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HomeMy WebLinkAboutC2016-207 - 4/12/2016 - Approved License for Street Right Of Way Use STATE OF TEXAS § COUNTY OF NUECES § This right of way license ("License") is entered into by and between the City of Corpus Christi ("City"), a Texas home-rule municipal corporation, and B-Y 4918 Ayers, LTD ("Licensee"), property owner of 4918 Ayers St, Corpus Christi, Texas, 78415, whose business address is 4629 Marco, San Antonio, Texas, 78218-5420. In accordance with Article IX, Section 1, of the City's City Charter and in consideration of a fee of Forty Six thousand and nine Hundred and fifty three Dollars ($46,953.00) payable by Licensee in ten annual installment payments of $5,000, each subsequent payment due on the first through ninth anniversaries of this agreement, to account for the fee plus appropriate and lawful interest in a total amount of $50,000, the receipt of the first payment of $5,000 which is acknowledged, the City has granted and conveyed, and by these presents does grant and convey to Licensee, for the term and upon the conditions stated in this License, a License for Street Right of Way Use to allow the Licensee to construct a parking lot expansion project to better serve the needs of Ayers Plaza Shopping Center tenants in full compliance with the City of Corpus Christi and with the conditional approval letter dated 04-13-15 Exhibit D of the Texas Department of Transportation, at all times subject to the Licensee' compliance with the conditions specified in this License, as shown in Exhibit "A" (Location Map), Exhibit "B" (Plan View) are attached to this License and incorporated into this License by reference as if fully set out herein in their entirety. The area in which the License is granted for the location of the Licensee's Parking Lot is referred to in this License as the "License Area." TO HAVE AND TO HOLD the same granted unto Licensee, its successors, and assigns, together with the right under the conditions specified in this License, to at any time enter upon the above described License Area to install, operate, maintain, repair, or remove Licensee's Parking Lot, and being further understood that the License granted by this License is subject to the Licensee's compliance at all times with the following conditions, the City and Licensee agree as follows: A. This License, and the rights granted under the License, may be revoked at any time by the City upon providing the Licensee not less than 30 calendar days' notice in writing by the City's City Manager, or his designee ("City Manager"). In the event of a revocation by the City Manager or earlier termination of this License by either party, any unpaid portion of the $50,000 due under this License is forgiven by the City to the Licensee, but such portion already paid to City is not refundable to the Licensee.. 2016-207 4/12/16 Ord. 030807 , Use—Ayers Plaza Page 1 of 8 B-Y 4918 Ayers LTD INDEXED �1 B. This License is perpetual unless the Licensee or the City or Texas DOT provides written notice of intent to amend or terminate this License. C. This License may not be assigned by Licensee without the City Manager's prior written consent. D. The Licensee shall acquire and maintain at all times for the term of this License insurance coverage pertaining to the License Area granted under this License and the activities authorized by this License. The types of required insurance coverage's must be in the minimum amounts set forth in the attached Exhibit "C," the substantive content of Exhibit "C" being incorporated by reference into this License as if fully set out here in its entirety. The insurance policies must name the City as an additional insured and may not be canceled, renewed, or materially changed by Licensee unless at least ten (10) days advance written notice has been provided to the City. Upon the City Manager's or his designee written request, Licensee shall provide copies of all requested insurance policies to the City's City Attorney. E. Should construction be deemed necessary by Licensee in the License Area, construction plans and specifications for all proposed work shall be submitted in advance by the Licensee to the City's City Engineer for approval prior to beginning the construction process. The plans must show the depth, and location of the proposed construction and distance from existing water, storm water, wastewater, and gas lines. The Licensee shall also comply with any other laws, rules, regulations, and ordinances applicable to construction in the City and in the public right-of-way, including obtaining all required permits. F. Prior to the start of any approved construction, Licensee shall require every contractor and subcontractor to provide a Certificate of Insurance reflecting insurance in coverage amounts as set forth in Exhibit "C." Additionally, Licensee shall require their contractors and subcontractors to indemnify the City, its officers, officials, employees, representatives, agents, and invitees in the same manner that Licensee has provided indemnification to the City pursuant to this License. G. Licensee shall provide all necessary and proper safety devices so as to prevent injuries or accidents in the License Area, in as much as possible. H. At least 48 hours prior to beginning any approved construction, Licensee shall contact 1-800-DIG-TESS and the Lone Star Notification Center (1-800-669- 8344), and any other required agency or authority. Additionally, at least 48 hours prior to beginning any approved construction, Licensee shall give notice and verify depth and location of communication lines or communication fiber optic cables, whichever is applicable, to the following: License for Street Right of Way Use—Ayers Plaza Page 2 of 8 • City Utility Departments, including Water, Storm water, Wastewater and Gas; • American Electric Power (AEP); • American Telephone and Telegraph (AT&T); • CenturyTel; • Time Warner; • Grande Communications; and • Any and all other certified telecommunications providers. A City inspector may request a utility line be uncovered to verify its depth or location. I. Any construction process and use of the License Area by Licensee shall not interfere with the construction, installation, operation, maintenance, repair, removal or replacement by the City or any of its agents, contractors, or franchisees of any existing or future proposed sidewalks, utility lines, or other uses. If the City or any franchisee with utilities currently located in said public right-of-way needs access to the right-of-way, Licensee shall pay for removing the Parking Lot in the License Area to allow access to utility lines for maintenance, repair, removal, or replacement of the utility lines. The Licensee shall repair the License Area to its original condition or cease to use the License Area, at which time this LICENSE terminates immediately. J. Traffic Engineer requirements pertaining to this License, if applicable in context: 1. At least 48 hours prior to commencing any approved construction, the Licensee shall file and obtain approval for a traffic control plan with the City's Traffic Engineer. No closure or barricading of a public right-of-way or any portion of a public right-of-way may occur before approval of the traffic control plan and, if applicable, approval of a detour or barricade plan has been obtained from the City's Traffic Engineer. 