024 - 05 Jul 2025 Annual 1 Each $19,018.13 $19,018.13 OpenForms Enterprise License (30 users, 100 forms) 06 Jul 2024 - 05 Jul 2025 Annual 1 Each $8,268.75 $8,268.75 OpenCities Cloud Security License 06 Jul 2024 - 05 Jul 2025 Annual 1 Each $1,378.13 $1,378.13 CS Platform - Enterprise Plus: Subscription 12 Apr 2024 - 05 Jul 2025 Annual 1 Each $15,595.17 $19,219.80 Knowledge Base: Subscription 12 Apr 2024 - 05 Jul 2025 Annual 1 Each $2,481.05 $3,057.69 Single Sign-On: Subscription 12 Apr 2024 - 05 Jul 2025 Annual 1 Each $4,263.44 $5,254.35 CampaignDocs - Hosting 06 Jul 2024 - 05 Jul 2025 Annual 1 Each $0.00 $0.00 CampaignDocs Public Kiosk Subscription 06 Jul 2024 - 05 Jul 2025 Annual 1 Each $362.58 $362.58 CampaignDocs Web Publishing Subscription 06 Jul 2024 - 05 Jul 2025 Annual 1 Each $725.30 $725.30 eCampaign Subscription 06 Jul 2024 - 05 Jul 2025 Annual 1 Each $1,450.61 $1,450.61 Tax Collection 06 Jul 2024 - 05 Jul 2025 Annual 1 Each $0.00 $0.00 SUBTOTAL: $161,213.60 $166,405.78 Number of Filers: 168 Exhibit A Cupertino, CA Order #: Q-344126 Prepared: 05 Apr 2024 Page 6 of 8 FUTURE YEAR PRICING Exhibit A Cupertino, CA Order #: Q-344126 Prepared: 05 Apr 2024 Page 7 of 8 Solution(s) Period of Performance 06 Jul 2025 - 05 Jul 2026 CampaignDocs Subscription $1,776.99 DisclosureDocs Full Review Subscription $633.97 DisclosureDocs Ethics Subscription $895.67 DisclosureDocs Subscription $1,848.87 eDisclosure Filer Module Subscription $1,848.87 Address Identification $15,165.70 24/7 Hotline $5,215.26 Compliance Monitoring $6,510.78 Mobile Permitting & Registration $6,077.54 Rental Activity Monitoring $8,690.46 Upgrade to SDI 720p Streaming $1,641.69 Communications Cloud $14,470.31 Open Platform Suite $4,925.03 Legistar $11,820.08 Granicus Encoding Appliance Software (GT) $1,641.69 Communications Cloud Advanced Package $3,617.58 Government Transparency Suite $7,141.31 Meeting Efficiency Suite $6,977.13 Legistar Add-On - Laserfiche Integration $0.00 Template - Sectioned View Page $0.00 EHQ Embeddable Project Finder - Basic $1,157.61 EHQ Additional Hub Admin $0.00 EHQ Additional Hubs $5,209.32 EHQ Brand Integration Maintenance $5,788.11 OpenCities SaaS License $19,969.04 OpenForms Enterprise License (30 users, 100 forms) $8,682.19 OpenCities Cloud Security License $1,447.04 CS Platform - Enterprise Plus: Subscription $16,374.93 Knowledge Base: Subscription $2,605.10 Single Sign-On: Subscription $4,476.61 CampaignDocs - Hosting $0.00 Exhibit A Cupertino, CA Order #: Q-344126 Prepared: 05 Apr 2024 Page 8 of 8 CampaignDocs Public Kiosk Subscription $380.71 CampaignDocs Web Publishing Subscription $761.57 eCampaign Subscription $1,523.14 Tax Collection $0.00 SUBTOTAL: $169,274.30 ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? INSR ADDL SUBR LTR INSD WVD DATE (MM/DD/YYYY) PRODUCER CONTACT NAME: FAXPHONE (A/C, No):(A/C, No, Ext): E-MAIL ADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY)(MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTED CLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person)$ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGG $JECT OTHER:$ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person)$ OWNED SCHEDULED BODILY INJURY (Per accident)$AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE $ CLAIMS-MADE AGGREGATE $ DED RETENTION $$ PER OTH- STATUTE ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMIT $DESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORDACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE Lockton Insurance Brokers, LLC CA License #OF15767 Three Embarcadero Center, Suite 600 San Francisco CA 94111 (415) 568-4000 Granicus, LLC 408 Saint Peter Street Suite 600 Saint Paul MN 55102 GRAIN01 ACE American Insurance Company 22667 Riverport Insurance Company 36684 Berkley National Insurance Company 38911 X X 1,000,000 1,000,000 15,000 1,000,000 2,000,000 2,000,000 X X X X Comp $100 DedX Coll $1,000 Ded 1,000,000 XXXXXXX XXXXXXX XXXXXXX XXXXXXX X X 15,000,000 15,000,000 XXXXXXX N X 1,000,000 1,000,000 1,000,000 Prof E&O/Cyber Liab $5M per claim / $5M aggregate A TCP 7024348-10 10/20/2023 10/20/2024 A TCP 7024348-10 10/20/2023 10/20/2024 B F16817867 002 12/15/2023 10/20/2024 A TCP 7024348-10 10/20/2023 10/20/2024 C TWC 7024349-10 10/20/2023 10/20/2024 10/20/2024 1475897 Y N N N Y N Y 12/14/2023 Y Y 16781970 16781970 XXXXXXX City of Cupertino 10300 Torre Avenue Cupertino CA 95014-3255 - RE: The City of Cupertino, its City Council, officers, officials, employees, agents, servants and volunteers are included as Additional Insured with respect to Liability arising out of the operations of the insured and to the extent provided by the policy language or endorsements issued or approved by the insurance carrier. Waiver of Subrogation applies per attached endorsement or policy language. Insurance provided to Additional Insured is primary and non-contributory as per the attached endorsements or policy language. X X See Attachments Policy Number: TCP 7024348-10 G-00000-A (Ed. ) It is understood and agreed that this endorsement amends the COMMERCIAL GENERAL LIABILITY COVERAGE PART as follows. If any other endorsement attached to this policy amends any provision also amended by this endorsement, then that other endorsement controls with respect to such provision, and the changes made by this endorsement with respect to such provision do not apply. TABLE OF CONTENTS 1.Additional Insureds 2.Additional Insured - Primary And Non-Contributory To Additional Insured’s Insurance 3.Bodily Injury – Expanded Definition 4.Broad Knowledge of Occurrence/ Notice of Occurrence 5.Broad Named Insured 6.Estates, Legal Representatives and Spouses 7.Expected Or Intended Injury – Exception for Reasonable Force 8.In Rem Actions 9.Incidental Health Care Malpractice Coverage 10.Joint