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HomeMy WebLinkAbout3 - Legal Review Submission_ 72884649_Final Document[99135]DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 NOTICE TO OUR BROKERS AND AGENTS OF OUR CLAIM NOTIFICATION PROCEDURE As part of our continuing effort to provide you with the best service available, ALL CLAIMS, OCCURRENCES, INCIDENTS and LAWSUITS under this policy are to be reported immediately to: Email (preferred):New.Claim@rlicorp.com Fax: (866) 692-6796 Phone: (800) 444-0406 Street Address: 9025 N. Lindbergh Drive, Peoria, IL 61615 Mailing Address: P.O. Box 3961, Peoria, IL 61612-3961 RIL 2131 (08/12) Policy Number: When reporting the incident, be prepared to supply a report of claim or the following information: 1.Policy Number 2.Contact Person information (name,address,phone,etc.) 3.Nature of incident 4.Date of incident When reporting multiple incidents, please send each loss notice separately. Notice To Our Brokers And Agents Of Our Claim Notification Procedure RTP0020062 RLI Insurance Company DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 Target Professionals Miscellaneous Professional Liability Declarations RTP 100 (02/17)Page 9025 North Lindbergh Drive Peoria, Illinois 61615 Phone: (309) 692-1000 NOTICE:THIS POLICY COVERS ONLY THOSE CLAIMS FIRST MADE AGAINST THE INSURED DURING THE POLICY PERIOD AND FIRST REPORTED TO THE INSURER DURING THE POLICY PERIOD,THE AUTOMATIC EXTENDED REPORTING PERIOD,OR IF APPLICABLE,DURING THE EXTENDED REPORTING PERIOD. DEFENSE COSTS SHALL BE APPLIED AGAINST THE DEDUCTIBLE. PLEASE READ YOUR POLICY CAREFULLY. TM Policy No.: Item 1.Named Insured: Address: Item 2.Policy Period:From 12:01 A.M.on To 12:01 A.M.on Local time at the address shown in Item 1. Item 3.Limits of Liability:a.$each Claim b.$Aggregate Item 4.Deductible:$each Claim Item 5.Retroactive Date Item 6.Policy Premium:$ Surcharges:$ Total Policy +Surcharges:$ Item 7.Forms and Endorsements Effective at Inception: Form Number Form Title Target Professionals Miscellaneous Professional Liability Declarations 01/31/2021 01/31/2022 1,000,000 1,000,000 1,000 01/31/2020 1,645 0 1,645 RLI Insurance Company A stock insurance company, herein called the Insurer. RTP0020062 Thomas F Ovens dba Police Training Solutions, LLC 160 Timber Road Cle Elum, WA 98922 1 of 2 Insured 0000 CNA Application RTP 101 (02/17)Target Professional Liability Policy RTP 446 (09/17)Washington Amendatory Endorsement RTP 601 (02/17)Amend Third Party Discrimination Sublimit RTP 602 (02/17)Additional Exclusions For Blanket Professional Services RTP 624 (02/17)Waiver Of Application RTP 639 (02/17)Contingent Bodily Injury/Property Damage Sublimit RTP 663WA (09/17)Amend Subrogation - Washington RTP 667 (02/17)Construction/Installation/Design Work Exclusion RTP 696 (02/17)Social Engineering Exclusion RTP 697 (02/17)Definition Of Professional Services Amended RTP 707 (02/17)Privacy And Network Security Exclusion DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 PageRTP 100 (02/17)2 of 2 Insured ILF 0001C (04/16)Signature Page - Commercial Lines Item 8.Professional Services: Solely in the performance of providing Refer to Endorsement RTP 697 Item 9.Extended Reporting Period:1 year for 65%,2 years for 125%and 3 years for 180 %of the Annual Policy Premium DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 RTP 101 (02/17) 1.INSURING AGREEMENTS a.The Insurer will pay on behalf of the Insured,Claim Expenses and Damages in excess of the Deductible that the Insured shall become legally obligated to pay because of Claims first made against the Insured during the Policy Period and first reported to the Insurer during the Policy Period,the Automatic Extended Reporting Period,or if applicable,during the Extended Reporting Period,for Wrongful Acts,committed on or subsequent to the Retroactive Date and before the end of this Policy Period,to which this insurance applies. b.The Insurer will pay on behalf of the Insured,Claim Expenses and Damages in excess of the Deductible that the Insured shall become legally obligated to pay because of Claims first made against the Insured during the Policy Period and first reported to the Insurer during the Policy Period,the Automatic Extended Reporting Period,or if applicable,during the Extended Reporting Period,alleging Third Party Discrimination,committed on or subsequent to the Retroactive Date and before the end of this Policy Period,to which this insurance applies. 2.ADDITIONAL COVERAGE EXTENSIONS a.Reimbursement of Expenses The Insurer will reimburse the reasonable expenses incurred by the Insured,including loss of wages,if the Insured is required by the Insurer to attend arbitration or mediation proceedings,trials or hearings in defense of a Claim,in the amount of $250 per day for each Insured who attends such proceedings at the Insurer's request, subject to a maximum of $5,000 per Claim.Payments made pursuant to this provision shall be in addition to the Limits of Liability shown in the Policy Declarations.The Deductible amount stated in the Policy Declarations shall not apply to the payments made by the Insurer pursuant to this provision. b.Marital Estate Extension Subject otherwise to the terms hereof,this Policy shall cover Damages and Claim Expenses as a result of a Claim against the lawful spouse or domestic partner (whether such stature is derived by reason of statutory law, common law,or any other applicable law of any jurisdiction in the world)of the Insured for Claims arising solely out of his or her capacity as the spouse or domestic partner of the Insured,including such Claims that seek Damages recoverable from marital community property,property jointly held by the Insured and the spouse or domestic partner,or property transferred from the Insured to the spouse or domestic partner;provided,however, that this extension shall not afford coverage for Wrongful Acts of the spouse or domestic partner.All terms, conditions and other provisions of this Policy,including any provision(s)regarding the Deductible or the Limits of Liability,which would be applicable to Damages and Claim Expenses incurred by the Insured in such Claim, shall also apply to Damages and Claim Expenses incurred by the spouse or domestic partner in such Claim. 3.DEFENSE AND SETTLEMENT The Insurer has the right and duty to defend any Claim to which this insurance applies,up to the Limit of Liability of the Policy,even if the allegations of the Claim are groundless,false or fraudulent.The duty to defend ends when the Insurer has tendered the remaining Limit of Liability of the Policy to the Named Insured or upon exhaustion of the Limit of Liability of the Policy by payment of Claim Expenses or Damages.The Insurer will pay Claim Expenses Policy Number: Target Professionals – Miscellaneous Professional Liability Policy NOTICE:This Policy covers only those Claims first made against the Insured during the Policy Period and first reported to the Insurer during the Policy Period,the Automatic Extended Reporting Period,or if applicable, during the Extended Reporting Period, pursuant to the terms and conditions of the Policy. In consideration of the payment of the premium and reliance upon all statements made and information furnished to the Insurer,including the statements made in the Application and all attachments and materials submitted therewith and subject to all the provisions of this Policy, the Insurer agrees as follows: TM Page 1 of 10 Target Professional Liability Policy RTP0020062 RLI Insurance Company Insured DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 pursuant to its duty to defend Claims to which the insurance applies.The Insurer has the right to investigate,adjust, defend,appeal and,with the consent of the Named Insured,negotiate the settlement of any Claim whether within or above the Deductible.If the Named Insured refuses to consent to a settlement within the Limit of Liability of the Policy recommended by the Insurer,the Insurer's obligation to all Insureds for Damages and Claim Expenses attributable to such Claim shall be limited to: a.the amount of the covered Damages in excess of the Deductible which the Insurer would have paid in settlement at the time the Named Insured first refused to settle; b.plus covered Claim Expenses incurred up to the date the Named Insured first refused to settle; c.plus seventy-five percent (75%)of covered Claim Expenses and Damages in excess of the first settlement amount recommended by the Insurer to which the Named Insured did not consent. Payment of a.,b.and c.above,is the limit of the Insurer's liability under this Policy on any Claim in which the Named Insured fails or refuses to consent to the Insurer's settlement recommendation within the Limit of Liability of the Pol- icy,subject at all times to the Limits of Liability and Deductible provisions.The remaining twenty-five percent (25%)of covered Claim Expenses and Damages in excess of the first settlement amount recommended by the Insurer to which the Named Insured did not consent shall be the obligation of the Named Insured. All Insureds agree to cooperate with the Insurer and provide such assistance and information as the Insurer may reasonably request.Upon the Insurer's request,any Insured shall submit to examination and interrogation by a repre- sentative of the Insurer,under oath if required,and shall attend hearings,depositions,trials and shall assist in the conduct of suits,including but not limited to effecting settlement,securing and giving evidence,obtaining the atten- dance of witnesses,giving written statements to the Insurer's representatives and meeting with such representatives for the purpose of investigation and/or defense,all of the above without charge to the Insurer.All Insureds further agree not to take any action,without the Insurer’s prior written consent,which may increase any Insured's or the Insurer's exposure for Claim Expenses or Damages. All Insureds shall execute all papers required and shall do everything that may be necessary to secure and preserve any rights of indemnity,contribution or apportionment which an Insured or the Insurer may have,including the execu- tion of such documents as are necessary to enable the Insurer to bring suit in an Insured's name,and shall provide all other assistance and cooperation which the Insurer may reasonably require. An Insured shall not demand or agree to arbitration or mediation of any Claim after a Claim is made without the prior written consent of the Insurer.An Insured shall not,except at personal cost,make any offer or payment,admit any liability,settle any Claim,assume any obligation,or incur any expense without the Insurer's prior written consent.Any such offer or payment,admission of liability,settlement,assumption of any obligation,or expense incurred without the Insurer’s prior written consent shall be the sole obligation of the Insured. The Insurer will have no obligation to pay Damages or Claim Expenses or to defend any Claim after the Limits of Liability have been exhausted by tendering the remaining Limit of Liability of the Policy to the Named Insured or exhausted by payment of Claim Expenses or Damages.Further,the Insurer has no obligation to apply for or furnish costs of attachment or similar bonds. The Named Insured shall promptly reimburse the Insurer for all Claim Expenses paid or incurred by the Insurer on account of a Claim upon a final judgment or adjudication that the Insurer owes no duty to defend the Claim. 