2. Should Licensee require a trench, pit, or similar excavation be dug during approved construction, the Licensee shall file and obtain approval for barricading said trench, pit, or excavation in accordance with the Texas Manual on Uniform Traffic Control Devices from the City's Traffic Engineer. [See paragraph "P" of this License for additional requirements regarding trenches, pits and similar excavations.] K. If, as determined by the City Manager, damage occurs to any gas, water, storm water, or wastewater line, Licensee shall allow the City immediate access to the License Area to perform an assessment, make repairs, or take any other action deemed necessary by the City. Determination of the extent of damage and repairs necessary to restore the utility line(s) shall be made by the City Manager. All costs of the City associated with said damage and License for Street Right of Way Use—Ayers Plaza Page 3 of 8 NO 3/9 repair, including labor and materials, shall be paid by Licensee within 30 days of the City's invoice. L. Should construction become necessary near existing water or wastewater lines, Licensee shall take every precaution not to disturb the soil surrounding any such lines, including all thrust blocks. M. If any approved work is conducted near any existing water main, it shall be done under the inspection of a City inspector at a daily rate of three-hundred ten dollars and thirty-five cents ($310.35) for each day spent inspecting construction, installation, maintenance, repair, removal, or replacement in the License Area. A half-day, being four hours or more of work time by the City inspector, constitutes a whole working day for purposes of calculation. Any time in excess of eight hours a day, or on Saturday, Sunday or holidays, shall be calculated at a daily rate of fifty-eight dollars and eighteen cents ($58.18) per hour. Any assessed inspection fees shall be paid by the Licensee to the appropriate City department within 30 days of the City's invoice. These amounts will be adjusted annually each year on August 1 to reflect any pay increases that may be attributable to the rates charged. N. The parties acknowledge that the Parking Lot is not owned by the City. At any and all times Licensee shall be solely responsible for the repair and maintenance of the Parking Lot and License Area, including any costs associated with damage occurring due to natural weather elements/occurrences or man-made forces. Should damage occur to the Parking Lot or License Area, regardless of the type of damage, Licensee shall repair the damage upon notice by the City. Failure to so repair terminates this License without any further action needed on the part of the City. 0. Licensee shall repair, or cause to be repaired, any damage to driveways, culverts, head walls, landscaping, sidewalks, curbs, gutters, and any other structure, public or private, resulting from or caused by reason of construction, installation, maintenance, repair, removal, replacement or operation of the Parking Lot and License Area. P. If a trench, pit, or other excavation is required during approved construction, no trenches, pits, or other excavation, other than bore pits, shall be left open overnight, except as specifically authorized by the City's Director of Development Services and City's Engineer. Bore pits are not allowed open for a period of longer than 14 calendar days, regardless of location. All trenches, pits, or other excavations, other than bore pits, shall be backfilled by the Licensee promptly and in accordance with current City standards and specifications and as per the City inspector's request. All trenches, pits, and other excavations, including bore pits, shall be barricaded by the Licensee in accordance with the Texas Manual on Uniform Traffic Control Devices and as License for Street Right of Way Use—Ayers Plaza Page 4 of 8 4L°3/qf approved by the City's Traffic Engineer. [See paragraph "J.2." for additional requirements pertaining to trenches, pits, and other excavations.] Q. If backfilling becomes necessary, all backfill, specifically including that in and around existing utilities, shall be made by Licensee according to current City standards and specifications and as required by a City inspector. R. Use of the Parking Lot authorized by this License is strictly limited to providing service to the Ayers Plaza Shopping Center, located at 4918 Ayers St., in the License Area. S. INDEMNIFICATION. By its acceptance of this license, the Licensee covenants and agrees fully to indemnify and hold harmless the City and the elected officials and officers and employees of the City, individually or collectively, from and against any and all costs, claims, liens, damages, losses, expenses, fees, fines, penalties, proceedings, actions, demands, causes of action, liability, and suits of any kind and nature, including but not limited to, personal injury or death and property damage, made upon the City, directly or indirectly arising out of, resulting from or related to Licensee's activities under this license, including any acts or omissions of Licensee, and any respective agent, officer, director, representative, employee, consultant, or sub-licensee of Licensee, and their respective officers, agents, employees, directors and representatives while in the exercise or performance of the rights or duties under this license, all without, however, waiving any governmental immunity available to the City under Texas law and without waiving any defense of the parties under Texas law. The provisions of this indemnification are solely for the benefit of the parties to this license and are not intended to create or grant any rights, contractual or otherwise, to any other person or entity. Licensee shall promptly advise the City in writing of any claim or demand against the City or Licensee known to the Licensee related to or arising out of Licensee's activities under this license and shall see to the investigation and defense of the claim or demand at Licensee's cost. The City shall have the right, at its option and at its own expense, to participate in the defense without relieving Licensee of any of its obligations under this paragraph. The City shall cooperate with Licensee in the defense of all claims, proceedings, actions, and suits subject to this indemnification. This indemnification shall not extend to any costs, claims, liens, damages, losses, expenses, fees, fines, penalties, proceedings, actions, demands, causes of action, liability, or suit to the extent they directly or indirectly arise out of, result from or relate to the negligent or wrongful acts or omissions of City or its officers, agents, employees, representatives, consultants, or contractors. This indemnification survives the termination or expiration of this license. License for Street Right of Way Use—Ayers Plaza Page 5 of 8 W473/. T. All signatories signing this License warrant and guarantee that they have the authority to act on behalf of the entity represented and make this License binding and enforceable by their signatures. U. Unless otherwise stated in this License, any notice required or permitted to be given under this License must be in writing and sent by certified mail, return receipt requested to the following addresses: If to Licensee: B-Y 4918 Ayers, LTD 4629 Mao Drive San Antonio, TX 78218-5420 If to the City: City of Corpus Christi Attn: Director, Development Services Department P. O. Box 9277 Corpus Christi, TX 78469-9277 Any party shall, by notice to the others in accordance with the provisions of this paragraph, specify a different address or addressee for notice purposes within 10 days of any address change. V. This License shall be construed under and in accordance with the laws of the State of Texas, and all obligations of the parties created pursuant to this License are performable in Nueces County, Texas. Venue for all actions arising from, out of, or related to this License must be brought in Nueces County, Texas. W. The Licensee further agrees, in compliance with the City of Corpus Christi Ordinance No. 17112, to complete, as part of this License, the completed "Disclosure of Interests" form is attached and incorporated by reference into this License as Exhibit "E" as if set out here in their entireties.. X. This instrument, including exhibits, constitutes the entire License between the City and the Licensee, and no prior written, oral, or contemporaneous promises, warranties, or representations shall be binding upon any parties. This License may only be amended by written instrument signed by authorized representatives of the City and Licensee, approved by Texas DOT and approved as required by City law. License for Street Right of Way Use—Ayers Plaza Page 6 of 8 4}aq t:' EXECUTED IN DUPLICATE this /344 day of jai/U.a/rq , 20 /(P . B-Y 4918 Ayers, LTD a 're ?ar}xaI 6A 12 / ` /3 - 2-0/ Date f , President :oardof " �R.'te-•• ACKNOWLEDGMENT STATE OF TEXAS § B6AAK COUNTY OF NtleEES § This instrument was acknowledged before me on ./a,vi4-7 /3 , 2016 by Ear - , President, B-Y 4918 Ayers, LTD, on behalf of said e pier r,14 ` 9 ala W /1 o< PYA-• REGINA CAROL MILLION Not ry Public's Signature f***1 MY COMMISSION EXPIRES =�,.