2012-247ORDINANCE No. 2012-247
CONSIDER ADOPTION OF AN ORDINANCE ACCEPTING COMPETITIVE PROPOSALS
AND AWARDING A TWO YEAR CONTRACT FOR PROPERTY AND BOILER &
MACHINERY 1NSURANCE FOR THE CITY OF DENTON; PROVIDING FOR THE
EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (RFP
5017-PROPERTY AND BOILER & MACHINERY COVERAGE AWARDED TO AFFILIATED
FM 1NSUR.ANCE COMPANY WITH A RATE OF $0.0655 PER $100 OF INSURABLE VALUE).
WHEREAS, the City has solicited, received and evaluated competitive sealed proposals for
the purchase of Insurance Consultant Services in accordance with the procedures of State law and
City ordinances; and
WHEREAS, the City Manager or a designated employee has received and reviewed and
recommended that the herein described proposals are the most advantageous to the City considering
the relative importance of price and the other evaluation factors included in the request for proposals;
and
WHEREAS, the City Council has provided in the Ciiy Budget for the appropriation of funds
to be used for the purchase of the materials, equipment, supplies or services approved and accepted
herein; NOW, THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION 1. The items in the following numbered request for proposal for materials,
equipment, supplies or services, shown in the "Request Proposals" on file in the office of the
Purchasing Agent, are hereby accepted and approved as being the most advantageous to the City
considering the relative importance of price and the other evaluation factors included in the request
for proposals.
RFP
NUMBER CONTRACTOR AMOUNT
5017 Affiliated FM Insurance Company. Exhibit A
SECTION 2. By the acceptance and approval of the above numbered items of the submitted
proposals, the City accepts the offer of the persons submitting the proposals for such items and
agrees to purchase the materials, equipment, supplies or services in accordance with the terms,
specifications, standards, quantities and for the specified sums contained in the Proposal Invitations,
Proposals, and related documents.
SECTION 3. Should the City and person submitting approved and accepted items and of the
submitted proposals wish to enter into a formal written agreement as a result of the acceptance,
approval, and awaxding of the proposals, the City Manager or his designated representative is hereby
authorized to execute the written contract; provided that the written contract is in accordance with
the terms, conditions, specifications, standards, quantities and specified sums contained in the
Proposal and related documents herein approved and accepted.
SECTION 4. The City Council of the City of Denton, Texas hereby expressly delegates the
authority to take any actions that may be required or permitted to be performed by the City of Denton
under RFP 5017 to the City Manager of the City of Denton, Texas, or his designee.
SECTION 5. By the acceptance and approval of the above enumerated bids, the City
Council hereby authorizes the expenditure of funds therefor in the amount and in accordance with
the approved bids.
SECTION 6. This ordinance shall become effective immediately upon its passage and
approval. /A
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PASSED AND APPROVED this the � day of �/%Z , 2012.
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MA A. RROU � HS, MAYOR
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
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BY:
APPR ED A O LEGAL FORM:
ANITA BURGESS, CITY ATTORNEY
BY:
V endor
EXHIBIT A
RFP 5017
Covera�e
Price
Affiliated FM Insurance Company Property and $0.0655 per $100 of value
Boiler and
Machinery
CONTRACT # 54].7
BY AND B�TW�EN CITY OF DENTOl�, TEXAS
AI�D MCGRIF'F, SEIBELS & WILLIAMS of TEXAS, Inc.
THIS C�NTRACT is made and entered into this I8t�' day af September A,D,, 20 ��,
by and between McGriff; �ei�iels & Williatns of Texas, Inc, a co��poration, whose address is
5080 Spectium Drive, Suite 900E, Addison, Texas 75001, hereinafter referi�ed to as "Contr�actor,"
and the CITY OF D�NTON, TEXAS, a hame ��tle municipal coiporation, hereina#�er zeferz�ed
to as "City," to be effective upon approval of the Denton Cit� Council and s�bset�uez�t execution
of this Conhact by the Denton City Vlanager or his duly authorized designee, �
Fox and in considaration of the covenants and agreements contained herein, a�d for t�ae
mutual benefits to be obtai�ied he�eby, the pax�txes agree as follows:
SCOP� OF SERVICES
Contractoi shall provide products oz services ui accordance with the Cont��actor's
proposal in response thereto, a copy of which is att'ached hereto and incorporated herein for all
piu�oses as �xhxbit "D", The Contract consists of this w�•itten agreement and the following
items whicl� are atkached hereto and inca�porated hez•ein by reference;
(a) Request for Proposal (RFP # 5017}, including;
(h) Contractors' Insurance Proposal, including pricing
(c) Contractois' Proposal for Affiliafed FM -- All Risk Property Coverage
(d) Scope of Services
(e} City of Denton S#andard Terms and Conditions
(� Con#�•actors' Business Informaiion
(g} Form CIQ — Conflict of Interest Questionnaii�a
{h) insurance Docnmentatior�
These documents zrzake up the Coiltract documents and what is called for by one shall be
as bznding as if called for by all. Tn the event of an inconsistency or conflict in any of the
provisions of the Cont�act documents, the inconsistency or coiiflict shaIl be resolved by giving
precedence fust to the wriiten agreennent then to the contract documents in the order in which
they ax'e listed above. These documents shall be referred to collectively as "Con#ract
]aocumants."
IN WITI�ESS WHEREOF, the parties of these presents have eYecuted this agreeinent in the year
and day fix•st above v►n•itten,
ATTEST:
APPRQVED AS TO FORM:
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TA BURGESS, Y ATTORNEY
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ATTEST:
,._,L, .�.,,
McGriff, Seibels & Williams of Texas, Inc.
CONTRACTOR
5080 Spectrum Drive, Suite 900E
Addison, TX 75001
MAILING ADDRESS
469-232-2100
PHONE �IUMBER
469-232-2101
Ft�.X NUMBER
BY: �
TITLE
Johnny Fontenot, Executive Vice President
PRINTED NAME
{SEA.L}
E7�XBIT D
Contractors Xnsurance Pro�osal, includin� Pricin�
-- - - - - -- -- -- -
INSURANCE PROPOSAI� for City of Denton
To: Tracey Howell
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At: McGriff, Seibels & Williatns of Texas, Inc. Fax No.:
From: Tim Yancey Date: 28 Aug 2012 Pages:
' � ��/
O1-October-2012 to O1-October-2013
: �► _� I_ 1 I► _ L 1
City of Denton
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This company's liability will not exceed the respective Sub-Limits of Liability shown elsewhere for the coverages
involved. However, in no event will the company's total Limit of Liability exceed $339,777,045 as a result of any one
occunence, regardless of the number of perils, coverages or locations involved.
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All risks of direct physical loss or damage, as defned and limited herein, on Real Property, Personal Property, Business
Interruption, including the Extensions of Coverage applying at the following described locations:
See Attached Location Schedule.
E. SUB-LIlVIITS:
Unless otherwise stated below, the following sub-limits of liability will apply on a per occurrence basis for all coverages
provided, and are part of, not in addition to, the above limit(s) of liability.
For Annual Aggregate sub-limits the policy year will begin at the inception date of this policy and be concw.�rent with the
anniversary dates of this policy.
1. $50,000,000
2. $50,000,000
$5,000,000
$1,250,000
3. $43,637,527
4. $5,000,000
Earth Movement (Annual Aggregate, for all coverages provided)
Flood (Annual Aggregate, for all coverages provided) but not to exceed:
Flood (Annual Aggregate, for all coverages provided) for all locations in Flood Zone B(500
year), but not to exceed:
Flood (Annual Aggregate, for all coverages provided) for all locations in Flood Zone A(100
Year)
Motor Vehicles
Business Interruption
5.—$5.,0_O.Q,000 Extra_Exp.ense
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The following sub-lnnits of liability will apply on a per occurrence basis for all coverages provided, unless otherwise
stated below, and are part of, not in addiiion to the above lixnit(s) of liability.
For Annual Aggregate sub-limits the policy year will begin at the inception date of this policy and be concurrent with the
amuversary dates of this policy.
All Risk - Extensions of Coveraee Sub-Limits:
1. $100,000 Fire Fighting Materials and Expenses
2. $100,000 Professional Fees
3. $250,000 Expediting Expenses
4. $100,000 Trees, Shrubs, Plants and Lawns not to exceed a limit of $1,400 per item
5. $250,000 Pavements and Roadways
6. $100,000 Land and Water Clean Up Expense (Amival Aggregate, for all coverages provided)
7. $250,000 Installation Floater
8. $10,000,000 Newly Acquired Property
9. $5,000,000 Unnamed Locations Coverage
10. $250,000 Fine Arts
11. $5,000,000 Accounts Receivable
12. $5,000,000 Valuable Papers and Records
13. $1,000,000 Electronic Data Processing, Data and Media
14. Demolition and Increased Cost of Construction
Policy Limit Item A: Undamaged Portion
$2,500,000 Item B: Demolition
$2,500,000 Item C: Compliance with the Law
$1,000,000 Item D: Business Interruption
15. $1,000,000 Errors and Omissions
16. $500,0�0 Transit
17. Terrorism Coverage and the Supplemental United States Certif'ied Act of Tenorism Endorsement
$100,000 A. United States Certiiied Act of Terrorism coverage
$100,000 B. Terrorism Coverage for Locations Outside of the United States (Annual Aggregate, for all
coverages provided)
18. $1,000,000 Fungus, Mold or Mildew
19. $100,000 Deferred Payment
20. $1,000,000 Off-Premises Service Interiuption - Property Damage
21. $100,000 Arson or Theft Reward
22. $100,000 Money and Securities
23. $100,000 Locks andKeys
24. $100,000 Tenants Legal Liability and Expense
25. $100,000 Soft Costs
Business Interruption - Extensions of Covera�e Sub-Limits:
A. 30 Days of Ordinary Payroll
B. 30 Days of Civil or Military Authority
C. $1,000,000 Off-Premises Service Interruption
D. $250,000 Contingent Business Interiuption
E. $250,000 Research and Development Expense
F. $250,000 Ingress/Egress
G. $100,000 Tax Treatment
H. 30 Days of Extended Period of Indemnity
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The above Extensions of Coverage sub-limits of liability will be the maximum payable for property damage and business
interiuption (if applicable) resulting from such property damage, or any combination thereof.
With respect to items A, and H. the number of days is part of and not in excess to any other ontstanding sub-linuts of
liability.
As respects the United States of America, its teiritories and possessions, the District of Columbia, the Commonwealth of
Puerto Rico, the U. S. Virgin Islands; and Canada, Section D. Extensions of Coverage Item 9. Unnamed Locations and
Section C. Additional Coverage Item 4. Property Removed from Described Locations are extended to Section D.
Extension of Coverage Item 17. Terrorism with a sub-limit of liability of $100,000 (Annual Aggregate for all coverages
provided) for Property Damage and Business Inteiruption (if provided) combined. Also a$100,000 Flood sub-limit of
liability (if provided) (Atuival Aggregate for all coverages provided) for Properiy Damage and Business Intenuption (if
provided) combined applies to Section D. Extension of Coverage Item 17. Terrorism.
Both of these sub-limits of liability applying to the Extension of Coverage Item 17. Terrorism do not apply to the
Supplemental United States Certified Acts of Terrorism Endorsement.
These limits shall not include the Acival Cash Value portion of fire damage caused by Terrorism.
G. 1_IFDUCTiBLE AMOUNT:
The following deductible amounts shall apply per occurrence for loss or damage under this policy in the respective loss
categories indicated:
$100,000 Earth Movement (per occurrence for each location for all coverages provided).
2. Flood {per occurrence for each location for all coverages provided):
A. $100,000 at all locations
Except:
B. $500,000 for locations in a Flood Zone A(100 year).
$50,000 Wind andlor Hail per location, but not to exceed $250,000 per occurrence for all coverages
provided in this policy.
4. Off Premises Seivice Interruption Qualifying Period:
In the event of loss or damage covered by this policy, no coverage is provided unless the service interruption
exceeds 24 hours beginning from the time of loss or damage covered by this policy. If the service interruption
exceeds 24 hoLU s, the loss will be calculated from the time of loss or damage covered by this policy, subj ect to the
policy deductible.
5. Electronic Data Processing Equipment, Data and Media Deductible:
In the event of loss or damage to Electronic Data Processing (EDP) Equipment, Data and Media insured by this
policy caused by the malicious introduction of a machine code or instruction, no coverage is provided unless the
-------- ---period-of-interruptioirexceeds-48-hours-beginuitigfrom the-time-of-insured loss.- The companyzs liability-commences -
only after, and does not include, the Waiting Period specified.
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If the period of interruption exceeds 48 hours, the ins�ed loss will be calculated based upon the amount of insured
loss in excess of the Waiting Period and subject to a combined deductible for all coverages of $50,000 per location.
Any period in which business operations or services would have not been maintained, or any period in which goods
would have not been produced will not be included as part of or serve to reduce the effect of any Waiting Period.
6. All Other Losses:
A. $50,000
Except:
B. $10,000 for Contractor's Equipment
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l. Extended Terrorism Covera�e Endorsement
Section F. Perils Excluded, Group I. Item 2. � is amended to:
f. Terrorism, including action taken to prevent, defend against, respond to or retaliate against Terrorism or
suspected Terrorism, except to the extent provided in Section D, Extensions of Coverage, 17. Tenorism.
However, if direct loss or damage by fire results from any of these acts (unless comxnitted by or on behalf of the
insured), then this Policy covers only to the extent the Actual Cash Value of the resulting direct loss or damage
by fire to property insured. Tlus coverage exception for such resulting fire loss or damage does not apply to any
coverage provided in any Business Interruption Endorsement, if any, which may be a part of this Policy, or any
extension of such coverage, or to any other coverages provided by this Policy.
Any act which satisfes the deiuution of Terrorism provided in Section H, Definitions, or in any Terrorism
Endorsement to this policy, shall not be considered to be vandalism, malicious mischief, riot, civil commotion,
or any other risk of physical loss or damage which may be covered elsewhere in this Policy.
If any act which satisfies the definition of Terrorism provided in Section H, Defuurions, or in any Terrorism
Endorsement to this policy, also comes within the terms of the hostile or warlike action exclusion of this Policy
in Section F, Group I, 2.a), the hostile or warlike action exclusion applies in place of this exclusion.
If any act excluded herein involves nuclear reacrion, nuclear radiation ar radioactive contamination, this
exclusion applies in place of the nuclear hazard exclusion of this Policy, Section F, Group I, 1.
2. United States Certified Act of Terrorism 2008
As respects the United States, its territories and possessions and the Commonwealth of Puerto Rico, the defmition of
Terrorism contained in Section H. DEFINITIONS is declared null and void and it is agreed that an event deiined as
a Certified Act of Terrorism under the terms of the SUPPLEMENTAL iJNITED STATES CERTIFIED ACT OF
TERRORISM ENDORSEMENT attached to this policy shall be considered Terrorism within the terms of this
policy. Notwithstanding anything contained in this policy to the contrary, this policy provides coverage for direct
physical loss or damage to insured property and any resulting Business Inten-uption loss, as provided in the policy,
—caused b-y-or-resulting-from a C-erGified Ret of-Terrorism only-to-th�extent eoverage-is-provided-under the-terms-and—
conditions of the SUPPLEMENTAL UNITED STATES CERTIFIED ACT OF TERRORISM ENDORSEMENT
attached to this policy. Any difference in limit between loss recoverable under the SUPPLEMENTAL IJNITED
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STATES CERTIFIED ACT OF TERRORISM ENDORSEMENT and fhis policy is not recoverable under this
policy.
3. ContinEent Business Interruption CoveraEe Territorv
Coverage provided in Section 5., Extensions of Coverage, Item D. Contingent Business Interruption Coverage, is
limited to property anywhere in the world except in the following countries, provinces or jurisdictions;
Afghanistan; Albania; Algeria; Angola; Armenia; Azerbaijan; Bangladesh; Belize; Benin; Botswana; Burkina Faso;
Burundi; Cambodia; Cameroon; Central African Republic; Chad; Cote D'Ivoire; Ctixba; Democratic Republic of the
Congo (formerly Zaire); Djibouti; Equatorial Guinea; Eriirea; Ethiopia; Fiji; Gabon; Gambia; Georgia; Ghana;
Grenada; Guinea; Guinea-Bissau; Guyana; Haiti; States of Jammu and Kashmir in India; Iran; Iraq; Gaza Strip,
West Bank and territories north of Latitude 32.80 N in Israel; Laos; Lebanon; Lesotho; Liberia; Libya; Madagascar;
Malawi; Mali; Mauritania; Mauritius; Moldova; Mongolia; Montenegro; Montserrat; Mozambique; Myanmar;
Namibia; Nepal; Niger; Nigeria; North Korea; Pakistan; Papua New Guinea; Aksai Chin Region and Trans-
Karakoram Tract in People's Republic of China; Republic of the Congo; Chechen Republic of the Russian
Federation; Rwanda; Senegal; Seychelles; Sierra Leone; Somalia; Sri Lanka; Sudan; Swaziland; Syria; Tajikistan;
Tanzania; Timor-Leste; Togo; Provinces of Agri, Batman, Bingol, Bitlis, Diyarbakir, Elazig, Hakkari, Igdir, Mardin,
Mus, Sanliurfa, Sint, Sirnak, and Van in Turkey; Turkmenistan; Uganda; Uzbekistan; Yemen; Zambia; and
Zimbabwe.
4. Transmission and Distribution Svstems Exclusion
Section E., Property Excluded, is amended to include:
Transmission and disiribution systems, including poles, towers and fixtures, overhead conductors and devices,
underground or underwater conduit, underground or underwater conductors and devices, line iransformers,
service meters, street lighting and signal systems.
5. Motor Vehicle Coverage
This policy is extended to cover:
a) Motor vehicles;
b) Trucks; and
c) Trailers;
Licensed for highway use.
This policy does not cover loss or damage resulting from:
a) Collision; or
b) Overtuin;
While such motor vehicles,lrucks, and hailers are being operated under their own power; or being towed (whether
or not in motion at the time of loss).
Section E., Properiy Excluded, Item 7., is amended to:
Motor vehicles owned by officers and employees of the Insiued
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6. Notice of Cancellation:
Section G. General Conditions Item 17. Cancellation is replaced by the following wording:
17. Cancellation:
a) The %rst named Insured may cancel this policy at any time by surrendering the policy to this company or
by mailing or delivering advance written notice of cancellation to this company.
b) This company may cancel this policy by mailing or delivering written notice of cancellation to the iust
named insured at the address as stated in the declarations section, not less than:
1) Sixty (60) days before the effective date of cancellation; or
2) Ten (10) days before the effective date of cancellation for non-payment of premium.
c) If this policy is cancelled, written notice of cancellation also will be mailed or delivered to Lenders Loss
Payables and Mortgagees as their interests may appear in this policy or as shown on Certificates of
Insurance issued on behalf of the first named Insured and on file with this company, not less than:
1) Sixty (60) days before the effective date of cancellation; or
2) Ten (10) days before the effective date of cancellation for non-paymeiit of premium; or
3) Ten (10) days after the first named Insured cancels this policy.
Proof of mailing or delivery will be sufficient proof of notice.
d) This company will return unearned premium to the first named Insured:
1) On a pro-rata basis if this company cancels this policy.
2) At 90% of the pro-rata basis if the %rst named Insured cancels this policy.
7. Mort�agee and Lenders Loss Payable Interests and Obligations
The following is added to section G. General Conditions.
Mortgagee/Lenders Loss Payable:
a) Loss or damage, if any, to specified property insured under this policy shall be payable to each specified
Mortgagee and Lenders Loss Payable (hereinafter collectively called Lender) as its interest may appear, in
addition to the first named Insured or as the first named Insured directs.
b) This insurance as to the interest of the Lender sha11 not be invalidated by:
1) Any act or neglect of the debtor, mortgagor, or owner (as the case may be) of the property.
2) Foreclosure, notice of sale, or sirnilar proceedings with respect to the property.
3) Change in the title or ownership of the property,
4) Change to a more hazardous occupancy.
The Lender will notify this company of any known change in ownership, occupancy, or hazard and, within 10
days of written request by this company, may pay the increased premium associated with such known change.
If the Lender fails to pay the increased premium, all coverage under this policy will cease.
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c) If the first named Insured fails to render proof of loss within the time provided in this policy, the Lender shall
render proof of loss within sixty days after having lrnowledge of the first named Insured's failure in the form
and manner provided by this policy, and, further, shall be subject to the provisions of this policy relating to
Appraisal, Legal Action Against this Company, When Loss Payable and the time of payment and bringing suit.
d) Whenever this company shall pay the Lender for loss or damage under this policy and shall deny payment to the
debtor, mortgagor or owner, this company shall, to the extent of such payment, be subrogated to the rights of
the Lender under all collateral held to secure the debt or mortgage. No subrogation shall impair the right of the
Lender to recover the full amount due. At its option, this company may pay to the Lender the whole principal
due on the debt or mortgage plus any accrued interest. In this event, all rights and securities will be assigned
and transferred from the Lender to this company, and the remaining debt or mortgage will be paid to this
company.
e) This company may invoke this policy's Suspension clause. The suspension of insurance will apply to the
interest of the Lender in any machine, vessel, or part of any machine or vessel subject to the suspension. This
company will provide the Lender at the last reported address a copy of the suspension notice.
� All notices sent to the Lender shall be sent to its last reported address below.
Subject to tlus provision, loss, if any, under this policy will be adjusted with the first named Insured and made
payable to or as the first named Insured directs and to the following:
Lender Location/Interest
As their interests may appear in this policy or as shown on Certificates of Insurance issued on behalf of the first
named Tnsured and on iile with this company.
8. Contractors' Equipment
This policy is extended to cover Contractors' Equipment, The company's maximum liability for any one loss under
this policy will not exceed $14,931,905.
Actual Cash Value Valuation
The following paragraph shown in the General Conditions section, G. , Item 14, Basis of Valuation;
Adjustment of loss amount(s) under this policy will be determined based on the cost of repairing or replacing
(whichever is the lesser), at the time of loss, with materials or equipment of like kind and quality without deduction
for depreciation, except as provided in this �aluation section.
is amended to:
Adjustment of loss amount (s) under this policy will be deterniined based on the acival cash value at the time of loss.
The words "actual cash value" are substituted wherever the word(s) "replacement cost" are shown.
Applying to Contractors' Equipment.
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I. INDEX OF FORMS:
The following forms are made part of this policy;
Title
Standard Fire Insurance Policy
Declarations
All Risk Property Coverage
Business Interruption Endorsement Gross Earnings/Rents/
Extra Expense
Texas Special Mandatory Endorsement
Supplemental United States Certified Acts of Texrorism
Endorsement
Application of Policy to Date and Time Recognition
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Form No.
1677-A
S-1 PRO 3100
PRO AR 3100
PRO GE-EE 3200
6810
7312
PRO DTR 2400
Edition
(1/00)
(1/08)
(10/09)
(8/11)
(10/09)
(1/08)
(11/00)
Tota1 Premium including the United States Certified Act of Terrorism coverage: $222,707
Total Premium excluding the United States Certif"ied Act of Terrorism coverage: $216,707
Total Premium for the United States Certi�ied Act of Terrorism: $6,000
If the option to purchase coverage for the United States Certified Act of Ten•orism is elected, the Extension of Coverage
Sub-Lunit 17.A, will be amended to 17.A. $339,777,045.
Engineering Fees: $8,000
Applicable state taxes, surcharges and fees are not included in this proposal. Applicable state taxes, surcharges
and fees will he added to the invaice.
Any variations between this proposalletter and Affiliated FM forms versus your application are not provided,
This proposal expires 10/1/12.
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Location Schedule
1. Airport TemunaUHanger/Control Tower, 5000 & 5003 Airport Road, Denton, TX, 76207
2. Animal Control Office & Kennel, 300 South Woodrow Lane, Denton, TX, 76205
3. Kings Row Substation/Control Bldg, 1988 Kings Row, Denton, TX, 76208 .
4. Hickory Substation & Conhol Bldg, 101 South Bonnie Brae Street, Denton, TX, 76201
5. Locust Substation/Control Bldg/Portable, Near Myrtle & Collins Sireet, Denton, TX, 76201
6. Northlake 5ubstation/Bldg, 3400 North Bonnie Brae Street, Denton, TX, 76207
7. Jnn Christal Substation (Auport)/Conlrol Bldg, Jim Christal Road - E. of Eagan, Denton, TX, 76207
8. ARCO Substation/Portables, Blagg Road & Geesling, Denton, TX, 76208
9. Denton North Interchange (Substation)/Storage, North Locust St & Hercules Ln, Denton, TX, 76207
10. Spencer Road Electric Substation/Water Production/Utility Office/Parking, 1701 Spencer Road, Denton, TX, 76205
11. Pockrus Substation Bldgs, Pockrus Page Road & I-35E, Denton, TX, 76210
12. DCTA Intermodal Station, 604 East Hickory Street, Denton, TX, 76205
13. Old Firestation #1, 217 West McKinney Street, Denton, TX, 76201
14. New Cent�al Fire Station, 332 East Hickory Street, Denton, TX, 76201
15. Fuestation #2, 3309 East McKinney Street, Denton, TX, 76209
16. Fuestation #3, 1204 McCoimick Street, Denton, TX, 76201
17. Firestation #4, 2110 East Sherman Drive, Denton, TX, 76209
18. Firestation #5, 2230 West Windsor Drive, Denton, TX, 76207
19. Firestation #6, 3232 Teasley Lane, Denton, TX, 76210
20. F1eet Service Center/Traffic Control, 801 Texas Street, Denton, TX, 76209
21. City Hall, 215 East McKi.uney Street, Denton, TX, 76201
22. Emily Fowler Library, 502 Oakland Street, Denton, TX, 76201
23. North Branch Library, 3020 North Locust Street, Denton, TX, 76209
24. South Branch Library, 3228 Teasley Lane, Denton, TX, 76210
25. Civic Center/Pool, 321 East McKinney 5ireet, Denton, TX, 76201
26. Senior Citizen Center, 509 North Bell Avenue, Denton, TX, 76209
27. Denia Recreation Center, 1001 Parvin Street, Denton, TX, 76205
28. Northlake Recreation Center/#3 Pavillion/Softball & Football Concession Stands, 2001 West Windsor Drive,
Denton, TX, 76207
29. Center for Visual A�ts, 400 East Hickory Street, Denton, TX, 76201
30. Water Works Park, 2400 Long Road, Denton, TX, 76207
31. MLK Recreation Center, 1300 Wilson Sireet, Denton, TX, 76205
32. Solid Waste Services & Maintenance/Landfill Weigh Station/Household Hazard, 1527 South Mayhill Road, Denton,
TX, 76208
33. Hickory Creek Lift Station & Control Bldg, FM 2181 Old Alton Road, Denton, TX, 76210
34. Wastewater Treatment Plant, 1100 North Mayhill Road, Denton, TX, 76208
35. Peachtree Elevated Tank, Bell Ave & Peach Street, Denton, TX, 76209
36. High School Elevated Storage Tank, Riney Road, North of Hwy 77, Denton, TX, 76207
37. McKenna Park Elevated Storage Tank & Booster Station, North Bonnie Brae St & Scripture St, Denton, TX, 76201
38. Lake Dallas Pumping Station, 1/4 mile west of I-35, Denton, TX, 76210
39. Robson Ranch Wastewater Trhnt Plant, 5945 Florence Road, Justin, TX, 76247
40. Lake Ray Roberts Water Trtmnt P1antJPumping Station, 16525 Lake Ray Roberts Road, Aubrey, TX, 76227
41. City Hall West, 221 North Elm Street, Denton, TX, 76201
42. City Hall East (Municipal Complex), 601 East Hickory Street, Denton, TX, 76205
43. Equipment Storage, 804 Texas 5treet, Denton, TX, 76209
44. Goldfield Tennis Center, 2009 West Windsor Drive, Denton, TX, 76207
45. American Legion Bldg (South) & Annex (North), 629 Lakey Street, Denton, TX, 76205
46. Preserve Lift Station, 4109 Lakeview Blvd., Denton, TX, 76208
47. New Cooper Creek Lift Station, 1201 North Mayhill Road, Denton, TX, 76208
48. Denton West Interchange, Hwy 2449 - 2 miles W. of I-35, Denton, TX, 76201
49. Police Fuing Range, Airport Road, Denton, TX, 76201
50. Nurse's Clinic (Trailer)/Dry Storage, 901 Texas Street, Denton, TX, 76209
51. North Lakes Annex, 1117 Riney Road, Denton, TX, 76207
52. Soccer Office & Concession Stand, 3021A North Bonnie Brae Street, Denton, TX, 76207
Page 9 of 10
�' ���������i� # � ,
53. Electric Adini.uistration Building, 1659 Spencer Road, Denton, TX, 76205
54. Fire Station #7, 4201 Vintage Boulevard, Argyle, TX, 76226
55. Facilities Management, 869 South Woodrow Lane, Denton, TX, 76205
56. Fulton Rental Property, 1022 North Ruddell Street, Denton, TX, 76209
57. Alternative Fuel Island & Truck Wash, 1521 South Mayhill Road, Denton, TX, 76208
58. Denton Regional Medical Center, 3537 South Interstate 35 East Suite 317, Denton, TX, 76210
59. Engineering and Systems Operations, 1685 Spenser Road, Denton, TX, 76205
60. Airport LE5A, 4550 Swisher Road, Denton, TX, 76210
Page 10 of 10
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�ITY t�F I��NTC�N �'��AS
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P4L[CYHOLDER DISCLQSURE '
NOTICE OF TERRORISM INSURANCE COVERAGE
Insured Name: City of Den�on Date� 8198172
Accaunt N�mher: TBD
fnsurer Name: Affiliated �iVl Insurance Company
The Terrarism Risk Insurance Act of 2002, as amended and extended in 2005 and again in 2007,
gives you tt�e right as part of your property renewal policy to elect or reJect insurance coverage for
(ocaiions within the Unifed SEates or any territary or possession of the United States for (�sses
arising out of acts of terror€sm, as defined and certified in accardance with the provisions of tne
act,
YOU SHOULd KNOW THAT WHERE COV�RAGE IS PROVIDED FOR LOSSES RESULTING
FR�M CERT1FIEp ACTS OF TERRORISM, SUCI� LOSSES MAY BE PARTIALLY
REfMBURSED BY iHE UNITED S�'ATES GOVERiVMENT UNDER A FORMULA
ESTABLISHED �Y F�QERAL LAW. UND�R Th11S FORMULA, THE UNITE� STATES
G�VERNMENT GENERALLY PAYS 85% OF COV�R�D TERRORISM LOSSE$ EXCEED[NG
A STA7U70FtlLY ESTABLISHED DEDUCTIBLE PAID �Y THE 1NSURER R���I��NCED
ABOV�. AL.SO, THEitE IS A$100,d00,000,000 CAF� ON 7HE F�D�RAL AND INSUR�R
SHAI�� OF LIABILITY STATLI�G 7HA7 I� 7H� AGGR�GA7E INSUftED LdSSES �XC��p
$106,000,000,000 DUR[�IG ANY PROGRANI Y�A�i, N�IiHER 7HE UNf'C�q STAT�S
GOV�I2NMEN7 NOR ANY 1NSURER THAT HAS 1V1�7 f7S I�iSURER DEi7UCTIBL� SHAI�I.