4.DEFINITIONS When used in this Policy: "Bodily Injury"means physical injury,mental anguish,emotional distress,sickness,disease or death of any person. "Circumstance"means any fact,situation,event or occurrence that could reasonably be the basis for a Claim. "Claim"means: a.a demand for money as compensation for a Wrongful Act;or RTP 101 (02/17)Page 2 of 10 Insured DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 b.any civil judicial or administrative proceeding,including a Disciplinary Proceeding,mediation or arbitration initi- ated against any Insured seeking to hold such Insured responsible for a Wrongful Act,including any appeal therefrom;or c.any request to toll the statute of limitations relating to a Wrongful Act. A Claim shall be considered first made when any Insured or the Insured's legal representative or agent first receives notice of the Claim. "Claim Expenses"means reasonable and necessary legal fees and expenses incurred by the Insurer or by any attorney designated by the Insurer to defend any Insured and all other fees,costs,costs of attachment or similar bonds resulting from the investigation,adjustment,defense and appeal of a Claim,but does not include salaries, wages,overhead or benefits expenses of any Insured.The Insurer has no obligation,however,to apply for or furnish costs of attachment or similar bonds.Claim Expenses do not include any fees and expenses incurred prior to the date the Insured first provided notice of a Claim to the Insurer. "Damages"means monetary judgments or settlements,including but not limited to compensatory damages,pre- judgment and post-judgment interest that an Insured is legally obligated to pay,and punitive or exemplary damages to the extent such damages are insurable under applicable law,but shall not mean or include any of the following: a.that portion of any multiplied damage award that exceeds the amount multiplied,criminal or civil fines or penalties imposed by law,taxes,matters deemed uninsurable under the law pursuant to which this Policy shall be con- strued;or b.the return,reduction or dispute over any fees,deposits,expenses,costs,or commissions charged or collected by the Insured. For the purpose of determining the insurability of punitive damages or exemplary damages,the laws of the jurisdiction most favorable to the insurability of such damages shall control that determination,provided that such jurisdiction has a substantial relationship to the Named Insured or to the Claim giving rise to such punitive damages and exemplary damages. "Disciplinary Proceeding"means any proceeding by a licensing board,accreditation body or governmental agency with authority to regulate the Professional Services performed by an Insured or to investigate charges of wrong- doing by an Insured in the rendering or failing to render Professional Services. “Employee”means any full time,part time,leased,or seasonal employee. "Insured"means: a.the Named Insured; b.any past or present principal,partner,officer,director,or Employee of the Named Insured or Subsidiary (and if the Named Insured is a partnership,limited liability partnership or limited liability company,then any general or managing partner or principal thereof),but only with respect to Professional Services performed on behalf of the Named Insured or any Subsidiary; c.any independent contractors who are natural persons,but solely with respect to Professional Services per- formed on behalf of the Named Insured or Subsidiary; d.any Subsidiary,but solely with respect to Wrongful Acts which occur while it is a Subsidiary; e.in the event of bankruptcy,death,incapacity,incompetency,or insolvency of any Insured described in paragraph b.above,such Insured’s legal representative while acting within the scope of his or her duties as such; f.any joint venture entered into by the Named Insured or Subsidiary,but solely for the negligence of the Named Insured or Subsidiary in the rendering of Professional Services under the respective joint venture; RTP 101 (02/17)Page 3 of 10 Insured DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 g.any entity whom the Named Insured or Subsidiary is required by written contract to add as an additional insured under this Policy,but solely for Wrongful Acts of the Named Insured or Subsidiary. "Named Insured"means the entity or natural person specified in Item 1.of the Policy Declarations. "Parent Organization"means any entity that owns more than fifty percent (50%)of the Named Insured as of the effective date of this Policy. "Personal Injury"means: a.The wrongful eviction from,wrongful entry into,or invasion of the right of private occupancy; b.Oral or written publication,in any manner,of material that slanders or libels a person or organization or dis- parages a person’s or organization’s goods,products or services; c.Oral or written publication,in any manner,of material that violates a person’s right of privacy;or d.False arrest,detention or imprisonment. "Policy Period"means the period from the effective date of this Policy to the Policy expiration date as stated in Item 2.of the Declarations or the effective date of cancellation or nonrenewal,if any.Policy Period does not include any Automatic Extended Reporting Period.If the length of the Policy Period is the same as the Policy Year,the terms Policy Period and Policy Year are used interchangeably herein. "Policy Year"means each consecutive twelve (12)months of the Policy Period beginning on the effective date shown in the Declarations.However,if a Policy Year within a Policy Period is modified by an endorsement,then that modified year will be deemed a Policy Year for the purpose of determining the Aggregate Limit of Liability as stated in Item 3.b.of the Policy Declarations. "Professional Services"means services rendered to others for a fee solely in the conduct of the Insured's pro- fession as stated in Item 8.of the Policy Declarations. "Property Damage"means physical injury to tangible property,including the resulting loss of use of that property or loss of use of tangible property which has not been physically injured. "Retroactive Date"means the date specified in Item 5.of the Declarations. "Subsidiary"means any entity,other than a joint venture,of which the Named Insured has an ownership or con- trolling interest of more than fifty percent (50%)before the Policy Period. "Third Party Discrimination"means discrimination on the basis of age,sex,race,color,religion,disability,preg- nancy,familial status,marital status,national origin,sexual preference or other protected class or characteristic established under applicable federal,state or local statute or ordinance by the Insured against any person with whom the Insured interacts while providing Professional Services related to the conduct of the Insured's business. Third Party Discrimination does not include alleged discrimination in connection with the Insured’s employment practices. "Wrongful Act"means any actual or alleged error,omission or negligent act,committed solely in the rendering of or failure to render Professional Services by an Insured or any person or entity for which the Insured is legally liable. Wrongful Act also means any actual or alleged error,omission or negligent act committed solely in the rendering of or failure to render Professional Services by an Insured or any person or entity for which the Insured is legally liable and that results in Personal Injury. 5.EXCLUSIONS The Insurer shall not be liable for Damages or Claim Expenses in connection with any Claim arising out of,directly or indirectly resulting from or in consequence of or in any way involving: RTP 101 (02/17)Page 4 of 10 Insured DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 a.conduct by any Insured that is criminal,fraudulent,dishonest or with the intent to cause damage;however,this Exclusion shall not apply to Claim Expenses incurred until a final judgment or adjudication is rendered against any Insured for such conduct at which time the Insured shall reimburse the Insurer for Claim Expenses paid or incurred on account of such Claim.The Insurer will not defend the Insured in any criminal proceedings. This Exclusion will apply separately to each Insured and will not apply to any Insured who did not commit,par- ticipate in,acquiesce to,or ratify such conduct committed by another Insured. b.the gaining by any Insured of any personal profit,remuneration or advantage to which any Insured was not legally entitled. c.any Claim brought or maintained by,on behalf of,or in the right of: (i)any Insured.However,this Exclusion does not apply to any Claim brought or maintained by,on behalf of,or in the right of any entity whom the Named Insured or Subsidiary is required by written contract to add as an additional insured under this Policy;or (ii)any person or entity related to an Insured through common ownership,control,or management. d.any express warranties or guarantees by any Insured,or liability assumed by any Insured under any contract or agreement,unless an Insured would have been legally liable in the absence of such contract or agreement. e.any Circumstance of which any partner,member,director,or officer of the Insured was aware prior to the effec- tive date of this Policy and could have reasonably expected to give rise to a Claim;or any future Claim or litiga- tion based upon or derived from the same or essentially the same Circumstance;provided that,if this Policy is a renewal of a Policy or Policies previously issued by the Insurer and if the coverage provided by the Insurer was continuous from the effective date of the first such other Policy to the effective date of this Policy,the reference in this Exclusion to "effective date"will mean the effective date of the first Policy under which the Insurer first provided continuous coverage to an Insured. f.any Circumstance or Claim,which prior to the effective date of this Policy was the subject of any notice under any prior insurance policy. g.any actual or alleged Bodily Injury or Property Damage;however,this Exclusion shall not apply to mental anguish or emotional distress in a Claim for Personal Injury. h.any actual or alleged failure to effect or maintain any insurance or bond. i.any actual or alleged activity by any Insured in a fiduciary capacity as respects any employee benefit or pension plan under the Employee Retirement Income Security Act of 1974 (ERISA)or any amendments thereof or similar state,federal or local statutory laws or common law. j.any actual or alleged violation of any securities,antitrust,restraint of trade,unfair trade practices,consumer pro- tection,or other similar law by any person,including but not limited to any Insured. k.any actual or alleged or threatened discharge,dispersal,release or escape of smoke,vapors,soot,fumes,acids, alkalis,toxic chemicals,lead,liquids or gases,waste materials,or other irritants,contaminants or pollutants into or upon land,the atmosphere or any water course or body of water,whether or not such actual,alleged or threatened discharge,dispersal,release or escape is sudden,accidental or gradual in nature,or any cost or expense arising out of any request,demand,or order that an Insured or others test for,monitor,clean up, remove,contain,treat,detoxify or neutralize any pollutants. l.a Claim asserted by a current,prior,or prospective Employee of an Insured. m.any actual or alleged infringement of any copyright,patent,trademark,trade name,trade dress or service mark; or wrongful appropriation,use,or disclosure of trade secrets by any person,including but not limited to any Insured. n.any actual or alleged failure of any Insured to honor an Insured's cost guarantee or cost estimates for Profes- sional Services rendered or to be rendered. RTP 101 (02/17)Page 5 of 10 Insured DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 o.any actual or alleged rendering or failure to render investment or insurance counseling or advice;the purchase or selling of,or failure to purchase or sell an investment or insurance of any kind;or any Insured's advice, promise(s)or guarantee(s)regarding the future value of any investments or interest rate or rate of return;or any Insured's advice,promise(s)or guarantee(s)regarding the coverage provided or not provided by insurance of any kind. 6.LIMITS OF LIABILITY AND DEDUCTIBLE Regardless of the number of Insureds under this Policy,Claims brought on account of Wrongful Act(s)or otherwise,the Insurer's liability is limited as follows: a.for Claims arising under Insuring Agreement 1.a.of this Policy,the Limit of Liability specified in Item 3.b.of the Policy Declarations as the Aggregate shall be the Insurer’s maximum liability for Damages for all Claims during the Policy Year. b.for Claims arising under Insuring Agreement 1.a.of this Policy,the Limit of Liability specified in Item 3.a.of the Policy Declarations as the Limit for each Claim shall be the Insurer’s maximum liability for Damages for each Claim during the Policy Year,and subject to the Aggregate Limit of Liability specified in Item 3.b.of the Policy Declarations. c.for Claims arising under Insuring Agreement 1.b.of this Policy,the Insurer’s maximum liability for Damages and Claim Expenses shall not exceed $25,000,subject to the Aggregate Limit of Liability specified in Item 3.b.of the Policy Declarations. d.for Claims arising under Insuring Agreement 1.a.of this Policy,Claim Expenses shall be paid in addition to the Limits of Liability as shown in the Policy Declarations. e.the Deductible amount stated in Item 4.of the Policy Declarations shall apply to Damages and Claim Expenses and shall apply separately to each and every Claim.The Named Insured shall pay the Deductible stated in Item 4.of the Policy Declarations for Damages and Claim Expenses.Subject to the Limits of Liability,the Insurer shall only be liable to pay for Damages and Claim Expenses in excess of such Deductible,and such Deductible shall not be insured under this Policy. f.the Limit of Liability for the Automatic Extended Reporting Period and the Extended Reporting Period,if applica- ble,shall be part of and not in addition to the Limits of Liability specified in Item 3.of the Policy Declarations. g.Claims based upon or arising out of the same Wrongful Act,interrelated Wrongful Acts,or a series of similar or related Wrongful Acts shall be considered a single Claim subject to one Claim Limit and shall be considered first made during the Policy Period,the Automatic Extended Reporting Period or Extended Reporting Period,if appli- cable,in which the earliest Claim arising out of such Wrongful Act(s)was first made and all Damages from such Claims shall be subject to the one Limit of Liability that applies to such earliest Claim,regardless of whether the earliest such Claim predates the Policy Period. h.the Limits of Liability of this Policy apply separately to each consecutive annual period and to any remaining peri- od of less than twelve (12)months,starting with the beginning of the Policy Period shown in Item 2.of the Policy Declarations,unless the Policy Period is extended after issuance for an additional period of less than twelve (12) months.In that case,the additional period will be deemed part of the last preceding twelve (12)month period for purposes of determining the Limits of Liability. 