• May 21,2016 License for Street Right of Way Use—Ayers Plaza Page 7 of 8 y-a 3/q ATTEST: CITY OF CORPUS CHRISTI 12e-lak,c44:?-11, By: y (4114/1\ City Secretary Daniel McGinn, P.E. Director, Development Services Department Approved as to legal form: /•/ / , , 2016 OY.1213 u ittla J-ran Grant i sv COUNCIL- - Senior Assistant City Attorney for the City AttorneySECRETARv STATE OF TEXAS § COUNTY OF NUECES This instrument was ackno le ; e J before me on VUC. , 2016, by Daniel McGinn, P.E. as Olietko-r, 'be eTo ment Servi s Department, o'f the Cityof p p Corpus Christi, a Texas Municipal Corporation, on behalf of said corporation. Notary Public Signature ;ei.° �;.. MONIQUE TAMEZ LERMA `°• 4 : ��� •, Notary Public •• `y . STATE OF TEXAS .s;••.....-+P�: My Comm. 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Permittee shall not commence work under this agreement until all insurance required herein has been obtained and approved by the City's Risk Manager or designee. Permittee must not allow any subcontractor to commence work until all similar insurance required of the subcontractor has been so obtained. B. Permittee shall furnish to the Risk Manager or designee and Director of Development Services.two(2)copies of Certificates of Insurance,with applicable policy endorsements showing the following minimum coverage by an insurance company(s)acceptable to the Risk Manager or designee. The City must be listed as an additional insured for the General Liability policy,and a waiver of subrogation is required on all applicable policies. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-Day Notice of Cancellation required on all Bodily injury and Property Damage certificates or by policy endorsement(s) Per Occurrence/aggregate Commercial General Liability including: 51,000,000 Per Occurrence 1. Broad Form 52,000,000 Aggregate 2. Premises--Operations 3. Products/Completed Operations Hazard 4. Contractual Liability 5. Broad Form Property Damage 6. Independent Permittees 7. Pollution/Environmental Impairment BUSINESS AUTOMOBILE LIABILITY S1,000,000 Combined Single Limit 1. Owned 2. Hired&Non-owned WORKERS' COMPENSATION WHICH COMPLIES WITH THE TEXAS WORKERS' COMPENSATION ACT AND PARAGRAPH II OF THIS EXHIBIT. EMPLOYER'S LIABILITY $500,000'S500,000/$500,000 C. In the event of accidents of any kind related to this project, Permittee shall furnish the Risk Manager with copies of all reports of such accidents within ten(10)days of the accident. II. ADDITIONAL REQUIREMENTS A. Permittee must obtain workers' compensation coverage through a licensed insurance company in accordance with Texas law.The contract for coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The coverage provided must be in amounts sufficient to assure that all workers'compensation obligations incurred will be promptly met. #65/11 B. Permittee shall obtain and maintain in full force and effect for the duration of this Contract,and any extension hereof,at Permittec's sole expense,insurance coverage written on an occurrence basis,by companies authorized and admitted to do business in the State of Texas and with an A.M.Best's rating of no less than A-VII. C. Permittee shall submit a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Permittee shall pay any costs incurred resulting from said changes. Al! notices under this Article shall be given to City at the following address: City of Corpus Christi Atm:Risk Management P.O. Box 9277 Corpus Christi,TX 78469-9277 D. Permittee agrees that with respect to the above required insurance,all insurance policies arc to contain or be endorsed to contain the following required provisions: • Name the City and its officers, officials,•employees, volunteers, and elected representatives as additional insured by endorsement,as respects operations,completed operations and activities of,or on behalf of, the named insured performed under contract with the City,with the exception of the workers'compensation policy • Provide for an endorsement that the"other insurance"clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; • Workers'compensation and employers'liability policies will provide a waiver of subrogation in favor of the City;and • Provide thirty (30) calendar days advance written notice directly to City of any suspension, cancellation, non-renewal or material change in coverage,and not less than ten(10)calendar days advance written notice for nonpayment of premium. E. Within five(5)calendar days of a suspension,cancellation,or non-renewal of coverage,Successful Bidder shall provide a replacement Certificate of Insurance and applicable endorsements to City.City shall have the option to suspend Permittee's performance should there be a lapse in coverage at any time during this contract.Failure to provide and to maintain the required insurance shall constitute a material breach of this contract. F. In addition to any other remedies the City may have upon Permittee's failure to provide and maintain any insurance or policy endorsements to the extent and within the time herein required,the City shall have the right to order Permittee to stop work hereunder, and/or withhold any payment(s) which become due to Permittee hereunder until Permittee demonstrates compliance with the requirements hereof. G. Nothing herein contained shall be construed as limiting in any way the extent to which Permittee may be held responsible for payments of damages to persons or property resulting from Permittee's or its subcontractor's performance of the work covered under this agreement. H. It is agreed that Permittee's insurance shall be deemed primary and non-contributory with respect to any insurance or self insurance carried by the City of Corpus Christi for liability arising out of operations under this agreement. 1. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. 