MAK� 1'AYMENT OFt BE LfABLE FORANY PORTION 0� THE AlIfIOUNT 0�= SUCH I,OSS�B
THAT EXCEED $�OO,OOO,OOO,OOd. iHE f'Ft�MIl3M CHARG�D FOR THIS COV�RAG� IS
PROVIp�D BEI.{aW At�D DOES NOT INCLUDE ANY CNARCES FOR i"HE PORTI�N OF
LOSS C�V�F2�C7 BY THE FEDERAL GOVERNMENT UNDER THE ACT.
ACCEF'TANCE OR REJECTI0�1 OF TERRORISM INSURANC� COV�I�AGE: UND�R
FEDERAL LAW, YOU NAV� THE RIGHT TO ACCEPT 4R REJEGT TH15 OFFEFt OF'
COV�I2AG� FaR T�RR4RIST ACTS CbVERED BY 7H� ACT AS PART O� YOlJf2 R�NEWAI.
I'OLICY. i� WE DO NOT RECEIVE THIS SIGNED DISCLOSUR� �ORM PRIOR TO 7HE
RENEWAL POLICY EFF�CiIV� bA7� O� 14101/12, TNEN YOUR RENEWAL POLICY W[LL
REFLECT YOUf2 DECISION NOi' T� PURCHASE THE TERROR[SM COVERAGE PR�VIDEp
BY TH� AC7.
I hereby elect ta purchas� coverage for terrorist acts covered by the act
for an annual prernium of $6,000. This premium does not include
applicable taxes or surcharges.
I hereby ttecline this offer of coverage for terrorisf acts cov�red by the act.
Policyholder/Applicant Signaf�re
Print Name
Date
Coritractors' Proposal for Affiliated FM
Ali R�isl�. Prapertv Coverage .
�: ,���I�l��E� f��� prc� r,s,�ar�
All R�isk Properiy Co�erage
A. PERILS INSURED
Tltis poiicy insures agau�st all ris[ts of direct pl�ysical loss or damage to insured properly except as e�cluded itnder tttis
policy.
B. PROPERTY INSURED
This p�licy insures the following property, if showu ii� the declarations section, at 4r �vitlii» 1,000 feat of a descrlUed
Ioc�fion, miless excluded, that the itisi�red:
I. O�vns;
II. Operates;
Ili. Coititrols; or
IV. Is uuder tl�e obligation to iustire for ciirect physical loss or damage, to tfie extent of suc(� obligation.
1, Real Pi•aperty
Ifthis poiicy insni•es reai property it includes:
[
a) t�few construcfia�;
b} Additions tiuder constructioiz;
c) Aiteratious ai�d repairs fo buildings or slruclures; .
d) Ivlaterials, eqnipment and supplies for ne�v constrtiction, additions, buildiugs or strucfures;
e) 'I'emporary strachtres;
f} 14faciiinery, equipmeut, aucl fistures that are permaateutly aftached to the bnildit�g;
g} Yerso�ial properfy tl►at is used to m�tintain a• service ttte buildiug;
Ft) Ai�ove and velow growid pipes, Fnu1:s, flues Aud drains;
i) Buildii�gs or shuclures donated to t[ie Insured;
j) Helipads and associated attached eqiiipinent.
All if nof covered by ather insttrauee. Tltis poiiey also covers conEractors' interests in a) throtagh j) aUove to the exteni that
tiie insured I�as agreed, prior to loss, to keep sueh interests insured.
PRO AR 3100 (IO/09) Page I of 27
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2, Persoual Pro��crty
If#his policy i��sures persoual property, it inclFides:
a) ]viachineryand eqnip�ue��t;
E�) Sioc[c, supplias, and rxw matertaTs;
c) Fitr«iiure and fixt��res;
d) Eiectronic data processi�jg eryuipmeut; �
e) Processing watCr;
f} \4olds aud dies;
g} Outside pro�erEy;
ti) Tinproveinents and Betteiments in wl�icl� t6e Tnsured has an insurable inferesi;
i} Persoi�al property of directors, o�cers and employces of tl�e Iiisured, �v(tii te at a descriUed locatioi►;
J) The Insured's interesf in and lcgal liab3lity for properiy of others, �vhile at a descrfbed lacatimi,
C. ADDYTYOlV'A.r, C0�7ERA.GE
1. Eartlt lYlnvenient:
a) This policy is extended ta caver direct pltysiea( loss or damage to insured property ca2�sed b�� or resultfitg fi•om earfii
uiovement.
Liability for sueh lass or da,uage Uy earth moveaient wifl not exceed fl�e aouua[ aggregate snb-ltmit as specified in tiie
declzrations section iti any one policy year. Tt�is policy does not pay for ea��th u�avement comntencing beFoYe the
affectiva or a{�er the expiratiou date aud time oftl�is �olicy.
u} Tl�is coverage does not apply to;
1) Unnamed Lacatlo�is; and
2) �n•ors and Omissions.
Cove�age prnvided �y fhis exteFision is limited to property �vl�ite tocated witliiu: the fifty (SO} United States; bis{rict of
Columbia; Commoi�wealtl� of Puerto Rico; U. 5. Virgiit 3slauds; aud Canada.
2. riooa:
a) This policy is exte�ided to cover direct physical loss or damage io insured pro�erty caused 6y or resuttiug fiom Ilood.
Liabilily for such loss oc damage by flood wiil not exceed [l�e Aunttai u�regate sub-limit as specified iit the
declarations section in any otie po}iey year. T[iis policy does not pfly for flood commencing before the effective nr
after the ex�iratiou date and time of fhis poficy,
PRO AR 3i 00 (] 0109) Page 2 of 27
pt�Q �sfor�
b) This coverage does not apply to;
1) Unnamed focations; and
2) Ercors and omissions.
Covcrage provided by this extension is liuiited to �roperty while located tvftlitn: tl�e ftfiy (SO) U��ited States; District of
Coftunbia; Commotitti�ealtfi ofPuerfo Rico; U. S. Virgin Tslands; aud Canada,
3. DeUris Re�ioval;
Tliis policy covers tlie reasottable and necessary expei�se af removal of dei�ris &om a locatioti remaiuing as the direct
result of dit•ect pliysical Ioss or dautaga insuced by tltis poiicy to insured property.
There is no coverage for fltie ex�cnse ofremoviug or disposing of•
a) Contamivated uniusured property; or
b) The contaminant iu or an tu�insured praparty;
Wliether or siat tite cantamination resulted from direct physical loss oc da«�age insured Uy this policy.
Tliis Additional Coverage covers espe�ise to remove, dispose of or olean up ttte actual but uot t[�e suspecied presence of
CDIlfallllil�lli(�$�.
�, Properfy Removed from a Locafio�i;
This policy ca�ars insured praperty tivhen removecf from a locatian iu ordei• to avoid or prevent invnediately impending
direct physical loss or dai�tage insured Uy this policy to insured propeery,
This coverage does ��ot iiiclude property covered E�y otlier 3nsurat�ce.
Tl�is coverage applies for a pe�Iod:
a) Of 120 days from the date afremoval; Uut
b) Not 6Byoitcf t[ie termination or exl�iration dafe oftliis policy.
5, Protection �tnd Preservatiau of Propet•iy:
Tiiis �olicy covers the ceaso»aUte a�id necessary casts incurred to tempora�•iIy protect or preserve ii�sueed propei•ty, at a
iocatiai, in order to a�oid or preveut immediatefy impending direct physical loss or damage insttrecl by tl�is policy to
insurecE property.
Tiiis coverage cioes 3�of cover wsts incurred fo temporlrily proteet or preserva j�ropeity to avoid or preve»t immediaYeiy
impeuding }�l�ysical loss or damage covered by Sectiou D., Exte�isious of Coverage, Iteni I7. Terror(sm.
6. Decouiamivafiou Costs:
If i�tisi�red prope►•ry is conta�ni��ated as a direct resnit uf direct physical da�ti�age insured by tlYis poliey aud there is in
focce at the time of the lass any law or ordinauce regulat.ing contaminet9on dae to the achial bnt not the suspected
preseiice of conta�ni�iant(s), tlicn diis policy covers, as a direct resnit of enforcement of sucl� 1a�v or ordinauce, tlie
increased cost of deconfa�nination aud/or rejuoval of sucli contaminated insured property in a manner to satisfy sueli
l�tv or ordinauce. Tl�is Additioual Cover�ge applies only to t[i�t part of i►tisared properfy so contauiivated due to the
I'RO AR 3100 (10/09) Page 3 of 27
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actual btit �zot the suspected preseiice of coiitattttnanf(s} as a direct result of c�irect pliysienl loss or damage insured by
�� this l�olicy.
There is no coverage for tUe e.cpeuse of removi�3g or disposing of
a) Contaiui�sated uuinsured property; or
U} The contaminani iu or on uuinsured property;
Whether or notthe cotifamivation res�ilts fi�on� direct pi�ysicai loss or damage insured by tltis policy.
D, EXTENSIONS OF COVERAGE
1'he foltotving coverages apply, subject to ktte terins and conditions of this poliey, and to the exteut sl�otvn in the
declarations sectinu.
1, Fire Figliting Matcrials aud E�tpenses:
This policy is extended to covee espenses;
a) Tncttcred by tlte lnsured to replaca fira extinguishing materials:
1) Lost;
2) E�peuded; or
3) Destroyed,
� aud
b) For fire-fighting expeuses uicurred by or im��osed upou fi�e Insured in connectio�� �vith itisured propetfy.
There wil] be no coverage for cl�arges lncnrrec! for false alarin,
2. ProfessionAl Fees:
This policy is exteitded to cover tlie reasonable fees paid to:
R� AACIItOPS�
�l� �CCQi111t�111t5�
c) Architects;
d) �ugineers; or
e) Oti�er profession�ls;
For produciug aud certifying particnlars or details of the Ins��reci's bnsiness �u order to determine d�e amount of [oss
payahle tuider this poliey.
There�vill be no wverage for tlie ey}�enses of
a} Attonieys.
b) Publie adjusters, loss appraisers, ]oss consu[tanfs or auy of thetr snbsidiaries a• associated entities.
PRO �12 3100 (10l09) Page 4 of 27
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c) Tlie Fi�sticed's o��ni employees.
i
3, ExNediti�ig Expenses;
a) This palicy is extended to co�er Expeditiitg Expenses whicii are t1�e reasonable and necessary cosfs to;
1} Makc te�uporary repairs to; or
�) Bxpedite the permanent re�air or r•eplacement of;
Insnred Uro�ert�� that iias sEistained dii•ect phl�sical loss ar dau�age insured by this palicy,
b) Expeditiug Expenses do not include:
i} L�rpeuses payable elsewliere in tliis policy; or
2} Tl�e cost afperm�nen4repair o�• replacement,
4. Trees, Slu•ubs, Plaiifs a�td Lafv�as:
This policy is exteudect to cover di�•ect physical loss ar damage to:
a) Trees;
b) Slzru6s;
c) Pfants; and
i
(�} r.A��RlSy
Bynamed perils.
5. Pa�emeuts anc� Roadw�ys:
Tliis poliey is extendecf fo cover direct pliysicai damage to:
�) Pavemeuls; aud
b) Road«�ays;
By named periis.
6. La�yd au�l Water Clea�i Up �xpeiise:
This policy is estended to cover tlie reasoE�a�le aud necessary expeuse to remove, dis��ose of or clean up the aetua[ Uut
not the suspected presence of cmitamiitnnfs fi•om land or water at a loeatioii, tvl�eii sticli laud or zi�afer is containinafed
dua to direcf pliysica] damage insured by this policy.
3'I�ere wiil Ue no coverage uuless sucli eYpenses are reported to tl�is company n�ithin 180 da}ls of tlie date of direct
�liysical da�nage.
YRO Alt 3100 {LO/09) Page S �f 27
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7. Insfallatkou Floater:
Tl�is policy is extended to cove�:
a) I�faterials;
b) Equipiue�it;
c) Macl�inery; a»d
d) 5i�pplles;
Designated by the Iusut'ed for use in constructioit ar instatlatiai projects at locafions otl�er than described Iocations.
Coverage begins at the ti�ne covercd property arrives at the site of installatio�� and e�ids �vhen;
a) The interest of Ute Insured ceases;
b) The property 1�as Ueeu acce��ked Uy the o�vner or purcl�aser, or
c) Tl�e policy e:cpires;
Wliicl�ever occt�rs first.
Coverage provided by tf�is extensiou �s limited to prflperty �vt�ile located `vithin: d�e fifly (SU) United States; District oF
Columbia; COn1tl1pl1Wealtfi ofPuerto Rico; U. S. Virg3n Islands; aiid Cai�ada.
The specified sub-limit for tliis eYtension of coverage is the maxiinuin a�uouut pa}�aUle in any o�ie accurreuce
regardless af tl�e nnmUer of iocations, eoverages or estensions of coverage. The stiU-liu�it for tliis extensio�t of coverage
cannot Ue contbined wit[i any other suU-limits in tiiis �oticy.
8. NewIy Acquired Pra��erty:
ihis policy is exteiided to cover property that is uewly acquired,
Tltis coverage termiitates:
a) iVhen the newfy acqt�ired �roparly is reported to dtiis cotupany; or
b} t20 days afie�• il�e date ofacqttisition; or
c) At tUe terinination or ehpiration oftlils policy;
Wi�icliever occurs �irst,
Tltiere wi[I be no coveraga provided under this extensiai for property while iii tr�t�sit.
Coverage provicied by this exteusion is limited to property wliile locafed tivitliin: the fiiiy {50) United States; District of
Coltunbia; Commom�ealtli ofPuerto Rico; U. S. Virgin Isla►�ds; aud Canada,
The speci�ied su�-limit for ttiis exfensio�� of cove�•aga is tlie it�a�:i�jiiim amolmt payaUle i�t any one occurrence
regardless of the number of locations, coverages or e�tensions of coverage, Tlie suU-limit for tl�is exteiision of eove�•a�e
cannof l7e con�biued �vitii any otl�er snb-liiuits in tliis policy.
PRd AR 3t00 {10/09} Page 6 oP 27
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9. Uunauted Loca#ions:
Tliis policy is exte�ided to cover ii�sured property;
a) At a place othe►• tl�an a desct'ibed loc�fiov, a 3�Tewly Acquired t'roperty, or a�� IustallationFloater locatioit; atid
6) Not otherwise insured, including Uut nok [iu�ited to;
1) Stock Stored Of�-Site;
2) Property at Exlsibiti oiis;
3) Salespersons Saaiples; ar
4) O�ce, Ivianufacturin� and Other Equipmeut Off Site.
There tvill l�e no coverage pravided uuder tliis exfeiision for propei�fy in transit.
Co��erage provided Uy tl�is extension is liniited to property�vhile located wltl�tn: tEie fifty (50) Uuited Sfates; District of
Columbia; Commouti��eald} of Paerto ttico; U,S. Virgin Islai�ds; and Canada.
The specified sub-Iiuiit for tl�is extension of caveragc is t(�e �uaxi�i�um ao�ount payal�le in aiiy oite occw�rcuce
iegardless of tlie nntti�i�er of locafions, coverages or e:cfeusious of coverage. The sttU-limif for this exte�tsio�� of coverage
caimot ba combiued with any otl�er sub-iimits in tlsis policy.
10. k�ine Arts:
This policy is extended to cover fiue arfs at u Iocation.
There �vill be no coverage for:
a) Breakage of�ny fi��a arts uniess Uie breaka�e res�tlts fi�on� a named peril.
u) Loss or da�nage to any fine arfs as a resnit of restoring, cepairing or retouel�ing processes.
ii. AccouutsReceivable:
This policy is exteuded to cover amounts due the Insured from customers, �vhicl� the Tnsw�ed is unable to col[ect, as a
resu(t of direct pl�ysical lass or damage i�isared by this policy to accounfs receivable records.
Coverage it�cludes:
a) Interest cl�arges ou ai�y loan to affset impaired collections pe��di�ig repayment of swns that can not Ue collected.
b) Collection e:cpenses iii s:ccess ofnor�nal collection costs,
c} Other reasotia�ie eYpenses incurred by the Ti�sared in recreating records of accouirts receivahfe,
12, ValuablePapet•s an�l Recot�ds:
This }�olicy is e�tended to caver valt�nUIe papers and records,
�RO AR 310d (1d/Q9) Page 7 af 27
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13. �lech•onic Dafa Pracessiug {EDP)1VYedia a�id Dafa:
Tl�is polIey is exte►�ded to cover:
a) EDP media; and
U) EAP dafa.
14. De�noTitio�► auc� Iucreased Cost of Consf�•iECiion:
a) Tliis policy is estended to cover t(ia foliawit�g when incurred by the lusured as a direct result of enforcentent of a law
or ordivaiics, ►vtien tlie la�v or ordinance:
1) Regulates tlte dentolition, consh•pction, repai�; replacemeut ort�seofhuildi�igs or sh�tctures;
2} ls enforeed as a direct result of direct physical loss �r damaga insitred by tltis policy at a loeation; and
3) Is in force at tl�e tinte of sttch loss or damage.
b) Co�erage is provided for:
Ytem A: The reasonable aiid uecessary cost to replace, wItli ��iaterials of lika kind anc3 quatity, tl�e �liysicalfy
tuidantaged portions ofthe insured Uuildings ar structures �vhen ttiose portions are demotished;
Iteiu B; The reasouaUle and neeessa�y cost to demolish aud cleac a»y pl�ysically undamaged portions of the insured
6uildiugs or sG•uctures;
Ifem C: The �•easo��able a�id uecessary cost iucurred to actualty rebuild t[ic pliysically d�maged and the niidamaged
portion, Svltetfier or not 8emolitiou is rec�uired, of sucli insnred buildiugs or sh•uc#ures with materials aud
ii� a manver to comply wiEl� the muiimttm requirement of the law or ordif�ance;
ifem D; The iiusiuess Interruptlou (if coverecl) loss during tlie additional time requu•ed for makin� the changes to
tlie building a• struch�res in coverage A, B and C a6ove.
c) Tiiere �<<itl be no coverage for:
1) �1ny cost incurred as a direct or indirect result of enfarceiuent of au}� law o�• ordinance regulating auy fortn of
co�itauiiuntian, or fwigus, mold or milclew.
2) Auy cost iucttrred due to auy Ia�v or ordinance ��rith ivhich tlie Insured was legally obligated to comply prior to
the time of Uie insured dieect p[►ysieal loss or damage.
3) U�caut or Unoecupied Locations suUject to the terms aad conditious in Section Cx, General Conditions, Item 7.
15. Errois ayid Omissious:
Tl�is policy is extettded to cover direct ph3�sical loss or dainaga that «�ould not be payaUle solely bacause of au error or
uni�itei3tiana] omission:
a) in the descriptio�f or address of a property, ifysured by tl�is pnlicy, �i�l�iclx existed: at the incepfion dafe of this
policy; or in any subsequent auieudments to this poiicy.
b} TEtrougft failure ta i�iclude any iacation:
PRQ AR 3100 (10/09) Page S af 27
pro ,r,�ro.r�
1) Onned;
2) Occupied; o�'
3) Ne���ly acquired;
By tiie fiisured at die inception date or dur+iig the ternt oftl�is policy.
c) �'Vl�icit resalts i�i c���cell�tion of insured properiy u��der this policy.
Cove►•age applies to tlie exfeut this policy would httve provided coverage, had the error or nnintentional amission not
Ueen made.
7ltere �vill ba uo coverage:
a) If coverage is found in �vhotc or in part else�vhere i►� tiiis po{icy.
b} Due to any error or uiti�itentional omission ui t[ie declaratiou of values, or in the description of the type of eove��age
or property.
Coverage provided by this extensio�t is liniifed to property �viiile located ��ntl�i�: tlte fiity (SO) United Sfates; District
of Columbia; Conyiilon�vealtli of Pnerto Rico; U. S. Virgin Tslauds; and Canada.
1.6. Tra�isit:
a) This poficy is exteuded to cover klie followiug persoval properly, not oilier�vise esctuded, w(yile in teansit witliin t(te
�ii�y (50} U►i�fed 5tates; District of Columbia; Counnom��eaith of Puerto 12ico; U. S, Virgin Tslands;lnd Canada:
1) Persaiai property o�ti�ied Uy the Lisueed,
2} Persoizal property of oEliers to tlte extent of tl�e Tnsured's interest ar legal fiability tvhile iu tlze actual or
consh•uctive custady oftlte Instued,
3) Persoi�a( propar[y st�ipped to others on T'ree ou Board (F'OB), Cast and Freiglit (C8cF), ar similar terms. Tlie
Insured's coufingent interest in such sl�ipinents is admitted.
U) TIi1s exteusion includes:
]) Directphysical loss or dau�age to i��sured property occasioned Uy:
(a) Accepta�ice of fraudulent bills-of-lading, sl�ipping or messeuger recelpts hy tfie lusured, Insured's ageut,
cusiomer or consignee(s}.
(b) Any ttuauttiorized persou(s) re�resettitiiig tliemselves to be the }�ro��er pa�•t��(ies) to receive tlie praperty for
shipn�ent a• to aceept itfar delivery,
2) Geueral average and sa[va�e chTrges on shiprnents covered �vh ile �vaterUorne.
c) There will be no coverage for:
1) Praperty sl�ipped by mail.
2} 5hipments by air uuless made via regularIy scl�eduled airlines.
3) 1Vaterborne shipmei�ts via the Aana�na Canai or �vaterborne ship�ne�zts to and froui;
YR� AI23100 (10109) Page 9 oF27
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(a) Alaska.
(b) Ha�vaii.
(c} Comrnoutivcaltli ofPuarto Rico.
(d) Virgiu Tsfands.
4) Any transporting veliicle.
S) Property excluded elseti��l�ere in f1sIs policy.
d) Coverage vegius:
]) T��•om the tiEne tlie property leaves tije ori�inal poiut of slsipment for tlie com�nencement of fransit; and
2) Continuously in the due conrse of fransit;
Until delivered at destination.
e) Additional excltTSions, conditions aud provisions:
1) Coverage is exc}uded for auy consequential ]oss beyond the direct pl�ysical loss or daivage to the insured
properry.
2} Coverage is excluded for property insured under any in�port or export ocean marine insurance, Coverage on
export sl�ipmeiits uot i»sured uitider ocean mariue palicies does uot eYtend beyond U�e tiuie ���hen #he property is
loaded on bolyd ovei•seas vessel or aircraft. Coverage on iiuport sliipments not insm�ed i�nder oceau cargo
policies doas �iot attacli ntitil af�er discl�arge from overseas vessel or aircraft.
3) Perinlssion is granted to t[ta fusured, �vitliout prejudice to this insurauce, to accept ordiitary Uilis of lading used
by carriers, iuciudii�g:
(�) Released ancUor tu�der �alued bi11s of tading.
(b) Sltippiug or uiessenger receipts.
4) Tlte Tnsured �nay �vaive suUrogatioii agaiust ruih•oads under sideh•ack agreements.
S) The tusured may uot euter into any s�3ecial agreentent with carriers xaleasing them from their cammou law or
stahttory liability.
17, Terrorism:
1'his policy covers direct pltysical loss or da�uage to it�sured properry caused �y or resulting fro�n terroris�n, but only
at a described laeation(s).
Any act wltich s�tisfies tl�e definition of feri�orfsm �rpvided i�z Section H., Definitiat�s, or i�� a��y terrorisni
endorsement to this poiicy, �vill nnt be considered to be va�idalism, malicious iniscliief, riot, civii commotion, or a�iy
otlter risk ��dtich may Ue covered etsewhere in this }�olicy. Amounts recoverable under Yi�is exteusiou are exeluded
from eoverage elsewttere in this �olicy.
ifairy Busiitess Interruption E�idorse�zteitt is part of fhis policy, any coverage provided by any such endorseinent or by
airy estensiot� of sucli coverage tivi11 nof apply to any loss resulti�ig froui tiie netual casl� value portion of direct
• pt�ysic�l loss or damage by fire caased by or resulting from terrortsm.
PRO AR 3100 (10/09) Page I p af 27
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Tl�is e�tea�sian does i�ot cover loss or dam�ge �vl�ich 21so conies withiu the terms of Seciiou F., Perils Excluded,
Group I, Ite�u 2,a}, or Section F., Periis Excluded, Group 1, Item 2,c).
Tiiis extension does noT in auy event cover loss or dantage directiy or indirectly cat�scd by or resulEing from auy of tUe
falto�ving, regardless of auy otlier cause or event, t�rhetlier or not insured uuder this pot�cy coniriU[tting coi�currently or
in any othei• sequence to ttie loss:
a} The use, rele�se or escape of nueiear materials, a• tE�at directly or indirectly resuffs in nucleai reaction or radiatio�i
or radioactiva coutaiui��ation or tltat involves the discltarge, explosio�t, or use of auy nuclear device, weapon, or
material employing or involviug »ucIear fission, fiisio►�, or radioactive focce, ��diether itt fin�e of peace flr wa�•, aud
eegardless of�vtto com»iits tiiexct; or
h) The dispersal ar app]ication of�athogenic or paisonotts hiological or cheinical materials; or
c) The release of pat{togeuic or poisonous biologicat or cl�emical t»aterlals, and it appears t6at one;nirpose of tlie
terrorism was to release sueta materials; o►•
d) Action taken to preveiit, defend agauist, respatd io or retaliate againsf terraris►u or suspected terrarism,
18, Fungus, Mald or Mildew:
This policy is ex#ended to cover tite direct pEiysical ]oss or damage io insured property causec[ by or resultit�g fro�u
fuogus, moid or mildew, �vheu fuugus, mold or milde�v is tl�e direct result ofd'srect physical loss or damage instired
by tliis �olicy. This coverage i�iclitdes any wst or expense to clean up, retnove, contain, treat, detoxify or neutralize
fuugus, moid or nillclew from insarecf proper[y rest�ltiug fra»> stteh loss or damage.