7.NOTICE a.Each Insured as a condition precedent to the coverage hereunder: (i)shall provide written notice of a Claim as soon as possible,of particulars sufficient to identify the Insured and all reasonably obtainable information with respect to the time,place and particulars thereof,and the names and addresses of available witnesses; (ii)if a Claim is made,the Insured,shall immediately forward to the Insurer every demand,notice,summons, order or other process received by the Insured or the Insured’s representative.This requirement continues throughout the life of the Claim. RTP 101 (02/17)Page 6 of 10 Insured DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 b.If any Insured shall commit fraud in proffering any Claim as regards amount or otherwise,the insurance shall become void as to such Insured from the date such fraudulent Claim is proffered. c.Notice to any Insureds may be given to the Named Insured at the address shown in Item 1.of the Declarations. It is agreed the Named Insured shall act on behalf of all Insureds with respect to the giving and receiving of notice of Claim,Circumstance,or Damages,cancellation or termination,the payment of premiums and the re- ceiving of any return premiums that may become due under this Policy,the negotiation,agreement to and acceptance of any endorsements issued to form a part of this Policy,and the exercising or declining to exercise any right to an Extended Reporting Period.All notices under this Policy shall be in writing and given by prepaid express courier,certified mail,e-mail,or facsimile. Notice to the Insurer of any Claim under this Policy shall be given to: 9025 North Lindbergh Drive Peoria,Illinois 61615-1431 Attention:Claim Department Facsimile:(866)692-6796 E-mail:new.claim@rlicorp.com All other notices to the Insurer under this Policy shall be given to the same addressee but to the attention of the Underwriting Department.Notice given as described above shall be deemed to be received and effective upon actual receipt thereof by the addressee or one day following the date such notice was sent,whichever is earlier. d.If the Insured first becomes aware of a Circumstance during the Policy Period,for which this Policy may apply, and if during the Policy Period,or the Automatic Extended Reporting Period,or if applicable,during the Extended Reporting Period,the Insured gives prompt written notice,containing details of: (i)the alleged Circumstance and implicated Professional Services;and (ii)the specific nature and extent of the injury or damage which has been sustained;and (iii)how the Insured first became aware of such Circumstance; then any Claim that may subsequently be made against the Insured arising out of such Circumstance shall be deemed to have been made on the date first written notice of the Circumstance was received by the Insurer.If the Policy expires,is cancelled by the Named Insured or is nonrenewed and if no Extended Reporting Period is purchased,the right to give notice of a Circumstance as conferred upon the Insured in this Paragraph shall terminate at the end of the Automatic Extended Reporting Period.If an Extended Reporting Period is purchased, the right to give notice of a Circumstance as conferred upon the Insured in this Paragraph shall terminate no later than the last day of the Extended Reporting Period. 8.CANCELLATION OR NONRENEWAL This Policy shall terminate at the earliest of the following times: a.the effective date of cancellation or nonrenewal specified in a prior written notice by the Named Insured to the Insurer; b.ten (10)days after the Insurer mailed written notice of cancellation to the Named Insured based upon failure to pay premium due,unless such premium is received by the Insurer prior to such tenth (10th)day; c.at such other time as may be agreed upon in writing by the Insurer and the Named Insured;or d.upon expiration of the Policy Period as set forth in Item 2.of the Declarations of this Policy. The Insurer shall refund the unearned premium computed at customary short rates if this Policy is terminated by the Named Insured.Under any other circumstances;including,if the Policy is cancelled by the Named Insured due to the closing or sale of the Named Insured’s business or the death of the sole proprietor where the Named Insured is RTP 101 (02/17)Page 7 of 10 RLI Insurance Company Insured DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 sole proprietorship,the refund shall be computed pro rata.Payment or tender of any unearned premium by the Insurer shall not be a condition precedent to the effectiveness of such termination,but such payment shall be made as soon as practicable. 9.AUTOMATIC EXTENDED REPORTING PERIOD AND EXTENDED REPORTING PERIOD a.Provided the Policy’s premium has been paid in full and all the terms of the Policy have been fully complied with, the Named Insured shall be entitled to a sixty (60)day Automatic Extended Reporting Period for no additional premium.This extension shall apply to any Claim first made against an Insured during the Policy Period arising out of Wrongful Acts committed on or subsequent to the Retroactive Date and prior to the end of the Policy Period and first reported to the Insurer,in writing,during the sixty (60)days immediately following the end of the Policy Period.The Automatic Extended Reporting Period shall immediately expire upon the effective date of replacement coverage. b.If the Policy is canceled or nonrenewed for any reason other than nonpayment of premium,the Named Insured may purchase,by paying the additional premium set forth in Item 9.of the Declarations for this Policy,an Ex- tended Reporting Period to report any Claim first made against the Insured during the Extended Reporting Period arising out of Wrongful Acts committed on or subsequent to the Retroactive Date and prior to the end of the Policy Period and first reported to the Insurer,in writing,during the Extended Reporting Period.The ability to purchase an Extended Reporting Period shall immediately expire upon the effective date of replacement coverage. The Named Insured must request the purchase of the Extended Reporting Period,in writing to the Insurer and in accordance with Section 7.c.of this Policy,and pay the additional premium due no later than sixty (60)days after the effective date of such cancellation or nonrenewal.If purchased,the Extended Reporting Period begins on the effective date of cancellation or nonrenewal of the Policy.The Extended Reporting Period will run concurrently with the Automatic Extended Reporting Period. All premiums paid with respect to the Extended Reporting Period shall be deemed fully earned as of the first day of the Extended Reporting Period. The Limit of Liability applicable to the Automatic Extended Reporting Period and Extended Reporting Period will be the Limit of Liability remaining under the terminated Policy or as otherwise required by the regulatory guidelines governing this type of insurance. For the purpose of this Section,any change in premium or terms on renewal shall not constitute a refusal to renew. 10.ACQUISITION OR CREATION OF ANOTHER ENTITY If,after the beginning of the Policy Period,the Named Insured: a.acquires substantially all of the assets of another entity;or b.acquires voting securities in another entity or creates another entity,which as a result of such acquisition or creation becomes a Subsidiary;or c.acquires another entity by merger such that the Named Insured is the surviving entity; then the coverage provided under this Policy shall apply to such new creation or acquisition;but only with respect to Wrongful Acts occurring or allegedly occurring after the acquisition,merger or creation.As a condition for any cover- age under this Section 10.,if the current year annual gross receipts of the new entity created or acquired under Par- agraphs a.,b.or c.,above,exceed fifteen percent (15%)of the current year annual gross receipts of the Named Insured as reflected in the most recent Application on file with the Insurer,then coverage for such newly created or acquired entity will cease ninety (90)days after the effective date of such creation or acquisition unless,within such ninety (90)day period: (i)the Named Insured provides the Insurer with written notice of such creation or acquisition;and (ii)the Named Insured provides the Insurer with such information in connection therewith as the Insurer may deem necessary;and RTP 101 (02/17)Page 8 of 10 Insured DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 (iii)the Named Insured accepts any special terms,conditions,exclusions,or additional premium charge as may be required by the Insurer;and (iv)the Insurer,in its sole discretion,agrees by written endorsement to provide such coverage. The Named Insured is not required to provide written notice to the Insurer under this Section if:1.the current year annual gross receipts of the newly created or acquired entity do not exceed fifteen percent (15%)of the current year annual gross receipts of the Named Insured as reflected in the most recent Application on file with the Insurer;or 2. the creation or acquisition occurs less than ninety (90)days prior to the end of the Policy Period. 11.CHANGE OF CONTROL If,during the Policy Period: a.the Named Insured shall consolidate with or merge into,or sell all or substantially all of its assets to,any other person or organization or group of persons or organizations acting in concert;or b.any person or organization or group of persons or organizations acting in concert shall acquire an amount of the outstanding securities representing more than fifty percent (50%)of the voting power for the election of directors of the Named Insured,or acquires the voting rights of such an amount of such securities; (either of the above events herein referred to as the "Transaction") then this Policy shall continue in full force and effect as to Wrongful Acts committed prior to the effective date of the Transaction,but there shall be no coverage afforded by any provision of this Policy for any Wrongful Act committed after the effective date of the Transaction.The Named Insured shall also have the right to elect the Extended Re- porting Period described in Section 9.of this Policy within thirty (30)days after the effective date of the Transaction. The Named Insured shall give the Insurer written notice of the Transaction as soon as practicable,but not later than thirty (30)days after the effective date of the Transaction. 12.REPRESENTATIONS AND SEVERABILITY The Insureds represent that the particulars and statements contained in the Application and all attachments are true and agree that: a.those particulars and statements are the basis of this Policy and are to be considered as incorporated into and constituting a part of the Policy; b.those particulars and statements are material to the acceptance of the risk assumed by the Insurer;and c.this Policy is issued in reliance upon the truth of such representations. Except for material facts or circumstances known to the person or persons signing the Application,no statement in the Application of knowledge or information possessed by an Insured shall be imputed to any other Insured for the purpose of determining the availability of coverage. 