2014 ins req. Development Services 11/1312014 ds Risk Mgmt. Ne3/13 *® Exhibit D 0 Texas Department of Transportation 125 EAST 111H STREET I AUSTIN,TEXAS 78701-2483 I (512)463-8580 ) WWW.TXDOT.GOV April 13, 2015 City of Corpus Christi Attn: Daniel M. Grimsbo, P.E., Director of Development Services Department 2406 Leopard Street Corpus Christi, Texas 78408 RE: 4918 Ayers Road Dear Mr. Grimsbo: In reference to the attached letter correspondence dated February 17, 2014, the Texas Department of Transportation (the Department) has no object with the proposed improvements to be located in the Department's existing easement for highway purposes. However, please be aware that the owner will need to remove all improvements inside the Department's easement at their expense if the need for roadway expansion arises. We currently do not have any highway improvements programmed in the near future for the referenced location. Please let me know if you need any additional information. Sincerely, C/ Lonnie Gregorcyk,fl.E. District Engineer Corpus Christi District Attachment cc: Valente Olivarez, Jr., P.E. OUR GOALS MAINTAIN A SAFE SYSTEM • ADDRESS CONGESTION • CONNECT TEXAS COMMUNITIES • BEST IN CLASS STATE AGENCY An Equal Opportunity Employer B-Y4918Ayei , L1id. February 17, 2014 Mr. Lonnie Gregorcyk, P.E. District Engineer Texas Department of Transportation 1701 S. Padre Island Drive Corpus Christi, TX 78416-1324 RE: Disposal of Surplus Right of Way—4918 Ayers Road, Corpus Christi, TX Mr. Gregorcyk, B-Y 4918 Ayers, Ltd is the owner of the property at 4918 Ayers Road in Corpus Christi, Texas. Our property contains a 25,200 SF shopping center. Although our property has all of the parking required by City Code, customers sometimes park in the TXDOT right of way area. As you can see in the attached photo, due to the parking,the landscaping in this area is impossible to maintain. B-Y 4918 Ayers, Ltd. would like to pave this area at our own cost to make it useful for parking and less of an eyesore. The City Of Corpus Christi has said that it would support us in that effort, but first requires that we obtain permission from TXDOT to do so since the area is in the TXDOT ROW. Our neighbor, Bill Millers Bar-B-Q, has pavement in this area and we are hoping that TXDOT will consent to our doing so as well. I am San Antonio based, but would welcome a visit with you or someone in your organization to view the property for further consideration of our request. Should you have any questions, it's easiest to reach me on my cell at 210-445-3572. Cordially, .3-7< Ed Hems - c Christi FEB 2 4 2014 District 4629 Macro Drive,San Antonio,Texas 78218 Tel:(210)4244061 if03/; 5 Exhibit E CITY OF CORPUS CHRISTI %wow DISCLOSURE OF INTERESTS City of Corpus Christi ordinance 17112,as amended,requires all persons or firms seeking to do business with the City to provide the following information. Every question be answered. If the question is not applicable,answer with"NA'. FIRST NAME: - L-t11 � C L/e ('S 1 STREET: "I L 1 /`tom/ Q c17Y:(wins CAr`,sis Zip: FIRM IS: 01. Corporation j2. Partnershp03. Sole Owner 04. Association 05. Other DISCLOSURE QUESTIONS If additions!space is necessary,please use the reverse side of this page or attach separate sheet. 1. State the names of each'employee of the City of Corpus Christi having an'ownership interest'constituting 3% or more of the ownership in the above named"firm'. Name Job Titland City Department(If known) ttr,a / 2. State the names of each'officiar of the City of Corpus Christi having an'ownership interest'constituting 3%or more of the ownership In the above named"firm'. Name Title e 1.1 /A, 3. State the names of each'board member"of the City of Corpus Christ having an`ownership interest'constituting 3%Or more of the ownership M the above named'firm'. Name Board,Commission,or Committee a.m_e N/A 4. State the names of each employee or officer of a'consultant'for the City of Corpus Christi who worked on any matter related to the subject of this contract and has an 'ownership interest' constituting 35 or more of the ownership in the above named"firm". Name Consultant N/A CERTIFICATE I certify that all information provided is true end correct as of the date of this statement,that I have not knowingly withheld disclosure of any information requested: and that supplemental statements will be promptly submitted to the City of Corpus Christi,Texas as changes occur. /� ) l certifying Person: } i f t,' e.31.S Title: ( eILE.�! Ce "SQ (Type or print) Signature of Certifying Person: `-� 1{{1,0 /A5, 4161 Date: e /7 1 7-4/ s • #03/11, A`� CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DDIYYYY) v6/2016 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 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 Wortham Insurance&Risk Management NAMEACT 131 Interpark Blvd. PHONE FAX San Antonio, TX 78216 (A/C•No.Exu: E-MAIL (A/C,,No): ADDRESS: INSURER(S)AFFORDING COVERAGE NAIC U www.worthaminsurance.com INSURER A: Liberty Mutual Fire Insurance Company 23035 INSURED INSURER B: Liberty Mutual Insurance Company 23043 B-YAyers, Ltd. Ma 4629 Macro INSURER c: Texas Mutual Insurance Company 22945 San Antonio TX 78218 INSURER D: Argonaut Insurance Company 19801 INSURER E: Liberty Insurance Corporation 42404 INSURER F: COVERAGES CERTIFICATE NUMBER: 28034788 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 TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LTRINSR_WVD POLICY NUMBER JMM/DD/YYYY) (MM/DD/YYYY) LIMITS A / COMMERCIAL GENERAL LIABILITY TB7Z91456844035 7/1/2015 7/1/2016 EACH OCCURRENCE $ 1,000,000 �/ OCCUR DAMAGE TO RENTED CLAIMS-MADE PREMISES(Ea occurrence) $ 300,000 MED EXP(Any one person) _ $ Excluded PERSONAL&ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 POLICY ✓ jE�7 ✓ LOC PRODUCTS-COMP/OP AGG $ 2,000,000 ✓ OTHER: Aggregate$10,000,000 $ B AUTOMOBILE LIABILITY AS2Z91456844025 7/1/2015 7/1/2016 COMBINED SINGLE LIMIT $ (Ea accident) 1,000,000 ✓ ANY AUTO BODILY INJURY(Per person) $ ALL OWNED ^SCHEDULED BODILY INJURY(Per accident) $ AUTOS AUTOS NON-OWNED PROPERTY DAMAGE ,/ HIRED AUTOS ✓ AUTOS (Per accident) $ _ $ E i UMBRELLA LIAB ✓ OCCUR TH7Z91456844055 7/1/2015 7/1/2016 EACH OCCURRENCE _ $ 20,000,000 EXCESS LIAB CLAIMS-MADE AGGREGATE $ 20,000,000 DED / RETENTION$10,000 Products/Completed Ops$ 20,000,000 C WORKERS COMPENSATION 0001271924 7/1/2015 7/1/2016 PER 0TH- AND EMPLOYERS'LIABILITY Y/N ✓ STATUTE ER ANY PROPRIETOR/PARTNER/EXECUTIVE Texas OFFICER/MEMBER EXCLUDED? n NIA 0001271925 7/1/2015 7/1/2016 E.L.FACHACCIDENi $ 1,000,000 (Mandatory In NH) (Commercial Builders E.L.DISEASE-EA EMPLOYEE $ 1,000,000 H yes,describe under DESCRIPTION OF OPERATIONS below Group LLC)-Texas E.L.DISEASE-POLICY LIMIT $ 1,000,000 D Workers'Compensation& WC928048373914 7/1/2015 7/1/2016 EL Each Accident $1,000,000 Employers'Liability EL Disease-Ea Emply $1,000,000 States:Arizona,California,Nevada EL Disease-Policy Limit $1,000,000 New Mexico DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space Is required) RE: 4918 Ayers Plaza Parking Lot Expansion CERTIFICATE HOLDER CANCELLATION Ci of Corpus Christi SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE p THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ATTN: Risk Managment ACCORDANCE WITH THE POLICY PROVISIONS. 2406 Leopard St. First Floor Corpus Christi TX 78408 AUTHORIZED REPRESENTATIVE �iruA. ht/ a►Iwo +la►t� I John L.Wortham&Son,L.P. ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25(2014/01) The ACORD name and logo are registered marks of ACORD 28034788 1 22unitefas2 1 7/1/15-16 GL/Auto/CUB/WC(TX & Argonaut) 1 (SA) Sandra Russell 1 1/6/2016 4:07:20 PM (CST) l Page 1 of 15 x'3/ 17 AGENCY CUSTOMER ID: 22unitefas2 _ LOC#: ACCORD. ADDITIONAL REMARKS SCHEDULE Page of AGENCY NAMED INSURED Wortham Insurance&Risk Management 629 Macro ers,Ltd. POLICY NUMBER San Antonio TX 78218 CARRIER NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE:Certificate of Liability(01/14) HOLDER:City of Corpus Christi ATTN: Risk Managment ADDRESS:2406 Leopard St.First Floor Corpus Christi TX 78408 Named Insured: 151 Westover, LLC 1102 Farragut, Ltd. 1152 East Elizabeth, Inc. 1212 East Washington, Inc. 1215 Farragut, Ltd. 124 South Main, Inc. 1264 East Washington, Inc. 1511 Beaumont, Inc. 180 Main Street, Inc. 1900 23rd Street, LLC 319 Convent, Inc. 443 West Nakoma, LLC 5330 Walzem, LLC Acapulco Properties, Inc. AR Interests San Angelo BYB 206/296 Main Street, Ltd. B-Y 238 Property Management, LLC B-Y 238 SW Military, Ltd. B-Y 2901 N. 23rd Street, Ltd. B-Y 2901 Property Management, LLC B-Y 4114 W. Commerce, LLC B-Y 4918 Ayers, Ltd. B-Y 4918 Property Management, LLC B-Y 5811 Lyons, LLC B-Y 806 S. Cage, Ltd. B-Y 806 Property Management, LLC B-Y 806 S. Cage, Ltd. B-Y 90 Fifth Street, LLC B-Y 901 G Ave. , LLC B-Y 901 G Ave. , LLC B-Y Brothers Property Management, LLC B-Y Crosstowne Center, LLC B-Y