19, Deferred Paymeut:
s} This policy is exkended to cover tlie Insured's fiva��cial interest in personaE property that l�as Ueen sold Uy the
Iusured under; writteii lease, installme�it sale, deferred paymant, or conditional sales coi�tract, if such property
sustains direct physical loss or dnmage insured Uy tliis policy aud anly to the esient the Insured is iu�able to collect
the unpaid �afai�ce of sucli i�iterest.
Tltis instu'a»ce attaches fi•oni the tiu�e the property is sold or Ieased iintil tiie ]nsured's fivaucial interest in it has
ceaseci, or the pollcy ter�ninates or expires, �vl�iciiever is first.
b) The finaucia( 'vrterest is limited to the lesser of the following;
1) Tlie fotal amonnt of unpaid instathuents tivitls respect to pi•operty descr3�aed in paragrap[i a. aUove;
2) The exteut of ti�e Tnsured's financial interest hti ]eased properiy;
3} The actual c�sh val�ic of tha property nt tlie time a»y loss or damage occucs;
A) The cost io repair or replace the propecty with material of [ike kind and qi�ality.
The section F., Perils Excluded, Group I, e�ctusions are amended as fotlows as respects beferred Pa}'inent Coverage.
The following wordi��g is addcd to the Group I Exclusions:
Tl�eft or conversion by tlie 6uyer of tlte }�ropei�ty after tl�e bttyer lias faken possession of such l�roperty.
Caverage pravided by t1�is extensio►� is 1'vi�ited ta property`��hile locatcd ti��itl►iii; tlie fiiiy (SO) U�fited States; District
of Co[umbia; Common�<<ealth of Paerfo Rico; U. 5. Virgiu Islands; and Canada,
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20. Off-Premises Scrvice L�tera•i�ptiou -- P�rope��ty Damage
This policy is e�tended to cover direct physical Ioss or damage caused by or rasulting fi�om t[ie interrnption of the
follo�ving incoming and otitgoing services, Tlie iaterruptiou of snch services tnust be Uy reason af avy accidental
evenf at tf�e facilities ofthe service provider(s) located �vitfsin this policy's territory,
Covered ser�Ices are iucoming electric, gas, fuel, steani, �i�ater, refrigeration, and outgoiug sewerage.
Tl�ere will be no cavei•age for: deliberate act(s) by t[ie supptying utility to shed toad to mainYaiu systam integrity,
Uusiness [�iterrvptton, flood or earth movemeuf �vhetlier or nat such coverage is provided elsew�iere in tl�is policy,
aud airy loss resulting from �>i�ysicat lass or damage to pra�erty caused by or resutting from terrorism, Resultaut aud
wncurreitit interruptions will be cousidered as one event.
Zl. Arso�i or TJie�f Rewaa�d:
This po{icy is eactended to cover payment of any retvard offered on the litsi3ced's bel�a(f for informatioit that leads to
co�ivictiou of ti►e perpetrator(s) of•
a) Arson; or
b) Tlteft;
To insured properry.
This compauy's total liaUility for any one occurrence wiil not exceed tl�e lesser of:
a) The sub-limit of liability slio��ni in t(ia declarations sectiou; or
b} Ten Percent (10%) of tlie direct physical loss or damage to insured property.
Tl�is eompauy's pay�nent of this re�vard �vill not increase regardlass of the number of infoi•ntants providivg
information that leads to a carviction.
Tl�is coverage dces not cover payuient of auy re«<�rd offered on die Tnsureds beh�lf for infonnatiot► tl�at leads to tlie
canviction of the perpetrators of terrorism �vltethei dircct or iudirect.
22, IV.�ouey and Securities;
Tl�is policy is e:cteuded to cove►• direct physical loss or da�uage to money �ud seem•ities by fire, expiosion or sEarinkler
leakage.
23, Locics aizc� T�eys:
This policy is estendect to cover tl�e re�sonaUle anci necessary expense iucurred by the insured for replacina locks aiid
keys resultiug fi•omtfie direct physic�l loss oE• damage insuceci bytGis policy.
Coverage i�icludes tfie actual cost to replace, adjifst oe repragram undamaged Iocics to acce}�t new keys or enhy codes,
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24. Te�iaiyts Legal LiaT�ility auc� Expc�isc:
This policy is estended to cover direct physical loss or dan�age by named perils to that �art of Uuildings ofotl�ers,
inclading pennaueiitly ntt�cl�ed builditig fixtures, leased to aiid occapiecf by tiie Insured at a dascri6etl loc�tiai� to tlie
extent ofthe I»sured's Legal liflhility for suelz loss or damage.
Coveragc provided by this extension of coverage includes the follo�ving as respects a�ry suit a(legii�g Ipss or
dainage to ti�at pact of such Uuildings of others leased to aiid occupied by tiLe Ti�sured. Tlte follo�ving are wit��in �Eid
�iot in addItiou ta Qtie suU-li�uit of IiaUility:
I) Reasonable expepses of defeuding the b�sured against outy that part of any suit allegi��g such plrysicai loss or
damage to that part ofsuch bnildings of others Ieased to aud occupied by the Insuced;
2) Reasovable eY}�eiises Licurreci Uy this coiupany, this compauy's proportionate sliare of costs taxed againsttt�e
I�is►n•ed in auy sttit, aud tltis couipa��y's proportionate share of interest accrning �fter entry of judgment until
this company lias paid, tendered or deposited into court its proportionate share of sttclt judgmeut;
3} Reasouab(e expenses, otiier khait loss of earnings, incurred at t[iis compauy's request.
U) Additinnal exclusions:
Tl�is estension does not cover;
1} Any loss rasultiug fi•om physica! loss or damage to any propecty caused Uy or resalting from terro��ism, flood
Ol' C:1TfIl Ill0'�'C1llClit.
z� �TCO!'S fllt(� O11715S101iS�
3) Any legal liability for loss or damage assumed by the Ittsuccd under any coutract or agreement, whether oral or
written, expressed or fmplied; and
�t) That part of a�ty settleme�yt by tl�e Insured to w(ii�lt this campany has not giveu its �rior writteu conseitt.
c) rldditional Provisions:
1) TILe specified sub-Iiiuit is tlte matimunt a�nount �a}�aUte i�� auy aie occurreuce regardless of thenm�iber of
locatious, coverages or e�:tensious of cover�ge. The suU-limit for this extensio�i of caverage caunot be
comUined with any ot[ser sub-li��itts in tliis policy.
2) Tliis company 3nay investigate, negoti�te and settle any ciaim or suit as this conzpany deeins e�pedient and
will uot be obl igated unde�• Qiis coverage for fa+ture to settle for auy amounf within the remaining suU-limit of
]iability,
3) Tliis company may pay, tender ar deposit Into courE tl�e reivainii�g suU-timit of liability in full satisfaction of
ifs liability tuider tliis coverage, Tnd tlierehy tern�inate auy fiirklicr liabflify for auy amowit in paragraph a)
above.
25. Soft Cosfs for Prapei�ty in the Coursc of Cot�sti•uciio�i/Reuovation:
This policy is extcuded to co��er saft costs as a resulk oPdirect physical loss or damage susured by this policy to
insured properly 1t Iocations undergoing alteratIons ar additions to existing property and properry in the coi�rse of
constnictioiz, Tiiis coverage applies frot�i the time of such physical ioss or damage untii the property is restnred ta the
, samc aegree of eompletion as existed prior to the plrysical loss nr damage Uut for no more than 365 coi�secutive days
fi•om the date of sncl, ptiys'scaE loss or dauiage.
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E.PROPERTY'E�CLUDED
Tliis poficy does uot insura tiie followIug pro�er[y unless coverage is speciftcally inclpded iu Sectiou D., Exfensions of
Coverflge, or eEsewltieee iu tliis poliey:
l. Lancl, ���te�•, or aiiy substauce iu or on land, paveu�ent and s•oadtvays, trcas, sliruUs, plants and latu�is, growiifg crops or
standing ti�uber, nud animals.
2. Bridges and tunnels used for veliicufar traff[c, reservoirs, canals and dams. �
3. Docks, piers, and �vharves whicli are �iot a structurat part of tlie Utiilding.
�i. I'urs a�id fur garmeuts; je�vels, feweEry, �vatches, pearls; precious aud seu�i-precious stones, gold, silver, p[atin►un aud
otlier precious yuetals aud alloys; al} fo�• loss cansed Uy tltieS. This exclusion does uot apply to precious metals and
precious stoizes used by the Ii�sttred for iudusfrial purposes.
5. Currency, money, notes, securities, accauuts, bills, tickets, takens, evidences ofdebt.
b. Eiech•o�tiic d�ta processing u�edia and dafa, valuable 1►apers and recoj•ds, a�id fiuo ai•ts.
7, Iv�otor vel�icles llcensed for liigh�z=ay use or o«�ued by officers, patienfs aud employees of the (nsured.
8. Safellites, aircraft, and �va#ererafi; except if on land, nnfiieled, mauufacttu•ed 6y t6e Insured, nt a locafiou and prior to
being sold.
9. Persoi�al pro�erty so2d Uy the Tnsured tutder condiEloi�al sale, tcust agreement, installmenf paymen4, or deferred payitteitt
plan after delivery fo Aze ciistonter.
10. Personfll properiy in fhe custody of tlte Insttred acting as a warel3ousetuatt, bailee for hire, or carrier for hire.
] 1, Undergrouud mines, caverns, and mining property �vitliiu the faregoing.
f2. Property �vl�Ile iu trausit.
F. PERILS EXCLUDED
GROUP r. This policy does �ioY ins�u�e agaiust ioss or damaga caused directiy oc indirectly by or resulting from aiiy of
tlie follo�ving, Loss or d�uage is exclndec! regardless of any other cause or event �vl�etlier or uot ins�u•ed under tl�is policy
that wutributes coneurrently or in auy sequence to the loss or da►nage.
S. Nuclear reactioE� or miclear radiation or radioactive contatt�ination. Ho�vever:
:�) if �hysicai damage byfire or spriukler leakage resutts, ihen only that resulting damage is insured but not iucluding auy
toss or dnmage due to nuclear reaction oe nucle��r radiltioii or radioactive contatuivatiou.
b} 'Fliis �3olicy does insure agai�ist pliysical loss or d�nage direcily caitsed by sttdcle�i and �cciHeuta[ radioactive
co��taminaGon, includiug resuIkaut radiation dantage, frotn material used or sfored or from processes coiiducted at a
locallon, provided tliat at tl�e tiiue of such loss or damage tliere is iteither a nuclear reactoe uor any ne�v or used n2iclear
fitel at tlte ]oration. Such coverage does not apply to any acY, loss oe daoiage excluded in Section F., Perils
Excltided, Group I, Itent 2.�.
TI3is exc(usto�i aud Elie exceptions iu 1.a} and b) above cfo not appty to any act loss or dani�ge «�tich also comes
�vitl»n thetenns of Secliou F., PerilsExclucfed, Group Y, rtem 2.U}.
pR0 �t3100 (10109) Page 1� of 27
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2. a) Nostile or wartike actio�� in time of >>eace or war, includiug act[ou in Itiindering, cotnbatii�g, or defending agaiust an
�� actEial, itupending or expected attack by:
1) Any goveriunent or sovereign power (de jure or de faeio);
2) Any Enilitary, navaf or air forccs; or,
3) Any agevt or autlsorify of any party specified iti 1) or 2) above.
i�) Discharge, explosion, or use of any nuclear device, ��eapois, or maieriat employing or involviug izuclear fissian,
fusion, or radioactive force, �vl�ether iu tiaie of peace a• �va�; and rega�•dless of wl�a commits #he act.
e} Lisurrectia�, reUellion, revolution, civil �var, usurped powe►; ar actlan taken by goveromental at3thorit}J in l�iuderiug,
combating, or defencling against sucli au aveitt.
d) Seizure or destruction tmder qaarat�ti�te o►• custoE�ts reg►tlatia�, or ca��fiscation by oj•der of govern�nent or pttblia
authorily.
e) Risks of contrabaud or iltegal n•ansportatiou or trade.
� Teyrorisiu, including action faken to prevent, defend against, res�ond to or retaliate agaii�st terrnrisnt or saspected
terra�•isiu, except to the exteut provided itt Sec#ion D,, �xtei�SionS af CpVerage, Item 17. Terrm•ism. However, if
direct pliysic�t loss or dauiage by �ire rasults fro�n any of these acts (unless coiu�uitteci by or on belialf of tl�e
i��snred), attd if the staYUtory law of t(te jurisdictto�� in �id�icG the physical loss aecurs reyuires coverage for sucli
direct pl�ysicflt loss or damage Uy fiee, theu tl�is policy cot�ers only to tiie extent the acEual casls velue of the
resultiug direct loss or damage Uy f re to i»sured propecly, T1�is eoverage exception for such resultiE�g fire loss or
da�it�ge does uot apply to:
1) Direct foss ar damage Uy fira wl�icli resiilis from any otlier applicaUla exelusiot� in tlie policy, includitzg #ha
discharge, ex�Iosion or usa of any uuclear device, �� eapon or materiai employing or involving n[tciear f�ssion,
fusio�i or radioactive force, �vhether i►� time o€peace or tvar and regardless of who coi��uiifs t(�e act.
z) Atry coverage provided in auy Busiiiess Interruption Endorsentent, if any, �vl�icl� may be a pa�•t of this �olicy,
or auy esteiision of snch coverage, or to any other covarages provided Uy this policy.
riny act ���hich satisfes tl�e cte�iuitfoiti of terrorisui provided in Seetion H., Definittons, or in any ferro►•is�ii
eudorsemeitt to this policy tvill ��ot be considered to be vaucialisin, maliciovs miscltiief, riot, civil cotnmotion, or
auy od�er risk of physical loss or dan�age wliicll may Ue covereci efsetvhere in tiiis policy.
If any act whiclti satisfies tiie dcfinition of fercarism provided in Secfion H., Defiuitions, or in any terrorisiu
endorsement to tl�is policy, aisa comes witiutl tiia terms of Sectio�i F., Perils Excluded, Group i, Ttem 2.T.), tl�ei�
Section F., Perils Exclnded, Group I, Ctein 2.a) ��plies iu place of tliis exclnsion Section F., Yerils Excluded, Group
I, it���� a, fl,
If aity act wt�icli satisfes the defiuitiou of tcrrorism provided in Sectio�� H, Definitions, or i�z Tny terrorfsm
endorsement to this policy, also conies �vithii► the terins of Section P. Perils Excluded Group I, Item 2,6) the��
Secliou F., Perils exctttded, GrouN I, Ttem 2.U) a}�plies in place of this exclusion Seefion F., Perits Bxeluded, Gr'oup
I, Item 2. fl.
If any act which satisfies tlie defitution of te���•orism provided in Section H, Daftuif.ions, or in an}r terrorism
endorsement to tlus policy, also canes witl�in tl�e tenns of Section F. Perils Excluded Group I, Item 2.c) t[ien
Seetiou F., Pe�•ils excluded, Grottp I, Item 2,c) appltes in place of this e�clusio�i Sectioiz F., Perils Bxcluded, Group
I, Ite�u 2.�.
Tf any act excluded l�ere3n involves nuclear reaction, nuelear radiation or radivactive contaminatiais, tl�eu tl�is
exctusion Section F., Perils Cxclucieci, Group I, Item 2.� aNplies iit place of Sect'loiz �., Perils EYClttded, Grou�� 1,
Item I.
PRO AR310D (10/09} Page 15 of 27
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3. Loss of market; foss of use; dai�tAge or deterioration a�ising fi•om any deli�y, �j�hetller such delay is caused by a peril
f insured against or athe�•tv3se; loss caused Uy any legal groceeding.
4, aj Mis�ppropriation;
b} Conversion;
c) Lifidality; or
d) Auy dishonest act;
Wi�ether committed afone or in collusion �vit{i ottiers at any Ume, on the part ofttte Insured or any additional interest,
employeas, directors, offlcers, or age�tts of tlia l�isured, or auy person to wlton� the property niay lse entrusted (bailees
for hire excepted). A��illfiil act of destructiou comnutfed by employees of tfie ]nsttred or ottiers listed aUove, a�ithout
the laiowledge af the Iiisured, resnitin� in physical damage, is covered, 5udi coveraga does not ap}�ly to m�y act
excludeci in Sectioii F., Periis Excluded, Grou� I, Itetn 2, �. However, tl�eft by einployees of tlie lusured ar at[�ers Iisted
aUove is tiot covered.
5. a} Unexplained Ioss, mysterioirs disappearauce, or loss or s[�ortage disclosed on taking inventory; escept thai this
exclusion zvil! not apply to proparty while in tiee custady of any 6ailee.
b) T1ie voluntary �arting tividi title or possession of property if induced by any fraudule��t act or by false pretence,
This exclnsion does i�ot apply to coverage provided in Section D,, Extensions of Covarage, Itetn 16. 3'r�nsiY.
6. Tlte tack of potver or other incomiug servicc supplied froni off a locatimi. If direct physical loss or dainage insured by
tliis }�olicg resuits to insured proper(�; CGe resiilting damage is covered.
7. �artl� movenient, except as provided iu Section C., Addifional Coverage, Item 1. �ACtIi 1�Tavement.
�.oss Uy fira, explosion or sprinkler leakage ensui�ig froni e�rth mo��enfent is covered i�y tliis policy.
This exclusion does uot apply to coverage provided tn Section b,, �xte»sio��s of Coverage, Item 16. Transit,
S. Ftood, Except as provided in Section C., Additional Cove�'age, Itam, 2. F1oo�1.
I.oss by fire, explosion or sprinkler leakage ensaiug froni flood is covered by this policy.
This exclusion does i�otapply to coverage provided in Sectiou D,, Extensians afCoverage, Item lG. Transit,
9. Seeplge or inflt►x of �vater from iiatural tutdergrouud sources.
10. Iudireet or reinote loss.
11. Tlie failure or tn�l�uf�ctiou of any Exterior Iusutatiou and Fiuisii Sysfeui (EITS) or t1�e cost io repair the EIrS,
including loss or damage caused by:
a} �Vater peuetratia� fi•om any sou�•ce;
U) T'ailure of scalauts in any form;
c) Leachi»g ofany kind;
d) Diseoloratiat ofthe exterior p�int or f��iisl�, or
PRO AR 3100 (10/09) Pagc 1G of 27
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e) Damage to maferials bet���een the EIES and the interior finish of t[ie bi3ilding; dan�age to tf�a urterior finish of lhe
buildiug.
A��y ot[3er loss oe d�unage i�esultiug fi•om t3ie failnre o►• �ualfii�►etio►z of il�e EIFS to preveut migeatio�i of water into ttie
struciure is exeluded aitless �re, explosion, or sprinkler leakage resuHs, i�i tvhich cnse this policy covers ouly tlia
daniage caused by ihe fire, expiosim�, or sprink3er leakage.
12, Tuugus, niold or mflde�v, ali except ns pcovided ii� Section D,, �xtensions of Coverage, Item 18.
13. Bookkeepiug, accountiug, or bi(lii�g error or oi��issfon; alteration, falsificatiou, manipulation, conceal3nettt, destruction
or disposal of records of accounts receivable; committed to conceal the �vrongi'ul giving, takiug, obtai�iing or
tivithltofding of inaney, securities, aud/ar other property as respects to Sectioi� D., Extens€o��s o€ Coverage, Iteui 11,
Accounts Receivable.
1�. �rror in m�cl�ine program�iiing or ��iachine iusfrnctions �s respects to Sectio�i D., Esfensions of Caverage, Item I3.
EDP A�iedia aud Data.
C'`,r���P ��. This �olicy does uot insnre agaii�st loss or damage caused by tlze following; Iinwever, if direct plrysical
(oss or daniage iusured Uy tl�is policy resn3fs, then tliatresultiug direct physical foss or damage is covered.
l. Wear aud tear, deterioratiat, depletion, rust, corrosion, erosiov, icil�erent vice, late�tt defect.
2. Defects in n�aterlals, fau(E�� �vorkmauship, fat�(ty consiruction or faufty desig��,
3. Loss or damage to stock oc tnaterials attriButable to mantiFacturing or processing operaYions �vliile sucli stock or
materials are Ueing processed, inanufactured, tested, or otliertvise being �vorked upou,
4. Ciiaoges of temperattu'e; d�ttipness or dryness.
Ali witetlier attnospheric or uot.
Except dam�ge to fire protective equipment and machinery or eqnipmeut caused by eIianges in temperature.
5. Coiif�wiu�tion, aiid any cost due to contaminatiau i�ieluding tiie inability to use or occupy property or any cost of
making properry safe and suitable for use or occupaney; noe wlll the foregoing constiti�te di�•ect pEiysicat loss or damage
insurecl by this poticy. Tliis exclusion does not apply to radioactive eattauiivation wtiiel� is e:ce[aded in Section F,,
Perils Exctttded Group I, Item 1,
6. Settl ing, cracking, sl�ri��kage, i�ulging, or expanslon of:
�1� FO1111C�Rt1011S.
ti� `ira��S.
C� F�OOPS.
cl) ltoofs,
ej Ceilings.
7. E�posure to raiu, sleet, si�ow, s�nd, or dust to persoual property in tlye opeu.
S. Varmiu or insects.
9. Shrinkage; evaporation; loss ofweight.
10. Cftange in color, flavor, texture or finish.
PRO AR 3100 (IQ/09) Page I7 nf 27
E'
pra l.�"10/7
�� G. GENERAL CONDITIONS
1. �ii•st i�Tamed In�ua�ed:
Tlie First Na�ued Insured shon�� in the declarafions sectioit:
a) is responsible for thepaymeut ofal� preminms.
h) Nili ha �i�e payee%r any returit prcmiums.
c) �\4ay auiliorize chauges in the terins and conditions of tiils policy �viih the coi�seut of tl3is co►npany.
Ttiis policy's terms cau Uc ameFtded or ���aived oniy by endorsentent issued by this eon�}�atiy and made a part of tliis
pol[cy.
Loss or damage �vill be ad1ustcd with the first named Tnsured and payaUle to or as tl�e firsk named Insured directs
sabject to: niortgagee; lende�; or siniilar interests; as tltieir interest may appea�• as s[iat�i on the certificates of iusurauce
issued prlor to loss Uy tl�e Tnsured's Uraker and ou �ile with tliis company. T(te effective date of any interests �vill Ue ttie
issue date of the certificates uuless a later date is specified ou the certifcafe of insn►'ance,
2. Taspections:
This company, at ali reasonable fimes, �vili be permitfact, buf ivill not have tl�e duty, to i��spect insured properry.
This co�t�pany's;
;►) RighE to make inspections; or
b) �4aki��g of inspectians or inspeci�on reports;
'1Vi(l not coi�sfitute an iuidertai:ing, on beh�lf of or for the Uei�e�it of the named Insttrcd or uthers, to determine or
�larrant fhat any property is safe or Itealthfiii.
3. E�camivatiou of Boolrs a�td Records:
This canpany or its duly appointed represet�tati�re �vill be perit�itted to:
a) inspectdte iusured property;
b) Exatuine and audit �ooks utd records;
As tiiey relat� to fitiis policy:
a) r1��y tinte duri��g tiie poficy pe��iod.
l�) Up to tl�ree years after tlze e�piration of coverage.
4. No Be�iefit to Bailee:
No person or orgauizatiou, other than fite Tnsured, I�aving custody of insured property will bene�it fi•om t[Sis insuea3ice.
PRO AR 3100 (10/09) Pagc 18 oF 27
p�`o r.��on
r
5. Tucreasc it� Hazat�d:
Tl�is poLicy �vill i�ot app{y to any locatiou �t�liere tltere is ai� inerease in h�ard over 4vl�ieh tlie Insured has caifrol aud
kno�vledge. Any increase i�t hazard at one or more iocations will not affeet coverage at ather lacafiaus tvliere, at the
time of (oss or damage, tlte nicraasa in hazard does not exist. •
6. bec�uctible CIause:
This contpaiiy will noE lse liabfe for �oss or damnge in any one neeurrence until tlie amount of [oss or d�mage esceecfis
the deductible au�ouut sIiotvn Iti the declarations sectlo» and tl�eu this conipany �vlll only be IiaUle for its share of the
loss or damage in ercess of the deductlble amouut. If ltvo or tnore ded�ictibles apply to a sii�gia occin�a•ence , t#�en fhe
largest deductiUle amount�vill apply, However, ftia policy allo�vs for tlie applicatiutt of:
a) Separate a��d distiuct deductiUles; and
b} DeduetiUles for specifia ]oss categories;
As sho�v�� i�ti dte declaratioiis sectio».
7. Vacanf at' U�toCCttpied Locations:
Permissia» is given to cease operations aud for a locatio�i to be vacatrt or ttuoecnpied for up to sixty (GO) wnsecutive
daqs. Thereafter covcrage �vilt apply subject to the following conditions,
Tite Insured tmtst:
a) Maintaiit tlie saute degree of fire protectio�3, anci tiv2tch aud a(ann service as existed prfoc to tlie cess�tion of noruial
operations, and
b} Notify tl�is con�pAny of auy such locations in ���riting prior ta auy loss or daivage.
Tf the conditioits aUove are not met this coiupany tvill;
a) Not cover any loss or damage caused by or resultiug from: vand�iisnt, spriukler ieakaga, breakage of btiilding glass,
�vatee damage, thefl, atte�n�ted t(ieft, auy loss covered in�der Section D,, EYtensFous of Cover�ge, Itcm 14.
De�uolifion and Inereasec[ Cost of Construction and auy lvss covered w�@er Seciiai D., Gxtensioi�s of Coverage,
Tte�n 18. riutgt�s, Molcl or RZildew; a(I regardless of tt►e causa of loss, aiid
U) Valne the loss or damage at sucl� locafions on the lesser af tf►e nctuaI casl► value, the cost io repair, or tlte sale
v�fue of tlie property less ttie value of lhe Iand.
8. Other I►SSUrauce / Excess Insu��ance / Ut�derlyiug T�isura�ice:
I€there is otl�er insurance covering the same loss or dai��age that is covered;
a) Under tliis policy; and
6) �iy otl�er policy;
Tl�en tt�is ivsurance ���ifl apply only as excess and in �io event as contr36ating itisura�ice, and then oniy a{ter a}I other
insU�'a1iCC ifas been e�chausted, �vliether or not sucli insurai�ce Is eolleetlble.
PRO AYt 3100 (10/09) P�ge I9 of 27
prc� i�ror�
Permissioii is granied for ttte Iltsui�ed to p[�rcliase:
a) Excess insurauce over ttie limit(s) of liabiliiy in this policy;
U) Underlyiiig insurance on all or auy part of the deduct'sbles of ti�is policy.
If tlie limits of tl►e uuder[ying insuraetea exeeed the deduetibla tl�at «�otdd apply under tl�is policy, then tt�e iusurance
provided t�y tl�is policy wili apply a�Iy after that portion that excceds tfie deductible has heeu e:chausted.
Exce��t for tl�e foregoing, the existeuca of such underlying or escess instu•ance will not:
a) Prejudice; ar
1�) Reduce;
Auy recovery payable under this pollcy,
9, Reiiistatezueut of Liuiifs after a Loss:
Excepf for ttiose perits subject to an anntial aggregate limit of liabilil}; auy loss or paynient of aiiy claim jvil[ not
��educe the amow�t payable under this l3olicy.
10. LiberAlizatioii Clause:
If tl�is company adopts n revision tUat ttrouid iaroaden tfie coverage tmder tliis policy Form (PRO AR 3100} witltout
additiovat premiuu� �vitl►in 45 days prior to or during tfte po�iey period, tiie Uroadened coverage wi11 immediately apply
to tliis policy.
11. T��ansfer of Rigl�ts aitd Duties nudet• this Policy:
The Insured's righfs, iuteresFs and duties under t1�is policy n►ay izot be transferred or assigned n�ithout t(�is compaity's
�vriften consent.