Ventures/Partnership/Limited Liability Companies 11.Legal Liability – Damage To Premises 12.Medical Payments 13.Non-owned Aircraft Coverage 14.Non-owned Watercraft 15.Personal And Advertising Injury – Discrimination or Humiliation 16.Personal And Advertising Injury - Limited Contractual Liability 17.Property Damage - Elevators 18.Supplementary Payments 19.Property Damage – Patterns, Molds and Dies 20.Unintentional Failure To Disclose Hazards 21.Waiver of Subrogation – Blanket G-00000-A Page 1 of 13 (Ed. ) Attachment Code: D524693 Certificate ID: 16781970 Policy Number: TCP 7024348-10 G-00000-A (Ed. ) 1.ADDITIONAL INSUREDS a.WHO IS AN INSURED is amended to include as an Insured any person or organization described in paragraphs A. through K. below whom a Named Insured is required to add as an additional insured on this Coverage Part under a written contract or written agreement, provided such contract or agreement: (1)is currently in effect or becomes effective during the term of this Coverage Part; and (2)was executed prior to: (a)the bodily injury or property damage; or (b)the offense that caused the personal and advertising injury, for which such additional insured seeks coverage. b.However, subject always to the terms and conditions of this policy, including the limits of insurance, the Insurer will not provide such additional insured with: (1)a higher limit of insurance than required by such contract or agreement; or (2)coverage broader than required by such contract or agreement, and in no event broader than that described by the applicable paragraph A. through K. below. Any coverage granted by this endorsement shall apply only to the extent permissible by law. A.Controlling Interest Any person or organization with a controlling interest in a Named Insured, but only with respect to such person or organization’s liability for bodily injury, property damage or personal and advertising injury arising out of: 1.such person or organization’s financial control of a Named Insured; or 2.premises such person or organization owns, maintains or controls while a Named Insured leases or occupies such premises; provided that the coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. B.Co-owner of Insured Premises A co-owner of a premises co-owned by a Named Insured and covered under this insurance but only with respect to such co-owner’s liability for bodily injury, property damage or personal and advertising injury as co-owner of such premises. C.Grantor of Franchise Any person or organization that has granted a franchise to a Named Insured, but only with respect to such person or organization’s liability for bodily injury, property damage or personal and advertising injury as grantor of a franchise to the Named Insured. D.Lessor of Equipment Any person or organization from whom a Named Insured leases equipment, but only with respect to liability for bodily injury, property damage or personal and advertising injury caused, in whole or in part, by the Named Insured’s maintenance, operation or use of such equipment, provided that the occurrence giving rise to such bodily injury, property damage or the offense giving rise to such personal and advertising injury takes place prior to the termination of such lease. E.Lessor of Land Any person or organization from whom a Named Insured leases land but only with respect to liability for bodily injury, property damage or personal and advertising injury arising out of the ownership, maintenance or use of such land, provided that the occurrence giving rise to such bodily injury, property damage or the offense giving rise to such personal and advertising injury takes place prior to the termination of such lease. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. G-00000-A Page 2 of 13 (Ed. ) Attachment Code: D524693 Certificate ID: 16781970 Policy Number: TCP 7024348-10 G-00000-A (Ed. ) F.Lessor of Premises An owner or lessor of premises leased to the Named Insured, or such owner or lessor’s real estate manager, but only with respect to liability for bodily injury, property damage or personal and advertising injury arising out of the ownership, maintenance or use of such part of the premises leased to the Named Insured, and provided that the occurrence giving rise to such bodily injury or property damage, or the offense giving rise to such personal and advertising injury, takes place prior to the termination of such lease. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. G.Mortgagee, Assignee or Receiver A mortgagee, assignee or receiver of premises but only with respect to such mortgagee, assignee or receiver’s liability for bodily injury, property damage or personal and advertising injury arising out of the Named Insured’s ownership, maintenance, or use of a premises by a Named Insured. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. H.State or Governmental Agency or Subdivision or Political Subdivisions – Permits A state or governmental agency or subdivision or political subdivision that has issued a permit or authorization but only with respect to such state or governmental agency or subdivision or political subdivision’s liability for bodily injury, property damage or personal and advertising injury arising out of: 1.the following hazards in connection with premises a Named Insured owns, rents, or controls and to which this insurance applies: a.the existence, maintenance, repair, construction, erection, or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoistaway openings, sidewalk vaults, street banners, or decorations and similar exposures; or b.the construction, erection, or removal of elevators; or c.the ownership, maintenance or use of any elevators covered by this insurance; or 2.the permitted or authorized operations performed by a Named Insured or on a Named