13.SUBROGATION In the event of any payment under this Policy,the Insurer shall be subrogated to the extent of such payment to all the Insureds rights of recovery.The Insureds shall execute and deliver all instruments and papers and do whatever else is necessary to secure and preserve such rights,including the execution of such documents necessary to enable the Insurer to effectively bring suit in the name of the Insureds. Any recoveries will be applied as follows: a.first,to the Insurer up to the amount of its payment for Damages and Claim Expenses; b.then,to the Insured as recovery of Deductible amounts paid as Damages and Claim Expenses. RTP 101 (02/17)Page 9 of 10 Insured DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 14.OTHER INSURANCE This Policy is excess of all other insurance,including but not limited to any insurance under which there is a duty to defend,unless such other insurance is specifically written to be in excess of this Policy. 15.WORLDWIDE TERRITORY Coverage under this Policy shall extend to Wrongful Acts committed anywhere in the world,provided that the Claim is first made against the Insured within the United States of America,its territories or possessions. 16.ADDITIONAL INSURED STATUS FOR PARENT ORGANIZATION The Parent Organization is named as an additional insured,but only as respects Claims first made against the Parent Organization during the Policy Period and first reported to the Insurer during the Policy Period,the Auto- matic Extended Reporting Period or,if applicable,during the Extended Reporting Period,for Wrongful Acts by an Insured. 17.ACTION AGAINST THE INSURER No action shall lie against the Insurer unless as a condition precedent thereto,there shall have been full compliance with all of the terms of this Policy,and until the amount of an Insured's obligation to pay shall have been finally deter- mined either by judgment against the Insured after actual trial or by written agreement of the Insured,the claimant or the claimant's legal representative,and the Insurer. Any person or the legal representatives thereof who has secured such judgment or written agreement shall thereafter be entitled to recover under this Policy to the extent of the insurance afforded by this Policy.No person or entity shall have any right under this Policy to join the Insurer as a party to any action against the Insured to determine the Insured's liability,nor shall the Insurer be impleaded by the Insured or their legal representatives.Bankruptcy or insolvency of the Insured or their successors in interest shall not relieve the Insurer of its obligations hereunder. 18.ASSIGNMENT This Policy and any and all rights hereunder are not assignable without the written consent of the Insurer. 19.CHANGES The terms and conditions of this Policy shall not be waived or changed,except by endorsement issued to form a part of this Policy. 20.TERMS OF POLICY CONFORMED TO STATUTE Terms of this Policy which are in conflict with the statutes of the state wherein this Policy is issued are hereby amended to conform to such statutes. 21.HEADINGS The descriptions in the headings of this Policy are solely for convenience and form no part of the Policy terms and conditions of coverage. 22.LIBERALIZATION If the Insurer adopts any revisions to this Policy during the Policy Year that would broaden coverage without addi- tional premium,the broadened coverage will apply to this Policy at the inception date of the next Policy Year,but it will not apply to Claims that were first made against any Insured prior to the effective date of such revision. This Liberalization provision does not apply to the Insurer’s issuance,use,amendment,reformation of,or change to, any endorsement that may be used in connection with the provision of any Professional Liability insurance. 23.ENTIRE AGREEMENT The Insureds agree that this Policy,including the Application,attachments and any endorsements,constitutes the entire agreement between the Insureds and the Insurer or any of its agents relating to this insurance. RTP 101 (02/17)Page 10 of 10 Insured DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 WASHINGTON AMENDATORY ENDORSEMENT The Policy is amended as follows: 1.Section 7.c.,is deleted in its entirety and replaced with the following: “c.Notice to any Insureds may be given to the Named Insured at the address as shown in Item 1.of the Decla- rations.It is agreed the Named Insured shall act on behalf of all Insureds with respect to the giving and receiving of notice of Claim,Circumstance,or Damages,the payment of premiums and the receiving of any return premiums that may become due under this Policy,the negotiation,agreement to and acceptance of any endorsements issued to form a part of this Policy,and the exercising or declining to exercise any right to an Extended Reporting Period. Notice to any Insureds as respects cancellation or termination must also be given to any other person shown by the Policy to have an interest in any loss which may occur thereunder. Notice to the Insurer of any Claim under this Policy shall be given to: RLI Insurance Company 9025 North Lindbergh Drive Peoria,Illinois 61615-1431 Attention:Claim Department Facsimile:(866)692-6796 E-mail:new.claim@rlicorp.com All other notices to the Insurer under this Policy shall be given to the same addressee but to the attention of the Underwriting Department.Notice given as described above shall be deemed to be received and effective upon actual receipt thereof by the addressee or one day following the date such notice was sent,whichever is earlier." 2.Section 8.CANCELLATION OR NONRENEWAL,is deleted in its entirety and replaced with the following: "8.CANCELLATION OR NONRENEWAL This Policy shall terminate at the earliest of the following times: a.if requested by the Named Insured,the date such notice is received by the Insurer or any subsequent date requested by the Named Insured.Notice by the Named Insured may be given to the Insurer by written notice through mail,fax or e-mail;by surrender of the Policy;or by verbal notice; b.ten (10)days after the Insurer mailed written notice of cancellation to the Named Insured based upon failure to pay premium due,unless such premium is received by the Insurer prior to such tenth (10th)day; c.forty-five (45)days after the Insurer mailed written notice of cancellation to the Named Insured specifying the actual reason for the termination; d.at such other time as may be agreed upon in writing by the Insurer and the Named Insured;or e.upon expiration of the Policy Period as set forth in Item 2.of the Declarations of this Policy. Notice to the Named Insureds as respects cancellation or termination must also be given to any other person shown by the Policy to have an interest in any loss which may occur thereunder. Policy Number: THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Page 1 of 2RTP 446 (09/17) RTP0020062 RLI Insurance Company Insured DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 Page 2 of 2RTP 446 (09/17) The Insurer shall refund the unearned premium computed at customary short rates if this Policy is terminated by the Named Insured.Under any other circumstances the refund shall be computed pro rata.Payment or tender of any unearned premium by the Insurer shall not be a condition precedent to the effectiveness of such termination,but such payment shall be made as soon as practicable. The Insurer shall not be required to renew this Policy upon its expiration.However,no nonrenewal shall be effective unless the Insurer mails a copy of the notice of nonrenewal,specifying the actual reason for nonrenewal,to the Named Insured at the address shown in the Declarations or to the last known address of the Named Insured,at least forty-five (45)days before the end of the Policy Period.Notice to the Named Insured,as respects nonrenewal, must also be given to any other person shown by the Policy to have an interest in any loss which may occur thereunder.Notice of nonrenewal is not required if the Insurer or an affiliate has offered to renew the Policy or if the Named Insured has obtained,or agreed in writing to obtain,replacement coverage.If notice of nonrenewal is mailed less than forty-five (45)days before expiration,coverage remains in effect until forty-five (45)days after the notice is mailed.Earned premium for any period of coverage that extends beyond the expiration date shall be pro rata based on the previous Policy Period's rate." 3.Section 13.SUBROGATION,is deleted in its entirety and replaced with the following: "13.SUBROGATION In the event of any payment under this Policy,the Insurer shall be subrogated to the extent of such payment to all the Insureds’rights of recovery,provided the Insured has been fully compensated for any loss sustained. The Insureds shall execute and deliver all instruments and papers and do whatever else is necessary to secure and preserve such rights,including the execution of such documents necessary to enable the Insurer to effectively bring suit in the name of the Insureds. Any recoveries will be applied as follows: a.first,to the Insurer up to the amount of its payment for Damages and Claim Expenses; b.then,to the Insured as recovery of Deductible amounts paid as Damages and Claim Expenses.” ALL OTHER TERMS AND CONDITIONS REMAIN UNCHANGED. Insured DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 Policy Number: It is agreed that Section 6.LIMITS OF LIABILITY AND DEDUCTIBLE,Item c.is deleted in its entirety and replaced with the following: “c.for Claims arising under Insuring Agreement 1.b.of this Policy,the Insurer’s maximum liability for Damages and Claim Expenses shall not exceed $,subject to the Aggregate Limit of Liability specified in Item 3.b.of the Policy Declarations.” RTP 601 (02/17)Page 1 of 1 ALL OTHER TERMS AND CONDITIONS REMAIN UNCHANGED. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AMEND THIRD PARTY DISCRIMINATION SUBLIMIT Amend Third Party Discrimination Sublimit 150,000 RTP0020062 RLI Insurance Company Insured DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 Policy Number: It is agreed: 1.Section 5.EXCLUSIONS,is amended to include the following: •the Insured’s loss of production costs,revenues,profits,or license fees of any kind. •merchandising. •performance or failure to perform any compilations,audits or reviews as defined by the American Institute of Certified Public Accountants. •performance or failure to perform any services as a receiver,executor,guardian,or conservator. •any unauthorized or illegal credit card transactions. •any insolvency,receivership,bankruptcy,liquidation,or financial inability to pay of any transporting carrier, including,but not limited to,any airline,cruise line,bus line or van service. •any failure to return monies deposited or advanced to,by or on behalf of any Insured. •any liability as contracting carriers for chartered aircraft,vessels,ships,boats,trains,buses or any other passenger transport vehicle. •any loss arising out of,or resulting from any change in an electrical power supply,such as an interruption,power surge,or brown-out. •a notarized certification or acknowledgment of a signature without the physical appearance before the Insured of the person who is,or claims to be the person signing any instrument or document which such Insured notarizes. •commingling of funds. •any actual or alleged Wrongful Act involving the: o rendering or failure to render medical,surgical,dental,psychiatric,psychological or other healthcare services. o rendering or failure to render any ancillary services in conjunction with the above,which result in,lead to or cause,directly or indirectly,bodily injury,sickness,disease or death of any person. •the insolvency,receivership,bankruptcy,liquidation,or financial inability of any Insured to perform services or pay benefits due under a (1)managed healthcare benefit plan,indemnity health insurance contract,Workers’ Compensation law,or Disability Benefits Law,or (2)pension,profit sharing,health and welfare,or other employee benefit plan or trust,including but not limited to any 401k plan,Employee Stock Ownership Plan,employee profit sharing or 125 Cafeteria Plan. •the funding of,or any advice rendered,or which should have been rendered,in connection with the funding of, any failure to fund,in whole or in part,any employee benefit plan or trust,but not limited to,any employee profit sharing plan,Employee Stock Ownership Plan,401k plan,125 Cafeteria program,pension,or retirement plan. RTP 602 (02/17)Page 1 of 2 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL EXCLUSIONS FOR BLANKET PROFESSIONAL SERVICES Additional Exclusions For Blanket Professional Services RTP0020062 RLI Insurance Company Insured DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 RTP 602 (02/17)Page 2 of 2 ALL OTHER TERMS AND CONDITIONS REMAIN UNCHANGED. 