12, LegalAcfioai agai�ist ti�is Company:
No suit, action, or proceeding for tlie recove►•y of any cl�im iutder tl�is policy, �vill be sustainaUle in any conrt of {a�v
or eqairy iinless:
a) Tlte Tn sureci has fully complied wid� all ternis and conditions of ti�e policy; a�id
b} Such suit, actioii or praceeding is u�itiafed witliin ht�o }rears after the ciate on wl�ich the direct piiS�sIcal loss or
damage first eommenced or occurred.
I3, S�tbt•ogation:
The Tnsured iiiust coo�}erate in auy suUrogatiai procaedi�sgs. Tliis cotnpauy may require fi�om tlie L�sured �t�
assi�utitent of all riglits of recovery againsE atty party for loss to tlie e�tent of ti�is company's �ayment.
This company �vilE uot acquire any rights of recovery that the Insured has express{y �vaived prior to a loss. No such
ti��ai��er will affeet the Tnsured's rlgltts tmder [ltis policy.
Any reeovery from subrogation praceedings, less e:cpenses ineurred by th3s coi�tpany ii� sueli �roceedings, �vill be
pa}�able to the itts�u•ed'ui the proportion that die amount of
PRO rLR 3100 (10/09} Page 20 of 27
pra Is�on
a) Any applicable decluctible; and
b) �,n}� provable uiiinsured loss,
Bears to the enkire Eoss amount,
I4. Basis of Vaittation:
Adjushue�it of loss amouut(s) under this policy �viil be deter��iined based ois tiie cost of repairing or replactng
{tvlilcl►ever is tl�e lesser), at tlie time of loss, witli �n�terials or equipiuent of like ki�id and qt�ality tvithout deduclio�i for
depreciatioii, exceptas ��rovided in tl�is vafuation section.
a) Tlte follo�ving property, wiless endorsed, wilf be val�ted at ti�e time of loss as follolvs:
1) Stock iu process; tl�e valtte of ra��� materfals and labor ex�euded plus the proper proportian of averl�ead cliarges.
2) Tiu[sLecl gaods mauufactured by tt�e I3�s�n�ed, And ather goods soEd awaiting delivery: tl�e regular cash selling
price at tlie Iocafim� where Ioss occurs, less alI disco►tnts and cl�arges ���hicl� tiie merchandise svould havo been
subject to l�ad uo loss occui•red.
3} Rn�v mAferi�ls, supptles, aud other iuerchand3se ��oY mauufactured by t(�e insnred: tl�e replacemenE cost.
4) Property of others: the atnount for whicli the Tnsured is legaliy liable, �ut not e�ceeding the re�lacement eost.
5} U►irepairable e[ectricat equipment, mechanical enuipment, uictuding eiecb•onic dafa proeess[ng equtginent, tlie
cost to replace with equipme�rt that is the most fiinctionally eqttivalcnt to that damaged, eveu if sttch equipmeut
(�as fechuologica! advantages aud/or represents an iml�roveme�tt i�i function ancUor farms part of a prograu�
entiancemeut.
G) Trees, slirubs, pl�ats, and lat+n�s tvil! Ue lintited to sfaudard local nursery stock.
7) Fiue �rts are val�ied at the lesser of;
(a)1'lie cost to repair or restore tl�e article to tlie condition that existed iinuted€alety prior to tl�e loss;
(b} TI►e cost to re��lace ti�e article; or .
(c) Tlie value desiguated for the article on the scl�edule of �ine arts on fi(e with this com�any.
In c�se of physical ]oss or damaga to an article tliat is part of a Nair or a set, this com�auy tvill pay the fi�lt
amount of the value of spcli pair or set only if: the damaged articie camiot Ue repaired or restored to its condition
Uefore the loss; and the Lisured surceuders the remainiug arficte or articles of the pair or set to tliis coinpany.
8) Accounts receiva�fe are vaiued at tlie suiv due �vhtch tlie insured is unaUle to collect from customers, aud
includes:
(a) Interest charges on any loav to offset inipaired collectious peudiitg repaynient af suc(i sums t[iat can 3io#
be collected;
(b} Collectioti ex�euses in escess of norntal collection cost; and
(e) Otlier reasouable expenses incurred by tlie Iizsared in recE'eating records of accouuts receivable,
If tlie Iiisured is unable ta accnrately determiue the amount of o�rtstaE�ding accouuts receivavie at the time of
loss, the follo�v�ng met(�od ���i}I Ue used:
(�) Determine tl�e tofal avernge monthly amounts of accoants receivab]e for the l2 montiis itntuedfately
preceding die mouth iu �vhich loss occurs; anc!
PRO AIi 3t00 (10I09} Page 21 of 27
pro i�ron
(b) Adjust that lotal for any fluchratious in the motitli in wl�icl� Ioss occurs, or for at�y den�oiislrated var'tance
for that ino��tl�.
Unearned i�tterest cliarges a��d service charge_s on deferred payment accow�ts and nonnal credit losses on bad
debts wilE he deditcted,
After payment of loss by tl�is coui�auy, ail aiuounts recovered by t�e Insured on accou�its receivable for wliich.
the T�isnred has 6een inden�nified �sil! 6elong to and ba paid to this co�npa��y hy the iusured up io the total
amaunt of loss paid by iliis company. All recoveries in escess of such amounts �vill �ie[m1g to the Iusured.
9) VaivaUIe pApers and records are valued at: tlie cost fo replace or restore tl�e property witli otlier of like kind
a�id quatily inc�t�ding the cost of researcl�iug, gatliering andlor assembling informAtlon. If the information is not
replaced or restored, lhis cotnpany�vill pay tlie bfauk valtte af such valuable papers ;�ud records.
�0) Electronic data prncessing �nedta an� daia is vahted at: tt�e cost to replace or restore tlie �roperty �vith other
of like kind and qnality ittcluding tl�e cpst of researchiifg, gathering aud/or assembliug i«for�nat3on. If tlie
informatioii is not replaced or restored, tl�is compa��y �vill pay the blank vah�e of sueli eleetx•onfe [�RtA
processing nteclia.
11) Praperty wltile in trausit is �atued as follotvs:
(a) For propert�� sliipped to or for account of tt�e iasured: fhe ach�ai invoice to tlta ritsured, togetiier t��ith sucli
eosts aud ci�ar�es (inciitding tlie commission of the Insured as selling ageut) as ivay have accrued and
becorne leg�lly due ou suc[� property.
(b) For property tl�at l�as beeu sotd by the Insured and sl�ipped to or for account of the purcUaser (if covered by
tl�is poticy}: t1�e auiounf of the instu•ed's selling i�rvoice, iucludiug pre�aid or advanced fieigt3t.
(c) T'or properry �tot uuder in��oice:
(1) For property of tlse inst�red, tlie valuation provisions of tlie poticy appiyiug af tlie iacatio�ti irom wl►icl�
tl�e properry is Geing transported; or
{Z) ror otlie►• property, tl�e acfiial caslt n�arket value at point of destivation on the date af occurreuce.
(3) Less a�iy cliarges saved «1�icli tvould have Uecome due and payabte upon Arrival ai destination.
1z) Prope�•ty tl►at is dauiaged by fire and such fire is t1�e restilt of tei�rorism and fhe statutay law of the jurisdicfion
in �vhich the pliysical toss occurs requires coverage for sttcli direci pliysical damage by fire, flie actual cash
vaiue for any partiou of t(te fire damage loss «�iiich exceeds the liinit of liabili[y provided in the declarations
section.
U) T►�e Insured may:
1) Valttntarily eiect to rebuild on another site providec� ttiat such reUuilding does not incrcase the amow�t of loss or
damage tivhicli �vould otf�er�vise be payabEe to rebuild atthe current site.
2) SuUroit claint Uased ou tlie :�cEual casl� value of tl�e property last or damaged uittil repair or replacemeiit I�as
beeu complated. The l�isored may still claim for tl�e additional coverage �viiicli replaceineut cost provides lf
notification of iutention to do so is received 6y this compai�y �vitl�in 180 days after the loss or damage.
c) Raplaccinent cost is suU,{eet to all tlie ternts, conditions aad limifatio»s of tlie palioy� (Suc(uding any e�idorsements)
aud tite fotlowing additional provisions;
I) The Insured must execnte repairs or replaceme�it witli due diligence and dispatcli.
2) I�i �in evei�t t��ill payment exceed tlie actual cost i�icurred for repairs, replacement, oe tt�e lintit of IiaUility stated
in Kiis �olicy, �vliichever is the Iesser.
PRQ AR310D (i0/09) Page 22 of 27
pra rs,r�n
3) Tf during U1e terni of tl�is policy, any insured rea� �u•operty is offered for sale, Ei�e liaUility for loss or d�tnaga �vlll
not exceed the lesser of;
(a) TI�e price of tlie offer for sale ���iiile the property is offered for sale (witli proper dedttctiou for tlie value of
a�1y Iand); or,
(�) The cost to repair or replace,
Tlte I»sured ntay elect not to re�air or replace t�ie ��roperty. Loss valttatioi� may be afected on the lesser of repair or
replace�tient cost Uasis if tlte proceeds of tfie ]oss valttation are ex�ended o�i ofl►er ca}�ital expeitdihires related to tlie
Insured's oparations �vithin hvo (2) years fi•om tlie date of loss. As a condition of collecting uuder this item, sucfi
expenditures must �e unptanned as of the date of loss �ud Ua made at a descriUed ]oca(ion. Tliis Ioss vaiaation does
not inclitde any amou�zt tltat �vould oe contd have been paid uuder section D„ Extensioits of Coverage, Item 14.
Demolition and Increased Cast of CousEruction items A, tf�ru b.
Tf the tnsured fails to compty �vith any of the valtiation provisions oc does not repair or repface fhe proNerty within hvo
(2) years fi•om tiie date of loss, the basis of valuation tvi(1 revert ta tl�e act�al casl� t�alue as defi»ed in this policy.
1S. Bra�icls ayicl Labels;
If bratided or labeled propert�� covered by tliis policy is d�maged by direct puysical loss or damage insured by this
policy ai�d this company elects to take afI ar auy part of such property at the value estabtished by tiie terms of this
policy, tl�e Iiysured may at Insw'ed's own expense;
a) Sfamp "salvage" on tha property or its eontainers; or
b) Remave or obliterate the �raitds or laUeis;
If doing so �vill itot pJ�ysically ci�mage tlie properiy,
Tlte Insured must re-IaUel the property or contaivars in compl4auce «�itii the requicements of Iaw.
16, pairs and Sets:
This policy covers the reduclion iii value of tl�e wtdamaged portloii of ii�surecl �Serso�ral property that is a parf of a pair
or set, directly resultiug from direct physical toss or damage it�sured by tfiis po[icy to other insured parts vfsuch pairs
or sets. If settlemeut is bxsed a� a caistructive fotal toss, the Tnsured wi11 surrender tlia uudamagecl parts of snc[�
praperty to this compauy.
17. Ca�icellafio�j:
a) The first named L�sured mag cancel this policy af any time by:
1) Sarrendering the pdicy to this cotttp�ny; or
2) Mailing or r{eliveriug to this canpiny advance�ti�riften notice ofcaucellation.
b) Titis compauy may caucel this potiey Uy:
1) h�iailing; or
2) Dalivering;
PRO AR 3100 (I0109) Pagc 23 of 27
prc� �s�on
�'Vritteit notice of caucellatiou to t1�e first nnmed Tnsm•ed at the address as stated iu tise declarations sectio�t, not less
than:
1) Sisry (G4) dAys; or
2) Te�i (10) days for tioii-paymeiit of premiuin;
Befor� the cffective d�te of canceltation.
Proof of mai(ing ar delivery will be sufficient proof of notice.
c) This compauy will return uneamed premiwn to the L�sured;
1} On a pro rata basis if this compa�ry cancels the polioy.
2} 9U% of the pro rafa basis if the tusured cancels ttie policy.
18. Cu��reucy:
Any a�nounts specified iu this policy, iucludiug but not limited to E�remiu�n, liinit(s) of Iiability, deductiUle(s), and loss
��ayable tiviU be cm�sidered to be i�i Canadiai� curreiicy for locations sitiTated in Canada and in Ui�ited Stutes of
Amecica currency for all otl�et• locatians, un[ess s�ecified ot�e�•wise.
19. Conformify fa 5taftrte;
Ternis of this policy, which are in conflict �vith the statutes of the jurisdiction iti�Itere the insnred property is located,
are auiencied to coi►form to sucli stafutes, •
20. St�speYision:
Upon discove�y of a dange►roas conditioit, any representafive of this company may i�mnediately sttspend tiia boilei•
ancl macl�inery insurai�ce wifh respeet to auy mactiiue, vessel or part tiieE•eof by giviug wriften notice to tlte Insured.
The iusurauce tl�at is suspeuded may Ue reinstated by this cou3pany. Tlie Insured �<<ill Ue allo�ved ti�e retucn af t1�e
�inear�sed partion of tfie premium resulti�ig from the siispe�tsion of nlsar�nce.
If coverage is suspended, it �vill also 6e immedia#ety suspanded for ai�y:
a) viortgagee;
l�j Leuder; or
e) AdditioitaE uamed interesf;
By �vritten notIce of suspens[ai.
H. DEFINITIONS
Actual Casl� V�lue means the cost to repair or repiace the property, at tiie ti�ne and placa of Aia toss or damage, �vitli
materia! of lilce kind and quality, ]ess proper deduction for obsolescence and physicat depreciation.
YRO AR 3I0� (10/09} Page 24 af 2�
prc� l,�'Il�/'7
Boiler and Machiueay means:
t, I�irect plrysical loss or damage origivatiug �vitl►ii�:
a) Boilers, fired or un6red pressure vessels, vacnum vessels, aud pressure piping, all norntal(y subJeet io vacuuui or
inte�•nal press�n•eother tl�an static pressure oiconienfs, excludii�g;
1) Waste disposal pipii3g;
2) Auy pipiug forming part of a fare protective systeur,
3) Furnnces; aEid
4) Any water pipiEig otiiec tlian;
(a) Boiler feed ivater pi�i��g Uehvee�� tfie feed pump or iitjecFor aitd itie bailer;
(G) Boiler condensate retaru piping; or
(c) Water piping formiog part of a refi�igerating or air conditioiiing sysfem used for cooling, liumidifyiug or
space heatiug purposes.
U) All mechauical, etecfrical, electronic or fiUer optic eqiiipmeuh, aud
2. Caused by, resulting from, or consisting of:
a} Mecl�auical breakdo�v�i; or
U) Glectric�t or electronic breakdot�ni, or
e) Extrenjes or changes ofiempecature; ar
d) Rupttire, Uursting, bulging, imptosion, or stean� ex�loslou.
3. Boiler :�iul Niachiuery does not niean:
Ph}�sical loss or damage caused by or resultu�g from any of tlie follo�ving regardless of any ofher cause or event
contriUuting concurrently or in �ny otl�er sequcnce to the Ioss;
a} Co�u�ustion e�plosions, except �rom witltin comwustiou gas turbiues; or
6) Explosians fi•om liquids coming in co�rtact wltii molteu materials; or
c) Acc3de�ital discharge, es�ape, leakaga, back-up, or overflow to the opeu of auy materlal from coiifinement �vith9n
piping, pluEnbing systems, or tai�ks e,cespt from property described in item 1 aUove; or
d} P�re, or from the use of water or otfier jneaus to extinguish a fire.
Co�it�mfna�►t means anythittg Ihat causes eontamin�fiou, incltidiug but �iot limited to any solid, liquid, gaseot�s Qr
tl�erii�ai irritant or substauee, lueiudijtig but ��ot 1lmiied to flUe�•, smoke, vapor, soot, fumes, acids, �lkalis, che�nicals,
�iological ageuts aud �vaste, nicluding but nof liinited to �vaste �uateriaEs to be rec��cied, reconditioned or reclain�ed.
Coutan�ivat9mi �neans We acival or suspected �resence of any muteriai tl�at caii cause or tl�reaten damage to human healtii
or htaman weifare; or tliat c�n caase or du•eaten damage, tieteriorafion, loss of vfllue, ioss ofmarketabilii��, or Ioss uf usa of
property. 5uc12 material includes, but �s uot IimiEed to, airy forcign su6stance, impurity, coufami�iaut, liazardous niaterial,
poison, toxin, patfiogen, padiogenic o�•�uiism, bacteria, virus, dise�se causiug ageni or ilLiess eausiiyg ageitt.
PRO AR 3100 (i 0/09) Page 25 of 27
pra ,rsrc�n
Described Locatious meat�s the [ocations described in the insurance 3'r�vided section oftlie declarations sectiou.
�ar(li A�To��enient n�eaus auy iiatural or mau-ntade earttt lnoveiyienf, including Uut not limited to earthq�2ake aitd
landslide.
�iecfronfc b�fa praeessing (�DP) Dat� ineaus all iuforn�ntion stoced ou media devices, inchiding: facts, concepts, or
eomputer programs; converted to a fonn usable in a data processing operation.
�lech•mite Dafa Processing (EDP) �quipn�eut means data processing systems, camponent parts and related pe�ipher�l
equipntent iucluding air couditiouing aud �re protection equipment used solely for data processit�g operatioits. Equipmant
does not iuclude electronic s5�stems that control �roduction machiuery or tlia production macliiiiery itself or ai�y men�ory
ban[c attaclted to tiie prodnction maclyiiiery. Ec{uipf�ient does not niolude property in Aie enurse of mauufachire or �>roperty
ti�e Insured Itoids for sale or demoi�stration.
Electro�tic Data Processiug (EDP) A'fedia uieans aIi materials o�y whid� data is recorcled iE�cluding: n�ag�ietic fapes; disc
packs; paper tapes; and cards; iised En data pcocessiug equipmeut. �bY media does not inetude atty memory bank atiached
ta produetion ntachinery or any property the tnsured holds for sale or demoustration,
��terior Insulation aud FluisL System (EIFS) means any esterioe cladding or finish system used on any part of nny
strueture and consist��g of a rigid ar semi-rigid it�sulatiou Uoard made of expanded polystyrene or ofher materia[s;
adl�esive and/or inecl�anica( fasteuers used ta attacii ihe insulation Uoard to the substrate; a reinforceci base coat; aud a
finish coat providing surface textnre and color, including seafaut arouitd tvh�dows and otl�er penetratiass.
riue Arts me��ZS paintings; etchings; pictures; iapestries; rare oi• art glass n�indo�vs; valuaUle rugs; statuary; scalpfures;
autique ftiruiture; autique je�t�elry; Urio-a-brac; porcelains; and similar property of rariry, historical value, or aitistic mcrit,
excluding automobiles, coins, stau�ps, £urs, je���elry, preciot�s stoues, precious tnetals, `�rafercraft, aircraft, money,
securities.
t Fiiiislted Goods nieaifs stock manufactureci or processed Uy the Tnsnred �vhich is ready for packing, sliipmeut, or sale.
T+'lood �neai}s any surface water; tidal or seismic sea wave; fsuiian�i; storm surge, includiug but not limited to fhe rush of
water over or onto land from any Uody of �vater caused Uy ltlgh winds associated �vitli a eyelone, tropical siorm, h�.irricaEie
or aiiy other storm end seca�idarily by the loiv pressure of tiie sto�•m; rising (including overflowing or hrcaking of
boujidaries) of auy Uody of wnter, i�tctudivg Uut noE lim{ted to seas, oceans, reservairs, lakes, st�•eams, rivers, ponds and
harbors; all wlietlier natural or man-made, aiid �vhether drlveu by tiviiid or itot, aiid iucludiug spray fi•otn any of the
foregoing th�t results fi�oEn, contributes to, a• is aggravated Uy any ofthe aUove whather i�atura! or tuan-n�ade. Floocl also
includes }�iiysical loss or damage fi•om t;�ater whlcli backs up tlirougl� sewers or draius tl�at are i�elow ground leve3 as a
resnit oFtIaod.
Fmigus, �iolcl or Mildetv means: fuugus, ineEuding Uut not limited to mildetu attd mold; ���et rot; dry rot; ar chemical
ij�atfer or compomids prodi�ced a• reieased by stich fiuigus, wet rat ar dry rot.
Locatfon mea��s dese�•ibed lac�tim�, Unnamed Location, or Newly r+,cquired Pro�erry.
1�Ioney mea��s cut•reney, coins, bank notes a��d builion; and fraveler checks, registered checks, and money orders held for
sale to the pttblic
Namecl Perils 3ueaus: fire, lighh�ing, winc� and/or hai[, explosiat, suioke, impaet from aircrait aud velticles, oUjects
fatlittg fi•om aircreft, sirike, �•ioY, civil commotion, vandalism, the$, attempted tlieft, spriukler leakage, or collapse of
buildings.
Oceari•enee means tlie smn total of all foss or damage oftlie type insttred, includivg 1ny insucecl busiuess iiiterruptioi►
lass arising out of or cansed by one discrete eveitt of plrysical loss or damage, escept
1. Terrorism: Occiu•re�►ce tvill mev� the suoi tot�l of al1 3oss or damage of flie type insared, including any insnred
_ Uusiuess iiitcrruptimt Ioss, acisi�tg out of or caused by all acts of te��rorism during a contiituous period af seve�ity-h��o
� (72) liours.
PRO AR 3100 (10/09) Page 2G of 27
pro ,r,s,ron
2. �artIi A�Iovcment: Occiu•rcnce �vill mean tlie sum tofal of nll Ioss or damage of tlie t}�pc insured, incittding any iusured
� �us[uess iuterrupfion loss, arisiug out of or caused by a!1 cartti mor�ciuent(s) duriug a confsnuaus period of seventy-
i�vo (72) hoiirs.
Pi•oeessing �i'nter meaus tvater tl�at is contauied wiAiiu auy a►tclased tauk, piping system or auy otl�er pracessiug
equi�inen�
Rasv A'faterfals mean maferials and snpplies iii the state iu «�hich tlte Tnsured recei��es them for co�rversio�i Uy [he insttced
iuto flnisIicd goads.
Sceuritics mea�i negatiable and uou uegotiable iustrumcuts ar coutracts representiog uia�iey and i��clndes: Yokens; tickets;
revenue and otl�ec stamps (�vliether represented Gy actnal stnm��s or iu►used value in a meter); ai�d evide�ice of de6t isstted
in conneefion Z�ith credit eard or charge cards tliat are not issaed Gy the Insured. Secm•ities do �totmean mm�ey.
Se�ver Back Up means lvater which Uacks up tl�rougl� sewers or dratns tGat 1rc belo�v grom�d level. Se�ti�er bacic t►p does
uot meau loss or damage from water, wl�icti backs up tlirougl� sewcrs or drains tl�ak ace betow tl�e ground �s a result of
ftood.
Soft Costs meaus the expenses over and a[wve norma] expenses at locatious widergoiug alterations or additions to
e.cistiug property aud property iii tiie course of constructiou liniited to the following;
1, Construction loan fees - the additional cost iucurred to rearrange Iaans necessaiy far the completion of constrnetion,
repairs or reconstruction including tt�e cost to arrange refinanciug, uccou»ting �vork uecessary to restrucfure �i�tancing,
legal work necessary to prepare netv docu�tients, and ctiarges by the leuders for the exteusion or renewai of loans
neeessary.
2. Com�niGuent fees, [easittg and �narketiug expenses - tt�e cost of releasiitg anct mtu'ketin� of the lnsured Piroject due to
loss often�ut(s) ar purcl�aser(s).
3. Additiona[ fees - foc arcliiEects, eugiuecrs, consultauts, attorneys aud accoui�t�nts needed for the completi4n of
consiruction, re�airs or reconstruction as � direct resalt of direct physical loss or damage.
�1. Carryii�g costs - building pennits, additional interest on loans, insuranee premiums and propacLy a��d cealty taxes.
Sfoelc ii� Proeess mea��s raw materihls or siock, �vl�ich Bas uc�dergoue any aging, seasoniog, mecl�anical or othe�• process
or manufacture, bui whiclt isnotfinisltetlgoods.
Terro�•ism means:
Auy act, involving the use or threat of; force, vialeitce, dangerous ca�duct, interference �vith the operations of aity
bitsiness, government or otlier orgauizatio�� or institution, or at�y sin�ilar act,
tiVlten the effect or appare��t purpose is;
To ittflueuce or tnstill fear iu �ny goveriuueut (de jure or de facto) or tlie public, or any segment of eitiier; or to
furttier, or to e!cpress su�port for, or oppositio�i to, auy political, religipus, social, ideologica) or similar type of
obJective or position.
'ValuaUle Papers a�id Records mean ioscriUed, peinted or �vritten: docu�uenfs; ma��uscripts or records inefuding abstracts;
anct, books, deeds, drfl�vings, filins, i��aps, oc mortgages. Vr�lttxble Papers are uot: money, sectu�ities aud stamps;
couverted data programs or instructions used in t[�e lnsu�•ed's data processi��g operstians; or, materials on �vhich data is
recorded.
iVind aud/ar Hail ttteans direc# aud/or indirect actiou oF �ti7ud and/or I�ail a»d all loss or damage resulting il�erefronz
inciudiug loss or dau�age caused �vheu 4vater vapor, spray �iot fro�zi floo�, aiist, rain, sleet, liail, suo�v, ice, sa�id, dnst or
any otlter snbstance, material, object or diii�g is carriect, blo���n, drivett or ot[zerwise tra��sporfed through the air by �vind
onta or inta a locafion. t'Vi3�d and/or Hail w911 uot mean or include an}�thing Svithin the poJicy definition of flood, nor will
-- wiiut and/oc 1tai1 iuclude any loss o�• damage caused Uy f[re or eYplosion.
PRO AR 3]00 (1Q/09) P:►ge 27 af 27
Scope of Se�r�rces
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��'RVlGES �RQVIt?ED
Accounf service is fhe most importanf efement of fhe f�roker evaluation �rocess,
which the City of Qenton has undertaken. The actual services to be provided by
MSW wili be specificalfy taifored to the requirements, which we will jointly icfentify.
MSW wi[I function as the City`s risk management parfner in #he various phases of
fhe planning pracess which include:
• Identifying and evaluating risks
• Anficipating market deveioprnen�s and new �roducfs
• Deve[oping strateg�es for risk control, claims management and
administration process
• Reviewing risk financing alternatives
( • Planning and implemenfing renewal or anniversary review of programs
• Reviewing the City's future projects and plans and determining how they
wili affect the risk management �rocess
We propose conducting quarterly meetings with risk management and other
a�prapriate individuals wifhin the City of Denton, inciuding operafions, [egaf
andlor risk cantrol personnel. The meetings wifl caver one or more of fhe above
topics. The frequency of the meetings can be adjusted to reflect activity and
availability of the City's staff.
Ac�c�unrr MaNa��n���tT
Develop an ongoing account service plan with annual goals with the City.
Promate communications and contact with the City's staff regarding risk
a�oidance, retention and insurance.
Work cfosely with the City of Denton in the c�esign and implementation of
fhe most cost-effecfive risk financing program by determining the
appropriate levei of self-insurance and limits of liability.
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(� • Day-to-day account service lncluding acknowledgment of all voice maif
messages, faxes, and/or e-mails by the workday following the day
received.
Prepare reports for the City of Dentan, as re�uested, in a frequency and
format to be agreed upon regarcting:
- Actuarial Review af Loss�s
- Pragram Activity
- Research and Special Projecfs
- Loss Cantrol Oversight
Consisfently review all new and emergirtg ex�asures to lass incfuding new
operafions for addition to the insurance/risk managemenf program or for
fhe implementation of other risk management fechniques.
Manitor and interpret loss runs.
Coordinate with the City of Denfon's lega! counsel on insurance and risk
management �ssues, if requested.
��,R�c��r�v�
• Develop a marketing strategy in canjunction with fhe Cify '(20 days prior to
renewal, Provide the City with projected renewaf premiums a[ong with a
recommended markating strategy and deve[op bid specifications in line
with this sirategy.
• Design and review of policy forms and specifications in or�er to satisfy the
unique insurance and confractual requirements of the City of Denton.
• Coordinate and prepare coverage s�ecifications on all piacements.
• Draft special wording for policies an� contrac�s, where necessary.
• Evaluafe c�uotations, coverage forms, es�ecially restrictions and
exfensions of coverage, and carriers' servicing abilities in underwriting,
claims and loss contral.
,��n�t�nr��r�,�rrv� �F�vrcEs
lssuing binders as needed for ancillary covetarge,
[ssuing Certificat�s of Insurance.
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• Preparing coverage summaries and schedules of insurance
• Reviewing corttracts as respects insurance compliance.
• Designing and implementing cvrporate premium/loss alfocation.
• Accumulating renewal informafian.