Douglas Plaza, LLC B-Y Edinburg Center, Ltd. B-Y Family Property Management, LLC B-Y Mission CC Property Management, LLC B-Y Mission Plaza CC, Ltd. B-Y Mission Texas WM, Ltd. B-Y Mission Texas WM, Ltd. B-Y Mission WM Property Management, LLC B-Y Mission WM Property Management, LLC B-Y Odessa Property Management, LLC B-Y Odessa, Ltd. B-Y Presido Property Management, LLC B-Y Presido, Ltd. B-Y Rio Grande City, Ltd. B-Y Rio Grande Property Management, LLC B-Y Strawberry Property Management, LLC B-Y Strawberry Square, Ltd. B-Y Western Valley, Ltd. B.B.Y. Ltd./LLC ACORD 101 (2008/01) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD ATTACHMENT 28034788 1 22unitefas2 1 7/1/15-16 GL/Auto/CUR/WC(TX & Argonaut) I (SA) Sandra Russell 11/6/2016 4:07:20 PM (CST) 1 Page 2 of 15 4''°3/18 AGENCY CUSTOMER ID: 22unitefas2 LOC#: '4CORO® ADDITIONAL REMARKS SCHEDULE Page of AGENCY NAMED INSURED B-Wortham Insurance&Risk Management 629 M4acro ers,Ltd. POLICY NUMBER San Antonio TX 78218 CARRIER NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE:Certificate of Liability(01/14) HOLDER:City of Corpus Christi ATTN: Risk Managment ADDRESS:2406 Leopard St.First Floor Corpus Christi TX 78408 Bar Yadin Family Foundation BY-UF 107 N. Flores SA, Ltd. BY-UF 107 Property Management, LLC BYB 206-296 Main Property Management, LLC BYB 206/296 Main Street, Ltd. BYB Palm Property Management, LLC BYB Palm Village, Ltd. BYE, Inc. Calexico 220 E. 2nd Street, LLC Commercial Builder Group, LLC DBA: Acapulco DBA: Fashion Mart DBA: Frenzy DBA: Kress DBA: Melrose Family Fashions DBA: Palm Plaza DBA: Studio 10 DBA: Vogue DBY Property Management, LLC Doral Fashions, Inc. El Paso Paisano, Ltd. Gold Building, Ltd. Harlingen Town Center, LLC Laredo W Building, Ltd. NBY 10601 North Lamar, LLC NBY 4101 South Staples, LLC NBY 901 Raul Langoria, LLC NBY Properties 2, LLC NBY Properties, LLC NBY Rankin Hwy Midland, LLC NBY-MC Industrial, LLC NBY San Angelo, LLC Palmview Retail, LLC PPB 2821 Boca Chica, LLC Rakefet Propertues, Inc. RBY #2 Property Management, LLC RBY 3 Property Management, LLC RBY Property Management, LLC RBY Reynolds Estates, LLC RBY Trenton, LLC RBY-MC Industrial, LLC Ringold Retail, LLC Sigalit Properties, Inc. South Padre Retail Center GP, LLC South Padre Retail Center, Ltd. Southmost Retail, LLC Tawil Investments, Ltd. Texas New Trade, Inc. The Bar-Yadin Family Foundation The RBY Family Trust of 2006 TUR Properties, LLC UFOT of California, Inc. ACORD 101(2008/01) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD ATTACHMENT *02803470A � 22unitefas2 7/1/15-16 GL/Auto/CUB/WC(TX & Argonaut) (SA) Sandra Russell 1/6/2016 9:07:20 PM (CST) I Page 3 of 15 )q AGENCY CUSTOMER ID: 22unitefas2 _ LOC#: '``CPRE, ADDITIONAL REMARKS SCHEDULE Page of AGENCY NAMED INSURED Wortham Insurance&Risk Management B-Y 4918 Ayers,Ltd. 4629 Macro POLICY NUMBER San Antonio TX 78218 CARRIER NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE:Certificate of Liability(01/14) HOLDER:City of Corpus Christi ATTN: Risk Managment ADDRESS:2406 Leopard St.First Floor Corpus Christi TX 78408 UFT Finance, Inc. UFT Management, Inc. UFT Property Management, LLC UFT Transport, Inc. United Fashion Holdings, Inc. United Fashions of Arizona, Inc. United Fashions of Texas 401K Plan United Fashions of Texas, LLC United Fashions of Texas, Ltd. United Fashions of Texas, Ltd. 401K and Profit Sharing Plan David Katz Deborah Bar Yadin Tzipora Bar Yadin Natan Bar Yadin Reuben Bar Yadin NBY 2404 Padre, LLC NBY San Angelo, LLC NBY 3645 Fredricksburg, LLC B-Y Loma Vista, LLC Town Square Copperas Cove, LLC ACORD 101 (2008/01) ©2008 ACORD CORPORATION. All rights reserved. 4-07/. , The ACORD name and logo are registered marks of ACORD ATTACHMENT 28034788 1 22unitefas2 1 7/1/15-16 GL/Auto/CUB/WC(TX & Argonaut) 1 (SA) Sandra Russell 1 1/6/2016 4:07:20 PM (CST) 1 Page 4 of 15 AGENCY CUSTOMER ID: 22unitefas2 LOC#: A . ADDITIONAL REMARKS SCHEDULE Page of AGENCY NAMED INSURED Wortham Insurance&Risk Management B-Y 4918 Ayers,Ltd. 4629 Macro POLICY NUMBER San Antonio TX 78218 CARRIER NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE:Certificate of Liability(01/14) HOLDER:City of Corpus Christi ATTN: Risk Managment ADDRESS:2406 Leopard St.First Floor Corpus Christi TX 78408 City of Corpus Christi is an additional insured per form #LG3214 Liberty DirectSolutions for Retailers with respects to the General Liability. ACORD 101(2008/01) ©2008 ACORD CORPORATION. All rights reserved. Li' O 3/ 2. 1 The ACORD name and logo are registered marks of ACORD ADDENDUM 28034788 1 22unitefas2 1 7/1/15-16 GL/Auto/CUB/WC(TX E. Argonaut) 1 (SA) Sandra Russell 1 1/6/2016 4:07:20 PM (CST) 1 Page 5 of 15 B-Y 4918 Ayers, Ltd. 7/1/2015 16320.1131X10671011071 T67f91456844035 TB7Z914568446W2016 Policy Number Issued by Liberty Mutual Fire Insurance Co. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. LIBERTY DirectSolutions for Retailers This endorsement modifies the insurance provided under the following: COMMERCIAL GENERAL LIABI1ITY COVERAGE PART This endorsement modifies insurance by broadening the insurance provided by CO 00 01. Index of metalled Items: Iter 1. REASONABLE FORCE Item 2. NON-OWNED WATERCRAFT EXTENSION liens 3. VALET PARKENG SERVICES Item 4. ALIENATED PREMISES . Han 5. DAMAGE TO BORROWED EQUIPMENT Item 6. PROPERTY IN YOUR CARE,CUSTODY OR CONTROL Item 7. DAMAGE TO PREMISES RENTED TO YOU- EXPANDED COVERAGE Item S. BODILY INJURY TO CO-EMPLOYEES Item 9. HEALTH CARE PROFESSIONAIS AS INSUREDS Item 10. NEWLY FORMED OR ACQUIRED ENTITIES Item 11. BLANKET ADDITIONAL INSURED AND WAIVER OF SUBROGATION -MANAGERS OR LESSORS OF PREMISES hero 12. BLANKET ADDITIONAL INSURED AND WAIVER OF SUBROGATION - PERSON OR ORGANIZATION Item 13.ADDITIONAL INSURED -STATE,MUNICIPALITY OR POLITICAL SUBDIVISION- PERMITS Item 14.ADDITIONAL INSURED AND WAIVER OF SUBROGATION -LESSOR OF LEASED EQUIPMENT Iter 1S. KNOWLEDGE OF OCCURRENCE Item 16.UNINTENTIONAL EDRORS AND OMISSIONS Item 17.AMENDMENT FOR WORLDWIDE COVERAGE Iter 18. BODILY INJURY REDEFINITION Item 19.MOBILE EQUIPMENT REDEFINITION Item 20. PRODUCTSICOMPLETTED OPERATIONS HAZARD REDEFINED- BLANKET Han 21.SUPPLEMENTARY PAYMENTS Item 22.LIBERALIZATION These changes broaden the policy sections described unless ss differing language is separately endorsed to the coverage part. Hai 1. REASONABLE FORCE Exclusion a.of Coverage A is replaced by the following: a. Expected or Intended Injury "Bodily injury"or"property damage"expected or intended from the standpoint of the insured. This exclusion does not apply to"bodily injury"or"property damage"resulting from the use of reasonable force to protect persons or property. , LG 32 14 09 07 Page 1 of 10 28034788 1 22unitefas2 1 7/1/15-16 GL/Auto/CUB/WC(TX & Argonaut) 1 (SA) Sandra Russell 1 1/6/2016 4:07:20 PM (CST) 1 Page 6 of 15 163201300067100072 Item 2. NON-OWNED WATERCRAFT EXTENSION Subparagraph g.(2)of Exclusion g.of Coverage A(Section 1_Coverages)is replaced by the following: (2) A watercraft you do not own that is: (a) Less than 55 feet long;and (b) Not being used for public transportation or as a common carrier. Item 3. VALET PARKING SERVICES Subparagraph g.(3)of Exclusion g.of Coverage A(Section I-Coverages)is replaced by the following: (3)Parking an "auto": (a) On,or on the ways next to,premises you own or rent,provided the"auto" is not owned by or rented or loaned to you,or (b)That is not owned by or rented to you as part of your "valet parking services". For the purposes of this coverage,Paragraph 2.a.(2)(b)of Section n Who Is An Insured does not apply. "Valet parking services" means parking arrangements provided by you or those working on your behalf,where your customees "auto"is patted and retrieved by an attendant whether or not this service is provided for a fee. Item 4. ALIENATED PREMISES 1. Subparagraph J.