2.Section 5.EXCLUSIONS,is amended by deleting subsections i.and o.and replacing them with the following: "i.any actual or alleged violation of the responsibilities,obligations or duties imposed by the Employee Retirement Income Security Act of 1974 or amendments thereto or similar provisions of any federal,state or local statutory law or common law upon fiduciaries of any pension,retirement,profit sharing,health and welfare or other employee benefit plan or trust established or maintained for the purpose of providing benefits to employees of the Insured. o.any actual or alleged rendering or failure to render investment or insurance counseling or advice;the purchasing or selling of,or failure to purchase or sell an investment or insurance of any kind;or any Insured’s advice, promise(s)or guarantee(s)regarding the future value of any investments or interest rate or rate of return;or any Insured’s advice,promise(s)or guarantee(s)regarding the coverage provided or not provided by insurance of any kind;however,this Exclusion does not apply to the selling or recommending the purchase of or failure to sell or recommend the purchase of travel insurance for the benefit of persons for whom an Insured has made travel arrangements." Insured DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 Type of Policy Application Carrier Date Signed Page Policy Number: It is agreed that Section 12.REPRESENTATIONS AND SEVERABILITY,is amended to include the following: It is hereby understood and agreed that when used in this Policy,including without limitation in this Section 12., “Application”includes (i)the below referenced application submitted by the Insureds to the carrier listed below,together with all attachments to such application,and (ii)any other material or information submitted to the Insurer by the Insureds with respect to the underwriting this Policy. RTP 624 (02/17) ALL OTHER TERMS AND CONDITIONS REMAIN UNCHANGED. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF APPLICATION Waiver Of Application RTP0020062 RLI Insurance Company 1 of 1 Insured Professional Liability CNA 08/23/2020 DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 It is agreed that: 1.Section 5.EXCLUSIONS,Item g.is deleted in its entirety and replaced with the following: "g.any actual or alleged Bodily Injury or Property Damage;however,this Exclusion shall not apply to: (i)mental anguish or emotional distress in a Claim for Personal Injury;or (ii)any actual or alleged Bodily Injury or Property Damage resulting from a Wrongful Act committed in the performance of Professional Services." 2.Section 5.EXCLUSIONS,is amended to include the following: •Bodily Injury or Property Damage arising out of the ownership,maintenance,use,operation,loading,unloading or entrustment to others of any aircraft,auto or watercraft owned or operated by or rented or loaned to any Insured. •Property Damage: (i)to property the Insured owns,rents or occupies;or (ii)to premises the Insured sells,gives away or abandons;or (iii)to property loaned to the Insured;or (iv)to personal property in the Insured’s care,custody or control;or (v)arising out of defect,deficiency,inadequacy or dangerous condition in any manufactured product associated with the Insured’s Professional Services. 3. 4.As a condition of the coverage provided under this Endorsement,the Named Insured and Subsidiary must maintain in full force and effect during the Policy Period,Comprehensive General Liability insurance,including Products/ Completed Operations and Premises/Operations coverage,covering Bodily Injury and Property Damage in the amount of at least $1,000,000 which applies to the operations of the Named Insured and Subsidiary. Policy Number: RTP 639 (02/17)Page 1 of 1 ALL OTHER TERMS AND CONDITIONS REMAIN UNCHANGED. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CONTINGENT BODILY INJURY/PROPERTY DAMAGE SUBLIMIT Contingent Bodily Injury/Property Damage Sublimit RTP0020062 RLI Insurance Company The Insurer’s maximum liability for all Damages and Claim Expenses for coverage provided by this Endorsement shall be $100,000.It is further agreed that this Endorsement creates a sublimit which is part of and not in addition to the Limits of Liability stated in Item 3. of the Declarations. Insured DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 Policy Number: It is agreed that Section 13.SUBROGATION,is deleted in its entirety and replaced with the following: "13.SUBROGATION In the event of any payment under this Policy,the Insurer shall be subrogated to the extent of such payment to all the Insureds’rights of recovery,provided the Insured has been fully compensated for any loss sustained.The Insureds shall execute and deliver all instruments and papers and do whatever else is necessary to secure and preserve such rights,including the execution of such documents necessary to enable the Insurer to effectively bring suit in the name of the Insureds. Any recoveries will be applied as follows: a.first,to the Insurer up to the amount of its payment for Damages and Claim Expenses; b.then,to the Insured as recovery of Deductible amounts paid as Damages and Claim Expenses. However,it is agreed that the Insurer waives its rights of subrogation under this Policy against clients of the Insured as respects Claim(s)arising from Professional Services under the client’s contract requiring waiver of subrogation but only to the extent required by written contract." RTP 663WA (09/17)Page 1 of 1 ALL OTHER TERMS AND CONDITIONS REMAIN UNCHANGED. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AMEND SUBROGATION WASHINGTON Amend Subrogation - Washington RTP0020062 RLI Insurance Company Insured DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 It is agreed that Section 5.EXCLUSIONS,is amended to include the following: •construction,installation,design work (other than conceptual design work that does not require the stamp of a licensed architect or engineer),assembly,demolition,erection,excavation,fabrication,manufacturing,or similar services,including any element or component of such,which is performed by an Insured. Policy Number: RTP 667 (02/17)Page 1 of 1 ALL OTHER TERMS AND CONDITIONS REMAIN UNCHANGED. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CONSTRUCTION/INSTALLATION/DESIGN WORK EXCLUSION Construction/Installation/Design Work Exclusion RTP0020062 RLI Insurance Company Insured DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 Policy Number: It is agreed that: 1.Section 4.DEFINITIONS,is amended by adding the following: “Social Engineering”means the Insured’s reliance upon a deceptive misrepresentation,which the Insured believes to be genuine. 2.Section 5.EXCLUSIONS,is amended by adding the following: •any actual or alleged loss of goods,money or securities resulting from Social Engineering. RTP 696 (02/17)Page 1 of 1 ALL OTHER TERMS AND CONDITIONS REMAIN UNCHANGED. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. SOCIAL ENGINEERING EXCLUSION Social Engineering Exclusion RTP0020062 RLI Insurance Company Insured DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 Policy Number: It is agreed that Section 4.DEFINITIONS,is amended by deleting the definition of “Professional Services”in its entirety and replacing it with the following: “Professional Services”means services rendered to others for a fee solely in the conduct of the Insured’s profession; however,Professional Services shall not include services ordinarily provided by the following: Accountant Actuary Appraiser Architect Auditor Background Screener Banker Builder Cemetery Operator Claims Adjuster Construction Manager Contractor Copy Service Energy Consultant Engineer Escrow Agent Financial Planner Franchisor Freight Forwarder Funeral Director General Contractor Hardware Manufacturer /Distributor Home Inspector Homeowners Association Manager Insurance Inspector Insurance Risk Manager Interior Designer Internet Service Provider Lawyer Medical Biller Mortgage Banker /Broker Mortgage Field Inspector Printer Property Manager Public Adjuster Publisher Real Estate Agent /Broker Real Estate Consultant Real Estate Developer Registered Agent Relocation Provider Structured Settlement Broker Surveyor Third Party Administrator Title /Escrow Agent Transcriber Trustee RTP 697 (02/17)Page 1 of 1 ALL OTHER TERMS AND CONDITIONS REMAIN UNCHANGED. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DEFINITION OF PROFESSIONAL SERVICES AMENDED Definition Of Professional Services Amended RTP0020062 RLI Insurance Company Insured DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 Policy Number: It is agreed: 1.Section 4.DEFINITIONS,is amended to include the following: “Insured’s Computer System”means any computer hardware,software or firmware,and components thereof, including data stored thereon,leased,owned,licensed to,or operated by the Insured or a service provider for or on behalf of the Insured. “Network Security Breach”means the failure by any person or organization,including but not limited to the Insured or a service provider of the Insured,to prevent unauthorized access to,unauthorized use of,a denial of service attack directed against,or transmission of malicious code to or from,the Insured’s Computer System. “Privacy Breach”means: a.the failure by any person or organization,including but not limited to the Insured or a service provider of the Insured,to prevent the access to or theft,disclosure,or misappropriation of any person's or organization's confidential or personal information,including but not limited to patents,trade secrets,processing methods, customer lists,financial information,credit card information,health information or any other type of nonpublic information;or b.the violation of: (i)the Insured’s privacy policy; (ii)the Health Insurance Portability and Accountability Act of 1996 (HIPAA)and the rules and regulations promulgated thereunder,as amended; (iii)the Gramm-Leach-Bliley Act of 1999 (GLBA)and the rules and regulations promulgated thereunder,as amended; (iv)any consumer protection or unfair and deceptive trade practice law enforced by state Attorneys General or the Federal Trade Commission,including but not limited to Section 5(a)of the Federal Trade Commission Act, 15.U.S.C §45 (a),as amended; (v)any security breach notification law that requires notice to individuals or organizations of the actual or potential theft of personal,private,or confidential information,including but not limited to the California Security Breach Notification Act of 2003 (CA SB1386),as amended;or (vi)any other state,federal or foreign statute or regulation requiring reasonable security for personal,private,or confidential information,or a privacy policy limiting the sale,disclosure or sharing of personal information or providing individuals with the right to access or correct personal information. 2.Section 5.EXCLUSIONS,is amended to include the following: •a Network Security Breach. •a Privacy Breach. RTP 707 (02/17)Page 1 of 1 ALL OTHER TERMS AND CONDITIONS REMAIN UNCHANGED. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIVACY AND NETWORK SECURITY EXCLUSION Privacy And Network Security Exclusion RTP0020062 RLI Insurance Company Insured DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 SIGNATURE PAGE In Witness Whereof,we have caused this policy to be executed and attested,and,if required by state law, this policy shall not be valid unless countersigned by our authorized representative. ILF 0001C (04/16) Policy Number: Corporate Secretary President & COO Signature Page - Commercial Lines RTP0020062 RLI Insurance Company Insured DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 Long Form Application Epack Extra New Business Application G-133042-A 03-2010 Page 1 of 15 NOTICE THE LIABILITY COVERAGE PARTS ARE WRITTEN ON A CLAIMS MADE BASIS, AND AS SUCH, TO ALL PROVISIONS, APPLIES ONLY TO ANY CLAIM FIRST MADE DURING THE POLICY PERIOD. NO COVERAGE EXISTS FOR CLAIMS FIRST MADE AFTER THE END OF THE POLICY PERIOD UNLESS, AND TO THE EXTENT THAT, THE EXTENDED REPORTING PERIOD APPLIES. DEFENSE COSTS REDUCE THE LIMIT OF LIABILITY AND ARE SUBJECT TO THE RETENTION. PLEASE REVIEW THE POLICY CAREFULLY AND DISCUSS THE COVERAGE WITH YOUR INSURANCE AGENT OR BROKER. MANY OF THE PROFESSIONAL LIABILITY COVERAGE PARTS ARE WRITTEN ON A CLAIMS MADE BASIS, AND AS SUCH, TO ALL PROVISIONS, APPLIES ONLY TO ANY CLAIM FIRST MADE DURING THE POLICY PERIOD. NO COVERAGE EXISTS FOR CLAIMS FIRST MADE AFTER THE END OF THE POLICY PERIOD, AND TO THE EXTENT THAT, THE EXTENDED REPORTING PERIOD APPLIES. DEFENSE COSTS REDUCE THE LIMIT OF LIABILITY AND ARE SUBJECT TO THE RETENTION. PLEASE REVIEW THE POLICY CAREFULLY AND DISCUSS THE COVERAGE WITH YOUR INSURANCE AGENT OR BROKER. INSTRUCTIONS FOR COMPLETING THIS APPLICATION Please read this application carefully. Complete and submit all requested information and attachments for those Coverage Parts you have checked below. Note: The Applicant must complete Part I, II, and III of this application. All information and all submitted materials shall be held in confidence. The Applicant is applying for the following coverages and has completed Parts I, II, III and the following sections of this application: (Please check all coverage(s) for which a quote is being requested) B. Directors & Officers Liability C. Employment Practices Liability incl. Third Party Liability Page 4 Page 5 D. Fiduciary Liability Page 6 Page 3 I. GENERAL INFORMATION (APPLICABLE TO ALL COVERAGES) The Applicant to be named in Item 1. of the Declarations (the Named Insured): 1. Street Address (No P.O. Box): City:State: Telephone:Fax: Website: 2. 