Insured’s behalf. The coverage granted by this paragraph does not apply to: a.Bodily injury, property damage or personal and advertising injury arising out of operations performed for the state or governmental agency or subdivision or political subdivision; or b.Bodily injury or property damage included within the products-completed operations hazard. With respect to this provision’s requirement that additional insured status must be requested under a written contract or agreement, the Insurer will treat as a written contract any governmental permit that requires the Named Insured to add the governmental entity as an additional insured. I.Trade Show Event Lessor 1.With respect to a Named Insured’s participation in a trade show event as an exhibitor, presenter or displayer, any person or organization whom the Named Insured is required to include as an additional insured, but only with respect to such person or organization’s liability for bodily injury, property damage or personal and advertising injury caused by: a.the Named Insured’s acts or omissions; or b.the acts or omissions of those acting on the Named Insured’s behalf, in the performance of the Named Insured’s ongoing operations at the trade show event premises during the trade show event. 2.The coverage granted by this paragraph does not apply to bodily injury or property damage included within the products-completed operations hazard. G-00000-A Page 3 of 13 (Ed. ) Attachment Code: D524693 Certificate ID: 16781970 Policy Number: TCP 7024348-10 G-00000-A (Ed. ) J.Vendor Any person or organization but only with respect to such person or organization’s liability for bodily injury or property damage arising out of your products which are distributed or sold in the regular course of such person or organization's business, provided that: 1.The coverage granted by this paragraph does not apply to: a.bodily injury or property damage for which such person or organization is obligated to pay damages by reason of the assumption of liability in a contract or agreement unless such liability exists in the absence of the contract or agreement; b.any express warranty unauthorized by the Named Insured; c.any physical or chemical change in any product made intentionally by such person or organization; 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 any inspections, adjustments, tests or servicing that such person or organization 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; f.demonstration, installation, servicing or repair operations, except such operations performed at such person or organization’s premises in connection with the sale of a product; g.products which, after distribution or sale by the Named Insured, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for such person or organization; or h.bodily injury or property damage arising out of the sole negligence of such person or organization 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: (1)the exceptions contained in Subparagraphs d. or f. above; or (2)such inspections, adjustments, tests or servicing as such person or organization has agreed with the Named Insured 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 Paragraph J. does not apply to any insured person or organization, from whom the Named Insured has acquired such products, nor to any ingredient, part or container, entering into, accompanying or containing such products. 3.This Paragraph J. also does not apply: a.to any vendor specifically scheduled as an additional insured by endorsement to this Coverage Part; b.to any of your products for which coverage is excluded by endorsement to this Coverage Part; nor c.if bodily injury or property damage included within the products-completed operations hazard is excluded by endorsement to this Coverage Part. K.Other Person Or Organization / Your Work Any person or organization who is not an additional insured under Paragraphs A. through J. above. Such additional insured is an Insured solely for bodily injury, property damage or personal and advertising injury for which such additional insured is liable because of the Named Insured’s acts or omissions. The coverage granted by this paragraph does not apply to any person or organization: 1.who is specifically scheduled as an additional insured on another endorsement to this Coverage Part; nor G-00000-A Page 4 of 13 (Ed. ) Attachment Code: D524693 Certificate ID: 16781970 Policy Number: TCP 7024348-10 G-00000-A (Ed. ) 2.for bodily injury or property damage included within the products-completed operations hazard except to the extent all of the following apply: a.this Coverage Part provides such coverage; b.the written contract or agreement described in the opening paragraph of this ADDITIONAL INSUREDS Provision requires the Named Insured to provide the additional insured such coverage; and c.the bodily injury or property damage results from your work that is the subject of the written contract or agreement, and such work has not been excluded by endorsement to this Coverage Part. 2.ADDITIONAL INSURED - PRIMARY AND NON-CONTRIBUTORY TO ADDITIONAL INSURED’S INSURANCE A.The Other Insurance Condition in the COMMERCIAL GENERAL LIABILITY CONDITIONS Section is amended to add the following paragraph: If the Named Insured has agreed in writing in a contract or agreement that this insurance is primary and non-contributory relative to an additional insured's own insurance, then this insurance is primary, and the Insurer will not seek contribution from that other insurance. For the purpose of this Provision 2., the additional insured's own insurance means insurance on which the additional insured is a named insured. B.With respect to persons or organizations that qualify as additional insureds pursuant to paragraph 1.K. of this endorsement, the following sentence is added to the paragraph above: Otherwise, and notwithstanding anything to the contrary elsewhere in this Condition, the insurance provided to such person or organization is excess of any other insurance available to such person or organization. 