• Inputfing and mainiaining the Cify of Denton's insurance program,
including policy coverages, limits, locations, premium, etc., on a computer
database.
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MSW's Cammunlcation
Tools tnclude:
❑ Voice
comrnunicafion
fechndlogy
o Industry news
services & saurces
�a Fteports & meatings
� International
insurance dafa
soff�vare
❑ Clisnt educatiort
A Quality conirol
communications
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Open communication is one of the mosf imporiant aspects
of a broker/clieni relafianship. Because MSW believes in a
collabara#ive approach, frequent communication is
paramount io keeping the work moving and the
participanfs well informed. fn todays world of digital
elec#ronics, voice mail and e-mail, we have more options
for sfaying in fouch with our cllents than e�er before.
However, with the proliferation af electronic
communications, many peop[e feef the persona[ side of
doing business is being losf. MSW does everything
possible to stay in � constant contact wiih our clients,
including regular meetings and sfatus reports. We sfrive to
be high�y accessibfe, and are reguiarly commended far aur
responsiveness by aur clients.
�'oice Communication Technology
MSW utillzes technology resources such as email, voice
mail, ce][ phones, "blacfcberries", and other communication
toois to keep fhe entire account team up to spe�d on
accauni service itams. We are available to our ciients
2417, and have a policy that all phone calls shauld be
returned by no later than the following business �ay. We
offer reporting of claims via 1-800, on-line or fax. Ali MSW
employees have e-mail access and are responsible for
checking iE on a daily basis. You will receive the e-maif
addresses of each af your account service team members.
We will also provide both home and celfular numbers for al[
core members of your account service feam, allowing you
access to your team when they are not in the office.
!'lease feel free to contact your accounf service team ta
get up-to-date status reports on your coverage and claims
negotiations.
Industry News Services & Sources
We subscribe to numerous insurance and legal
pu�lications as well as on-line services. Changes in
regards fo carrier coverages, rates or capacify are shared
via e-mai) and through internal market updates. Also, we
regularly consult with outside legai counsel for
interpretations of po(icy language, c[aims reiated decisions,
and other issues of concern. dnce aware of any issue that
may impac� your operations or coverage, we will advise
you promptly. if necessary, we wi1l arrange meetings for
discussion of these issues. We consider this an imporiant
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service to aur clients, and one that elevafes us above our
competitors.
MSW subscribes fo fwo services whose mission is to
communicafe rafing changes to their subscribers: A.M.
Besi and Standard & Poor. This ensures that we are
notifie� immediately af any rafing change related ta our
client's accounfs. Af the first sign of concern for the
financial integrity of any insurer, intermediary, association
or fund, a compuier run is made, identifying all p(acements
invo{ving the party in question. Whi[e many of our clienfs
have very stra#iiied placemenfs, our campuier system is
geared fowards Iocating en#ities regardless of their
percentage participafion. Our accaunt managers and IT
prafessionals are well versed in the procedure — we go into
#he com�uter system and prepare a query that checks
through all policy files, identifying the carrier in questian.
Clients are notified immediately of fhe concern and are
provided with supplementary information as it becomes
available to us. Should it become necessary to replace the
carrier in question, alfernafive arrangements are ideniified
and discussed wifh the client.
Please note that MSWs website, www.mcgriff.com, has
(� links to a number of insurance relafed sites, such as A,M.
� Best Downgrades, Business Insurance, lnsurance-
Portaf.com, and NationalUncierwrifer.com. These links
provide the mast current fndustry news availa6le, including
rafings downgrades, legal deveiopmenfs, new legislation,
and more.
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Reporfs and written communications are tailored to fit the
needs of our c[ients. The following reparts are normally
pravfded to MSW's clients as part of our sfandarcE
brokerage agreement:
a Allonthly Loss Summaries by line of coverage, to
include:
� Open Claim Counts
� Closed Claim Counts
� Paid Amoun#s
■ �ufstanding Amounts
■ Incurred Amounts
■ Recovery Amounfs
- Loss Detaiis for claims in excess of $�10,000
• Follow-up Notes from Quarterly Claim f2eviews
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a�low Charfs and Executive Summaries for [arge or
complex claims io assist in tracking to conclusion
a Policy Summaries/Overviews
❑ Insurance ChecEcl€st - to use as a quick guideline for
vetting insurance requirements in bids and aontracts.
a Risk Profile and Exposure Analyses
❑ Annual Indusfry Stafistics provided by NCCI and TPA
arganizations for indusfries similar to each cl[ents.
C�I@Ilt �C�UCq'�I0�1
MSW includes continuing education in our siandard
brokerage agreement. We are happy fo prepare client
specific education seminars as requested. Our seminars
incfude subject mafter and expertise from througi�out the
insurance indusfry and the MSW organization. Here are
fwo examples of education �rograms available for aur
clients:
a Outside lega) opinions on emerging policy issues
provided by Bailey Cavalieri LLC (formerly Arter &
Hadden LLC')
❑ Annual (2 day) conference addressing finaneial
products such as D&O liability and other relevant
topics, presented by ind[�stry specialists.
We frequently use aur education department to assist in
research on insurance relafed legal issues that arise in fhe
service af our clients. These issues typically include
contractual disputes, coverage interpretation, an� state
insurance regulatory changes.
Quatity Control Cammunicatians
We have implemenfed several programs to ensure we are
providing you with the exceptional service that our
reputation is �ased on. The majority af these programs
invoive communicailon wlti� our clients, either written or
verbal. These programs are:
❑ Annual intervlews with clienfs
❑ Annuai service pfan with agreed-upon g�als
❑ Quarterfy sfrategy sessions
❑ Annual stewardship repori
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a internal audits
o Claim file audits
n Hands-on invoivement by senior management
a � �mployee educaiion
o The Security Fteview Cammiftee
a Minimum security standards proc�dures
il�iyi�llqVG''
C3ients receive access to a personalized web site cafl
MyWave. The site is devof�d to i�elping clients with plan
adminisfration, legislative compliance, and communication.
MyWave also features several value-added servlces and
resources for your human resaurces and benefits
persannel, including:
❑ Resovrce Library — ihe MyWave, Resource Library
provides links and resources for a variety af insurance,
employee benefits, and human resaurces topics --
including topics such as HIPAA and COBRA,
❑ Legislcrtive Guides — MyWave also provides access
(� to Legislative Guides to federa) legislation such as
COBRA, HIPAA, HfPAA Privacy Ru1es, �'MLA, an�
Section 125. These guides contain news and
informatian, and also feature Common Questions,
Forms and Qu�ck Referenee sections.
❑ MyWav� Communrty -- The MyWave Commun(ty
section fets your human resources or benefits
personnef nefwark of col[eages from a!t over fhe
counfry, and share information with other fUlyWave
users.
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The response of an tnsurance
carrier and ifs product fo a
cla�m situation reveals what the
insurance buyer has
purchased.
Claims Hand[Ing at MSW
— Feafures:
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❑ proven abil[ty io
overcome obsiacles
a Ful! tlme claims sfaff is
dedicated to
Tacilitating cEaims
❑ Your account service
team w(1! lnclude a
claims consulFant
o Claims staff is
specialized,
experienced and
licensed — avg. of 10
years experience
The importance of claims handling to ihe insurance
process can never be overstated. The response of an
insurance carrier and its pro�uct fo a claim sifuation
reveals what the insurance buyer has purchased.
Throughout the claims process, MSW is actively invol�ed
in discussions with your loss adjusters, insurers and legal
representafives.
MSW emplays a full-time claims staff dedicated to
facilitafing cfaims for our clients, fn addition, a claims
consultant is assigned permanentiy to - each client's
account. We believe that the perFormance of adjusfers and
claims personnel significantly infiuences the ult3mate cost
of a loss. By aggressively supervising the activities of
adjusterslclaims personnel, quality of service and loss
reserving can be improved. ,
Upan selection of MSW as your broker, our claims
specialisfs meet with your sfaff to establish claims
philosophies, processes and abjectives, and devefop an
acfion plan. This helps us focus atfention on the special
needs of our ciients, and provides for a prompt and orderly
reso(ution to your claims. We respect and value yaur
existing claim resolufion strategies, and structure our
resources to support your directives.
Many brokerage firms have shifEed the claims function ta
less senior employees in an attempt to control costs. Af
McGriff, we believe fhat claims handling should be a
concern of top management, Wa also believe that cfaims
issues are best handled wlEh the direci invofvement of the
Account Service Team. Knowiedge of the insurance
placemenfs is critical in understanding the intenf of the
parties, the meaning of the insuring clauses, and what ihe
predicted impact on claims coflection shauld be.
We offer reporting af claims v[a 'f -800, an-line or fax. Once
received, our staff reports the claim to the appropriate
c�rrier, creates a follow-up diary, and continues fo monitar
the claim fo its conclusion.
�xperience
7hrough long established contacfs with major markets and
experience in handling some of the inclustry's most
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(� camplex claims, we are able ia overcome obstacles fhat
inevitably arise in fhe event of a claim. Our goal is to
ensure fhat those obstacles do not resuft in reduced or
delayed claim settlements to our clients. We work hard to
settle clalms expeditiously, wfth the insureds best interests,
business policies and public relations in mind. W� belie�e
that our clairr�s handling ability is a feature that sets McGriff
apart from the competition. Our experienced cfaims s�aff
works closely with your insurers and internal staff to
resolve each claim. Other brokers are much more
defachad from the cfaims process and often assign
inexperienced staff to the claims function, and/or place the
majorify of claims handiing responsibility on the insurer.
Claims Statf �xperience
n Largest fiducEary
claim in U.S.
❑ Claims arising from
3`d targesi
bankruptcy 9n U.S.
❑ Liability losses in
excess af $350 mif
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MSW-employs over 8Q full-fime licenseci and specialized
claims specialists with extensive commercial insurance
experience. Their experience backgrounds include an
average af 10 years as indepen�ent and company claims
adjusters. The MSW Claims staff includes former agency
c{aims personnel, staff insurance company adjusiers,
supervisors and managers, independent adjus�ers, in�
house risk managemenE department claim and litiga�ian
managers, lass confrol technicians and Juris Doctor
degreed personnel. These individuals have been �nvolved
in some ofi the industry's mast complex and high profile
claims. We are currently working on one claim that is
expected to be the largest #iduciary claim in the U.S.
Clients that our claims group has assisted include Enron,
WilTel Gammunications, Continental Airlines, UPS, Service
Corporafion, EDS, HealthSouih and Be[ISouth. iypes of
policies on which we have pravided claims services
include:
MSW C[aim Handling Experience
Lar E �.OSS EX erfise
T pe of Claim Seitlement Amounf
Pro ert /Business Interru tion �950 MM+
Liabilit �350 MM�-
Directors & Officers �350 MM+
FiduCiar $10b MM*
�Pl. $30 MM+
E&O � $�0 MM+
Mal ractice $10 MM+
Rvuge Tradin $40 MM+
Null & Machiner $75 MM+
Marine Liabilif $50 MM+
Credit $75 MM�
Control of Well $25 MM�-
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MSW's Claims Services
Include:
❑ Tracking alf claims
o Advocaiing for
clients
❑ Accessfng Eegal
resources
c� MaEnkaining a suit
log
a Providing fiow
charts for comp[ex
c[afms
❑ Annual file audits
❑ Quarterly claims
reviews
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Additional claims experience includes:
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Shareholder derivative actions
Claims arising from ihe 3rd largest bankruptcy in U.S.
hisfory
Take ar pay contract dispuie — class aciion
Accounting irregularifies from a failed merger -- class
action
CEaims arising from "round trip" trading
Environmental impairment claims
Services
Claims administration services include:
Daily Activities
❑ Assist in the reporting of claims and related dispute
resolution
❑ Continuafly frack reported c(aims
a Facilifate and attend claim review sessions
❑ Liaise with adjusters/underwriters/attorneys and client
staff
a Preside over and per�orm claim audit functions
a Review, analyze and discuss large ciaims
Q Provide customized executive summaries and
management reparfs covering all claim activify
❑ Asslst with claims pracedures and reporting
requirements
o Respond to reservatian of rights letfers and caverage
den�als
Pre-l.oss Act�vity
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Coordinate initial meeting
Develop a pre-claim strategy
Communicate with cfaims personnel and the
underwrlters' cla9ms representative
provide educativn regarding procedures, protocol,
exposures, confact names, 24-h�ur availability and
basic coverage overview
Review current loss history
Formulate a plan to manage open losses
Research internet for additional data if needed
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❑ Int�rface befween the underwriters management and
clienfs designated personnel
o Act as advocate for client in dispute resolution
o Monitor and review claims activify and reserves
❑ Evaluafe and make recommendaiions on seftlements
o Maintain an open ifems list for client and underwrifers
claims management deparfinent wiih a strict timeline
for complefion information
❑ Assist in expediiing partial paymenfs and monitor fhe
anticipated dafe to achieve complete r�solufion
o Provide flow charfs and executive summaries for large
and complex claims to assist in tracking fo conclusion
❑ Attend setflement conferences and meetin�s with
client's representatives
❑ Provi�e client wifh sfatus reporfs on apen items
n Develap strafegies for future open items
❑ PerForm annual file reviews wifh carriers
Reporting
MSW assists with recording of the loss information when it
is called, faxed, or mailed to us and reparting of the lass to
the appropriate carrier for claim set�up and handling. Your
dedicated Gfaim Representative wi�l also wark with you fo
defermine if certain fypes of situations actuapy fall into the
realm of a claim or may be addressed ofherwise. Our
claims staff may work with yaur claimants dir�ctly to
�•esolve maffers on your behalf and io assist yau with
maintaining good-will with your valued cusiomers. We
access both infernal and externaf litigation resources as
needed, as �art of our stan�ard claims handling process,
iracking
MSW has a high level of involvement from ti�e date of
initlal claim receipt until the �ate of final resolufion. As a
general rule, every loss is reviewed on a 90-day basis until
conclusion. �ile audlts are performe� annually to ensure
k�at claims are handle� and tracked in a professiona!
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manner. We review ongoing litigation on a regular basis
and keep [ogs of litigation in progress.
W� feei that every claim shou�d be viewed and handled
based upan the unique set ofi circumstances surrounding
the loss. Claims, accidents and injuries a[f stem from a
multitude of occurrences, develop af d�fferent rafes � and
result in varying degrees of exposure.
Each fass Ps evaluated on its own merits to ailow your
Claim Representafive to correlate their level of invo�vement
to the severify of the loss. In severe Ioss situations, senior
claims staff may be wor[cing with the adjuster on a daily
basis.
Ciaim Reviews
Claim reviews are dane on a quarteriy basis with our
clients and applicable carrier representafives. The criteria
for claim reviews is typically selectecf when policy terms
are negotiated and are based on various factors such as
reserva level, injury severify, lost time duraiion or specific
business policies. This is also an ideal fime to cEiscuss any
claims managemenE and service issues that may have
arisen over the previous quarfer.
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McGriff, Seibels and Williams of Texas, 1nc. will work with
clients fo help implement a focused risk management
service program to reduce risk at key locatians within the
arg�nization, McGriff 'ss staffed wifh five full-time
consulfanfs basect in Birr�ingham, Atlanta, Daflas and
Houston. We wfll work close�y with your staff and the
insurance carrier risk consulfants to provide and enhance
your current risk managemeni program. We will work with
you to coordinate and monitor risk management servfces
to make sure objectives of yaur program are being met.
�ur experience and background allows us to support your
risk management program wlth the following services:
0 8usiness Confinuity Planning
❑ Risk Mar�agemenf Evaluatfon Programs
❑ Practical recammendations for risk enhancements
❑ We hefp identify deficiencies and prior(fize
improvement
o The use of Zywave Technology
We believe thaf in order to be successful, an effective risk
managemenf program shauld include eight key
components as fiollaws: � ,
4 Commitmentfrom management
n Awareness
� Employee accountability
a Supervisor and employee training
❑ Safety committee (involving management,
superiors and employees}
❑ Hazard identificafion and methods of control
❑ Accident and iricident investigafion
❑ Periodic review of the program
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❑ Independeni project visits where speciai pr�blems
have developed
o Review of any recommendations or risk �
enhancernents
❑ Providing a single paint coniact for personnel to
obtain guidance on risk services
a Warking with insurers to evaluate loss confrol
services and formulating responses
Q Meeting with designated insurancelrisk
� management staff
Q Follow-up on claims activify trends
❑ �rovide S�ewardship ReporEs regarding risEt
management activitiss and objectives
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The first step MSW Risk Services woul� t�ke in enhancing
a curreni program is fo campiete our Risk Management
�valuator. Our evaluator focuses on 9� areas, which
includes Management Leadership, �mployee Pariicipatian
and Training lnitiatives. Once aur evaluator is completed,
wa can begin to compare the provided data fo customize
our collaborative MSW RisEc Service Plan.
Our MSW Risk Services plan for reducing var[ous hazards
is broken down into three initial phases to identify and
prevent loss. 7`he 1st Phase is "The Assessrnent of
7heory". This assessment verifies workers' campensaiion,
property and fleet irends to fargef specific areas of
prevention. fn order to create results, we wi(I implement
Fhase !I. This incorporates specific lacation visiis, Zywa�e
T'echnology and collaboration with insurance company
carriers to identify and reduce various hazards. The firta!
phase of service [s fhe Impact phase. This includes
stewardship meetings, adjustments to service targefs and
pro-active risk management enhancements for the
reduction af loss.
Depending on the agreeci complexify of our clienYs risk
management plan, software such as Microsoft Projec�
Manager or Project Kickstart could be used, AddifionaF
tools fior monitoring operafians will include our Zywave
Technology and insurance carrier loss dafa reporfs to
target trends. Loss trends and risk analysis are critical
informafion that must be monitored frequently in order to
make adJustments ta provide maximum impact fo reduce
losses.
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Risk management and loss prevention consuiting
services targets include Management Commitmenf,
Pro-Active Safefy Cuiture & Employee Accountab�fity
as our foundation to consu(iing. Once fhe levels of
ihese areas are determined, specific risk management
programs can be implemented. A review of your
organizationaf objectives, risk management techniques
and business con#inuity planning are all part of our risk
managemenf brokerage service. These are generally
higher Ievel in nature and require our elient to provide
confacts that can make and impfement decisians to
reduce and control losses.
At times, we are asked to be involved with compliance
relafed serv+ces, but only if we muivally agree that
there is a benefit of value for all parties. Some of the
most frequen#ly requested compliance-oriented
services ihat we offer are the following:
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❑ Autamatic Sprinkler ❑ Frequency & Saver[ty �.ass
Consulfing Ana[ysis
❑ Water Flow Test Consulting � Risk Managemenf
Adequacy Planning
❑ N�PA Code Compliance � Risk Nlanagement Objective
Planning
❑ Loss Control Report Review ��valuation of Venc[er
Proposals
❑ OSHA Citatian Review ❑ Vender Selections
❑ Site consuitations and visiis ❑ Ergonomics
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Bu�����s �oNr��u�r� P�.�[�����
The purpose of a BUSiness Continuity Plan is to have an effective plan with detailed
policies and procedures, which would be im�lemented in the event af a slgnlficant
business disruption. The palicy should be able to respond to a business disruption by
taking reasonable measures designed to safeguard employee's (ives ancl firm asse#s,
while making financial and operational dacisions. Your company should be able to do
this as quickly as possible while recovering and resuming operations.
Protecting vifa! company data, transactions, records, and allowing your customers ta
condu�f business with you is critical in maintaining customer relations. In the event that
the company determines they are unable to continue business for a short perio� of time,
you should be able take steps fowards assuring customers of contingency plans fo kee�
confidence and re�enue streams open.
A business continuify plan shoufd anticipafe all infernal and extarnal disruption. Infernal
business disruption will affect only the company's ability to communicate and conduct
business to one or mare locations. �xternaf business disruption prevents the operation
of the securities markets such as terrorist affack, a bfackocat ar a wide scale regional
disruption. The response to an external business disruption relies heavily on other
organizaiions systems and especially on the capabilities of the contingency planning to
ensure the confinuous, reiiable delivery of service and producfs to your customers.
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CYt,y of De�ntoYi
Standard Purchase Terms and Conditions
These standa�d Te�ms and Condi#ions and the Teims and Condi�ions, Specifications, Drawings
and other requirements included in the City's solicitation are appIicable to Con#xacts/l'uzehase
Orders issued by the City hereinafter refet�ed to as the City or Buyer and the Seller herein after
xefe�•red to as tk�e Bxdder, Cantractar ox S��pplier. Any deviatians must be in vv�iting and signed
by a representative of the City's Px�ocurennent Departmen# an.d the Supplier. N'o Terms and
Conditions contained in the Sellers Solicitation Response, Invoice or Statement shall seive to
modify the teims set foi�th heiein. If there is a conflict between ihe provisions on the face of the
CantractlPurchase Ot•der these rvritten provisions will take pxecedence. .
Sy s�iUmitting an Offer in response to tlie Solicitation, ihe Contracior agrees that the Contract
shall be govezned by the follawing terms and conditions, unless exceptions are duly noted ancl
fully negotiated.
1.� COI�ITRACTOR'S O�LIGATIONS. The Cont�•actoz shali fully and timely p�•ovide all
deliverablas described in th.e Solicitatior� and in the Contractor's Offer in strict accordance wi#h
the tei7ns, covenants, and canditions of the Contract and all applicable Federal, State, and local
laws, rules, and regulations,
2. EI'FECTIVE DAT�/T�RM. Unless otherwise specified in the Solicitation, this Gon-hact
shall be effective as of the date tha contract is signed hy the City, and shall continue in. ef�ec#
unYil a11 obligations are performed iu accordance with the Contract.
3. INVOICES: �
A, The Contractor shall submit separate invoices in duplicate on each purchase o��der o� purchase
release aftez• each delivery. If partial shipments ar deli�veries are authorized by the City, a
sepa�•ate invoice must ba sent for each shi�ment or delivery made.
B. Proper Invoices must include a unique in�roice nuinber, the purchase order oi� cie7ivery
order nunaBer and tIie m�sfer agz•eement number if a�pIicable, the Deparfinent's Name,
and the name of the point of contact for the Department. Invaices shall be itemized a�d
transportation chaxges, if any, shall be iisted separately, A copy of the bill of lading anc� the .
freight waybill, when applzcabte, shall be attached ta the invoice. The Contrac#or's name,
remittance add�•ess and, if applicable, the tax identification number on. the invoice must exactly
zrzatch the info�7nation in the Vendar's registration rvith tha City. Unless otherwise instructed in
wri#ing, the City nnay z•ely on the remittance address specified on tl�e Cont� ac#or's invoice,
C, Invoices for labor shall include a copy of all time-sheets with trade labor rate and deliverables
arder x�umber elearly identified. Invoices shall �Iso include a tabulation of work�hours at the
appropaiate rates and grouped by wox•k order number. Time billed for Iabor shall be li�nited to
hours aetualiy r�rorked at tl�e work site.
D. Unless otherwise expressly autliorized in the Contract, the Contractor shall pass through all
Subcontract anci other authorized expenses at acival cost without markup.
E. Federai excise ta:ces, State taY�s, or City sales taYes nnust noi be included in the invoiced
annount.
The City �vill furnish a tax exemption certificate upon request,
4. PAYIYIENT:
A, All prQper invoices need to be sent to Accounts Payable. Approved invoxces will be paid
withiz� thiz-ty (30) calenda� days of the Ciiy's receipt of the deliverables or of the invoice being
received in Accaunts Payable, whichever is later.
B, If p�yment is not ti�ely made, (per paragraph A}; interest shaIl accrue on the unpaid
balance at #I�e lesser of the r�te specified in Texas Government Code Section 2251.025 or
tIxe inaximum laf�vfuI a�ate; except, i� payrn�ent is not tia�nel� made foi• a reason for �vliich the
City may wit}�hold payment lzez�eunder, interest shall not accrue t�nfil ten {IO) calendar
days after the grounds for wifhholding �ayment �ave been resolved.
C. If partial shipments or deliveries are authorized by the City, the Contractor will be paid for the
pai�tial shipment or delivery, as stated above, provided that the invoice matehes tlie shipment ar
delivery.
D. The City may withhold or set off the enfire �aytx�ent or part o� any paym�ent otherwise due the
Contracfor to such extent as rnay be necassary on account of:
i, cieli�c�ery of defective or non-conforming deliverables by the Contractox;
ii. thud party claims, which are not covered by the insu��ance which the Contractor is
x•equired to �
provzde, az•e :��ed o�� �easor�able evidence indicating probable filing of such claims;
iii. failure of the Contractor to pa� Subcontracto�s, or for labor, materials or equipment;
iv. damage to the propei�ty of the City or the City's agents, emplayees ox contractors,
which is not covered by insurance rec�uired to be px•ovided by the Contxactaz•;
. v. reasonable evidernce that tha Co�ntractor's obligations will not be completed within the
time specified in the Contraci, and that the unpaid balance �vould not be adequate to
cover actual or liquidaiec� darnages for the anticipated deiay;
vi. faihire of the Confractor ta submit proper invoices wztl� purchase order number, with
all rec�ui�•ed attachments and supporting documentation; or
vii. failure of the Contractor to comply with any material provision of the Contract
Documents,
E, Notice is hereby given that any awarded Contractor who is in ai7ears to the City for delinc�uent
taxes, t�e Cxfy may of;Fset in�debtedness owed the City tht•ough payment withholding.
F. Payment will be made by check unlass the parti�s mutuall� agree to payment by credit c�rd or
electronic transfer of funds, The Cont�actor agrees that there s1ia11 be no additional cl�ax�ges,
sureharges, or penaliies to the City for payments made by credit card or electronzc funds trans�er.
G, T1ie awardang ax contin�uatxoz� of this cont��act is dependent upon the avaiIability of funding.
The City's pa�ment obligations are payable only and solel� from funds Appropriated and
available for this contract. The�absence of Appropriated or otlier lawfully available funds shall
render fhe Contract nu11 and void to the extent funds are not Appropriated or available and any
deli�verables delivered 3�ut unpaid shall be returned to the Contractor. The City shall provide the
Contractor written notice af ihe failure of the City to make an adequate Ap�rapriation foz• any
fiscal year fo pay the axnounts due under tlxe Confxact, or the x•eductian of any Ap�ropriation to
an amount insufficient to permif the City to pay its obligations under the Contract. Iu the event of
none or inadequate appropriation of funds, there will be no penalfy nor iemoval fees charged to
the City.
5. TRA.VEL EXPLNSES: All travel, lodging and per diem expenses in connection with the
Contract shall be pazd by the Contractor, unless othez�wzse stated in the contract terms.
6, �INAL PA�M��1'Y' A1�1D CLOSE-OUT;
A. If a DBE/MBE/WBE �rogram Plar� zs agreed to and the Cont�•actor has identified
Subcontractors, the Contractor is required to submit a Cont�•act Ciose-Out MBE/WBE
Compliance Report to the Purchasing Manager no later than ihe 15th calendar da� after
completion of all tivork under the contract. Final payment, retainage, or botk may be witbh�ld if
the Contractor is not in compliance with the requitennetats as accepted by the City.
B, The making and acceptance of �inal payment will constitute;
i, a tivaive� of all claims by the City against the Contractor, except claims {1) which have
been previously asse�•ted in writing and noi yet settled, (2) arisir�g from defec�ive work appearing
after final inspection, (3) a��ising from failure of the Contracto�• to comply wi#h the Coniract �or
the tei�ns of any waa.7anty specified herein, (4) arising from the Contractor's continuing
obligations under the Coniract, including but not limi#ed to indemniiy and �varranty obligations,
or (5) arising undez• the City's rigl�t to audit; and ii, a waiver af all claims by the Contractor
against the City other than those pzeviously asserted in writing and not yet settted.
7. RIGHT T� AUDYT:
A. The City shall have the xight ta a�.idit and make copies ofthe books, records and computations
pei�taining to the Confract. The Contractot• shall retain such books, records, documents and otber
evidence pei�kaining to the Contract period and iive years thereaftex•, e:�cept i� an audit is in
pragress or audit imdings are yet uruesolved, in which case records shali be kept until aIl audit
tasks are completed and resolved. These books, records, documents and other evidence shall be
available, wiihin ten (10} business days oiwritten request. Further, the Cont��actor sha11 also
requi�e alI Subcontractors, material suppliers, and other payees to a�etain all boo�s, �•ecoxds,
dacuments and ather evidence pertaining to the Contraet, and to allow the City similar access to
those docuznents. All books and records will be made available within a Sa mile radius of ti�e
City of Denton. The cost oithe at2dit will be boine by the Cify unless the audit reveals an
oveipaymeni of 1°/a or greater. If an overpa�ment of 1% or greatez occut�s, ihe xeasor�able cost of
the audit, including any travel costs, must be bo��� by the Contractoi� which must be payable
within five {5) business days of receipt of an invoice.