(2)of Exclusions of Section I- Coverages-Bodily injury And Property Damage Liability is replaced by the following: (2) Premises you sell,give away,or abandon,if the"property damage"arises out of any part of those premises, and occurs from hazards that were known by you,or should have reasonably been known by you,at the time the property was transferred or abandoned. Item 5. DAMAGE TO BORROWED EQUIPMENT A. Exclusion j:of Coverage A(Section I-Coverages)is amended to add the following: Paragraphs (3)and(4)do not apply to "property damage"to borrowed equipment either loaned to you or in your care,custody or control. B. Subject to Paragraphs 2.,3.,and 5.of Section AI-Limits Of Insurance,the most we will pay for damages under this provision is 535,000 for all"occurrences" during the policy period. The insurance provided by this provision is excess over any other valid and collectible property insurance (including any deductible portion thereof)available to the insured whether primary,excess,contingent or on any other basis. [tan 6. PROPERTY IN YOUR CARE,CUSTODY OR CONTROL 1. Subparagraphs (3)and(4)of Exclusion j.of Coverage A do not apply except to: (a) Borrowed equipment;or LG 3214 09 07 Page 2 of 10 28034788 1 22unitefas2 1 7/1/15-16 GL/Auto/CUB/WC(TX & Argonaut) 1 (SA) Sandra Russell 1 1/6/2016 4:07:20 PM (CST) 1 Page 7 of 15 1632911004167100073 (b) "Property damage"to property in your care,custody and control while in transit. This insurance docs not apply to any portion of a loss for which the insured has available any other valid and collectible insurance,whether primary,excess,contingent,or on any other basis,unless such other insurance was specifically purchased by the insured to apply in excess of this policy. 2. Limits of Insurance Subject to Paragraphs 2.,3.,and S.of Section III-Limits Of Insurance,the most we will pay for insurance provided by Paragraph 1.above is: SI0,000 Each Occurrence Limit $25,000 Aggregate Limit The Each Occurrence Limit for this coverage applies to all damages as a result of any one"occurrence" regardless of the number of persons or organizations who sustain damage because of that "oceurnsnec." The Aggregate Limit is the most we will pay for the sum of all occurrences covered by this provision. Item 7. DAMAGE TO PREMISES RF TED TO YOU- EXPANDED COVERAGE A. Fire,Lightning Or Explosion Damage The last paragraph of 2.Exclusions under Section 1-Coverage A is replaced by the following: Exclusions c.through n.do not apply to damage to premises rented to you or temporarily occupied by you with permission of the owner when the damage is caused by fire,lightning,or explosion or subsequent damages resulting from such fire,lightning or explosion,including water damage. A separate limit of insurance applies to this coverage as described in Section Qi-Limits of Insurance. B. Limits for Damage to Premises Rented to You Paragraph 6.of Section III-Limits of Insurance is replaced by the following: Subject to 5.above,the Damage to Premises Rented to YOU Limit is the most we will pay under Coverage A for any combination of: (a) Damage caused by fire,lightning,or explosion or subsequent damages resulting from such fire,lightning or explosion,including water damage to premises rented to you,or temporarily occupied by you with permission of the owner; and (b) "Property damage"(other than damage by fire)to premises, including the contents of such premises,rented to you for a period of 7 or fewer consecutive days. Item R BODILY INJURY TO CO-EMPLOYEIN 1. Subject to the Each Occurrence Limit and the General Aggregate Limit.,Paragraphs 2.a.(1)(a),(b) and(c) of Section II-Who Is an Insured do not apply to your supervisory or management"employees`for"bodily injury" only. fa,3G 32140907 Page 3 of 10 28034788 1 22unitefas2 1 7/1/15-16 GL/Auto/CUB/WC(TX & Argonaut) 1 (SA) Sandra Russell 1 1/6/2016 4:07:20 PM (CST) 1 Page 8 of 15 163201300067190074 2. Subject to the Each Occurrence Limit and the General Aggregate Limit,Paragraphs 2.a.(1)(a),(b)and(c)of Section II-Who Is an Insured do not apply to your"employees"or"volunteer workers"for"bodily injury" arising out of a Good Samaritan act to a co-"employee"or co-"volunteer worker." A Good Samaritan act means an attempt to rescue or aid a person in imminent or serious peril,provided the attempt is not recklessly made. Damages owed to an injured co-"employee" or"volunteer worker"will be reduced by any amount paid or available to the igjured co-"employee"or"volunteer worker" under any other valid and collectible insurance. Item 9. IIEALTII CARE PROFESSIONALS AS INSUREDS Paragraph 2.a.(1)(d)of Section II-Who Is An Insured is deleted unless: (I) You are engaged in the occupation or business of providing or offering medical,surgical,dental,x-ray or nursing services,treatment,advice or instruction;or (ii) The"employee"has any other insurance that would also cover claims arising under this provision,whether the other insurance is primary,excess,contingent or on any other basis. Item 10. NEWLY FORMED OR ACQUIRED ENTITIES Paragraph 3.of Section II-Who Is An Insured is replaced by the following: 3. Any organization,other than a joint venture,you newly acquire or form and over which you maintain majority ownership or majority interest,will qualify as a Named Insured if there is no other similar insurance available to that organization. a. Coverage under this provision is afforded only until: i. The 180th day after you acquire or form the organization;or II. Separate coverage is purchased for the organization;or The end of the policy period, whichever is earlier. b. Coverage A does not apply to "bodily injury"or"property damage"that occurred before you acquired or formed the organization;and c. Coverage B does not apply to "personal and advertising injury"arising out of an offense committed before you acquired or formed the organization. No person or organization is an insured with respect to the conduct of any past partnership,current or past joint venture or past limited liability company that is not shown as a Named Insured in the Declarations. Item 11. BLANKET ADDITIONAL INSURED AND WAIVER OF SUBROGATION-MANAGERS OR LESSORS OF PREMISES A. Section II-Who Is An Insured is amended to include as an insured any manager or lessor of premises leased by you in which the written lease agreement obligates you to procure additional insured coverage,provided that: • 1. The"bodily injury","propeny damage"or"personal and advertising injury"giving rise to liability occurs subsequent to the execution of the agreement;and LG 32 14 09 07 Page 4 of 10 28034788 1 22unitefas2 1 7/1/15-16 GL/Auto/CUB/WC(TX & Argonaut) 1 (SA) Sandra Russell 1 1/6/2016 4:07:20 PM (CST) 1 Page 9 of 15 163201300067100075 •2. The written agreement is in effect at the time of the"bodily injury", "property damage",'personal and advertising injury" for which coverage is sought. That person or organization shall be referred to as the additional insured. The coverage afforded to the additional insured is limited to liability in connexion with the ownership,maintenance or use of the premises leased to you and caused, in whole or in part,by some negligent acts or omissions of you,your employees,your agents,or your subcontractors. There is no coverage for the additional insured for"bodily injury", "property damage"or"personal and advertising injury"arising out of the sole negligence of the additional insured or by those acting on behalf of the additional insured,except as provided below. If the written agreement to indemnify an additional insured requires that you indemnify the additional insured for its sole negligence,then the coverage for the additional insured shall conform to that agreement;provided,however,that the contractual indemnification language of the agreement is valid under the law of the state where the agreement was formed If the written agreement provides that a particular state's law will apply,then such provision will be honored. B. Waiver Of Subrogation For any additional insured that obtains insured status on this policy through Paragraph A.above,we waive any right of recovery we may have against the additional insured because of payments we make for"bodily injury', "property damage"or"personal and advertising injury"to which this insurance applies. C. Exclusions This insurance.does not apply to: 1. Any "occurrence" that takes place after you cease to be a tenant in that premises. 