3.BODILY INJURY – EXPANDED DEFINITION Under DEFINITIONS, the definition of bodily injury is deleted and replaced by the following: Bodily injury means physical injury, sickness or disease sustained by a person, including death, humiliation, shock, mental anguish or mental injury sustained by that person at any time which results as a consequence of the physical injury, sickness or disease. 4.BROAD KNOWLEDGE OF OCCURRENCE/ NOTICE OF OCCURRENCE Under CONDITIONS, the condition entitled Duties in The Event of Occurrence, Offense, Claim or Suit Condition is amended to add the following provisions: A.BROAD KNOWLEDGE OF OCCURRENCE The Named Insured must give the Insurer or the Insurer’s authorized representative notice of an occurrence, offense or claim only when the occurrence, offense or claim is known to a natural person Named Insured, to a partner, executive officer, manager or member of a Named Insured, or to an employee designated by any of the above to give such notice. B.NOTICE OF OCCURRENCE The Named Insured’s rights under this Coverage Part will not be prejudiced if the Named Insured fails to give the Insurer notice of an occurrence, offense or claim and that failure is solely due to the Named Insured’s reasonable belief that the bodily injury or property damage is not covered under this Coverage Part. However, the Named Insured shall give written notice of such occurrence, offense or claim to the Insurer as soon as the Named Insured is aware that this insurance may apply to such occurrence, offense or claim. 5.BROAD NAMED INSURED WHO IS AN INSURED is amended to delete its Paragraph 3. in its entirety and replace it with the following: 3.Pursuant to the limitations described in Paragraph 4. below, any organization in which a Named Insured has management control: a.on the effective date of this Coverage Part; or G-00000-A Page 5 of 13 (Ed. ) Attachment Code: D524693 Certificate ID: 16781970 Policy Number: TCP 7024348-10 G-00000-A (Ed. ) b.by reason of a Named Insured creating or acquiring the organization during the policy period, qualifies as a Named Insured, provided that there is no other similar liability insurance, whether primary, contributory, excess, contingent or otherwise, which provides coverage to such organization, or which would have provided coverage but for the exhaustion of its limit, and without regard to whether its coverage is broader or narrower than that provided by this insurance. But this BROAD NAMED INSURED provision does not apply to: (a)any partnership or joint venture; or (b)any organization for which coverage is excluded by another endorsement attached to this Coverage Part. For the purpose of this provision, and of this endorsement’s JOINT VENTURES / PARTNERSHIP / LIMITED LIABILITY COMPANIES provision, management control means: A.owning interests representing more than 50% of the voting, appointment or designation power for the selection of a majority of the Board of Directors of a corporation, or the members of the management board of a limited liability company; or B.having the right, pursuant to a written trust agreement, to protect, control the use of, encumber or transfer or sell property held by a trust. 4.With respect to organizations which qualify as Named Insureds by virtue of Paragraph 3. above, this insurance does not apply to: a.bodily injury or property damage that first occurred prior to the date of management control, or that first occurs after management control ceases; nor b.personal or advertising injury caused by an offense that first occurred prior to the date of management control or that first occurs after management control ceases. 5.The insurance provided by this Coverage Part applies to Named Insureds when trading under their own names or under such other trading names or doing-business-as names (dba) as any Named Insured should choose to employ. 6.ESTATES, LEGAL REPRESENTATIVES, AND SPOUSES The estates, heirs, legal representatives and spouses of any natural person Insured shall also be insured under this policy; provided, however, coverage is afforded to such estates, heirs, legal representatives, and spouses only for claims arising solely out of their capacity or status as such and, in the case of a spouse, where such claim seeks damages from marital community property, jointly held property or property transferred from such natural person Insured to such spouse. No coverage is provided for any act, error or omission of an estate, heir, legal representative, or spouse outside the scope of such person's capacity or status as such, provided however that the spouse of a natural person Named Insured and the spouses of members or partners of joint venture or partnership Named Insureds are Insureds with respect to such spouses’ acts, errors or omissions in the conduct of the Named Insured’s business. 7.EXPECTED OR INTENDED INJURY – EXCEPTION FOR REASONABLE FORCE Under COVERAGES, Coverage A – Bodily Injury And Property Damage Liability, the paragraph entitled Exclusions is amended to delete the exclusion entitled Expected or Intended Injury and replace it with the following: This insurance does not apply to: 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. G-00000-A Page 6 of 13 (Ed. ) Attachment Code: D524693 Certificate ID: 16781970 Policy Number: TCP 7024348-10 G-00000-A (Ed. ) 8.IN REM ACTIONS A quasi in rem action against any vessel owned or operated by or for the Named Insured, or chartered by or for the Named Insured, will be treated in the same manner as though the action were in personam against the Named Insured. 