B, Failura to comply with the proviszons of this section shall be a material breach of th.e Contract
and sh�11 constitUte, in the City's sole ciiscreiion, g�aunds :fo�• te�•mix�ation thexeof. Each of the
texms "books", "records", "dacuments" and "other evidance", as used above, sha11 be constz•ued
to include drafis and electronic files, eveii if such drafts or elechonic files are subsequent�y used
to generate or prepare a final printed document.
8. SUBCONTRACTORS;
A, If the Cont�•aetor identified Subcont��actors in a DBE/MBE/WBE agreed fo Plan, the
Coniractor shall compl� with all requuements approved by the City. The Contractor shall not
initially employ any Subcontractor except as provided in the Contractor's Plan. The Contractox
shall not substitute any Stibcontractor identified in the �1an, unless the substitute has been
accepted by the City in wriiing, No acceptance by the Ciiy af any Subcontractor shall constitute
a waiver of any rights or remedies of the City with respect to defective deli�verables provided by
a Subcontractor, If �. Plaiz has been approved, the Contractor is additionally reqiured io submit a
monthly Subcontract Awards and Expendih�res Repo�� to the Procurement Manager, no later
than the tenth calendar day of each month,
B. Work performed for the Contractor by a Subconhactor shall be pursuan# to a written contract
betvveen the Contractor and Subcontractor. The tex�ms of the subcontract may not conflict with
the terms of the
Conixact, and sl�all cantain provisions that:
i. require that alI dali�verables to be provide� by the Subcontractoi be provided in strici
accordance with the provisions, specifications and te�ms of the Contraci;
ii, prohibii the Subcontractor fiom fut�iher subcontracting any pox�tion of the Contract
without the prior w�ittan consent of the City and the Contraotor. The City rnay require, as
a condition to such further subcontracting, that the Stiibcon�iactor post a paymeni bond in
foi7n, substance and amount aceeptable to the City; � �
iii, require Subcont�actors to submit a11 invoices and appl'zcatxo�s for payments, including
any ciaims for additional payments, damages ox otl�erwise, to the Co�tractor in sufficient
tima to enable the Contractor to include same with its illvoice or application fox payment
to the City in accorda��ce with the terms of the Contract; �
iv. require that all Subcont�actors obtain and maintain, throughout the tei7n of their
coniract, insurance in the ty�e and amounts speeified for ihe Contractox•, with the City
being a named instued as its interest shall appear; and
v. iequire that the Subcontractor indemnify and hold #he City harmless to the sanne extent
as the Contractor is required to indemnify ihe City.
G Th;e Contractor shall be fully responsible to tlie City far all acts and omissions of the
Subcontracfoz•s jtist as the Conhactor is responsible far the Contractor's own acts and omissions,
Nothing in #he Conhact s1�a11 create for the benefit o�any such Subcontraetoi any cont�•ach�al
xelatianship bet�veen tlae City and any such Subcontractox, nor shall it create any obligation on
the pax•t o;f the City to pay or to see to the plyment of any moneys due any such Stibcontractor
except as may otherwise be required by law.
D, The Contiacto�� s�ia�l pay each Subcontractoz• its appropriate share of payments rraade to the
Con�ia�actor not later than ten (I O) calendar days a$er �•eceipt oipayment fiom the City. '
9. WARRANTY-P12ICE:
A. The Contractoz wa��rants the prices quoted in t�Ze 4ffez� are no higher than the Cont��actor's
cui�ent prices on orders by others for like deli�verables u�de� similar tei7ns of purchase.
B. T3�e Cont�actor certifies that #he prices in the Offa� have been arrived at independenily
�,vithout consultation, communication, or ag��eement for the puipose of restricting competition, as
to any matter relating to such fees with any other Contractar or �vith any competitor.
C. In addition to any other remedy available, the City may dedi�ct from any amounts owed to fhe
Contractoz•, or otherwise iecover, any amounts paid for items in excess of the Contractor's
cur�eni prices on orders by�others for like deliverables under similar terms of pua•chase.
10. WARRAIVT'Y — SERVIC�S: The Contractor watrants and repz•esents that all services io be
provided the City under #b.e Contraci will be �ully and tirnely parformed in a good and
worktnanlike manner iz� accordanee wiin generally accepted indusriystandards and practices, the
terms, condifions, and covenants of the Contr�ct, and all applicable Federal, State and local lativs,
rules or regulations.
A, The Contracto� rnay not limit, exclude or disclaim the faz•egoing wai7anty or any wal��anty
implied by law, and any attempt to do so shal� be without force or effect,
B. Unless otherwise speci#'ied in the Contiact, tha �var�anty period shall be at least one yaar from
the Acceptance Daie. I� du�•ing tha warranty period, o�e or rt�ore of tha above tivairanties are
bxeached, the Contractoi shall promptly u�on receipt af demand perfoi7n the services again in
accordance with above standard at no additional cost to the City. A11 costs irzcidental to such
additional performance shaIl be borne by the Cant�actox, '�'�e City shail endeavor to give the
Cont�•actor written noiice of the bieach of wailanty within thirty (30) calendar days o� discovery
of the breach warraniy, but failu�e to give timely notice shall not impaix the City's rxghts under
this section.
C. Tf the Contractor is iinable or un�villing to perfozm its sezvices in accordance with the above
standard as required by the City, then in addition to any other available �•emedy, the City may
reduce the.amoi�nt of selvices it znay be requu•ed to purchase under the Contract fi•om the
Contractor, and puxchase confot•ming services from ofher souxces. Izz such event, #he Can�iactor
shall pay to the Ciiy upon demand the uicreased cost, if any, incurred by the City to procure such
seivices fi�om another source,
1 I, ACCEPTANC� OF INC4MPLETE OR NO1Y-CONF4RMING A�LNERABLES: If,
instead of requiring immediate correction or removal and replacement af defective or non-
conforming deliverables, the City prefet�s to accept it, the City ma� do so. The Confractor shall
pay alI claims, costs, losses and damages attxibutable ta the City's evaluation of and
detei�nination ta accept such de�ective or non-conforming delivera6les. If at�y such acceptance
occurs prior to final payment, the City may deduct siich amounts as are necessary to compensate
the Czty �o� the diminished value of the defective o� non-conforming deliverables. If the
acceptance occurs after final payment, such amount �vill be refunded ia the City by the
Conhactor, .
12.1tiGHT TO ASSURANCE: Whenever one party to the Contract in good faith has reason to
question the other pai�ty's intent #o perforrra, demand may be made to the other pa;�ty far w��xtten
assurance of -tl�e intent to pei�£oz�. In t�e event that no assiu�ance is given within the time
specified after demand is made, the demancling pai•ty may heat this iailu�e as an anticipatory
repudiation of the Contract.
13. STOP VVOIti� 1V'OTICE: The City may issue an immediate Stop Wa�•k Notice in the eveni
the Contiactor is observed perfo�•tni�ig in a manner that is in violation of Federal, Stata, ar local
guidelines, or in a manner that is detei�nined by #�.e City to be unsafe ta either Iife or propei�ty.�
Upon notiiication, the Contractar will cease all work until notifiec� by the City tha# the violation
or unsafe condition has been corrected. The Contractar sliall be liable for all costs incurred by
the City as a z•esult of the issuanc� of such Sto� Work Natice.
14, DEFA�CJY,T; The Contractor shall be in default under the Coniract if the Conta•actoi (a) fails
to fiilly, timely and faxth�ully perform any of its material obligations under the Contract, (b) fails
to provide adequate assuiance of perfoi�nance un.ier Paragraph 24, {c) beconies insolvent or
seeks relief under the bankrnptcy laws of the United Sta�es or (d} makes a material
misrepresen#ation in Contractor's Offar, ar in any xe�ort o�• deiiverable required to be submitted
by the Contractor to the City. . ,
15. TERMINATION FOR�CAUSE: In the e�vant of a default by the Contractor, the City shall
have #he right to teiminate the Contract for cause, by wri#ten notice effective ten {10} calendar
days, unless oYheiwise specified, after the date of such notice, unless the Contractor, within such
#en (10) day period, ciues such de�ault, or pro�vides evidence sufficient fo piove to the City's
�easonable saiisfaction that such default does not, in. fact, exist. In addition to any other remedy
available under law or in equity, the City shall be entitled t� recover a11 actual damages, costs,
Xosses and expenses, incur�ed by ttze City as a result af the Cont�•actor's default, including,
without limitation, cosi of cover, reasonable attorn.eys' fees, eourt costs, and pxejudgrzzent and
post judgment interest at the maXimum lawful z•ate. Addi#ionally, in the event of a default hy the
Cantracior, the City may remove the Conf�actor from the City's vendor list for three {3) years
and any Offer submitted by the Contractor may be disqualified for up to three {3) years. Al]
rights and re�nedies undez the Cont�act are ciunulative and are not exclusive oi any other right or
remedy �rQVided by law.
16. TERMINATYO�i '4�VYTHOUT CAUSE: The City shall have the right to tei7ninate tlie
Contiact, in whole or i� part, without cause any time upon thirty (30) caleudar days' prior written
notice. Upoi�. xeceipt of a notice of termination, the Contractor sh�l1 promptly cease a11 iuither
wark pursuant to the Contract, �vith such e:cceptions, if any, specified in the notice of
te�•r�ination. The City shall pay the Caz�tractor, to the extent o£fiinds Appropriated or otherwise
legall� available for such puxposes, for all goods delivered and services perfo�7ned and �
obligations incux�red priox� to the dat� af tei�nination in aecordance with the terms hereof.
�.7. FRAUD: Fraudutent statements by tk�e Contractor on any �ffe�• or in any report or
deliverable requited to be submitted by the Contractor to the City shall be �oilnds fox the
tei7nination of the Con#ract for cause by the City and may result in legal action.
18. D�LAYS:
A. The City may delay scheduled delivery or other due dates by written notice ta the Contzacto�•
if the City deems it is in its best interest. If such delay causes an inerease in the cost o£ the work
under the Cantract, the City and tlie Contractor shall negotiate an ec�uifab�e adjustment for costs
incurzed by the Contractor in tha Contract pt�ice and execute an amendment to the Cont�act. The
Contractor must assei�t its right to an adjustment r�vithin thixty {30) calendar days from the date a�
receipt of the notice of delay. Failure to agree on any adjusted price shall be handled under the
l�ispute Resolution process specified in pat•ag��aph �9. Hotivever, nothing in this provision shall
excuse the Coniractor from del�ying the delivery as notified,
B. Neither party shall be liable for any default or delay in ihe �erformance of its ablzgations
under this Cor�tract if, while and to the extent such default or delay is caused by acts of God, fire,
riots, civzl coznmotion, labor disruptions, sabotage, sovereign conduct, ot� any other cause beyond
tlie raasonable control of such Party. In the avant of defauit or delay in contr�.ci perfoxmance due
to any of the foregaing cattses, than the ti�ne for completion of the services will be extended;
provided, howevez•, in such an event, a conference will be held within th�•ee {3) husiness days to
establish a mutually agreeable period of time reasonably necessaiy to ovarcome the effeei of
such failure to �e��orra.
19. INDENINITY:
A. Definitions:
i. "Indemnified Claims" shal� include any and all claims, demands, suits, causes of aciion,
judgments and liability of every character, type or description, including aIl reasonable
costs and expenses of litigation, mediation or other altei�ate dispute resolution
mechanisnn, including attarney and athez• professional fees for; (1) damage to or lass of
#he property of any person (inchiding, but not Iimited to the City, the Conixactor, their
xespective agents, officers, employeas and subcontractors; the officers, agents, and
employees of such subcantractors; and third parties); andlor (2) death, bodily injury,
illness, disease, wox•ker's compensation, Ioss of se�:vices, o�� lass o£income ox wages to
any person (including but not limited to the agents, ofiicers and employees of the City,
the Co�ntxac#or, the Contrac#or's subcontractors, and thud partias), ii. "Fault" shali include
the sale of defective or non-confor.ming deliverables, negligence, wi11fu1 misconduct or a
breach of any legally irx►pased strict liability standard.
B, THE CONTRACTOR SHAL'L DEFEND (AT THE �PTI�N �F THE CZT�,
INDEMNIFY, AND HOLD THE CITY, ITS SUCCESSORS, ASSIGNS, OI+`FIC�RS,
�MPLOYE�S AND EY,ECTED OFFICIALS HARMLESS FROM AND AGAINST ALL
INDEMNIFIED CT�ATIVYS DYRECTLY AIiTSII�IG OUT �F, INCIDENT TO,
CONCERNING O�Z RESULTING FROM THE FAULT OF TH� CaN'TRACTOR, OR
THE CONTRACTOR'S AGENTS, EMPLOYE�S �R SUBC4NTRACTORS, IN TH�
PERFORMANC� OF T� CONTRACTOR'S OBLIGATIONS UNAER. T�
CONTRA,CT. N�TT�TNG HEREYIV SHALL BE DEElVIED T� LII�IIT THE RIGHTS OF
THE CZ'�'X Ok2. TH� CONTRACTOR (INCLTJDIN'�, BT�T NOT LY'VYY'TED TO,. THE �
RIGHT TO SEEK CONTRIBUTIOI� A.GAINST ANY THIRD PARTY WHO IVYAY B�
L7ABL� FOR AN INDEMNIFIED CLAIM.
20. INSURANCE: The following insurance rec�uiretnents are applicable, in addition to the
speci�ic insivance requu�ements defailed in Attachment A. The successful Contractoz• sha11
procure and maintain insurance af the types and in the muumum amounts acceptable to the City.
The insurance shail be w�.•itten by a company licensed to do business in the State of Texas and
satisfactoiy to the City.
A, General Requirements;
i. The Contractor shall at a ininimum cai7y insurance in the iypes and amounfs in.dicated
and ag�•eed to, as submitted fo the City and approved by the City within the procurement
process, for the duraiion o£ the Cont��act, including extension apiions and hald over
periods, and during any wau•anty period.
ii, The Contractor shAll provide Certificates of Insurance with the coverage's and
endorsements rec�uired to the Ciiy as vea�£ication of coverage prior ta conhact execntion
and within fourt0an (I�) calendar days aftet� v,n•itten i�equest fiom ihe City. Failu�e to
provide the required Certif'icate of Insurance may subject the Offer to disqualification
from consideration fo�• award. '�'he Contractor must also forward a Certificate of
Insurance to the City whenever a previously identified policy �eriod has e.cpzrec3, or an
extension option or hald over period i.s a�ercised, as v�riiication of continuing coverage.
iii. The Contractor shall not cornmence work until the reqiured insnrance is abtained and
until such insurance has been reviewed by the City. Approval of insu�ance by the City
sliall not r�liev� or decrease the liability of the Contractor hereunder and shall not be
canshl�ed to be a iimitation of liabilify on the pai�t of fhe Contracior.
iv, The Cantractor must submit certificates of insurance io the Czty far all subcontractors
prior to the subcontractars coiviner�cing woz�k on the projecf.
v, Tlie Contractor's and alI subcontractors' insurance eoverage shall be written by
companies licensed to do business in the State Qf Texas at the tim.e the poIicies ai•e issued
and shall be writt�n b�+ companies tivith A,M. Best z�atings of A� VII or better, The Ciiy
will accep# workers' compensatiorz coverage wxitten by the Texas '4�Iorkexs'
Compensa#ion �nsurance Fund.
vi. All endorsements naming the City as additional insuxed, waivers, and no#ices of
cancellation endorseinents as well as fhe Certificate of Insurance shal} contain the
solicitation nuinber and the following information;
City of Denton
Materials Managelnent Depaitment
901B TeYas Street
Denton, Te�as 76209
vii. The "othei" insurance clatise sha11 not apply to the City where the City is an
additional ins�red shawn on any poticy. It is intendect that policies required in the
Contract, covering both fihe City and the Contractor, sha11 be considered primary
covez•age as applicabie.
viii. If insurance policies are not written far amounts agreed to wiih the City, the
Contractor sha11 ca1�y Uinbreila or Excess Liability Insurane� for any differences in
arn.ounts specified. If Excess Liability Insurance is provided, ii shall foilow the foirn of
the primary coverage. �
ix. The City shall be entitled, upon request, at an aga•eed upon location, and tivithout
e�pense, to review certified copies of policies and endorsements tliereto and may make
any reasonable requests fo� deletion or revision or modifieation of partictllar polzcy
terms, conditions, Iimitations, or exclusions excepi whexe policy p�•ovisions are
establisk�ed by lavv or regulations binding upon either of the parties hereto or the
underv�rriter on any such policies.
x, The Ci#y reserves the right to review the insui•ance requirements set forth during the
effective perzod of the Contraci and to make reasonable adjustments to in�sut•ance
covex�age, limits, and exclusions when deemed necessary and prudent by the City based
upon changes in statutory 1aw, coui�t decisions, the claims history of the industiy or
financial condition of the insuranca company as well as the Contractor.
xi. The Contractox• shall not cause any insurance to be canceled noz• perxnit any insurance
to Iapse during tfie tei7n of�he Canhact or as requi�•ed in the Contract,
Yii. The Cantractai• shall be z•esponsihle for premiums, deductibles and self-instired
retentions, if any, stated in policies. All deductibles or self-insured retentions �shall be
disclosed on the Certifica#e of Insurance.
xiii. The Coiitractor shall endeavor to provide the City thirty (30) calendar days' written
notice of erosion of fhe aggregate limits below occui�ence limits for all applicable
coverag�'s indicated within the Contract.
xiv, The insurance coverage's specified in within tlie solicitation and requuements are
t•equired minimums and are not intended to Iimit the responsibiIity ox liaUiIity of fhe
Contractor.
B, Speciiic Coverage Requirements; Specific insuiance requixements a��e cantained in #he
soiicitation instxument.
21, CLAYMS, If anq claim, demand, suif, or other action is assei�ted against the Contractor �vhich
arises under or concerns the Conf�act, a�� which could have a material advesse affect an the
Contractor's ability to perfoim fhereunder, the Contractor shaIl give written notice thereof to tk�e
City within ten {10) calenda� days after receipt of notice by the Con�actor. Such notice to the
Ciiy sha11 state the date of notific�tion of any such clair�, demand, suit, or other action; the
names and add��esses of the claimant(s); the basis thereof; an.d the name of each pez•sax� against
whom suci� claim is bezng asse�•ted. Such notice shall be dali�vered personally or by mail and
shall be sent to the City and to the Denton City Attorn�y. Personal dalivery to the City Attorney
sha11 be to City Ha11, 215 East McKinney Sireet, Denton, Texas 7G201,
22. NOTICES: Uniess othez•wzse speci�ed, all notices, requests, oz• other communications
requued or appropriate to be given under the Contract shall be in writing and shall be deemed
delivered three (3) business days a$er postmarked if sent by U,S, Postal Sei�ice Cei�tified or
Registered Mail, Retuin Receipt Reqnested. Notices delivered by other means shall be deemed
delivex�ed upon x�eceipt hy the addressee. Routine communications may be made by ��st cIass
mail, telefaY, or other cornmercially accepted means. Notices to the Contractor shall be sent to
the address specified in the Cont�actor's Offer, or at such other address as a party may notify the
ot�er in writing. Notices to the City shall be addressed to the City at 901B Te:�as 5t�eet, Denton,
"I'e�as 76249 and marked to the atter�tion of the Purchasing Manager,
23.12IGHTS TO BID, PROP�SAL AND C�NTRACTUAL MATERIAL: All material
stlbmitted by the Contractor to the City shall become propel-ty of the City upon receipt. Any
pot•tzons of such xnatexial claimed by the Confractor ta be p��vp��zeta�.y must be clearly rnarked as
such. Determinatiox► of the public nature of the matezial zs subject to the TeYas Public
Infoi7naiion Act, Chapter 552, and Texas Government Code.
24. NO WARRANTY EY CYTY AGATNST L.vFRING�EM�NTS: The Cantractor represents
and warrants to tlie City that: (i) the Cont��actot� shall pzovxde the City good and indefeasible tifle
to the deliverables and (ii) Yhe deliverables supplied by the Confractor in accordance with the
specifications in the Contract will not infringe, directl� or contributoril�, any patent, trademark,
copyright, trade secret, or any o,ther intellecfual propexty right of any kind af any third pa��ty; that
no clain�s have been made by any person or entity with respect to the ownership or operation of
the deliverables and the Contiactor does not know of any valid basis for any such clauns. The
Cantracto�• shali, at its sole expense, defend, indemnify, and hold the City ha�mtess fx�om and
against aIl Iiability, dannages, and costs (including court costs and reasonable fees of attorneys
and other professionals) arising out of or iesulting from: (i) any claim that the City's e:�ercise
anywhe��e in tl�e tivorid of the rights associated with the City's' ownership, and if applicable,
license rights, and its use af the deliverables infi�inges the intellectual property rights of any third
party; or (ii) tha Contr�ctor's breach o�' any of Cant�actor's representations or warranties stated
in this Contract, Tn the event of any such claim, the City shall Ilave the right to monitor such
claim or at its option engage its own separate counseI to act as co-counsel on tk�e City's behal£
Fu�.�thar, Contractor agxees th�t the City's specificatians regarding the deliverables shall in no
�vay diminish CQntractor's waixanties or obligations under #his patagraph and the City makes no
warxanty that the production, development, or deIivery o�'such de��verables will not impact such
warranties of Contxactor,
25. CONFIDENTIALITY: In order to provic�e the delive�ables to #he City, Contractor may
require access to certain of the City's ancUor its licensors' confidential information (in�cXuding
inventions, emptoyee info�xnation; trade secrets, conf'ideirtial know-horv, conf'idential business
imfot�rnation, a1id other information which the Cify ox• its licensors consider confidenti�l}
(collectively, "Conf'fdential Information"). Contractor acknowledges and agxees that the
Caniiciential Info��mation is the valuable property of the City andlor its licensors and any
unauthorized use, disclosure, dissemination, or other release of the Con#"idential Information will
substantia.11y injure tha City and/or its licensors. The Contractor (including its einployees,
subcontrac#ors, agents, or representatives) agrees that it will maintain the Confidential
Inforrnation in strict conficlence and shall not disclase, disseminate, copy, divulge, recreate, or
otherwise use the Confidential Information without the prior rvritten consent of tha Ciiy or in a
manner not expressly pernnitted undez this Agreement, unless the Confidential7nfoi7nation is
z•ec�ui�ed to be disclosed by lav,r or an orc�e�• of any cou�•t or othe�• gove��nmenta� authority wi#h
praper jurisdictzon, provided the Contractor promptly notifies the City befox•e d�sclosing such
information so as ta perznit the City reasonable time to seek an appropriate protective orde�•. The
Coiitractor agrees to use protective zneasuxes no less st�•ingent than the Cont�actor uses within its
own �usiness to protect its own most valttable infox�mation, which protective measiues shall
unde�• al� c�rcumstances be at ieast reasonable measures to ensure the contanued confidentiality of
the Confidential �nformation,
2b. OWN�RSHiP AND USE OF DELIVERABLES; Tlie City shall� own all rights, titles, and
interests throughoiit the world in and to the deliverables.
A. Patents. As io any patentable subjeet matter contained in the daliverables, the Contractor
agreas to ciisclose such patentable subj ect matter to the City. Further, if requested by the City, the
Coni�actor agrees to assign an.d, i�necessary, cause each of its employees ta assignthe entire
xight, title, and interest to specific in�ventions under suck� patez�table subject mattex to the City ancl
to e�ecute, acknowledge, and deliver and, if necessary, cause each of its employees to execl�te,
acknotivlecige, and delivez• an assignmellt of letters patent, in a foi7n to be reasonably approved by
the Ciiy, to the City upon request by the City.
B. Capyxights. As to any deliverables containing co�yrightable subject matter, the Gontractor
agrees that upon their c�:eation, snch deliverables shall be considarec� as work made-for-hixe by
t1�e Con-hactor for the City and the City sha11 ow� ali copyrights in and to sach deliverables,
provided however, that nothing in this Paragx�aph 38 shall negate the Gity's sole or jaint
ownership af any such deliverables arising by vii�tue of the City's sote or joint authox•ship of such
deliverabfes. Should by ope3•ation of 1aw,� such deliverables not be consid�red r�rrorks made-for-
hire, the Contractor hereby assigns to the City (an.d agrees to cause each of its employees
providing services to the City hereunder to execute, acknowledge, and delivez� an assignmeni to
the Ciiy a fl all worldwide a•ight, title, and interest in and to such deliverables, With respect to
such work made-for-hire, th� Contractor agrees io e:�ecute, ackzzowledge, and deliver and cause
each af its employees p�•oviding seiwices to the City hereunder to execute, acicnowledge, and
deliver a work-made-�oz-hixe agt�eement, i�� a fo�m to Ue xeasonably approved by the City, to th�
City upon delivery of such deliverables to the City or at such other time as the City nnay x•equest.
C. Additionai Ass�gnments, The Contractor fiirkher agrees to, and if' applicable, cause each of its
employees to, execute, acknowledge, and deliver all applications, specifications, oaths, .
assignments, and ail other instruments which the City might reason.ab�y deem. necessary in order
to apply :foz and obtain copyright protection, mask work registration, irademark regisiration
andlo�• protection, lette��s patent, or any sirnilau rights in any and all cotimt�ies and in order to
assign and convey to the City, its successors, assigns and nominees, the sole and excliisive right,
txt�e, and inte�'est in and to the deli�verables. The Contractor's o6ligations to execute, .
acknowledge, and deliver (or cat�se to be executed, acknowledged, �nd delivered) instruments or
papers such as thase described i� this Paragx•a�h 38 a., b., and c, shall continue after the
tei�nination ofthis Contract �vi#hrespect to such deli�verables. In the event the City should ziot �
see�C to obtaizz copyright protection, inask r�vork registration or patent protection for any of the
delive��ables, but sl�ould desire to keep the same secret, the Con�iactor agrees to treat the same as
Canf'idential Information t�nder tlze tex7ns of Paragraph 37 above.
27. PUBLICATYONS: AlI published material and written reports submitted under the Contract
must be originally developed material unless otherwise specifically provided in the Contract.
When material not ox�iginally developed is inc�uded in a��eport in any foi7n, the source shall be
identified. •
28. ADV��T�STN�; The Contractor shall not advei�tise or publish, without the City's prior
consent, #he fact that the City has entered into the Contract, except to the extent required by la�v.
29, NO CaIV�TYIVGENT FEES: The Contracto�• warrants that n:o pe��son or sel�ing age�cy has
been ea-ci�toyed or retained to solicit or secure the Contract upon any agreement or understandzn.g
for commission, pez•centage, brokerage, or contingent fee, excepting bona fide employees of
bona fide established comme�c�al o�� selling agencies maintained by the Con#ractor for the
pu��ose of sec�ring businass. For breach or violation of this waz•ranty, the City shall have the
right, in addition to any other remedy available, to cancel the Contract without liability and to
deduct from any arnounts owed to tlYe Contractor, ar otherwise recover, the fuil amount of such
commission, percentage, bz•o�Cerage oz• con#ingent fee.
30. GRATUITI�S: The City may, by written notice to the Contractor, cancel the Cont�act
without Iiability i� it is detei�nined by the City that gratuities were offered or given. b� the
Contractor or any agent oz• xep�•esentative o�th.e Co�#zactor to any offzcer oa� employee of the City
wzth a view toward securing ihe Cont�•aet or securing favo�•able tz•ea#naent with respect to the
awardi�g oz• amending or the making of any determinations tivith respect to the performing of
such contract. In the event the Conhact is caneeled Uy the City pursu�nt to this provision, the
City sliall be entitled, in addition to any other z�ights and rernedies, to recover o� withhold the
amount a;Ethe cost incuiYed by the Contractor in pro�viding such gratuities.