3.Officer designated to receive correspondence and notices from the Insurer: Name:Title: Email: 4. b. Business Type: c. Nature of Applicants: Owned by Foreign Parent? Proposed effective date of coverage being applied for: Yes No Other: ---- Zip: Years in Business: # of Locations: SIC Code: a. Ownership structure:Privately Held Publicly Traded Name of Subsidiaries that are applying for coverage: B. Miscellaneous Professional Liability C. Media Liability Page 8 Page 9 D. Technology Errors & Omissions Page 10 E. Network Security/ Privacy Page 11 For Crime: * If Applicant is a "Private", "Governmental", or "Not-for-Profit" entity then the Applicant may be eligible for this product and may complete this application. If Applicant is a "Public" entity (issues securities for sale to the Public) or a "Financial Institution" please contact: CNA Corporate Governance or CNA Financial Institution Fidelity at (877) 574-0541 for a Crime Coverage quote. A. Management Liability: A. Professional Liability: A. Crime: A. Crime Coverage Page 7 Page 12,13 Business: 5.Billing Options:Agency Bill Direct Bill 6.Premium Payment Options:Annual Two Year Equal Annual Installments Three-Year Equal Annual Installments* * only available for standalone Crime coverage for limits of $1,000,000 or less E. Network Security/ Privacy Page 11 Police Training Solutions, LLC, Thomas F Ovens Consulting and Training 01/08/2020 13 221 5095 160 Timber Road, Cle Elum WA 98922 www.policetrainingsolutions.com Thomas F Ovens Owner tom@policetrainingsolutions.com DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 Long Form Application Epack Extra New Business Application G-133042-A 03-2010 Page 2 of 15 II. EXPIRING COVERAGE INFORMATION (APPLICABLE TO ALL COVERAGES) 1.Please complete the following for those coverages for which you currently have or previously had insurance: Coverage Limit Retention Coverage Trigger Date*Premium Carrier D&O: EPL: Fiduciary: Expiration Date $ $ $ $ $ $ $ $ $ MPL: Media: Technology & Telecommunications E&O: Network Security/ Privacy Injury $ $ $ $ $ $ $ $ $ $ $ $ Claims Made Occurrence -Basic Privacy: $$$ -Laptop Extension: $$$ -Broad Privacy: $$$ -Privacy Regulatory Proceeding: $$$ -Privacy Event Expense: $$$ -Network Extortion Expense: $$$ Employee Theft: Forgery: Theft of Money/ Securities Theft of Other Property $ $ $ $ $ $ $ $ $ $ $ $ Counterfeit Currency/Money Orders $$$ Computer Fraud:$$$ *Coverage Trigger Date means the "prior & pending date", the "prior acts date" or "retroactive date" shown on the current policy declaration page. Comments or special coverages requested: Other Optional Crime Coverages (Limits/Deductibles) Coverage Limit Retention Coverage Trigger Date*Premium Carrier Expiration Date Coverage Limit Retention Premium Carrier Expiration Date DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 Long Form Application Epack Extra New Business Application G-133042-A 03-2010 Page 3 of 15 2.During the next 12 months, does the Applicant or any Subsidiary: a. b. Yes No Yes No NoYes Anticipate any changes in the nature or size of the Applicant's business? Expect any layoffs, staff reductions or facility closings? Plan on transacting any mergers or acquisitions, where such merger or acquisition would involve more than 50% of the total assets of the Applicant or a change in management control? c. -If Yes, will it affect more than 20% of employees?Yes No Rendered a "going concern" opinion? If yes, please provide the most recent audited financial statement.NoYes FINANCIAL INFORMATION 1.As of the most recent fiscal year-end, please provide the following information for Applicant and Subsidiaries: Total Assets: $Long Term Debt: $Revenues: $Total Equity: $Net Income: $ 2.Within the last 24 months, has the Applicant's and any Subsidiaries' outside auditors: a. b. Yes NoStated that there are any weaknesses in applicant's system of internal controls? Layoffs, staff reductions or facility closings? Merger, consolidation, acquisition, tender offer or divestment of stock? 1.During the last 18 months, has the Applicant or any Subsidiary been involved in any: a. b. c. Material changes in nature of operations? d. Senior management changes? Yes No If yes to any of the above, please provide details: NoYes NoYes NoYes (If additional space is needed, please attach separately) Has the carrier under any of the coverages listed above indicated an intent not to offer renewal terms? (THIS QUESTION IS NOT APPLICABLE TO MISSOURI RESIDENTS) Has any claim or notice of potential claim been given to any carrier for any coverage for which Applicant is applying? CLAIMS INFORMATION 1. Yes No Yes No Within the last 3 years, has the Applicant, any Subsidiary or any person associated with such entities for whom this insurance is being sought, been the subject of or involved in any claim, written demand, notice, proceeding, litigation or investigation alleging: 2. 3. If yes to any of the above, please provide details: anti-trust, copyright or patent violation?a. b. violations of any federal or state securities laws or regulations? c. discriminatory practice violation or litigation? violation of the Employee Retirement Income Security Act of 1974, amended, or any similar law?d. f.privacy injury, identity theft, denial of service attacks, computer virus infections, theft of information, damage to third party networks for the Applicant's customers ability to rely on the Applicant's network? If "yes" attach details. e. deceptive trade practices or consumer fraud? NoYes NoYes NoYes NoYes NoYes NoYes (If additional space is needed, please attach separately) Within the last 3 years, has the Applicant, any Subsidiary or any person associated with such entities for whom this insurance is being sought been the subject of disciplinary action by a regulatory agency or associations? Within the last 3 years, has any Director or Officer been involved in any litigation concerning any business venture or entity?NoYes NoYes 4. 5. MANAGEMENT LIABILITY (TO BE COMPLETED IF PURCHASING ANY ML COVERAGE) A. GENERAL INFORMATION 0 0 150,0000 135,000 DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 Long Form Application Epack Extra New Business Application G-133042-A 03-2010 Page 4 of 15 NOTICE Providing information about a claim or potential claim in response to any question in any Part of this Application does not create coverage for such claim or potential claim. Applicant's failure to report to its current insurance company any claim made against it during the current policy term, or to report any act, omission or circumstance which Applicant is aware of which may give rise to a claim, before expiration of the current policy may create a lack of coverage. a. Total number of common shares outstanding: 1.If Applicant or Subsidiaries are privately held, please complete the following: c. Total number of common shares owned by Directors & Officers of the Applicant: 2.Within the last 18 months, has the Applicant or any Subsidiary transacted or attempted: a. A private debt or equity offering of securities? b. A public debt or equity offering of securities? If yes to any of the above, please provide details: NoYes NoYes Within the next 12 months, does the Applicant or any Subsidiary anticipate: NoYes NoYes 3. a. A private debt or equity offering of securities? b. A public debt or equity offering of securities? Does any shareholder own (directly or beneficially) ten (10) percent or more of the common shares outstanding? If yes, please complete the chart below:NoYes 4. Shareholder Name Percentage of Ownership (%) Director/Officer? Yes No 1. 2. 3. 4. 5. 6. Please attach the most recent audited financial statement for Applicants meeting any of the following conditions: - Request for D&O policy limits over $1,000,000 B. DIRECTORS & OFFICERS LIABILITY COVERAGE SECTION (To be completed only if Applicant is seeking D&O Liability Coverage) If yes to any of the above, please provide details: b. Total number of common shareholders: (If additional space is needed, please attach separately) (If additional space is needed, please attach separately) NoYes 6.Within the last 3 years, has the Applicant, any Subsidiary or any person associated with such entities for whom this insurance is being sought been the subject of action where a license was revoked or suspended? If yes to any of the above, please provide details: (If additional space is needed, please attach separately) DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 Long Form Application Epack Extra New Business Application G-133042-A 03-2010 Page 5 of 15 Do the Applicant and all Subsidiaries have written guidelines or procedures addressing: NoYes NoYes NoYes NoYes NoYes NoYes NoYes NoYes NoYes a. Discrimination? b. Employee grievances or complaints? c. Sexual harassment? d. Employment at will statement and employee contract disclaimer? e. Employee terminations/hiring? f. Accommodating disabled employees? g. Progressive discipline h. Orientation of all new employees? i. Employment evaluations? 3. Do the Applicant and all Subsidiaries distribute written guidelines or procedures to all employees? Are all employee terminations reviewed with Human Resources and inside/outside counsel? NoYes NoYes NoYes Yes No 5. 7. 8.Do the Applicant and all Subsidiaries use outside counsel for employment advice? 9.Do the Applicant and all Subsidiaries have a full-time human resource manager? Please attach the most recent audited financial statement for Applicants meeting any of the following conditions: - Requests for EPL policy limits over $3,000,000 b. The U.S. Department of Labor including the Office of Federal Contract Compliance Program (OFCCP)? a. The Equal Employment Opportunity Commission? c. Any state or local government agency whose purpose is to address employment-related claims? 2.During the last 3 years, has the Applicant or any Subsidiary been involved in any administrative proceeding before: Yes No Yes No Yes No Has the Applicant or Subsidiaries ever received any complaints alleging discrimination or harassment from third parties? If yes, please provide details: What percentage of the Applicant's or Subsidiaries' employees work at customer locations or perform a majority of their functions off-site? 1.% 2.Do the Applicant and Subsidiaries provide training to employees regarding discrimination and harassment of third parties? Yes No Yes No Yes No Do the Applicant and Subsidiaries have written procedures for handling complaints of discrimination and harassment? 3. 4. Please check if Applicant wants to exclude Third Party Coverage. THIRD PARTY LIABILITY COVERAGE SECTION (To be completed only if Applicant is seeking Third Party Liability Coverage) j. E-mail or other electronic communications? Do the Applicant and all Subsidiaries have legal review and sign-off of the policies and procedures in a,b and c above by outside counsel specializing in employment practices law? 4. NoYes NoYes 6.Have all management staff and officers of the Applicant or any Subsidiary attended training and education programs on sexual harassment and discrimination within the last 24 months? (If additional space is needed, please attach separately) NoYes b. How many of such employees, are highly compensated individuals ($100,000 or more per year)? 