9.INCIDENTAL HEALTH CARE MALPRACTICE COVERAGE Solely with respect to bodily injury that arises out of a health care incident: A.Under COVERAGES, Coverage A – Bodily Injury And Property Damage Liability, the Insuring Agreement is amended to replace Paragraphs 1.b.(1) and 1.b.(2) with the following: b.This insurance applies to bodily injury provided that the professional health care services are incidental to the Named Insured’s primary business purpose, and only if: (1)such bodily injury is caused by an occurrence that takes place in the coverage territory. (2)the bodily injury first occurs during the policy period. All bodily injury arising from an occurrence will be deemed to have occurred at the time of the first act, error, or omission that is part of the occurrence; and B.Under COVERAGES, Coverage A – Bodily Injury And Property Damage Liability, the paragraph entitled Exclusions is amended to: i.add the following to the Employers Liability exclusion: This exclusion applies only if the bodily injury arising from a health care incident is covered by other liability insurance available to the Insured (or which would have been available but for exhaustion of its limits). ii.delete the exclusion entitled Contractual Liability and replace it with the following: This insurance does not apply to: Contractual Liability the Insured’s actual or alleged liability under any oral or written contract or agreement, including but not limited to express warranties or guarantees. iii.add the following additional exclusions. This insurance does not apply to: Discrimination any actual or alleged discrimination, humiliation or harassment, that includes but shall not be limited to claims based on an individual’s race, creed, color, age, gender, national origin, religion, disability, marital status or sexual orientation. Dishonesty or Crime Any actual or alleged dishonest, criminal or malicious act, error or omission. Medicare/Medicaid Fraud any actual or alleged violation of law with respect to Medicare, Medicaid, Tricare or any similar federal, state or local governmental program. Services Excluded by Endorsement Any health care incident for which coverage is excluded by endorsement. C.DEFINITIONS is amended to: i.add the following definitions: Health care incident means an act, error or omission by the Named Insured’s employees or volunteer workers in the rendering of: G-00000-A Page 7 of 13 (Ed. ) Attachment Code: D524693 Certificate ID: 16781970 Policy Number: TCP 7024348-10 G-00000-A (Ed. ) a.professional health care services on behalf of the Named Insured or b.Good Samaritan services rendered in an emergency and for which no payment is demanded or received. Professional health care services means any health care services or the related furnishing of food, beverages, medical supplies or appliances by the following providers in their capacity as such but solely to the extent they are duly licensed as required: a.Physician; b.Nurse; c.Nurse practitioner; d.Emergency medical technician; e.Paramedic; f.Dentist; g.Physical therapist; h.Psychologist; i.Speech therapist; j.Other allied health professional; or Professional health care services does not include any services rendered in connection with human clinical trials or product testing. ii.delete the definition of occurrence and replace it with the following: Occurrence means a health care incident. All acts, errors or omissions that are logically connected by any common fact, circumstance, situation, transaction, event, advice or decision will be considered to constitute a single occurrence; iii.amend the definition of Insured to: a.add the following: •the Named Insured’s employees are Insureds with respect to: (1)bodily injury to a co-employee while in the course of the co-employee’s employment by the Named Insured or while performing duties related to the conduct of the Named Insured’s business; and (2)bodily injury to a volunteer worker while performing duties related to the conduct of the Named Insured’s business; when such bodily injury arises out of a health care incident. •the Named Insured’s volunteer workers are Insureds with respect to: (1)bodily injury to a co-volunteer worker while performing duties related to the conduct of the Named Insured’s business; and (2)bodily injury to an employee while in the course of the employee’s employment by the Named Insured or while performing duties related to the conduct of the Named Insured’s business; when such bodily injury arises out of a health care incident. b.delete Subparagraphs (a), (b), (c) and (d) of Paragraph 2.a.(1) of WHO IS AN INSURED. c.add the following: Insured does not include any physician while acting in his or her capacity as such. G-00000-A Page 8 of 13 (Ed. ) Attachment Code: D524693 Certificate ID: 16781970 Policy Number: TCP 7024348-10 G-00000-A (Ed. ) D.The Other Insurance condition is amended to delete Paragraph b.(1) in its entirety and replace it with the following: Other Insurance b.Excess Insurance (1)To the extent this insurance applies, it is excess over any other insurance, self insurance or risk transfer instrument, whether primary, excess, contingent or on any other basis, except for insurance purchased specifically by the Named Insured to be excess of this coverage. 