31, PROH�BITION AGAINST PERSONAL i�ITEREST IN CONTRACTS; No ofiicer,
employee, independent consult�.nt, or elected official of the City vvho is involved in tl�e
development, eva�uation, ox decisian-making process of the perfo��nance of any solicitation shall
liave a financial inteiest, direct or indirect, in the Cont�•act resulting fi•om that solicitation. Any
willful violation of thzs section shall canstitute'improprieiq in office, and any of�cer or empIoyee
guilty the�•eof shall be subject to disciplinary action up to and including dismissal. Aiiy vialation
of this provision, with the knowledge, expressed or implied, of the Contracto�� shall render the
Contract voidable by tk�e City. The Contractor shall complete and submit the City's Conflict of
Intez�est Questionnai�e (Attachmeni D}.
32, iND�PENDENT CONTRACTOR: The Contract shall not be construed as creating an
exnployer/emploqee ielationship, a partnez�ship, ox a joint venture. The Coniractor's seiwices shall
be #hase of an zndependeni contractor, The Contractor agrees and understar�ds that the Confract
does not grant any rights or privileges established for einplo�ees of the City, TeYas fox the
putposes of incame tas, withholding, social security ta�Yes, vacation or sick leave benefits, wvorker's
compensation, ar any oth�r City �mployee benefit. The Ciiy shall noi have supervision and control
of #he Contaactor or any employee of the Contractor, and it is expressly understood that Cont��actor
shall perform tha sezvices hezeundez• accoiding to the attach�d specifications at the general diz•ection
of the City Manager of the City, Texas, or his designee under this a�greement,
33. A.SSIGNM�NT-nEL�GA�'YON; The Cantract shall be binding upon and ensure #o ihe
benefit af the City and ihe Contr�ctor a.nd tlteu respective successors and assign.s, pz•ovided
however, that no right or interest in tlie Contract sha11 be assigned a.nd no obligation shall be
de�egated by tlie Contractor tivithout the prior written consent of the City, Any attemptect
assignment orr delegation by the Cantractor shall be void unless made in conformity �vith this
parag�•aph. The Contract is not intended to confer i7ghts or benefits on any pex•soz�, fzrm or entity
not a pa��y hereto; it being the intention of the pai�ies that there are no third party bene#icia��ies ta
tlze Cont��act.
34. WAIVER: No claim or iight arising out of a breach of the Contract can be discharged in
whole or in pai�i by a waiver or renunciation of the claiin ar right unless the waiver or
renunciation is supported by conszderation and is in wxiting signed by the aggrie�ved pai�ty. No
waiver by either the Contractor or the City of any one o�• znore events of defai�lt by the other
pa��ty shall opex•ate as, or be eonstrued ta be, a permanent waiver of any rights or obliga#ions
undei the Contract, or an eYpxess or implied acceptance of any oth�r existing or future defauli oa�
defaults, whether of a siznila�• o�• diffe�ez�t eharactex,
35. MODIFICAT�41�iS: The Contraci can be modified or amended only by a writing signed by
both pai�ties. I�To pre-pruited or similar tei�ns on any the Contractor invoice, ordez or other
doct�ment shall have any force o�• effect to ch.ange the tez'ms, covenants, and conditions of the
Cont�•act.
36. INT�RPTt�TATION: Tl�e Contract is intended by the pai�ties as a final, complete and
exclusive statement of the terms of their ag�•eennent. No course af pxior dealing between the
pa��ties oi cou�se of pei�foirnance or usage of the trade shall be relevant to su�plement oz� explain
any teirn used in the Contract. A1tY�ough the Contract may have baen substantially drafted by one
party, it is #he intent of the pai�ties that all provisions be construed in a manner #o be fair to both
parties, reading n.o pzovisions more strictly against one pa�•ty or the other. Whenevez' a te�m
defined by the Uniforrrz Cozzame�ciai Code, as enacted by the Sfate of Texas, is used in the
Contx•act, tlxe UCC definition shall control, unless otheawise de�ned in the Contract.
37. DISPIJTE RE�OLUTION: � .
A. if a dispute arises out of or relates ta the Contract, or the breach thereof, the parties agree to
z�egotiate p�•io� #o prosecuting a suit for darnages. However, this section does not prohibit the
filing of a lawsuit to toll #he running of a statute of limitations or to seek injunctirre ralief, Either
pat�ty may make a writt�n request for a me�ting bet�veen representatives of e�tch pai�ty within
foin�teen (14} calendar dRys after receipt of the rec�ues# or such latex period as agreed by the
parties. Each party shall include, at a mininnum, one (1) senior level individual with decision�
making authority rega,rding the dispute. The purpose of this and any subsequent meating is to
attempt in good faith to negotiate a resolution of the dispute, Tf, within thi�•ly (30) calendar days
after sucla meeting, the �arties have not succeeded in negotiating a�•esolution of the�dispute, they
�vill proceed directly to mediation as described below. Negotiation may ba waivad by a rnrritten
agreement signed by both parties, in wluch event the parties may praceed directly to mediation
as described below,
B. If th.e ef�'oz�s to resolve the dispute through negotiation fail, or the pat�fxes waive the
negotiation p�•ocess, tk�e par#ies may seleot, w�than thirty (30) calendar days, a mediator trained in
mediaiion skills to assist tivith resolution of tha dispute. Should iha�+ choose this option; the City
and the Contractor agree ta act in good faith in the selection of tke mediator and to give
considexatio� to qilali�ed individuals nominated #o act as medzatar. Nothing in the Coz�tz�act
prevents the parties fi•om relying on the skills of a peison who is tXained in the subject matter o;F
the dispute or a contract interpretation expert, If the pai�tias faii to agree on a madiator �rithin
thirty (30) calendar days of initiation of the mediation piocess, the mediator skall be selected by
the Denton Cau��ty Alternative Dispute Resohifion Program {DCAP). The pa�.-�ies agxee to
participate in mediation in good faith for up to thirty (30) calendar days frotn the date of the fia•st
mediation session. The Gity and the Contractor �vill share tha mediator's fees equally and tl2e
p�,rties will be<u their own costs of pai�ticipation such as fees for any consultants or attoi�neqs ihey
may utilize to represent them or otherrvise assist them in the media#ian,
38. NRISDICTIOIII AND VENU�: The Contract is made under and shall be governed by tfte
laws of the State of Texas, including, �vhen applicable, the Uniform Con�neicial Code as
adopted in Texas, 'V.T, C,A,, Bus. & Comrn. Code, Chapter 1, excluding any ��ule or pxinciple that
would x•efer to and apply the substantive Iaw of another state or jurisdictian. All issues atising
fi•om this Contract shall be resolved in the courts of Denton Counf�, Texas and the pat�ties agree
to submit to the exclusive personal jurisdiction of such coui�is. Th� for�gaing, however, shall not
be consh�zed or intei�preted to limit or restrict the i7ghi or ability of the City to seek and secure
injunetive reIief from any competent authority as contemplated herein.
39. YNVALTDYTY; The invalidity, illegality, or unenforceability of any provision of the
Cont�act shall in no way affect #he validity ox enforceability of any other partion or provision of
the Contract. Any void provision shall be deemed seve�•ed #'rorn the Contract and the balance of
the Contract shall be construed and enfoicec� as if the Contract ciid not contain the pal�icular
portion or pz•ovzszon held to be void. The pai�ties fui�ther agree to refox�n the Contract to replace
any stricken provision with a valid provision that comes as close as possible to the intent af the
stricicen provision. The provisians of this section shali not prevent this entire Contract fiom
being �oid shauld a pxovzsion which is the essence o� the Contx�act be detexmined to be void.
40. HQLYDAXS: The �oliowing holidays axe observed by the Cxty,
New Year's Day (observed)
MLK Day
�Iernorial Day
�kth of July
Labor Day
Thanksgiving Day
Day Aftex• Thanksgiving
Christmas E�ve (obse�ved)
Chrisimas Day (obsexved}
New Year's Day (o6served)
If a Legal Holiday falls on Saturday, it wi11 be observed on the preceding F3•iday. If a LegaI
Holiday falis on Sunday, it wi11 be observed on the following Monday. Norznal hours of
operation shall be between 8:00 am and 5;00 pm, Monday tluoiigh F��iday, e�cIuding City of
DentQn Holidays. Any schedulad deliveries ar woxk pez�foznnance noi within the noz�nal hours of
operation musi be approved by the City Managex o;FTaenton, Texas oz his authorized designee.
41. S�UR'V�[VABILZTY 4F aBLIGATIONS: All provisions of the Contract that impose
continlling obligations on the partias, ineluding but not limited to the wa�•ranty, indemnity, and
confidentiality �bligations of the paiiies, shall survive the espiration or te�7nination of the
Contract,
42. NON�SUSPENSION OR DEBAI2NIENT CERTIFICA'.�ION:
The Ciiy is prohibited fi•om contractnig with or making prime ox• sub-awards to parties that are
suspended or debai7ed or �vhose principals a�•e suspended or debarred from �'ederal, State, or
City Contracts. By accepting a Contz•act with the City, the Vendor certi�ies that its fix•tn and its
principals are not cui7ently snspended or debar�ed fiorn doing business with the Federal
Govez•nnaent, as indicated by the General Services Administration List of Parties EYChrded fiom
Federal Procurement and Non-Piocurement �'rogranns, the State of Te�as, or the City,
43. EQUAL OPPORTUNITY
A, �quai Em��loyment Opportaniiy; No Offerar, or Offez•oz•'s agent, shall engage in any
discriminatory employment practice. No �eison shall, on the grounds of race, sex, age, disability,
creed, co�or, genetic testing, or national origin, be refused the benefits of, or be othe��vise aubjected
ta disc��imination undex� any activitias resulting from this RFQ,
B. Azneric�ns with Disabilifies Act (ADA) Compliance: No Offeror, or Offeror's agen�, sha11
engage in any disci�iminatory employment practice against individuals with disabilities as
de#"�ned in the ADA.
�4. BUY AMEItiCAN ACT-SUPPLIES (Applicable to certa9n federally funcled
requiremenis)
'�'he following federallp funded req�urements are applicable, in addition to the speciiic federally
funded requiiements.
A, be�nitions. As used in this paragraph
i, "Companent" means an article, material, or suppl� incoiporated directly into an end product,
ii. "Cost of components" means -
(1) For components purchased by the Contiactor, the acquisition cost, including t�anspoi�tation
costs to the place o:f incoiporation into the end p��oduct (�vhether or not such costs are paid to a
domestic fii�n), and any applicable duty (whethex or not a duiy-free en#ry certi�icate is issued); or
(2) For cornpon.ents manufactured by the Contractox•, all costs associated wiih the manufacture of
the component, in�cluding transpat�tation costs as described in paragiaph (1) of this definiiion,
pXus allocable overhead costs, but excluding profit. Cost of components does not include any
costs associated with the manufacture of the end px•oduct.
iii. "Domestic e�d pxoduct" me�ns-
(1) �4n urunanufactured end �zoduct mined ar pradueed in the United States; or
(2) Ar� end prodtici manufactured in the United S#ates, if the cost of its components mined,
produced, ot• manufactured in the United States eYCeeds SO �ercent of the cost of all its
cQmponents. Com�onents of foreign origin of the same class or kind as tl�ose that the agency
detei7nines are not mined, produced, or manufactursd in sufficient and reasonably available
commercial quantities of a satisfactory quality are treated as domestic. Scrap generated,
collec#ed, and prepared for �rocessing in the United States is considered dornestic.
iv, "End piroduct" means thase articles, materials, and supplies to be acquired nnder the contiact
f01 I?ll�IiC U50.
v. "Foreign eiid product" nneans an end prodlict other #han a domestic end product.
vi. "United States" means the 50 Sfates, tk►e District of Columbia, and outlying areas.
B. The Buy American Act (41 U.S.C. IOa -10d) provzdes a pre%rence for domestic �nd products
for supplias acquiz�ed foz use in the'United States. �
C. The Cifiy does not mazntai�� a Iist of fo�eign articles that will be treated as donnestic for this
Co�ntract; but wili consider for approval fo�eign azticles as domestic for tius product if the articles
are on a lzst approved by another Gov���nmental Agency. Tl�,e Offeror shall submit
documentation with their Offer demonstrating thai the article is on an approved Governmentai
list. �
D. The Co��tractor shall deliver only domestic end praducts except to the e;�tent that it specifxed
delivery of foz•eign end products in the provision oithe Solicitation entitled "Buy American Act
Cei�tificate".
�-S. RIGHT TO INFORMATI�N: The City reserves the right to use an� and all information
presented in any response to this solicitatzon, wl�ether amended or not, except as prohibited by
law. Salection of zejectiob of the submittal does not af#'ect this z•ight,
�b. L�C�NS� ��ES UR TAXES: Provided the solieitation requires an awarded eontractor or
supplier to be licensed by the State of Texas, any and all %es and #axes ate the responsibility of the
resp ondent.
�17, PREVATL�NG 'WAGE RATES: Ail respondents will be required to eomply with Provision
5159a o� "Vernon's Aniiotated Civil Stahrtes" of the State of TeXas with z•espect to the payment
of prevailing wage rates and prohibiting discrunination in the employment pi•actices.
http://w��v.access. gpa. go�J/davisbacon/tx.html
�S. CONIPLIANC� WITH ALL STATE, FEDERAL, AND LOCAL LAWS: The contractor
or supplier shall comply with all State, Federal, and Local laws and rec�uirements. The
Respondent must comply with all applicable laws at a11 times, includi��g, wiithout limitation, ihe
following: (i) §36.�2 of the Texas Penal Code, which prohibits bribe�•y; (ii} §36.09 of the Texas
Pena� Code, wluch prohibits the offei•ing or confeiYing of benefits to public seivants. The
Respondent shali give a11 natices and comply with a1I laws and iegt�lations applieable to
furnishing and perfo�mance af the Conti•act,
49. F�D�RAL, STATE, AND LOCAL REQUIREMENTS: Respondent sha11 demonstrate
on-site cotnpliance with the �'ederal Tax Re%rm Act of 198b, Section 1706, atn.endzng Section
530 of the Revenue Act of of 1978, dealing with issuance of Form W-2's to common law
employees, Respandent is responsible for both federal and State unemployment insurance
coverage and s#andard '4�lorker's Compensation insuzance coverage. Respondent sl�all ensure
compIiance with all federal and State tax laws and witk�o�ding xequit•ements. The City sl�aIl not
be liable to Respondent oz• its employees for any Unemployment or Workers' Compensation
coverage, or federal or State withhalding requirements. Contractor shall indemnify the City and
shall pay a11 costs, penalties, or losses restilting from Respondent's omission or breach of this
Section.
50. DRUG FREE WQRKPLACE: The contractor shall comply �vith the applicable provisioris
af the Diug-Free Work Place Act of 1988 (Public Law 100-690, Titie V, Subtitle D; 41 U.S.C.
70� ET SEQ.) and maintain a diug-fiee wori� envixonment; and the iinat �•ule, govez�nment-tivide
requirements �o�• dx•ug-free woxk place (grants), issued by the Office of Managezraenf and Bud�et
and the Department of Z?efense (32 CFR Pa�i 280, Sui�pat�t F) to implemeni #he provisions of tlae
Drug-�ree �Iork 1'lace Act of 1988 is incorporated by reference and the contractor shall comply
with th�e xelevant pi•ovisions theieof, inchiding any amendments to the final ivle #11at may
hereaftez be issued. '
51. RCSPO�DENT LIABILITY FOR DAlVIAGE TO G�VERNMENT PROPERTY: Tlxe
Respondent shall be liable for all damages to govei�unent-owned,leased, or occupied property
and equipment caused by the Respondent and its employees, agents, subcontractors, and
suppliers, including any delivet•y or cartage campany, in co�vnection with any performance
pursuant to #he Contract. The Respondeni shall notify the City Procurement IVlanager in writing
of any such damage within one (1) calendar day.
52. FORCE MAJEURE: The Ciiy, any Custorner, and the Respozzdent shail not be responsible
�or perfoi7nance under iha Contract should it be prevented fi•om perfoiYnance by an act of war,
order of legai aiithority, act of God, or other unavoidable canse not attributable to the fault or
negligence of the City. I�n t�e event of an occurrence under this Section, the Respox�de�i wi11 be
excused fiom any fui�her pei�formance or observance of the requirernents so affected for as long
as stacl� ciret�mstances prevail and the Ttespondent continues to use commercially reasonable
efforts to recommence �erformance or ot�seivance whenever and to whatever extent �ossible
tivitho�zt delay. The Respondeni shall immediatelp notify the City Procurement Manager by
telephone (to be coninrned in writing within five {5) calendar days of the inception of such
oecurrence) and deseribe at a reasonable level of detail t�:e cixcuxn.stances causing the non-
performance or de1a� in pai�ormance.
53. NON-WAIVER OF RIGHTS: Failtue of a Pai�ty to require perfo`rinance by another Party
under the Contract tiviil not affect the rzght vf such Party to require perfoi�mance in the fiihire. No
delay, fail�ire, o�' waiver o£ either Party's exercise or partial exercise of any right or remedy under
the Co�itz•act shall operate to limit, impai�, preclude, cancel, waive or otherwise affect si�ch right
or remedy. A waiver by a Party of any bxeach o�a�y te�m of the Conhaci will not be construed
as a waiver of any con#inuing or succeeding 6reach, .
5�. NO WAIVER OF S OVERCZGN ItI�IMUNI�'Y: The Parties eYprsssly agree that no
prorrision of die Coiitiact is in any way intended to constitute a waiver by the City of any
immunities fi•oxn suit oa• fi�om liability that the City may have by operation of law.
55. RECORDS RETEi�ITI4N; The �espondent sl�al� retain all financial records, supporting
documents, statistical records, and any other records or books relating to the perfoirnances called
for in the Contcact. The Respondent shall retain all such records for a period of four (4) years
afte�� the expiration af the Contraet, or until the CPA or State A,udito�•'s 0�#�zce is saiisfied thai all
audit and litigation matters are resolved, whichever peziod is longer. The Respondant shall grant
access to a11 books, records and docume�zis pertinent to the Contract to the CPA, the State
Auditor of Texas, and any fede��al governmental entity that has au#hority to review records due to
federa� fil�ds being spent under the Contiact.
ADD�TIONAL TERMS AND C4NDITZ4NS �
Confract Terms
It is the intention of the City to award a contract for a tluee (3) yea� period. The Czty and the
A.warded Contractor shall have th� option to ienew this contract fox• an additional two (2) one-yea��
periods. Materials and seiwices undei�taken ptus�aant to this RFP will be requuad to cornmence
within fourteen (14} days of deliveiy of a Notice to Proceed. The se�vices shail be accomplished per
the Scope of Wor1c and Sezvices as identified .i.0 Section IlI and the Procurement Process and
Pro�edux•es as outlined in Sec#ion II.
The Cont�act shall coinmence upon the iss�lance of a Natice of Ar�vard by the City and #he
implementatzon process shali begin. The Contract shall automatically expue three years froxn
October 1, 2d12. At the expi�•ation of the initi�l contract period, this confract rnay be renewed
ai�nualiy by written agreement between both pai�ties, for two (2) additional one-yeaT �1�T1bCI5. At
the sole option af the City, the Contrac# naay be fii�ther e:�tanded as needed, no# to exceed a total
of six (6) months,
Pr. icin�
Fii•m Price �
Priczng and discounts that ara proposed shall be fu�n for the initial one-year period specified in
the solicitation. Price decreases are allowed at any time. Pz�ice increases shall only be considered
as stipulated below in paragraph #5, "PRICE ADJUSTMENTS".
Price DecreaseslDiscount Increases
Contractors are xequirad io immediately implement any price decrease or discount increase that
may become avaiIable, The City must be noti£'ied in w�zting �or npdating tlie contract.
Price Adiustments
Prices negotiated for tiv.s service must be firnr� �or a pexioc� af one year from date of confract
award. Any request for price increase must be based on the Consunner Pz•ice Tnciex, Inflation
Calculatoz•, or competitive wage adjustment and capped at 5%a. Request m.ust be submitted in
writing with supportin� evidence far need of sucl� xncrease to the 1'urchasing iblanagex at least
1.24 days prior to January l. st of each year, Respondent m.ust also pz�ovide suppar�ing
docume�itation as justification foz' the request.
Upon recaipt of such request, the City reserves the right to either: acc�pt the escalation as
competitive with the general rnarket price at the time, and become effective Janua�y 1SE of the
year the request is made ar reject the incieases within 30 calendar davs ai�er receipt of a propezly
submitted request. If a properly si�bmitted increase is rejected, the Contractor may raques#
cancellation frozn the Conh�act by giving the City written notice, Cancellatior� wil� not go into
ef�ect for 15 calendar davs after a determination has beer� xssued. 1're-price increase p�•ices must
be honored on purchase orders dated up to the official date of the City approval az�d/o�
cancellation.
The request can be sent by e-ma�l to: purohasin� tr,ciivofdenton.ca�n
Or mail to:
City of Denton
Attn: Purchasing Manager
901B Texas Street
Denton, Texas 76209
The City of Dento� xesezves the right to accept, reject, o�� negotiate the proposed price c�ianges.
Ri�l�ts to Data, Docunnents� and Comnuter Sofi�vare tGavernment �ntity �wnerslji�
Any software, iesea�•ch, repoi�ts studies, clata, photographs, negatives or othar docuznents,
dra�vings ox materials prepared by contractar in the performance af its obligations under this
contract shali be the exclusi�ve property of the Ciiy and all such maiarials shall be delivered to ihe
City by the contracto�• upon eornpletion, teimination, or cancellation of this contract, Contractor
may, at its own expense, keep copies of all its �vritings for its personal �les. Contractor shall not
use, �villingly allow, or cause #o have stich mate�ials used for any pu�pase other than the
performAnce of cax�traGtor's obligaiions under this cont�•act without the prior written consent of
tkie City; providec�, however, that contractor shall ba allo�ved to use non-confidential mate�•ials
for writing sampl�s in pursuit of the work.
The owziership rights descz•ihed hei�ein shall include, but not be limited ta, the right to copy,
publish, display, transfe�, prepare derivative woz�ks, or atherwise use tbe wo�•�CS.
Addin� New Products ox Sex�ices to the Contract after Award
Following the Cont�act awax•d, ADDiT�ONAL services or products af the same general category
that could have been encompassed in #he awart�d of this contract, and that are not already on tha
contract, may be added. A formal wriiten request may be sent tQ successful Contz•actor {s) to
pro�icie a proposal oz� the addiiianal services and shall submit proposals to the City as instructed.
All prices aie subject to negotiation with a Best and Final QfFer ("BA��"). The City may accept
or reject ar�y or all pricing proposals, and may issue a separate RFP or IFB far the products after
rejecting .some ox a11 0� the prapasals. The commodities and seiwices covered under this
provision shall confo�m to the state�nen.t of wark, specifications, and rec�uiremenfs as outlined in
the x�eques#. Contract changes shall be mada in accoz•dance wxth �.ocat Govei7vnent Code
252.0�48.
PAYMENT AND IN'VOrCES:
All proposals shall specify terms and conditions of payment, which will be considered as part of,
but not cont��ol, the award of proposals. City review, inspection, and processing pzocedttres
ordinarily require thirty (30) days afte�� receipt of invoice, mataiials, or sarvices. Proposals
which call for payment befox•e thirty (30) days fi�om receipt of invoice, or cash discounts given
on such paymenf, will be considered only if, in the opinion of the Purchasing Manager, the
review, inspection, and processing procedures can be completed as speci�ed.
Invflices shall ba sent di�ectly ta #he Ciiy of Dentan Accounts Payable Department, 215 E
McKinney St, Denton, TX, 762Q1-�299. A p�•o-fo��rrxa znvoice shall be sent to the caniract
administz•atox. Xt is the intention of tha City #o make payment o� coraapleted orders within thil-ty
(30} days after z•eceipt of invoice or items; rvhichevei• is later, unlass unusual circumstances arise.
In�voices �ust b� fully documentecl as ta labor, materials, a�d equi�anent �rovided, if
appIicable, and must reference t�e City of Denton Purchase Order Number in order to be
processed. No paynaents s�xall be made on ii�voxces not listuig a Purcliase Order Numbar,
Upon contract award� Sll]3]J110TS are � encouraged ta receive pa�ments through direct deposzt.
Additional information rega��ding diY�ect deposit payments is available at
ww�v.dentonpurchasin .� coni
TAX �XEMPTION:
The City quali�'ies fo�• sales taY exemptzon pursuant to the pro�visions of Az�ticl� 20.04 (�') oi the
Texas T�imited Sales, Excise and Use Ta:c Act. Any Contiactor perfoi7ning work under this
contract for the City may ptu�chase materials and supplies and ren.t or lease equi�tnent sales tax
free, This is accomplished by issui�xg exemptian certificates to suppliers. Cartificates must
comply with State Comptroller's ruling #95-0.07 and #95-0.09,
�.
INSURANCE RBQUIREMEI�TS AND
WORK�RS' COMPENSENTATION REQUIREMENTS
Resportdent's attention rs dfrected to the instrrcrnce rec�zrirernents belotit�. rt is highly
recornrnended that respondents confer �vith their ��espective irrsrrrance cctrriers or bt�okers to
deter•rnirae in �rdvarrce of Pr�oposal/Bid sarbuzission the availability of insirrance ce��t fccrtes and
enclorsements as pr�escribed and pr�ovided he�ein. .If an apparent lotin respondent fails to corrrply
s�rictly lvrth the insatrance reqirif•eiraents, that resporadeni rnay be disqualifred frarn mt�arcl of the
cor�tract Upon contrcrct mvaf•d, a17 instrt�anee requif•ements shall becorne corrtt•actztal
obXigations, tiuhrch the st�cces�sf rl contractor• shcail have cr d�iiy, to maintain thr�t�gho�rt the ca�crse
of this contract.
STANDARD P120'YISIONS:
��itltout lirttititrg atty of tlre oilter ohlig�rtio�t.s os� litcbililies of tlte Cnr:tractor, the CorrtrY1Ct01�
slirrll p�•ovide and �rcaintaifz u�r�il tlie cotttracterl wo�k lirrs been complete�l arrd rrccepted by tlie
City, 4w�te�; ilte mr.�ti��iaern irasarrt�r:ce cove��trge tts i►idretrted 1'ierei�iafter.
As soorr as practicrcble rrftel� not fcrrtron of corzfr�cci �cwnrrl, Coritr�rcto� sf�all fr.le wTfl'i tlte
ldcrrc/tasirrg Depaa�tyltertf s�tisfactory cert�crcfes of ir�surartce iriclrrdrrrg ariy ripplica.Gle
arlder2rizrnt o� ertdo�se�rt.e�tts, confarr:ir:g tl:e cotrfract �tunrber �rsnl title of the p�•ojecf.
Caztractor nany, r�pon wl�r.t[err r�eqr�esi to tlie PurclzasingDepaf�lt�tesct, ask fot� cIR���etctiort of
ar¢y itzsurance j�eqicirenteytfs �rt any time; 1`io�vever, Coritractors are stro�rgly nrlvised to na�ke
srccli r�eqrresfs prioj� ta proposrd/Gd�l open�rtg, sirtce tlie rrisuj�rir:ce reqrrir�etiie.rits niay not Ge
nrorlified or� tivaiverl frfter� propos�llbid o�ertirzg unless a wriitett except�orl Ittcs beett szr�irnitted
�Nif{a tlie �roposnl/Gid� Cotttrnctor sltadl �rof co��rne�ce aray wor�k ot� cleliver a.�ry nttrtenitrd imtil
he ot� slre receives rtotr,ftc�tion fltr�t tlte co�ttrrrct /ias been rtccepte�l, r�pproved, and signerl' by
t/te City.
All i�rstmnface pol�cies pr•oposed or oblttinerl ir� srilisfactlort of lltese reqcriret�teitts slt�ll co�ttply
witla t/ie followittg gerte�•rrl specrfcn[iorTS, rirrd slt�ll be r�:airztrrzne�! iri carrrpltarrce fvitFi fliese
ger�eral spec�catior�s tlir�ougltocct tlie durrtf�'on of tlte Contr�rcf, or� lofrger, if so rtotecl:
• Each policy shall be issued by a company authorized to do business in the State of Texas
with an A.M, Best Company rating of at least A- VIIA o�� befter,
Any deductibles or self-ins�ared retentions shall be declared in the proposal. If rec�uested
by the City, the insuier shall reduce or eiiminate such deductibles or self-inst�i�ed
iaientions with zespect to the City, its officials, agents, employees and valunteers; or, the
contractor sliall pracure a bond guat•anieeing payment o� losses and xelated investiga#ions,
claim administration aiid defense e�penses.
Liability policies shall be endorsed to provide tha following:
■ Name as Additional Insured the City, its Officials, Agents, Employees and
volunteers.