1. Volunteers: Full-Time Employees:Part-Time/Seasonal Employees:Independent Contractors: c. Of the total, how many are in the following jurisdictions? California:Outside of the U.S. : d. What was the Applicant's and all Subsidiaries' total number of employees 1 year ago? e. What is the Percentage of such employees that have turned over in the past year (%)? f. How many of such employees have been terminated over the past 3 months? a. What is the total number of: Applicant and Subsidiary Employee Information: C. EMPLOYMENT PRACTICES LIABILITY COVERAGE SECTION (To be completed only if Applicant is seeking EPL Coverage) 0 1 1 00 1 0 0 DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 Long Form Application Epack Extra New Business Application G-133042-A 03-2010 Page 6 of 15 (Single Employer Plans only; coverage cannot be provided for multi-employer, multiple employer and/or union ERISA plans) Please indicate the type of plans for which insurance is requested? Name of Plan(s) 1. * Plan Type Assets Under funded by more than 20% (DB only) # of Plan Participants Yes No Yes Yes Yes *Plan Types: DB = Defined Benefit DC = Defined Contribution P = Pension W = Welfare Benefit E = ESOP (Employee Stock Ownership Plan) O = Other Do any plans not conform to the standards of eligibility, participation, vesting and other provisions of the Employee Retirement Income Security Act of 1974 (ERISA) as amended or similar laws? If yes please provide details: 2. NoYes Have any plans been terminated, suspended, merged, dissolved or converted to a cash balance plan within the last 24 months?NoYes 3. If yes please provide details: Does the Applicant or any Subsidiary plan on terminating, suspending, merging or dissolving any plan within the next 12 months?NoYes 4. Are the plans reviewed annually and are plan participants educated annually regarding investment alternatives? Yes No5. Please attach the most recent audited financial statements for Applicants meeting any of the following conditions: - Request for Fiduciary policy limits over $3,000,000 D. FIDUCIARY LIABILITY COVERAGE SECTION (To be completed only if Applicant is seeking Fiduciary Liability Coverage) No No No (If additional space is needed, please attach separately) (If additional space is needed, please attach separately) DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 Long Form Application Epack Extra New Business Application G-133042-A 03-2010 Page 7 of 15 This Year Please provide the total gross revenues for the years indicated which are derived from the Applicant's & any Subsidiaries' professional services: Next Year $$$ Last Year 1. Applicant and Subsidiaries largest clients Annual Revenues # 1. 2. 3. $ $ $ 2. Length of Contract CLAIMS INFORMATION 1.After inquiry, has any technology liability, professional liability, media liability, or network security/privacy injury claims been made during the past three (3) years against the Applicant or any of its Subsidiaries? *If "yes" attach a detailed summary including the name of the claimant, the date the claim occurred, the date it was reported, the demand amount, whether the claim is open or closed and the amount paid by both the insured and insurance. Yes No NoYes2.After inquiry, does the Applicant, Subsidiaries, Predecessor Firms or any of their executive officers, risk manager or any employee who is responsible for the Applicant's insurance or claim reporting have knowledge, information of any circumstance, or any allegation of contentions of any incident that could give rise to a claim that would be covered by this policy? *If "yes" attach a detailed summary including the name of the claimant, the date the claim occurred, the date it was reported, the demand amount and any other pertinent details. Largest Clients: NoYes NoYes 5.Within the past three (3) years, has the Applicant or any Subsidiaries sued any customers for non-payment of any contract or licensing fee? 6.Within the past three (3) years, have any customers withheld payment or requested a refund of fees because the Applicant's or Subsidiaries' products/services: a. Did not meet customer's performance expectations? NoYesb. Did not perform in compliance with the Applicant's or any subsidiaries' warranty or guarantee? Has the Applicant or any Subsidiary received any complaints claims or been subject to litigation involving privacy injury, identity theft, denial of service attacks, computer virus infections, theft of information, damage to third party networks or the Applicant's and Subsidiaries' customers ability to rely on the Applicant's or Subsidiaries' network? *If "yes" attach details. NoYes3. Within the last three (3) years, has the Applicant or any Subsidiaries been the subject of an investigation or action by any regulatory or administrative agency arising out of the Applicant's or Subsidiaries' business practices? *If "yes" attach details. 4. NoYes PROFESSIONAL LIABILITY (TO BE COMPLETED IF PURCHASING ANY PL COVERAGE) A. GENERAL PL SECTION Comments: 153,000150,000150,000 Washington Cities Insurance Authority 85,000 N/A DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 Long Form Application Epack Extra New Business Application G-133042-A 03-2010 Page 8 of 15 a. Does anyone other than a principal have the authority to amend the standard contract? Yes No 4.Does each document include: (Check all that apply) 3.Does the Applicant and all Subsidiaries use a written contract or engagement letter with all clients?NoYes Yes No NoYes NoYes Does the Applicant and all Subsidiaries have customer acceptance procedures when a contract or service has been completed?5. 6.Does the Applicant and all Subsidiaries have client complaint resolution policies and procedures? 7.Does the Applicant and all Subsidiaries ever warrant, guarantee their services or enter into contracts that are contingent upon the client achieving cost reductions or improved operating results? Contracted Work Does the Applicant or any Subsidiary use subcontractors or independent contractors to provide professional services? 2.NoYes If Yes, what is the percentage of revenues that comes from contracted services? %(%) B. MISCELLANEOUS PROFESSIONAL LIABILITY SECTION (To be completed only if Applicant is seeking MPL Coverage) Estimate the total percentage of revenue derived from the following Miscellaneous Professional Services: (Supplemental Application is required where (*) is denoted)1a. Contractual/Quality Control Procedures Statement of Work and Specifications Limitation of Liability Exclusions for Consequential Damages Exclusive Remedies Dispute Resolution Venue or Governing Law Disclaimer of Warranties Force Majeure Hold Harmless to the Applicant's Benefit Performance Milestone Please attach the following for the Applicant and their Subsidiaries: - Resume or Biographies for the key principals if in business less than 3 years. - Sample contract or engagement letter used with clients. - * Supplemental Application (where required) Customs House Brokerage: (%) Document Storage: (%) Association Management: (%) * Answering Service: (%) Association Professional Liability: (%)* Direct Mail Services: (%) * Document Destruction: (%) Educational Testing: (%) * Meeting Event/Planning services: (%) * Call Center Services: (%) * Billing Services: (%) Bookkeeping Services: (%) * Business Brokerage: (%) * Equipment Lease Brokerage: (%) Executive Coaching: (%) Expert Witness: (%) Notary: (%) * Payroll Processing: (%) * Permanent Placement/Recruiting: (%) Fulfillment Services: (%) * Courier Services: (%) * Claims Adjusters: (%) * Collection Agent: (%) * Consulting Services: (%)* Franchising Services: (%) * Freight Forwarders: (%) Hotel Management: (%) Premium Financing: (%) * Printing Services: (%) * Telemarketing Services: (%) * Temporary Staffing: (%) * Court Reporting: (%) * Credit Bureau: (%) Credit Reporting Services: (%) HR Consultant: (%) Litigation Support: (%) * Marketing Consultant/Research: (%) Translation Services: (%) Travel Agent Services: (%) * Trustees Services: (%) Other (Please Specify): (%) 1b.Does the Applicant or any subsidiaries perform any services to entities which they own, control, or are affiliated with? NoYes If Yes, list the position of this individual: Alternative Dispute Resolution: (%) Employment Screening: (%) Physician Management Services: (%) Drug Testing: (%) Business Process Outsourcing: (%) 2 Training 35 65 DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 Long Form Application Epack Extra New Business Application G-133042-A 03-2010 Page 9 of 15 Product Testing: (%) 1a.Please apply the percentage of revenue that is derived from the following services: Advertising Placement: (%) Branding: (%) Contest/Promotion/ Coupons: (%) Catalog/Direct Mail Services: (%) Other, please specify: (%) Literary Agent: (%) Market Research: (%) Merchandising: (%) Package Design: (%) Product Design: (%) Printing: (%) Public Relations: (%) Trademark Design: (%) Video/Film Production: (%) Website Design: (%) List all the publications that the Applicant and all Subsidiaries wish to have coverage:2. Name of Publication Location Average Circulation Frequency of Circulation Please list all of the Radio/Television Stations that are owned or operated by the Applicant or Subsidiaries:3. Call Letters Location Format Multimedia Services: To be completed only if Applicant and all Subsidiaries is seeking coverage for the following services: Newspaper/Magazine/Book Publishers Liability: To be completed only if Applicant and all Subsidiaries is seeking Newspaper/Magazine/Book Publishers Liability Coverage Broadcasters Liability Services: To be completed only if Applicant and all Subsidiaries is seeking coverage for Broadcasters liability coverage C. MEDIA PROFESSIONAL LIABILITY SECTION (To be completed only if Applicant is seeking MEDIA Coverage) Does the Applicant or any Subsidiary use subcontractors or any independent contractors such as freelance photographers, models, writers, composers, artists, musicians or website developers? Contractual Procedures Does each document include: (select all that apply):5c. Statement of Work and Specifications Limitation of Liability Exclusions for Consequential Damages Exclusive Remedies Dispute Resolution Venue or Governing Law Disclaimer of Warranties Force Majuere Hold Harmless to the Applicant's Benefit Performance Milestone a. Does anyone other than a principal have the authority to amend the standard contract?Yes No 5a.Does the Applicant and all Subsidiaries use a written contract or agreement with all clients?NoYes Contracted Work 4. NoYes If yes, does the Applicant and all Subsidiaries obtain written releases with respect to the creative material or talent that they provide?NoYes If Yes, list the position of this individual: Quality Control 6.Indicate which of the following quality control procedures are in place (select all that apply): Receive approval from the client prior to dissemination Educates employees on content claimsConducts fact checking of content Website content policy Media counsel used for content review Legal clearance procedures Letters-to-editor edited Educates employees on content claims Employees familiar with libel law Fees paid to proper licensing agencies Correction/retraction procedures Uses delay devices - Resume or Biographies for the key principals if in business less than 3 years. - Sample contract or agreement used with clients. - Sample agreement or written releases used with Authors, Freelancers, Distributors, Advertisers, etc. Please attach the following for the Applicant and their Subsidiaries: Music Composition: (%) 5b.Indicate the percentage of standard contract usage vs. client's contract?Standard: (%) Client: (%) What percent of your gross revenues can be considered pass thru costs?1b. % DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 Long Form Application Epack Extra New Business Application G-133042-A 03-2010 Page 10 of 15 a. Does anyone other than a principal have the authority to amend the standard contract?Yes No 5.Does each document include: (Select all that apply) 4.Does the Applicant and all Subsidiaries use a written contract, service agreement or invoice with all clients?NoYes Contractual Procedures Contracted Work Does the Applicant or any Subsidiary use subcontractors or any independent contractors to provide any professional services?3.NoYes If Yes, what is the percentage of revenues that comes from contracted services? %(%) Construction & Engineering: (%) 2.Indicate the percentage of revenue derived from the following Industry types: Aerospace & Defense: (%) Transportation: (%)Chemical (%) Consumer Services: (%)Government: (%) Electrical Equipment: (%) Energy Equipment & Services: (%) Financial Services (%) Information Technology: (%) Telecommunication: (%) Media: (%) Oil, Gas & Utilities: (%) Retail (%) Reseller of Computer Hardware & Software: (%)Computer Hardware MFG: (%) Telecom Consulting Firms: (%) 1.Estimate the total percentage of revenue derived from the following Technology & Telecommunication Services: D. TECHNOLOGY & TELECOMMUNICATION: E & O SECTION (To be completed only if Applicant is seeking TECH E&O Coverage) Electronic Component MFG: (%) Application Services Provider: (%) Computer Programmers: (%)Telephone Companies: (%) Telecom Equipment MFG: (%) Computer/Network Integration: (%) IT Consulting/Staffing: (%) Computer Training/Education: (%) Internet Services Provider: (%)Video Conferencing Services: (%) Computer Maintenance: (%)Managed IT Services: (%) E-mail Service: (%) Voice Over Internet Protocol Services (VOIP): (%) Other (describe below): (%) Other (describe below): (%) Quality Control 6.Indicate which of the