2. Any construction,renovation,demolition or installation operations performed by or on behalf of the additional insured. 3. Any premises for which coverage is excluded by endorsement. D. Other Insurance The insurance provided by this endorsement applies only to coverages and limits of insurance required by written agreement,but is no event exceeds either the scope of coverage or the limits of insurance available within this policy. This insurance shall be excess over any other insurance available to the additional insured,whether such insurance is on an excess,contingent or primary basis,unless you are obligated under a wriucn agreement to provide liability insurance for that additional insured on any otherbasis. In that event,this policy will apply solely on the basis required by such written agreement. To the extent that the additional insured has the right to pursue any other insurance carrier for coverage,including a defense,we shall share that right with the additional insured. Item 12.BLANKET ADDITIONAL INSURED AND WAIVER OF SUBROGATION -PERSON OR ORGANIZATION A. Section II-Who Is An Insured is amended to include as an additional insured airy person or organization to whom you aro obligated by a written agreement to procure additional insured coverage,but only with respect to liability for"bodily injury","property dama$e"or"personal and advertising injury"caused,in whole or in part,by your acts or omissions or the acts or omissions of those acting on yourbehalf: L 3214 09 07 Page 5 of 10 't7461,7. 28034788 I 22unitefas2 1 7/1/15-16 GL/Auto/CUB/WC(TX & Argonaut) 1 (SA) Sandra Russell 1 1/6/2016 4:07:20 PM (CST) 1 Page 10 of 15 163201300067100076 1. In the performance of your ongoing operations;or 2. In connection with premises owned by you; provided that: (a) The"bodily injury","properly damage"or"personal and advertising injury'giving rise to liability occurs subsequent to the execution of the agreement;and (b) The written agreement is In effect at the time of the'bodily injury",'property damage","personal injury" or"advcnlsing injury"for which coverage Is sought. That person or organization shall be referred to as the additional insured. There is no coverage for the additional insured for "bodily injury",'property damage'or"personal and advertising injury"arising out of the sole negligence of the additional insured or by those acting on behalf of the additional insured,except as provided below. If the wriucn agreement to indemnify an additional insured requires that you indemnify the additional insured for its sole negligence,then the coverage for the additional insured shall conform to that agreement;provided,however,that the contractual indemnification language of the agreement is valid under the law of the state where the agreement was formed. If the written agreement provides that a particular state's law will apply,then such provision will be honored. B. Waiver Of Subrogation For any additional insured that obtains insured status on this policy through Paragraph A.above,we waive any right of recovery we may have against the additional insured because of payments we make for'bodily injury","property damage"or"personal and advertising injury"to which this insurance applies. C. Exclusions This insurance does not apply to: 1. Any premises or equipment leased to you. 2. Any construction,renovation,demolition or installation operations performed by or on behalf of you,or those operating on your behalf. D. Other Insurance The insurance provided by this endorsement applies only to coverages and limits of insurance required by written agreement,but in no event cxteods either the scope of coverage or the limits of insurance available within this policy. This insurance shall be excess over any other insurance available to the additional insured,whether such insurance is on an excess,contingent or primary basis,unless you are obligated under a written agreement to provide liability insurance for that additional insured on any otherbasis. In that event,this policy will apply solely on the basis required by such written agreement. To the extent that the additional insured has the right to pursue any other insurance carrier for coverage,including a defense,we shall share that right with the additional insured. LG32140907 Page 6 of 10 28034788 1 22unitefas2 1 7/1/15-16 GL/Auto/CUB/WC(TX & Argonaut) 1 (SA) Sandra Russell 1 1/6/2016 4:07:20 PM (CST) 1. Page 11 of 15 163201300067100077 Item 13. ADDITIONAL INSURED-STATE,MUNICIPALITY OR POLITICAL SUBDIVISION—PERMITS Suction 11-Who Is An Insured is amended to include as an additional insured any state.,municipality or political subdivision with respect to any operations preformed by you,or on your behalf,for which the state, municipality or political subdivision has issued a permit. However,this insurance does not apply to: 1. "Bodily injury," "property damage"or"personal and advertising Injury"arising out of operations performed for the state,municipality or political subdivision;or 2. Any "bodily injury"or"property damage"included within the"products-completed operations hazard",except when required by written contract or agreement initiated prior to loss;or 3. "Bodily injury,""property dames"or"personal and advertising injury,"unless negligently caused,in whole or in part,by you or those acting on your behalf. Item 14. ADDITIONAL INSURED AND WAIVER OF SUBROGATION - LESSOR OF LEASED EQUIPMENT A. Section II-Who Is An Insured is amended to include as an additional insured any person or organization from whom you lease equipment when you and such person or organization have agreed in a written agreement that such person or organization be added as an additional insured on your policy. Such person or organization is an insured only with respect to liability for"bodily injury","property damage"or"personal and advertising injury"caused,in whole or in part,by your maintenance,operation or use of equipment leased to you by such person or organization. There is no coverage for the additional insured for "bodily injury","property damage"or"personal and advertising injury" arising out of the sole negligence of the additional insured or by those acting on behalf of the additional insured. A person's or organization's status as an additional insured under this endorsement ends when the agreement with you for such leased equipment ends. B. Waiver of Subrogation For any additional insured that obtains insured status on this policy through Paragraph A.above,we waive any right of recovery we may have against the additional insured because of payments we make for"bodily injury", "property damngc"or"personal and advertising injury"caused,in whole or in part,by your maintenance,operation or use of equipment leased to you by such person or organization. C. Other Insurance This insurance shall be excess over any other insurance available to the additional insured,whether such insurance is on an excess,contingent or primary basis,unless you are obligated under a written agreement to provide liability insurance for that additional insured on any otberbasis. In that event,this policy will apply solely on the basis required by such written agreement. To the extent that the additional insured has the right to pursue any other