10.JOINT VENTURES / PARTNERSHIP / LIMITED LIABILITY COMPANIES WHO IS AN INSURED is amended to delete its last paragraph and replace it with the following: No person or organization is an Insured with respect to: •the conduct of any current or past partnership or joint venture that is not shown as a Named Insured in the Declarations; nor •the conduct of a current or past limited liability company in which a Named Insured’s interest does/did not rise to the level of management control; except that if the Named Insured was a joint venturer, partner, or member of such a limited liability company, and such joint venture, partnership or limited liability company terminated prior to or during the policy period, then such Named Insured is an Insured with respect to its interest in such joint venture, partnership or limited liability company but only to the extent that: a.any offense giving rise to personal and advertising injury occurred prior to such termination date, and the personal and advertising injury arising out of such offense, first occurred after such termination date; b.the bodily injury or property damage first occurred after such termination date; and c.there is no other valid and collectible insurance purchased specifically to insure the partnership, joint venture or limited liability company. 11.LEGAL LIABILITY – DAMAGE TO PREMISES A.Under COVERAGES, Coverage A – Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete the first paragraph immediately following subparagraph (6) of the Damage to Property exclusion and replace it with the following: Paragraphs (1), (3) and (4) of this exclusion do not apply to property damage (other than damage by fire, lightning, explosion, smoke or leakage from automatic fire protective systems) to premises rented to the Named Insured or temporarily occupied by the Named Insured with the permission of the owner, nor to the contents of premises rented to the Named Insured for a period of 7 or fewer consecutive days. A separate limit of insurance applies to Damage To Premises Rented To You as described in LIMITS OF INSURANCE. B.Under COVERAGES, Coverage A – Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete its last paragraph and replace it with the following: Exclusions c. through n. do not apply to damage by fire, lightning, explosion, smoke or leakage from automatic fire protective systems to premises while rented to a Named Insured or temporarily occupied by a Named Insured with permission of the owner, nor to damage to the contents of premises rented to a Named Insured for a period of 7 or fewer consecutive days. A separate limit of insurance applies to this coverage as described in the LIMITS OF INSURANCE Section. C.LIMITS OF INSURANCE is amended to delete Paragraph 6. (the Damage To Premises Rented To You Limit) and replace it with the following: 6.Subject to Paragraph 5. above, (the Each Occurrence Limit), the Damage To Premises Rented To You Limit is the most the Insurer will pay under COVERAGE A for damages because of property damage to: G-00000-A Page 9 of 13 (Ed. ) Attachment Code: D524693 Certificate ID: 16781970 Policy Number: TCP 7024348-10 G-00000-A (Ed. ) a.any one premises while rented to a Named Insured or temporarily occupied by a Named Insured with the permission of the owner; and b.contents of such premises if the premises is rented to the Named Insured for a period of 7 or fewer consecutive days. The Damage To Premises Rented To You Limit is $500,000. unless a higher Damage to Premises Rented to You Limit is shown in the Declarations. D.The Other Insurance Condition is amended to delete Paragraph b.(1)(a)(ii), and replace it with the following: (ii)That is property insurance for premises rented to a Named Insured, for premises temporarily occupied by the Named Insured with the permission of the owner; or for personal property of others in the Named Insured’s care, custody or control; E.This Provision 11. does not apply if liability for damage to premises rented to a Named Insured is excluded by another endorsement attached to this Coverage Part. 12.MEDICAL PAYMENTS A.LIMITS OF INSURANCE is amended to delete Paragraph 7. (the Medical Expense Limit) and replace it with the following: 7.Subject to Paragraph 5. above (the Each Occurrence Limit), the Medical Expense Limit is the most the Insurer will pay under Coverage C – Medical Payments for all medical expenses because of bodily injury sustained by any one person. The Medical Expense Limit is the greater of: (1)$15,000 unless a different amount is shown here:@@@@@@@@@@@@@@ ; or (2)the amount shown in the Declarations for Medical Expense Limit. B.Under COVERAGES, the Insuring Agreement of Coverage C – Medical Payments is amended to replace Paragraph 1.a.(3)(b) with the following: (b)The expenses are incurred and reported to the Insurer within three years of the date of the accident; and 13.NON-OWNED AIRCRAFT Under COVERAGES, Coverage A – Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended as follows: The exclusion entitled Aircraft, Auto or Watercraft is amended to add the following: This exclusion does not apply to an aircraft not owned by any Named Insured, provided that: 1.the pilot in command holds a currently effective certificate issued by the duly constituted authority of the United States of America or Canada, designating that person as a commercial or airline transport pilot; 2.the aircraft is rented with a trained, paid crew to the Named Insured; and 3.the aircraft is not being used to carry persons or property for a charge. 