following quality control procedures are in place (select all that apply) Total Quality Management Customer signature on each phase of project Prototype development Recall program Alpha/Beta testing Formal customer acceptance procedure Customer support Formalized training for new hires Vendor certification process Complaint resolution procedures Written and formalized quality control program Back-up or contingency plan Intellectual property/Review Safeguards Other (describe below) 7.Indicate the procedures you have in place to protect your facilities, networks and servers. (select all that apply) Virus protectionEncryption Firewalls Physical security Intrusion detection Security protocols Daily back-ups Power generator Cellular Companies: (%) Data Centers: (%)Software Developers: (%) Security Consulting/Products: (%) Wireless Communication Firms: (%) Website Developers: (%) Website Hosting Services: (%) If Yes, list the position of this individual: Please attach the following for the Applicant and their Subsidiaries: Healthcare: (%) Manufacturing: (%) - Resume or Biographies for the key principals if in business less than 3 years. - Sample contract, service agreement or invoice used with clients. Statement of Work and Specifications Limitation of Liability Exclusions for Consequential Damages Exclusive Remedies Dispute Resolution Venue or Governing Law Disclaimer of Warranties Force Majeure Hold Harmless to the Applicant's Benefit Performance Milestone DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 Long Form Application Epack Extra New Business Application G-133042-A 03-2010 Page 11 of 15 E. NETWORK SECURITY & PRIVACY SECTION (To be completed only if Applicant is seeking Network Security & Privacy Coverage) 1.Does the Applicant and all Subsidiaries maintain a comprehensive information-security program that is designed to protect the security, confidentiality and integrity of personal information?Yes No Please select which categories the plan addresses: Incident Response Plans Administrative Safeguards Technical Safeguards Breach Notice ProcessesPhysical Safeguards 2.Please indicate which type of third party sensitive information resides on the Applicant's network (select all that apply): Race, ethnicity, national originSocial Security numbers Medical information Credit Card numbers National ID numbers Administrative sanctions Data concerning sexual orientation Account numbers Driver's license numbers Financial data (i.e. credit rating) Passwords, including PINs Salary & compensation Criminal arrests & convictions Disability status Judgements in civil cases 3.Does the Applicant or any Subsidiaries outsource any of their IT or data management activities?Yes No If Yes, Please check all items that accurately describe these procedures: Periodic audits of outsourced vendor Vendor due diligence Site audit of vendor's data center Vendor is SAS70 compliant 4.Does the Applicant and all Subsidiaries control access to information that resides on data storage devices such as servers, desktops, PCs, laptops and PDAs?Yes No 5.Has the Applicant and all Subsidiaries established a password usage policy?Yes No 6.Does the Applicant and all Subsidiaries: Yes No Yes No Control access to information that can be displayed, printed, and/or downloaded to external storage devices?a. Monitor user accounts to identify and eliminate inactive users?b. Yes NoEnsure sufficient safeguards are in place over the transmission and storage of data?c. Yes NoConfigure all servers, desktops, PCs, laptops and PDAs prior to use?d. Yes NoHave a virus protection program in place?e. Yes NoHave a firewall in place?f. Yes NoInstall and configure anti-spyware software to provide protection of personally identifiable/sensitive information on all servers, desktops, PCs and laptops? g. Yes NoImplement security software updates and patches in a timely manner?h. Yes NoImplement, maintain and monitor an intrusion detection system?i. If the Applicant and Subsidiaries process any type of Credit Card transactions, select all that apply:7. Credit card data for the duration of a transcation Credit card data stored for future use (all but last 4 digits masked) Credit card data stored for future use (un-masked card numbers or including track 2 data) Third party intellectual property/Trade secretsOther: Comments: NOTE: Network Security & Privacy can only be purchased with another ML or PL line of coverage. DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 Long Form Application Epack Extra New Business Application G-133042-A 03-2010 Page 12 of 15 1.a. Description of Applicant's primary products or services: b. Predominant SIC code: REQUESTED COVERAGES Required Coverage:Per Loss Limit Per Loss Deductible A. Employee Theft or O- Government Employee Dishonesty Optional Coverages: A1. Employee Theft of Client Property $ $ $ $ 2. B. Forgery or Alteration - including Personal Accounts Coverage C. Theft, Disappearance & Destruction of Money and Securities $$ $ F. Computer and Funds Transfer Fraud D. Robbery & Safe Burglary of Other Property $ E. Counterfeit Money Orders and Currency of any Country $$ $$ Proof of Loss Expense $$ $ $ K. Hotel Guests Safe Deposit Legal Liability L. Hotel Guests Premises Legal Liability $$ $$ RATING INFORMATION 3.a. Applicant's Total Revenues:$ b. Total Domestic Employees: Total Foreign Employees: c. Foreign Countries: d. For Optional Coverage A.1: Total Employees on Client Premises: - Will Applicant's employees be under Client supervision while on their premises?NoYes If "No" please explain: e. For Optional Coverages C or D: Note: "Retail locations" sell goods or provide NON PROFESSIONAL services and accept currency as an available or required payment option Domestic Retail Locations:Foreign Retail Locations: INTERNAL CONTROLS - ALL LOCATIONS 4.a. Do Applicants have independent CPA prepared annual financial statements? b. In the "Opinion Letter" at the beginning of your current annual financial statement has your CPA expressed doubt that you will be able to continue to operate as going concern due to any financial problems you have? NoYes NoYes CRIME COVERAGE (TO BE COMPLETED IF PURCHASING ANY PL COVERAGE) A. GENERAL CRIME SECTION (To be completed only if Applicant is seeking CRIME Coverage) DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 Long Form Application Epack Extra New Business Application G-133042-A 03-2010 Page 13 of 15 5.a. Is countersignature required on all checks signed by any employee of the Applicant? $ If "No" provide name, position and equity interest in Applicant of any employee with sole check signing authority exceeding $25,000: b. Are all employees authorized to reconcile your bank accounts prohibited from signing checks, making deposits or making any withdrawals from any of your bank accounts? NoYes If "No", provide name, position and equity interest in Applicant of any reconcilers who may deposit, withdraw or sign checks: Yes, for all checks Yes, for all checks exceeding:No If the dollar amount of Currency above exceeds your requested Coverage C deductible or the dollar amount of Valuable Property above exceeds your requested coverage D deductible please answer the following: b. If "Yes," the maximum value at any covered location is: a. Does Applicant have a high value of currency, precious or semi-precious metals or stones (such as gold, silver, platinum, diamonds), or other high value, easily concealed property (including but not limited to computer chips, electronics, valuable watches, coins or jewelry)? PHYSICAL SECURITY - ALL LOCATIONS - ONLY FOR BUYERS OF COVERAGES "C" OR "D" 6. NoYes Currency: $ Valuable Property: $ - Is there a fence, wall or vault to create a restricted area for high value property/cash?NoYes - Is there a fence separating parking areas from any restricted access areas?NoYes - Are restricted access areas protected by motion detectors with a Central Station alarm and video surveillance cameras?NoYes CLAIMS HISTORY Check if no claims in the last three years7. List all detail for claims, or any incident which could give rise to a claim under any of the Epack Crime coverages you have applied for on this Application, whether reimbursed by insurance or not: Amount Recovered From Insurance Claim Discovery Date Claim Amount Claim Circumstances and Corrective Actions $ $ $ $ $$ Comments: (If additional space is needed, please attach sparatly) DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 Long Form Application Epack Extra New Business Application G-133042-A 03-2010 Page 14 of 15 III. APPLICANT REPRESENTATION (To be completed by Applicant) The Applicant Representation applies to all coverages that have been completed as part of this Application. 1. Special Representation applicable to the following Management Liability Coverages only (if to be part of this policy): For the coverages checked below the Applicant has current coverages in place with either CNA or with any other carrier: Directors & Officers Liability Employment Practices Liability Fiduciary Liability Coverage has been in place since: The Applicant requests continuity for these coverages and this Applicant Representation does not apply to these coverages. If no checkboxes are checked above then this Applicant Representation applies to any of these coverages for which the Application has been completed subject to the following: Applicant Representation - None of the individuals to be insured under any coverage Part is responsible for or has knowledge of any wrongful act or fact, circumstance or situation which they have reason to believe might result in a future claim, except as follows: Yes, there are exceptions to this Representation (please attach details) No, there are no exceptions to this Representation 2. Special Representation applicable to the Epack Extra Crime Coverage only (if to be made part of this policy): The employees of the Applicant have all, to the best of the Applicant's knowledge, always performed their duties honestly. Applicant has no knowledge, except as stated herein of any information that any employees have committed dishonest acts either prior to or during their employment by the Applicant. Such knowledge by a Director or Officer that is signing for the Applicant, of their own personal dishonest acts which are unknown to any other directors and officers of the Applicant, is not imputable to the Applicant. 3. Representations applicable to all coverages to be made part of this policy - The Applicant hereby declares, after diligent inquiry, that the information contained herein and in any supplemental applications or forms required hereby are true, accurate and complete, and that no material facts have been suppressed or misstated. Applicant acknowledges a continuing obligation to report to the CNA Company (the Company) to whom this Application is made, as soon as practicable, any material changes in all such information after signing the application and prior to issuance of the policy. The Applicant further acknowledges that the Company shall have the right to withdraw or modify any outstanding quotations and/or authorizations or agreement to bind the insurance based upon such changes. Further, the Applicant understands and acknowledges that: a. Completion of this application and any supplemental applications or forms does not bind the Company to issue a policy; b. If a policy is issued, the Company has relied upon, as representations, this application, any supplemental application and other statements furnished to the Company in conjunction with this application; c. All supplemental applications, statements, and other materials furnished to the Company in conjunction with this application are herby incorporated by reference into this application and made a part hereof; d. This application will be the basis of the contract and will be incorporated by references into and made a part of such policy; e. If a policy is issued, the limit of liability contained in the policy shall be reduced and may be completely exhausted by the payment of damages and claims expenses. IN such event the company shall not be liable for damages and claims expenses to the extent that such cost or amount exceeds the limit of liability of this policy; f. If a policy is issued, claims expenses incurred shall be applied against the deductible or retention amount as provided in the policy; g. Applicant's failure to report to its current insurance company: - any claim made against it during the current policy term, or - any act, omission or circumstances which the Applicant is aware of that may give rise to a claim; before expiration of the current policy may create a lack of coverage. DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1 DocuSign Envelope ID: DCC37A57-4CE8-4BC9-BE18-284EFD6647A1