insurance denier for coverage,including a defense,we shall share that right with the additional insured. Item 15. KNOWLEDGE OF OCCURRENCE Subparagraphs 2a,b.and c.of Condition 2.Section IV—Commercial General Liability Conditions are amended to add the following: LG 321404 07 Page 7 of 10 X03/fig 28034788 122unitefas2 I 7/1/15-16 GL/Auto/CUB/WC(TX & Argonaut) 1 (SA) Sandra Russell 1 1/6/2016 4:07:20 PM (CST) 1 Page 12 of 15 163201300067100075 As used in this paragraph,the worts "you" refers to an"executive officer',partner,member or legal representative,and any other"employee"with insurance or risk management responsibilities. Item 16. UNINTENTIONAL ERRORS AND OMISSIONS Paragraph 6.of Section IV—Commercial General Liability Conditions is amended to add the following: Any unintentional error or omission in tic description of,or failure to completely describe,any premises or operations intended to be covered by this policy will not invalidate or affect coverage for those premises or operations. However, you must report such error or omission to us as soon as practicable after its dlscxavery. This provision does not affect our right to collect additional premium or excr:lse our right of cancellation or non- renewal. Item 17. AMENDMENT FOR WORLDWIDE COVERAGE A. The following is added to Section IV-Conditions: Expanded Coverage Territory 1. If a"suit" is brought in a part of the"coverage territory"that is outside the United States of America (including its territories and possessions),Puerto Rico or Canada,and we are prevented by law,or otherwise, from defending the insured,the insured,under our supervision,will initiate a defense of the"suit".We will reimburse the insured,under Supplementary Payments,for any reasonable and necessary expenses incurred for the investigation and defense of a "suit" seeking damages to which this insurance applies,that we would have paid bad we been able to exercise our right and duty to defend. If the insured becomes legally obligated to pay sums because of damages to which this insurance applies in a part of the"coverage territory'that is outside the United Stales of America(including its territories and possessions),Puerto Rico or Canada,and we are prevented by law,or otherwise, from paying such sums on the insured's behalf,we will reimburse the insured for such sums within the applicable limit of insurance for the amount of any settlement made with our prior written consent. 2. All payments or reimbursements we make for damages bemuse of judgments or settlements will be made in U.S.currency at the prevailing exci amge rate at the tin=the insured became legally obligated to pay such sums.All payments or reimbursements we make for expenses under Supplementary payments will be made in U.S.currency at the prevailing exchange rare at the time the expenses were incurred. 3. Any disputes between you and us as to whether there is coverage under this policy must be filed in the courts of the United States of America(including hs territories and possessions),Puerto Rico or Canada. 4. The insured mus fully maintain any coverage required by law,regulation or other governmental authority during the policy period,except for reduction of the aggregate limits due to payments of claims,judgments or settlements. Failure to maintain such coverage required by law, regulation or other governmental authority will not invalidate this insurance. However,this insurance will apply as if the required coverage by law, regulation or other governmental authority was in full effect. B. The following is added to Paragraph 4.b.under the Conditions section: 4. Other Insurance b. Excess Insurance LG 3214 09 07 Page 9 of 10 28034788 1 22unitefas2 1 7/1/15-16 GL/Auto/CUB/WC(TX & Argonaut) 1 (SA) Sandra Russell 1 1/6/2016 4:07:20 PM (CST) 1 Page 13 of 15 163201300067100079 This insurance is excess over: (3) Any of the other insurance,whether primary,extxss, contingent or on any other basis: (a) If the insureds liability to pay damages is determined in a "suit"brought outside the United States of America(including its territories and possessions),Puerto Rico or Canada; or (b) That is coverage required by law,regulation or other governmental authority in a part of the "coverage territory"that is outsidc the United States of America(including its territories and possessions),Puerto Rico or Canada. C. The following changes are made to Section V—Definitions: Paragraph 4.c.Is replaced by the following: C. All other parts of the world,except: (1) Any country or jurisdiction which is subject to trade or other economic sanction or embargo by the United States of America;or (2) With respect to injury or damage arising out of your"foreign based operations." The following definition is added: "Foreign based operations"means: a. Construction,fabrication,erection or installation operations outside the United States(its territories and possessions),Puerto Rico and Canada;or ' b. Your manufacturing of goods or products outside the United Slates(its territories and possessions),Puerto Rico and Canada that are distributed or sold by you outside the United States(its territories and possessions), Puerto Rico and Canada;or c. Your direct sale or distribution of goods or products outside the United States(its territories and possessions), Puerto Rico and Canada if those goods or products were manufactured outside the United States(its territories and possessions),Puerto Rico and Canada. Iten 18. BODILY INJURY REDEFINITION The definition of"bodily injury"in Section V-Definitions is replaced by the following: "Bodily injury"means bodily Injury,sickness or disease sustained by a person. It Includes death or mental anguish, which results at any time from such physical harm,physical sickness or physical disease. Mental anguish means any type of mental or emotional illness or distress. Item 19.MOBILE EQUIPMENT REDEIFIIVITION Paragraphs 12.f.(1Xa),(b) and(c)of Section V-Definitions do not apply to self-propelled vehicles of less than 1000 pounds gross vehicle weight. Iter 20. PRODUCTS/COMPLETED OPERATIONS HAZARD REDILTNED—BLANKET With respect to "bodily injury" or'property damage"arising out of"your products"manufactured,sold,handled or distributed: e73/3 d LG 32 14 09 07 Page 9 of 10 28034788 1 22unitefas2 1 7/1/15-16 GL/Auto/CUB/WC(TX fi Argonaut) 1 (SA) Sandra Russell 1 1/6/2016 4:07:20 PM (CST) 1 Page 14 of 15 1632013000671000110 1. On.from or in connection with the use of any of your premises;or 2. In connection with the conduct of any of your operations,when conducted by you or on your behalf; Paragraph a.of the definition of"Products-completed operations Wrenn!"in Section V-Definitions is replaced by the following: "Products-completed operations hazard": Includes all "bodily injury"and'property damage"that arises out of"your products' if the"bodily injury"or "property damage"occurs after you have relinquished possession of those products. Item 21. SUPPLEMENTARY PAYMENTS Section I-Coverages, Supplementary Payments-Coverages A and B,Items Lb.and 1.d.,respectively,are replaced with: b. Up to$2,500 for cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to furnish these bonds. d. All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or"suit'including substantiated loss of earnings up to$500 a day because of time off from work. Item 22.LIBERALIZATION Section IV-Commercial General Liability Conditions is amended to add the following: 10. Liberalization If we adopt a change in our forms or rule which would broaden your coverage without an extra charge, the broader coverage will apply to this policy. This extension is effective upon the approval of such broader coverage in your state. • LG 32 1409 07 Page 10 of 10 *v3/ 28034788 1 22unitefas2 1 7/1/15-16 GL/Auto/CUB/WC(TX & Argonaut) 1 (SA) Sandra Russell 1 1/6/2016 9:07:20 PM (CST) 1 Page 15 of 15