14.NON-OWNED WATERCRAFT Under COVERAGES, Coverage A – Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete subparagraph (2) of the exclusion entitled Aircraft, Auto or Watercraft, and replace it with the following. This exclusion does not apply to: (2)a watercraft that is not owned by any Named Insured, provided the watercraft is: (a)less than 75 feet long; and (b)not being used to carry persons or property for a charge. G-00000-A Page 10 of 13 (Ed. ) Attachment Code: D524693 Certificate ID: 16781970 Policy Number: TCP 7024348-10 G-00000-A (Ed. ) 15.PERSONAL AND ADVERTISING INJURY –DISCRIMINATION OR HUMILIATION A.Under DEFINITIONS, the definition of personal and advertising injury is amended to add the following tort: •Discrimination or humiliation that results in injury to the feelings or reputation of a natural person. B.Under COVERAGES, Coverage B – Personal and Advertising Injury Liability, the paragraph entitled Exclusions is amended to: 1.delete the Exclusion entitled Knowing Violation Of Rights Of Another and replace it with the following: This insurance does not apply to: Knowing Violation of Rights of Another Personal and advertising injury caused by or at the direction of the Insured with the knowledge that the act would violate the rights of another and would inflict personal and advertising injury. This exclusion shall not apply to discrimination or humiliation that results in injury to the feelings or reputation of a natural person, but only if such discrimination or humiliation is not done intentionally by or at the direction of: (a)the Named Insured; or (b)any executive officer, director, stockholder, partner, member or manager (if the Named Insured is a limited liability company) of the Named Insured. 2.add the following exclusions: This insurance does not apply to: Employment Related Discrimination Discrimination or humiliation directly or indirectly related to the employment, prospective employment, past employment or termination of employment of any person by any Insured. Premises Related Discrimination discrimination or humiliation arising out of the sale, rental, lease or sub-lease or prospective sale, rental, lease or sub-lease of any room, dwelling or premises by or at the direction of any Insured. Notwithstanding the above, there is no coverage for fines or penalties levied or imposed by a governmental entity because of discrimination. The coverage provided by this PERSONAL AND ADVERTISING INJURY –DISCRIMINATION OR HUMILIATION Provision does not apply to any person or organization whose status as an Insured derives solely from •Provision 1. ADDITIONAL INSURED of this endorsement; or •attachment of an additional insured endorsement to this Coverage Part. 16.PERSONAL AND ADVERTISING INJURY - LIMITED CONTRACTUAL LIABILITY A.Under COVERAGES, Coverage B –Personal and Advertising Injury Liability, the paragraph entitled Exclusions is amended to delete the exclusion entitled Contractual Liability and replace it with the following: This insurance does not apply to: 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: (1)that the Insured would have in the absence of the contract or agreement; or G-00000-A Page 11 of 13 (Ed. ) Attachment Code: D524693 Certificate ID: 16781970 Policy Number: TCP 7024348-10 G-00000-A (Ed. ) (2)assumed in a contract or agreement that is an insured contract provided the offense that caused such personal or advertising injury first occurred subsequent to the execution of such insured contract. Solely for the purpose 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 personal and advertising injury provided: (a)liability to such party for, or for the cost of, that party's defense has also been assumed in such insured contract; and (b)such attorney fees and litigation expenses are for defense of such party against a civil or alternative dispute resolution proceeding in which covered damages are alleged. B.Solely for the purpose of the coverage provided by this paragraph, DEFINITIONS is amended to delete the definition of insured contract in its entirety, and replace it with the following: Insured contract means that part of a written contract or written agreement pertaining to the Named Insured’s business under which the Named Insured assumes the tort liability of another party to pay for personal or advertising injury arising out of the offense of false arrest, detention or imprisonment. Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. C.Solely for the purpose of the coverage provided by this paragraph, the following changes are made to the Section entitled SUPPLEMENTARY PAYMENTS – COVERAGES A AND B: 1.Paragraph 2.d. is replaced by the following: d.The allegations in the suit and the information the Insurer knows about the offense alleged in such suit are such that no conflict appears to exist between the interests of the Insured and the interests of the indemnitee; 2.The first unnumbered paragraph beneath Paragraph 2.f.(2)(b) is deleted and replaced by the following: So long as the above conditions are met, attorneys fees incurred by the Insurer in the defense of that indemnitee, necessary litigation expenses incurred by the Insurer, and necessary litigation expenses incurred by the indemnitee at the Insurer’s request will be paid as defense costs. Notwithstanding the provisions of Paragraph e.(2) of the Contractual Liability exclusion (as amended by this Endorsement), such payments will not be deemed to be damages for personal and advertising injury and will not reduce the limits of insurance. D.This PERSONAL AND ADVERTISING INJURY - LIMITED CONTRACTUAL LIABILITY Provision does not apply if Coverage B –Personal and Advertising Injury Liability is excluded by another endorsement attached to this Coverage Part. 17.PROPERTY DAMAGE – ELEVATORS A.Under COVERAGES, Coverage A – Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended such that the Damage to Your Product Exclusion and subparagraphs (3), (4) and (6) of the Damage to Property Exclusion do not apply to property damage that results from the use of elevators. B.Solely for the purpose of the coverage provided by this PROPERTY DAMAGE – ELEVATORS Provision, the Other Insurance conditions is amended to add the following paragraph: This insurance is excess over any of the other insurance, whether primary, excess, contingent or on any other basis that is Property insurance covering property of others damaged from the use of elevators. 