■'Z'hat such insuxance is primazy to any othe�• insuxance available fo t3�e Additianal
Insured wit#� respect to cIaims covered under the polic� and that tius insurance
applies separately to each insured against whom claim is made or suit is brought.
The inclusion of inore than one insuxed s�all not opeX•ate to increase t�.e insu�er's
limit of Iiabilify.
• Cm�celCatiori: City re�nires 30 day fvritteri notice shorrlrC any of flre policies descr�ibed
ort the certi�cate Le cariceCled or� �rcateriall.y ehmrged before t/:e eapir�rtzort rlafe.
• Shoi�id any of the requued insluance be provided under a claims made farm, Contraetor
shall maintain such co�veiage continuously tluoughout the teirn of this coni�act and,
without lapse, for a period of tluee years beyond the contzact e:�piraiion, such that
oceurrences arising durzng the contract te�•m which give rise to claims made after
expiration of the contract shall be covered.
• Should an.y of the requixed insurance be provided under a form of coveiage that includes
a general arulual aggregate limit pi�oviding for claims investigation or legal defens� costs
to be incit�ded in the general annual aggregate limit, the Cont�actor shall either double the
occux•�ence iimits or obtain �wners and Contractors �rotective Liabi�ity Insurance.
� Should any requiied insu�ance lapse du�ing the contract tez•m:, requests :for payments
originating after stieh lapse shall lioi be processed until the Ciiy receives satisfactoiy
evidence of z•einstated coverage as reqiiired by this con�t��act, e:f�'ective as of the lapse date.
If inszuance is not reinstated, City ma�, at its sole option, terminate this agreement
effective on the date af the lapse,
SPECIFIC ADDITYONAT� YirTSTJfiANC� T�QT7TR�I17ElVTS:
A!Z rnsurnnce policies ,�ro,�oserl or� obt�lined i�t str.fisft�ctiort of this Cottiract sllrrll r�rtdilrottally
comply wr.tl: tlte foZlo�virtg ��trirlced specific�rtzorts, mid sllnll. be rtrnir�frri�ied irt cor�rplirntce witlt
fIECSB (1Cl�lrlt101tlll Sp2C fCllf101tS tI1l�orrgltarct the dr�raifofa of tlte Co�tt�rrct, or Xonget, �fso ttoterl:
[X] A. General Liability Insnrance;
General Liabiliiy insu�•ance with combined single Ii�nits of not less than
$1,00a,000.00 shall be provided and mair�tained by the Contraetor, The policy shall
be w�7tten on an ocetjrrence basis either iu a single policy or in a co�n.bination of
underIying and Umbrella or excess policies,
Tf the Commercial General Liability foi�sn {ISO Foi�n CG 0001 cuz7ent edition) is
used: .
Covez•age A shall include premises, opet�ations; products, and conrzpleted
operations, independent contractors, confractual liability covering this
contract and brnad foi�n propei�ty damage coverage,
• Coverage B shall include personal injury.
• Coverage C, medical payments, is not required,
Tf the Comprehensive General Liability form (ISO �'oi7n GL 0002 Cualent Editxon
and ISO Foi•m GL 0�0�) is used, it shall include at least:
• Bodil� injury and Propex�ty Damage Liability for premises, operations,
products and completed operations, independent contractors and praperty
damage resulting from explosion, collapse or underg�ound (XCU) exposuxes.
Broad form coniractual liability (preferably l�y endorsement) covez•ing this
contxact, persanal injuLy liability and broad fo��n px•opex•iy damage liability.
[X] Professional T,iabilxty �nsurance
I'rofessional liability insurance �vith limits not less tha� $1,000,00�.04 par claim with
respect to negligent acts, ei�ars or omissions in conriaction witk professional services is
required under this Agreem.ent.
Contractor Busiuess Informaiton
1 -; :�.
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THE MIST�RY C}F II�C�Rl��� ��1��1�5 & VI(��,L1AMS
McGriff, Seibels & Williams, fnc. has a hisfory of service fo aur
clients reaching back mare than '�00 years. The origins of this
business entity and how it de�eloped over the fast century is an
interesting story. Follawing are the landmark years and events
tha� gave rise to the cammercial insurance broEterage known as
McGriff, Seibefs & Williams:
,�8�� a�ounding of Molton, Allen & WiEliams, Inc. -- a
cornerstone firm in the early Birrrtingham business
community and the progenitor of McGriff, Seibels &
Wlllfams, Inc. Mr. �Iliof T. Williams, Jr., wauld
eventually came from this firm.
19a3 a�ounding of the firm of Jemisan & Seib�ls, Inc., from
wh�ch Mr, Henry G. Seibels, Jr. later came. �
(,.
� a�ounding of Ed S. Moore & Lee McGriff, fnc., a general
1912 insurance agency from which Mr. Lee McGriff, Jr. Eater
came.
�g�$ ❑ Formation of McGriff & Seibels, Inc,
,� 968 n Merger of McGrif€ & Seibels, Inc, with Molton Aflen &
Williams, Inc. to form McGriff, Seibets & Williams,
Inc. {incarporafed in Atfanta} ihis company was led by
l.ee McGriff, Henry Sei�els and �Ilioit Williams and
specialized in Property & Casualty insurance with an
emphas[s on the Energy & Marine Industry.
7957 n Transition of mar+agement function to the next
generaiion — Bruce Dunbar appninted Chairman/C�� and
Gary Coaney appointed Vice Chairman.
❑ Formation of� McGriff, Seibels & Colvin, Inc, and the
'� �9"� esta�lishment af a branch office in Houstort, TX, an
initial entry into the rapidly developing Southwest.
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( a Acquisition of peter Barbara & Associates and fhe
� �gg2 formation of McGriff, Seibels & WiEliams of Texas, Inc.,
a major initiative into the Energy & Marine industry.
�
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�gg� a Attenta (McGriff, Seibefs & Williams, Inc. third party
administratar) opened a branch office in Raleigh, NC.
McGriff, Seibels & Williams of Texas, fnc, incorporated
in Texas.
,19�$ ❑ Coniinued expans9on into Southwest with the opening
. of the Dallas, TX branch off�ce.
❑ Aitenta expanded operafions by opening a naw branch
20U2 office, also in Da{las, TX.
a MSW merged with BB&T Insurance Services to farm
2004 fhe 6th largest insurance brokerage in the nation, anci
the 7ih largest worldwlde. MSW's parent company,
BB&T Corp., is one of #he natfans soundest financial
holding companies, with $1�a.5 billian in assets.
2aa4 ❑ MSW opened an offic� in Irvine, CA. First office of
west coast expar�sion.
2U05 a MSW opened an office in St. Lauis, MO, Es#ablish
branch oifice in central plains.
2006 � MSW opened branch Office in New Or[eans, LA.
Continue operafions on the southern coast.
2006 Q MSW stac•ts operations on the east eoast. MSW opens z
brancl� of�ce in Philadelphia, PA.
2a�6 o MSW continues growth on the west coast by opening a
branch office in Portland, OR.
2007 � Nortlnvest branch expansion, MSW opens a ttiird west coast
office in Seaftie, WA.
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�I'�Y QF I��NTON T��A.�
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MSW/BB&T M�R�ER
❑ MSW and BB&T
Insurance Services
merged effective February
1, 2004
❑ BB&T Corp, is the 91h
largest financ€a) holding
comAany in U.S., wifh
$10R,5 Bil. in assets
n Merger created 6�h largest
broEcerage in U.S,, 7in
largest worfdwide, w/over
$600M in revenues
❑ MSW retained its name,
its independence & Its
management team
❑ Wholesale brokerage units
{Cl�C/Wood & Co.)
combined operafions
M�i�Vf�s&T nl1�RG�R
�ffective February 1, 2004, MSW jolned the BB&7 family
of campanies to create the 6'h largest insurance brokerage
in the nafion, and the 7�' largest in the world. The
MSW/BB&T combined operation serves clients from offices
fhroughout the southern and eastern U.S., producing over
$689 mil(ion in annual revenues,
MSW efectecf to pariner with BB&T because of their
commitment to support and enhance the cufture that led to
MSW's success. MSW has maintained its independence,
customer focus and exceptfonal management team.
However, with the backing o€ ihe nation's 9t" largest
financial holding company and its $10Q.5 BiC. in asse�s,
MSW now has the platform anci fhe resources #a canfinue
fo grow and expan� its operafions nationally and globally.
Conversely, MSW provides the plafform for BB&T fo
expand and bui(d a nafional insurance operafion outside of
their existing footprint and ta increase their fee-based
revenues.
Aithough the two companies have different "footprin�s",
there are many similarities befween them that strengthen
and support the new partnership. While MSW specializes
in large progtams for the Fortune 1000, the focus at BB&T
has been io service mid-sized and small busfnesses as
well as individual clients. While geared fo a different client
base, BB&T's product offerings are similar to MSW's,
BB&T Corporation is:
• The 9th largest flnancfal holding
company in ihe U.S.
� One of fhe ttatlons soundesf
financfa[ inslitutions
• Over �9 i0 biHfon (n asseis
� A publlc company, #3�2 on the
�orlune 500, with stock flcker BBT
• Over 28,000 total employees
• Highly profitable, retuming 14.8%
to tfs shareholders vs. �J.S% %r
the S&P 500 (last 10 yrs.)
• One of America's "Best Big
Companies" on Forbes Platinum
400 Lisf for 6 of the lasi 7 years
• The No. 1 "smalf-business
friendly" financiaE holding
campany fn the U.S., according to
the U.S. SBA — for the 5th lime in
_Ehe lasf 7 vears
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AALI.AS/FORT WORTH
INTERNATIpNAL AIRPORT
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Public Entity �ocus
Recognizing that we will never be "a{I fhings to all peopfe",
McGriff focuses on specific indusfry sectors, which (eads to
innovaiion and a heightened level of service thaf canrtat be
provided by a generafisf. This approach strengthens our
capabififies and makes us beiter �usiness parfners for our
clients.
The public sector arena is a key focus area, and we h�ve
made a dedicated effott to hire the best and brighfesi
insurance professionafs available to support the business
obJecfives of this group. You will have th� benefit of the
f�ackground and knowledge of our mosf senior
professionals.
Why McGriff?
Our objectives as yaur insurance agenE of record are to
help the City of Denton obtain the optlma{ insurance risk
transfer product at the lowest cost availabfe in the current
markefpface. �'urthermore, we wif[ support the City's
rnanagement team wi�h responsive service and advice on
a day-to-day basis. Toward that end, we would like fo
sfress thB following points that differentiate us from the
compefltion:
❑[nsurance Broker for 5ignificant Public Entity Cfieni
Base. Please note that McGriff, Seibefs & WiUiams has
extensive experience with risk management
requirements for large public entitfes, wi#h clients such
as:
■ Garland fndependent Schoof District
■ Cify of Tam�a
� DFW International Airport
� Texas Municipal Power Agency
� Tarrant Counfy Col�ege District
� City of Dallas
�+ Richardson independent School District
■ Cify of �ryan
■ Cify of Colfege Stat9on
■ Dallas Independent School District
� Dallas Caunty Communify College Disirict
■ Cify of Garland
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�IT� ��` I��NTC�N, TE�A�
aSfrong Local Offlce — With 3 Texas offices MSW has the
resources io execufe a comprehensive service plan.
❑ Marketing Leverage - Wifh combined premium vofumes of
approximately $7 billlon, MSW has conslderable leverage
and our Dailas office places policies far billions of dollars of
property in Texas.
aStrong Public Enfity Practice Group — McGriff focuses
on distinct businass sectors in order to bring the benefit of
specializafion to our c[ients, and to insure that there is no
learning curva at yaur expense. This is esp�cialfy true of
f�e Public Entiiy Group. Key leaders of the Public Entity
group will be managing and marketing the Cify's account.
oStrengfh of Ralance Sheef -- As a member of the BB&T
family of companies, we are both financialiy strong and
stabie. BB&T/MSW have combined annual revenues in
excess of $600 M�Ilion, while our parent company, BB&T
Corporation, has over $'100.5 �illion in asseis.
❑ Independeni Broker — McGriff selecis its TPA, wholesale
and internafional partners based on our confidence that
they are trcafy the besE fii for aur client. Our abi[ity to
�` independently selec� our partners is a key reason for our
success and a clear differentiaior amongst our peers, We
have no corporafe mandates or directives regarding the
placement of business.
❑Stability of Business Model — The fact that many of aur
competitors have a pervasive inward focus and are
constantly in "r�organization" mode has in no small part
confribufed to fhe growth af our staff. We have
successfully added numerous key individua�s fram some af
our larger competitors. �
❑fmporfance of Account -- We truly welcome the
opportunity ta handle the City's account, and are confident
that we are up to any challanges that may surface.
Providing outstanding insurance and risk management
services will be our highest priority.
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___-._��"_-�
lYICGRIFF. S�IB�LS & WILLIAMS OF TEXAS. INC.
�
5080 Specit�u�n Drive, Sttite 90�E, Addison, TX 75001 TeI (�1G9) 232-2100 Fax (q69) 232-2101
Ali�ust 23, zalz
Mt•. Eltoii D. Brock
Purchasing Tvfauager
S'urclaasing Departn�eiit
City of Denton
901-8 Texas St�•eet
Denton, TX 76209
Re: RFP #5017 Property and Boiler & Maclunery Coverage for ihe Ciiy of Denton
Dear Ms. Smith;
McC'niff, Seihels & Williain of Texas, Tnc. is proild to pariiei�ate in your Request for Propei�y and
Boiler & Machinery Coverage for tlie City of Denton as your Brokei of Record. We have a��roached
rz�ultiple markets for eacli line of coverage on your Uehalf. The inarkets approached for each lu�e af
business and theu respaiise is as fallows:
��
Af�liated FM – Quoted
C�artis – Quoted
Traveleis– Qtioted
Ironshoi e – Non-�•esp onsive
Great Ainerican– Declined
TPS – Deelined due to canf�ict with Reijisurer
Jolumy Fanteiiat is the iiidividual �uthorized to �xiake representations on Uel�alf of McGriff and is the
cant�ct pez�so�l. Johnj�y is located in our Addisan off'ice at 5080 Spechum Drive, Suite 900E, Addison,
`� 7SQ01. Pho�ie Numbers are 4G9-232-2160 or 214-2�4-1631.
Thank you for the opportunity to work with the City of Deiiton. Please 1et us know if you l�ave airy
questions or problems. Thank you.
Sin ei�Py
Jol nny ontenot, CPCU, ARM, AIC
E ecuti e Vice President
l+
Form CI
Conflic� of Interest Questiannaire
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ATTACHMEN'�' C
COf�FI.[CT �F 1NTEREST QUESTIONNAIRE
For venctor or oihe�• persoa� dain� business �vifii Iocal gove�•nrnenial entiEy�
This qnesfiannaire ref�ects cliauges uiade to tha 1aw byHB.1491, 80fh Leg., Regtdar Sessiou,
This qtiestionnai�•e is being filed iu accorda�ice �vitl� chapter 1'16 of tlie Local Goveru3uent Code by a person
�vho lias a business retationsiiip as defined by Sectio�a ]76.001(1-a) witl� a local gorrecnmental entity and tl�e r�
person uieets requicements under 5ection 17G.006(a).
By law this question2�aire inust be filed with tiie records administrator of the local
governn�ent entity not iater fha�i the 7th business day after the date the person Uecomes
a�vare of facts tl�at requixe the stateinent fo be #iled. See Sectiai� 176.006, Local Governmenf
Code.
A person cotnmits an of%�ise ifthe peison luiowingly violates Section 176,00b, Local
Govermnent Code. An offense under tliis section is a Class C ix�isdeilleanar,
��Ame pf peison tivtio lias a Gusincss rclatioitship �vit111oca1 gor�ernmentai cntit3�.
\IcG�9ff, Scibcls & 1Villiams ofTexas, Inc.
� Checlt tliis box if you arc Gling an uptlate to a pirof�ionsl}• GICd c]ue5t�onnAi�•C.
FORM CIQ
OTTIC� i15� aNLY
Reccived
(The la�v requires ti�at }�ou filc au updated completed queslionnnire �vith tiio �tpproprinte filivg autliority nof tater than ihe 7�` biisiness day after the
date the origivally filed questlounAire Uecomes incompfefe or inaccuintc.)
3
Nanie of local government officer with wl�om R[er has an e�nployment or bnsiness re[ationshi�.
Nonc
Name of Officer
Thls section, (iiam 3 including subparts A, 8, C& D), musf be compleied for each ofticer with whom the fifer has an employment or other business
relationshlp as defined by Seafiort 176.001{1-a), Locat Government Code. Aftach additional pages to ihis Form ClQ as necessary.
A. Is the local governmeni o�cer named in khis seciion receiving or fikefy to receive iaxable income, other fhan investment Income, from ihe
filer of the quesfionnaire?
0 Yes � No
B. ts fhe filer of the yuestlonnalre rece�ving or likely fo receive taxable income, ofher than invesiment lncome, from or at ihe direcfion of the
local government offrcer named in Ih1s secUon ANp fhe taxable incoma fs not received from fhe tocaf governmental entiiy?
� Yes 0 No
C. !s the filer of this questlonnaire empinyed by a corporaiion or othar business eniify with respect to whfch the local governmenf officer
ser�es as an offtcer or director, or holds an ownership of 10 percent or more?
� Yes � No
D. Describe each affiliation or buslness relationship.
-� Noite
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af }�rson doing busfness with fhe governmenfal entlty
08/23/12
Oate
�nsut•ance Documenfiation
"`;';'�°RQ� CERTtFICATE OF LI/�BIL[TY I�VSURANCE 5�isila 2"Y"'
THIS CERTIFfCqTE t5 i55UED AS A MATTER �F INF4RMAF[�N ONLY AND CONFERS NO R{GHTS UPON THE CER7iFICATE HOlDER. TSi15
CEftTIFfCATE DOE3 NOi AFFIRMATiVELY OR NEGATIVELY AMEND, EXTEND Oft AL7ER TIiE COVfRAGE AFFOftDED BY THE POLICI�S
9ElOW, Tii[S CERTIFICATE OF INSURANCE �OES NOT CONSTITUTE A CONTRACT BETWEEN THE [S5UING lN3URER{S}, AUTHORIZ��
REPRES�N7A71V� OR PftODUCEkt, AND 7H� C�Ii71�1CAi� HOLn�ft.
IMPORTANT: lf Ehe certiftcate hofder (s au A�DITIONAL INSURED, the pol[cy((es) must be endorsed. If SU6ROGAT[ON IS WAIVED, subJect to
the ferms and conditions of the pollcy, cer#afn po[icies may require an endarsement, A statemenf on fhls co�tiflcate does not confer rlghts to the
ceriificata holder in lieu of such endorsement{s).
YRODUCER
BB&T Insurance Services, Tnd.
Risk trtanagement Department
PO Box 5318
Asheviile NC 28813
1NSUft��
BS&'i Cozpoxata.on and Sabsidi.arzes
a/o BB&T Insurance 3exvices Inc.
PO BoX 5318
Ashevi.Ile NC 28813
COVEFiAGES C�ft7t�ICATE NUMB�fi:899984768 ltEVtSION NUMBER:
THIS IS TO CERTIFY 7HA77HE POLfCIES OF 1NSURANCE L1STE0 BELOW HAVE BEEhI1SSUED TO THE IiJSURED NAME� ABOVE FOf2 TNE POLICY
P�RIOD IND(CATED. NOTWITHSTAI�DING AtJY REQUIREMENT, TERM OR CQNDIl"ION OF ANY CONTRACT OR OTHEft DOCUMEkT 1MTH RESPECT TO
WHIC}i 7HIS CERTIFICAT� MAY BE fSSU�D OR MAY P�RTAIN, TH� INSUR,4NC� AFFORO�p SY TN� POl.ICI�S p�SCR18�D NEft61N IS SUBJ�CT
TO All 7HE TERMS, EXCLUSIONS AND CONDI710NS O� SUCH POLICIES. LiMI7S SHOWN MAY NAV� B��N f2�DUCED BY PAID CLAIMS,
�LTR lYPEOFINSURANCE AODLSUBR POLICYEFF POUCYBXP
S POLICY NUM6EH MJAlODlYYYY MhI1�D1YYYY L1fAITS
A ��NERAEi1AeILISY 22osNN39258 5/1/2022 5/1/20a3 EqCH OCCURRE�CE g1000000
x CONM6RCIALGENERALLfA81LIlY �R �ISES aaaurrsnea S30D000
CWAhS•A1ADE O OCCUR MEDD(P M one erson) $10000
a�tisoNAt&AqVINJURY Sia00000
GENERALAG(iRECiATE $2000000
GENLAGGREGATEt11�11TAPPUESPER: PRODUCTS-COMPIOPAGG $Z000000
POLICY PRO- LOC S
A AUTOMOBILELIABILITY 22U&NM99259 5/2/2012 5/1/2013 COIA6INEOSIA�C"a1.ELIMIY $��000�000
(Ea aaldent)
X �A�� BO�ILYINJURY(Perperson) S
_ ACLOIhNE�AUTOS BODILYINJUAY(Peratcldenl) 5
Y SCHEDULEDAUTOS
PROPER7Y DAFAA6E �
x HIRED AUTOS (Per aoc[dentj
X iJON-0NNEDAISTOS S
3
8 X UMBRELLALIAB X OCCUR ZUP10P90383X2NF 5/1/2U12 5/1/2013 Ep,CHOCCURRENCE $25,OOOr000
�XCESSLfAB �WMS•MADE AGGREOATE $25,OOU,OOD
OEDUCTIBLE S —_--
� RETEN71 N $ 5
p WORKERSCOMPENSAT{ON 22WNMS9256 5/2/2D12 5/1/2013 X KCSTATIJ- X OTH-
ANP EMPLOYERS' UABILITY — �
AN'lP120PRIETORlPARTNFRlFJ(ECUTIVE Yr� E.4.�ACHACCIpEt`fT $ZeQ�0,000
OFFICEWMEMBEREXCLU�ED7 � NIA �
(MandatoryinNH) E.L.DISEASE-EAE6IPLOYE �1,000,000
Ifyes ctescnbeundx
�ESG�RIP710N OF OP�E2ATIONS belmv E.6. DISEASE-pOtJCY 11fdlT Sf, 000, 000
OESCRIPTION OF OPERATbNS! LOCATiONS / VEHICCES (Altach ACORD 101, Adatf iona� Remarks Schedule, if more spaca Is reqv}rea)
McGrifE, saibels & Williame Tne. is a wholly owned subs3diary of BB&T
SHOULD ANY OF THE A90VE D�SCRIBEP POLICIES B� CANC�l.1�Ep
BEFORE THE EXPIRATION DATH THER�OF, NOT►C� WILL 6� D�I.IVEItED
IN ACCORPANC� WfTH THE POI.ICY PROVISIONS.
FOR ENFORAIATION ONLY
y_,) a • • � AUTF10R1ZE� REPRESENTATIYE
( � � � �• ��.�
f �
Oc 1988-2009 ACORD CORFORATION. All righEs reserved.
RCORD 25 (2009109} 7he ACORD name and logo are registered marks of ACORD
�
CERTIFICATE OF LIABILITY iNSUhANCE I DATE(MMIDDlYYYYF
09127I2011
THfS CERTIFICATE lS ISSUED AS A MAiTER OF 1NFORMATION ONLY AND CONFERS NO RiGHTS UPOMTHE CERi1FICATE HOI�DER.THIS
GERTIFICAT� pOES NOT AFFIRMATIVELY OR N�GATIVELY AM�ND, �XT�ND OR AI.T�R7HE COVEi2AG� AF'FORpED BYTHE POLICIES
BELOW. THfS CEf2TIFICAT� OF INSURANC� D0�5 NOT CONSTITU7� A CONTRAG7 B�TWE�N7H� ISSUIHG ]NSUR�f2(S), AUTFiORIT�O
R�PRESENTA7IVE OR PROpUC�R, ANA 7H� C�R7IFICA7� HOl.p�ft. '
!iv[P012TANT: If the certtiicaie hotder is an ADDlTfONAL [NSURED, the policy(iesj must be endorsed. If SUBROGATIQfJ IS WAIVED, subjeci fo
the ferms and conditions of the policy, certain policies may require an endorse�rient. A statement on thls certi(fcafe does noE confer rights to the
cerfiticate holder In Ileu of such endorsementfs),
aROOUCeR
MCGRIFF, SE1BE1.8 � yyfl.LfAMS OF G��R(3fA, INC.
5605 Glenridge Ortve - Suite 3Q0
Alianta, GA 30342
INSURED
BB&T Corp & Subs
clo BB&T Ins SVcs
P.O.Box 8316
ASheWlle, NC 28813
904 497-760D
Insurence
CpVERAGE5 CERTfFICATE NUMBER:MXDC3�UN R�VISION NUM��R:
7HIS IS 70 C�RTIFY 7HATTHE POL1CfES OF ]NSURANCE LESTED BELOW HAVE SEEN ISSUED TOTH� tNSURE� NAMED ABOVE FORTHE POLICY PERfOD
W�ICATED. NOTWITHS7ANDINGANY RHQUIR�MENI; 7�ftM Of2 COND��ION OFAiJY CONiRAC7 OR O7HER dOCUMEN7 WITH R�SPECT701NHiCHTHIS
CERTIFICATE MAY BE [SSUED OR MAY PERTAfN, THE INSURA3JCE AFFORDED BYTHE POLICIES DESCRI6ED H�.R£IN IS SUgJECT70ALCTHE7ERMS,
EXCLUS(ONS AND CONpIT10NS OF SUCH POLICI�S. CIMITS SHOWN MAY iiAV& REEN REDUCE6 BY PAI� CLAIMS.
��jR 1YPEOFIN3UR0.NC� �� ��R� pO�.ICYNUMBER MMlDDYEFF M��OY� L1MI7S
GEkERALLIABIEITY EACHOCCURREh'CE S
COMMERCIAI.GE�ERAI.LIA8IWTY PREMISES Eaoa.urrence S
C W MS-MADE � OCCUR , MED EXP (Arry one rson) $
PERSpNAt.&AWINJURY S
GENERALAGGftE0A7E $ __
GEN'LAGGREQA7ELIMtTAF'PllESPER: PRODUCTS-CAMPIOPAGG S
POLICY PRO- �,OC $
AUTOh1091LELWBIWN Eaa61 EDSING I 17
alde
M7YAUT0 BODILYINJURY�Perperson) $
AU7q,�'s �EO AU70SL�� BODILY WJURY �Peraceidenl) S
HIRED AUTOS q����E° ���� Q„� G� S --
�
UIdBRELLAl.lAB OCCUR FACHOCCURRENCE S
EXCESSUAB CW�dS-MADE AGGI2EGA7E $
DED REIEtJTIONS � §
WORHERSCOIdPEN5A7lON � VvCSTAN• OTH-
ANDEMPLOYERS'LIABIl1iY Y��
ANYPROPRIETOR�FARTNeWF�(ECUTIV� E.L.EACHACCIDENT $
OKFICEH?dEA1BEREXCLUDEO? � N!A __
(MandalorytnNHj EL.DISEASE-EAEl41PL0YEE $
If yes, desmbe undec
OESCRIPTIONOFOPEftATIONSBeIav E.L.DI9EP,SE•pOLIGYII?dfC S
A Bankers'Praf.Liab(I ELUt2289011 tOfOf120i1 10f01l2012 $ 10,000,000
S
S
5
DESCRIpTIONOFOPERAT10N5lLOCATIOHS/VEH[CLES (AEtachACORD101,AddillonalRemarksSchedu[e,ffmorespacefatequlred)
Bankers' Professlonaf Llabllity fndudes fnsurance Agenls' PRO
McOriff, Selbels � Willlams, ofTexas, Inc. fs a whally o�vned subsldiery of BBBT.
C�RTIFICAT£ HOLDER CAHCE�LATION
For fnformation Purposes Oniy
qCORb 26 (2010108)
SHOUl.pANY OFTHEAHOVE QESCRIBED PO[.ICI�S BE CANC�I.I.�!) BEFOR�
THE EXPIRATION DATE THERE�F, NOTICH WILL BE DELIVERED IN
ACCORDANCE WITHTFtE POLIGY PROVISIONS.
AUTHORIZED REpRESENTAT�VE
�dG� �i/
Paga i of i O 9988-2010 ACORD CORPORA710N. All rlghts reserved.
7he ACORb name and lo�o are �egtstered marks of ACORb