18.SUPPLEMENTARY PAYMENTS The section entitled SUPPLEMENTARY PAYMENTS – COVERAGES A AND B is amended as follows: A.Paragraph 1.b. is amended to delete the $250 limit shown for the cost of bail bonds and replace it with a $5,000. limit; and B.Paragraph 1.d. is amended to delete the limit of $250 shown for daily loss of earnings and replace it with a $1,000. limit. G-00000-A Page 12 of 13 (Ed. ) Attachment Code: D524693 Certificate ID: 16781970 Policy Number: TCP 7024348-10 G-00000-A (Ed. ) 19.PROPERTY DAMAGE - PATTERNS MOLDS AND DIES Under COVERAGES, Coverage A – Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete subparagraphs (3) and (4) of the Exclusion entitled Damage to Property, but only with respect to patterns, molds or dies that are in the care, custody or control of the Insured, and only if such patterns, molds or dies are not being used to perform operations at the time of loss. A limit of insurance of $25,000 per policy period applies to this PROPERTY DAMAGE - PATTERNS MOLDS AND DIES coverage, and this limit: A.is included within the General Aggregate Limit as described in LIMITS OF INSURANCE; and B.applies excess over any valid and collectible property insurance available to the Insured, including any deductible applicable to such insurance; the Other Insurance condition is changed accordingly. 20.UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS If the Named Insured unintentionally fails to disclose all existing hazards at the inception date of the Named Insured’s Coverage Part, the Insurer will not deny coverage under this Coverage Part because of such failure. 21.WAIVER OF SUBROGATION - BLANKET Under CONDITIONS, the condition entitled Transfer Of Rights Of Recovery Against Others To Us is amended to add the following: The Insurer waives any right of recovery the Insurer may have against any person or organization because of payments the Insurer makes for injury or damage arising out of: 1.the Named Insured’s ongoing operations; or 2.your work included in the products-completed operations hazard. However, this waiver applies only when the Named Insured has agreed in writing to waive such rights of recovery in a written contract or written agreement, and only if such contract or agreement: 1.is in effect or becomes effective during the term of this Coverage Part; and 2.was executed prior to the bodily injury, property damage or personal and advertising injury giving rise to the claim. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. G-00000-A Page 13 of 13 (Ed. ) Attachment Code: D524693 Certificate ID: 16781970 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 04 03 06 04 84 WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT - CALIFORNIA We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be 2% of the California workers' compensation premium otherwise due on such remuneration. Schedule Person or Organization Job Description Any person or organization for which you have agreed to waive your rights of recovery in a written contract, provided such contract was executed prior to the date of loss. This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy) Endorsement Effective Policy No.Endorsement No. 10/20/2023 TWC 7024349 10 Insured Premium Granicus, LLC Insurance Company:Countersigned by Riverport Insurance Company WC 04 03 06 04 84 1998 by the Workers' Compensation Insurance Rating Bureau of California.Page 1 of 1 All rights reserved. From the WCIRB's California Workers' Compensation Insurance Forms Manual 2001. Attachment Code: D529218 Certificate ID: 16781970 Fourth Amendment to Granicus MSA Final Audit Report 2024-04-25 Created:2024-04-24 By:Marilyn Pavlov (marilynp@cupertino.org) Status:Signed Transaction ID:CBJCHBCAABAAU6BLmC6NrVn3E5Ik-ZI4DPulPgg5DyBx "Fourth Amendment to Granicus MSA" History Document created by Marilyn Pavlov (marilynp@cupertino.org) 2024-04-24 - 3:18:58 PM GMT- IP address: 69.209.31.163 Document approved by Marilyn Pavlov (marilynp@cupertino.org) Approval Date: 2024-04-24 - 3:22:50 PM GMT - Time Source: server- IP address: 69.209.31.163 Document emailed to Araceli Alejandre (aracelia@cupertino.org) for approval 2024-04-24 - 3:22:52 PM GMT Document approved by Araceli Alejandre (aracelia@cupertino.org) Approval Date: 2024-04-24 - 5:35:51 PM GMT - Time Source: server- IP address: 71.204.144.228 Document emailed to Alex Gray (alexander.gray@granicus.com) for signature 2024-04-24 - 5:35:53 PM GMT Email viewed by Alex Gray (alexander.gray@granicus.com) 2024-04-25 - 2:20:37 PM GMT- IP address: 119.12.190.181 Document e-signed by Alex Gray (alexander.gray@granicus.com) Signature Date: 2024-04-25 - 2:22:55 PM GMT - Time Source: server- IP address: 163.116.249.80 Document emailed to christopherj@cupertino.org for signature 2024-04-25 - 2:22:57 PM GMT Email viewed by christopherj@cupertino.org 2024-04-25 - 2:56:27 PM GMT- IP address: 104.47.73.126 Signer christopherj@cupertino.org entered name at signing as Christopher D. Jensen 2024-04-25 - 2:56:47 PM GMT- IP address: 136.24.22.194 Document e-signed by Christopher D. Jensen (christopherj@cupertino.org) Signature Date: 2024-04-25 - 2:56:49 PM GMT - Time Source: server- IP address: 136.24.22.194 Document emailed to Teri Gerhardt (terig@cupertino.org) for signature 2024-04-25 - 2:56:51 PM GMT Email viewed by Teri Gerhardt (terig@cupertino.org) 2024-04-25 - 2:57:32 PM GMT- IP address: 104.47.73.254 Document e-signed by Teri Gerhardt (terig@cupertino.org) Signature Date: 2024-04-25 - 2:57:47 PM GMT - Time Source: server- IP address: 107.3.130.161 Document emailed to Kirsten Squarcia (kirstens@cupertino.org) for signature 2024-04-25 - 2:57:49 PM GMT Email viewed by Kirsten Squarcia (kirstens@cupertino.org) 2024-04-25 - 4:02:57 PM GMT- IP address: 104.47.73.126 Document e-signed by Kirsten Squarcia (kirstens@cupertino.org) Signature Date: 2024-04-25 - 4:03:45 PM GMT - Time Source: server- IP address: 73.241.178.249 Agreement completed. 2024-04-25 - 4:03:45 PM GMT